Loading...
HomeMy WebLinkAbout FULL PACKET_2020-12-01REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: NOVEMBER 17, 2020 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED ❑ As Recommended ORDINANCE SECOND READING: ADOPT El Amended ORDINANCE RELATING TO THE ❑ Ordinance on Reading ❑ 2n Ordinance on d Reading PROHIBITION ON REPAIRS AND SALES OF ❑ Implementing Resolution BICYCLES AND BICYCLE PARTS ON ❑ Set Public Hearing For_ PUBLIC PROPERTY /s/ Kristine CITY MANAGER CONTINUED TO 1�1��►U1�1:1q:7 RECOMMENDED ACTION Adopt an ordinance adding Article XIIIto Chapter 10 of the Santa Ana Municipal Code (Crimes and Miscellaneous Law Enforcement Provisions) prohibiting repairs and sales of bicycles and bicycle parts on public property. DISCUSSION At the November 17, 2020 meeting, members of the City Council considered and approved as modified the first reading of an ordinance (Exhibit 1) adding Article XIII to Chapter 10 of the Santa Ana Municipal Code (Crimes and Miscellaneous Law Enforcement Provisions) prohibiting the repair and sale of bicycles and bicycle parts on public property. Specifically, the proposed ordinance would prohibit the assembly, disassembly, sale, offer of sale, distribution, offer of distribution, or storage of the following items on any street, sidewalk, alley, public passageway, public right-of-way, public park, or other public property within the City: 1. Three (3) or more bicycles; 2. A bicycle frame with the gear cables or brake cables that are inoperable, cut, or missing; 3. Two (2) or more bicycles with missing parts; 4. Five (5) or more bicycle parts. These prohibitions would not apply when an individual is operating under a valid City of Santa Ana license or permit authorizing such activities, or when the owner of a bicycle or bicycle part is present during the repair of the owner's single bicycle or bicycle part. Violations of the proposed ordinance would be deemed to be a misdemeanor and would be punishable as provided for in the Santa Ana Municipal Code, such as by administrative citation. Pursuant to discussion during the November 17 meeting, staff revised the ordinance as follows: The changes to Sections 10-801(E) and 10-802(B) were made to address the concerns 11 A-1 Ordinance Prohibiting the Repair and Sale of Bicycles and Bicycle Parts on Public Property November 17, 2020 Page 2 expressed about proof of ownership and applicability of the ordinance. o In summary, Section 10-801(E) clarifies that a person who was riding his or her bicycle and who has dismounted the bicycle on public property for the purpose of repairing a tire or chain or other mechanism to render the bicycle operative shall not be in violation of the ordinance. o Additionally, Section 10-802(B) clarifies that proof of ownership of a bicycle or bicycle part may include, but not be limited to, video or photographic evidence, a bill of sale or receipt, the correct serial number or other identifying information unique to the bicycle, bicycle registration, and a bicycle license. Section 10-803 was revised to address concerns expressed about persons being charged with a misdemeanor on a first offense. The changes clarify that the provisions of the ordinance allow for a violation to be charged either as a misdemeanor or as an infraction. If approved, the ordinance will take effect 30 days thereafter. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Kristine Ridge, City Manager Sonia Carvalho, City Attorney Exhibit: 1. Ordinance 11 A-2 LAR 11.17.20 CLEAN VERSION ORDINANCE NO. NS-XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADDING ARTICLE XIII TO CHAPTER 10 OF THE SANTA ANA MUNICIPAL CODE (CRIMES AND MISCELLANEOUS LAW ENFORCEMENT PROVISIONS) PROHIBITING REPAIR AND SALES OF BICYCLES AND BICYCLE PARTS ON PUBLIC PROPERTY THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: WHEREAS, the City of Santa Ana is a leader in Orange County in providing bicycle infrastructure, with miles of bicycle trails and pathways throughout the City; and WHEREAS, in November 2017, approximately 1000 bicycles were discovered in an underground drainage tunnel just south of the Santa Ana River overpass at Fairview Street. The bicycles were ultimately removed by the County of Orange Public Works Department. At the time, the Orange County Registrar reported that make shift chop shops were a common sight along the Santa Ana Riverbed encompassing portions of the City of Santa Ana. WHEREAS, between 2016 and 2018, the Santa Ana Police Department's Civic Center detail routinely encountered bicycle chop shops, in the Civic Center, especially the Plaza of the Flags, with bicycles and bicycle parts being exchanged for illegal narcotics and other items; WHEREAS, between 2015 and 2020, reported bicycle thefts in the City of Santa Ana averaged 261 per year for a total of 1,566 stolen bicycles. The actual number of thefts are believed to be much higher because many thefts go unreported; and WHEREAS, many of these bicycles are also dismantled in public areas and sold within days of being stolen, and, thus there is a narrow window for bicycles to be recovered while they are being taken apart in public spaces before being sold; and WHEREAS, prohibiting such activity and allowing removal of bicycles and/or bicycle parts from the public right-of-way and public property will help clear the public right-of-way and public property, prevent unauthorized commercial activity in these areas, and, if any items are lost or stolen, restore those items to their lawful owners and deter future bicycle theft; and WHEREAS, in furtherance of this effort, on October 20, 2020, the City Council requested the City Attorney draft an ordinance to prohibit the repair and sale of bicycles and bicycle parts on public property; and Ordinance No. NS-XXX Page 1 of 5 11 A-3 WHEREAS, the City Council finds and determines that this ordinance is not subject to CEQA pursuant to Sections 15060(c)(2) and 15060(c)(3) of the State CEQA Guidelines because it will not result in a direct or reasonably foreseeable indirect physical change in the environment as there is no possibility it will have a significant effect on the environment and it is not a "project', as defined in Section 15378 of the CEQA Guidelines. SECTION 1. New Article XIII is hereby added to Chapter 10 of the Santa Ana Municipal Code (CRIMES AND MISCELLANEOUS LAW ENFORCEMENT PROVISIONS) to read in full as follows: ARTICLE XIII. — PROHIBITION ON REPAIR AND SALES OF BICYCLES AND BICYCLE PARTS ON PUBLIC PROPERTY Sec. 10-800. - Purpose and Intent. The purpose and intent of this Article is to prohibit the repair or sale of bicycles or bicycle parts on public property in the City of Santa Ana in order to protect the public from obstruction of public property occurring as a result of persons utilizing public property, public sidewalks, public parks, and other public areas for the repair, dismantling, and sale of bicycles and bicycle parts. Further, the purpose and intent of this Article also includes a desire to decrease bicycle thefts and illegal or black market sales of bicycles and bicycle parts. Sec. 10-801. — Repair and Sales of Bicycles and Bicycle Parts on Public Property Prohibited. A. Except where otherwise stated in this Article, no person shall assemble, disassemble, sell, offer to sell, distribute, offer to distribute or store the following items on any public property within the City: 1. Three (3) or more bicycles; 2. A bicycle frame with the gear cables or brake cables that are inoperable, cut, or missing; 3. Two (2) or more bicycles with missing parts; or 4. Five (5) or more bicycle parts. B. For purposes of this Article, "parts" shall mean handlebars, wheels, forks, pedals, cranks, seats, chains, or any other items or components that are attached to a bicycle that are necessary for its operation. C. For purposes of the Article, "public property" shall mean any City street, sidewalk, alley, public passageway, public right-of-way, public park, or other publicly owned property. Ordinance No. NS-XXX Page 2 of 5 11 A-4 D. For purposes of this Article, "bicycle" shall include bicycle as defined in California Vehicle Code section 231 and electric bicycle as defined in California Vehicle Code section 312.5, as these sections are periodically amended. E. For purposes of this Article a person who was riding his or her bicycle and who has dismounted the bicycle on public property for the purpose of repairing a tire or chain or other mechanism to render the bicycle operative shall not be in violation of this Article. Sec. 10-802. — Exemptions. The prohibition contained in Section 10-801 shall not apply when: A. An individual is operating under a valid City of Santa Ana License or Permit authorizing such activities. B. The owner of a bicycle or bicycle part is present during the repair of the owner's single bicycle or bicycle part. Supporting evidence for a claim of lawful ownership may include, but is not limited to, video or photographic evidence, a bill of sale or receipt, the correct serial number or other identifying information unique to the bicycle, bicycle registration, and a bicycle license. Sec. 10-803. — Enforcement Provisions. Every violation of the provisions of this Article may be charged as either a misdemeanor or as an infraction in the discretion of the citing officer or City Attorney and, upon conviction thereof, shall be punishable as provided for in section 1-8 of this Code. Each day any violation of any said provision of this Chapter shall continue shall constitute a separate offense. Alternatively, violations may be addressed through the use of an administrative citation as set forth in sections 1-21.1 through 1-21.9. Use of criminal enforcement and/or administrative citations shall not prevent or preclude the City from seeking injunctive relief and civil penalties in court for violations of this Article. SECTION 2. The City Council finds and determines that this ordinance is not subject to CEQA pursuant to Sections 15060(c)(2) and 15060(c)(3) of the State CEQA Guidelines because it will not result in a direct or reasonably foreseeable indirect physical change in the environment as there is no possibility it will have a significant effect on the environment and it is not a "project," as defined in Section 15378 of the CEQA Guidelines. SECTION 3. 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 Ordinance No. NS-XXX Page 3 of 5 11 A-5 sections, subsections, sentence, clauses, phrases, or portions be declared invalid or unconstitutional. SECTION 4. Neither the adoption of this ordinance nor the repeal hereby of any other ordinance shall in any manner affect the prosecution for violation of ordinances, which violations were committed prior to the effective date hereof, nor be construed as a waiver of any license or penalty or the penal provisions applicable to any violation thereof. SECTION 5. This ordinance shall become effective thirty (30) days after its adoption. SECTION 6. 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 2020. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By:Naw'a' /' . R Laura A. Rossini Acting Chief Assistant City Attorney AYES: Councilmembers NOES: Councilmembers Miguel A. Pulido Mayor Ordinance No. NS-XXX Page 4 of 5 11 A-6 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify 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 Ordinance No. NS-XXX Page 5 of 5 11 A-7 LAR 11.17.20 STRIKETHROUGH VERSION WITH CHANGES FROM THE ORDINANCE NO. NS-XXX 11/17/2020 COUNCIL MEETING AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADDING ARTICLE XIII TO CHAPTER 10 OF THE SANTA ANA MUNICIPAL CODE (CRIMES AND MISCELLANEOUS LAW ENFORCEMENT PROVISIONS) PROHIBITING REPAIR AND SALES OF BICYCLES AND BICYCLE PARTS ON PUBLIC PROPERTY THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: WHEREAS, the City of Santa Ana is a leader in Orange County in providing bicycle infrastructure, with miles of bicycle trails and pathways throughout the City; and WHEREAS, in November 2017, approximately 1000 bicycles were discovered in an underground drainage tunnel just south of the Santa Ana River overpass at Fairview Street. The bicycles were ultimately removed by the County of Orange Public Works Department. At the time, the Orange County Registrar reported that make shift chop shops were a common sight along the Santa Ana Riverbed encompassing portions of the City of Santa Ana. WHEREAS, between 2016 and 2018, the Santa Ana Police Department's Civic Center detail routinely encountered bicycle chop shops, in the Civic Center, especially the Plaza of the Flags, with bicycles and bicycle parts being exchanged for illegal narcotics and other items; WHEREAS, between 2015 and 2020, reported bicycle thefts in the City of Santa Ana averaged 261 per year for a total of 1,566 stolen bicycles. The actual number of thefts are believed to be much higher because many thefts go unreported; and WHEREAS, many of these bicycles are also dismantled in public areas and sold within days of being stolen, and, thus there is a narrow window for bicycles to be recovered while they are being taken apart in public spaces before being sold; and WHEREAS, prohibiting such activity and allowing removal of bicycles and/or bicycle parts from the public right-of-way and public property will help clear the public right-of-way and public property, prevent unauthorized commercial activity in these areas, and, if any items are lost or stolen, restore those items to their lawful owners and deter future bicycle theft; and WHEREAS, in furtherance of this effort, on October 20, 2020, the City Council requested the City Attorney draft an ordinance to prohibit the repair and sale of bicycles and bicycle parts on public property; and Ordinance No. NS-XXX Page 1 of 5 11 A-8 WHEREAS, the City Council finds and determines that this ordinance is not subject to CEQA pursuant to Sections 15060(c)(2) and 15060(c)(3) of the State CEQA Guidelines because it will not result in a direct or reasonably foreseeable indirect physical change in the environment as there is no possibility it will have a significant effect on the environment and it is not a "project', as defined in Section 15378 of the CEQA Guidelines. SECTION 1. New Article XIII is hereby added to Chapter 10 of the Santa Ana Municipal Code (CRIMES AND MISCELLANEOUS LAW ENFORCEMENT PROVISIONS) to read in full as follows: ARTICLE XIII. — PROHIBITION ON REPAIR AND SALES OF BICYCLES AND BICYCLE PARTS ON PUBLIC PROPERTY Sec. 10-800. - Purpose and Intent. The purpose and intent of this Article is to prohibit the repair or sale of bicycles or bicycle parts on public property in the City of Santa Ana in order to protect the public from obstruction of public property occurring as a result of persons utilizing public property, public sidewalks, public parks, and other public areas for the repair, dismantling, and sale of bicycles and bicycle parts. Further, the purpose and intent of this Article also includes a desire to decrease bicycle thefts and illegal or black market sales of bicycles and bicycle parts. Sec. 10-801. — Repair and Sales of Bicycles and Bicycle Parts on Public Property Prohibited. A. Except where otherwise stated in this Article, no person shall assemble, disassemble, sell, offer to sell, distribute, offer to distribute or store the following items on any public property within the City: 1. Three (3) or more bicycles; 2. A bicycle frame with the gear cables or brake cables that are inoperable, cut, or missing; 3. Two (2) or more bicycles with missing parts; or 4. Five (5) or more bicycle parts. B_For purposes of this Article, "parts" shall mean handlebars, wheels, forks, pedals, cranks, seats, chains, or any other items or components that are attached to a bicycle that are necessary for its operation. B-C. For purposes of the Article. "Dublic DroDerty" shall mean anv Citv street. sidewalk. allev. Dublic Dassaaeway. Dublic riaht-of-way. Dublic Dark. or other ublicly owned propert Ordinance No. NS-XXX Page 2 of 5 11 A-9 D. For purposes of this Article, "bicycle" shall include bicycle as defined in California Vehicle Code section 231 and electric bicycle as defined in California Vehicle Code section 312.5, as these sections are periodically amended. GE. For purposes of this Article a person who was riding his or her bicycle and who has dismounted the bicycle on public property for the purpose of repairing a tire or chain or other mechanism to render the bicycle operative shall not be in violation of this Article. Sec. 10-802. — Exemptions. The prohibition contained in Section 10-801 shall not apply when: A. An individual is operating under a valid City of Santa Ana License or Permit authorizing such activities. B. The owner of a bicycle or bicycle part is present during the repair of the owner's single bicycle or bicycle part. Supporting evidence for a claim of lawful ownership may include, but is not limited to, video or photographic evidence, a bill of sale or receipt, the correct serial number or other identifying information unique to the bicycle, bicycle registration, and a bicycle license. Sec. 10-803. — Enforcement Provisions. Every violation of the provisions of this Article ^hall be deerned tQ h^ , may be charged as either a misdemeanor or as an infraction in the discretion of the citing officer or City Attorney and, upon conviction thereof, shall be punishable as provided for in section 1-8 of this Code. Each day any violation of any said provision of this Chapter shall continue shall constitute a separate offense. Alternatively, violations may be addressed through the use of an administrative citation as set forth in sections 1-21.1 through 1-21.9. Use of criminal enforcement and/or administrative citations shall not prevent or preclude the City from seeking injunctive relief and civil penalties in court for violations of this Article. SECTION 2. The City Council finds and determines that this ordinance is not subject to CEQA pursuant to Sections 15060(c)(2) and 15060(c)(3) of the State CEQA Guidelines because it will not result in a direct or reasonably foreseeable indirect physical change in the environment as there is no possibility it will have a significant effect on the environment and it is not a "project," as defined in Section 15378 of the CEQA Guidelines. SECTION 3. 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, Ordinance No. NS-XXX Page 3 of 5 11A-10 sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentence, clauses, phrases, or portions be declared invalid or unconstitutional. SECTION 4. Neither the adoption of this ordinance nor the repeal hereby of any other ordinance shall in any manner affect the prosecution for violation of ordinances, which violations were committed prior to the effective date hereof, nor be construed as a waiver of any license or penalty or the penal provisions applicable to any violation thereof. SECTION 6. This ordinance shall become effective thirty (30) days after its adoption. SECTION 6. 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 , 2020. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney LIM Laura A. Rossini Acting Chief Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify 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. Ordinance No. NS-XXX Page 4 of 5 11A-11 Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXX Page 5 of 5 11A-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE DESTRUCTION OF OBSOLETE CITY RECORDS CLERK OF COUNCIL USE ONLY: •e• O, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sl Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Approve the requests for the destruction of obsolete records from City Manager's Office, Clerk of the Council Office, Community Development Agency, Finance and Management Services, and Santa Ana Police Department in accordance with the retention schedule outlined in City Council Resolution 2013-014. DISCUSSION On April 1, 2013, the City Council approved Resolution 2013-014 ("Resolution"). The resolution and accompanying Records Retention Schedule provides to the multiple agencies, departments, and offices of the City guidance on the retention of City records and how long the records need to be retained. The Schedule reflects the requirements of the Public Records Act, is modeled after the California Secretary of State's sample for local government, and incorporates other statutory periods applicable to Santa Ana. Each department makes discretionary decisions on whether to retain records past the minimum retention period requirements. Section 5.13 of the resolution and the City's municipal code require that the City Attorney approve the destruction of a City record. Accordingly, the Executive Directors for the City Manager's Office, Clerk of the Council Office, Community Development Agency, Finance and Management Services Agency, and Santa Ana Police Department provide lists of obsolete records proposed for destruction. A copy of each memorandum was reviewed by staff from the City Attorney's Office and approved by the City Attorney. Each memorandum is attached as an exhibit to this staff report (Exhibits 1-5). Destruction of these records will serve to benefit each office with more efficient access to files and support the City's current storage capacity to maintain these obsolete records. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Daisy Gomez, Clerk of the Council Exhibit: 1. Request for Destruction of Records — City Manager's Office 19C-1 Destruction of Records Request December 1, 2020 Page 2 2. Request for Destruction of Records — Clerk of the Council Office 3. Request for Destruction of Records — Community Redevelopment Agency 4. Request for Destruction of Records — Finance and Management Services 5. Request for Destruction of Records — Santa Ana Police Department 19C-2 EXHIBIT 1 MEMORANDUM To: Sonia Carvalho, City Attorney City Attorney's Office From: 1 Rosa Flores, Secretary to the City Manager City Manager's Office Date: November 2, 2020 Re: REQUEST FOR DESTRUCTION OF RECORDS The City Manager's Office requests your consent to destroy City records on the attached listing, in accordance with the retention schedule outlined in City Council Resolution 2013-14. Attached is a listing of the records. If approved, please sign under Consent. Thank you. 19C-3 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE CITY MANAGER'S OFFICE 2020 RECORD RECORD RECORD RECORD RETENTION GOVTCODE CATEGORY SERIES DESCRIPITION START DATE PERIOD Contracts entered into by October 1, Agreements Agency/Dept. the City relating to goods, 2016 and 4 years GC 34090 Head Approved services, legal settlements and programs prior Forms used by the Mayor Correspondence Council and Councilmembers to October 1, 2 and 2 years GC 34090 Requests request information (d) and/or staff actions prior pri p "Loose" correspondence that cannot be 2 years GC 34090 Incoming and legitimately attached to (d) Correspondence Outgoing some major record series cto Ober 1, cto General such as AGREEMENT or 2017 and Correspondence PROJECT prior (City Council) "Loose" correspondence that cannot be 2 years GC 34090 Incoming and legitimately attached to (d) Correspondence Outgoing some major record series October 1, 2017 and General such as AGREEMENT or Correspondence PROJECT prior (City Manager's Office) Exception Sheets, Leave of Mayor and City Council October 1, 3 years GC 34090 Payroll Absence Forms, City Manager Office Staff 2017 and (d) and related Payroll Reports prior DPV forms, Petty Cash October 1, Reports Accounts Receipts, Credit Card 2017 and 2 years GC 34090 Payable Statements prior Councilmembers Travel forms and related October 1, Travel Folders and CMO Staff documentation 2017 and t2years GC 34090 prior 19C-4 APPROVE: CONSENT: Kristine Ridge Date Sonia R. Carvalho Date City Manager City Attorney ------------------------------------------------------ RECORDS DESTROYED: AUDITED BY: Volume Weight Rosa Flores Date In Cubic Feet in Pounds Secretary to the City Manager 19C-5 EXHIBIT 2 MEMORANDUM To: Sonia R. Carvalho, City Attorney Date: November 2, 2020 From Norma Mitre, Assistant Clerk of the Council Subject: REQUEST FOR DESTRUCTION OF RECORDS The Clerk of the Council requests your approval to destroy City records on the attached listing, in accordance with the retention schedule outlined in the City Council Resolution 2013-014. Thank you. Attachments: Clerk of the Council Destruction Schedule C WSERSINMITREMPOATAUOCAOMICROSOFHWMDOWSVWTCACHETCONTENT.OMWM6NRUBRIWIP-MEMO -DEPT RECORDS OESTR_REQUEST MADE TO CAO_DECEMBER 12020(NO).DOC 19C-6 CITY OF SANTAANA OBSOLETE RECORDS DESTRUCTION SCHEDULE CLERK OF THE COUNCIL OFFICE December 2020 RECORD RECORD RECORD RETENTION CODE CATEGORY SERIES RECORD DESCRIPTION START DATE PERIOD GENERAL Payroll Leave of Absence Requests Pay period, 2 years GC RECORD (LOAs) and copy of departmental Year 34090(d) reports 2016-2017 BOARDS & Applications Applications for B&C positions Folder Year 2 years GC 34090 COMMISSIO for Boards & received during a calendar year Date NS (B&C) Commissions and not acted upon by the Council Committees — 2014-2017 Not Selected Applications Selected Folder Year Current + GC 34090 for Boards, Date 5 years Commissions Selected 2014-Prior Committees CLERK - Appeals — Hearing Officer Reports, Appeal C+ 2 GC Sec. ADMINISTRA Santa Ana correspondence memoranda, and Application years 34090; TION Municipal other documents relating to SAMC Date SAMC Code (SAMC) Chapter 3 appeals. Chapter 3 Chapter 3 2013 - 2017 Code of Code of Ethics and Conduct Receipt T + 3 GC 34090 Ethics certification )adopted June 2, Date years; 2008) submitted by elected Laserfich officials and members of 2016-Prior e appointed boards, Commissions permane and Committees nt Miscellaneous Includes both incoming and Folder Year 2 years GC 34090 Correspon- outgoing general correspondence, Date Bence including letter and email along with citizen feedback; various 2016-2017 files, not related to specific cases and not otherwise specifically covered by the retention schedule. 19C-7 RECORD RECORD RECORD DESCRIPTION RECORD RETENTION CODE CATEGORY SERIES START DATE PERIOD Agenda Council Meeting, Successor Folder Year Hardcopy GC Packets Agency, Santa Ana Financing Date - 2 years, 50115; Authority, Commissions agenda Imaging - GC packet materials, e.g., Requests 2016-2017 Permane 34090.5 for Council Action (RFCA's) and nt backup information on Council (available Agenda items - Originals can be from imaged immediately for 2004 to permanent retention, if desired, present The imaged record can serve as only) the permanent record, if desired. FAIR Campaign Original statements of candidates Election 5 years GC POLITICAL Statements — and supporting committees for (can 81009(b) PRACTICES candidate for candidates for Mayor, City Council 2005-2013 image GC (FPPC) Mayor, City after 2 81009(g) Council — not years) elected (originals) Campaign Original Statements of all other Election 7 years GC Statements persons and committees; other (can 81009(c), for other than original reports and statements 2007-2013 image (a) Mayor, City after 2 GC Council; other years) 81009(g) campaign reports originals) Ethics Records required to be kept under Filing Year Hardcopy GC Training Gov. Code sections 53235.2 — 5 years 53235.2 Records (AB (effective 1/1/06). Records must 2014- Prior after 1234; show dates officials satisfied the receipt of effective training requirements and the training; 111/2006) entity that provided the training. Laserfich Applies to boards and e _ commissions, and elected permane officials. nt. Statements of Originals of statements of Filing Year 7 years GC 81 009 Economic designated employees (can (e), (g) Interest— 2011-2012 image Form 700 after 2 (originals) years) (non -elected) 19C-8 OBSOLETE RECORDS DESTRUCTION SCHEDULE CLERK OF THE COUNCIL OFFICE DECEMBER 2020 RECORD RECORD RECORD DESCRIPTION RECORD RETENTION PERIOD CODE CATEGORY SERIES START DATE PUBLIC Public Request from the public for Receipt 2 Years GC 34090 RECORDS Records documents retained by the City Date REQUEST Request 2016-2017 CLERKS Miscellaneous Log of documents received by the Folder Year 3 Years GC 34090 LOGS Logs Clerk and other actions under Date various SAMC sections: • Alcoholic Beverage Control 2015-2016 (ABC) COUNCIL Agendas Original Meeting Agendas: City Folder Year Hardcopy GC Sec. MEETINGS Council, Redevelopment Agency, Date - 2 years; 34090; Successor Agency, Santa Ana Imaging 34090.5 Financing Authority, Special 2016-2017 Copy - Meetings, Commissions — Permane agendas and packets can be nt (2004 imaged immediately for to permanent retention, if desired. A present) paper copy can be maintained for one year, if desired. Agenda Notices — Public Meetings Folder Year 2 years Notices including Special Meetings, Date 2016-2017 Agenda Affidavits of Publication I Posting - Folder Year 2 years Publications Proof of publication or posting of Date legal notices —examples of legal notices: Notice of Public Hearing, 2016-2017 Notice of Lien, etc. 19C-9 OBSOLETE RECORDS DESTRUCTION SCHEDULE CLERK OF THE COUNCIL OFFICE DECEMBER 2020 RECORD CATEGORY RECORD SERIES RECORD DESCRIPTION RECORD START DATE RETENTION PERIOD CODE OPEN Open The Santa Ana Municipal Code Year 3 Years GC 34090 CALENDARS Calendars (SAMC) Chapter 2, Article 11.111, (Sunshine Section 2-155 requires the 2015-2016 Provision) Calendars of Certain Officers to be posted on the City's website. • City Council and Executive Management Team calendars PREPARED BY: � -Na ._Q I S Za k 'Norma Orozco ate: Deputy Clerk of the Council CONSENT BY: l/ lld?,n Daisy Gome D to Clerk of the Council RECORDS DESTROYED: APPROVED BY: Number of Boxes : 470tur A. Rem 11/1A/ 0 O for Sonia R. Carvalho Date City Attorney 19C-10 MEMORANDUM Sonia Carvalho To: City Attorney Steven A. Mendoza From: Community Development Executive Director Subject: Request For Destruction Of Records EXHIBIT 3 Date: November 16, 2020 The Community Development Agency requests your consent to destroy the city records identified on the attached listing in accordance with the retention schedule outlined in City Council Resolution 2013-016. 19C-11 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE COMMUNITY DEVELOPMENT AGENCY 2020 RECORD RECORD RECORD RECORD CATEGORY SERIES DESCRIPTION DATES REMARKS Payroll Time Exception Forms to charge labor expenditures to applicable Fund and Activity December 2012 Sheets other than home account and prior Payroll Leave of Absence (except Med Leave, Authorizing absence forms December 2012 see Personnel) and prior Adman Services Loan Files Documents pertaining to the Prior to 2000 Code of Civil Procedures Sec. commercial rehab loans 337 GC 34090 Contracts entered into by the Agency and City relating to goods, January 1995 — Code of Civil Admin Services Agreements services, legal settlements and July 2007 Procedures Sec, program responsibilities; includes 337 GC 34090 joint powers agreements. Economic Workforce Investment Act (WIA) and Special Participant payroll records (timecards, participant profiles, December 2012 29CFR, Part Development Projects payroll printouts) and prior 97.42(b)(2) Economic Federal Empowerment Zone Contracts and other backup data for December 2009 Development p Grant processing invoices and prior i Economic Workforce Investment Act (WIA) & Special Oversight and monitoring reports including backup data and program June 2013 and 29CFR, Part Development p Projects operator audit reports prior 97.42(b)(2) Economic Workforce Investment Subgrantee agreements, plans, June 2009 and 29CFR, Part Development Board (WIB) participant and fiscal reports prior 97.42(b)(2) Economic Development Workforce Investment Act (WIA) &Special WIA Forms (enrollment and various FY 2011 — 2014 29CFR, Part Projects a participation forms) 97,42 ( b)(2) Economic Workforce Investment Act (WIA) &Special WIA Forms (enrollment and various FY 2013 — 2014 29CFR, Part Development Projects participation forms) 97,42(b)(2) Economic Workforce Investment Act Special WIA Forms (enrollment and various Sep 2012 29CFR, Part Development PI Projects participation forms) July 2013 97,42(b)(2) Economic Workforce Investment Act (WIA) & Special WIA Forms (enrollment and various FY 2012 — 2013 29CFR, Part Development projects participation forms) 97,42(b)(2) Economic Workforce Investment Act (WIA) &Special WIA Forms (enrollment and various FY 2009 — 2010 29CFR, Part Development Projects participation forms) to 2013 — 2014 97,42(b)(2) 19C-12 RECORD RECORD RECORD RECORD CATEGORY SERIES DESCRIPTION DATES REMARKS Economic Workforce Investment Act (WIA) & Special WIA Forms (enrollment and various FY 2012 — 2014 29CFR, Part Development Projects participation forms) 97,42(b)(2) Economic Workforce Investment Act (WIA) & Special WIA Forms (enrollment and various FY 2012 — 2014 29CFR, Part Development p Projects participation forms) 97,42(b)(2) Economic Workforce Investment Act (WIA) &Special Contracts and other backup data for 2010 — 2011 to 29CFR, Part Development Projects processing invoices. 2013-2014 97,42(b)(2) Economic Workforce Investment Board (WIA) & Contracts and other backup data for FY 2013 — 2014 29CFR, Part Development p Special Projects processing 97,42(b)(2) Economic Workforce Investment Subgrantee Agreements, plans, FY 2013 — 2014 29CFR, Part Development Board (WIB) participant and fiscal reports. 97,42(b)(2) Economic Workforce Investment Oversight and monitoring reports FY 2011 — 2012 29CFR, Part Development Board (WIA) & including backup data and program 2012 — 2013 & g7 42(b)(2) Special Projects operator audit reports. 2013-2014 Economic Workforce Investment Board (WIA) & Original Procurement Documents 2012 — 2013 & 29CFR, Part Development Special Projects (Proposals, RFP's, Rating Sheets) 2013-2014 97,42(b)(2) Workforce Investment Subgrantee Agreements, plans, 2011 —2012, Economic Board(WIB) participant and fiscal reports. 2012-2013 29CFR, Part Development Meeting Records (agenda packets & 2013 — 2014 97,42(b)(2) and minutes Economic Workforce Investment Board (WIA) & Oversight and monitoring reports 29CFR, Part Development Special Projects ncluding backup data and program FY 2012 — 2014 97,42(b)(2) operator audit reports. PREPARED BY: Bianca L. Zurita Date Commission Secretary RECORDS DESTROYED: Number of Boxes CONSENT BY: -Tsn' iy�-- t,l I61ZbZ_ Steven Mendoza Date CDA Executive Director APP OVED BY: for11/17/2020 So 'b Oarvalho Date City Attorney 19C-13 EXHIBIT 4 F sAA'T To: Sonia R. Carvalho, City Attorney City Attorney's Office From: Lulu Medel, Payroll Manager FMSA Date: November 12, 2020 Re: REQUEST FOR DESTRUCTION OF RECORDS The Clerk of the Council. requests, your consent to destroy city records on the attached listing, in accordance with the retention schedule outlined in City Council Resolution 2013-014 Thank you. 1-12-2020 ulu Medel Date 19C-14 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE FINANCE AND MANAGEMENT SERVICES 2020 RECORD RECORD RECORD RETENTION RECORD' CATEGORY SERIES DESCRIPTION PERIOD DATES PAYROLL Attendance Reports Daily attendance postings 10 years 2009 and prior Check Registers Pay period employee earnings and deductions 2009 and 10 years prior W2's and EE Earning Report YTD W2 Earnings (ER copies of W2) 4 years 2015 and prior Retirement CaIPERS Salary, gross, contribution reports 10 years 2009 and prior Quarterly Reports State quarter earnings and tax reports 10 years 2009 and prior Leave of Absence Authorizing absence forms (for Finance Dept only) 2 years 2017 and prior Exception Sheets Labor expenditure charges to applicable 3 years 2017 and Fund/Activity other than home account prior PREPARED BY: Lul del Date Pa r II Manager Fin nce and Management Services RECORDS DESTROYED: 30 Number of Boxes CONSENT BY: -RP M l- Nan,m-';Ww ;l, xo,o D.,.3 D nr Kathryn Downs Data Executive Director of Finance APPROVED BY: for Sonia R. Carvalho Date City Attorney 19C-15 EXHIBIT 5 MEMORANDUM To: Norma Mitre -Ramirez, Assistant Clerk of August 10, 2020 the Council Office Date: Rita Ramirez, Police Administrative Manager From: Subject: REQUEST FOR DESTRUCTION OF RECORDS Attached you will find for your review, requests for the destruction of Workers Compensation files, along with requests for the destruction of Withdraws, Disqualification and Deselection candidate files. This request is submitted on behalf of the Personnel Unit - PD and are in accordance with the City's Records Destruction Policy. If you have any questions or concerns, please let me know. You may contact me at 714-245-8620. Respqctfully submitted, A� Rita RaYirez 19C-16 Division Name: CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT POLICE HUMAN RESOURCES Record Category Record Series Record Description Record Dates PERSONNEL Name/attached Workers' Comp Files All 2012 Prepared by: Name: Pati Ridge Title: PT Administrative Aide Date: 6/18/2020 Number of files to be destroyed: 142 CONSENT BY: D vid V Chief of Police 4 ,, Date APPROVED BY: U Tamara Bogosian Date' Assistant City Attorney ------------ Records destroyed by: L14�3 50 I Gt Print Name & dge # Date of destruction: Once your records have been destroyed return this form to the Records Manager and keep a copy of this form for your files. Page 1 gfk_17 Division Name: CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT POLICE HUMAN RESOURCES Record Category Record Series Record Description Record Dates PERSONNEL Name/attached Workers' Comp Files All 2013 Prepared by: Name: Maria Martinez Title: Secretary (PTCS) Date: 6/18/2020 Number of files to be destroyed: 149 CONSENT BY: void_ Val n Date Chief of Police APPROVED BY: Lk- 124>0 Tamara ogosian Date Assistant City Attorney Records destroyed by: Print Name & Date of destruction: V m Once your records have been destroyed return this form to the Records Manager and keep a copy of this form for your files. Page 1 gfk_18 Division Name: CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT POLICE HUMAN RESOURCES Record Category Record Series Record Description Record Dates PERSONNEL Name/attached Workers' Comp Files All 2014 Prepared by: Name: Maria Martinez Title: Secretary (PTCS) Date: 6/19/2020 Number of files to be destroyed: 141 CONSENT BY: LJ-DevrcTValentin Date Chief of Police APPROVED BY: nu,l( T mara Bogosian Assistant City Attorney Records destroyed by: Print Name & Date of destruction: Date Once your records have been destroyed return this form to the Records Manager and keep a copy of this form for your files. Page 1 1 f6C_19 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT Division Name: POLICE PERSONNEL SECTION Record Category Record Series Record Description Record Dates PERSONNEL Name/attached Withdraws, Disqualifications, Deselected Jan - Dec 2013 Prepared by: Name: Pati Ridge Title: P/T Administrative Aide Date: 1 /14/20 Number of background files to be destroyed: 109 ----------------------------------------------------- ----------------------------------------------------- CONSENT BY: ' David V in, Chief of Police ate o ice Department APPROVED BY: TAaa gosian Assistant City Attorney 1WW Date Records destroyed by: `-���Q- � � 3 Do 1 Prin Name & dge # MignattreU Date of destruction: (o b Once your records have been destroyed return this form to the Records Manager and keep a copy of this form for your files. Page 1 o46C-20 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT Division Name: POLICE PERSONNEL SECTION Record Category Record Series Record Description Record Dates PERSONNEL Name/attached Withdraws, Disqualifications, Deselected Jan — Dec 2012 Prepared by: Name: Pati Ridge Title: P/T Administrative Aide Date: 1 /14/20 Number of background files to be destroyed: 107 CONSENT BY: D alentin, Chief of Police Police Department APPROVED BY: AN&7'— Tamara Bodosian Assistant City Attorney D e D to -------------------------------------------------- ---- ------ Records destroyed by:R'(be't�500 ,tint a e & dge # Signature Date of destruction: Once your records have been destroyed return this form to the Records Manager and keep a copy of this form for your files. Page 1 o46C-21 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED ❑ As Recommended RECEIVE AND FILE QUARTERLY El Amended REPORT FOR HOUSING DIVISION ❑ Ordinance on 1 Reading ❑ Ordinance on 2nd Reading PROJECTS AND ACTIVITIES FOR THE ❑ Implementing Resolution PERIOD OF JULY 2020-SEPTEMBER 2020 ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Receive and file the Quarterly Report for Housing Division Projects and Activities for the period of July 2020 through September 2020. COMMUNITY DEVELOPMENT COMMISSION ACTION All commission meetings were canceled for July 2020 through November 2020 due to the COVID- 19 emergency. DISCUSSION This report, for the quarter ending on September 30, 2020, provides statistics for all of the affordable housing projects and activities for the Housing Division. The report is divided into four 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. 19D-1 Quarterly Report for Housing Division December 1, 2020 Page 2 Table 1: Applications Sent Out, Received, and Approved Program Inquiries Applications Sent Out Applications Received Applications Approved Q1 Total FY Q1 Total FY Q1 Total FY Q1 Total FY Single -Family Rehabilitation 27 27 27 27 0 0 0 0 Mobile Home Rehabilitation 15 15 15 15 0 0 0 0 Multi -Family Rehabilitation 0 0 0 0 0 0 0 0 Historic Home Restoration 0 0 0 0 0 0 0 0 Homeownership / DPAP 19 19 19 19 3 3 1 1 Subordinations 8 8 0 0 8 8 8 8 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. Due to the Coronavirus (COVID- 19), application processing for the Down Payment Assistance Program, Single -Family and Mobile Home Rehabilitation Program were put on hold during the first quarter. There are currently nine applications for the Single -Family Rehabilitation Program and four applications for the Mobile Home Rehabilitation Program. Homeowners who have second liens with the City of Santa Ana have been interested in refinancing their first lien mortgage to take advantage of the low interest rates. When the first lien is refinanced, it is necessary for the City to subordinate its second lien. During the first quarter, eight requests for subordination were received, approved, and processed. Rehabilitation Loan Underwriting and Approval Progress During this quarter, one mobile home rehabilitation loan was funded. Rehabilitation Program Construction Progress 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. During this quarter, two mobile homes were under construction and no rehabilitation of single-family homes or mobile homes were completed. Down Payment Assistance Loan Program (DPAP) 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). During this quarter, staff conducted three down payment assistance virtual workshops via Zoom with 58 attendees. One down payment assistance loan closed escrow. Three down payment assistance applications were received and one application was approved. One Habitat for Humanity purchase loan was also approved. 19 D-2 Quarterly Report for Housing Division December 1, 2020 Page 3 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 the first quarter, the principal balance was $136,764,166. This is comprised of 368 loans, of which 344 are deferred or residual receipt payment loans. As shown in Table 2, the loan portfolio generated $24,363 in payments of principal and interest during the first quarter. The amount of residual receipts payments changes every quarter. Table 2: Portfolio Revenue Funding Source HOME CDBG Redevelopment NSP CalHOME Loan Payoffs $0 $74,108 $0 $10,150 $10,000 Residual Receipts Payments $0 $0 $0 $0 $0 Amortized Loan Payments $2,521 $6,371 $15,471 $0 $0 Total for Q3 $2,521 $80,479 $15,471 $10,150 $10,000 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, 26 owner -occupancy recertification letters were mailed and 22 were returned and processed. This number includes letters sent from previous months. On -site compliance monitoring of the tenant files was not conducted this quarter due to COVI D-19. HUD has temporarily waived the requirement for ongoing periodic inspections of HOME -assisted rental housing through December 31, 2020. Prior to all inspections being put on -hold due to COVID-19, staff conducted building code compliance inspections for 113 units on seven properties, which represents a sampling of 36% of the total units in the properties. 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. 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 Authority. Exhibit 1 provides a summary of the funds available as of September 30, 2020. Exhibit 2 provides a summary of available land assets. Housing Opportunity Ordinance 19 D-3 Quarterly Report for Housing Division December 1, 2020 Page 4 On -Site Development Since 2011, a total of 33 units have been developed on -site as a result of the Ordinance, including 23 ownership units for -sale and 10 rental units: Units Built On -Site Ownership Rental TOTAL 23 10 33 Regulatory agreements have been signed with two market -rate developments that will build 30 additional rental units on -site affordable to very -low income households. In -Lieu Fees Generated 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 $20,587,325 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. These fees were generated from a total of 13 projects that opted to pay the in -lieu fee instead of building units on -site. If those 13 projects had instead built the inclusionary housing units on -site, a total of 500 affordable housing units would have been created. In -lieu fees generated have been used to develop new affordable housing opportunities, provide emergency shelter, and create homeownership opportunities. Below is a summary of how in -lieu fees have been used by the City. Project Inclusionary Housing # of Units Address Funds Spent Santa Ana Arts $ 4,775,000 57 1666 N. Main Street Collective Tiny Tim Plaza $ 1,300,000 50 2239 West 5th Street The Link Interim $ 4,140,295 N/A 2320 S Redhill Emergency Shelter Avenue TOTAL $ 10,215,295 107 19 D-4 Quarterly Report for Housing Division December 1, 2020 Page 5 Project Inclusionary Housing # of Units Address Funds Committed Legacy Square $ 3,170,547 92 609 North Spurgeon Street Habitat for Humanity "Lacy $ 231,494 2 416 Vance Street & & Vance" 826 N. Lacy Street Westview House $ 1,514,113 84 2530 and 2534 Westminster Avenue WISE Place Steps to Independence Public $ 90,000 N/A N/A Service Program Down Payment $ 280,000 N/A N/A Assistance TOTAL $ 5,286,154 178 Affordable Housing Development Projects There are two affordable housing developments under construction and six affordable housing projects in pre -development. An existing affordable housing development (Cornerstone Apartments) is also being rehabilitated. Below are brief summaries for two recently completed projects, eight projects under construction / pre -development, and the project under rehabilitation. Exhibit 3 provides a development timeline for the larger development projects. Projects Completed Santa Ana Arts Collective (1666 N. Main Street) Developer Meta Housing Corporation Acquisition, adaptive reuse and new construction project comprised of 57 Description affordable rental units designated for professional artists of all disciplines, and one manager's unit. Permanent supportive housing for 15 units will be funded by MHSA/SNHP funds from the County of Orange. Inclusionary Housing ($4,775,000), HOME Investment Partnership City Funds Program (HOME) ($2,627,631), Community Development Block Grant CDBG $500,000 The project received its certificate of occupancy on June 24. As of Update September 30, there are 52 units occupied and the building is anticipated to be fully leased by the end of November 2020. 19D-5 Quarterly Report for Housing Division December 1, 2020 Page 6 Heroes Landinq - formerly Santa Ana Veterans Villaqe (3312 W. First Street) Developer Jamboree Housing Corporation New construction of an affordable multi -family apartment complex Description consisting of 75 units of permanent supportive housing with wrap -around supportive services for HUD -Veterans Affairs Supportive Housing (VASH) eligible homeless veterans and one manager's unit. City Funds Seventy-five HUD-VASH Project -Based Vouchers, HOME-CHDO $477,345.90 Update Construction is complete and the project was fully leased in August. The ro.ect antici ates converting to permanent financing by November 30. Projects under Construction Aqua Housinq (317 E. 17th Street) Developer Community Development Partners with Mercy House as the service provider Acquisition, demolition and new construction of a former motel yielding 56 units of affordable permanent supportive housing with wrap -around Description supportive services for chronically homeless individuals and one manager's unit. 28 of the 56 units will be funded by MHSA/SNHP funds from the County of Orange. City Funds Fifty-six Project -Based Vouchers (PBVs) Construction is now approximately 88% complete with completion targeted by the end of December 2020. The rear residential building Update (segment C) is nearing completion. Awnings, stairs, and railings are being installed. Hardscape and landscape has started and the Faces of Santa Ana painted two murals. Safety measures are in place at the job site with PPE and social distancing being enforced for all workers. La Placita Cinco — formerly Tiny Tim Plaza (2239 West 5th Street) Developer Community Development Partners New construction of an affordable multi -family apartment complex Description consisting of 50 units of rental housing serving very -low and extremely -low income families, and one manager's unit. City Funds Inclusionary Housing ($1,300,000), Housing Successor Agency $4, 700, 000 The project is currently under construction, at 86% complete. The retail Update renovations are also under construction. Marketing and lease -up have begun, with the City's approval of Santa Ana live/work preference notations. All units are anticipated to be filled through the Santa Ana 19 D-6 Quarterly Report for Housing Division December 1, 2020 Page 7 live/work preference. The project anticipates completion and occupancy at the end of 2020. Projects in Pre -Development Crossroads at Washinqton (1126 and 1146 E. Washington Avenue) Developer Related Companies of California with A Community of Friends (ACOF) as co -developer and lead service provider New construction of a 100% affordable multi -family apartment complex Description p consisting of 85 units of rental housing and one manager's unit. All units will be affordable to households earning less than 30% AMI of which 43 units will be set -aside for permanent supportive housing. HOME Investment Partnerships Program ($3,007,489), Neighborhood City Funds Stabilization Program ($963,951), 65-year ground lease agreement for 1126 and 1146 E. Washington Avenue (Appraised Value as of September 22, 2019: $4,108,136 The Project received its entitlements on February 24, 2020. The Project received a formal commitment for 43 Project Based Vouchers from the Orange County Housing Authority on March 5, 2020. In February, the City and County approved the 65-year Ground Lease, Option Agreement for the Ground Lease, Joint Powers Agreement and Quitclaims associated with the JPA. The documents were approved by City Council on February 18, 2020. The Option Agreement was executed shortly afterwards. Following these approvals, the developer submitted a 9% Tax Credit application for the TCAC 9% Application 1 st Round on March 9 but did not receive an award. Update Developer submitted an FCAA 9/o Tax Credit application in July 2020 (Round 2). Funding awards for Round 2 will be announced at the next CTCAC Committee meeting which has been rescheduled to October 14, 2020. The Project is pursuing additional environmental assessments based on the conditions of the sites (City and County parcels) identified in the Phase I Environmental Site Assessment and the Phase II Environmental Site Assessment. Additional assessment is required to determine the extent of contamination and scope of future remediation activities. Changes to the project timeline are anticipated. FX Residences 801, 809, 809 % East Santa Ana Boulevard Developer HomeAid Orange County, Inc. with Mercy House as the service provider New construction of an affordable multi -family apartment complex Description consisting of 16 units of permanent supportive housing, and one manager's unit. Housing Successor Agency ($1,069,947), three HUD-VASH PBVs, 99-year City Funds ground lease agreement for 801 E. Santa Ana Blvd. (Appraised Value as of October 25, 2018: $788,000 19 D-7 Quarterly Report for Housing Division December 1, 2020 Page 8 The developer and Public Works staff are working to resolve design issues prior to resubmittal of the package. HomeAid Orange County is in ongoing Update communication with state HCD and CAL HFA. Both entities will coordinate the disbursement of capital funds to be used for the permanent financing of the project. In May 2020, HomeAid Orange County was awarded $1.1 M from the Orange County Housing Finance Trust for additional gap funding. Habitat for Humanity (416 Vance Street & 826 N. Lacy Street) Developer Habitat for Humanity of Orange County Description New construction of two single-family detached homes for homeownership serving households up to 120% AMI. Inclusionary Housing ($231,494) and 99-year ground lease agreement for City Funds 416 Vance Street and 826 N. Lacy Street (Appraised Value as of October 25, 2018: $578,000 The developer is awaiting final approval of the architectural drawings from the Historic French Park Committee. The Neighborhood Review Application was submitted to city staff and upon its approval, developer is Update ready to submit grading / engineering plans for review. Developer is awaiting final documentation from SCE regarding the abandonment of the easement that currently exists between the two parcels. The Ground Lease Agreement and Inclusionary Grant Documents were approved at the November 17, 2020 City Council meeting. Legacy Square (609 North Spurgeon Street) Developer National Community Renaissance with Mercy House as the service provider New construction of a 100% affordable multi -family apartment complex Description p consisting of 92 units of rental housing and one manager's unit. All units will be affordable to households earning less than 60% AMI of which 33 units will be set aside for permanent supportive housing. City Funds Inclusionary Housing ($3,170,547) and eight HUD-VASH PBVs The developer was awarded $25,431,865 in Affordable Housing and Sustainable Communities (AHSC) funding in June 2020. The developer Update applied for 4% tax credits and tax exempt bonds in June 2020. The developer was awarded a total of $6,013,134 for 16 No Place Like Home (NPLH) units - $3,135,262 for capital and $2,887,872 for the capitalized operating subsidy reserve. 19 D-8 Quarterly Report for Housing Division December 1, 2020 Page 9 North Harbor Villaqe (1108 N. Harbor) Developer Jamboree Housing Corporation New construction of a 100% affordable multi -family apartment complex Description consisting of 89 permanent supportive housing studio units for homeless veterans. City Funds Eight -nine HUD-VASH PBVs and CDBG ($1,687,047) Multi -family Housing Program (MHP) funding awards were announced in late December 2019 and the developer did not receive an MHP grant due to extraordinary competition across the state. The developer submitted an application to the Veterans Housing and Homelessness Prevention (VHHP) Program on February 13, 2020. The developer also resubmitted an MHP application on March 3, 2020 for the second round as an alternative financing strategy. This award was highly competitive and the developer did not receive MHP financing. Additionally, the developer applied on March 25, 2020 to the Orange County Housing Finance Trust fund for additional financing. On May 13, 2020, the developer received financing commitment Update for $2,292,920 from OCHFT. On June 10, 2020, the developer received a financing commitment for $10,000,000 from VHHP. On June 11, 2020, the developer applied for tax exempt bond financing through CDLAC totaling $24,000,000. This tax exempt bond financing will be used for the construction loan. On July 1, 2020, the developer applied for 4% competitive state and federal tax credits. Awards for these financing sources should be announced in July and September respectively. If awarded tax credits, construction would then likely begin early to late Q1 2021. Project received both tax-exempt bond and 4% competitive state and federal tax credits. Community meeting is scheduled for November4, 2020 to finalize design review approval. The consultant team kick-off meeting was held in September in preparation for closing in March 2021. Westview House (2530 Westminster Avenue) Developer Community Development Partners New construction of an affordable multi -family apartment development Description consisting of 85 units of both large family and PSH with one manager's unit. A total of 26 of the units will be funded by MHSA funds and the NPLH program. City Funds Inclusionary Housing ($1,514,113), HOME Investment Partnerships Program $2,003,705 and Rental Rehabilitation Program $386,523 The developer applied for the OC 2020 Supportive Housing NOFA MHSA Update funds and is currently in the underwriting process with the County of Orange. They have also been notified that the County Health Care Agency and OCCR will co-sponsor their competitive NPLH application in January 19 D-9 Quarterly Report for Housing Division December 1, 2020 Page 10 2021. The developer is in third plan check and anticipates full entitlements in January. Existing Projects under Rehabilitation Cornerstone Apartments (805. 810. 815. 816. 825. 835 and 904 S. Minnie Street) Developer Jamboree Housing Description Rehabilitation of a 126-unit affordable housing project originally built in 1961. City Funds HOME Investment Partnerships Program ($5,128,152) and Housing Successor Agency $2,054,327 in existing affordable housing loans. Ten existing HOME Program loans and thirty-three existing Housing Successor Agency loans were consolidated into two Amended and Restated Loan Agreements in order to enable the project to re -syndicate and resubordinate existing affordable housing loans to a new senior loan. Construction work started in October 2019 and is currently 59% complete. Update Exterior work is continuing as planned. Due to the circumstances of COVI D- 19 and the shelter in place order, interior work construction was temporarily halted in March 2020. Jamboree resumed interior work on June 29, 2020. Assuming there are no further delays, Jamboree anticipates construction completion by the end of October 2020. The project will then transition into stabilization and the permanent loan conversion. The Project anticipates converting to the permanent loan by February 1, 2021. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: 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 19D-10 Exhibit 1 Available Funds for Affordable Housing Development Projects As of September 30, 2020 Housing Successor Agency (Housing Authority) $3,617,971 Cash on Hand ($1,069,947) Frances Xavier Residence Project Pre -Commitment Loan' ($250,000) Administrative Costs Allowance 2 ($2,298,024) Administrative Costs Allowance for Future Fiscal Years' $0 Available Funds Inclusionary Housing Funds $6,854,810 Cash on Hand ($210,000) Down Payment Assistance Program 4 ($3,170,547) Legacy Square Project Pre -Commitment Loan' ($231,494) Lacy Street Project Pre -Commitment Loan 6 ($56,712) Tiny Tim Plaza Project Costs 7 ($1,514,113) Westview House Pre -Commitment Loan " ($90,000) WISEPlace Steps to Independence Program Agreement 9 ($1,467,867) Administrative Costs Allowance (CDA/PBA) $114,078 Available Funds HOME Program $6,887,743 Funds to Drawdown ($3,007,489) Crossroads at Washington Pre -Commitment Loan 10 ($2,003,705) Westview House Pre -Commitment Loan 6 $1,876,549 Available Funds to Drawdown CDBG Program (Acquisition/Rehabilitation Projects Only) $2,042,960 Funds to Drawdown ($1,687,047) North Harbor Village Project Pre -Commitment Loan " $355,913 Available Funds to Drawdown NSP Program (Abandoned, Foreclosed or Vacant Properties Only) $1,342,572 Funds to Drawdown ($963,951) Crossroads at Washington Pre -Commitment Loan '0 ($96,395) Crossroads at Washington Project Costs ($282,226) Transfer to CDBG in FY 20/21 $0 Available Funds to Drawdown Rental Rehabilitation Grant Program $391,251 Cash on Hand'2 ($386,523) Westview House Pre -Commitment Loan 6 $4,728 Available Funds $2,351,268 Total Available Funds Approved by Housing Authority on Jan uary 15,2019. x The Housing successor Agency relies on available ash rotund the monitoring and compliance functions related to the former Redevelopment Agency's housing loans. ' Funds tobeset aside for compliance and monitoring requirements due to uncertainty of future repayment revenues c $400,000 originally approved by City Council on March 6,2018. Four loans paid through end of May 2020. Approved by City Council/Housing Authority on January 15, 2019. e Approved by City Council/Housing Authority on March 5, 2019. Project costs only; $6 OM In loans approved by Cry Council/Housing Authority and paid on May , 2019. e Approved by City Council on April ], 2020. e Approved by City Council on April ], 2020. 10 Approved by City Council on July 2, 201911 . Approved by City Council/Housing Authority on March 5, 2019. ' old program Income available after close out of program with HUD. 19D-11 WA 0011-y11llffi►a 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. 19D-12 :*:/:I Ly 11Ic3 Current Affordable Housing Development Project Timelines Projects Completed Santa Ana Arts Collective — 1666 N. Main St Jun 15 RFP Issued Nov 15 Approved HOME / CDGB Funds Mar 16 Submitted application for AHSC (Cap & Trade Funds) Sept 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 Jun 20 Construction completion Heroes Landing — 3312 W First St Dec 16 RFP issued for PBVs Apr 17 Approved HUD VASH PBVs Jun 17 Awarded HOM 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 Close of escrow Feb 19 Construction initiated Mar 20 Construction completion Projects Under Construction Aqua Housing — 317 E. 17th Street Dec 16 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 Page 1 of 5 19D-13 :*:/:ILy111W Aug 18 Submittal of 4% Low -Income Housing Tax Credit Application Oct 18 Allocation of 4% Low -Income Housing Tax Credits Apr 19 Close of escrow Jun 19 Construction initiated Dec 20 Anticipated construction completion La Placita Cinco — 2223 W. 5th Street 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 May 19 Close of Escrow Jun 19 Construction initiated Dec 20 Anticipated construction completion Projects in Pre -Development The Crossroads at Washington — 1126 and 1146 E. Washington Avenue Aug 19 Submitted PSH application to County Oct 19 Submitted for Planning entitlements Oct 19 Community meeting Nov 19 Approval of Joint Powers Agreement, Option to Ground Lease, Voucher Resolution and Cooperation Agreement, and Regional Housing Needs Assessment (RHNA) Agreement and Density Bonus Dec 19 NEPA EA City Approval — City of Santa Ana submits NEPA EA to HUD Feb 20 PSH Funds and Voucher approval from County Board of Supervisors Feb 20 Planning entitlements approved Mar 20 TCAC 9% Application — 1st Round 2020 Jul 20 TCAC FCAA/9% Application — 2nd Round 2020 Oct 20 TCAC FCAA/9% Award — 2nd Round 2020 May 20 Assuming a 1st Round 2020 TCAC 9% Award Allocation, start design development drawings May 21 Submit for 1 st plan check Oct 21 City issues permit ready letter Oct 21 Construction loan closing Oct 21 Start construction Jan 23 Construction complete Jun 23 Full occupancy Page 2 of 5 19D-14 :*:/:ILy111Ic3 North Harbor Village — 1108 N. Harbor Mar 19 Start of design development Mar 19 Applied to FHLBSF for AHP Financing ($890,000) Mar 19 Award of VASH Vouchers & City Loan by City Council (89 Vouchers and $1,687,047) Mar 19 Start environmental approval process with City of Santa Ana (CEQA/NEPA) Mar 19 Applied for Home Depot Grant ($500,000) Jun 19 CEQA / NEPA Approval — City of Santa Ana Jun 19 AHP Award Date ($890,000) Aug 20 Applied to HCD for MHP 1st Round Funding ($13,316,412) Dec 19 Notified project did not receive 1st Round MHP funding Feb 20 Applied to HCD for VHHP Funding ($10,000,000) Mar 20 Applied to HCD for MHP 2nd round funding Mar 20 Applied to OCHFT Financing ($2,292,920) May 20 Notified project did not receive 2st Round MHP funding May 20 Received OCHFT funding award ($2,292,920) Jun 20 Received VHHP funding award ($10,000,000) Jun 20 Submitted Plans for Ministerial Design Approval Jun 20 Applied for CDLAC tax exempt bond allocation ($24,000,000) Jul 20 Applied for TCAC 4% competitive state and federal tax credits ($9,896,911) Sept 20 CDLAC Allocation Nov 20 Ministerial Design Approval (upon completion of community meeting on 11 /4/2020) Oct 20 TCAC Allocation Oct 20 Start construction documents for rehab Nov 20 Submit first plan check Jan 20 Receipt of first plan check comments Jan 20 Submit second plan check Feb 21 Receipt of second plan check comments Feb 21 Submit third plan check Mar 21 Receipt of permit ready Mar 21 Construction loan closing Mar 21 Start of construction May 22 Construction complete Jan 22 Start of lease up Dec 22 Full occupancy Page 3 of 5 19D-15 W/:ILy111W FX Residences — 801, 809, 809'/2 E. Santa Ana Boulevard Jan 19 Council approval for land lease and project funding Jan 19 Submittal of application for NPLH funding Feb 19 Confirm with City staff that project site can yield additional units under existing zoning Mar 19 Revise conceptual drawings for additional 5 units (17 total units, up from the original 12 units) Mar 19 SNHP funding application submitted to County Apr 19 City staff to review revised conceptual design Apr 19 Begin development agreement May 19 Board of Supervisors meeting for SNHP funding Jul 19 Execute Development Agreement Jul 19 Formal awards letters for NPLH funding to be issued Aug 19 Initial planning submittal Sept 19 Sunshine Ordinance Meeting Jan 21 Planning Commission Meeting (ministerial approval of density bonus) Feb 21 City Council Meeting (ministerial approval of density bonus) Mar 21 Submit for first plan check Jun 21 Building Permit Jul 21 Begin construction (grading, weather permitting) Jun 22 Completion of construction Habitat for Humanity — 416 Vance Street & 826 N. Lacy Street May 20 DDA signed June 20 Prepare grading plans Oct 20 Prepare architectural plans Oct 20 Submit Neighborhood Review Application Nov 20 Final Approval from Historic French Park Committee Dec 20 Submit grading/improvements Dec 20 Submit architectural plans Jan 21 Grading permit issued Feb 21 Commence Grading Feb 21 Building Permits issued Mar 21 Begin construction Feb 22 Anticipated construction completion Feb 22 Certificate of Occupancy / Closings Page 4 of 5 19D-16 W/:ILy111 IW Legacy Square — 609 North Spurgeon Street Aug 18 Santa Ana CDA Funding Application Dec 18 Applied for NPLH and SNHP Funds Jan 19 Santa Ana funding award Feb 19 Planning entitlements approved Feb 19 Applied for Round 4 AHSC Funding May 19 Award of SNHP funds Jul 19 Applied for Round 1 MHP Nov 19 Applied for State 4% tax credits Jan 20 Construction drawings (8-12 weeks) Feb 20 Apply for Round 5 AHSC funding May 20 Apply for 4% tax credits May 20 Plan check (12-16 weeks) Jun 20 Award of AHSC funds July 20 Award of 4% Tax Credits July 20 Award of Tax -Exempt Bonds May 20 Plan Check (12-16 weeks) Nov 20 Building permit issuance Dec 20 Construction closing/syndication Jan 21 Begin construction (24 months) Jan 23 Construction complete April 23 100% fully leased (2 months) Westview House — 2530 Westminster Avenue Oct 19 City of Santa Ana RFP submittal May 20 OC 2020 Supportive Housing NOFA Submittal Dec 20 City of Santa Ana PBV Award Dec 20 Construction/permanent debt commitments Jan 21 Receive Entitlements Jan 21 No Place Like Home application Jun 21 No Place Like Home commitment Aug 21 CDLAC/TCAC 4% application Oct 21 CDLAC/TCAC 4% award April 22 Construction permits issued April 22 Construction start Sept 23 Construction complete Dec 23 Lease -Up complete Page 5 of 5 19D-17 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: RECEIVE AND FILE CANNABIS PUBLIC BENEFIT FUND FOR YOUTH SERVICES INFORMATIONAL UPDATE CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Receive and file Cannabis Public Benefit Fund for Youth Services informational update. DISCUSSION Below is a list of Cannabis funded youth services implemented by the following departments: Library Services Agency (7), Parks, Recreation and Community Services Agency (11), City Manager's Office (1), and Community Development Agency (1). Due to the COVID-19 pandemic and timing of programs for Fiscal Year 2020-21, Cannabis funded appropriations for the Teen Excursions, PRCSA Youth Services, and Youth Paid Internships will be moved to the following programs: 1. The Zoo & You 2. Fitness Court Shade Structures 3. Santa Ana Zoo Goat Encounter 4. Santa Anita Park Soccer Field Renovation Phase 2 5. Library Laptop Dispensers Future Cannabis revenue will support Teen Excursions, PRCSA Youth Services, and Youth Paid Internships. These programs will not be terminated. However, the timing of when expenditures are to be anticipated has changed due to the pandemic and hiring freeze. Library Services 1. Book/Tech Mobile — Provide mobile library services to meet the changing community needs by serving people where they live, learn, work, and play with an emphasis on technology, robotics, and STEM learning. Mobile services provide critical access to library material, programming, and technology. Completed: • Bid advertisement for the bookmobile, a custom designed Ford Transit van. • On August 18, 2020, the City Council approved a grant agreement accepting grant funds from the California State Library for the Knowledge Mobile "Know- 19E-1 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 2 Mo": This grant funding provides additional books, educational programs, and technology for the new bookmobile service. On September 1, 2020, the City Council approved a purchase order in the amount of $169,240 to Matthews Specialty Vehicles Inc. for a new bookmobile. In Progress: Staff are currently working with Matthews Specialty Vehicles on the design and specifications of the vehicle. Timeline: Estimating the final design and custom vehicle build process at 6 months. Anticipated completion is April 2021. 2. Newhope Branch Library (Completed) — Provide increased programming for children and youth along with an expanded book collection with age appropriate content for children and teens. Increase the operating hours from 27 to 48 per week. Provide new library furniture with designs and colors that are attractive to children and youth. Create additional spaces for teen activities focusing on STREAM (science, technology, reading, engineering, art, and mathematics) based programming. Dedicate a professional librarian to offer improved library service to children and youth. Renovate the exterior landscaping, paint the building, perform ADA upgrades for improved accessibility, upgrade lighting, and provide additional security patrols to offer safer spaces for youth in the community. • Purchased new books to refresh the youth collection area and accommodate multiple languages. Purchased Wi-Fi hot spots for the community to utilize. • Painted outside of building and sign. Refreshed landscaping around the building, added sidewalks, improved lighting, and repaved the parking lot. • Renovated youth learning center area of the library. Repurposed craft room storage to a useable space for youth and teen activities. • Dedicate one full time library staff to operate the facility. • Curbside pickup service and phone reference/circulation services began September 8, 2020. 3. Children's Outdoor Playground — Renovate the children's patio area at the Main Library to include a play structure, new seating, and general improvements to the landscaping. Completed: • Scheduled a meeting with Public Works Agency engineers to conduct an initial site walk and establish a conceptual layout of the area. • Received several landscape design proposals and selected the firm to help design a children's recreational area at the Main Library that includes a climbing structure with educational components. In Progress: Currently working with Public Works engineers and the landscape architectural firm to design the space. 19E-2 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 3 Timeline: Anticipated completion June 30, 2021. 4. Laptop Dispenser Kiosks — Procure laptop dispenser kiosks to check out computers at the Library. The self-service kiosks will utilize a patron's library card for quick access to a computer for use at the Library. Completed: • Researched various vendors to provide kiosks at the Newhope and Main libraries. • Identified potential locations suitable in terms of both power and data requirements for the laptop dispensers. In Progress: RFCA to award agreement at the December 1, 2020 City Council Meeting. Timeline: Anticipated completion June 30, 2021. 5. Furniture for Children's area and Teen space — Upgrade the children's area and provide new furniture in the Teen space area at the Main Library. Completed: On October 20, 2020, the City Council authorized a contract amendment to increase the aggregate amount by $400,000 ($200,000 allocated to the Library and $200,000 allocated to the Corporate Yard) for office furniture, installation, and related services. In Progress: Furniture ordered. ItMilt MIT Anticipated completion June 30, 2021. 6. Wireless Hotspots (Completed) — Increase the number of wireless hotspots for youth. Expand services to include compliant hotspots that provide filtered internet access that is safer for youth. Completed: 320 wireless hotspots including T-Mobile models with CIPA compliant filtering for children. 7. Digital Collection for Teens — Expand the Library's digital collection with a focus on providing materials for teens. 19E-3 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 4 Completed: Overdrive a -book and e-audiobook collection available on the website. In Progress: • Amend Overdrive contract to allow for more electronically downloadable titles with content that is specifically geared toward youth. • Order initial round of electronic books. Timeline: Anticipated deployment January 1, 2021. Parks, Recreation and Community Services Agency 1. Santa Ana Community Connections: The Zoo & You — Provide a series of programs and experiences for Santa Ana youth of all ages (toddler through high school) to build direct connections between the diverse community and the Zoo. Include a variety of experiential learning opportunities with multiple entry points for nature exploration, discovery, and Science, Technology, Engineering, the Arts and Mathematics (STEAM) skills and leadership development for future environmental stewards. Offer programs fulfilled through dedicated resources including an outreach vehicle, outdoor amphitheater sound system, and connected "smart" board for the zoo classroom. Completed: • Prepared a detailed 28-page program guide outlining the specific staffing needs, supplies, timeline, and goals of this programmatic series. • Provided free weekly virtual live education programs to SAUSD elementary students during the COVID-19 shutdown. • Provided regularly scheduled youth virtual nature lab programs for Santa Ana residents. Over 300 youth signed up for the first program in July 2020. • Hired two full—time Zoo Education Specialist staff positions and additional part- time Program Coordinators to accommodate the program. • Procured rechargeable event lighting for evening programs. • Expanded programming with Boo at the Zoo: Community Nights for residents • Installed new sound system in amphitheater. In Progress: • Fleet completed the bid process for a new outreach vehicle to be purchased. • Procure smart board and equipment. • Complete amphitheater renovation with shade sail. • Expand virtual programming. • Procure pop-up canopies. • Procure a 40' Storage container for Community Connections program supplies. • Procure educational signage for kids. Timeline: Anticipated deployment of in person programing once COVID-19 restrictions are 19E-4 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 5 2. Splash Pads —Install five splash pads including shade structures throughout the park system. Initial installation will be at the Santa Ana Zoo, Memorial Park, Cesar Chavez Park, Thornton Park, El Salvador Park, and Lillie King Park. In Progress: Coordinating with Public Works Agency for the design, development, and construction of splash pads. Timeline: Anticipated timeline is to be established when contractor is hired. 3. Year -Round and Seasonal Aquatics Programs (Completed) — Provide year-round aquatics at Memorial Pool and seasonal aquatic programs for youth in our community to be safer in the water and stay physically active. Enhance hours of operation and expand aquatic recreational and instructional opportunities that include, but are not limited to water polo, Mommy & Me swim classes, lap swim, recreational swim, swim lessons, and swim team. • On January 21, 2020, the City Council authorized an agreement with Blueray Management, LLC. for management and operation services of the aquatic programs at City pools (5). • Modified aquatic programming due to COVID-19. 4. Youth and Teen Excursions — Provide monthly excursions (12 total) free of charge for Santa Ana youth and teens (ages 10-14). Completed: • February 10, 2020, held first excursion at the DEFY OC in Mission Viejo. • March 21, 2020, scheduled a trip to Boomers in Irvine, however it was cancelled due to COVID-19. In Progress: Post COVID-19 excursions include: Soak City, Knott's Berry Farm, Galaxy soccer game, Disneyland, Ducks hockey game, and a Big Bear snow trip. Timeline: Anticipated continuation of program once COVID-19 restrictions are lifted. 5. Anti -Drug Education Programs —Partner with an agency to offer anti -drug education programs to the community. Completed: On August 18, 2020, the City Council authorized an agreement with America On Track to provide drug use prevention education programs. 19E-5 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 6 In Progress: Due to the pandemic virtual classes for youth in elementary, middle school, and high school are being offered. Virtual class curriculum is focused on preventing and/or reducing alcohol, tobacco/vape, marijuana, and opioid and methamphetamine use among youth. Weekly prizes and a grand prize will be provided to participating youth who complete the program. All youth are encouraged to participate and learn to live a drug free life. 12 High School Sessions o Grades 9-12 0 4:00PMto5:00PM o Classes held on Mondays starting November 16, 2020 through February 15, 2021 17 Middle School Sessions o Grades 6-8 0 4:00PMto5:00PM o Classes held on Wednesdays starting November 18, 2020 through March 24, 2021. 10 Elementary School Sessions o Grades 4-5 0 4:00PMto5:00PM o Classes held on Fridays starting November 20, 2020 through February 5, 2021. 6. Fitness Courts — Order and install Fitness Courts (2) at El Salvador Park and Cabrillo Park. Completed: • On March 15, 2019, the City of Santa Ana received five $30,000 grants from National Fitness Campaign, LLC (NFC) to participate as a Model City in the 2019 National Fitness Campaign. Approval of the multi -site application was based on the City of Santa Ana's commitment to free health and fitness options, and development of stakeholder consensus. • On June 4, 2019, the City Council adopted a resolution accepting the 2019 NFC grant of $30,000, per site, and agreeing to provide funds for the remaining purchase price of equipment and cost of installation, at five City sites: Jerome Park, Delhi Park, El Salvador Park, Memorial Park, and Rosita Park. One site location was changed from Memorial Park to Cabrillo Park. • On December 14, 2019, the City held a ribbon cutting ceremony for the first outdoor fitness court installation at Jerome Park. The installation of fitness courts at Delhi Park and Rosita Park are completed, however ribbon cutting ceremonies are postponed until COVID-19 restrictions are lifted. • On August 18, 2020, the City Council approved NFC for Fitness Courts at El Salvador Park and Cabrillo Park. In Progress: Installation of fitness courts at El Salvador Park and Cabrillo Park. 19E-6 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 7 Timeline: Procure shade structures (5) for fitness courts and install. Fitness courts to be installed at El Salvador and Cabrillo Parks in December 2020. 7. Traveling Zoo Exhibit — Provide traveling zoo exhibits to present new and exciting opportunities to youth without the cost of development, construction, and maintenance of a permanent exhibit. Offer local youth, who may have significant transportation and financial barriers, to visit similar displays at other cultural venues further away. Completed: Initial research on possible exhibits. In Progress: Request for Proposals to seek exhibit options. Timeline: Anticipated deployment once COVID-19 restrictions are lifted. 8. Youth Programs and Services — Hire three full-time Recreation Leader positions to operate community centers and provide youth programs and services. It IM, MIT Anticipated deployment once COVID-19 restrictions are lifted. 9. Funding for Third Parties to Provide Youth Programs and/or Services — One-time Cannabis Funding for Fiscal Year 2020-21 will go towards third party programs to provide youth programs and/or services for City of Santa Ana residents. Completed: • Prepared an RFP process seeking proposals for youth programs and/or services to be offered by third party providers. • Requesting the Youth Commission's input at the September 25, 2020 Youth Commission meeting. In Progress: • Release RFP's in November 2020. • Review received RFP's. Timeline: Award funding December 2020 — January 2021. 10. Santa Ana Zoo Goat Encounter — New children's goat encounter area where youth volunteer with animals. Youth ages 12-14 can volunteer with the goats if they are with a parent, and 15-18 without a parent. 19E-7 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 8 In Progress: • Coordinating with Public Works Agency for construction document review and construction. • Funding agreement with Friends of Santa Ana Zoo to receive and appropriate an additional donation towards this project. Timeline: Anticipated timeline is to be established once contractor is hired. 11. Santa Anita Park Soccer Field Renovation Phase 2 — Preparation of design plans to expand the parking lot, remove handball court, and relocation of the basketball court and playground. Design will also include additional security/parking lot lighting on the east side of the park. In Progress: Setting up funding source and project. Timeline: • Design Plans and specifications in Winter 2020 to Spring 2021. • Construction in Spring 2021 to Summer 2021. City Manager's Office 1. Deferred Action for Childhood Arrivals Defense Fund — Provide $100,000 to the Deferred Action for Childhood Arrivals Defense Fund. Completed: At the July 7, 2020 City Council meeting, an additional $100,000 was allocated to the Santa Ana Deportation Defense Fund (sometimes referred to as "immigration legal defense fund") to provide legal representation, under the universal representation model, to undocumented immigrants facing removal (or deportation) proceedings. As part of this one-time allocation of $100,000, the City Council directed staff that these funds be made available to provide legal representation to individuals in Santa Ana who are recipients of the Deferred Action for Childhood Arrivals (DACA) program and also facing removal proceedings. The City's legal service provider, Immigrant Defenders Law Center, has been made aware and has ensured City staff that Santa Ana residents who are recipients of DACA are eligible to receive legal representation. In Progress: As part of the agreement between Immigrant Defenders Law Center and the City of Santa Ana, Immigrant Defenders Law Center sends monthly reports to the Vera Institute of Justice, a social justice organization that provided grant funds to the City in 2017 to launch the Santa Ana Deportation Defense Fund under the universal representation model. While these monthly reports contain confidential, attorney -client privileged data, from time to time both Immigrant Defenders Law 19E-8 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 9 Timeline: Center and the Vera Institute of Justice prepare reports for the City with aggregate data. The Santa Ana Deportation Defense Fund is an on -going program. Community Development Agency 1. Youth Paid Internships — Provide youth paid internships in partnership with the Santa Ana Youth (SAY) Employment Program administered by the Santa Ana WORK Center. Offer paid summer work experiences for approximately 100 youth, ages 16-19. Completed: • Created program elements for eligible youth enrolled in the SAY Employment Program. • Created activities providing a comprehensive strategy that addresses employment and training needs: o Work Experience (20 hours per week for 6-7 weeks) o Employment Readiness Skills o Career Development o Child Labor Laws o Post -Secondary Education information o Life Skills o Financial Literacy Timeline: • Prepared to enroll 100 youth in February 2021, if COVID-19 restrictions are lifted. • Program starts in summer 2021. FISCAL IMPACT Below is a list of programs and projects to be undertaken during Fiscal Year (FY) 2020-21. Funding for these programs and projects is attributed to funds received in FY 2019-20 and planned revenues from FY 2020-21. Additionally, due to the pandemic, the chart below illustrates how funding was re -allocated to programs and projects that are able to proceed under the current situation. Program/Project Title Budget Adjustment Revised Budget Library-Newhope Branch -Furniture $ 298,010 $ 298,010 Library -Main Branch-Children's area and Teens ace -Furniture $ 200,000 $ 200,000 PRCSA-Six Parks -Splash Pads $ 3,474,298 $ 3,474,298 Third Party Provider -Youth Programs and/or Services $ 100,000 $ 100,000 FY 19/20 Funds $ 4,072,308 $ $ 4,072,308 19E-9 Receive and File Cannabis Public Benefit Fund for Youth Services December 1, 2020 Page 10 Library-Book/Tech Mobile $ 350,000 $ 350,000 Library-Newhope Branch -Services and Improvements $ 110,000 $ 110,000 Library -Main Branch-Children's Outdoor Playground $ 500,000 $ 500,000 Library -Laptop Dispenser Kiosks $ 60,000 $ 10,000 $ 70,000 Library -Wireless Hotspots $ 140,000 $ 140,000 Library -Digital Collection for Teens $ 70,000 $ 70,000 PRCSA-Zoo and You Program $ 404,060 $ 28,500 $ 432,560 PRCSA-Year-Round Aquatics $ 183,000 $ 183,000 PRCSA-Youth and Teen Excursions $ 184,000 $ (60,880) $ 123,120 PRCSA-Anti-Drug Education Programs $ 60,000 $ 60,000 PRCSA-Fitness Courts $ 300,000 $ 60,000 $ 360,000 PRCSA-Traveling Zoo Exhibit $ 250,000 $ 250,000 PRCSA-Youth Programs and Services $ 157,120 $ (157,120) $ - PRCSA-Goat Encounter at the Santa Ana Zoo $ 131,000 $ 131,000 PRCSA-Santa Anita Park Soccer Field Renovation -Phase 2 $ 218,000 $ 218,000 CMO-Deferred Action for Childhood Arrivals Defense Fund $ 100,000 $ 100,000 CDA-Youth Paid Internships $ 500,000 $ (214,330) $ 285,670 Reserve for Appropriation $ 15,170 $ (15,170) $ - FY 20/21 Funds $ 3,383,350 $ - $ 3,383,350 Submitted By: Lisa Rudloff, Executive Director of Parks, Recreation, and Community Services Agency Brian Sternberg, Library Services Director Steven Mendoza, Acting Assistant City Manager 19E-10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: RECEIVE AND FILE PUSH CARTS IN PARKS PILOT PROGRAM INFORMATIONAL UPDATE CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Receive and file Push Carts in Parks Pilot Program informational update. DISCUSSION At the March 17, 2020 City Council meeting, the City Council directed the City Manager to explore opportunities for food vendors to operate in City parks to encourage greater utilization of this space. At the May 19, 2020 City Council meeting, the City Council received and filed a Food Vendors Operating in City Parks informational report. The Parks, Recreation and Community Services Agency (PRCSA) is prepared to Push Carts in the Parks Pilot program from April through September 2021, pendin 19 restrictions restricting such activity. This six-month pilot program is open to operate manual pushcarts and have an interest in vending within select City parks Santa Ana Municipal Code (SAMC) amendment is not needed during this six-month Once the pilot program is completed, City staff will evaluate and determine if th become permanent and at that time amend SAMC as appropriate. Pilot Program Overview • Vendors submit application (Exhibit 2) • Program runs April through September 2021 • Up to three vendors per park site • Park sites: Centennial, Madison, Delhi, Jerome, Rosita, and El Salvador • One time permit fee of $287.28 g e implement a any COVID- vendors who (Exhibit 1). A pilot program. program will • Vendor requirements: Santa Ana business license, OC Mobile Food Facility Permit, California State Seller's Permit, and food handler certificate • Fingerprinting and background check 19F-1 Receive and File Push Carts in Parks Pilot Program December 1, 2020 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Lisa Rudloff, Executive Director— Parks, Recreation, and Community Services Agency Exhibits: 1. Push Carts in Parks Flyer 2. Draft Mobile Food Vendor Application 19F-2 ■ PILOT PUSHCART PROGRAM The City of Santa Ana will be piloting a new mobile food vending program. The program is open to vendors who operate manual pushcarts and have interest in vending within select City parks. Vendor applications are now being accepted for those who qualify. 1\' W// /. PROGRAM OVERVIEW • Program runs April to September 2021 • Up to three (3) vendors per park site • One time permit fee of $287.28 • Vendor Application Deadline: Thursday, February 4, 2021 For more information or to download a vendor application, visit www.santa-ana.org/parks/pushcart or call the City of Santa Ana Special Events Office at (714) 571-42z7• 19F-3 Exhibit 2 City of Santa Ana Parks, Recreation and Community Services Agency Pushcarts in the Park Mobile Food Vending Program MOBILE FOOD VENDOR APPLICATION A completed application, payment and copies of all requested materials must be submitted together for consideration. Incomplete or late submittals will not be accepted. Neither the filing of this application, nor the payment of the permit fee, shall authorize the vending from, operation or management of a pushcart until such permit has been granted or renewed (SAMC 26-12B). Please type in blue or black ink. APPLICANT INFORMATION FIRST NAME AND MIDDLE INITIAL LAST NAME HOME ADDRESS APT/SUITE/UNIT CITY STATE ZIP EMAIL ADDRESS PRIMARY PHONE NUMBER SECONDARY PHONE NUMBER DATE OF BIRTH CA DRIVERS LICENSE NO. BUSINESS INFORMATION OWNER'S NAME (IF DIFFERENT THAN BUSINESS NAME ABOVE TYPE OF BUSINESS ENTITY (SELECT ONE) u Sole Proprietor a Partnership a Corporation a Limited Liability Co. IF A CORPORATION, PLEASE COMPLETE THE FOLLOWING Attach a copy of the articles of incorporation Corporate Name and Number Date of Corporation Place of Corporation BUSINESS ADDRESS APT/SUITE/UNIT CITY STATE ZIP EMAIL ADDRESS PRIMARY PHONE NUMBER SECONDARY PHONE NUMBER 19F-4 Exhibit 2 SANTA ANA BUSINESS LICENSE NO. DATE OF EXPIRATION NUMBER OF EMPLOYEES IF UNIFORMS ARE REQUIRED, PLEASE DESCRIBE COMMISSARY NAME, ADDRESS AND PHONE NUMBER PREVIOUS• List the business, occupation or employment history of the applicant for three (3) years immediately preceding the date of the application, including, if applicable, the business license and permit history while operating as an ice cream or pushcart vendor, in order of most recent experience. Name of Employer #1 Employment Date From: Employment Date To: Employer's Address Employer's Primary Phone Number Type of Business Type of Pushcart/Concession Name of Employer #2 Employment Date From: Employment Date To: Employer's Address Employer's Primary Phone Number Type of Business Type of Pushcart/Concession Name of Employer #3 Employment Date From: Employment Date To: Employer's Address Employer's Primary Phone Number Type of Business Type of Pushcart/Concession List all cities in which the business now holds a vending permit: Has the applicant ever had any permit, franchise or similar license in this or any other city, county, state or territory suspended, revoked, or denied? ❑ NO u YES If checked "yes", list the location and state the circumstances of such suspension, revocation or denial below: 19F-5 Exhibit 2 EQUIPMENT• Type of Concession(s): Pushcart Dimensions: ❑ Ice Cream ❑ Hot Dogs ❑ Pre -Packaged W x H x L Goods: ❑ Other: Please select all the features of your pushcart or trailer: ❑ Sink ❑ Warmer ❑ Refrigerator :1 Propane ❑ Other: Describe your pushcart in detail, including operational features as well as distinguishing logos, trademarks and color schemes. PARK SITE PREFERENCE Mark your Ist 2nd and 3rd preference for park site. Preferences will be considered, however final location will be determined by the Parks, Recreation and Community Services Agency. Centennial Park Jerome Park 3000 W. Edinger Ave. 726 S. Center Street Madison Park Rosita Park 1528 S. Standard Ave. 706 N. Newhope Delhi Park El Salvador Park 2314 S. Halladay 1825 W. Civic Center Drive 19F-6 Exhibit 2 VENDOR REQUIREMENTS The following materials must be submitted for evaluation. Any submittals with late or missing documents, information or materials will be considered incomplete and will not be accepted. COMPLETED VENDOR APPLICATION CITY OF SANTA ANA BUSINESS LICENSE Click here to apply for a business license ORANGE COUNTY MOBILE FOOD FACILITY PERMIT (MFF) Copy of your current Mobile Food Facility Permit from the Orange County Health Care Agency, white sticker (Food Vehicle Program Record Number), and current Food Vehicle Program Sticker. Permit must be installed on the pushcart at all times. CERTIFICATE OF LIABILITY INSURANCE & ADDITIONAL INSURED ENDORSEMENT Requirements are as follows: 1. Insurance Certificate including General Liability for one (1) million dollars. 2. Auto Liability Insurance for one (1) million dollars. 3. Workers' Compensation Insurance for one (1) million dollars. 4. The City of Santa Ana should be the certificate holder and must include an endorsement naming the "City of Santa Ana" and their officers, employees, agents, volunteers and representatives' as an additional insured. CALIFORNIA STATE SELLER'S PERMIT FOOD HANDLER CERTIFICATE COPY OF CA DRIVERS LICENSE Must include owner's driver's license and ALL participating pushcart operators TWO PHOTO(S) OF PUSHCART Photos should be high resolution and demonstrate all elements/features of the pushcart. VENDOR PERMIT FEE OF $287.28 May be paid via check, cashier's check, money order or credit card (Visa or MasterCard only) 19F-7 Exhibit 2 I, the undersigned, hereby declare under penalty of perjury, that I have prepared all answers to the questions posed herein, that I have carefully read and reviewed them, and that all are true. If the establishment is signal ownership or partnership, have the following signature(s) notarized: m TITLE STATE OF CALIFORNIA COUNTY OF ORANGE M TITLE On ,20 _ Before me, the undersigned, a Notary Public in and for said State, personally appeared Known to me, to be the person(s) whose name(s) Subscribe to the within instrument, and acknowledge to me that He executed the same. WITNESS my hand and official seal. Notary Public In and For Said State If the establishment is a corporation, have the following signatures notarized: BY BY TITLE TITLE 19F-8 Exhibit 2 STATE OF CALIFORNIA COUNTY OF ORANGE On ,20 _ Before me, the undersigned, a Notary Public in and for said State, personally appeared Known to me, to be the person(s) whose name(s) Subscribe to the within instrument, and acknowledge to me that He executed the same. WITNESS my hand and official seal. Notary Public In and For Said State OFFICE USE ONLY DOCUMENTS SUBMITTED DATE EXPIRATION DATE RECEIVED ❑ VENDOR APPLICATION ❑ COPY OF SANTA ANA BUSINESS LICENSE ❑ COPY OF MOBILE FOOD FACILITY PERMIT ❑ INSURANCE & ADDITIONAL INSURED ENDORSEMENT ❑ COPY OF SELLERS PERMIT ❑ COPY OF FOOD HANDLERS CERTIFICATE ❑ COPY OF DRIVERS LICENSE ❑ PHOTOS OF PUSHCART ❑ VENDOR PERMIT FEE OF $287.28 NOTES: 19F-9 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: REQUEST FOR PROPOSALS FOR PLANNING AND ENVIRONMENTAL SERVICES FOR SANTA ANA GENERAL PLAN HOUSING ELEMENT UPDATE CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on god Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the Planning and Building Agency to send a Request for Proposals to qualified consulting firms to provide planning and environmental services for the update of the Santa Ana General Plan Housing Element. DISCUSSION Senate Bill 375, also known as California's Sustainable Communities Strategy and Climate Protection Act, calls for the integration of housing and transportation, in conjunction with establishing a greenhouse gas (GHG) reduction goal for the region. Towards this goal, the law requires updating of local jurisdictions' General Plan housing elements in conjunction with the adoption of the Southern California Association of Governments (SCAG) Regional Transportation Plan (RTP). With the adoption of the SCAG Regional Transportation Plan by the SCAG Board in September 2020, the next Housing Element planning cycle is to be completed by October 2021. The required Housing Element Update will include evaluation and strategies to address Santa Ana's housing needs for the 2021-2029 planning period. The sixth cycle Regional Needs Housing Allocation (RHNA) assigned to the City of Santa Ana for 2021-2029 planning period is 3,087. The final RHNA allocations could be adjusted pending the outcome of the SCAG RHNA Appeals public hearings and SCAG Regional Council determination in early February 2021. Staff is requesting authorization to distribute a Request for Proposals (Exhibit 1) for planning and environmental services to assist City staff with preparing this update. The full cost of the contract will be paid for with State Local Early Action Program (LEAP) Grant Program grant funds. The recommended contract will be submitted for City Council authorization after review of the proposal has been completed. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Minh Thai, Executive Director — Planning and Building Agency Exhibit: 1. Request for Proposal 19G-1 REQUEST FOR PROPOSALS (RFP) NO. 20-135 1;101 V GENERAL PLAN HOUSING ELEMENT UPDATE CITY OF SANTA ANA PLANNING AND BUILDING AGENCY Melanie McCann Project Manager Phone: (714) 667-2746 Email: mmccann@santa-ana.org KEY RFP DATES: The schedule below is tentative and subject to change at the discretion of City, with appropriate notice to prospective Proposers. Issue Date: Deadline for Questions about RFP: Proposal Due Date: Review of Proposals: Projected Award Date: December 2, 2020 December 9, 2020 December 16, 2020, by 4:00 PM December 18, 2020 January 19, 2021 RFP NO. 20-135 FOR GENERAL PLAN HOUSING ELEMENT UPDATE 1 CITY OF SANTA ANA TABLE OF CONTENTS PAGE 1) BACKGROUND 3 2) PROJECT PURPOSE 3 3) SCOPE OF SERVICES 3 4) TERM OF AGREEMENT 6 5) RFP SCHEDULE OF EVENTS 6 6) RESPONSE TO RFP 6 7) SELECTION PROCEDURES & CRITERIA 10 8) WITHDRAWALS 11 9) PROTESTS 11 10) GENERAL TERMS AND CONDITIONS 11 11) AWARD OF AGREEMENT 16 12) IMPLEMENTATION 16 EXHIBIT A — SAMPLE AGREEMENT 17 ATTACHMENT A — REFERENCES 24 ATTACHMENT B — PROPOSER'S STATEMENT 25 ATTACHMENT C — NON -COLLUSION AFFIDAVIT 26 ATTACHMENT D — NON -LOBBYING CERTIFICATION 27 ATTACHMENT E — NON-DISCRIMINATION CERTIFICATION 28 RFP No. 20-135 General Plan HTevler.21Tent Update Page 2 of 29 aCITY OF SANTA ANA BACKGROUND The City of Santa Ana (the "City"), incorporated in 1886, is located in Orange County, California, which is considered to be one of the top growth areas in the state, as well as in the country. The City currently occupies a land area of 27.3 square miles and serves a population of approximately 338,000. The City of Santa Ana is a full service City of approximately 1,050 full-time and 510 part-time employees with twelve (12) agencies (departments). The City Council is composed of an elected Mayor and six (6) Council Members. The Planning and Building Agency plays a critical role in achieving the City Council's goals for the physical development of the community. The agency's objective is to provide a safe, attractive, and business -friendly community through implementing state and local construction codes, as well as planning and regulating future land uses. The Planning Division is one of the four divisions that comprise the Planning and Building Agency. The Planning Division is responsible for the review and processing of land use applications and new development, the maintenance of the City's general plan and zoning code, environmental review, and historic preservation. The City is currently in the process of updating its General Plan, which has not been comprehensively updated since 1982. The General Plan Update has been a multi -years long effort that is anticipated to be completed in early 2021. Ultimately, the City's General Plan will be comprised of 12 elements, organized into three distinct volumes: Services and Infrastructures, Natural Environment, and Built Environment. The General Plan Update proposes significant changes to the Land Use Map to accommodate future growth along major transit corridors or focus areas. https://www.santa-ana.org/general-plan Not included in the comprehensive general plan update, the City of Santa Ana's 2014-2021 Housing Element was adopted on February 2014 and is currently in compliance with State Housing Element law by the State Department of Housing and Community Development (HCD). https://www.santa-ana.org/general-plan/2014-2021-housing-element-update PROJECT PURPOSE The City of Santa Ana is seeking a qualified consultant to comprehensively update its General Plan Housing Element to address the existing and future housing needs of our community, as well as the City's designated Regional Housing Needs Allocation (RHNA). The General Plan Update is to be in compliance with all the requirements of the State of California laws. Note, thel Regional Needs Needs Allocation (RHNA) assigned to the City of Santa Ana for the 2021 2029 planning period is 3,087, pending the SCAG RHNA Appeal process approvals. III. SCOPE OF SERVICES The City of Santa Ana is requesting proposals from planning consulting firms for the comprehensive update of the General Plan Housing Element and associated environmental documents required under the California Environmental Quality Act (CEQA). Presently, the Housing Element Update is funded through the Local Early Action Planning (LEAP) Grant Program to be awarded to the City of Santa Ana by the State of California, Department of Housing and Community Development (HCD). All services provided by this RFP shall be in accordance with HCD's Notice of Funding Availability (NOFA), the LEAP Planning Grants Program Guidelines, and the 2020 Local Government Planning Support Grants Program Application. RFP No. 20-135 General Plan HgFW22nent Update Page 3 of 29 CITY OF SANTA ANA The selected consultant will be responsible for completion of work, with City staff and the Planning Commission providing oversight. The consultant will be expected to prepare and carry out the following: 1) As necessary, confer and meet with regulatory agencies (Orange County Sanitation District, Caltrans, South Coast Air Quality Management District, etc.). 2) Attendance at project meetings, outreach meetings, and study sessions with the Planning Commission and City Council. 3) Preparation of all graphic exhibits and handouts necessary for meetings, study sessions, and public hearings. 4) Presentations at meetings and public hearings. Education of both the Planning Commission and City Council will be a part of the scope of this project. The selected consultant will be responsible for educating the Planning Commission on the basics of planning, zoning principles, and any other information related to the project. The firm's Principal or a representative of the firm who has demonstrated ability in presenting technical data to Committees, Planning Commissions and City Councils will be required to attend the public meetings or other meetings as deemed necessary by City staff. 5) Utilize tools available through the Orange County Council of Governnments (OCCOG) and Southern California Association of Governments (SCAG) intended to streamline housing element preparation, including data sets and affordablitty assumptions that are pre - approved by Housing and Community Development (HCD). 6) Organize meetings, conduct surveys, compile input, conduct presentations, prepare conceptual maps, notifiy the public of meetings, attend Planning Commission Subcommittee and Planning Commission meetings, attend City Council meetings, and update City staff members as needed and in a timely manner. 7) Primary responsibility for drafting and redrafting the text and exhibits for the Housing Element Update after receiving appropriate input from the community's citizens, stakeholders, Planning Commission, Community Development Commission, and City staff. The Houising Element Update should be brought into conformance with current Federal and State laws, modernized to complement current planning and zoning best practices, organized so that both staff and the general public can clearly define and understand this key policy document. 8) Prior to the drafting of any of these documents, the consultant is responsible for establishing a comprehensive participation, communication and information strategy to ensure appropriate volunteer, community, business, planning and staff involvement during these projects. 9) Drafting of the Housing Element Update should begin after the appropriate research/tasks are performed and any other research/tasks are performed as recommended by the consultant and agreed to by the City as outlined in a contract. Staff and the consultant must agree to a scope, outline, and organization of the ordinance before the first draft has begun. 10) Provide electronic copies of all documents produced, formatted in Microsoft Word (or agreed upon software) and PDF. The documents converted to PDF shall be indexed and searchable by chapter. All data, GIS shapefiles, documents and plans shall be the property of the City of Santa Ana. Documents shall be organized so that they can be easily revised and reprinted, are adequately illustrated, are computer compatible, and are easily understood by diverse public interests. RFP No. 20-135 General Plan HgFevkr. 2l ent Update Page 4 of 29 (9) CITY OF SANTA ANA Consultant Responsibilities The Consultant shall draft the General Plan Housing Element Update and provide technical and environmental services under the direction of City staff. The Consultant will be expected to provide experienced and knowledgeable professional staff. The Consultants' Project Manager and staff shall be responsive and maintain excellent working relationships with City staff, property owners, and/or stakeholders. The Consultant shall be committed to provide adequate staffing levels at all times in order to adhere to established schedules. The Consultant shall be knowledgeable and expected to be familiar with Federal, State and local regulations, policies and procedures as they pertain to all technical studies. A. Initiation of the Project/Kick-Off: Attend a kick-off meeting to discuss the project with City staff within five working days of receiving a notice to proceed. At this time, staff will present any additional information about the project, discuss any project constraints and issues, and refine the scope and responsibilities. B. Attendance at Meetings: The scope of services requires the selected consultant to work closely with staff in preparing the updated Housing Element document and draft environmental document. The consultant shall budget (at minimum) attendance at the following meetings: One (1) Kick-off meeting with City staff Progress site meetings and progress conference call meetings every other week (as needed based on project scope) One (1) Community Development & HousingCommission study session Two (2) Planning Commission study session One (1) Planning Commission hearing One (1) City Council study session One (1) City Council hearing In addition to the meetings above, consultant shall budget attendance at all meetings that are part of the Consultant's community outreach master plan. C. Deliverables (per submittal): Five (5) Printed Administrative drafts of all documents (draft element text, technical studies, graphic concepts, maps, etc.) One (1) Printed Final draft of all documents (and electronic versions) One (1) Electronic file (USB flash drive or CD including print quality PDF, web ready PDF, editable file) of all final public drafts, and final public technical reports in both Microsoft Word or InDesign format, and editable PDF format. GIS shapefiles for all mapping to be included as applicable. Up to 50 CDs for the distribution of all applicable documents to required agencies and organizations One (1) Electronic file of (USB flash drive or CD including print quality PDF, web ready PDF, editable file) of all adopted documents in both Microsoft Word format and editable PDF format. Meeting Notes for all site and conference call meetings Prior to start of work, software and programs used for data collection, documentation and mapping shall be approved by City staff to affirm compatibility with City systems. D. Schedule and Timing: Provide a project schedule to identify the completion dates for major milestones. The Housing Element Update project is to be completed and City Council adopted by October 21, 2021 as required by State law; maintaining 8-year cycle for element updates. RFP No. 20-135 General Plan Hfevtn. 2gient Update Page 5 of 29 (9) li V W CITY OF SANTA ANA II=1:7�1Ile] yGCC3:7=1=1k41=1,rr The term of the agreement is one (1) year. The City may, at its discretion, extend the agreement with the same or more limited scope of required services for up to two (2) additional six-month terms, contingent upon direction of the City Manager. RFP SCHEDULE OF EVENTS Schedule below is tentative and subject to change at discretion of City, with appropriate notice to prospective Proposers. Issue Date: Deadline for Questions about RFP: Proposal Due Date: Review of Proposals: Projected Award Date: RESPONSE TO RFP December 2, 2020 December 9, 2020 December 16, 2020, by 4:00 PM December 18, 2020 January 19, 2021 A. SUBMITTAL INSTRUCTIONS (THIS IS FOR ELECTRONIC SUBMITTAL ONLY) It is the responsibility of the Proposer to ensure that any proposals submitted have been uploaded to PlanetBids prior to the proposal due date and time. Proposals, including all required sections and forms, shall be submitted electronically via the City's Bid Management System, PlanetBids. No other form of submittal will be accepted. It is the responsibility of the Proposer to ensure that any proposals submitted has been uploaded to PlanetBids prior to this proposal due date and time. PlanetBids will not accept late bids and no exceptions shall be made. Proposers will receive an a -bid confirmation number with a time stamp from PlanetBids indicating that their proposal was submitted successfully. The City will only receive and consider those proposals that were transmitted successfully. Submit proposal online at: http://www.planetbids.com/portal/portal.cfrn?CompanylD=20137. Proposer shall be solely responsible for informing itself with respect to the proper utilization of the bid management system, for ensuring the capability of their computer system to upload the required documents, and for the stability of their internet service. Failure of the Proposer to successfully submit an electronic proposal shall be at the Proposer's sole risk and no relief will be given for late and/or improperly submitted proposals. Proposers experiencing any technical difficulties with the bid submission process may contact PlanetBids at (818) 992-1771. Questions of an operational nature may be directed to the City's assigned Project Manager. Neither the City, nor PlanetBids, makes any guarantee as to the timely availability of assistance, or assurance that any given problem will be resolved by the bid submission deadline. Proposals shall NOT be mailed or sent via telegraphic, electronic or facsimile means. All notifications, updates and addenda will be posted online on PlanetBids at https://www.planetbids.com/portal/portal.cfrn?CompanvlD=20137. 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. RFP No. 20-135 General Plan HgFevtn. 2rent Update Page 6 of 29 @ CITY OF SANTA ANA B. COMMUNICATION / CONTACT WITH CITY STAFF Unless otherwise authorized herein, Proposers who are considering submitting a proposal in response to this RFP, or who submit a proposal in response to this RFP, are only to communicate with the assigned Project Coordinator(s), and no other City staff about this RFP from the date this RFP is issued until a contract is awarded. The City will provide all official communication concerning this RFP in writing via the City's Bid Management System, PlanetBids. General questions regarding this RFP may be directed to the City's assigned Buyer utilizing the City's PlanetBids system. The City will not be responsible for or bound by any oral communication or any other information or contact that occurs outside the official communication process specified herein, unless confirmed in writing by the designated Project Manager. C. REQUEST FOR INFORMATION OR CLARIFICATION / QUESTIONS Questions regarding this RFP shall be submitted via PlanetBids by 4:00 PM on December 9, 2020. Responses to all questions will be posted on PlanetBids no later than the date and time shown at the schedule of key RFP dates above. All prospective Proposers are advised to visit PlanetBids on a regular basis as the responses may be posted earlier than the date above. 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 PlanetBids system, https://www.planetbids.com/portal/portal.cfrn?CompanvlD=20137. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. E. UNDERSTANDING PROPOSAL It is the responsibility of each Proposer to inquire about any criteria, condition, term, provision, or requirement of the RFP that the Proposer does not understand. Responses to inquiries, if they significantly change or clarify the RFP requirements or any aspect of the procurement process, will be forwarded by addenda to all Proposers. The City will not be bound by any oral responses to inquiries. By submitting proposals, Proposers assert that they have fully read the RFP and any addenda issued by the City, the proposed Contract and any other Contract Documents, and affirm that the terms and conditions stated therein are fully understood and are acceptable to the Proposer. Each Proposer accepts the terms and conditions of the Contract Documents and indicates their ability and willingness to perform the requested services under such terms and conditions. Any exceptions to the terms and conditions set forth in the Contract Document should be clearly noted in each Proposer's proposal. RFP No. 20-135 General Plan HgUevin. 28nent Update Page 7 of 29 p ��t CITY OF SANTA ANA Please direct all questions regarding the procurement process to: City of Santa Ana Finance & Management Services — Purchasing Division Stephanie Martinez, Buyer Email: SMartinez10@santa-ana.org Phone: (714) 647-5468 F. PROPOSAL CONTENTS Proposals are to be prepared in such a way as to provide a straightforward, concise delineation of capabilities to satisfy the requirements of this RFP. Colored displays, promotional materials, etc., are not necessary or desired. Emphasis should be concentrated on conformance to RFP instructions, responsiveness to the RFP requirements, and on completeness and clarity of content. Dividers and clear organization of content and material are encouraged. 1. 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. Cover Letter shall not exceed one page. Cover letter must be addressed to the following: Melanie McCann, Senior Planner City of Santa Ana — Planinng and Building Agency (M-20) 20 Civic Center Plaza Santa Ana, CA 92701 2. 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 as Exhibit A of this RFP. 3. Firm and Team Experience Proposal shall include a profile of the firm's experience including the following: A general description of the firm, including number of and resumes for employees available to work on the project. Name and contact information of the project manager to be assigned to the project. A description of the firm's experience in providing similar services to those requested in this RFP. iv. A list of the local office's most significant projects in the last five (5) years, indicating whether it was for the public or private sector, and including scope of work, date, project manager, and name and telephone number of the client contact. RFP No. 20-135 General Plan HgFevtn. 29oent Update Page 8 of 29 (9) CITY OF SANTA ANA 4. Cost Proposal All Proposers are required to submit a cost breakdown by contract task (including renewal option term if exercised); including estimated hours, hourly rates, expenses, and a total not -to -exceed cost with their Proposal. Pricing instructions should be clearly defined to ensure fees proposed can be compared and evaluated. Proposals shall be valid for a minimum of ninety (90) days following Proposal deadline. The cost for developing the Proposal is the sole responsibility of the Proposer. All Proposals submitted become the property of the City. The proposed fees and rates for this contract will be fixed for the duration of the agreement, including allowable renewal options exercised at the discretion of the City. 5. Certifications (ATTACHMENTS) The following forms, included in this RFP, shall be signed and included as part of the proposal submittal package: • Attachment A: References • Attachment B: Proposer's Statement • Attachment C: Non -Collusion Affidavit • Attachment D: Non -Lobbying Certification • Attachment E: Non -Discrimination Certification 6. References Firm shall provide three (3) references from public agency customers for which similar services specified in this RFP have been performed, including contact names and telephone numbers, and types of services your firm has provided. Use Attachment A — References. The respondent grants permission for the City to contact any individuals listed as references. City may disqualify a Proposer if: • References fail to substantiate Proposer's description of services and deliverables provided; or • References fail to support that Proposer has a continuing pattern of providing capable, productive, and skilled personnel, or City is unable to reach the point of contact with reasonable effort. It is the Proposer's responsibility to inform the point of contact(s) of normal City working hours. 7. Information provided by the City is solely for the purpose of conducting proposal evaluation and shall not be disclosed to any third party without the City's written permission. 8. 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 RFP No. 20-135 General Plan 190 91--ent Update Page 9 of 29 @ CITY OF SANTA ANA 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. 9. 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 Intent to Award. Contractor must maintain, for the duration of its contract, insurance coverages as required by the City. Subcontractors must comply with the City's insurance requirements as stated herein. Primary Contractor shall not allow any Subcontractor to commence work until all insurance required of Subcontractor is obtained. Additionally, Contractor shall provide the following insurance coverage: A warrant that the firm maintains a prudent amount of errors and omissions insurance that covers negligent acts and is applicable to the work requested in this RFP. Work on the contract shall not begin until after the awarded Contractor has submitted acceptable evidence of the required insurance coverages. VII. SELECTION PROCEDURES & CRITERIA A. The City will establish a proposal review committee, consisting of City staff designated by the Executive Director of the Planning and Building Agency. The review committee will evaluate proposals based on the response to the RFP, which includes adherence to outlined directions and format, and the City evaluation criteria set forth below. B. Proposers will be ranked by Planning and Building Agency staff based on the following criteria: • Completeness of Proposal (15%) • Technical qualifications and experience of key members of the firm (20%) • Experience with similarly sized governmental agencies in providing the types of services outlined in this RFP (25%) • Capability of handling all aspects of the engagement as defined as well as providing support and technical assistance (25%) • Fees and charges related to the level of work proposed (15%) C. A final score will be calculated for each submitted proposal and used to rank Proposers. The City is under no obligation to accept any proposal and reserves the right to negotiate with respondents as to fees and terms. The City may reject proposals at its sole discretion. RFP No. 20-135 General Plan l fga E,f lent Update Page 10 of 29 p ��t CITY OF SANTA ANA If a proposal fails to satisfy any requirements outlined in this RFP, it may be considered non -responsive and the proposal may be rejected. The City shall not be obligated to accept the lowest priced proposal, but will make an award in the best interests of the City of Santa Ana after all factors have been evaluated. Planning and Building Agency staff will recommend the top ranked consulting firm to the City Manager or City Council for award of contract. Vill. WITHDRAWALS Proposers are responsible for verifying all prices and information before submitting a proposal. Prior to the proposal due date, the Proposer or Proposer's representative may withdraw the proposal by providing written notice of the proposal withdrawal to the City Contact/Project Manager. Verbal or telephonic withdrawals are not permissible. IX. PROTESTS Proposers may file a "protest" to an RFP with the City's Purchasing Department. In order for a Bidder's protest to be considered valid, the protest must: 1. Be filed in writing within five (5) business days of either the RFP issued date or before 5:00 p.m. of the 5th business day following the posting of Bid Results/Notice of Intent to Award Contract on the City's website; 2. Clearly identify the specific irregularity or accusation; 3. Clearly identify the specific City staff determination or recommendation being protested; 4. Specify, in detail, the grounds of the protest and the facts supporting the protest; and 5. Include all relevant, supporting documentation with the protest at time of filing. If the protest does not comply with each of these requirements, it will be rejected as invalid. If the protest is valid, the City's Purchasing Manager, or other designated City staff member, shall review the basis of the protest and all relevant information. The Purchasing Manager will provide a written decision to the protestor within ten (10) business days from receipt of protest. The decision from the Purchasing Manager, or her/her designee, is final and no further appeals will be considered. X. GENERAL 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. AMERICANS WITH DISABILITIES ACT The awarded Contractor hereby certifies that it will comply, as applicable, with the Americans with Disabilities Act of 1990 ("ADA"), 42 USC §§ 12101 et seq., and its implementing regulations, including Subtitle A, Title II of the ADA. Contractor will not discriminate against persons with disabilities nor against persons due to their relationship to or association with a person with a disability. Any contract entered into RFP No. 20-135 General Plan 19( ET2ent Update Page 11 of 29 @ CITY OF SANTA ANA by the awarded Contractor (or any subcontract thereof), relating to this RFP, shall be subject to the provisions of this paragraph. B. 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. C. CONFLICT OF INTEREST Contractor shall exercise reasonable care and diligence to prevent any actions or conditions that could result in a conflictwith the best interests of the City. This obligation shall apply to the Contractor; the Contractor's employees, agents, and Subcontractors associated with accomplishing work and services hereunder. The Contractor's efforts shall include, but not be limited to, establishing precautions to prevent its employees, agents, and Subcontractors from providing or offering gifts, entertainment, payments, loans or other considerations which could be deemed to influence or appear to influence City staff or elected officers from acting in the best interests of the City. Each Proposer must disclose any existing or potential conflict of interest relative to the performance of the contractual services resulting from this RFP. Any such relationship that might be perceived or represented as a conflict should be disclosed. The City reserves the right to disqualify any Proposer on the grounds of actual or apparent conflict of interest. No person, firm, or subsidiary thereof who has been awarded this Contract may be awarded a Contract for the provision of services, the delivery of supplies, or the provision of any other related action which is required, suggested, or otherwise deemed appropriate as an end product of this Contract. Therefore, Contractor is precluded from contracting for any work recommended as a result of this Contract. D. CONTRACTOR'S EXPENSE Pre -Contractual Expenses: The City is not liable for any costs incurred by Proposers prior to entering into a formal contract. Costs of developing a response to this RFP, are entirely the responsibility of the Proposer, and shall not be reimbursed in any manner by the City. Pre -contractual expenses are not to be included in the cost proposal. Pre - contractual expenses include, but are not limited to, preparation of the proposal, submission of the proposal and additional information, attendance at pre -proposal conference, negotiating any matter related to this RFP with City, and/or any other expenses incurred by the Proposer prior to the date of award and execution, if any, of the contract. Other Expenses: The Contractor will be responsible for all costs related to photo copying, telephone communications, fax communications, and parking while on City sites during the performance of work and services under this Contract. E. CONTRACTOR'S PROJECT MANAGER/ KEY PERSONNEL Except as formally approved by the City, the key personnel identified in Contractor's proposal shall be the individuals who will actually complete the work. Changes in staffing must be reported in writing and approved by the City. The City shall have the right to require the removal and replacement of the Contractor's Project Manager and key RFP No. 20-135 General Plan 190 E, 3ent Update Page 12 of 29 (9) CITY OF SANTA ANA personnel under the awarded contract. The City shall notify the Contractor in writing of such action. The City is not required to provide any reason, rationale, or additional factual information if it elects to request any specific key personnel be removed from performing services under the awarded contract. The City shall review and approve the appointment of the replacement for the Contractor's personnel. Said approval shall not be unreasonably withheld. Standards of Conduct: Contractor's personnel shall be courteous and maintain good working relationships with all stakeholders, state or outside agencies, other team members and staff within the City. Criminal Background Certification: Contractor certifies that all employees working on this contract have had a criminal background check at Contractor's cost and that said employees are clear of any sexual and drug -related convictions. Contractor further certifies that all employees hired by Contractor or Subcontractor shall be free from any felony convictions. City reserves the right to require Contractor to pay fingerprinting fees for personnel assigned to work in sensitive areas. F. COST PROPOSAL The price and amount of the Cost Proposal/Fee Schedule must have been arrived at independently and without consultation, communication, agreement or disclosure with or to any other Subcontractor, Proposer or prospective Proposer. Prices offered by Proposers in their proposals are an irrevocable offer for the term of the contract and any contract extensions. The awarded Contractor agrees to provide the purchased services at the costs, rates, and fees as set forth in their Fee Schedule in response to this RFP. No other costs, rates or fees shall be payable to the awarded Subcontractor for implementation of their proposal. G. DATA RETENTION Contractor shall be responsible for retaining data, records, and documentation for the preparation of required items. These materials shall be made available to and as requested by City. All materials, documents, data or information obtained from the City Data files or any City medium furnished to Contractor in the performance of an awarded contract will at all times remain the property of the City. Such data or information may not be used or copied for direct or indirect use by Contractor after completion or termination of this Contract without the express written consent of the City. All materials, documents, data or information, including copies, must be returned to the City at the end of the contract. 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 shall be maintained confidential, to the extent allowed under the California Public Records Act. H. DRUG -FREE WORKPLACE The awarded Contractor certifies compliance with Government Code Section 8355 in matters relating to providing a drug -free workplace. Failure to comply with these requirements may result in suspension of payments under the Contract or termination of the contract or both, and the Contractor may be ineligible for award of any future City contracts. RFP No. 20-135 General Plan 190 E,f 4ent Update Page 13 of 29 (9) CITY OF SANTA ANA EXAMINATION Proposer represents that it has thoroughly examined and become familiar with the services and responsibilities required 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. Any irregularities or lack of clarity in the RFP should be brought to the designated City Contact/Project Manager's attention as soon as possible so that corrective addenda may be furnished to prospective Proposers. Proposals which appear unrealistic in the terms of technical commitments, lack of technical competence, or are indicative of failure to comprehend the complexity and risk of this contract, may be rejected. J. EXECUTION OF AGREEMENT Upon successful negotiations, the City and the selected Proposer will enter into an Agreement similar to that as shown in EXHIBIT 3 STANDARD AGREEMENT 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 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. K. 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 sub -consultant 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 sub -consultants be offered, the Proposer shall provide the same assurances of competence for the sub -consultant plus the demonstrated ability to manage and supervise the subcontracted work. Sub -consultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all sub -consultants in the same manner as the Proposer. 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 and the City reserves the right to reject any proposed Subcontractor(s). Subcontractors shall be the responsibility of the prime Contractor and the City shall assume no liability of such Subcontractors. L. INDEPENDENT CONTRACTOR Contractor is considered an independent Contractor and neither Contractor, its employees, nor anyone working under Contractor will be considered an agent or an employee of City. Neither Contractor, its employees, nor anyone working under Contractor, will qualify for workers' compensation or other fringe benefits of any kind through City. M. LITIGATION STATUS Each Proposer must include in its proposal a complete disclosure of any alleged significant prior or ongoing contract failures, any civil or criminal litigation or investigation pending which involves the Proposer or in which the Proposer has been judged guilty or liable. Failure to comply with the terms of this provision will disqualify any proposal. The City reserves the right to reject any proposal based upon the Proposer's prior history RFP No. 20-135 General Plan l fga E,fesent Update Page 14 of 29 @ CITY OF SANTA ANA with the City or with any other party, which documents, without limitation, unsatisfactory performance, adversarial or contentious demeanor, significant failure(s) to meet contract milestones or other contractual failures. N. NEGOTIATIONS The City reserves the right to negotiate final contract terms with any Proposer selected. The contract between the parties will consist of the RFP together with any modifications thereto, and the awarded Contractor's proposal, together with any modifications and clarifications thereto that are submitted at the request of the City during the evaluation and negotiation process. In the event of any conflict or contradiction between or among these documents, the documents shall control in the following order of precedence: the final executed contract, the RFP, any modifications and clarifications to the awarded Contractor's proposal, and the awarded Contractor's proposal. Specific exceptions to this general rule may be noted in the final executed contract. Negotiations shall be confidential and not subject to disclosure to competing Contractors unless and until an agreement is reached. If contract negotiations cannot be concluded successfully, the City reserves the right to negotiate a contract with another Contractor or withdraw the RFP. O. PROJECT MANAGER The selected Proposer will assume responsibility for all services in its proposal. The selected Proposer shall identify a sole point of contact, Project Manager, 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. P. PROPOSAL VALIDITY Services, pricing, and warranties indicated in a Proposer's Proposal must be valid for a period of 90 days at minimum after the submission of the Proposal. Q. PUBLIC AGENCIES Other public agencies, as defined by California Government Code Section 6500, may choose to use the terms of this Contract, subject to Contractor's acceptance. The City is not liable or responsible for any obligations related to a subsequent contract between Contractor and another public agency. R. PUBLIC RECORDS Proposals will become public record after the award of a contract unless the proposal or specific parts of the proposal can be shown to be exempt by law. Each Proposer may clearly label all or part of a proposal as "CONFIDENTIAL" provided that the Proposer thereby agrees to indemnify and defend the City for honoring such a designation. The failure to so label any information that is released by the City shall constitute a complete waiver of any and all claims for damages caused by any release of the information. Proposer information identified as proprietary shall be maintained confidential, to the extent allowed under the California Public Records Act. S. SUBCONTRACTORS Proposals in response to this RFP must identify any Subcontractors, and outline the contractual relationship between the Awarded Subcontractor and each Subcontractor. An official of each proposed Subcontractor must sign, and include as part of the proposal submitted by the Prime Contractor, a statement to the effect that the Subcontractor has read and will agree to abide by the awarded Contractor's obligations. Any Subcontractor RFP No. 20-135 General Plan 190 E, 6ent Update Page 15 of 29 @ CITY OF SANTA ANA proposed after award of contract must be approved by the City before commencement of work. The City will look solely to the awarded Contractor for the performance of all contractual obligations which may result from an award based on this RFP, and the awarded Contractor shall not be relieved for the non-performance of any or all Subcontractors. XI. AWARD OF AGREEMENT Selected Contractor(s) will be notified in writing. Any award is contingent upon the successful negotiation of final contract terms. A. EXECUTION OF AGREEMENT A standard agreement is included as Exhibit A — Standard Agreement of this RFP. "Proposer" will hereinafter be referred to as "Consultant' or "Contractor" 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. XII. IMPLEMENTATION A. KICK-OFF MEETING A kick-off meeting will be held after award of contract. Contractor 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. RFP No. 20-135 General Plan IMg 017ent Update Page 16 of 29 311 CITY OF SANTA ANA EXHIBIT A SAMPLE AGREEMENT THIS AGREEMENT is made and entered into on this day of , 2020 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. On January , 2020, the City issued Request for Proposal No. 20-136, by which it sought proposals from qualified firms to provide in accordance with B. Consultant submitted a responsive proposal that was selected by the City. Consultant represents that Consultant is able and willing to provide such services described in the scope of services that was included in RFP No. 20-005 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 those services as collectively describe in Exhibit A, the scope of services that was included in RFP No. 20-136, and Exhibit B, Consultant's proposal dated 2020, both of which are attached and incorporated by reference. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $ during the intial term of this Agreement. This amount is comprised of (1) the sum of $ and (2) a 10% contingency of up to $ for services as may be performed by Consultant at the sole discretion of City. 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. RFP No. 20-135 General Plan Fbjng E,fe�9ent Update Page 17 of 29 311 CITY OF SANTA ANA 3. TERM This Agreement shall commence on [enter a Start Date or "the date first written above"] and terminate on , unless terminated earlier in accordance with Section 14 below. The term of this Agreement may be extended for two additional (2) one-year periods 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 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. rl� 1►1.Y0R-11or 1d 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. RFP No. 20-135 General Plan Fb9 E,ferpent Update Page 18 of 29 1 CITY OF SANTA ANA 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. 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. 7. IlVDEMNIFICATION 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. RFP No. 20-135 General Plan 10 6teoent Update Page 19 of 29 311 CITY OF SANTA ANA [.? N KIM N oil 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. 9. 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. 10. 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. 11. 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: RFP No. 20-135 General Plan 1 90 121ent Update Page 20 of 29 311 CITY OF SANTA ANA Minh Thai Executive Director Planning and Building Agency City of Santa Ana 20 Civic Center Plaza (M-20) P.O. Box 1988 Santa Ana, California 92702 To Consultant: First & Last Name Title Consultant Firm Name Address City, State, Zip City Attorney's Office City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 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. 12. 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. 13. 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. 14. TERMINATION RFP No. 20-135 General Plan 1 yrg 5L--ent Update Page 21 of 29 CITY OF SANTA ANA 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 b. 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. c. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. i ► 1 UI 1 hilt: 1 ► 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. 16. 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. 17. 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. 18. 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. In All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. RFP No. 20-135 General Plan 190 123ent Update Page 22 of 29 CITY OF SANTA ANA IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORNI: SONIA R. CARVALHO City Attorney Assistant City Attorney RECOMMENDED FOR APPROVAL: Minh Thai Executive Director Planning and Building Agency CITY OF SANTA ANA Kristine Ridge City Manager CONSULTANT: (name) (title) Tax ID# SAMPLE ONLY RFP No. 20-135 General Plan 190 filQryent Update Page 23 of 29 (9) CITY OF SANTA ANA ATTACHMENT A REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference Customer Name: r_rarem Contract Amount: Description of supplies, equipment, or services provided: Reference Customer Name: Address: Contract Amount: Description of supplies, equipment, or services provided: Reference Customer Name: Address: Contract Amount: Description of supplies, equipment, or services provided: Contact Individual: Phone Number: Facsimile Number: Year: Contact Individual: Phone Number: Facsimile Number: Year: Contact Individual: Phone Number: Facsimile Number: Year: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. RFP No. 20-135 General Plan Housing Element Update Page 24 of 29 19G-25 (9) CITY OF SANTA ANA ATTACHMENT B PROPOSER'S STATEMENT Proposer understands and agrees that this written RFP (or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer and the City 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 Executive Director or his 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 proposer or deposited with the United States Postal Service properly addressed to the proposer with the correct postage affixed thereto. Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish City all required bonds and certificate of liability insurance within ten (10) days (excluding Saturdays, Sundays and City's legal holidays), or the funds, check, draft, or proposer's bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted in lieu thereof shall be returned to the undersigned. Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFP schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. All terms contained in the specifications, the certification of nondiscrimination by contractors, and the required insurance certificates are to be incorporated by reference into this agreement and are made specifically as part of this RFP. Firm Signed and Printed Name: Title Date THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. RFP No. 20-135 General Plan Housing Element Update Page 25 of 29 19G-26 (9) CITY OF SANTA ANA ATTACHMENT C NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the proposer declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any proposer or anyone else to put in a sham proposal, or that anyone shall refrain from bidding; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the proposer or any proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other proposer, 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 proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her proposal 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 proposal. Note: The above noncollusion affidavit is part of the proposal. Signing this proposal on the signature portion thereof shall also constitute signature of this noncollusion affidavit. Proposers are cautioned that making a false certification may subject the certifier to criminal prosecution. 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 THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. RFP No. 20-135 General Plan Housing Element Update Page 26 of 29 19G-27 (9) CITY OF SANTA ANA ATTACHMENT D NON -LOBBYING CERTIFICATION 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 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. 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 subrecipients shall certify and disclose accordingly. Signed: Title: Firm: Date: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. RFP No. 20-135 General Plan Housing Element Update Page 27 of 29 19G-28 (9) CITY OF SANTA ANA ATTACHMENT E NON-DISCRIMINATION CERTIFICATION 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. RFP No. 20-135 General Plan Housing Element Update Page 28 of 29 19G-29 (9) CITY OF SANTA ANA 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 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: 5:\Planning\Grants\LEAP 2020\HousingElement\RFP 20-135 -Housing Element Update 11.12.20.docx THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. RFP No. 20-135 General Plan Housing Element Update Page 29 of 29 19G-30 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROPRIATION ADJUSTMENT AND AGREEMENTS FOR UASI TRAINING AND EXERCISE SERVICES FOR THE ANAHEIM/SANTA ANA URBAN AREA IN AN AGGREGATE AMOUNT NOT TO EXCEED $3,147,600 (SPECIFICATION NO. 20-062) (NON -GENERAL FUND) /s/ Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s' Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION 1. Approve an appropriation adjustment recognizing $713,431 in FY18 UASI grant revenue in the FY18 UASI Grant Program account (No. 12514002-52001) and appropriate same in the FY18 UASI Grant Program expenditure accounts (No. 12514491-various). 2. Authorize the City Manager to execute the attached three-year agreements, with two one year renewal options, with the following seven qualified vendors to provide on -going training and exercise deliverables to the Anaheim/Santa Ana Urban Area on an as -needed basis, for the period of December 1, 2020 through November 30, 2023 in an amount not to exceed $3,147,600, subject to non -substantive changes approved by the City Manager and City Attorney. Vendor Location Constant and Associates, Inc. Torrance, CA Elite Command Training Foothill Ranch, CA Nusura, Inc. Denver, CO Security Solutions International, Inc. (SSI) Islamorada, FL Sensemakers, LLC Anaheim, CA The Cadmus Group, LLC Waltham, MA The Olson Group, Ltd. Alexandria, VA DISCUSSION The United States Department of Homeland Security, Federal Emergency Management Agency, has developed the Urban Areas Security Initiative (UASI) funding program. This initiative was designed to enhance the domestic preparedness of urban areas by ensuring that all emergency first responders have adequate and appropriate equipment and training to prevent, respond to, and 20A-1 Appropriation Adjustment and Agreements for UASI Funded Training and Exercise Services December 1, 2020 Page 2 recover from acts of terrorism. 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 the grant funded procurement of training, exercises, and equipment utilized by the 34 jurisdictions in Orange County. In an effort to address the unique needs of a high -density, high -threat urban area, the Anaheim/Santa Ana Urban Area (ASAUA) allocates a set percentage of its annual grant allocation to fund training and exercises for the Orange County region. With oversight from the Santa Ana Police Department Homeland Security Division, the ASAUA Homeland Security Regional Training and Exercise Program is designed to provide the ASAUA stakeholders with regional training and exercises necessary to meet the goals and objectives set forth in the ASAUA's homeland security strategy and target capabilities identified in the Threat and Hazard Identification and Risk Assessment (THIRA). The goal of these agreements is to enhance the capabilities of the current program by providing access to a wide range of training and exercise professionals in support of a comprehensive and regional approach. In August of 2020, the Police Department issued a Request for Qualifications (RFQ #20-062) to identify and qualify suitable vendors capable of delivering a broad choice of homeland security related training courses taught by subject matter experts and/or recognized professionals in the field of law enforcement, fire, cyber security, public health, and emergency management. Additionally, the RFQ sought to identify and qualify suitable vendors who are capable of developing and delivering a broad range of homeland security related exercises ranging from simple workshops to complex multi -discipline, multi -agency full scale exercises. Vendors were allowed to submit proposals that addressed only training courses, only providing exercises, or providing both training courses and exercises. The RFQ was advertised on August 10, 2020 and proposals were solicited. A summary of the proposals and offers received is as follows: 223 Vendors were notified 18 Santa Ana vendors notified 24 Vendors downloaded the RFQ 9 Proposals received 0 Proposals received from a Santa Ana vendor Proposals were opened on September 3, 2020 and evaluated. An evaluation team reviewed and rated all proposals received to determine if necessary qualifications were met. The proposals were evaluated and scored according to criteria identified within the RFQ, including Responsiveness to RFQ (25%), Experience of Firm and Personnel (30%), Reasonableness of Cost (25%), and References (20%). Of the nine proposals, eight were determined to be responsive and were qualified based on their response to the specifications and requirements identified by the City. One company, Control 20A-2 Appropriation Adjustment and Agreements for UASI Funded Training and Exercise Services December 1, 2020 Page 3 Risks, did not posess the required Department of Homeland Security/Cal OES certifications, and another company, California Specialized Training Institute, has a lengthy contract review process and may be presented at a future City Council meeting. All qualified vendors will have similar agreements with varying scopes of work, and the Santa Ana Police Department Homeland Security Division will request training courses and exercises from the selected vendors on an as -needed basis. The appropriation adjustment will recognize $713,431 in FY18 UASI prior year balance to fund FY18 UASI program expenditures, including Year 1 ($651,600) of the training and exercise program. Year 2 ($620,250) of the agreement has already been appropriated through a separate City Council action when Council approved the FY 19 UASI Grant award. Year 3 of the agreement, which is projected to be $625,250, will be funded by the FY20 UASI Grant. Years 4 ($625,250) and 5 ($625,250) of this agreement are contingent upon a UASI Grant award to the Anaheim/Santa Ana Urban Area for FY21 and FY22 with a sufficient award amount to sustain the ASAUA Homeland Security Regional Training and Exercise Program. The aggregate amount to be spent in the pool of all seven vendors shall not exceed $3,147,600 over the length of the three-year agreements. Because these agreements will be paid using federal grant funds, this program expense will have no fiscal impact on the City's General Fund. The term of these agreements may be extended for up to two one-year periods upon a writing executed by the City Manager and the City Attorney and subject to funding. The agreements include language that allows the City to terminate the agreement with 30 days notice for any reason, including lack of funding. FISCAL IMPACT The appropriation adjustment will recognize $713,431 in FY18 UASI grant revenue in the FY18 UASI Grant Program account (No. 12514002-52001) and appropriate same in the FY18 UASI Grant Program expenditure accounts (No. 12514491-various). Funds for the agreements are available in the FY18 and FY19 UASI Grant Program Contract Services account (No. 12514491-62300 and 12514407-62300) for the 2020-21 and FY 2021-22 fiscal years, and will be included in future fiscal year budgets as follows: Fiscal Year Accounting Unit- Accounting Unit, Account Amount Account # Description FY 2020-21 12514491-62300 FY18 UASI Grant Program — $651,600 Training and Exercises FY 2021-22 12514407-62300 FY19 UASI Grant Program — $620,250 Training and Exercises FY 2022-23 12814491-62300 FY20 UASI Grant Program — $625,250 Training and Exercises 20A-3 Appropriation Adjustment and Agreements for UASI Funded Training and Exercise Services December 1, 2020 Page 4 FY 2023-24 12514407-62300 FY21 UASI Grant Program — $625,250 Training and Exercises FY 2024-25 12814491-62300 FY22 UASI Grant Program — $625,250 Training and Exercises $3,147,600 Total Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: David Valentin, Chief of Police - Police Department Exhibits 1. Agreement with Constant and Associates, Inc. 2. Agreement with Elite Command Training 3. Agreement with Nusura, Inc. 4. Agreement with Security Solutions International, Inc. (SSI) 5. Agreement with Sensemakers, LLC 6. Agreement with The Cadmus Group, LLC 7. Agreement with The Olson Group, Ltd. 20A-4 Exhibit 1 AGREEMENT TO PROVIDE TRAINING COURSES AND EXERCISES FOR THE ANAHEIM / SANTA ANA URBAN AREA ON AN AS -NEEDED BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between Constant Associates 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. On August 10, 2020, the Santa Ana Police Department ("SAPD") issued Request for Qualifications No. 20-062 ("RFQ"), by which it sought to identify and qualify suitable vendors capable of delivering a broad choice of homeland security -related training courses and exercises conducted by professionals in the fields of law, fire, public health, emergency management and cybersecurity. B. These courses are in support of the Anaheim/Santa Ana Urban Area ("ASAUA") Homeland Security Regional Training and Exercise Program and will be funded by a grant awarded to the City by the United States Department of Homeland Security's Urban Areas Security Initiative ("UASI") and administered by SAPD. The ASAUA consists of the incorporated cities in Orange County and the police departments of the University of California, Irvine, California State University, Fullerton, and community colleges in the County of Orange. C. Through SAPD, the training and exercise programs will be made available to agencies in the ASAUA on an as -needed basis to enhance domestic preparedness for acts of terrorism. D. Contractor submitted a responsive proposal that was among those selected by the City. E. 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 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 as -needed basis, and at the sole discretion of City, Contractor shall conduct the training and/or exercise programs described in the scope of services provided in the RFQ and attached hereto as Exhibit A. Contractor's proposal is incorporated by reference as though fully set forth herein. In the performance of all services, Contractor shall comply and provide the required training/classes and exercises attached hereto as Exhibit B. 20A-5 Page 1 of 11 2. CHANGE ORDERS/AMENDMENTS a. To maintain flexibility that allows first responders to address emerging and unforeseeable threats, the ASAUA Homeland Security Regional Training and Exercise Program will utilize a Change Order provision to request other training and exercise courses at the City's request. Change Orders will be used to approve training and/or exercises and can modify the existing scope of work for specialty and other ad -hoc training and exercises on an as needed basis. Change Orders will be drafted by the UASI Grant Coordinator, reviewed and approved by the Contractor, then forwarded to the Chief of Police and the City Manager for the City of Santa Ana or their designees for approval. b. Any change order that contains any terms contrary to services provided within this Agreement shall be void, unless City and Consultant have expressly agreed in a writing, requiring approval by the City Manager and the City Attorney's office. Consultant agrees and understands that substantive changes to the terms of the Agreement are subject to approval by the City Council. 3. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Any compensation payable to Contractor shall be paid from a portion of the above - referenced UASI grant awarded to the City in the amount of $3,147,600, which shall serve as the total amount payable for all training and exercise programs supplied under RFQ No. 20-062. 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date stated above and continue through November 30, 2023, unless terminated earlier in accordance with Section 18, below. The term of this Agreement may be extended for up to two (2) one (1) year period upon a writing executed by the City Manager and the City Attorney and subject to funding. 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 20A-6 Page 2 of 11 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. 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 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. 20A-7 Page 3 of 11 C. Worker's Compensation Insurance. hi 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 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) 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. 8. INDEMNIFICATION 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 negligence 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 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. 20A-8 Page 4 of 11 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. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify, and hold harmless City, its officers, agents, representatives, and employees against any and all liability or losses, including costs and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright, alleged or contained in the work product or documents provided or used by Contractor under this Agreement. 10. CONFORMITY WITH LAW AND SAFETY In performing any services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over the scope of services, including all provisions of the California Occupational Safety and Health Act. Contractor shall indemnify, defend, and hold harmless City from any and all liability, fines, penalties, and consequences from any of Contractor's failures to comply with such laws, ordinances, codes, and regulations. 11. 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. 12. 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 20A-9 Page 5 of 11 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. 13. CONFLICT OF INTEREST CLAUSE a. 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. b. The parties understand that outside parties, subject to receipt of financial benefit from UASI funding, as noted in Recital Section B and the RFQ, are often utilized by the ASA UASI as subject matter expert reviewing training and exercise proposals. To avoid potential conflict of interest of engaging sub -contractors, subject to receipt of financial benefit from UASI funding, shall not be engaged by the Contractor as a sub- contractor to provide the services provided in this Agreement, or any change order or amendment thereto. 14. 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: Roland Andrade, Sergeant UASI Grant Coordinator Homeland Security Division Santa Ana Police Department 20A-10 Page 6 of 11 To Contractor: 60 Civic Center Plaza Santa Ana, CA 92701 Michelle Constant, CEO Constant Associates, INC. 3655 Torrance Blvd., Suite 430 Torrance, CA. 90503 (424) 320-2582 michelle@constantassociates.com 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. 15. 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. 16. 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 consultants retained by City. 20A-11 Page 7 of 11 17. WAIVER No waiver of a 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, 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. TERNIINATION 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, City 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NONDISCRINIINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 20. 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. 21. 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 20A-1 2 Page 8 of 11 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. 22. CERTIFICATIONS a. Debarment and Suspension. Contractor will comply, and all its subcontractors 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. 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 disabled person shall, solely by reason of disability 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. Contractor agrees it will ensure that requirements of The Act shall be included in any agreements with and be binding on all of its 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, and all its subcontractors 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 subcontractors 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 subcontractors 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 20A-1 3 Page 9 of 11 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 Contractor, Contractor will forward a copy of the findings to City, which will, in turn, 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 subcontractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment -Opportunity," as amended by 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 subcontractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. in. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors 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 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. 20A-14 Page 10 of 11 q Contractor may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA), and City reserve a royalty -free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the Contractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. 23. AUSCELLANEOUS 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. [signature page to follow] 20A-1 5 Page 11 of 11 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Tamara Bogosian Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: By: Michelle Constant Title: CEO 20A-16 Page 12 of 11 I. 1*4111HI SCOPE OF SERVICES The specific requirements of this RFQ have been listed in two sections to allow proposers to respond to either, the training courses component, the exercise component, or both. There is no requirement the Proposer must respond to both components of the RFQ. IL TRAINING COURSES A. ASAUA currently requires training courses in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct training courses, which it has been successfully prequalified for, at various locations/venues within the ASAUA. C. Contractor shall prepare course flyers, register attendees, record attendance by signed roster, provide certificates of completions, and verify course completion by the participants. D. Contractor shall prepare and present specified training courses. Course material shall be available at the time the training is provided for each of the training courses the proposer has outlined in their SOQ. E. All training courses presented must meet state and federal guidelines and be approved by Cal OES and DHS for reimbursement under the Homeland Security Grant Program prior to delivery. Refer to the Cal OES website at: http://www.caloes.ca.gov/cal-oes- divisions/california-specialized-training-institute and the DHS website at: https://www.fema.gov/training for further information regarding state and federal guidelines for Department of Homeland Security grants. If any portion of the training course occurs outside of the classroom, an Environmental & Historic Preservation (EHP) approval must be obtained from FEMA/Cal OES prior to delivery of the course. The EHP approval is location specific and if an EHP approval is required, one must be obtained for each location where the course is delivered. It shall be the responsibility of the Proposer to complete all of the forms and documentation necessary to obtain the required approvals. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval has been issued to the ASAUA before delivery of the training course. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. 20A-17 F. Contractor shall offer course content that satisfies the five preparedness priorities identified in the ASAUA Multiyear Training & Exercises plan. The ASAUA MTEP is attached for reference. G. Contractor shall provide all required training material, handouts, course syllabus and/or written curriculum. H. Contractor shall collect written survey comments/course evaluations from participants at the conclusion of every course offered. Survey/course evaluations will be conducted in a manner specified by the City. A standardized course survey form will be provided to the successful proposers. A record of responses shall be maintained throughout the tern of the agreement by Contractor, and organized by training course, date, instructor, etc. Frequently mentioned comments shall be reported to City Project Manager. Electronic reporting shall be made available to the City upon request. I. City reserves the right to cancel training courses with fourteen (14) calendar days' notice of delivery date. City shall not be charged for the class, travel costs, or training materials by Contractor if cancellation occurs within this period. J. City reserves the right to cancel training courses for student minimums not being met. K. Contractor shall provide and assign high quality instructors on a consistent basis to deliver the specified courses. L. All instructors shall use the methods suggested by the training protocols established, such as maintaining and updating each training syllabus; introducing and following objectives for each class; completing training as described; and utilizing training aids such as audio/visual systems. M. Contractor and all its instructors shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services, or to report complaints. N. Contractor will be paid for services rendered. Training days are generally eight (8) hours long (e.g. 8:00 AM — 5:00 PM), including a one (1) hour lunch break. Schedule should include regular breaks on a 50110 break ratio — for every fifty (50) minutes of instruction, there should be a ten (10) minute break. Half days are defined as four (4) hours or less of instruction. O. Training venues may be provided by the City or by hosting agencies based on the needs of the course. Contractor must be able to secure training sites at any of the jurisdictions within the ASAUA. P. All Contractor -developed courses must be approved by California Office of Emergency Services (Cal OES) for reimbursement under the Homeland Security Grant Program prior to delivery. It is the responsibility of the Contractor to prepare all forms and documentation necessary to obtain all course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the 20A-18 requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. Q. The anticipated start date of this agreement is Winter of 2020. Usage under agreements awarded as a result of this RFQ will begin at this time. R. Depending on the training or exercise, Contractor's instructors and courses may be required to be California Peace Officer Standards & Training (POST) certified or California State Fire Marshal approved. It shall be the responsibility of the Contractor to obtain all POST certifications and California State Fire Marshal course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the requests for certifications and approval. The City shall not be billed for any costs associated with obtaining these certifications and approvals. S. A list of "approved" courses is available from Cal OES at www.caloes.ca.gov and a list of Federal Emergency Management Agency (FEMA) approved classes is available at w-ww.fema.gov/training T. Contractors are responsible for providing all course materials and delivering it to the site(s) of all training at their cost. U. Contractor must work with the ASAUA Homeland Security Regional Training and Exercise Program Manager and requesting agencies to coordinate the training calendar and venue. V. When required, Contractor must obtain the applicable certifications for developed courses before training begins. The need for certification will be determined by the ASAUA Training & Exercise Program Manager. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required certifications at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. W. Contractor will be required to obtain Emergency Medical Association (EMA) or Emergency Management Institute (EMI) certification on developed courses at its cost if the course content contains materials that require state and/or federal certification. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Contractor with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. X. Contractor may not charge the City for materials brought to the class that are not utilized. Y. Proposers may be selected to provide training based on their expertise within a specific discipline. • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health 20A-19 • Emergency Management • Cyber Security Z. Contractors shall ensure that training participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. III. DELIVERABLES / REPORTS FOR TRAINING COURSES A. Course Surveys / Evaluations Course surveys/evaluations results will be tabulated and scored by Contractor. Summary of the results will be provided to the ASAUA Training & Exercise Program Manager. Completed course survey/evaluation forms will be provided to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. B. Contractor must provide course flyers for all training courses to be delivered at its cost. The City will manage distribution of such flyers. C. Contractor must provide to the ASAUA Training & Exercise Program Manager all rosters and sign -in sheets upon completion of the training course for all training courses delivered. Contractor shall maintain a record of all original and electronic copies of all sign -in sheets. Electronic copies of rosters and sign -in sheets must be submitted along with invoices issued to City. D. Contractor shall provide certificates of completion to all students that successfully complete a training course at the conclusion of the training course and provide copies of the certificates to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. Contractor shall maintain a record of all certificates provided students. IV. QUANTITIES FOR TRAINING COURSES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. V. PRICING FOR TRAINING COURSES A. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. B. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. C. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. D. Pricing shall include any and all payment incentives available to the City. 20A-20 E. Proposers are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. F. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. VI. AWARD FOR TRAINING COURSES A. City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ, from any Exhibits attached hereto, or from any subsequent addenda; to waive informalities and minor irregularities in responses received; and to provide an opportunity for Proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award an agreement to a single Proposer or multiple Proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement pursuant to this RFQ will be required. E. Any agreement must be negotiated, finalized, and approved by the recommend Contractor prior to City Council approval. F. RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda, and SOQs, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. VII. METHOD OF ORDERING TRAINING COURSES A. As training is required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. C. Price quotations will be reviewed and Contractor(s) will be selected by the UASI Grant Office. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from Contractor(s). The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. 20A-21 D. POs will be transmitted electronically, and shall be the only authorization for the Contractor to place an order. E. POs and payments for service will be issued only in the name of the Contractor. F. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. G. Change orders shall be agreed upon by Contractor and City, and issued as needed in writing by the City. VIIL ACCOUNT MANAGER / SUPPORT STAFF FOR TRAINING COURSES IX. A. Proposer shall provide a dedicated, competent Account Manager who shall be responsible for the City's account / agreement. The Account Manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours (7:00 AM — 5:00 PM), Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Contractor's Account Manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. D. Contractor's Account Manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments. A. ASAUA requires seminars, workshops, tabletops, drills, functional, and full-scale exercises in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct seminars, workshops, tabletops, drills, functional, and full-scale exercises at various locations/venues within the ASAUA. All drills, functional and full scale exercises will require an EHP approval from FEMA/Cal OES prior to delivery. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required EHP approvals at its cost. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval letter has been issued to the ASAUA before delivery of any seminars, workshops, tabletops, drills, functional, and full-scale 20A-22 exercises. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of requests for approval. C. All exercises must be conducted in a manner which adheres to all applicable state and federal guidelines, including exercise design and development guidelines outlined in the HSEEP. D. When conducting seminars, workshops, tabletops, drills, functional and fall -scale exercises, Contractor shall provide all required exercise consumables, printed materials, handouts, and other materials such as, but not limited to, exercise manuals, special effects, actor moulage, supplies, signage, etc. at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. E. Contractor shall provide and assign high quality personnel such as exercise designers, directors, controllers, evaluators, and support personnel on a consistent basis to deliver the specified seminars, workshops, tabletops, drills, functional, and full-scale exercises. F. Contractor shall provide all multi -media devices necessary for presentations during seminars, workshops, tabletops, drills, functional, full-scale exercises, and any planning meetings and conferences. G. Contractor and its exercise personnel shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services or to report complaints. H. Seminar, workshop, tabletop, drill, functional and full-scale exercise venues maybe provided by the City or by hosting agencies based on the needs of the exercise. Contractor must be able to secure exercise sites at any of the jurisdictions within the ASAUA. Contractor is responsible for providing exercise materials and delivering it to the site(s) of all seminars, workshops, tabletops, drills, functional and full-scale exercises at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. Contractor may not charge the City for materials brought to the seminars, workshops, tabletops, drills, functional, and full-scale exercises that are not utilized. K. Contractor shall ensure that exercise participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. X. QUALIFICATIONS — HOMELAND SECURITY EXERCISE EXPERIENCE The following elements outline the type of experience and expertise proposers should possess related to the development and delivery of seminars, workshops, tabletops, drills, functional and full-scale exercises. Proposers will document their experience and expertise in their SOQs. ASAUA requires seminars, workshops, tabletops, drills, fixnctional and full-scale exercises in the following specific disciplines: 20A-23 • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security A. Proposer should be experienced and proficient in the design and delivery of relevant homeland security related seminars, workshops, tabletops, drills, functional and full-scale exercises. B. Proposer should have staff that is experienced and proficient in developing seminars, workshops, tabletops, and drills, functional and full-scale exercises in accordance with HSEEP guidelines. C. Proposer should have staff that is experienced and proficient in conducting seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. D. Proposer should have staff that is experienced and proficient in providing training to and coordinating exercise evaluators, controllers, and Simulation Cell operators. XI. DELIVERABLES / REPORTS FOR EXERCISES A. Exercise Documents: Contractor shall provide all documents necessary to conduct seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. These documents should include, but not be limited to: Exercise Plan, Controller/Evaluator Plan, Master Scenario Events List (MSEL), Exercise Evaluation Guides, etc. B. Contractor must provide rosters, sign -in sheets, and presentation materials for all planning meetings conducted in support of all seminars, workshops, tabletops, drills, functional and full-scale exercises and will deliver to the ASAUA Training & Exercise Program Manager upon completion of the planning activity at its cost. C. Contractor must complete After Action Reports (AARs) for all seminars, workshops, tabletops, drills, functional and full-scale exercises. Copies of these AARs must be provided to the ASAUA Training & Exercise Program Coordinator within 60 days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. D. Contractor must complete an Improvement Plan for each seminar, workshop, tabletop, drill, functional and full-scale exercise delivered. Copies of the Improvement Plan will be provided to the ASAUA Training & Exercise Coordinator within 60 calendar days of any seminars, workshops, tabletops, drills, fimctional, and full-scale exercises. E. Proposer shall upload, on behalf of the ASAUA, all necessary AARs and Improvement Plans into HSEEP within 60 calendar days of completing any exercise activity. 20A-24 XII. QUANTITIES FOR EXERCISES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. XIIL PRICING FOR EXERCISES A. All price quotes offered during an informal request for quote process will remain firm for the term of the resulting PO under the Agreement. B. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. C. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. D. Any price increase or decrease for subsequent contract terms may be negotiated between Proposer and City only after completion of the initial term. E. Taxes and freight charges: The City is soliciting a total price per single delivery of each seminar, workshop, tabletop, drill, functional, and full-scale exercise. The price quoted for each seminar, workshop, tabletop, drill, functional, and full-scale exercise shall be the total cost the City will pay including Sales, Use, or other taxes and all other charges. 2. No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the SOQ. 3. Amount paid for transportation of property to the City of Santa Ana is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping papers show the consignee is the City of Santa Ana; as such papers may be acceptable by the carrier as proof of the exempt character of the shipment. 4. Articles sold to the City of Santa Ana are exempt from certain Federal excise taxes. The City will furnish an exemption certificate. F. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. G. Price quotes shall include any and all payment incentives available to the City. H. Proposer are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. 20A-25 Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. XIV. AWARD FOR EXERCISES A. The City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ or from any Exhibits attached hereto, to waive informalities and minor irregularities in responses received, and to provide an opportunity for proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award to a single or multiple proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement will be required. E. Agreement must be negotiated, finalized, and signed by the recommend awardee(s) prior to City Council approval. F. Final Agreement terms and conditions will be negotiated with the selected Contractors. G. The RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda and Proposer's SOQ, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. XV. METHOD OF ORDERING FOR EXERCISES A. As exercises are required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Contractors who have been qualified will be provided a scope of work for the desired seminar, workshop, tabletop, drill, functional or full-scale exercise and requested to provide a written quotation. These quotations will be reviewed and evaluated by the ASAUA Grant Office. The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. C. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. D. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from the Contractor(s). 20A-26 E. POs will be faxed, transmitted electronically, or mailed and shall be the only authorization for the Contractor o place an order. F. POs and payments for service will be issued only in the name of the Contractor. G. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. H. Change orders shall be agreed upon by Contractor and City and issued as needed in writing by the City. XVI. ACCOUNT MANAGER / SUPPORT STAFF FOR EXERCISES A. Proposer shall provide a dedicated competent account manager who shall be responsible for the City account / agreement. The account manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours, Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Proposer account manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. Proposer account manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments as required. XVIL INVOICING FOR TRAINING AND/OR EXERCISE COURSES A. Contractor shall invoice the City, unless otherwise advised, upon satisfactory receipt of performance of services. B. City will use best efforts to make payments within forty-five (45) days following receipt and review of invoice and upon complete satisfactory receipt of performance of services. C. Invoices should be Emailed to: Sgt. Roland Andrade Santa Ana Police Department Homeland Security Division / M-18 60 Civic Center Plaza P.O. Box 1981 Santa Ana, CA 92701 Email: RAndrade2 cksanta-ana.ora D. City shall notify Contractor of any adjustments required to invoices. 20A-27 E. Invoices shall include, at minimum: • City PO number (if applicable); • Invoice number; • Agreement number; • Remit to address; • Itemized services; • Course description • Pricing as per agreement; • Instructor name; • Number of participants; • Course date(s); and • Shall be accompanied by acceptable proof of delivery. F. Contractor shall utilize standardized invoices upon request. G. Invoices shall only be issued by the Contractor who is awarded an agreement. H. Payments will be issued to and invoices must be received from the same Contractor whose name is specified on the POs. 20A-28 COSTS — TRAINING CLASSES AND EXERCISES TRAINING Course Title Description Total Course Cost (Estimated) All Hazards - Type 3 Incident Enhance the ability of first responders to $18,000 Management Team (0-305) activate and operate Emergency Operation Centers (EOCs) to provide support and coordination of information and resources during an emergency incident or pre - planned event. Students will be able to participate in the processes of a Type 3 IMT at an entry level E/L - 950 Incident Commander Provide local and state -level emergency $12,000 responders with an overview of key duties and responsibilities of a Type III Incident Commander in a Type III All -Hazards Incident Management Team (AHIMT). E/L - 952 Public Information Provide local and state -level emergency $12,000 Officer responders with an overview of key duties and responsibilities of a Public Information Officer Type III in a Type III All -Hazards Incident Management Team (AHIMT). E/L - 954 Safety Officer Provide local and state -level emergency $12,000 responders with an overview of key duties and responsibilities of a Safety Officer Type III in a Type III All -Hazards Incident Management Team (AHIMT). E/L - 956 Liaison Officer Provide local and state -level emergency $6,800 responders with an overview of key duties and responsibilities of a Liaison Officer Type III in a Type III All -Hazards Incident Management Team (AHIMT). E/L - 958 Operations Section Chief Provide local and state -level emergency $10,000 responders with an overview of key duties and responsibilities of a Operations Section Chief Type III in a Type III All -Hazards Incident Management Team (AHIMT). 20A-29 E/L - 960 Division Group The course will provide local- and state- $10,000 Supervisor All Risk level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective Division/Group Supervisor on an All -Hazards Incident Management Team (AHIMT). The course walks participants through general information, including an overview of the Operations Section and information on incident mobilization, initial situational awareness, and unit management. It also provides detailed instruction on responding to the incident and the command needs of the incident, and emphasizes the importance of risk management and safety considerations. E/L - 962 Planning Section Chief Provide local and state -level emergency $12,000 responders with an overview of key duties and responsibilities of a Planning Section Chief Type III in a Type III All -Hazards Incident Management Team AHIMT . E/L - 964 Situation Unit Leader Provide local and state -level emergency $12,000 responders with an overview of key duties and responsibilities of a Situation Unit Leader Type III in a Type III All -Hazards Incident Management Team AHIMT . E/L - 965 Resources Unit Leader Provide local and state -level emergency $12,000 responders with an overview of key duties and responsibilities of a Resource Unit Leader Type III in a Type III All -Hazards Incident Management Team AHIMT . E/L - 967 Logistics Section Chief Provide local and state -level emergency $12,000 responders with an overview of key duties and responsibilities of a Logistics Section Chief Type III in a Type III All -Hazards Incident Management Team AHIMT . E/L-969 Communications Unit This course helps participants establish the essential $10 000 Leader core competencies required for performing the duties of the Communications Unit Leader (COML) in an all -hazards incident. This course addresses all responsibilities appropriate to a COML operating in a local -or state -level All -Hazards Incident Management Team (AHIMT). These responsibilities include the collection, processing, and dissemination as needed to facilitate Operations of Command, General Staff, and Unit Leaders within the confines of a Type 3 AHIMT. 20A-30 E/L - 970 Supply Unit Leader Provide local and state -level emergency $12,000 responders with an overview of key duties and responsibilities of a Supply Unit Leader Type III in a Type III All -Hazards Incident Management Team (AHIMT). E/L-971 Facilities Unit Leader The course will help participants establish $12,000 the essential core competencies required for performing the duties of the Facilities Unit Leader (FACL) in an all -hazards incident. The course walks participants through general information, including an overview of the Logistics Section and information on incident mobilization, initial situational awareness, and unit management. It also provides detailed instruction in setting up and maintaining incident facilities, including facilities infrastructure, services, layout, and security. E/L - 973 Finance Administration Provide local and state -level emergency $10,000 Section Chief responders with an overview of key duties and responsibilities of a Finance/Administration Section Chief Type III in a Type III All -Hazards Incident Management Team (AHIMT). E/L-975 Finance/Admin Unit The Finance/Administration Unit Leader $10,000 Leader (FAUL) course will help participants establish the essential core competencies required for performing the duties of the Finance/Administration Unit Leader in an all -hazards incident. The course is designed to enable participants to perform as any of the four FAULs (Time Unit Leader, Procurement Unit Leader, Compensation and Claims Unit Leader, Cost Unit Leader). Participants will learn information that is applicable across all four positions, such as Unit setup and management, information gathering, and interactions. E/L - 984 Strike Team Leader Provide additional training that maybe needed by $10,000 personnel responsible for managing incidents of greater complexity than those typically encountered during routine operations, This training is designed to provide all -hazards competencies and behaviors for Command and General Staff and selected Unit Leader positions within a Type III and/or Type IV Incident Management Team (IMT) environment. 20A-31 E/L - 986 Air Support Group Provide local and state -level emergency $10,000 Supervisor responders with an overview of key duties and responsibilities of an Air Support Group Supervisor (ASGS) in a Type III All -Hazards Incident Management Team (AHIMT). E/L - 987 Introduction to Air Familiarize local and state -level $6,800 Operations emergency responders with the basic concepts of air operations that might be encountered in a Type II All -Hazards incident. G-191: ICS/EOC Interface The course will enable the participants to $3,400 Workshop develop an effective interface between the Incident Command and the Emergency Operations Center (EOC) by applying Incident Command (ICS) principles. G-775: EOC Management and This course will introduce students to the $6,800 Operations considerations involved in the management and operation of an Emergency Operations Center (EOC). Community Mass Care and This course prepares jurisdictions to $3,400 Emergency Assistance (GI08) manage Mass Care and Emergency Assistance fianctions effectively and work together to plan and provide Mass Care Emergency Assistance services. This course also provides jurisdictions with an understanding of Mass Care and Emergency Assistance roles and responsibilities for the Local, OA, Region, and State levels. Disaster Mitigation (G393) This course provides resources for $10,000 mitigation activities fiandamental to reduce and eliminate long-term hazard risks. Participants will understand their roles and responsibilities to develop and implement a mitigation strategy to reduce the impact of disasters. In this course, participants will learn the tools and techniques for developing or enhancing an all -hazard mitigation operations plan. Disaster Recovery (G270.4) This course focuses on various programs $10,000 related to recovery after a disaster. Content also includes the Recovery Planning process. Emergency Planning (G235) This course focuses on emergency operation $6,800 plans, the format and process to develop plans and evaluate the lan's effectiveness. 20A-32 Essentials EOC Action Planning Similar to the EOC Action Planning course $3,400 (G626) but truncated, this courses focuses on the fundamentals of the EOC Action Planning process. Essentials EOC Action Planning This course is intended to state certify $3,400 TTT (G626) instructors so they can offer the CSTI/Cal OES approved Essentials of Action Planning Course. Once the instructor is certified as an Outreach Instructor, he/she will be able to request state certification from CSTI/Cal OES for the students attending the "Outreach" Essentials of Action Planning Course. Essential EOC Section/Position This training module focusses on key $16,000 Training - All Positions (G611-A) Emergency Operations Center (EOC) positions within the Management, Operations, Planning & Intel, Logistics, and Finance & Admin Sections based on the state OES EOC Section/Positioning document. Essential EOC Section/Position This training module focuses on key $3,400 Training - Finance & Emergency Operations Center (EOC) Administration (G611-F) positions within the Finance & Admin Section based on the state OES EOC Section/Position credentialing document. Essential EOC Section/Position This training module focuses on key $3,400 Training - Logistics (G611-L) Emergency Operations Center (EOC) positions within the Logistics Section based on the state OES EOC Section/Position credentialing document. Essential EOC Section/Position This training module focuses on key $3,400 Training - Management (G611-M) Emergency Operations Center (EOC) positions within the Management Section based on the state OES EOC Section/Position credentialing document. Essential EOC Section/Position This training module focuses on key $3,400 Training - Operations (G611-0) Emergency Operations Center (EOC) positions within the Operations Section based on the state OES EOC Section/ Position credentialing document. Essential EOC Section/Position This training module focuses on key $3,400 Training - Planning & Intelligence Emergency Operations Center (EOC) (G611-P) positions within the Planning and Intel Section based on the state OES EOC Section/Position credentialing document. 20A-33 G290/G291 Basic Public The course is designed for people who $10,000 Information Officer and joint work with the media in times of crisis and Information System/Joint day-to-day media relations. The program Information Center emphasizes the importance of developing a Public Information Officer (PIO) team, communications skills, leadership and working in a Joint Information Center using Joint Information Systems. 1-300: Intermediate ICS for Enhance your Incident Command skills, with a special $10 000 Expanding Incidents focus on new concepts of the Incident Command System (ICS). The training and resources provided in this course will assist personnel who require advanced application of the ICS. The course will also benefit any person who has a responsibility to function in a command post managing an expanding incident. You will participate in group activities that introduce the development of the Incident Action Plan (IAP) and demonstrate the interactions between the Command and General Staff sections of the ICS. I-400: Advanced ICS for Enhance your Incident Command skills, $6,800 Command and General Staff with a special focus on new concepts of the Incident Command System (ICS).The training and resources provided in this course will assist personnel who require advanced application of the ICS. The course will also benefit any person who has a responsibility to function in a command post managing an expanding incident. This course builds upon information covered in the ICS-100, ICS- 200, and ICS-300 courses and explains the roles and responsibilities of local, county, state and federal agencies involved in managing an expanding incident. Enhance your command decision -making skills by participating in group activities that introduce the use of an Incident Complex and Area Command, and the interactions between Multi -Agency coordination MAC entities. ICS/EOC Workshop Interface This course provides participants with an $3,400 (G191) understanding of ICS/EOC interface. Content includes an overview of ICS and MACS, and a practical exercise to discuss, apply, and validate workshop concepts and ideas for effective ICS and EOC interface. 20A-34 Rapid Needs Assessment (G557) This course focuses on plans and $6,800 procedures for responding to the initial four hours of a disaster. Content include pre -event planning, intelligence gathering, and situational awareness distribution. SEMS Combined/G775/G191 TTT This course focuses on EOC Management $12,000 and Operations. Content includes Multiagency Coordination, EOC design, how to staff, activate and deactivate an EOC. SEMS Executive Management This course covers SEMS and NIMS for $2,000 Course (SEMSX) management staff EXERCISES A) Discussion -Based Exercises - focus on strategic, policy -oriented issues; facilitators and/or presenters usually lead the discussion, keeping participants on track towards meeting exercise objectives. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Range of Cost (Estimated) Seminar Seminars generally orient participants to, $8,000 or provide an overview of, authorities, strategies, plans, policies, procedures, protocols, resources, concepts, and ideas. Seminars can be valuable for entities that are developing or making major changes to existing plans or procedures. Workshop Although similar to seminars, workshops $12,000 differ in two important aspects: 1. participant interaction is increased, and 2. focus is placed on achieving or building a product. To be effective, workshops should have clearly defined objectives, products, or goals, and should focus on a specific issue. 20A-35 Tabletop Tabletop Exercises (TTX) are intended to $8,000 generate discussion of various issues regarding a hypothetical simulated emergency. They can be used to enhance general awareness, validate plans and procedures, rehearse concepts, and/or assess the types of systems needed to guide the prevention of, protection from, mitigation of, response to, and recovery from a defined incident. The effectiveness of a TTX is derived from the energetic involvement of participants and their assessment of recommended revisions to current policies, procedures, and plans; therefore facilitation is critical to keeping participants focused on exercise objectives. B) Operation -Based Exercises - used to validate plans, policies, agreements, and procedures; clarify roles and responsibilities; and identify resource gaps. Exercises are characterized by actual reaction to an exercise scenario, such as initiating communications or mobilizing personnel and resources. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Range of Cost (Estimated) Drill A drill is a coordinated, supervised activity $6,000 usually employed to validate a specific function or capability in a single agency or organization. Drills are commonly used to provide training on new equipment, validate procedures, or practice and maintain current skills. For every drill, clearly defined plans, procedures, and protocols need to be in place. Personnel need to be familiar with those plans and trained in the processes and procedures to be drilled. Functional Functional Exercises (FE) are designed to $35,000 validate and evaluate capabilities, multiple functions and/or sub -functions, or interdependent groups of functions. FEs are typically focused on exercising plans, policies, procedures, and staff members involved in management, direction, command, and control functions. An FE is conducted in a realistic, real-time environment, however, movement of personnel and equipment is usually simulated. 20A-36 Full -Scale Full -Scale Exercises (ESE) are typically the most $55,000 complex and resource -intensive type of exercise. They involve multiple agencies, organizations, and jurisdictions and validate many facets of preparedness. FSEs often include many players operating under cooperative systems such as the Incident Command System (ICS) or Unified Command. In an FSE, events are projected through an exercise scenario with event updates that drive activity at the operational level. FSEs are usually conducted in a real-time, stressful environment that is intended to mirror a real incident Throughout the duration of the exercise, many activities occur 20A-37 Exhibit 2 AGREEMENT TO PROVIDE TRAINING COURSES AND EXERCISES FOR THE ANAHEIM / SANTA ANA URBAN AREA ON AN AS -NEEDED BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between Elite Command Training ("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 10, 2020, the Santa Ana Police Department ("SAPD") issued Request for Qualifications No. 20-062 ("RFQ"), by which it sought to identify and qualify suitable vendors capable of delivering a broad choice of homeland security -related training courses and exercises conducted by professionals in the fields of law, fire, public health, emergency management and cybersecurity. B. These courses are in support of the Anaheim/Santa Ana Urban Area ("ASAUA") Homeland Security Regional Training and Exercise Program and will be funded by a grant awarded to the City by the United States Department of Homeland Security's Urban Areas Security Initiative ("UASI") and administered by SAPD. The ASAUA consists of the incorporated cities in Orange County and the police departments of the University of California, Irvine, California State University, Fullerton, and community colleges in the County of Orange. C. Through SAPD, the training and exercise programs will be made available to agencies in the ASAUA on an as -needed basis to enhance domestic preparedness for acts of terrorism. D. Contractor submitted a responsive proposal that was among those selected by the City. E. 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 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 as -needed basis, and at the sole discretion of City, Contractor shall conduct the training and/or exercise programs described in the scope of services provided in the RFQ and attached hereto as Exhibit A. Contractor's proposal is incorporated by reference as though fully set forth herein. In the performance of all services, Contractor shall comply and provide the required training/classes and exercises attached hereto as Exhibit B. 20A-38 Page 1 of 12 2. CHANGE ORDERS/AMENDMENTS a. To maintain flexibility that allows first responders to address emerging and unforeseeable threats, the ASAUA Homeland Security Regional Training and Exercise Program will utilize a Change Order provision to request other training and exercise courses at the City's request. Change Orders will be used to approve training and/or exercises and can modify the existing scope of work for specialty and other ad -hoc training and exercises on an as needed basis. Change Orders will be drafted by the UASI Grant Coordinator, reviewed and approved by the Contractor, then forwarded to the Chief of Police and the City Manager for the City of Santa Ana or their designees for approval. b. Any change order that contains any terms contrary to services provided within this Agreement shall be void, unless City and Consultant have expressly agreed in a writing, requiring approval by the City Manager and the City Attorney's office. Consultant agrees and understands that substantive changes to the terms of the Agreement are subject to approval by the City Council. 3. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Any compensation payable to Contractor shall be paid from a portion of the above - referenced UASI grant awarded to the City in the amount of $3,147,600, which shall serve as the total amount payable for all training and exercise programs supplied under RFQ No. 20-062. 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date stated above and continue through November 30, 2023, unless terminated earlier in accordance with Section 18, below. The term of this Agreement may be extended for up to two (2) one (1) year period upon a writing executed by the City Manager and the City Attorney and subject to funding. 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 20A-39 Page 2 of 12 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. 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 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. 2OA-40 Page 3 of 12 C. Worker's Compensation Insurance. hi 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 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) 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. 8. INDEMNIFICATION 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 negligence 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 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. 20A-41 Page 4 of 12 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. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify, and hold harmless City, its officers, agents, representatives, and employees against any and all liability or losses, including costs and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright, alleged or contained in the work product or documents provided or used by Contractor under this Agreement. 10. CONFORMITY WITH LAW AND SAFETY In performing any services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over the scope of services, including all provisions of the California Occupational Safety and Health Act. Contractor shall indemnify, defend, and hold harmless City from any and all liability, fines, penalties, and consequences from any of Contractor's failures to comply with such laws, ordinances, codes, and regulations. 11. 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. 12. 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 20A-42 Page 5 of 12 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. 13. CONFLICT OF INTEREST CLAUSE a. 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. b. The parties understand that outside parties, subject to receipt of financial benefit from UASI funding, as noted in Recital Section B and the RFQ, are often utilized by the ASA UASI as subject matter expert reviewing training and exercise proposals. To avoid potential conflict of interest of engaging sub -contractors, subject to receipt of financial benefit from UASI funding, shall not be engaged by the Contractor as a sub- contractor to provide the services provided in this Agreement, or any change order or amendment thereto. 14. 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: Roland Andrade, Sergeant UASI Grant Coordinator Homeland Security Division Santa Ana Police Department 20A-43 Page 6 of 12 To Contractor: 60 Civic Center Plaza Santa Ana, CA 92701 Sandra Bryant, CEO Elite Command Training 26741 Portola Parkway, Ste. lE #833 Foothill Ranch, CA. 92610 (626)290-6007 elite@elitecommandtraining.com 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. 15. 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. 16. 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 consultants retained by City. 20A-44 Page 7 of 12 17. WAIVER No waiver of a 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, 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. 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, City 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NONDISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 20. 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. 21. 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 20A-45 Page 8 of 12 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. 22. CERTIFICATIONS a. Debarment and Suspension. Contractor will comply, and all its subcontractors 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. 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 disabled person shall, solely by reason of disability 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. Contractor agrees it will ensure that requirements of The Act shall be included in any agreements with and be binding on all of its 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, and all its subcontractors 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 subcontractors 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 subcontractors 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 20A-46 Page 9 of 12 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 Contractor, Contractor will forward a copy of the findings to City, which will, in turn, 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 subcontractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment -Opportunity," as amended by 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 subcontractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. in. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors 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 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. 20A-47 Page 10 of 12 q Contractor may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA), and City reserve a royalty -free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the Contractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. 23. AUSCELLANEOUS 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. [signature page to follow] 20A-48 Page 11 of 12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year fast above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: lftk� Tamara Bogosian Senior Assistant City Attorney FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: By: Sandra Bryant Title: CEO Page 12 of 12 20A-49 I. 1*4111HI SCOPE OF SERVICES The specific requirements of this RFQ have been listed in two sections to allow proposers to respond to either, the training courses component, the exercise component, or both. There is no requirement the Proposer must respond to both components of the RFQ. IL TRAINING COURSES A. ASAUA currently requires training courses in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct training courses, which it has been successfully prequalified for, at various locations/venues within the ASAUA. C. Contractor shall prepare course flyers, register attendees, record attendance by signed roster, provide certificates of completions, and verify course completion by the participants. D. Contractor shall prepare and present specified training courses. Course material shall be available at the time the training is provided for each of the training courses the proposer has outlined in their SOQ. E. All training courses presented must meet state and federal guidelines and be approved by Cal OES and DHS for reimbursement under the Homeland Security Grant Program prior to delivery. Refer to the Cal OES website at: http://www.caloes.ca.gov/cal-oes- divisions/california-specialized-training-institute and the DHS website at: https://www.fema.gov/training for further information regarding state and federal guidelinesfor Department of Homeland Security grants. If any portion of the training course occurs outside of the classroom, an Environmental & Historic Preservation (EHP) approval must be obtained from FEMA/Cal OES prior to delivery of the course. The EHP approval is location specific and if an EHP approval is required, one must be obtained for each location where the course is delivered. It shall be the responsibility of the Proposer to complete all of the forms and documentation necessary to obtain the required approvals. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval has been issued to the ASAUA before delivery of the training course. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. 20A-50 F. Contractor shall offer course content that satisfies the five preparedness priorities identified in the ASAUA Multiyear Training & Exercises plan. The ASAUA MTEP is attached for reference. G. Contractor shall provide all required training material, handouts, course syllabus and/or written curriculum. H. Contractor shall collect written survey comments/course evaluations from participants at the conclusion of every course offered. Survey/course evaluations will be conducted in a manner specified by the City. A standardized course survey form will be provided to the successful proposers. A record of responses shall be maintained throughout the term of the agreement by Contractor, and organized by training course, date, instructor, etc. Frequently mentioned comments shall be reported to City Project Manager. Electronic reporting shall be made available to the City upon request. I. City reserves the right to cancel training courses with fourteen (14) calendar days' notice of delivery date. City shall not be charged for the class, travel costs, or training materials by Contractor if cancellation occurs within this period. J. City reserves the right to cancel training courses for student minimums not being met. K. Contractor shall provide and assign high quality instructors on a consistent basis to deliver the specified courses. L. All instructors shall use the methods suggested by the training protocols established, such as maintaining and updating each training syllabus; introducing and following objectives for each class; completing training as described; and utilizing training aids such as audio/visual systems. M. Contractor and all its instructors shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services, or to report complaints. N. Contractor will be paid for services rendered. Training days are generally eight (8) hours long (e.g. 8:00 AM — 5:00 PM), including a one (1) hour lunch break. Schedule should include regular breaks on a 50110 break ratio — for every fifty (50) minutes of instruction, there should be a ten (10) minute break. Half days are defined as four (4) hours or less of instruction. O. Training venues may be provided by the City or by hosting agencies based on the needs of the course. Contractor must be able to secure training sites at any of the jurisdictions within the ASAUA. P. All Contractor -developed courses must be approved by California Office of Emergency Services (Cal OES) for reimbursement under the Homeland Security Grant Program prior to delivery. It is the responsibility of the Contractor to prepare all forms and documentation necessary to obtain all course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the 20A-51 Bequests for approval. The City shall not be billed for any costs associated with obtaining these approvals. Q. The anticipated start date of this agreement is Winter of 2020. Usage under agreements awarded as a result of this RFQ will begin at this time. R. Depending on the training or exercise, Contractor's instructors and courses may be required to be California Peace Officer Standards & Training (POST) certified or California State Fire Marshal approved. It shall be the responsibility of the Contractor to obtain all POST certifications and California State Fire Marshal course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the requests for certifications and approval. The City shall not be billed for any costs associated with obtaining these certifications and approvals. S. A list of "approved" courses is available from Cal OES at www.caloes.ca.gov and a list of Federal Emergency Management Agency (FEMA) approved classes is available at w-ww.fema.gov/training T. Contractors are responsible for providing all course materials and delivering it to the site(s) of all training at their cost. U. Contractor must work with the ASAUA Homeland Security Regional Training and Exercise Program Manager and requesting agencies to coordinate the training calendar and venue. V. When required, Contractor must obtain the applicable certifications for developed courses before training begins. The need for certification will be determined by the ASAUA Training & Exercise Program Manager. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required certifications at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. W. Contractor will be required to obtain Emergency Medical Association (EMA) or Emergency Management Institute (EMI) certification on developed courses at its cost if the course content contains materials that require state and/or federal certification. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Contractor with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. X. Contractor may not charge the City for materials brought to the class that are not utilized. Y. Proposers may be selected to provide training based on their expertise within a specific discipline. • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health 20A-52 • Emergency Management • Cyber Security Z. Contractors shall ensure that training participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. III. DELIVERABLES / REPORTS FOR TRAINING COURSES A. Course Surveys / Evaluations Course surveys/evaluations results will be tabulated and scored by Contractor. Summary of the results will be provided to the ASAUA Training & Exercise Program Manager. Completed course survey/evaluation forms will be provided to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. B. Contractor must provide course flyers for all training courses to be delivered at its cost. The City will manage distribution of such flyers. C. Contractor must provide to the ASAUA Training & Exercise Program Manager all rosters and sign -in sheets upon completion of the training course for all training courses delivered. Contractor shall maintain a record of all original and electronic copies of all sign -in sheets. Electronic copies of rosters and sign -in sheets must be submitted along with invoices issued to City. D. Contractor shall provide certificates of completion to all students that successfully complete a training course at the conclusion of the training course and provide copies of the certificates to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. Contractor shall maintain a record of all certificates provided students. IV. QUANTITIES FOR TRAINING COURSES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. V. PRICING FOR TRAINING COURSES A. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. B. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. C. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. D. Pricing shall include any and all payment incentives available to the City. 20A-53 E. Proposers are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. F. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. VI. AWARD FOR TRAINING COURSES A. City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ, from any Exhibits attached hereto, or from any subsequent addenda; to waive informalities and minor irregularities in responses received; and to provide an opportunity for Proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award an agreement to a single Proposer or multiple Proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement pursuant to this RFQ will be required. E. Any agreement must be negotiated, finalized, and approved by the recommend Contractor prior to City Council approval. F. RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda, and SOQs, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. VII. METHOD OF ORDERING TRAINING COURSES A. As training is required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. C. Price quotations will be reviewed and Contractor(s) will be selected by the UASI Grant Office. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from Contractor(s). The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. 20A-54 D. POs will be transmitted electronically, and shall be the only authorization for the Contractor to place an order. E. POs and payments for service will be issued only in the name of the Contractor. F. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. G. Change orders shall be agreed upon by Contractor and City, and issued as needed in writing by the City. VIIL ACCOUNT MANAGER / SUPPORT STAFF FOR TRAINING COURSES IX. A. Proposer shall provide a dedicated, competent Account Manager who shall be responsible for the City's account / agreement. The Account Manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours (7:00 AM — 5:00 PM), Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Contractor's Account Manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. D. Contractor's Account Manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments. A. ASAUA requires seminars, workshops, tabletops, drills, functional, and full-scale exercises in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct seminars, workshops, tabletops, drills, functional, and full-scale exercises at various locations/venues within the ASAUA. All drills, functional and full scale exercises will require an EHP approval from FEMA/Cal OES prior to delivery. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required EHP approvals at its cost. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval letter has been issued to the ASAUA before delivery of any seminars, workshops, tabletops, drills, functional, and full-scale 20A-55 exercises. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of requests for approval. C. All exercises must be conducted in a manner which adheres to all applicable state and federal guidelines, including exercise design and development guidelines outlined in the HSEEP. D. When conducting seminars, workshops, tabletops, drills, functional and fall -scale exercises, Contractor shall provide all required exercise consumables, printed materials, handouts, and other materials such as, but not limited to, exercise manuals, special effects, actor moulage, supplies, signage, etc. at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. E. Contractor shall provide and assign high quality personnel such as exercise designers, directors, controllers, evaluators, and support personnel on a consistent basis to deliver the specified seminars, workshops, tabletops, drills, functional, and full-scale exercises. F. Contractor shall provide all multi -media devices necessary for presentations during seminars, workshops, tabletops, drills, functional, full-scale exercises, and any planning meetings and conferences. G. Contractor and its exercise personnel shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services or to report complaints. H. Seminar, workshop, tabletop, drill, functional and full-scale exercise venues maybe provided by the City or by hosting agencies based on the needs of the exercise. Contractor must be able to secure exercise sites at any of the jurisdictions within the ASAUA. Contractor is responsible for providing exercise materials and delivering it to the site(s) of all seminars, workshops, tabletops, drills, functional and full-scale exercises at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. Contractor may not charge the City for materials brought to the seminars, workshops, tabletops, drills, functional, and full-scale exercises that are not utilized. K. Contractor shall ensure that exercise participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. X. QUALIFICATIONS — HOMELAND SECURITY EXERCISE EXPERIENCE The following elements outline the type of experience and expertise proposers should possess related to the development and delivery of seminars, workshops, tabletops, drills, functional and full-scale exercises. Proposers will document their experience and expertise in their SOQs. ASAUA requires seminars, workshops, tabletops, drills, fixnctional and full-scale exercises in the following specific disciplines: 20A-56 • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security A. Proposer should be experienced and proficient in the design and delivery of relevant homeland security related seminars, workshops, tabletops, drills, functional and full-scale exercises. B. Proposer should have staff that is experienced and proficient in developing seminars, workshops, tabletops, and drills, functional and full-scale exercises in accordance with HSEEP guidelines. C. Proposer should have staff that is experienced and proficient in conducting seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. D. Proposer should have staff that is experienced and proficient in providing training to and coordinating exercise evaluators, controllers, and Simulation Cell operators. XI. DELIVERABLES / REPORTS FOR EXERCISES A. Exercise Documents: Contractor shall provide all documents necessary to conduct seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. These documents should include, but not be limited to: Exercise Plan, Controller/Evaluator Plan, Master Scenario Events List (MSEL), Exercise Evaluation Guides, etc. B. Contractor must provide rosters, sign -in sheets, and presentation materials for all planning meetings conducted in support of all seminars, workshops, tabletops, drills, functional and full-scale exercises and will deliver to the ASAUA Training & Exercise Program Manager upon completion of the planning activity at its cost. C. Contractor must complete After Action Reports (AARs) for all seminars, workshops, tabletops, drills, functional and full-scale exercises. Copies of these AARs must be provided to the ASAUA Training & Exercise Program Coordinator within 60 days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. D. Contractor must complete an Improvement Plan for each seminar, workshop, tabletop, drill, functional and full-scale exercise delivered. Copies of the Improvement Plan will be provided to the ASAUA Training & Exercise Coordinator within 60 calendar days of any seminars, workshops, tabletops, drills, fimctional, and full-scale exercises. E. Proposer shall upload, on behalf of the ASAUA, all necessary AARs and Improvement Plans into HSEEP within 60 calendar days of completing any exercise activity. 20A-57 XII. QUANTITIES FOR EXERCISES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. XIIL PRICING FOR EXERCISES A. All price quotes offered during an informal request for quote process will remain firm for the term of the resulting PO under the Agreement. B. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. C. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. D. Any price increase or decrease for subsequent contract terms may be negotiated between Proposer and City only after completion of the initial term. E. Taxes and freight charges: The City is soliciting a total price per single delivery of each seminar, workshop, tabletop, drill, functional, and full-scale exercise. The price quoted for each seminar, workshop, tabletop, drill, functional, and full-scale exercise shall be the total cost the City will pay including Sales, Use, or other taxes and all other charges. 2. No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the SOQ. 3. Amount paid for transportation of property to the City of Santa Ana is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping papers show the consignee is the City of Santa Ana; as such papers may be acceptable by the carrier as proof of the exempt character of the shipment. 4. Articles sold to the City of Santa Ana are exempt from certain Federal excise taxes. The City will furnish an exemption certificate. F. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. G. Price quotes shall include any and all payment incentives available to the City. H. Proposer are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. 20A-58 Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. XIV. AWARD FOR EXERCISES A. The City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ or from any Exhibits attached hereto, to waive informalities and minor irregularities in responses received, and to provide an opportunity for proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award to a single or multiple proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement will be required. E. Agreement must be negotiated, finalized, and signed by the recommend awardee(s) prior to City Council approval. F. Final Agreement terms and conditions will be negotiated with the selected Contractors. G. The RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda and Proposer's SOQ, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. XV. METHOD OF ORDERING FOR EXERCISES A. As exercises are required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Contractors who have been qualified will be provided a scope of work for the desired seminar, workshop, tabletop, drill, functional or full-scale exercise and requested to provide a written quotation. These quotations will be reviewed and evaluated by the ASAUA Grant Office. The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. C. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. D. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from the Contractor(s). 20A-59 E. POs will be faxed, transmitted electronically, or mailed and shall be the only authorization for the Contractor o place an order. F. POs and payments for service will be issued only in the name of the Contractor. G. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. H. Change orders shall be agreed upon by Contractor and City and issued as needed in writing by the City. XVI. ACCOUNT MANAGER / SUPPORT STAFF FOR EXERCISES A. Proposer shall provide a dedicated competent account manager who shall be responsible for the City account / agreement. The account manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours, Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Proposer account manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. Proposer account manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments as required. XVIL INVOICING FOR TRAINING AND/OR EXERCISE COURSES A. Contractor shall invoice the City, unless otherwise advised, upon satisfactory receipt of performance of services. B. City will use best efforts to make payments within forty-five (45) days following receipt and review of invoice and upon complete satisfactory receipt of performance of services. C. Invoices should be Emailed to: Sgt. Roland Andrade Santa Ana Police Department Homeland Security Division / M-18 60 Civic Center Plaza P.O. Box 1981 Santa Ana, CA 92701 Email: RAndrade2ksanta-ana.ora D. City shall notify Contractor of any adjustments required to invoices. 20A-60 E. Invoices shall include, at minimum: • City PO number (if applicable); • Invoice number; • Agreement number; • Remit to address; • Itemized services; • Course description • Pricing as per agreement; • Instructor name; • Number of participants; • Course date(s); and • Shall be accompanied by acceptable proof of delivery. F. Contractor shall utilize standardized invoices upon request. G. Invoices shall only be issued by the Contractor who is awarded an agreement. H. Payments will be issued to and invoices must be received from the same Contractor whose name is specified on the POs. 20A-61 COSTS — TRAINING CLASSES AND EXERCISES TRAINING Course Title Description Total Course Cost (Estimated) AH-330: Strike Team/Task This course is designed to provide the skills $5,800 Force Leader All Hazards and knowledge needed to perform in the position of Strike Team/Task Force Leader. Topics include position overview; pre - deployment responsibilities; concept of the position; resource typing standards; pre - dispatch preparation; incident responsibilities; administration; supervision; response; assignment; demobilization; tactics and safety; risk management; entrapment avoidance; WUI; case studies; scenarios; appropriate action vs. freelancing. Command and Control of This command level awareness course provides $3,500 the RIC Deployment students with the terminology and methodology that is employed during a RIC development. E/L 950: Incident This course is designed to provide local and $9,990 Commander state -level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective IC on an All - Hazards Incident Management Team. E/L 952: Public Information This course is designed for a PIO assigned to $9,900 Officer an incident as a member of an All -Hazard Incident Management Team (AHIMTs), Local IMTs, as well as for the PIO assigned to an incident as an assistant PIO in a variety of capacities. E/L 954: Safety Officer This course is designed to provide local and $8,500 state -level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective SOFR on an All -Hazards Incident Management Team. E/L 956: Liaison Officer This course is designed to provide local and $3,850 state -level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective LOFR on an All -Hazards Incident Management Team. 20A-62 E/L 958: Operations Section This course is designed to provide local and $9,990 Chief state -level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective OSC on an All - Hazards Incident Management Team. E/L 960: Division/Group This course is designed to provide local and $5,500 Supervisor All Risk state -level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective DIVS on an All - Hazards Incident Management Team. E/L 962: Planning Section This course is designed to provide local and $9,990 Chief state -level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective PSC on an All - Hazards Incident Management Team. E/L 964: Situation Unit This course helps attendees establish the $9,750 Leader essential core competencies required for performing he duties of the SITL in an all - hazards incident. This course addresses all responsibilities appropriate to a SITL operating in a local- or state -level AHIMT. E/L 965: Resources Unit This course addresses all roles and $9,750 Leader responsibilities appropriate to a All -Hazards Resources Unit Leader operating in a local or state -level AHIMT or as a single resource. E/L 967: Logistics Section This course is designed to provide local and $10,500 Chief state -level emergency responders with a robust understanding of the duties, responsibilities, and capabilities of an effective LSC on an All - Hazards Incident Management Team. E/L 969: Communications This course addresses all roles and $7,800 Unit Leader responsibilities appropriate to a COML operating in a local or state -level AHIMT. E/L 970: Supply Unit This course helps participants establish the $10,500 Leader essential core competencies required for performing the duties of the Supply Unit Leader (SPUL) in an all -hazards incident. By requiring participants to bring jurisdiction - specific information to the instruction, the course provides a realistic, hands-on approach to mastering the skills of an SPUL organized by the fundamental steps of the ordering process. Participants identify information required for ordering, as well as complete required forms and documentation related to ordering, and anticipate ordering and supply 20A-63 needs for the incident. In addition to the ordering process, the course discusses mobilization, setting up and managing the Supply Unit, and demobilization. E/L 971: Facilities Unit This course addresses s all roles and $10,500 Leader responsibilities appropriate to a Facilities Unit Leader operating on a local or state -level AHIMT. E/L 973: Finance/Admire This course addresses all roles and $9,000 Section Chief responsibilities appropriate to a Finance Section Chief operating in a local or state -level AHIMT. These responsibilities fall into two categories: Finance Section Chief duties 1) managing the Finance/Administration Section personnel and 2) managing the finances and administrative responsibilities during an incident. E/L 975: Finance/Admin This course addresses all roles and $8,300 Unit Leader responsibilities appropriate to operating in one of the Finance/Administration Unit Leader positions on a local or state -level AHIMT or single resource assignment. These responsibilities fall into two categories: 1) responding to the incident and the command needs of the incident, and 2) effectively fulfilling the position responsibilities of a Finance Administration Unit Leader on an AHIMT or as a single resource. E/L 984: Task Force/Strike This course addresses the roles and $6,000 Team Leader responsibilities appropriate to a Task Force/Strike Team Leader operating on concert with local or state -level AHIMT. These responsibilities fall into tow categories: (1) responding to the incident and the commend needs of the incident, and (2) effectively fulfilling the position responsibilities of a Task Force/Strike Team Leader in conjunction with an AHIMT. 20A-64 E/L 986: Air Support Group The Air Support Group Supervisor (ASGS) $8,000 Supervisor course is intended to provide local- and state - level emergency responders with an overview of key duties and responsibilities of an ASGS in a Type 3 All -Hazards Incident Management Team (AHIMT). The course walks participants through general information, including an overview of the fixed wing, rotor wing, and military operations, as well as information on incident mobilization, initial situational awareness, and unit management. It also provides detailed instruction on responding to the incident and the command needs of the incident, as well as emphasizing the importance of risk management and safety considerations. E/L 987: Introduction to Air This course is intended to familiarize $7,000 Operations participants with the basic concepts of air operations of an Incident Management Team (IMT) and/or through the NIMS/ICS system. The course walks participants through general information and aviation related regulations, including an overview of the fixed wing, rotor wing, and military operations. It also provides detailed instruction on responding to the incident and the command needs of the incident, as well as emphasizing the importance of risk management and safety considerations. I-100: Introduction to the The course provides training and resources, for $3,000 Incident Command System first -responder personnel who require an introduction to the Incident Command System. The course is designed to enable personnel to operate efficiently during an incident or event within the ICS, SEMS, or NIMS. I-200: Basic Incident This course introduces students to the principles of $4,000 Command System for Initial the Incident Command System (ICS) associated Response with incident -related performance. I-300: Intermediate ICS for This course provides description and detail of $8,000 Expanding Incidents the Incident Command System (ICS) organization and operations in supervisory roles on expanding or Type 3 incidents. I-400: Advanced ICS for This course directs the student towards an $6,000 Command and General Staff operational understanding of large single - agency and complex multi-agency/multi- jurisdictional incident responses. 20A-65 I-700: National Incident This course provides an overview of the $3,000 Management System, An National Incident Management System Introduction (NIMS). The National Incident Management System defines the comprehensive approach guiding the whole community - all levels of government, nongovernmental organizations (NGO), and the private sector - to work together seamlessly to prevent, protect against, mitigate, respond to, and recover from the effects of incidents. The course provides learners with a basic understanding of NIMS concepts, principles, and components. I-800: National Response The goal of the IS-0800.d, National Response $3,000 Framework, An Introduction Framework, An Introduction, is to provide guidance for the whole community. Within this broad audience, the National Response Framework focuses especially on those who are involved in delivering and applying the response core capabilities 0-305 - Type 3 Incident This course is designed for those who are $22,000 Management Team assigned to function in a Type 3 IMT during a large/complex incident, typically extending into the second operational period. The Type 3 IMT can either support an existing ICS structure, or can assume command of an incident if requested to do so. S-200: Initial Attack This course is designed to meet the training $4,000 Incident Commander needs of the Incident Command Type 4. S-339 AR: Division/Group Prepares students to perform in the role of $7,000 Supervisor All Risk Division/Group Supervisor and provides instruction in support of the specific tasks of the DIVS. S-400: Incident Commander Topics include team administration, $8,000 communication, information/intelligence processing, agency administrator and IC responsibilities, transfer of command, and demobilization. S-403: Information Officer This course meets the training requirements for $6,000 a Public Information Officer Type 2. Topics include information organization and assignment, developing a communications strategy, information operations, creating a safe environment, effective media relations, incident within an incident, community relations analysis, documentation, demobilization, and transitioning. r O N .., S-404: Safety Officer All Risk Designed to meet the training needs of the Safety Officer position in the incident command system. $8,500 S-420: Command and Designed to prepare the student to function $35,000 General Staff effectively in the position of a Type 2 Incident Commander, Command, or General Staff. The focus is on the application of previously acquired knowledge and skills. Students will participate in two types of groups (teams and similar positions) during exercises that include simulation of the mobilization, management, and demobilization phases of a rapidly accelerating Type 2 wildfire that has potential to become a Type 1 incident. S-440: Planning Section Designed to meet a portion of the training $9,900 Chief needs of the Planning Section Chief Type 2. 20A-67 Exhibit 3 AGREEMENT TO PROVIDE TRAINING COURSES AND EXERCISES FOR THE ANAHEIM / SANTA ANA URBAN AREA ON AN AS -NEEDED BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between Nusura 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. On August 10, 2020, the Santa Ana Police Department ("SAPD") issued Request for Qualifications No. 20-062 ("RFQ"), by which it sought to identify and qualify suitable vendors capable of delivering a broad choice of homeland security -related training courses and exercises conducted by professionals in the fields of law, fire, public health, emergency management and cybersecurity. B. These courses are in support of the Anaheim/Santa Ana Urban Area ("ASAUA") Homeland Security Regional Training and Exercise Program and will be funded by a grant awarded to the City by the United States Department of Homeland Security's Urban Areas Security Initiative ("UASI") and administered by SAPD. The ASAUA consists of the incorporated cities in Orange County and the police departments of the University of California, Irvine, California State University, Fullerton, and community colleges in the County of Orange. C. Through SAPD, the training and exercise programs will be made available to agencies in the ASAUA on an as -needed basis to enhance domestic preparedness for acts of terrorism. D. Contractor submitted a responsive proposal that was among those selected by the City. E. 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 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 as -needed basis, and at the sole discretion of City, Contractor shall conduct the training and/or exercise programs described in the scope of services provided in the RFQ and attached hereto as Exhibit A. Contractor's proposal is incorporated by reference as though fully set forth herein. In the performance of all services, Contractor shall comply and provide the required training/classes and exercises attached hereto as Exhibit B. 20A-68 Page 1 of 12 2. CHANGE ORDERS/AMENDMENTS a. To maintain flexibility that allows first responders to address emerging and unforeseeable threats, the ASAUA Homeland Security Regional Training and Exercise Program will utilize a Change Order provision to request other training and exercise courses at the City's request. Change Orders will be used to approve training and/or exercises and can modify the existing scope of work for specialty and other ad -hoc training and exercises on an as needed basis. Change Orders will be drafted by the UASI Grant Coordinator, reviewed and approved by the Contractor, then forwarded to the Chief of Police and the City Manager for the City of Santa Ana or their designees for approval. b. Any change order that contains any terms contrary to services provided within this Agreement shall be void, unless City and Consultant have expressly agreed in a writing, requiring approval by the City Manager and the City Attorney's office. Consultant agrees and understands that substantive changes to the terms of the Agreement are subject to approval by the City Council. 3. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Any compensation payable to Contractor shall be paid from a portion of the above - referenced UASI grant awarded to the City in the amount of $3,147,600, which shall serve as the total amount payable for all training and exercise programs supplied under RFQ No. 20-062. 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date stated above and continue through November 30, 2023, unless terminated earlier in accordance with Section 18, below. The term of this Agreement may be extended for up to two (2) one (1) year period upon a writing executed by the City Manager and the City Attorney and subject to funding. 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 20A-69 Page 2 of 12 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. 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 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. 2OA-70 Page 3 of 12 C. Worker's Compensation Insurance. hi 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 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) 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. 8. INDEMNIFICATION 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 negligence 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 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. 20A-71 Page 4 of 12 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. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify, and hold harmless City, its officers, agents, representatives, and employees against any and all liability or losses, including costs and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright, alleged or contained in the work product or documents provided or used by Contractor under this Agreement. 10. CONFORMITY WITH LAW AND SAFETY In performing any services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over the scope of services, including all provisions of the California Occupational Safety and Health Act. Contractor shall indemnify, defend, and hold harmless City from any and all liability, fines, penalties, and consequences from any of Contractor's failures to comply with such laws, ordinances, codes, and regulations. 11. 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. 12. 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 20A-72 Page 5 of 12 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. 13. CONFLICT OF INTEREST CLAUSE a. 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. b. The parties understand that outside parties, subject to receipt of financial benefit from UASI funding, as noted in Recital Section B and the RFQ, are often utilized by the ASA UASI as subject matter expert reviewing training and exercise proposals. To avoid potential conflict of interest of engaging sub -contractors, subject to receipt of financial benefit from UASI funding, shall not be engaged by the Contractor as a sub- contractor to provide the services provided in this Agreement, or any change order or amendment thereto. 14. 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: Roland Andrade, Sergeant UASI Grant Coordinator Homeland Security Division Santa Ana Police Department 20A-73 Page 6 of 12 To Contractor: 60 Civic Center Plaza Santa Ana, CA 92701 Mark Amann, Co -Founder Nusura INC. 4101 E. Louisiana Ave., Suite 9400 Denver, CO 80246 (303) 789-9289 Mark.amann@nusura.com 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. 15. 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. 16. 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 consultants retained by City. 20A-74 Page 7 of 12 17. WAIVER No waiver of a 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, 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. TERNIINATION 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, City 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NONDISCRINIINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 20. 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 farther 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. 21. 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 20A-75 Page 8 of 12 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. 22. CERTIFICATIONS a. Debarment and Suspension. Contractor will comply, and all its subcontractors 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. 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 disabled person shall, solely by reason of disability 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. Contractor agrees it will ensure that requirements of The Act shall be included in any agreements with and be binding on all of its 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, and all its subcontractors 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 subcontractors 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 subcontractors 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 20A-76 Page 9 of 12 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 Contractor, Contractor will forward a copy of the findings to City, which will, in turn, 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 subcontractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment -Opportunity," as amended by 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 subcontractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. in. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors 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 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. 20A-77 Page 10 of 12 q Contractor may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA), and City reserve a royalty -free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the Contractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. 23. AUSCELLANEOUS 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. [signature page to follow] 20A-78 Page 11 of 12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Tamara Bogosian Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: By: Mark Amann Title: Co-fou n d er/Di rector of Corporate Development 20A-79 Page 12 of 12 I. EXHIBIT A SCOPE OF SERVICES The specific requirements of this RFQ have been listed in two sections to allow proposers to respond to either, the training courses component, the exercise component, or both. There is no requirement the Proposer must respond to both components of the RFQ. IL TRAINING COURSES A. ASAUA currently requires training courses in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct training courses, which it has been successfully prequalified for, at various locations/venues within the ASAUA. C. Contractor shall prepare course flyers, register attendees, record attendance by signed roster, provide certificates of completions, and verify course completion by the participants. D. Contractor shall prepare and present specified training courses. Course material shall be available at the time the training is provided for each of the training courses the proposer has outlined in their SOQ. E. All training courses presented must meet state and federal guidelines and be approved by Cal OES and DHS for reimbursement under the Homeland Security Grant Program prior to delivery. Refer to the Cal OES website at: http://www.caloes.ca.gov/cal-oes- divisions/califomia-specialized-training-institute and the DHS website at: https://www.fema.gov/training for further information regarding state and federal guidelines for Department of Homeland Security grants. If any portion of the training course occurs outside of the classroom, an Environmental & Historic Preservation (EHP) approval must be obtained from FEMA/Cal OES prior to delivery of the course. The EHP approval is location specific and if an EHP approval is required, one must be obtained for each location where the course is delivered. It shall be the responsibility of the Proposer to complete all of the forms and documentation necessary to obtain the required approvals. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval has been issued to the ASAUA before delivery of the training course. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. PT M : 1 F. Contractor shall offer course content that satisfies the five preparedness priorities identified in the ASAUA Multiyear Training & Exercises plan. The ASAUA MTEP is attached for reference. G. Contractor shall provide all required training material, handouts, course syllabus and/or written curriculum. H. Contractor shall collect written survey comments/course evaluations from participants at the conclusion of every course offered. Survey/course evaluations will be conducted in a manner specified by the City. A standardized course survey form will be provided to the successful proposers. A record of responses shall be maintained throughout the tern of the agreement by Contractor, and organized by training course, date, instructor, etc. Frequently mentioned comments shall be reported to City Project Manager. Electronic reporting shall be made available to the City upon request. I. City reserves the right to cancel training courses with fourteen (14) calendar days' notice of delivery date. City shall not be charged for the class, travel costs, or training materials by Contractor if cancellation occurs within this period. J. City reserves the right to cancel training courses for student minimums not being met. K. Contractor shall provide and assign high quality instructors on a consistent basis to deliver the specified courses. L. All instructors shall use the methods suggested by the training protocols established, such as maintaining and updating each training syllabus; introducing and following objectives for each class; completing training as described; and utilizing training aids such as audio/visual systems. M. Contractor and all its instructors shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services, or to report complaints. N. Contractor will be paid for services rendered. Training days are generally eight (8) hours long (e.g. 8:00 AM — 5:00 PM), including a one (1) hour lunch break. Schedule should include regular breaks on a 50110 break ratio — for every fifty (50) minutes of instruction, there should be a ten (10) minute break. Half days are defined as four (4) hours or less of instruction. O. Training venues may be provided by the City or by hosting agencies based on the needs of the course. Contractor must be able to secure training sites at any of the jurisdictions within the ASAUA. P. All Contractor -developed courses must be approved by California Office of Emergency Services (Cal OES) for reimbursement under the Homeland Security Grant Program prior to delivery. It is the responsibility of the Contractor to prepare all forms and documentation necessary to obtain all course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the 20A-81 requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. Q. The anticipated start date of this agreement is Winter of 2020. Usage under agreements awarded as a result of this RFQ will begin at this time. R. Depending on the training or exercise, Contractor's instructors and courses may be required to be California Peace Officer Standards & Training (POST) certified or California State Fire Marshal approved. It shall be the responsibility of the Contractor to obtain all POST certifications and California State Fire Marshal course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the requests for certifications and approval. The City shall not be billed for any costs associated with obtaining these certifications and approvals. S. A list of "approved" courses is available from Cal OES at www.caloes.ca.gov and a list of Federal Emergency Management Agency (FEMA) approved classes is available at w-ww.fema.gov/training T. Contractors are responsible for providing all course materials and delivering it to the site(s) of all training at their cost. U. Contractor must work with the ASAUA Homeland Security Regional Training and Exercise Program Manager and requesting agencies to coordinate the training calendar and venue. V. When required, Contractor must obtain the applicable certifications for developed courses before training begins. The need for certification will be determined by the ASAUA Training & Exercise Program Manager. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required certifications at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. W. Contractor will be required to obtain Emergency Medical Association (EMA) or Emergency Management Institute (EMI) certification on developed courses at its cost if the course content contains materials that require state and/or federal certification. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Contractor with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. X. Contractor may not charge the City for materials brought to the class that are not utilized. Y. Proposers may be selected to provide training based on their expertise within a specific discipline. • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health 20A-82 • Emergency Management • Cyber Security Z. Contractors shall ensure that training participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. III. DELIVERABLES / REPORTS FOR TRAINING COURSES A. Course Surveys / Evaluations Course surveys/evaluations results will be tabulated and scored by Contractor. Summary of the results will be provided to the ASAUA Training & Exercise Program Manager. Completed course survey/evaluation forms will be provided to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. B. Contractor must provide course flyers for all training courses to be delivered at its cost. The City will manage distribution of such flyers. C. Contractor must provide to the ASAUA Training & Exercise Program Manager all rosters and sign -in sheets upon completion of the training course for all training courses delivered. Contractor shall maintain a record of all original and electronic copies of all sign -in sheets. Electronic copies of rosters and sign -in sheets must be submitted along with invoices issued to City. D. Contractor shall provide certificates of completion to all students that successfully complete a training course at the conclusion of the training course and provide copies of the certificates to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. Contractor shall maintain a record of all certificates provided students. IV. QUANTITIES FOR TRAINING COURSES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. V. PRICING FOR TRAINING COURSES A. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. B. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. C. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. D. Pricing shall include any and all payment incentives available to the City. rIM • E. Proposers are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. F. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. VI. AWARD FOR TRAINING COURSES A. City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ, from any Exhibits attached hereto, or from any subsequent addenda; to waive informalities and minor irregularities in responses received; and to provide an opportunity for Proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award an agreement to a single Proposer or multiple Proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement pursuant to this RFQ will be required. E. Any agreement must be negotiated, finalized, and approved by the recommend Contractor prior to City Council approval. F. RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda, and SOQs, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. VII. METHOD OF ORDERING TRAINING COURSES A. As training is required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. C. Price quotations will be reviewed and Contractor(s) will be selected by the UASI Grant Office. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from Contractor(s). The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. PFIM :- D. POs will be transmitted electronically, and shall be the only authorization for the Contractor to place an order. E. POs and payments for service will be issued only in the name of the Contractor. F. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. G. Change orders shall be agreed upon by Contractor and City, and issued as needed in writing by the City. VIIL ACCOUNT MANAGER / SUPPORT STAFF FOR TRAINING COURSES IX. A. Proposer shall provide a dedicated, competent Account Manager who shall be responsible for the City's account / agreement. The Account Manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours (7:00 AM — 5:00 PM), Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Contractor's Account Manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. D. Contractor's Account Manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments. A. ASAUA requires seminars, workshops, tabletops, drills, functional, and full-scale exercises in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct seminars, workshops, tabletops, drills, functional, and full-scale exercises at various locations/venues within the ASAUA. All drills, functional and full scale exercises will require an EHP approval from FEMA/Cal OES prior to delivery. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required EHP approvals at its cost. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval letter has been issued to the ASAUA before delivery of any seminars, workshops, tabletops, drills, functional, and full-scale r1U exercises. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of requests for approval. C. All exercises must be conducted in a manner which adheres to all applicable state and federal guidelines, including exercise design and development guidelines outlined in the HSEEP. D. When conducting seminars, workshops, tabletops, drills, functional and full-scale exercises, Contractor shall provide all required exercise consumables, printed materials, handouts, and other materials such as, but not limited to, exercise manuals, special effects, actor moulage, supplies, signage, etc. at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. E. Contractor shall provide and assign high quality personnel such as exercise designers, directors, controllers, evaluators, and support personnel on a consistent basis to deliver the specified seminars, workshops, tabletops, drills, functional, and full-scale exercises. F. Contractor shall provide all multi -media devices necessary for presentations during seminars, workshops, tabletops, drills, functional, full-scale exercises, and any planning meetings and conferences. G. Contractor and its exercise personnel shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services or to report complaints. H. Seminar, workshop, tabletop, drill, functional and full-scale exercise venues maybe provided by the City or by hosting agencies based on the needs of the exercise. Contractor must be able to secure exercise sites at any of the jurisdictions within the ASAUA. Contractor is responsible for providing exercise materials and delivering it to the site(s) of all seminars, workshops, tabletops, drills, functional and full-scale exercises at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. Contractor may not charge the City for materials brought to the seminars, workshops, tabletops, drills, functional, and full-scale exercises that are not utilized. K. Contractor shall ensure that exercise participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. X. QUALIFICATIONS — HOMELAND SECURITY EXERCISE EXPERIENCE The following elements outline the type of experience and expertise proposers should possess related to the development and delivery of seminars, workshops, tabletops, drills, functional and full-scale exercises. Proposers will document their experience and expertise in their SOQs. ASAUA requires seminars, workshops, tabletops, drills, fixnctional and full-scale exercises in the following specific disciplines: rIU • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security A. Proposer should be experienced and proficient in the design and delivery of relevant homeland security related seminars, workshops, tabletops, drills, functional and full-scale exercises. B. Proposer should have staff that is experienced and proficient in developing seminars, workshops, tabletops, and drills, functional and full-scale exercises in accordance with HSEEP guidelines. C. Proposer should have staff that is experienced and proficient in conducting seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. D. Proposer should have staff that is experienced and proficient in providing training to and coordinating exercise evaluators, controllers, and Simulation Cell operators. XI. DELIVERABLES / REPORTS FOR EXERCISES A. Exercise Documents: Contractor shall provide all documents necessary to conduct seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. These documents should include, but not be limited to: Exercise Plan, Controller/Evaluator Plan, Master Scenario Events List (MSEL), Exercise Evaluation Guides, etc. B. Contractor must provide rosters, sign -in sheets, and presentation materials for all planning meetings conducted in support of all seminars, workshops, tabletops, drills, functional and full-scale exercises and will deliver to the ASAUA Training & Exercise Program Manager upon completion of the planning activity at its cost. C. Contractor must complete After Action Reports (AARs) for all seminars, workshops, tabletops, drills, functional and full-scale exercises. Copies of these AARs must be provided to the ASAUA Training & Exercise Program Coordinator within 60 days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. D. Contractor must complete an Improvement Plan for each seminar, workshop, tabletop, drill, functional and full-scale exercise delivered. Copies of the Improvement Plan will be provided to the ASAUA Training & Exercise Coordinator within 60 calendar days of any seminars, workshops, tabletops, drills, fimctional, and full-scale exercises. E. Proposer shall upload, on behalf of the ASAUA, all necessary AARs and Improvement Plans into HSEEP within 60 calendar days of completing any exercise activity. 20A-87 XII. QUANTITIES FOR EXERCISES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. XIIL PRICING FOR EXERCISES A. All price quotes offered during an informal request for quote process will remain firm for the term of the resulting PO under the Agreement. B. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. C. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. D. Any price increase or decrease for subsequent contract terms may be negotiated between Proposer and City only after completion of the initial term. E. Taxes and freight charges: The City is soliciting a total price per single delivery of each seminar, workshop, tabletop, drill, functional, and full-scale exercise. The price quoted for each seminar, workshop, tabletop, drill, functional, and full-scale exercise shall be the total cost the City will pay including Sales, Use, or other taxes and all other charges. 2. No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the SOQ. 3. Amount paid for transportation of property to the City of Santa Ana is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping papers show the consignee is the City of Santa Ana; as such papers may be acceptable by the carrier as proof of the exempt character of the shipment. 4. Articles sold to the City of Santa Ana are exempt from certain Federal excise taxes. The City will furnish an exemption certificate. F. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. G. Price quotes shall include any and all payment incentives available to the City. H. Proposer are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. XIV. AWARD FOR EXERCISES A. The City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ or from any Exhibits attached hereto, to waive informalities and minor irregularities in responses received, and to provide an opportunity for proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award to a single or multiple proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement will be required. E. Agreement must be negotiated, finalized, and signed by the recommend awardee(s) prior to City Council approval. F. Final Agreement terms and conditions will be negotiated with the selected Contractors. G. The RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda and Proposer's SOQ, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. XV. METHOD OF ORDERING FOR EXERCISES A. As exercises are required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Contractors who have been qualified will be provided a scope of work for the desired seminar, workshop, tabletop, drill, functional or full-scale exercise and requested to provide a written quotation. These quotations will be reviewed and evaluated by the ASAUA Grant Office. The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. C. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. D. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from the Contractor(s). E. POs will be faxed, transmitted electronically, or mailed and shall be the only authorization for the Contractor o place an order. F. POs and payments for service will be issued only in the name of the Contractor. G. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. H. Change orders shall be agreed upon by Contractor and City and issued as needed in writing by the City. XVI. ACCOUNT MANAGER / SUPPORT STAFF FOR EXERCISES A. Proposer shall provide a dedicated competent account manager who shall be responsible for the City account / agreement. The account manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours, Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Proposer account manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. Proposer account manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments as required. XVIL INVOICING FOR TRAINING AND/OR EXERCISE COURSES A. Contractor shall invoice the City, unless otherwise advised, upon satisfactory receipt of performance of services. B. City will use best efforts to make payments within forty-five (45) days following receipt and review of invoice and upon complete satisfactory receipt of performance of services. C. Invoices should be Emailed to: Sgt. Roland Andrade Santa Ana Police Department Homeland Security Division / M-18 60 Civic Center Plaza P.O. Box 1981 Santa Ana, CA 92701 Email: RAndrade2ksanta-ana.ora D. City shall notify Contractor of any adjustments required to invoices. 20A-90 E. Invoices shall include, at minimum: • City PO number (if applicable); • Invoice number; • Agreement number; • Remit to address; • Itemized services; • Course description • Pricing as per agreement; • Instructor name; • Number of participants; • Course date(s); and • Shall be accompanied by acceptable proof of delivery. F. Contractor shall utilize standardized invoices upon request. G. Invoices shall only be issued by the Contractor who is awarded an agreement. H. Payments will be issued to and invoices must be received from the same Contractor whose name is specified on the POs. 20A-91 1*41110rn:l COSTS — TRAINING CLASSES AND EXERCISES EXERCISES A) Discussion -Based Exercises - focus on strategic, policy -oriented issues; facilitators and/or presenters usually lead the discussion, keeping participants on track towards meeting exercise objectives. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Variables Range or Cost (Estimated) Seminar Seminars generally orient participants to, or Participants $25,000 provide an overview of, authorities, strategies, (30), plans, policies, procedures, protocols, Facilitation, resources, concepts, and ideas. Seminars can Hours, be valuable for entities that are developing or Materials, making major changes to existing plans or Location procedures. Workshop Although similar to seminars, workshops differ Participants $25,000 in two important aspects: 1. participant (30), interaction is increased, and 2. focus is placed Facilitation, on achieving or building a product. To be Hours, effective, workshops should have clearly Materials, defined objectives, products, or goals, and Location, should focus on a specific issue. Plans Tabletop Tabletop Exercises (TTX) are intended to generate Participants $35,000 discussion of various issues regarding a hypothetical (30), simulated emergency. They can be used to enhance Facilitation, general awareness, validate plans and procedures, Hours, rehearse concepts, and/or assess the types of systems Materials, needed to guide the prevention of, protection from, Location, mitigation of, response to, and recovery from a Reporting/Plans defined incident. The effectiveness of a TTX is derived from the energetic involvement of participants and their assessment of recommended revisions to current policies, procedures, and plans, therefore facilitation is critical to keeping participants focused on exercise objectives. 20A-92 Drill A drill is a coordinated, supervised activity Preparation, $30,000 usually employed to validate a specific Planning - function or capability in a single agency or Meetings, $75,000 organization. Drills are commonly used to Participants (#), provide training on new equipment, validate Facilitation, procedures, or practice and maintain current Hours, Materials, skills. For every drill, clearly defined plans, Site/Mgt. procedures, and protocols need to be in place. Locations, Personnel need to be familiar with those plans Reporting/Plans, and trained in the processes and procedures to Travel & be drilled. Expenses, Moulage, Media, Volunteer Coordination Functional Functional Exercises (FE) are designed to Preparation, $75,000 validate and evaluate capabilities, multiple Planning functions and/or sub -functions, or Meetings, interdependent groups of fimctions. FEs are Participants typically focused on exercising plans, policies, (30), Facilitation procedures, and staff members involved in Hours, management, direction, command, and control Materials, functions. An FE is conducted in a realistic, site/Mgt. real-time environment; however, movement of Locations, personnel and equipment is usually simulated. Reporting/Plans, Travel & Expenses Full -Scale Full -Scale Exercises (FSE) are typically the Preparation, $150,000 most complex and resource -intensive type of Planning exercise. They involve multiple agencies, Meetings, organizations, and jurisdictions and validate Participants (30- many facets of preparedness. FSEs often 50), Facilitation, include many players operating under Hours, Materials, cooperative systems such as the Incident Site/Mgt. Command System (ICS) or Unified Command. Locations, In an FSE, events are projected through an Reporting/Plans, exercise scenario with event updates that drive Travel & activity at the operational level. FSEs are Expenses, usually conducted in a real-time, stressfixl Moulage, environment that is intended to mirror a real Media, incident. Throughout the duration of the Volunteer exercise, many activities occur simultaneously. Coordination 20A-93 Exhibit 4 AGREEMENT TO PROVIDE TRAINING COURSES AND EXERCISES FOR THE ANAHEIM / SANTA ANA URBAN AREA ON AN AS -NEEDED BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between Security Solutions International 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. On August 10, 2020, the Santa Ana Police Department ("SAPD") issued Request for Qualifications No. 20-062 ("RFQ"), by which it sought to identify and qualify suitable vendors capable of delivering a broad choice of homeland security -related training courses and exercises conducted by professionals in the fields of law, fire, public health, emergency management and cybersecurity. B. These courses are in support of the Anaheim/Santa Ana Urban Area ("ASAUA") Homeland Security Regional Training and Exercise Program and will be funded by a grant awarded to the City by the United States Department of Homeland Security's Urban Areas Security Initiative ("UASI") and administered by SAPD. The ASAUA consists of the incorporated cities in Orange County and the police departments of the University of California, Irvine, California State University, Fullerton, and community colleges in the County of Orange. C. Through SAPD, the training and exercise programs will be made available to agencies in the ASAUA on an as -needed basis to enhance domestic preparedness for acts of terrorism. D. Contractor submitted a responsive proposal that was among those selected by the City. E. 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 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 as -needed basis, and at the sole discretion of City, Contractor shall conduct the training and/or exercise programs described in the scope of services provided in the RFQ and attached hereto as Exhibit A. Contractor's proposal is incorporated by reference as though fully set forth herein. In the performance of all services, Contractor shall comply and provide the required training/classes and exercises attached hereto as Exhibit B. 20A-94 Page 1 of 12 2. CHANGE ORDERS/AMENDMENTS a. To maintain flexibility that allows first responders to address emerging and unforeseeable threats, the ASAUA Homeland Security Regional Training and Exercise Program will utilize a Change Order provision to request other training and exercise courses at the City's request. Change Orders will be used to approve training and/or exercises and can modify the existing scope of work for specialty and other ad -hoc training and exercises on an as needed basis. Change Orders will be drafted by the UASI Grant Coordinator, reviewed and approved by the Contractor, then forwarded to the Chief of Police and the City Manager for the City of Santa Ana or their designees for approval. b. Any change order that contains any terms contrary to services provided within this Agreement shall be void, unless City and Consultant have expressly agreed in a writing, requiring approval by the City Manager and the City Attorney's office. Consultant agrees and understands that substantive changes to the terms of the Agreement are subject to approval by the City Council. 3. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Any compensation payable to Contractor shall be paid from a portion of the above - referenced UASI grant awarded to the City in the amount of $3,147,600, which shall serve as the total amount payable for all training and exercise programs supplied under RFQ No. 20-062. 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date stated above and continue through November 30, 2023, unless terminated earlier in accordance with Section 18, below. The term of this Agreement may be extended for up to two (2) one (1) year period upon a writing executed by the City Manager and the City Attorney and subject to funding. 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 20A-95 Page 2 of 12 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. 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 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. 20A-96 Page 3 of 12 C. Worker's Compensation Insurance. hi 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 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) 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. 8. INDEMNIFICATION 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 negligence 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 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. 20A-97 Page 4 of 12 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. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify, and hold harmless City, its officers, agents, representatives, and employees against any and all liability or losses, including costs and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright, alleged or contained in the work product or documents provided or used by Contractor under this Agreement. 10. CONFORMITY WITH LAW AND SAFETY In performing any services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over the scope of services, including all provisions of the California Occupational Safety and Health Act. Contractor shall indemnify, defend, and hold harmless City from any and all liability, fines, penalties, and consequences from any of Contractor's failures to comply with such laws, ordinances, codes, and regulations. 11. 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. 12. 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 20A-98 Page 5 of 12 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. 13. CONFLICT OF INTEREST CLAUSE a. 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. b. The parties understand that outside parties, subject to receipt of financial benefit from UASI funding, as noted in Recital Section B and the RFQ, are often utilized by the ASA UASI as subject matter expert reviewing training and exercise proposals. To avoid potential conflict of interest of engaging sub -contractors, subject to receipt of financial benefit from UASI funding, shall not be engaged by the Contractor as a sub- contractor to provide the services provided in this Agreement, or any change order or amendment thereto. 14. 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: Roland Andrade, Sergeant UASI Grant Coordinator Homeland Security Division Santa Ana Police Department 20A-99 Page 6 of 12 To Contractor: 60 Civic Center Plaza Santa Ana, CA 92701 Henry Morgenstern, President Security Solutions International INC. 88005 Overseas Hwy 9 10- 109 Islamorada, FL. 33036 (786)573-3999 contact@homelandsecurityssi.com 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. 15. 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. 16. 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 consultants retained by City. 20A-100 Page 7 of 12 17. WAIVER No waiver of a 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, 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. TERNIINATION 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, City 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NONDISCRINIINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 20. 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. 21. 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 20A-101 Page 8 of 12 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. 22. CERTIFICATIONS a. Debarment and Suspension. Contractor will comply, and all its subcontractors 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. 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 disabled person shall, solely by reason of disability 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. Contractor agrees it will ensure that requirements of The Act shall be included in any agreements with and be binding on all of its 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, and all its subcontractors 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 subcontractors 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 subcontractors 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 20A-1 02 Page 9 of 12 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 Contractor, Contractor will forward a copy of the findings to City, which will, in turn, 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 subcontractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment -Opportunity," as amended by 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 subcontractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. in. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors 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 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. 20 " -103 Page 10 of 12 q Contractor may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA), and City reserve a royalty -free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the Contractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. 23. AUSCELLANEOUS 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. [signature page to follow] 20 " -104 Page 11 of 12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: a94=-=� Tamara Bogosian Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: —U",- By:Henry Morgenstern Title: President 20 " -105 Page 12 of 12 I. EXHIBIT A SCOPE OF SERVICES The specific requirements of this RFQ have been listed in two sections to allow proposers to respond to either, the training courses component, the exercise component, or both. There is no requirement the Proposer must respond to both components of the RFQ. IL TRAINING COURSES A. ASAUA currently requires training courses in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct training courses, which it has been successfully prequalified for, at various locations/venues within the ASAUA. C. Contractor shall prepare course flyers, register attendees, record attendance by signed roster, provide certificates of completions, and verify course completion by the participants. D. Contractor shall prepare and present specified training courses. Course material shall be available at the time the training is provided for each of the training courses the proposer has outlined in their SOQ. E. All training courses presented must meet state and federal guidelines and be approved by Cal OES and DHS for reimbursement under the Homeland Security Grant Program prior to delivery. Refer to the Cal OES website at: http://www.caloes.ca.gov/cal-oes- divisions/califomia-specialized-training-institute and the DHS website at: https://www.fema.gov/training for further information regarding state and federal guidelines for Department of Homeland Security grants. If any portion of the training course occurs outside of the classroom, an Environmental & Historic Preservation (EHP) approval must be obtained from FEMA/Cal OES prior to delivery of the course. The EHP approval is location specific and if an EHP approval is required, one must be obtained for each location where the course is delivered. It shall be the responsibility of the Proposer to complete all of the forms and documentation necessary to obtain the required approvals. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval has been issued to the ASAUA before delivery of the training course. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. 20A-106 F. Contractor shall offer course content that satisfies the five preparedness priorities identified in the ASAUA Multiyear Training & Exercises plan. The ASAUA MTEP is attached for reference. G. Contractor shall provide all required training material, handouts, course syllabus and/or written curriculum. H. Contractor shall collect written survey comments/course evaluations from participants at the conclusion of every course offered. Survey/course evaluations will be conducted in a manner specified by the City. A standardized course survey form will be provided to the successful proposers. A record of responses shall be maintained throughout the tern of the agreement by Contractor, and organized by training course, date, instructor, etc. Frequently mentioned comments shall be reported to City Project Manager. Electronic reporting shall be made available to the City upon request. I. City reserves the right to cancel training courses with fourteen (14) calendar days' notice of delivery date. City shall not be charged for the class, travel costs, or training materials by Contractor if cancellation occurs within this period. J. City reserves the right to cancel training courses for student minimums not being met. K. Contractor shall provide and assign high quality instructors on a consistent basis to deliver the specified courses. L. All instructors shall use the methods suggested by the training protocols established, such as maintaining and updating each training syllabus; introducing and following objectives for each class; completing training as described; and utilizing training aids such as audio/visual systems. M. Contractor and all its instructors shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services, or to report complaints. N. Contractor will be paid for services rendered. Training days are generally eight (8) hours long (e.g. 8:00 AM — 5:00 PM), including a one (1) hour lunch break. Schedule should include regular breaks on a 50110 break ratio — for every fifty (50) minutes of instruction, there should be a ten (10) minute break. Half days are defined as four (4) hours or less of instruction. O. Training venues may be provided by the City or by hosting agencies based on the needs of the course. Contractor must be able to secure training sites at any of the jurisdictions within the ASAUA. P. All Contractor -developed courses must be approved by California Office of Emergency Services (Cal OES) for reimbursement under the Homeland Security Grant Program prior to delivery. It is the responsibility of the Contractor to prepare all forms and documentation necessary to obtain all course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the 20A-107 requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. Q. The anticipated start date of this agreement is Winter of 2020. Usage under agreements awarded as a result of this RFQ will begin at this time. R. Depending on the training or exercise, Contractor's instructors and courses may be required to be California Peace Officer Standards & Training (POST) certified or California State Fire Marshal approved. It shall be the responsibility of the Contractor to obtain all POST certifications and California State Fire Marshal course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the requests for certifications and approval. The City shall not be billed for any costs associated with obtaining these certifications and approvals. S. A list of "approved" courses is available from Cal OES at www.caloes.ca.gov and a list of Federal Emergency Management Agency (FEMA) approved classes is available at w-ww.fema.gov/training T. Contractors are responsible for providing all course materials and delivering it to the site(s) of all training at their cost. U. Contractor must work with the ASAUA Homeland Security Regional Training and Exercise Program Manager and requesting agencies to coordinate the training calendar and venue. V. When required, Contractor must obtain the applicable certifications for developed courses before training begins. The need for certification will be determined by the ASAUA Training & Exercise Program Manager. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required certifications at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. W. Contractor will be required to obtain Emergency Medical Association (EMA) or Emergency Management Institute (EMI) certification on developed courses at its cost if the course content contains materials that require state and/or federal certification. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Contractor with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. X. Contractor may not charge the City for materials brought to the class that are not utilized. Y. Proposers may be selected to provide training based on their expertise within a specific discipline. • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health 20A-108 • Emergency Management • Cyber Security Z. Contractors shall ensure that training participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. III. DELIVERABLES / REPORTS FOR TRAINING COURSES A. Course Surveys / Evaluations Course surveys/evaluations results will be tabulated and scored by Contractor. Summary of the results will be provided to the ASAUA Training & Exercise Program Manager. Completed course survey/evaluation forms will be provided to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. B. Contractor must provide course flyers for all training courses to be delivered at its cost. The City will manage distribution of such flyers. C. Contractor must provide to the ASAUA Training & Exercise Program Manager all rosters and sign -in sheets upon completion of the training course for all training courses delivered. Contractor shall maintain a record of all original and electronic copies of all sign -in sheets. Electronic copies of rosters and sign -in sheets must be submitted along with invoices issued to City. D. Contractor shall provide certificates of completion to all students that successfully complete a training course at the conclusion of the training course and provide copies of the certificates to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. Contractor shall maintain a record of all certificates provided students. IV. QUANTITIES FOR TRAINING COURSES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. V. PRICING FOR TRAINING COURSES A. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. B. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. C. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. D. Pricing shall include any and all payment incentives available to the City. 20A-109 E. Proposers are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. F. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. VI. AWARD FOR TRAINING COURSES A. City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ, from any Exhibits attached hereto, or from any subsequent addenda; to waive informalities and minor irregularities in responses received; and to provide an opportunity for Proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award an agreement to a single Proposer or multiple Proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement pursuant to this RFQ will be required. E. Any agreement must be negotiated, finalized, and approved by the recommend Contractor prior to City Council approval. F. RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda, and SOQs, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. VII. METHOD OF ORDERING TRAINING COURSES A. As training is required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. C. Price quotations will be reviewed and Contractor(s) will be selected by the UASI Grant Office. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from Contractor(s). The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. 20A-110 D. POs will be transmitted electronically, and shall be the only authorization for the Contractor to place an order. E. POs and payments for service will be issued only in the name of the Contractor. F. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. G. Change orders shall be agreed upon by Contractor and City, and issued as needed in writing by the City. VIIL ACCOUNT MANAGER / SUPPORT STAFF FOR TRAINING COURSES IX. A. Proposer shall provide a dedicated, competent Account Manager who shall be responsible for the City's account / agreement. The Account Manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours (7:00 AM — 5:00 PM), Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Contractor's Account Manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. D. Contractor's Account Manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments. A. ASAUA requires seminars, workshops, tabletops, drills, functional, and full-scale exercises in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct seminars, workshops, tabletops, drills, functional, and full-scale exercises at various locations/venues within the ASAUA. All drills, functional and full scale exercises will require an EHP approval from FEMA/Cal OES prior to delivery. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required EHP approvals at its cost. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval letter has been issued to the ASAUA before delivery of any seminars, workshops, tabletops, drills, functional, and full-scale 20A-111 exercises. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of requests for approval. C. All exercises must be conducted in a manner which adheres to all applicable state and federal guidelines, including exercise design and development guidelines outlined in the HSEEP. D. When conducting seminars, workshops, tabletops, drills, functional and full-scale exercises, Contractor shall provide all required exercise consumables, printed materials, handouts, and other materials such as, but not limited to, exercise manuals, special effects, actor moulage, supplies, signage, etc. at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. E. Contractor shall provide and assign high quality personnel such as exercise designers, directors, controllers, evaluators, and support personnel on a consistent basis to deliver the specified seminars, workshops, tabletops, drills, functional, and full-scale exercises. F. Contractor shall provide all multi -media devices necessary for presentations during seminars, workshops, tabletops, drills, functional, full-scale exercises, and any planning meetings and conferences. G. Contractor and its exercise personnel shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services or to report complaints. H. Seminar, workshop, tabletop, drill, functional and full-scale exercise venues maybe provided by the City or by hosting agencies based on the needs of the exercise. Contractor must be able to secure exercise sites at any of the jurisdictions within the ASAUA. Contractor is responsible for providing exercise materials and delivering it to the site(s) of all seminars, workshops, tabletops, drills, functional and full-scale exercises at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. Contractor may not charge the City for materials brought to the seminars, workshops, tabletops, drills, functional, and full-scale exercises that are not utilized. K. Contractor shall ensure that exercise participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. X. QUALIFICATIONS — HOMELAND SECURITY EXERCISE EXPERIENCE The following elements outline the type of experience and expertise proposers should possess related to the development and delivery of seminars, workshops, tabletops, drills, functional and full-scale exercises. Proposers will document their experience and expertise in their SOQs. ASAUA requires seminars, workshops, tabletops, drills, fixnctional and full-scale exercises in the following specific disciplines: 20A-112 • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security A. Proposer should be experienced and proficient in the design and delivery of relevant homeland security related seminars, workshops, tabletops, drills, functional and full-scale exercises. B. Proposer should have staff that is experienced and proficient in developing seminars, workshops, tabletops, and drills, functional and full-scale exercises in accordance with HSEEP guidelines. C. Proposer should have staff that is experienced and proficient in conducting seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. D. Proposer should have staff that is experienced and proficient in providing training to and coordinating exercise evaluators, controllers, and Simulation Cell operators. XI. DELIVERABLES / REPORTS FOR EXERCISES A. Exercise Documents: Contractor shall provide all documents necessary to conduct seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. These documents should include, but not be limited to: Exercise Plan, Controller/Evaluator Plan, Master Scenario Events List (MSEL), Exercise Evaluation Guides, etc. B. Contractor must provide rosters, sign -in sheets, and presentation materials for all planning meetings conducted in support of all seminars, workshops, tabletops, drills, functional and full-scale exercises and will deliver to the ASAUA Training & Exercise Program Manager upon completion of the planning activity at its cost. C. Contractor must complete After Action Reports (AARs) for all seminars, workshops, tabletops, drills, functional and full-scale exercises. Copies of these AARs must be provided to the ASAUA Training & Exercise Program Coordinator within 60 days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. D. Contractor must complete an Improvement Plan for each seminar, workshop, tabletop, drill, functional and full-scale exercise delivered. Copies of the Improvement Plan will be provided to the ASAUA Training & Exercise Coordinator within 60 calendar days of any seminars, workshops, tabletops, drills, fimctional, and full-scale exercises. E. Proposer shall upload, on behalf of the ASAUA, all necessary AARs and Improvement Plans into HSEEP within 60 calendar days of completing any exercise activity. 20A-113 XII. QUANTITIES FOR EXERCISES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. XIIL PRICING FOR EXERCISES A. All price quotes offered during an informal request for quote process will remain firm for the term of the resulting PO under the Agreement. B. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. C. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. D. Any price increase or decrease for subsequent contract terms may be negotiated between Proposer and City only after completion of the initial term. E. Taxes and freight charges: The City is soliciting a total price per single delivery of each seminar, workshop, tabletop, drill, functional, and full-scale exercise. The price quoted for each seminar, workshop, tabletop, drill, functional, and full-scale exercise shall be the total cost the City will pay including Sales, Use, or other taxes and all other charges. 2. No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the SOQ. 3. Amount paid for transportation of property to the City of Santa Ana is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping papers show the consignee is the City of Santa Ana; as such papers may be acceptable by the carrier as proof of the exempt character of the shipment. 4. Articles sold to the City of Santa Ana are exempt from certain Federal excise taxes. The City will furnish an exemption certificate. F. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. G. Price quotes shall include any and all payment incentives available to the City. H. Proposer are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. 20A-114 Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. XIV. AWARD FOR EXERCISES A. The City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ or from any Exhibits attached hereto, to waive informalities and minor irregularities in responses received, and to provide an opportunity for proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award to a single or multiple proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement will be required. E. Agreement must be negotiated, finalized, and signed by the recommend awardee(s) prior to City Council approval. F. Final Agreement terms and conditions will be negotiated with the selected Contractors. G. The RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda and Proposer's SOQ, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. XV. METHOD OF ORDERING FOR EXERCISES A. As exercises are required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Contractors who have been qualified will be provided a scope of work for the desired seminar, workshop, tabletop, drill, functional or full-scale exercise and requested to provide a written quotation. These quotations will be reviewed and evaluated by the ASAUA Grant Office. The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. C. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. D. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from the Contractor(s). 20A-115 E. POs will be faxed, transmitted electronically, or mailed and shall be the only authorization for the Contractor o place an order. F. POs and payments for service will be issued only in the name of the Contractor. G. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. H. Change orders shall be agreed upon by Contractor and City and issued as needed in writing by the City. XVI. ACCOUNT MANAGER / SUPPORT STAFF FOR EXERCISES A. Proposer shall provide a dedicated competent account manager who shall be responsible for the City account / agreement. The account manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours, Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Proposer account manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. Proposer account manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments as required. XVIL INVOICING FOR TRAINING AND/OR EXERCISE COURSES A. Contractor shall invoice the City, unless otherwise advised, upon satisfactory receipt of performance of services. B. City will use best efforts to make payments within forty-five (45) days following receipt and review of invoice and upon complete satisfactory receipt of performance of services. C. Invoices should be Emailed to: Sgt. Roland Andrade Santa Ana Police Department Homeland Security Division / M-18 60 Civic Center Plaza P.O. Box 1981 Santa Ana, CA 92701 Email: RAndrade2ksanta-ana.ora D. City shall notify Contractor of any adjustments required to invoices. 20A-116 E. Invoices shall include, at minimum: • City PO number (if applicable); • Invoice number; • Agreement number; • Remit to address; • Itemized services; • Course description • Pricing as per agreement; • Instructor name; • Number of participants; • Course date(s); and • Shall be accompanied by acceptable proof of delivery. F. Contractor shall utilize standardized invoices upon request. G. Invoices shall only be issued by the Contractor who is awarded an agreement. H. Payments will be issued to and invoices must be received from the same Contractor whose name is specified on the POs. 20A-117 COSTS — TRAINING CLASSES AND EXERCISES TRAINING Discipline Codes: Law Enforcement — LE, Fire — F, Emergency Medical Services — EMS, Emergency Management — EM, Public Health — PH, Other Discipline — OD Course Title Description Total Course Cost (Estimated) Behavioral and Predictive This course is designed to effectively train a $14,400 Analysis variety of different personnel in how to detect behavioral anomalies in crowds by utilizing Israeli and global best practices developed originally for airport security, now available for your personnel in a wide variety of customized course offerings. Operational Response to After attending this program, participants will $14,400 Mass Casualty Incidents understand and recognize the fundamentals of mass casualty situations in public health emergencies and define the significance of medical treatment during such situations. Multiple Assault Counter Multiple Assault Counter Terrorism Action $9,950 Terrorism Action Capability Capability (MACTAC) is the new tactical (MACTAC) philosophy offering extreme flexibility to your department's or agency's response to any Active Shooter situation. MACTAC is a scalable response to the full spectrum of Active Shooter events and allows department leaders the confidence of relying on experts to design your response while maintaining the ability to respond to additional attacks. MACTAC Officers Course builds on what your officers already know: established Active Shooter Tactics. This advanced program trains the First Responder and First Responding Supervisory personnel in the ability to act rapidly and significantly and makes your personnel proficient in working in a Contact Team and familiar with Squad concepts. 20A-118 Advanced Homeland This program is designed for Law Enforcement $4600 per Security Training in Israel and Security Professionals with the appropriate participant background and experience to take part in this memorable mission to study advanced topics in Homeland Security while visiting Haifa, the Northern Border, Tel Aviv, Jerusalem, Bethlehem, and the Dead Sea. SWAT Counter Terror Unit The scope of this training program is to teach $9,950 Operations and Explosives SWAT and SOP team members how to conduct Mitigation an operation with special characteristics peculiar to high threat crime and terrorist incidents with the objective of accomplishing the mission, when there are hostages involved, IEDs, booby traps, or suicide terrorists, with maximum safety for citizens, team members and surrounding assets. 20A-119 Exhibit 5 AGREEMENT TO PROVIDE TRAINING COURSES AND EXERCISES FOR THE ANAHEIM / SANTA ANA URBAN AREA ON AN AS -NEEDED BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between SenseMakers LLC ("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 10, 2020, the Santa Ana Police Department ("SAPD") issued Request for Qualifications No. 20-062 ("RFQ"), by which it sought to identify and qualify suitable vendors capable of delivering a broad choice of homeland security -related training courses and exercises conducted by professionals in the fields of law, fire, public health, emergency management and cybersecurity. B. These courses are in support of the Anaheim/Santa Ana Urban Area ("ASAUA") Homeland Security Regional Training and Exercise Program and will be funded by a grant awarded to the City by the United States Department of Homeland Security's Urban Areas Security Initiative ("UASI") and administered by SAPD. The ASAUA consists of the incorporated cities in Orange County and the police departments of the University of California, Irvine, California State University, Fullerton, and community colleges in the County of Orange. C. Through SAPD, the training and exercise programs will be made available to agencies in the ASAUA on an as -needed basis to enhance domestic preparedness for acts of terrorism. D. Contractor submitted a responsive proposal that was among those selected by the City. E. 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 consulting fuxn 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 as -needed basis, and at the sole discretion of City, Contractor shall conduct the training and/or exercise programs described in the scope of services provided in the RFQ and attached hereto as Exhibit A. Contractor's proposal is incorporated by reference as though fully set forth herein. In the performance of all services, Contractor shall comply and provide the required training/classes and exercises attached hereto as Exhibit B. 20A-120 Page 1 of12 2. CHANGE ORDERS/AMENDMENTS a. To maintain flexibility that allows first responders to address emerging and unforeseeable threats, the ASAUA Homeland Security Regional Training and Exercise Program will utilize a Change Order provision to request other training and exercise courses at the City's request. Change Orders will be used to approve training and/or exercises and can modify the existing scope of work for specialty and other ad -hoc training and exercises on an as needed basis. Change Orders will be drafted by the UASI Grant Coordinator, reviewed and approved by the Contractor, then forwarded to the Chief of Police and the City Manager for the City of Santa Ana or their designees for approval. b. Any change order that contains any terms contrary to services provided within this Agreement shall be void, unless City and Consultant have expressly agreed in a writing, requiring approval by the City Manager and the City Attorney's office. Consultant agrees and understands that substantive changes to the terms of the Agreement are subject to approval by the City Council. 3. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Any compensation payable to Contractor shall be paid from a portion of the above - referenced UASI grant awarded to the City in the amount of $3,147,600, which shall serve as the total amount payable for all training and exercise programs supplied under RFQ No. 20-062. 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date stated above and continue through November 30, 2023, unless terminated earlier in accordance with Section 18, below. The term of this Agreement may be extended for up to two (2) one (1) year period upon a writing executed by the City Manager and the City Attorney and subject to funding. 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 20A-121 Page 2 of 12 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. 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 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. 20A-1 22 Page 3 of 12 C. Worker's Compensation Insurance. hi 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 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) 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. 8. INDEMNIFICATION 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 negligence 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 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. 20A-123 Page 4 of 12 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. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify, and hold harmless City, its officers, agents, representatives, and employees against any and all liability or losses, including costs and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright, alleged or contained in the work product or documents provided or used by Contractor under this Agreement. 10. CONFORMITY WITH LAW AND SAFETY In performing any services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over the scope of services, including all provisions of the California Occupational Safety and Health Act. Contractor shall indemnify, defend, and hold harmless City from any and all liability, fines, penalties, and consequences from any of Contractor's failures to comply with such laws, ordinances, codes, and regulations. 11. 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. 12. 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 20 " -124 Page 5 of 12 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. 13. CONFLICT OF INTEREST CLAUSE a. 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. b. The parties understand that outside parties, subject to receipt of financial benefit from UASI funding, as noted in Recital Section B and the RFQ, are often utilized by the ASA UASI as subject matter expert reviewing training and exercise proposals. To avoid potential conflict of interest of engaging sub -contractors, subject to receipt of financial benefit from UASI funding, shall not be engaged by the Contractor as a sub- contractor to provide the services provided in this Agreement, or any change order or amendment thereto. 14. 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: Roland Andrade, Sergeant UASI Grant Coordinator Homeland Security Division Santa Ana Police Department 20A-125 Page 6 of 12 To Contractor: 60 Civic Center Plaza Santa Ana, CA 92701 Jim Bailey, President and CEO SenseMakers LLC 2401 E. Katella Ave, Suite 610 Anaheim, CA. 92806 (657)223-8532 jim@sensemakersllc.com 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. 15. 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. 16. 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 consultants retained by City. 20A-126 Page 7 of 12 17. WAIVER No waiver of a 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, 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. TERNIINATION 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, City 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NONDISCRINIINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 20. 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. 21. 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 20A-1 27 Page 8 of 12 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. 22. CERTIFICATIONS a. Debarment and Suspension. Contractor will comply, and all its subcontractors 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. 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 disabled person shall, solely by reason of disability 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. Contractor agrees it will ensure that requirements of The Act shall be included in any agreements with and be binding on all of its 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, and all its subcontractors 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 subcontractors 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 subcontractors 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 20A-1 28 Page 9 of 12 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 Contractor, Contractor will forward a copy of the findings to City, which will, in turn, 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 subcontractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment -Opportunity," as amended by 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 subcontractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. in. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors 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 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. 20A-129 Page 10 of 12 q Contractor may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA), and City reserve a royalty -free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the Contractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. 23. AUSCELLANEOUS 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. [signature page to follow] 20 " -130 Page 11 of 12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: "4==-= Tamara Bogosian Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: n ` � Jam-.E. 17o�,.C..� By: James E. Bailey Title: President and CEO 20A-131 Page 12 of 12 I. EXHIBIT A SCOPE OF SERVICES The specific requirements of this RFQ have been listed in two sections to allow proposers to respond to either, the training courses component, the exercise component, or both. There is no requirement the Proposer must respond to both components of the RFQ. IL TRAINING COURSES A. ASAUA currently requires training courses in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct training courses, which it has been successfully prequalified for, at various locations/venues within the ASAUA. C. Contractor shall prepare course flyers, register attendees, record attendance by signed roster, provide certificates of completions, and verify course completion by the participants. D. Contractor shall prepare and present specified training courses. Course material shall be available at the time the training is provided for each of the training courses the proposer has outlined in their SOQ. E. All training courses presented must meet state and federal guidelines and be approved by Cal OES and DHS for reimbursement under the Homeland Security Grant Program prior to delivery. Refer to the Cal OES website at: http://www.caloes.ca.gov/cal-oes- divisions/califomia-specialized-training-institute and the DHS website at: https://www.fema.gov/training for further information regarding state and federal guidelines for Department of Homeland Security grants. If any portion of the training course occurs outside of the classroom, an Environmental & Historic Preservation (EHP) approval must be obtained from FEMA/Cal OES prior to delivery of the course. The EHP approval is location specific and if an EHP approval is required, one must be obtained for each location where the course is delivered. It shall be the responsibility of the Proposer to complete all of the forms and documentation necessary to obtain the required approvals. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval has been issued to the ASAUA before delivery of the training course. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. 20A-132 F. Contractor shall offer course content that satisfies the five preparedness priorities identified in the ASAUA Multiyear Training & Exercises plan. The ASAUA MTEP is attached for reference. G. Contractor shall provide all required training material, handouts, course syllabus and/or written curriculum. H. Contractor shall collect written survey comments/course evaluations from participants at the conclusion of every course offered. Survey/course evaluations will be conducted in a manner specified by the City. A standardized course survey form will be provided to the successful proposers. A record of responses shall be maintained throughout the term of the agreement by Contractor, and organized by training course, date, instructor, etc. Frequently mentioned comments shall be reported to City Project Manager. Electronic reporting shall be made available to the City upon request. I. City reserves the right to cancel training courses with fourteen (14) calendar days' notice of delivery date. City shall not be charged for the class, travel costs, or training materials by Contractor if cancellation occurs within this period. J. City reserves the right to cancel training courses for student minimums not being met. K. Contractor shall provide and assign high quality instructors on a consistent basis to deliver the specified courses. L. All instructors shall use the methods suggested by the training protocols established, such as maintaining and updating each training syllabus; introducing and following objectives for each class; completing training as described; and utilizing training aids such as audio/visual systems. M. Contractor and all its instructors shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services, or to report complaints. N. Contractor will be paid for services rendered. Training days are generally eight (8) hours long (e.g. 8:00 AM — 5:00 PM), including a one (1) hour lunch break. Schedule should include regular breaks on a 50110 break ratio — for every fifty (50) minutes of instruction, there should be a ten (10) minute break. Half days are defined as four (4) hours or less of instruction. O. Training venues may be provided by the City or by hosting agencies based on the needs of the course. Contractor must be able to secure training sites at any of the jurisdictions within the ASAUA. P. All Contractor -developed courses must be approved by California Office of Emergency Services (Cal OES) for reimbursement under the Homeland Security Grant Program prior to delivery. It is the responsibility of the Contractor to prepare all forms and documentation necessary to obtain all course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the 20A-133 requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. Q. The anticipated start date of this agreement is Winter of 2020. Usage under agreements awarded as a result of this RFQ will begin at this time. R. Depending on the training or exercise, Contractor's instructors and courses may be required to be California Peace Officer Standards & Training (POST) certified or California State Fire Marshal approved. It shall be the responsibility of the Contractor to obtain all POST certifications and California State Fire Marshal course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the requests for certifications and approval. The City shall not be billed for any costs associated with obtaining these certifications and approvals. S. A list of "approved" courses is available from Cal OES at www.caloes.ca.gov and a list of Federal Emergency Management Agency (FEMA) approved classes is available at w-ww.fema.gov/training T. Contractors are responsible for providing all course materials and delivering it to the site(s) of all training at their cost. U. Contractor must work with the ASAUA Homeland Security Regional Training and Exercise Program Manager and requesting agencies to coordinate the training calendar and venue. V. When required, Contractor must obtain the applicable certifications for developed courses before training begins. The need for certification will be determined by the ASAUA Training & Exercise Program Manager. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required certifications at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. W. Contractor will be required to obtain Emergency Medical Association (EMA) or Emergency Management Institute (EMI) certification on developed courses at its cost if the course content contains materials that require state and/or federal certification. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Contractor with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. X. Contractor may not charge the City for materials brought to the class that are not utilized. Y. Proposers may be selected to provide training based on their expertise within a specific discipline. • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health 20A-134 • Emergency Management • Cyber Security Z. Contractors shall ensure that training participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. III. DELIVERABLES / REPORTS FOR TRAINING COURSES A. Course Surveys / Evaluations Course surveys/evaluations results will be tabulated and scored by Contractor. Summary of the results will be provided to the ASAUA Training & Exercise Program Manager. Completed course survey/evaluation forms will be provided to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. B. Contractor must provide course flyers for all training courses to be delivered at its cost. The City will manage distribution of such flyers. C. Contractor must provide to the ASAUA Training & Exercise Program Manager all rosters and sign -in sheets upon completion of the training course for all training courses delivered. Contractor shall maintain a record of all original and electronic copies of all sign -in sheets. Electronic copies of rosters and sign -in sheets must be submitted along with invoices issued to City. D. Contractor shall provide certificates of completion to all students that successfully complete a training course at the conclusion of the training course and provide copies of the certificates to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. Contractor shall maintain a record of all certificates provided students. IV. QUANTITIES FOR TRAINING COURSES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. V. PRICING FOR TRAINING COURSES A. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. B. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. C. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. D. Pricing shall include any and all payment incentives available to the City. 20A-135 E. Proposers are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. F. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. VI. AWARD FOR TRAINING COURSES A. City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ, from any Exhibits attached hereto, or from any subsequent addenda; to waive informalities and minor irregularities in responses received; and to provide an opportunity for Proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award an agreement to a single Proposer or multiple Proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement pursuant to this RFQ will be required. E. Any agreement must be negotiated, finalized, and approved by the recommend Contractor prior to City Council approval. F. RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda, and SOQs, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. VII. METHOD OF ORDERING TRAINING COURSES A. As training is required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. C. Price quotations will be reviewed and Contractor(s) will be selected by the UASI Grant Office. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from Contractor(s). The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. 20A-136 D. POs will be transmitted electronically, and shall be the only authorization for the Contractor to place an order. E. POs and payments for service will be issued only in the name of the Contractor. F. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. G. Change orders shall be agreed upon by Contractor and City, and issued as needed in writing by the City. VIIL ACCOUNT MANAGER / SUPPORT STAFF FOR TRAINING COURSES IX. A. Proposer shall provide a dedicated, competent Account Manager who shall be responsible for the City's account / agreement. The Account Manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours (7:00 AM — 5:00 PM), Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Contractor's Account Manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. D. Contractor's Account Manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments. A. ASAUA requires seminars, workshops, tabletops, drills, functional, and full-scale exercises in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct seminars, workshops, tabletops, drills, functional, and full-scale exercises at various locations/venues within the ASAUA. All drills, functional and full scale exercises will require an EHP approval from FEMA/Cal OES prior to delivery. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required EHP approvals at its cost. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval letter has been issued to the ASAUA before delivery of any seminars, workshops, tabletops, drills, functional, and full-scale 20A-137 exercises. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of requests for approval. C. All exercises must be conducted in a manner which adheres to all applicable state and federal guidelines, including exercise design and development guidelines outlined in the HSEEP. D. When conducting seminars, workshops, tabletops, drills, functional and fall -scale exercises, Contractor shall provide all required exercise consumables, printed materials, handouts, and other materials such as, but not limited to, exercise manuals, special effects, actor moulage, supplies, signage, etc. at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. E. Contractor shall provide and assign high quality personnel such as exercise designers, directors, controllers, evaluators, and support personnel on a consistent basis to deliver the specified seminars, workshops, tabletops, drills, functional, and full-scale exercises. F. Contractor shall provide all multi -media devices necessary for presentations during seminars, workshops, tabletops, drills, functional, full-scale exercises, and any planning meetings and conferences. G. Contractor and its exercise personnel shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services or to report complaints. H. Seminar, workshop, tabletop, drill, functional and full-scale exercise venues maybe provided by the City or by hosting agencies based on the needs of the exercise. Contractor must be able to secure exercise sites at any of the jurisdictions within the ASAUA. Contractor is responsible for providing exercise materials and delivering it to the site(s) of all seminars, workshops, tabletops, drills, functional and full-scale exercises at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. Contractor may not charge the City for materials brought to the seminars, workshops, tabletops, drills, functional, and full-scale exercises that are not utilized. K. Contractor shall ensure that exercise participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. X. QUALIFICATIONS — HOMELAND SECURITY EXERCISE EXPERIENCE The following elements outline the type of experience and expertise proposers should possess related to the development and delivery of seminars, workshops, tabletops, drills, functional and full-scale exercises. Proposers will document their experience and expertise in their SOQs. ASAUA requires seminars, workshops, tabletops, drills, fixnctional and full-scale exercises in the following specific disciplines: 20A-138 • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security A. Proposer should be experienced and proficient in the design and delivery of relevant homeland security related seminars, workshops, tabletops, drills, functional and full-scale exercises. B. Proposer should have staff that is experienced and proficient in developing seminars, workshops, tabletops, and drills, functional and full-scale exercises in accordance with HSEEP guidelines. C. Proposer should have staff that is experienced and proficient in conducting seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. D. Proposer should have staff that is experienced and proficient in providing training to and coordinating exercise evaluators, controllers, and Simulation Cell operators. XI. DELIVERABLES / REPORTS FOR EXERCISES A. Exercise Documents: Contractor shall provide all documents necessary to conduct seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. These documents should include, but not be limited to: Exercise Plan, Controller/Evaluator Plan, Master Scenario Events List (MSEL), Exercise Evaluation Guides, etc. B. Contractor must provide rosters, sign -in sheets, and presentation materials for all planning meetings conducted in support of all seminars, workshops, tabletops, drills, functional and full-scale exercises and will deliver to the ASAUA Training & Exercise Program Manager upon completion of the planning activity at its cost. C. Contractor must complete After Action Reports (AARs) for all seminars, workshops, tabletops, drills, functional and full-scale exercises. Copies of these AARs must be provided to the ASAUA Training & Exercise Program Coordinator within 60 days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. D. Contractor must complete an Improvement Plan for each seminar, workshop, tabletop, drill, functional and full-scale exercise delivered. Copies of the Improvement Plan will be provided to the ASAUA Training & Exercise Coordinator within 60 calendar days of any seminars, workshops, tabletops, drills, fimctional, and full-scale exercises. E. Proposer shall upload, on behalf of the ASAUA, all necessary AARs and Improvement Plans into HSEEP within 60 calendar days of completing any exercise activity. 20A-139 XII. QUANTITIES FOR EXERCISES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. XIIL PRICING FOR EXERCISES A. All price quotes offered during an informal request for quote process will remain firm for the term of the resulting PO under the Agreement. B. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. C. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. D. Any price increase or decrease for subsequent contract terms may be negotiated between Proposer and City only after completion of the initial term. E. Taxes and freight charges: The City is soliciting a total price per single delivery of each seminar, workshop, tabletop, drill, functional, and full-scale exercise. The price quoted for each seminar, workshop, tabletop, drill, functional, and full-scale exercise shall be the total cost the City will pay including Sales, Use, or other taxes and all other charges. 2. No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the SOQ. 3. Amount paid for transportation of property to the City of Santa Ana is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping papers show the consignee is the City of Santa Ana; as such papers may be acceptable by the carrier as proof of the exempt character of the shipment. 4. Articles sold to the City of Santa Ana are exempt from certain Federal excise taxes. The City will furnish an exemption certificate. F. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. G. Price quotes shall include any and all payment incentives available to the City. H. Proposer are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. 20A-140 Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. XIV. AWARD FOR EXERCISES A. The City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ or from any Exhibits attached hereto, to waive informalities and minor irregularities in responses received, and to provide an opportunity for proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award to a single or multiple proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement will be required. E. Agreement must be negotiated, finalized, and signed by the recommend awardee(s) prior to City Council approval. F. Final Agreement terms and conditions will be negotiated with the selected Contractors. G. The RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda and Proposer's SOQ, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. XV. METHOD OF ORDERING FOR EXERCISES A. As exercises are required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Contractors who have been qualified will be provided a scope of work for the desired seminar, workshop, tabletop, drill, functional or full-scale exercise and requested to provide a written quotation. These quotations will be reviewed and evaluated by the ASAUA Grant Office. The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. C. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. D. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from the Contractor(s). 20A-141 E. POs will be faxed, transmitted electronically, or mailed and shall be the only authorization for the Contractor o place an order. F. POs and payments for service will be issued only in the name of the Contractor. G. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. H. Change orders shall be agreed upon by Contractor and City and issued as needed in writing by the City. XVI. ACCOUNT MANAGER / SUPPORT STAFF FOR EXERCISES A. Proposer shall provide a dedicated competent account manager who shall be responsible for the City account / agreement. The account manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours, Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Proposer account manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. Proposer account manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments as required. XVIL INVOICING FOR TRAINING AND/OR EXERCISE COURSES A. Contractor shall invoice the City, unless otherwise advised, upon satisfactory receipt of performance of services. B. City will use best efforts to make payments within forty-five (45) days following receipt and review of invoice and upon complete satisfactory receipt of performance of services. C. Invoices should be Emailed to: Sgt. Roland Andrade Santa Ana Police Department Homeland Security Division / M-18 60 Civic Center Plaza P.O. Box 1981 Santa Ana, CA 92701 Email: RAndrade2ksanta-ana.ora D. City shall notify Contractor of any adjustments required to invoices. 20A-142 E. Invoices shall include, at minimum: • City PO number (if applicable); • Invoice number; • Agreement number; • Remit to address; • Itemized services; • Course description • Pricing as per agreement; • Instructor name; • Number of participants; • Course date(s); and • Shall be accompanied by acceptable proof of delivery. F. Contractor shall utilize standardized invoices upon request. G. Invoices shall only be issued by the Contractor who is awarded an agreement. H. Payments will be issued to and invoices must be received from the same Contractor whose name is specified on the POs. 20A-143 1*41110rn:l COSTS — TRAINING CLASSES AND EXERCISES TRAINING Course Title Description Total Course Cost stimated E/L -950 Incident This course addresses all roles and $13,795 Commander responsibilities appropriate to a All -Hazards Incident Commander operating in a local or state -Level AHIMT. These responsibilities fall into two categories: 1) responding to the incident and command needs of the incident, and 2) effectively fulfilling the position responsibilities of on Incident Commander on an AHIMT. E/L -952 Public Information This course addresses all roles and $18,800 Officer responsibilities appropriate to a All Hazards Public Information Officer operating in a local or state -level AHIMT. These responsibilities fall into two categories: 1) responding to the incident and command needs of the incident, and 2) effectively fulfilling the position responsibilities of a Public Information Officer on an AHIMT or single resource. E/L- 954 Safety Officer This course addresses all roles and $18,800 responsibilities appropriate to an All -Hazards Safety Officer operating in a local or State -level AHIMT or a single resource. These responsibilities fall into two categories: 1) responding to the incident and command needs of the incident, and 2) effectively fulfilling the position responsibilities of an Safety Officer on an AHIMT or as a single resource. E/L- 956 Liaison officer This course addresses all roles and responsibilities $17,999 appropriate to a Liaison Officer operating on local or State -Level All -Hazards ICS Incident Management Team. These responsibilities fall into two categories: 1) responding to the incident and the command needs of the incident, and 2) effectively fulfilling the position responsibilities of a Liaison Officer on an AHIMT. E/L- 958 Operations Section The goal of this professional development $18,500 Chief course is to provide the local and state -level emergency responders with an overview of key 20A-144 duties and responsibilities of a Operations Section Chief Type III in a Type III AHIMT. E/L-960 Division Group This course addresses all roles and $15,500 Supervisor All Risk responsibilities appropriate to a DIVS operating in a local or state -level AHIMT or response. Those responsibilities fall into two categories: 1 )responding to the incident and commend needs of the incident, and 2) effectively fulfilling the position responsibilities of a Division or Group Supervisor. E/L-962 Planning Section This course addresses all roles and $17,999 Chief responsibilities appropriate to a All Hazards Planning Section Chief operating in a local or state -level All -Hazards Incident Management Team. These responsibilities fall into two categories: 1) managing the planning cycle and 2) tracking resources and incident status. E/L-964 Situation Unit This course addresses all roles and $17,949 Leader responsibilities appropriate to a All -Hazards Situation Unit Leader operating in a local or State -level AHIMT. These responsibilities fall into two categories: Situation Unit Leader duties: 1) processing information and intelligence and 2 developing displays. E/L-965 Resources Unit This course addresses all roles and $17,949 Leader responsibilities appropriate to a All -Hazards Resources Unit Leader operating in a local or state -level AHIMT or as a single resource. E/L-967 Logistics Section This course addresses all roles and $20,853 Chief responsibilities appropriate to a Logistics Section Chief operating on local or State -level All Hazards ICS Incident Management Team. These responsibilities fall into two categories: Logistics Section Chief duties 1) responding to the incident; and 2) effectively fulfilling the position responsibilities of a Logistics Section Chief on an All -Hazards ICS Incident Management Team. E/L-969 Communication This course addresses all roles and $17,949 Unit Leader responsibilities appropriate to a COML operating in a local or state -level AHIMT. 20A-145 E/L-970 Supply Unit Leader Provide local and state -level emergency $17,949 responders with an overview of key duties and responsibilities of a Supply Unit Leader Type III in a Type III All -Hazards Incident Management Team (AHMT). E/L-971 Facilities Unit This course addresses s all roles and $17,949 Leader responsibilities appropriate to a Facilities Unit Leader operating on a local or state -level AHIMT. E/L-973 Finance Section This course addresses all roles and $18,500 Chief responsibilities appropriate to a Finance Section Chief operating in a local or state -level AHIMT. These responsibilities fall into two categories: Finance Section Chief duties 1) managing the Finance/Administration Section personnel and 2) managing the finances and administrative responsibilities during an incident. E/L-975 Finance/Admin This course addresses all roles and $17,949 Unit Leader responsibilities appropriate to operating in one of the Finance/Administration Unit Leader positions on a local or state -level AHIMT or single resource assignment. These responsibilities fall into two categories: 1) responding to the incident and the command needs of the incident, and 2) effectively fulfilling the position responsibilities of a Finance Administration Unit Leader on an AHIMT or as a single resource. Emergency Operations Despite the importance of EOC coordination $5,604 Center (EOC) Action and planning, there are few resources available Planning (EOCAP) - CA- for EOC personnel to improve their skills and 007 COMM knowledge in this area. This interactive one -day course provides instruction on the EOC coordination process with a focus on the role of the EOC Management Section and the inputs, processes, and outputs of developing the EOC coordination plan. Students receive instruction on the best practices and tools that feed the EOC coordination process and are afforded the opportunity to apply their training during hands-on activities. 20A-146 Emergency Operations This course focuses on EOC Management and $11,083 Center (EOC) Management Operations. Content includes Multiagency and Operations G775 Coordination, EOC design, how to staff, activate and deactivate an EOC. Performance Objectives - Multiagency Coordination Systems (MACS) and where EOCs fit into MACS per NIMS - Factors to consider when staffing the EOC and ways to organize staff - NIMS requirements for interoperable and redundant communications - EOC information needs and equipment to support those needs - Analyze current EOC functions and alternate EOCs - Processes to activate and deactivate the EOC - ICS/EOC interface - Training and exercising your EOC personnel Emergency Operations The Situational Awareness and Common $12,500 Center (EOC) Situational Operational Picture for Emergency Operations Awareness and Common Centers Course is a 16-hour, classroom Operation Picture delivered, training course that is U.S. Department of Homeland Security certified and a CSTI Type III EOC Position Credentialing requirement. The course is designed to build the situational awareness and common operating picture (SA/COP) skills, knowledge, and capabilities of responders supporting all -hazards response operations in the field and emergency operations centers. In addition to SA/COP instruction, the course also provides practical strategies and tools to synchronize workflow during the EOC action planning process (Planning P). The training is a combination of lecture, hands-on activities, and culminates with an innovative, emergency management board game that affords students the opportunity to apply the SA/COP principles and tools in a collaborative, teambuilding environment. Emergency Planning This course provides the students with training in the $20,853 (G235) fundamentals of the emergency planning process, including the rationale behind planning. It will develop the students' capacity for effective participation in the all -hazard emergency operations planning process to save lives and protect property threatened by disaster. 20A-147 EOC Action Planning Similar to the EOC Action Planning course but $20,853 (G626) truncated, this courses focuses on the fundamentals of the EOC Action Planning process. EOC Management and This course focuses on EOC Management and $11,083 Operations (G775) Operations. Content includes Multiagency Coordination, EOC design, how to staff, activate and deactivate an EOC. Performance Objectives - Multiagency Coordination Systems (MACS) and where EOCs fit into MACS per NIMS - Factors to consider when staffing the EOC and ways to organize staff - NIMS requirements for interoperable and redundant communications - EOC information needs and equipment to support those needs - Analyze current EOC functions and alternate EOCs - Processes to activate and deactivate the EOC - ICS/EOC interface - Training and exercising your EOC personnel Essential EOC This training module focuses on key Emergency $7,023 Section/Planning Training - Operations Center (EOC) positions within the Finance and Administration Finance & Admin Section based on the state (G110-F) OES EOC Section/Position credentialing document. Essential EOC This training module focuses on key Emergency $7,023 Section/Planning Training - Operations Center (EOC) positions within the Logistics (G110-L) Logistics Section based on the state OES EOC Section/Position credentialing document. Essential EOC This training module focuses on key Emergency $7,023 Section/Planning Training - Operations Center (EOC) positions within the Management (GI I0-M) Management Section based on the state OES EOC Section/Position credentialing document. Essential EOC This training module focuses on key Emergency $7,023 Section/Planning Training - Operations Center (EOC) positions within the Operations (G110-O) Operations Section based on the state OES EOC Section/ Position credentialing document. Essential EOC This training module focuses on key Emergency $7,023 Section/Planning Training - Operations Center (EOC) positions within the Planning and Intelligence Planning and Intel Section based on the state (G110-P) OES EOC Section/Position credentialing document. 20A-148 Essential EOC Action This course is intended to state certify $9,873 Planning TTT (G626) instructors so they can offer the CSTI/Cal OES approved Essentials of Action Planning Course. Once the instructor is certified as an Outreach Instructor, he/she will be able to request state certification from CSTI/Cal OES for the students attending the "Outreach" Essentials of Action Planning Course. G-191: ICS/EOC Interface The goal of this professional development $9,195 Workshop course, E/L/G 0191 Emergency Operations Center/Incident Command System Interface, is to enable the students to develop an effective interface between the Incident Command/Unified Command and the Emergency Operations Center by applying National Incident Management System principles. Selection Criteria: The intended audience(s) are federal, state, tribal, territorial, local level, private industry, volunteer and nongovernmental emergency management personnel who are active in a community's ICS and EOC activities. This course works best when delivered to combined audience of ICS and EOC personnel. The materials were developed with the assumption that audience members may have little or no actual experience as a member of an Incident Command Post staff or an EOC Staff. G290/G291 Basic Public The course will enable the participants to $13,500 Information Officer and develop an effective interface between the Joint Information Incident Command and the Emergency System/Joint Information Operations Center (EOC) by applying Incident Center Command (ICS) principles. I-100: Introduction to the The 8-hour course provides training and $5,604 Incident Command System resources, for first -responder personnel who require an introduction to the Incident Command System. The course is designed to enable personnel to operate efficiently during an incident or event within the ICS, SEMS, or NIMS. I-200: Basic Incident This 8-hour course provides training and $5,802 Command System for Initial resources for first responder personnel who Response require a basic understanding of the Incident Command System (ICS). The course is designed to expand upon information covered in the ICS 100 (Introductory) Course and enable 20A-149 personnel to operate more efficiently during on incident or event within the ICS, SEMS, and, NIMS. I-300: Intermediate ICS for This 20-hour course provides training and $9,942 Expanding Incidents resources for personnel who require advanced application of the Incident Command System (ICS). This course expands upon information covered in ICS 100 and 200 courses. The course also allows those identified personnel, including public health personnel, to comply with ICS level 300 training. I-400: Advanced ICS for This 16-hour course provides training and $8,502 Command and General Staff resources for personnel who require advanced understanding and application of the Incident Command System (ICS). This course expands upon information covered in the ICS 300 course. I-700: National Incident This course provides an overview of the $2,500 Management System, An National Incident Management System (NIMS). Introduction The National Incident Management System defines the comprehensive approach guiding the whole community - all levels of government, nongovernmental organizations (NGO), and the private sector - to work together seamlessly to prevent, protect against, mitigate, respond to, and recover from the effects of incidents. The course provides learners with a basic understanding of NIMS concepts, principles, and components. I-800: National Response The goal of the IS-0800.d, National Response $2,500 Framework, An Framework, An Introduction, is to provide Introduction guidance for the whole community. Within this broad audience, the National Response Framework focuses especially on those who are involved in delivering and applying the response core capabilities 20A-150 0-305 - Type 3 Incident Management Training This course serves as a basic introduction to the activities and processes of a Type 3 All -Hazards Incident Management Team (AHIMT), enabling them to be better prepared to support large scale or complex operations in their communities. This course meets the needs of the National Incident Management System (NIMS) and the National Response Framework (NRF) while focusing on the importance of developing and operating as a functional USFA Type 3 AHIMT and will assist individual responders to perform as viable team members. $33,433 Situational Awareness (SA) The Situational Awareness and Common $12,500 and Common Operating Operational Picture for Emergency Operations Picture (COP) Course Centers Course is a 16-hour, classroom delivered, training course that is U.S. Department of Homeland Security certified and a CSTI Type III EOC Position Credentialing requirement. The course is designed to build the situational awareness and common operating picture (SA/COP) skills, knowledge, and capabilities of responders supporting all -hazards response operations in the field and emergency operations centers. In addition to SA/COP instruction, the course also provides practical strategies and tools to synchronize workflow during the EOC action planning process (Planning P). The training is a combination of lecture, hands-on activities, and culminates with an innovative, emergency management board game that affords students the opportunity to apply the SA/COP principles and tools in a collaborative, tearnbuilding environment. 20A-151 EXERCISES A) Discussion -Based Exercises - focus on strategic, policy -oriented issues; facilitators and/or presenters usually lead the discussion, keeping participants on track towards meeting exercise objectives. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Range of Cost (Estimated) Seminar Seminars generally orient participants to, or $20,000 provide an overview of, authorities, strategies, plans, policies, procedures, protocols, resources, concepts, and ideas. Seminars can be valuable for entities that are developing or making major changes to existing plans or procedures. Workshop Although similar to seminars, workshops differ $20,000 in two important aspects: 1. participant interaction is increased, and 2. focus is placed on achieving or building a product. To be effective, workshops should have clearly defined objectives, products, or goals, and should focus on a specific issue. Tabletop Tabletop Exercises (TTX) are intended to $25,000 generate discussion of various issues regarding a hypothetical simulated emergency. They can be used to enhance general awareness, validate plans and procedures, rehearse concepts, and/or assess the types of systems needed to guide the prevention of, protection from, mitigation of, response to, and recovery from a defined incident. The effectiveness of a TTX is derived from the energetic involvement of participants and their assessment of recommended revisions to current policies, procedures, and plans; therefore facilitation is critical to keeping participants focused on exercise objectives. 20A-152 B) Operation -Based Exercises - used to validate plans, policies, agreements, and procedures; clarify roles and responsibilities; and identify resource gaps. Exercises are characterized by actual reaction to an exercise scenario, such as initiating communications or mobilizing personnel and resources. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Range of Cost (Estimated) Drill A drill is a coordinated, supervised activity $30,000 usually employed to validate a specific function or capability in a single agency or organization. Drills are commonly used to provide training on new equipment, validate procedures, or practice and maintain current skills. For every drill, clearly defined plans, procedures, and protocols need to be in place. Personnel need to be familiar with those plans and trained in the processes and procedures to be drilled. Functional Functional Exercises (FE) are designed to $50,000 validate and evaluate capabilities, multiple functions and/or sub -functions, or interdependent groups of functions. FEs are typically focused on exercising plans, policies, procedures, and staff members involved in management, direction, command, and control functions. An FE is conducted in a realistic, real-time environment; however, movement of personnel and equipment is usually simulated. Full -Scale Full -Scale Exercises (FSE) are typically the $85,000 most complex and resource -intensive type of exercise. They involve multiple agencies, organizations, and jurisdictions and validate many facets of preparedness. FSEs often include many players operating under cooperative systems such as the Incident Command System (ICS) or Unified Command. In an FSE, events are projected through an exercise scenario with event updates that drive activity at the operational level. FSEs are usually conducted in a real-time, stressful environment that is intended to mirror a real incident. Throughout the duration of the exercise, many activities occur simultaneously. 20A-153 Exhibit 6 AGREEMENT TO PROVIDE TRAINING COURSES AND EXERCISES FOR THE ANAHEIM / SANTA ANA URBAN AREA ON AN AS -NEEDED BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between The Cadmus Group LLC. ("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 10, 2020, the Santa Ana Police Department ("SAPD") issued Request for Qualifications No. 20-062 ("RFQ"), by which it sought to identify and qualify suitable vendors capable of delivering a broad choice of homeland security -related training courses and exercises conducted by professionals in the fields of law, fire, public health, emergency management and cybersecurity. B. These courses are in support of the Anaheim/Santa Ana Urban Area ("ASAUA") Homeland Security Regional Training and Exercise Program and will be funded by a grant awarded to the City by the United States Department of Homeland Security's Urban Areas Security Initiative ("UASI") and administered by SAPD. The ASAUA consists of the incorporated cities in Orange County and the police departments of the University of California, Irvine, California State University, Fullerton, and community colleges in the County of Orange. C. Through SAPD, the training and exercise programs will be made available to agencies in the ASAUA on an as -needed basis to enhance domestic preparedness for acts of terrorism. D. Contractor submitted a responsive proposal that was among those selected by the City. E. 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 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 as -needed basis, and at the sole discretion of City, Contractor shall conduct the training and/or exercise programs described in the scope of services provided in the RFQ and attached hereto as Exhibit A. Contractor's proposal is incorporated by reference as though fully set forth herein. In the performance of all services, Contractor shall comply and provide the required training/classes and exercises attached hereto as Exhibit B. 20A-154 Page 1 of12 2. CHANGE ORDERS/AMENDMENTS a. To maintain flexibility that allows first responders to address emerging and unforeseeable threats, the ASAUA Homeland Security Regional Training and Exercise Program will utilize a Change Order provision to request other training and exercise courses at the City's request. Change Orders will be used to approve training and/or exercises and can modify the existing scope of work for specialty and other ad -hoc training and exercises on an as needed basis. Change Orders will be drafted by the UASI Grant Coordinator, reviewed and approved by the Contractor, then forwarded to the Chief of Police and the City Manager for the City of Santa Ana or their designees for approval. b. Any change order that contains any terms contrary to services provided within this Agreement shall be void, unless City and Consultant have expressly agreed in a writing, requiring approval by the City Manager and the City Attorney's office. Consultant agrees and understands that substantive changes to the terms of the Agreement are subject to approval by the City Council. 3. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Any compensation payable to Contractor shall be paid from a portion of the above - referenced UASI grant awarded to the City in the amount of $3,147,600, which shall serve as the total amount payable for all training and exercise programs supplied under RFQ No. 20-062. 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date stated above and continue through November 30, 2023, unless terminated earlier in accordance with Section 18, below. The term of this Agreement may be extended for up to two (2) one (1) year period upon a writing executed by the City Manager and the City Attorney and subject to funding. 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 20A-155 Page 2 of 12 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. 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 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. 20A-156 Page 3 of 12 C. Worker's Compensation Insurance. hi 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 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) 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. 8. INDEMNIFICATION 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 negligence 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 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. 20A-157 Page 4 of 12 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. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify, and hold harmless City, its officers, agents, representatives, and employees against any and all liability or losses, including costs and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright, alleged or contained in the work product or documents provided or used by Contractor under this Agreement. 10. CONFORMITY WITH LAW AND SAFETY In performing any services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over the scope of services, including all provisions of the California Occupational Safety and Health Act. Contractor shall indemnify, defend, and hold harmless City from any and all liability, fines, penalties, and consequences from any of Contractor's failures to comply with such laws, ordinances, codes, and regulations. 11. 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. 12. 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 20 " -158 Page 5 of 12 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. 13. CONFLICT OF INTEREST CLAUSE a. 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. b. The parties understand that outside parties, subject to receipt of financial benefit from UASI funding, as noted in Recital Section B and the RFQ, are often utilized by the ASA UASI as subject matter expert reviewing training and exercise proposals. To avoid potential conflict of interest of engaging sub -contractors, subject to receipt of financial benefit from UASI funding, shall not be engaged by the Contractor as a sub- contractor to provide the services provided in this Agreement, or any change order or amendment thereto. 14. 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: Roland Andrade, Sergeant UASI Grant Coordinator Homeland Security Division Santa Ana Police Department 20A-159 Page 6 of12 To Contractor: 60 Civic Center Plaza Santa Ana, CA 92701 Christy Welch, Contracts Manager The Cadmus Group LLC. 1620 Broadway, Suite G Santa Monica, CA. 90404 (703) 247-6133 contracts@cadmusgroup.com 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. 15. 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. 16. 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 consultants retained by City. 20A-160 Page 7 of 12 17. WAIVER No waiver of a 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, 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. TERNIINATION 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, City 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NONDISCRINIINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 20. 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 farther 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. 21. 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 20 -161 Page 8 of 12 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. 22. CERTIFICATIONS a. Debarment and Suspension. Contractor will comply, and all its subcontractors 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. 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 disabled person shall, solely by reason of disability 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. Contractor agrees it will ensure that requirements of The Act shall be included in any agreements with and be binding on all of its 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, and all its subcontractors 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 subcontractors 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 subcontractors 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 20A-162 Page 9 of 12 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 Contractor, Contractor will forward a copy of the findings to City, which will, in turn, 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 subcontractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment -Opportunity," as amended by 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 subcontractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. in. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors 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 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. 20A-163 Page 10 of 12 q Contractor may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA), and City reserve a royalty -free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the Contractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. 23. AUSCELLANEOUS 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. [signature page to follow] 20A-164 Page 11 of 12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Tamara Bogosian Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: By: Chri ty Welch Title: Contracts Manager 20A-165 Page 12 of 12 I. 1*4111HI SCOPE OF SERVICES The specific requirements of this RFQ have been listed in two sections to allow proposers to respond to either, the training courses component, the exercise component, or both. There is no requirement the Proposer must respond to both components of the RFQ. IL TRAINING COURSES A. ASAUA currently requires training courses in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct training courses, which it has been successfully prequalified for, at various locations/venues within the ASAUA. C. Contractor shall prepare course flyers, register attendees, record attendance by signed roster, provide certificates of completions, and verify course completion by the participants. D. Contractor shall prepare and present specified training courses. Course material shall be available at the time the training is provided for each of the training courses the proposer has outlined in their SOQ. E. All training courses presented must meet state and federal guidelines and be approved by Cal OES and DHS for reimbursement under the Homeland Security Grant Program prior to delivery. Refer to the Cal OES website at: http://www.caloes.ca.gov/cal-oes- divisions/california-specialized-training-institute and the DHS website at: https://www.fema.gov/training for further information regarding state and federal guidelines for Department of Homeland Security grants. If any portion of the training course occurs outside of the classroom, an Environmental & Historic Preservation (EHP) approval must be obtained from FEMA/Cal OES prior to delivery of the course. The EHP approval is location specific and if an EHP approval is required, one must be obtained for each location where the course is delivered. It shall be the responsibility of the Proposer to complete all of the forms and documentation necessary to obtain the required approvals. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval has been issued to the ASAUA before delivery of the training course. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. 20A-166 F. Contractor shall offer course content that satisfies the five preparedness priorities identified in the ASAUA Multiyear Training & Exercises plan. The ASAUA MTEP is attached for reference. G. Contractor shall provide all required training material, handouts, course syllabus and/or written curriculum. H. Contractor shall collect written survey comments/course evaluations from participants at the conclusion of every course offered. Survey/course evaluations will be conducted in a manner specified by the City. A standardized course survey form will be provided to the successful proposers. A record of responses shall be maintained throughout the tern of the agreement by Contractor, and organized by training course, date, instructor, etc. Frequently mentioned comments shall be reported to City Project Manager. Electronic reporting shall be made available to the City upon request. L City reserves the right to cancel training courses with fourteen (14) calendar days' notice of delivery date. City shall not be charged for the class, travel costs, or training materials by Contractor if cancellation occurs within this period. J. City reserves the right to cancel training courses for student minimums not being met. K. Contractor shall provide and assign high quality instructors on a consistent basis to deliver the specified courses. L. All instructors shall use the methods suggested by the training protocols established, such as maintaining and updating each training syllabus; introducing and following objectives for each class; completing training as described; and utilizing training aids such as audio/visual systems. M. Contractor and all its instructors shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services, or to report complaints. N. Contractor will be paid for services rendered. Training days are generally eight (8) hours long (e.g. 8:00 AM — 5:00 PM), including a one (1) hour lunch break. Schedule should include regular breaks on a 50/10 break ratio — for every fifty (50) minutes of instruction, there should be a ten (10) minute break. Half days are defined as four (4) hours or less of instruction. O. Training venues may be provided by the City or by hosting agencies based on the needs of the course. Contractor must be able to secure training sites at any of the jurisdictions within the ASAUA. P. All Contractor -developed courses must be approved by California Office of Emergency Services (Cal OES) for reimbursement under the Homeland Security Grant Program prior to delivery. It is the responsibility of the Contractor to prepare all forms and documentation necessary to obtain all course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the 20A-167 requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. Q. The anticipated start date of this agreement is Winter of 2020. Usage under agreements awarded as a result of this RFQ will begin at this time. R. Depending on the training or exercise, Contractor's instructors and courses may be required to be California Peace Officer Standards & Training (POST) certified or California State Fire Marshal approved. It shall be the responsibility of the Contractor to obtain all POST certifications and California State Fire Marshal course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the requests for certifications and approval. The City shall not be billed for any costs associated with obtaining these certifications and approvals. S. A list of "approved" courses is available from Cal OES at www.caloes.ca.gov and a list of Federal Emergency Management Agency (FEMA) approved classes is available at www.fema.gov/training T. Contractors are responsible for providing all course materials and delivering it to the site(s) of all training at their cost. U. Contractor must work with the ASAUA Homeland Security Regional Training and Exercise Program Manager and requesting agencies to coordinate the training calendar and venue. V. When required, Contractor must obtain the applicable certifications for developed courses before training begins. The need for certification will be determined by the ASAUA Training & Exercise Program Manager. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required certifications at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. W. Contractor will be required to obtain Emergency Medical Association (EMA) or Emergency Management Institute (EMI) certification on developed courses at its cost if the course content contains materials that require state and/or federal certification. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Contractor with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. X. Contractor may not charge the City for materials brought to the class that are not utilized. Y. Proposers may be selected to provide training based on their expertise within a specific discipline. • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management 20A-168 • Cyber Security Z. Contractors shall ensure that training participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. III. DELIVERABLES / REPORTS FOR TRAINING COURSES A. Course Surveys / Evaluations Course surveys/evaluations results will be tabulated and scored by Contractor. Summary of the results will be provided to the ASAUA Training & Exercise Program Manager. 2. Completed course survey/evaluation forms will be provided to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. B. Contractor must provide course flyers for all training courses to be delivered at its cost. The City will manage distribution of such flyers. C. Contractor must provide to the ASAUA Training & Exercise Program Manager all rosters and sign -in sheets upon completion of the training course for all training courses delivered. Contractor shall maintain a record of all original and electronic copies of all sign -in sheets. Electronic copies of rosters and sign -in sheets must be submitted along with invoices issued to City. D. Contractor shall provide certificates of completion to all students that successfully complete a training course at the conclusion of the training course and provide copies of the certificates to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. Contractor shall maintain a record of all certificates provided students. IV. QUANTITIES FOR TRAINING COURSES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. V. PRICING FOR TRAINING COURSES A. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. B. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. C. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. D. Pricing shall include any and all payment incentives available to the City. 20A-169 E. Proposers are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. F. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. VI. AWARD FOR TRAINING COURSES A. City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ, from any Exhibits attached hereto, or from any subsequent addenda; to waive informalities and minor irregularities in responses received; and to provide an opportunity for Proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award an agreement to a single Proposer or multiple Proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement pursuant to this RFQ will be required. E. Any agreement must be negotiated, finalized, and approved by the recommend Contractor prior to City Council approval. F. RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda, and SOQs, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. VIL METHOD OF ORDERING TRAINING COURSES A. As training is required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. C. Price quotations will be reviewed and Contractor(s) will be selected by the UASI Grant Office. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from Contractor(s). The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. 20A-170 D. POs will be transmitted electronically, and shall be the only authorization for the Contractor to place an order. E. POs and payments for service will be issued only in the name of the Contractor. F. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. G. Change orders shall be agreed upon by Contractor and City, and issued as needed in writing by the City. VIIL ACCOUNT MANAGER / SUPPORT STAFF FOR TRAINING COURSES IX. A. Proposer shall provide a dedicated, competent Account Manager who shall be responsible for the City's account / agreement. The Account Manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours (7:00 AM — 5:00 PM), Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Contractor's Account Manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. D. Contractor's Account Manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments. A. ASAUA requires seminars, workshops, tabletops, drills, functional, and full-scale exercises in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct seminars, workshops, tabletops, drills, functional, and full-scale exercises at various locations/venues within the ASAUA. All drills, functional and full scale exercises will require an EHP approval from FEMA/Cal OES prior to delivery. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required EHP approvals at its cost. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval letter has been issued to the ASAUA before delivery of any seminars, workshops, tabletops, drills, functional, and full-scale 20A-171 exercises. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of requests for approval. C. All exercises must be conducted in a manner which adheres to all applicable state and federal guidelines, including exercise design and development guidelines outlined in the HSEEP. D. When conducting seminars, workshops, tabletops, drills, functional and fall -scale exercises, Contractor shall provide all required exercise consumables, printed materials, handouts, and other materials such as, but not limited to, exercise manuals, special effects, actor moulage, supplies, signage, etc. at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. E. Contractor shall provide and assign high quality personnel such as exercise designers, directors, controllers, evaluators, and support personnel on a consistent basis to deliver the specified seminars, workshops, tabletops, drills, functional, and full-scale exercises. F. Contractor shall provide all multi -media devices necessary for presentations during seminars, workshops, tabletops, drills, functional, full-scale exercises, and any planning meetings and conferences. G. Contractor and its exercise personnel shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services or to report complaints. H. Seminar, workshop, tabletop, drill, functional and full-scale exercise venues maybe provided by the City or by hosting agencies based on the needs of the exercise. Contractor must be able to secure exercise sites at any of the jurisdictions within the ASAUA. L Contractor is responsible for providing exercise materials and delivering it to the site(s) of all seminars, workshops, tabletops, drills, functional and full-scale exercises at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. Contractor may not charge the City for materials brought to the seminars, workshops, tabletops, drills, functional, and full-scale exercises that are not utilized. K. Contractor shall ensure that exercise participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. X. QUALIFICATIONS — HOMELAND SECURITY EXERCISE EXPERIENCE The following elements outline the type of experience and expertise proposers should possess related to the development and delivery of seminars, workshops, tabletops, drills, functional and full-scale exercises. Proposers will document their experience and expertise in their SOQs. ASAUA requires seminars, workshops, tabletops, drills, functional and full-scale exercises in the following specific disciplines: 20A-172 • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security A. Proposer should be experienced and proficient in the design and delivery of relevant homeland security related seminars, workshops, tabletops, drills, functional and full-scale exercises. B. Proposer should have staff that is experienced and proficient in developing seminars, workshops, tabletops, and drills, functional and full-scale exercises in accordance with HSEEP guidelines. C. Proposer should have staff that is experienced and proficient in conducting seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. D. Proposer should have staff that is experienced and proficient in providing training to and coordinating exercise evaluators, controllers, and Simulation Cell operators. XI. DELIVERABLES / REPORTS FOR EXERCISES A. Exercise Documents: Contractor shall provide all documents necessary to conduct seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. These documents should include, but not be limited to: Exercise Plan, Controller/Evaluator Plan, Master Scenario Events List (MSEL), Exercise Evaluation Guides, etc. B. Contractor must provide rosters, sign -in sheets, and presentation materials for all planning meetings conducted in support of all seminars, workshops, tabletops, drills, functional and full-scale exercises and will deliver to the ASAUA Training & Exercise Program Manager upon completion of the planning activity at its cost. C. Contractor must complete After Action Reports (AARs) for all seminars, workshops, tabletops, drills, functional and full-scale exercises. Copies of these AARs must be provided to the ASAUA Training & Exercise Program Coordinator within 60 days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. D. Contractor must complete an Improvement Plan for each seminar, workshop, tabletop, drill, functional and full-scale exercise delivered. Copies of the Improvement Plan will be provided to the ASAUA Training & Exercise Coordinator within 60 calendar days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. E. Proposer shall upload, on behalf of the ASAUA, all necessary AARs and Improvement Plans into HSEEP within 60 calendar days of completing any exercise activity. 20A-173 XII. QUANTITIES FOR EXERCISES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. XIIL PRICING FOR EXERCISES A. All price quotes offered during an informal request for quote process will remain firm for the term of the resulting PO under the Agreement. B. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. C. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. D. Any price increase or decrease for subsequent contract terms may be negotiated between Proposer and City only after completion of the initial term. E. Taxes and freight charges: I_ The City is soliciting a total price per single delivery of each seminar, workshop, tabletop, drill, functional, and full-scale exercise. The price quoted for each seminar, workshop, tabletop, drill, functional, and full-scale exercise shall be the total cost the City will pay including Sales, Use, or other taxes and all other charges. 2. No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the SOQ. 3. Amount paid for transportation of property to the City of Santa Ana is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping papers show the consignee is the City of Santa Ana; as such papers may be acceptable by the carrier as proof of the exempt character of the shipment. 4. Articles sold to the City of Santa Ana are exempt from certain Federal excise taxes. The City will furnish an exemption certificate. F. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. G. Price quotes shall include any and all payment incentives available to the City. H. Proposer are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. 20A-174 I. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. XIV. AWARD FOR EXERCISES A. The City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ or from any Exhibits attached hereto, to waive informalities and minor irregularities in responses received, and to provide an opportunity for proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award to a single or multiple proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement will be required. E. Agreement must be negotiated, finalized, and signed by the recommend awardee(s) prior to City Council approval. F. Final Agreement terms and conditions will be negotiated with the selected Contractors. G. The RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda and Proposer's SOQ, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. XV. METHOD OF ORDERING FOR EXERCISES A. As exercises are required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Contractors who have been qualified will be provided a scope of work for the desired seminar, workshop, tabletop, drill, functional or full-scale exercise and requested to provide a written quotation. These quotations will be reviewed and evaluated by the ASAUA Grant Office. The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. C. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. D. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from the Contractor(s). 20A-175 E. POs will be faxed, transmitted electronically, or mailed and shall be the only authorization for the Contractor o place an order. F. POs and payments for service will be issued only in the name of the Contractor. G. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. H. Change orders shall be agreed upon by Contractor and City and issued as needed in writing by the City. XVI. ACCOUNT MANAGER / SUPPORT STAFF FOR EXERCISES A. Proposer shall provide a dedicated competent account manager who shall be responsible for the City account / agreement. The account manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours, Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Proposer account manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. Proposer account manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments as required. XVIL INVOICING FOR TRAINING AND/OR EXERCISE COURSES A. Contractor shall invoice the City, unless otherwise advised, upon satisfactory receipt of performance of services. B. City will use best efforts to make payments within forty-five (45) days following receipt and review of invoice and upon complete satisfactory receipt of performance of services. C. Invoices should be Emailed to: Sgt. Roland Andrade Santa Ana Police Department Homeland Security Division / M-18 60 Civic Center Plaza P.O. Box 1981 Santa Ana, CA 92701 Email: RAndrade2 cksanta-ana.ora D. City shall notify Contractor of any adjustments required to invoices. 20A-176 E. Invoices shall include, at minimum: • City PO number (if applicable); • Invoice number; • Agreement number; • Remit to address; • Itemized services; • Course description • Pricing as per agreement; • Instructor name; • Number of participants; • Course date(s); and • Shall be accompanied by acceptable proof of delivery. F. Contractor shall utilize standardized invoices upon request. G. Invoices shall only be issued by the Contractor who is awarded an agreement. H. Payments will be issued to and invoices must be received from the same Contractor whose name is specified on the POs. 20A-177 COSTS — TRAINING CLASSES AND/OR EXERCISES A) Discussion -Based Exercises - focus on strategic, policy -oriented issues; facilitators and/or presenters usually lead the discussion, keeping participants on track towards meeting exercise objectives. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Variables Range of Cost (Estimated) Seminar A facilitated, discussion -based Participants (#), $8,000 - exercise that provides Facilitation, Hours, $35,000 participant's an overview of Materials, Location authorities, strategies, plans, policies, procedures, protocols, resources, concepts, and ideas Workshop A facilitated, discussion -based Participants (#), $10,000 - exercise that results in a Facilitation, Hours, $45,000 tangible output, often in Materials, support of development of Location, Plans plans/policies Tabletop A facilitated, discussion -based Participants (#), $25,000 - exercise that often employs a Facilitation, Hours, $50,000 scenario and discussion Materials, questions to examine a Location, simulated emergency Reporting/Plans 20A-178 B) Operation -Based Exercises - used to validate plans, policies, agreements, and procedures; clarify roles and responsibilities; and identify resource gaps. Exercises are characterized by actual reaction to an exercise scenario, such as initiating communications or mobilizing personnel and resources. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Variables Range of Cost (Estimated) Drill An operations -based exercise Preparation, $20,000 - that examines a single Planning Meetings, $60,000 operation or function, often Participants (#), within one organization Facilitation, Hours, Materials, Site/Mgt. Locations, Reporting/Plans, Travel & Expenses, Moulage, Media, Volunteer Coordination Functional An operations -based exercise Preparation, $60,000 - that simulates movement of Planning Meetings, $110,000 resources and non-playing Participants (#), organizations, often managed Facilitation, Hours, by a Simulation Cell Materials, Site/Mgt. Locations, Reporting/Plans, Travel & Expenses Full -Scale An operations -based exercise Preparation, $80,000 - that includes the movement of Planning Meetings, $155,000 resources and asset and Participants (#), typically involves multiple Facilitation, Hours, agencies Materials, Site/Mgt. Locations, Reporting/Plans, Travel & Expenses, Moulage, Media, Volunteer Coordination 20A-179 Exhibit 7 AGREEMENT TO PROVIDE TRAINING COURSES AND EXERCISES FOR THE ANAHEIM / SANTA ANA URBAN AREA ON AN AS -NEEDED BASIS THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between The Olson Group, Ltd. ("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 10, 2020, the Santa Ana Police Department ("SAPD") issued Request for Qualifications No. 20-062 ("RFQ"), by which it sought to identify and qualify suitable vendors capable of delivering a broad choice of homeland security -related training courses and exercises conducted by professionals in the fields of law, fire, public health, emergency management and cybersecurity. B. These courses are in support of the Anaheim/Santa Ana Urban Area ("ASAUA") Homeland Security Regional Training and Exercise Program and will be funded by a grant awarded to the City by the United States Department of Homeland Security's Urban Areas Security Initiative ("UASI") and administered by SAPD. The ASAUA consists of the incorporated cities in Orange County and the police departments of the University of California, Irvine, California State University, Fullerton, and community colleges in the County of Orange. C. Through SAPD, the training and exercise programs will be made available to agencies in the ASAUA on an as -needed basis to enhance domestic preparedness for acts of terrorism. D. Contractor submitted a responsive proposal that was among those selected by the City. E. 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 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 as -needed basis, and at the sole discretion of City, Contractor shall conduct the training and/or exercise programs described in the scope of services provided in the RFQ and attached hereto as Exhibit A. Contractor's proposal is incorporated by reference as though fully set forth herein. In the performance of all services, Contractor shall comply and provide the required training/classes and exercises attached hereto as Exhibit B. 20A-180 Pagel of12 2. CHANGE ORDERS/AMENDMENTS a. To maintain flexibility that allows first responders to address emerging and unforeseeable threats, the ASAUA Homeland Security Regional Training and Exercise Program will utilize a Change Order provision to request other training and exercise courses at the City's request. Change Orders will be used to approve training and/or exercises and can modify the existing scope of work for specialty and other ad -hoc training and exercises on an as needed basis. Change Orders will be drafted by the UASI Grant Coordinator, reviewed and approved by the Contractor, then forwarded to the Chief of Police and the City Manager for the City of Santa Ana or their designees for approval. b. Any change order that contains any terms contrary to services provided within this Agreement shall be void, unless City and Consultant have expressly agreed in a writing, requiring approval by the City Manager and the City Attorney's office. Consultant agrees and understands that substantive changes to the terms of the Agreement are subject to approval by the City Council. 3. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Any compensation payable to Contractor shall be paid from a portion of the above - referenced UASI grant awarded to the City in the amount of $3,147,600, which shall serve as the total amount payable for all training and exercise programs supplied under RFQ No. 20-062. 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date stated above and continue through November 30, 2023, unless terminated earlier in accordance with Section 18, below. The term of this Agreement may be extended for up to two (2) one (1) year period upon a writing executed by the City Manager and the City Attorney and subject to funding. 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 20 -181 Page 2 of 12 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. 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 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. 20A-182 Page 3 of 12 C. Worker's Compensation Insurance. hi 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 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) 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. 8. INDEMNIFICATION 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 negligence 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. 20A-183 Page 4 of 12 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. Contractor's indemnification obligations in this section shall survive expiration of this Agreement. 9. INTELLECTUAL PROPERTY INDEMNIFICATION Contractor shall defend, indemnify, and hold harmless City, its officers, agents, representatives, and employees against any and all liability or losses, including costs and attorney's fees, for infringement of any United States' letters patent, trademark, or copyright, alleged or contained in the work product or documents provided or used by Contractor under this Agreement. 10. CONFORMITY WITH LAW AND SAFETY In performing any services under this Agreement, Contractor shall observe and comply with all applicable laws, ordinances, codes, and regulations of governmental agencies, including federal, state, municipal, and local governing bodies having jurisdiction over the scope of services, including all provisions of the California Occupational Safety and Health Act. Contractor shall indemnify, defend, and hold harmless City from any and all liability, fines, penalties, and consequences from any of Contractor's failures to comply with such laws, ordinances, codes, and regulations. 11. 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. 12. 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 20A-184 Page 5 of 12 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. 13. CONFLICT OF INTEREST CLAUSE a. 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. b. The parties understand that outside parties, subject to receipt of financial benefit from UASI funding, as noted in Recital Section B and the RFQ, are often utilized by the ASA UASI as subject matter expert reviewing training and exercise proposals. To avoid potential conflict of interest of engaging sub -contractors, subject to receipt of financial benefit from UASI funding, shall not be engaged by the Contractor as a sub- contractor to provide the services provided in this Agreement, or any change order or amendment thereto. 14. 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: Roland Andrade, Sergeant UASI Grant Coordinator Homeland Security Division Santa Ana Police Department 20A-185 Page 6 of 12 To Contractor: 60 Civic Center Plaza Santa Ana, CA 92701 Kyle Olson, President The Olson Group Ltd. 300 North Washington Street, Suite 600 Alexandria, VA 22314 (703)518-9982 kbolson@olsongroupltd.com 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. 15. 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. 16. 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 consultants retained by City. 20 " -186 Page 7 of 12 17. WAIVER No waiver of a 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, 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. 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, City 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 19. NONDISCRIMINATION Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 20. 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. 21. 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 20A-187 Page 8 of 12 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. 22. CERTIFICATIONS a. Debarment and Suspension. Contractor will comply, and all its subcontractors 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. 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 disabled person shall, solely by reason of disability 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. Contractor agrees it will ensure that requirements of The Act shall be included in any agreements with and be binding on all of its 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, and all its subcontractors 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 subcontractors 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 subcontractors 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 20A-188 Page 9 of 12 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 Contractor, Contractor will forward a copy of the findings to City, which will, in turn, 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 subcontractors will comply, with all requirements of the Executive Order 11246 of September 24, 1965, entitled "Equal Employment -Opportunity," as amended by 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 subcontractors will comply, with all requirements of the California Public Contract Code Section 10295.3, as applicable. j. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors will comply, with all requirements of Sections 103 and 107 of the Contract Work and Safety Standards Act (40 U.S.C. 327-330) as supplemented by Department of Labor regulations (29 CFR Part 5), as applicable. M. Contractor will comply, and all its subcontractors 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 subcontractors 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 subcontractors 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 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. 20A-189 Page 10 of 12 q Contractor may copyright any books, publications or other copyrightable materials developed in the course of or under this Agreement. However, the federal awarding agency, State Administrative Agency (SAA), and City reserve a royalty -free, non-exclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for federal government, SAA and/or City purpose: (1) the copyright in any work developed through this Agreement; and (2) any rights of copyright to which the Contractor purchases ownership with support through this grant. The Federal government's, SAA's and City's rights identified above must be conveyed to the publisher and the language of the publisher's release form must ensure the preservation of these rights. 23. 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. [signature page to follow] 20A-190 ilaLle 11 of 12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: IA04� Tamara Bogosian Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR: y: 1�yle B. Olson Title: President 20A-191 Page 12 of 12 EXHIBIT A SCOPE OF SERVICES I. REQUIREMENTS The specific requirements of this RFQ have been listed in two sections to allow proposers to respond to either, the training courses component, the exercise component, or both. There is no requirement the Proposer must respond to both components of the RFQ. II. TRAINING COURSES A. ASAUA currently requires training courses in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct training courses, which it has been successfully prequalified for, at various locations/venues within the ASAUA. C. Contractor shall prepare course flyers, register attendees, record attendance by signed roster, provide certificates of completions, and verify course completion by the participants. D. Contractor shall prepare and present specified training courses. Course material shall be available at the time the training is provided for each of the training courses the proposer has outlined in their SOQ. E. All training courses presented must meet state and federal guidelines and be approved by Cal OES and DHS for reimbursement under the Homeland Security Grant Program prior to delivery. Refer to the Cal OES website at: http://www.caloes.ca.gov/cal-oes- divisions/califomia-specialized-training-institute and the DHS website at: httys://www.fema.gov/training for further information regarding state and federal guidelinesfor Department of Homeland Security grants. If any portion of the training course occurs outside of the classroom, an Environmental & Historic Preservation (EHP) approval must be obtained from FEMA/Cal OES prior to delivery of the course. The EHP approval is location specific and if an EHP approval is required, one must be obtained for each location where the course is delivered. It shall be the responsibility of the Proposer to complete all of the forms and documentation necessary to obtain the required approvals. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval has been issued to the ASAUA before delivery of the training course. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. 20A-192 Contractor shall offer course content that satisfies the five preparedness priorities identified in the ASAUA Multiyear Training & Exercises plan. The ASAUA MTEP is attached for reference. G. Contractor shall provide all required training material, handouts, course syllabus and/or written curriculum. H. Contractor shall collect written survey comments/course evaluations from participants at the conclusion of every course offered. Survey/course evaluations will be conducted in a manner specified by the City. A standardized course survey form will be provided to the successful proposers. A record of responses shall be maintained throughout the term of the agreement by Contractor, and organized by training course, date, instructor, etc. Frequently mentioned comments shall be reported to City Project Manager. Electronic reporting shall be made available to the City upon request. City reserves the right to cancel training courses with fourteen (14) calendar days' notice of delivery date. City shall not be charged for the class, travel costs, or training materials by Contractor if cancellation occurs within this period. J. City reserves the right to cancel training courses for student minimums not being met. K. Contractor shall provide and assign high quality instructors on a consistent basis to deliver the specified courses. L. All instructors shall use the methods suggested by the training protocols established, such as maintaining and updating each training syllabus; introducing and following objectives for each class; completing training as described; and utilizing training aids such as audio/visual systems. M. Contractor and all its instructors shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services, or to report complaints. N. Contractor will be paid for services rendered. Training days are generally eight (8) hours long (e.g. 8:00 AM — 5:00 PM), including a one (1) hour lunch break. Schedule should include regular breaks on a 50110 break ratio — for every fifty (50) minutes of instruction, there should be a ten (10) minute break. Half days are defined as four (4) hours or less of instruction. O. Training venues may be provided by the City or by hosting agencies based on the needs of the course. Contractor must be able to secure training sites at any of the jurisdictions within the ASAUA. P. All Contractor -developed courses must be approved by California Office of Emergency Services (Cal OES) for reimbursement under the Homeland Security Grant Program prior to delivery. It is the responsibility of the Contractor to prepare all forms and documentation necessary to obtain all course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the 20A-193 requests for approval. The City shall not be billed for any costs associated with obtaining these approvals. Q. The anticipated start date of this agreement is Winter of 2020. Usage under agreements awarded as a result of this RFQ will begin at this time. R. Depending on the training or exercise, Contractor's instructors and courses may be required to be California Peace Officer Standards & Training (POST) certified or California State Fire Marshal approved. It shall be the responsibility of the Contractor to obtain all POST certifications and California State Fire Marshal course approvals at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of the requests for certifications and approval. The City shall not be billed for any costs associated with obtaining these certifications and approvals. S. A list of "approved" courses is available from Cal OES at www.caloes.ca.gov and a list of Federal Emergency Management Agency (FEMA) approved classes is available at www.fema. eov/training T. Contractors are responsible for providing all course materials and delivering it to the site(s) of all training at their cost. U. Contractor must work with the ASAUA Homeland Security Regional Training and Exercise Program Manager and requesting agencies to coordinate the training calendar and venue. V. When required, Contractor must obtain the applicable certifications for developed courses before training begins. The need for certification will be determined by the ASAUA Training & Exercise Program Manager. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required certifications at its cost. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Proposer with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. W. Contractor will be required to obtain Emergency Medical Association (EMA) or Emergency Management Institute (EMI) certification on developed courses at its cost if the course content contains materials that require state and/or federal certification. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist the Contractor with the submission of the requests for certification. The City shall not be billed for any costs associated with obtaining these certifications. X. Contractor may not charge the City for materials brought to the class that are not utilized. Y. Proposers may be selected to provide training based on their expertise within a specific discipline. • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health 20A-194 • Emergency Management • Cyber Security Z. Contractors shall ensure that training participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. III. DELIVERABLES / REPORTS FOR TRAINING COURSES A. Course Surveys / Evaluations Course surveys/evaluations results will be tabulated and scored by Contractor. Summary of the results will be provided to the ASAUA Training & Exercise Program Manager. Completed course survey/evaluation forms will be provided to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. B. Contractor must provide course flyers for all training courses to be delivered at its cost. The City will manage distribution of such flyers. C. Contractor must provide to the ASAUA Training & Exercise Program Manager all rosters and sign -in sheets upon completion of the training course for all training courses delivered. Contractor shall maintain a record of all original and electronic copies of all sign -in sheets. Electronic copies of rosters and sign -in sheets must be submitted along with invoices issued to City. D. Contractor shall provide certificates of completion to all students that successfully complete a training course at the conclusion of the training course and provide copies of the certificates to the ASAUA Training & Exercise Program Manager within 30 days of delivery of the training course. Contractor shall maintain a record of all certificates provided students. IV. QUANTITIES FOR TRAINING COURSES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. V. PRICING FOR TRAINING COURSES A. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. B. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. C. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. D. Pricing shall include any and all payment incentives available to the City. 20A-195 E. Proposers are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. VI. AWARD FOR TRAINING COURSES A. City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ, from any Exhibits attached hereto, or from any subsequent addenda; to waive informalities and minor irregularities in responses received; and to provide an opportunity for Proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award an agreement to a single Proposer or multiple Proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement pursuant to this RFQ will be required. E. Any agreement must be negotiated, finalized, and approved by the recommend Contractor prior to City Council approval. RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda, and SOQs, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. VIL METHOD OF ORDERING TRAINING COURSES A. As training is required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. C. Price quotations will be reviewed and Contractor(s) will be selected by the UASI Grant Office. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from Contractor(s). The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. 20A-196 D. POs will be transmitted electronically, and shall be the only authorization for the Contractor to place an order. E. POs and payments for service will be issued only in the name of the Contractor. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. G. Change orders shall be agreed upon by Contractor and City, and issued as needed in writing by the City. VIIL ACCOUNT MANAGER / SUPPORT STAFF FOR TRAINING COURSES IX. A. Proposer shall provide a dedicated, competent Account Manager who shall be responsible for the City's account / agreement. The Account Manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours (7:00 AM — 5:00 PM), Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Contractor's Account Manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. D. Contractor's Account Manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments. A. ASAUA requires seminars, workshops, tabletops, drills, functional, and full-scale exercises in the following specific disciplines: • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security B. Contractor shall conduct seminars, workshops, tabletops, drills, functional, and full-scale exercises at various locations/venues within the ASAUA. All drills, functional and full scale exercises will require an EHP approval from FEMA/Cal OES prior to delivery. It shall be the responsibility of the Contractor to complete all forms and documentation necessary to obtain the required EHP approvals at its cost. Contractor shall ensure that, when required, an Environmental Historic Preservation (EHP) approval letter has been issued to the ASAUA before delivery of any seminars, workshops, tabletops, drills, functional, and full-scale 20A-197 exercises. The ASAUA Homeland Security Regional Training and Exercise Program Manager will assist Contractor with the submission of requests for approval. C. All exercises must be conducted in a manner which adheres to all applicable state and federal guidelines, including exercise design and development guidelines outlined in the HSEEP. D. When conducting seminars, workshops, tabletops, drills, functional and full-scale exercises, Contractor shall provide all required exercise consumables, printed materials, handouts, and other materials such as, but not limited to, exercise manuals, special effects, actor moulage, supplies, signage, etc. at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. E. Contractor shall provide and assign high quality personnel such as exercise designers, directors, controllers, evaluators, and support personnel on a consistent basis to deliver the specified seminars, workshops, tabletops, drills, functional, and full-scale exercises. Contractor shall provide all multi -media devices necessary for presentations during seminars, workshops, tabletops, drills, functional, full-scale exercises, and any planning meetings and conferences. G. Contractor and its exercise personnel shall provide immediate feedback to the City via the ASAUA Homeland Security Regional Training and Exercise Program Manger regarding all customer requests for new or additional services or to report complaints. H. Seminar, workshop, tabletop, drill, functional and full-scale exercise venues maybe provided by the City or by hosting agencies based on the needs of the exercise. Contractor must be able to secure exercise sites at any of the jurisdictions within the ASAUA. Contractor is responsible for providing exercise materials and delivering it to the site(s) of all seminars, workshops, tabletops, drills, functional and full-scale exercises at its cost. The City shall not be billed nor will it accept requests for reimbursements and/or billing. Contractor may not charge the City for materials brought to the seminars, workshops, tabletops, drills, functional, and full-scale exercises that are not utilized. K. Contractor shall ensure that exercise participants are members of agencies or organizations located or operating within the ASAUA, or have been approved by the ASAUA Training & Exercise Program Manager or his designee. X. QUALIFICATIONS — HOMELAND SECURITY EXERCISE EXPERIENCE The following elements outline the type of experience and expertise proposers should possess related to the development and delivery of seminars, workshops, tabletops, drills, functional and full-scale exercises. Proposers will document their experience and expertise in their SOQs. ASAUA requires seminars, workshops, tabletops, drills, functional and full-scale exercises in the following specific disciplines: 20A-198 • Law Enforcement/Tactical • Fire/Emergency Medical • Public Health • Emergency Management • Cyber Security A. Proposer should be experienced and proficient in the design and delivery of relevant homeland security related seminars, workshops, tabletops, drills, functional and full-scale exercises. B. Proposer should have staff that is experienced and proficient in developing seminars, workshops, tabletops, and drills, functional and full-scale exercises in accordance with HSEEP guidelines. C. Proposer should have staff that is experienced and proficient in conducting seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. D. Proposer should have staff that is experienced and proficient in providing training to and coordinating exercise evaluators, controllers, and Simulation Cell operators. XI. DELIVERABLES / REPORTS FOR EXERCISES A. Exercise Documents: Contractor shall provide all documents necessary to conduct seminars, workshops, tabletops, drills, functional and full-scale exercises in accordance with HSEEP guidelines. These documents should include, but not be limited to: Exercise Plan, Controller/Evaluator Plan, Master Scenario Events List (MSEL), Exercise Evaluation Guides, etc. B. Contractor must provide rosters, sign -in sheets, and presentation materials for all planning meetings conducted in support of all seminars, workshops, tabletops, drills, functional and full-scale exercises and will deliver to the ASAUA Training & Exercise Program Manager upon completion of the planning activity at its cost. C. Contractor must complete After Action Reports (AARs) for all seminars, workshops, tabletops, drills, functional and full-scale exercises. Copies of these AARs must be provided to the ASAUA Training & Exercise Program Coordinator within 60 days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. D. Contractor must complete an Improvement Plan for each seminar, workshop, tabletop, drill, functional and full-scale exercise delivered. Copies of the Improvement Plan will be provided to the ASAUA Training & Exercise Coordinator within 60 calendar days of any seminars, workshops, tabletops, drills, functional, and full-scale exercises. E. Proposer shall upload, on behalf of the ASAUA, all necessary AARs and Improvement Plans into HSEEP within 60 calendar days of completing any exercise activity. 20A-199 XII. QUANTITIES FOR EXERCISES Quantities listed herein are estimates and are not to be construed as a commitment. No minimum or maximum is guaranteed or implied. XIIL PRICING FOR EXERCISES A. All price quotes offered during an informal request for quote process will remain firm for the term of the resulting PO under the Agreement. B. Unless otherwise stated, Proposer agrees that, in the event of a price decline, the benefit of such lower price shall be extended to the City. C. All prices are to be F.O.B. destination. Any freight/delivery charges are to be included. D. Any price increase or decrease for subsequent contract terms may be negotiated between Proposer and City only after completion of the initial term. E. Taxes and freight charges: The City is soliciting a total price per single delivery of each seminar, workshop, tabletop, drill, functional, and full-scale exercise. The price quoted for each seminar, workshop, tabletop, drill, functional, and full-scale exercise shall be the total cost the City will pay including Sales, Use, or other taxes and all other charges. 2. No charge for delivery, drayage, express, parcel post packing, cartage, insurance, license fees, permits, costs of bonds, or any other purpose, except taxes legally payable by City, will be paid by the City unless expressly included and itemized in the SOQ. 3. Amount paid for transportation of property to the City of Santa Ana is exempt from Federal Transportation Tax. An exemption certificate is not required where the shipping papers show the consignee is the City of Santa Ana; as such papers may be acceptable by the carrier as proof of the exempt character of the shipment. 4. Articles sold to the City of Santa Ana are exempt from certain Federal excise taxes. The City will furnish an exemption certificate. All prices quoted shall be in United States dollars and "whole cent," no cent fractions shall be used. There are no exceptions. G. Price quotes shall include any and all payment incentives available to the City. H. Proposer are advised that in the evaluation of costs, if applicable, it will be assumed the unit price quoted is correct in the case of a discrepancy between the unit price and an extension. 20A-200 I. Federal and State minimum wage laws apply. The City has no requirements for living wages. The City is not imposing any additional requirements regarding wages. XIV. AWARD FOR EXERCISES A. The City reserves the right to reject any or all responses that materially differ from any terms contained in this RFQ or from any Exhibits attached hereto, to waive informalities and minor irregularities in responses received, and to provide an opportunity for proposers to correct minor and immaterial errors contained in their submissions. The decision as to what constitutes a minor irregularity shall be made solely at the discretion of the City. B. The City reserves the right to award to a single or multiple proposers. C. The City has the right to decline to award an agreement or any part thereof for any reason. D. City Council approval to award an Agreement will be required. E. Agreement must be negotiated, finalized, and signed by the recommend awardee(s) prior to City Council approval. F. Final Agreement terms and conditions will be negotiated with the selected Contractors. G. The RFQ specifications, terms, conditions, and Exhibits, RFQ Addenda and Proposer's SOQ, may be incorporated into and made a part of any agreement that may be awarded as a result of this RFQ. XV. METHOD OF ORDERING FOR EXERCISES A. As exercises are required, subsequent solicitations in the form of requests for firm price quotations and scope of work will be requested from Contractors with which the City has an Agreement. B. Contractors who have been qualified will be provided a scope of work for the desired seminar, workshop, tabletop, drill, functional or full-scale exercise and requested to provide a written quotation. These quotations will be reviewed and evaluated by the ASAUA Grant Office. The City shall not be obligated to accept the lowest priced quotation, but will award individual projects in the best interests of the City after all factors have been evaluated. City reserves the right to negotiate scope of work and pricing prior to award of any project. C. Individual order price quotations shall be provided upon request per project and shall include, but not be limited to, an identifying (quotation) number, date, City of Santa Ana agreement number, requestor name and phone number, ship to location, itemization of services with complete description and price per item and a summary of total cost for services, shipping, and tax. D. Purchase Orders (POs) will be issued upon approval of written itemized quotations received from the Contractor(s). 20A-201 E. POs will be faxed, transmitted electronically, or mailed and shall be the only authorization for the Contractor o place an order. POs and payments for service will be issued only in the name of the Contractor. G. Contractor shall adapt to changes to the ordering method or ordering procedures as required by the City during the term of the agreement. H. Change orders shall be agreed upon by Contractor and City and issued as needed in writing by the City. XVL ACCOUNT MANAGER / SUPPORT STAFF FOR EXERCISES A. Proposer shall provide a dedicated competent account manager who shall be responsible for the City account / agreement. The account manager shall receive all orders from the City and shall be the primary contact for all issues regarding the Proposer's response to this RFQ and any agreement which may arise pursuant to this RFQ. B. Proposer shall also provide adequate, competent support staff that shall be able to service the City during normal working hours, Monday through Friday. Such representative(s) shall be knowledgeable about the agreement, training offered, and able to identify and resolve quickly any issues included, but not limited to order and invoicing problems. C. Proposer account manager shall be familiar with City requirements and standards and work with the City to ensure that established standards are adhered to. Proposer account manager shall keep the City and ASAUA Training & Exercise Program Manager informed of requests from departments as required. XVIL INVOICING FOR TRAINING AND/OR EXERCISE COURSES A. Contractor shall invoice the City, unless otherwise advised, upon satisfactory receipt of performance of services. B. City will use best efforts to make payments within forty-five (45) days following receipt and review of invoice and upon complete satisfactory receipt of performance of services. C. Invoices should be Emailed to: Sgt. Roland Andrade Santa Ana Police Department Homeland Security Division / M-18 60 Civic Center Plaza P.O. Box 1981 Santa Ana, CA 92701 Email: RAndrade2na,santa-ana.ore D. City shall notify Contractor of any adjustments required to invoices. 20A-202 E. Invoices shall include, at minimum: • City PO number (if applicable); • Invoice number; • Agreement number; • Remit to address; • Itemized services; • Course description • Pricing as per agreement; • Instructor name; • Number of participants; • Course date(s); and • Shall be accompanied by acceptable proof of delivery. F. Contractor shall utilize standardized invoices upon request. G. Invoices shall only be issued by the Contractor who is awarded an agreement. H. Payments will be issued to and invoices must be received from the same Contractor whose name is specified on the POs. 20A-203 EXHIBIT B COSTS — TRAINING CLASSES AND EXERCISES EXERCISES A) Discussion -Based Exercises - focus on strategic, policy -oriented issues; facilitators and/or presenters usually lead the discussion, keeping participants on track towards meeting exercise objectives. (*Note. Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Variables Range of Cost (Estimated) Seminar/Workshop Seminars generally orient Participants (#), 10-40 Personnel: participants to, or provide Facilitation, $33,765 an overview of, Hours, 41-80 Personnel: authorities, strategies, Materials, $38,130 plans, policies, Location procedures, protocols, resources, concepts, and ideas. Seminars can be valuable for entities that are developing or making major changes to existing plans or procedures. Although similar to seminars, workshops differ in two important aspects: 1. participant interaction is increased, and 2. focus is placed on achieving or building a product. To be effective, workshops should have clearly defined objectives, products, or goals, and should focus on a specific issue. 20A-204 Tabletop Tabletop Exercises (TTX) Participants (#), 10-40 Personnel: are intended to generate Facilitation, $39,585 discussion of various Hours, 41-80 Personnel: issues regarding a Materials, $43,950 hypothetical simulated Location, 81-120 Personnel: emergency. They can be Reporting/Plans $48,800 used to enhance general awareness, validate plans and procedures, rehearse concepts, and/or assess the types of systems needed to guide the prevention of, protection from, mitigation of, response to, and recovery from a defined incident. The effectiveness of a TTX is derived from the energetic involvement of participants and their assessment of recommended revisions to current policies, procedures, and plans; therefore facilitation is critical to keeping participants focused on exercise objectives. 20A-205 B) Operation -Based Exercises - used to validate plans, policies, agreements, and procedures; clarify roles and responsibilities; and identify resource gaps. Exercises are characterized by actual reaction to an exercise scenario, such as initiating communications or mobilizing personnel and resources. (*Note: Estimated costs are example costs only and depict a range that an exercise may fall within. Actual costs can vary and is dependent on the size, scope, and variables involved with a particular exercise) Exercise Type Description Variables Range of Cost (Estimated) Functional Functional Exercises (FE) Preparation, 20-40 Personnel: are designed to validate Planning $65,290 and evaluate capabilities, Meetings, 41-90 Personnel: multiple functions and/or Participants (#), $72,080 sub -functions, or Facilitation, 91-150 Personnel: interdependent groups of Hours, $74,505 functions. FEs are Materials, typically focused on Site/Mgt. exercising plans, policies, Locations, procedures, and staff Reporting/Plans, members involved in Travel & management, direction, Expenses command, and control functions. An FE is conducted in a realistic, real-time environment; however, movement of personnel and equipment is usually simulated. 20A-206 Full -Scale Full -Scale Exercises Preparation, 20-60 Personnel: (FSE) are typically the Planning $82,750* most complex and Meetings, 61-120 Personnel: resource -intensive type of Participants (#), $87,600* exercise. They involve Facilitation, 121-250 Personnel: multiple agencies, Hours, $96,330* organizations, and Materials, *Additional jurisdictions and validate Site/Mgt. Exercise many facets of Locations, Day:$1500/Conduct preparedness. FSEs often Reporting/Plans, Staff Member include many players Travel & operating under Expenses, cooperative systems such Moulage, as the Incident Command Media, System (ICS) or Unified Volunteer Command. In an FSE, Coordination, events are projected Duration (# of through an exercise Days) scenario with event updates that drive activity at the operational level. FSEs are usually conducted in a real-time, stressful environment that is intended to mirror a real incident. Throughout the duration of the exercise, many activities occur simultaneously. 20A-207 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1 , 2020 TITLE: APPROVE AN APPROPRIATION ADJUSTMENT AND AN INCREASE IN THE PURCHASE ORDER AMOUNT WITH BIG BEN ENGINEERING INC., KANA SUBSURFACE ENGINEERING, AND T.E. ROBERTS, INC., FOR WATER METER VAULT REPLACEMENTS IN THE SHARED AMOUNT OF $1,575,000, FOR A REVISED TOTAL ANNUAL AGGREGATE AMOUNT NOT TO EXCEED $2,000,000, AND EXTEND THE TERM BY SIX MONTHS (SPECIFICATION NO. 16-104) (NON -GENERAL FUND) /s/ Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CK�7►111►U1q�iC�. FILE NUMBER RECOMMENDED ACTION 1. Approve an appropriation adjustment recognizing $575,000 of prior year fund balance in the Water Fund, Public Works Water Revenue account and appropriate same into the Water Meter Services, Contract Services -Professional expenditure account. 2. Authorize the City Manager to approve an increase to the blanket order contract with Big Ben Engineering Inc., Kana Subsurface Engineering and T.E. Roberts, Inc., for water meter vault replacement services in the shared amount of $1,575,000, for a revised annual aggregate amount not to exceed $2,000,000, and extend the contract term by six months, from October 31, 2021 to April 30, 2022. DISCUSSION On October 18, 2016, at the conclusion of a competitive bid process, the City Council approved a three-year purchase order contract with Big Ben Engineering Inc., Kana Subsurface Engineering and T.E. Roberts, Inc., with provision for a two-year renewal option, to provide on -call water meter vault replacement services. The original purchase order contract was awarded in an annual aggregate amount not to exceed $425,000, and the final two-year renewal option has been exercised. The contract allows the Public Works Agency — Water Resources Division (Division) to replace or repair water meter vaults and vault decks, and continues to be used as part of the Division's annual maintenance and operations routine to ensure that meter vaults are safe for City staff to access and for the public to walk over. 20B-1 Appropriation Adjustment and Contract Amendment for Meter Vault Services December 1, 2020 Page 2 On November 17, 2020, City Council approved the City's implementation of the Automated Metering Infrastructure (AMI) Project, which will replace the City's approximately 45,000 water meters with smart meters. In order to provide for the successful execution of the AMI Project, the Division will need to improve several existing meter vaults prior to the installation of the smart meters. To date, the Division has identified over 60 vaults that will need to be repaired or improved. The existing contract does not have sufficient funding, nor is the term long enough, to meet these demands. Staff recommends amending the existing purchase order contracts with Big Ben Engineering Inc., Kana Subsurface Engineering and T.E. Roberts, Inc., to enable the Division to meet the increased demand for water meter vault replacements by extending the contract by six months to April 30, 2022, and increasing the total aggregate spending limit by $1,575,000, resulting in a new aggregate limit of $2,000,000. FISCAL IMPACT The current contract approved annual expenditures of $425,000 for Fiscal Year 2020-21 as an annual amount. Approval of the appropriation adjustment will recognize $575,000 of prior fund balance in the Public Works Water Revenue, Prior Year Carry Forward revenue account (No. 06017002-50001) and appropriate same into the Water Meter Services, Contract Services - Professional expenditure account (No. 06017646-62300) to fund the FY 2020-21 portion of the requested amendment amount. The requested amendment and appropriation adjustment will increase the annual expenditure amount for the contract by $575,000 for FY 2020-21, and $1,000,000 will be included in the proposed budget for FY 2021-22. Funds will be expended as shown in the table below. Fiscal Year Accounting Unit Fund Accounting Unit, Amount — Account # Description Account Description Current Annual Contract FY 2020-21 Water Meter Services, (July 2020-Nov 2020) 06017646-62300 Water Contract Services- $425,000 Professional Requested Amendment FY 2020-21 Water Meter Services, (Dec 2020-June 2021) 06017646-62300 Water Contract Services- $575,000 Professional FY 2021-22 Water Water Meter Services, (July 2021-April 2022) 06017646-62300 Contract Services- $1,000,000 Professional Total: $2,000,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director — Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency 20B-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AN APPROPRIATION ADJUSTMENT ACCEPTING BUREAU OF RECLAMATION WATERSMART GRANT FUNDS FOR THE SA-1 HYDROPOWER AND WATER CONSERVATION PROJECT IN THE AMOUNT OF $300,000 (NON -GENERAL FUND) CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Approve an appropriation adjustment accepting Bureau of Reclamation WaterSMART grant funds in the amount of $300,000 into the Public Works Water Quality & Control Fund, Miscellaneous Revenue, Federal Grant -Direct revenue account and appropriating the same amount into Public Works Water Quality & Control Fund, Water -SMART -Watershed Management Program, Reserve Appropriation expenditure account for future year expenditures. DISCUSSION The City of Santa Ana water system has seven connection points with the Metropolitan Water District, SA-1 through SA-7. In February 2019, the City completed the Water Systems Alternative Energy Feasibility Study, which determined that three of the seven connections have adequate water flow to generate electricity via turbines. Connection SA-1, located at the Garthe pumping station, currently has a hydro turbine and generator that produce electricity, but the equipment has reached its end of useful life. On October 15 2019, the City Council authorized staff to submit a grant application to the United States Bureau of Reclamation (BOR) WaterSMART (Sustain and Manage America's Resources for Tomorrow) Water Energy and Efficiency Grant Program for the SA-1 Hydropower and Water Conservation Project in order to replace the equipment. Funding from this grant will go towards the installation of a 132-kilowatt (kW) hydro turbine and generator, which is expected to generate up to 877 megawatt -hours of power annually to offset existing electrical use at the pumping station. The proposed project would not only upgrade the existing hydro turbine and generator to a more efficient device, it would serve as a model for installations at the other two potential locations. The project also includes the installation of nine smart irrigation controllers and 110 high -efficiency nozzles at City water system properties to 20C-1 Approve Appropriation Adjustment Accepting BOR Funds for SA-1 Hydropower Project December 1, 2020 Page 2 reduce irrigation water use. The irrigation devices are "WaterSense" labeled and certified to meet United States Environmental Protection Agency criteria. The estimated cost of replacing the hydropower generation unit and related equipment, as well as the installation of smart irrigation devices is approximately $1,225,000. Staff recommends approval of an appropriation adjustment accepting the Bureau of Reclamation WaterSMART grant funds in the amount of $300,000 in order to move forward with this project. FISCAL IMPACT Approval of the requested appropriation adjustment will recognize $300,000 in Bureau of Reclamation WaterSMART grant funds into the Public Works Water Quality & Control Fund, Miscellaneous Revenue, Federal Grant -Direct revenue account (No. 16417002-52000), and appropriate the same amount into the Public Works Water Quality & Control Fund, WaterSMART- Watershed Management Program, Reserve Appropriation expenditure account (NO. 16417641- 69011) for future year expenditures. Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibit: 1. Bureau of Reclamation Assistance Agreement 20Ci-2 Return ORIGINAL INSURANCE NOT REQUIRED executed cM-300 to COTC, WORK MAY PROCEED C( OF OUNCIL n+rc. Sth 1 2020UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF RECLAMATION ASSISTANCE AGREEMENT A-2019-253 EXHIBIT 1 IA. AGREEMENT NUMBER IB. MOD NUMBER 2. TYPE OF AGREEMENT 3. CLASS OF RECIPIENT R20AP00077 N/A ® GRANT [I COOPERATIVE AGREEMENT CityTownship Government or ownsP 4. ISSUING OFFICE 5. RECIPIENT Lower Colorado Basin City of Santa Ana Interior Region 8 20 Civic Center Plaza FL 8 P.O. Box 61470 Santa Ana, California 92701-4058 Boulder City, Nevada 89006-1470 EIN N: 95-6000785 1 County: Orange DUNS#; 083153247 1 Congress. Dist CA-046 6. RECIPIENT PROJECT MANAGER 7A. INITIALAGREEMENT 7B. MODIFICATION EFFECTIVE DATE: Rodolfo (Rudy) Rosas EFFECTIVE DATE: Principal Civil Engineer See Block 13a below n/a 215 S. Center Street 8. COMPLETION DATE Santa Ana, California 92703 (714)647-3379 July 31,2022 rrosasAsanta-ana.org 9A. PROGRAM STATUTORY AUTHORITY 9B. CFDA Number Section 9504(a) of the Secure Water Act, Public Law 111-11 (42 United States Code 10364) 15.507 10. FUNDING INFORMATION NON-FEDERAL RECLAMATION TOTAL PROJECT COSTS Total Estimated Amount of Agreement $924,800.00. '$300,000,00 $1,224,800.00 This Obligation $924,800.00 $299,000.00 $1,224,800.00 Previous Obligation $0.00 $0.00 $0.00 Total Obligation $924,800.00 $299,000.00 $1,224,800.00 11. PROJECT TITLE WEEG SA-1 Hydropower and Water Conservation Project 12a. Acceptance of this Assistance Agreement in accordance with the terms and 13a. Award of this Assistance Agreement in accordance with the terns and conditions contained herein is hereby made on behalf of the above -named conditions contained herein is hereby made on behalf of the United States recipient of America, Dgmt rent o�V Interior, Bureau of Reclamation BY �Pi�� - Digitally signed by DIANA BY: DIANA BLAKE Date: 2020.09.1112:23:54 DATE: YI1 2 DATE: �� � 12b. NAME AND TITLE OF SIGNER 13b. NAME OF GRANTS OFFICER Kristine Ridge Diana Blake City Manager Grants Officer (702)293-8550 Approved as to Form: e John M. Funk Assistant City Attorney Attest: �i Daisy Gomez Clerk of the Council 20C-3 Page 2 of 53 This page was intentionally left blank Agreement No. MOAP00077 Agreement Template 20 C _4 (03/2019) Page 3 of 53 TABLE OF CONTENTS L OVERVIEW AND SCHEDULE............................................................................................... 5 1. AUTHORITY........................................................................................................................ 5 2. PUBLIC PURPOSE OF SUPPORT OR STIMULATION................................................... 6 3. BACKGROUND AND OBJECTIVES................................................................................. 6 4. PERIOD OF PERFORMANCE AND FUNDS AVAILABILITY ....................................... 7 5. SCOPE OF WORK AND MILESTONES............................................................._.............. 7 6. RESPONSIBILITY OF THE PARTIES............................................................................... 8 7. BUDGET............................................................................................................................. 10 8. KEY PERSONNEL............................................................................................................. 12 9. LIMITATION OF AUTHORITIES.................................................................................... 13 10. REPORTING REQUIREMENTS AND DISTRIBUTION ............................................... 13 11. REGULATORY COMPLIANCE..................................................................................... 16 12. AGRICULTURAL OPERATIONS [Public Law I I I-11, Section 9504(a)(3)(B)]........... 16 13. TITLE TO IMPROVEMENTS [Public Law 111-11, Section 9504(a)(3)(D)]................. 17 14. OPERATION AND MAINTENANCE COSTS [Public Law 111-11, Section 9504(a)(3)(E)(iv.)]............................................................................................................ 17 15. LIABILITY [Public Law 111-11, Section 9504(a)(3)(F)]............................................... 17 II. RECLAMATION STANDARD TERMS AND CONDITIONS ............................................ 18 1. REGULATIONS.................................................................................................................. 18 2. PAYMENT.......................................................................................................................... 18 3. PROCUREMENT STANDARDS (2 CFR 200.317 through 200.326) ............................... 22 4. EQUIPMENT (2 CFR 200.313).......................................................................................... 31 5. SUPPLIES (2 CFR 200.314)............................................................................................... 34 6. INSPECTION...................................................................................................................... 35 7. AUDIT REQUIREMENTS (2 CFR 200.501) .....................................................................35 8. REMEDIES FOR NONCOMPLIANCE (2 CFR 200.338)................................................. 36 9. TERMINATION (2 CFR 200.339)...................................................................................... 37 10. DEBARMENT AND SUSPENSION (2 CFR 1400)........................................................ 38 11. DRUG -FREE WORKPLACE (2 CFR 182 and 1401)...................................................... 38 Agreement No. MOAP00077 Agreement Template 2 U C _5 (03/2019) Page 4 of 53 12. ASSURANCES AND CERTIFICATIONS INCORPORATED BY REFERENCE........ 38 13. COVENANT AGAINST CONTINGENT FEES.............................................................. 39 14. TRAFFICKING VICTIMS PROTECTION ACT OF 2000 (2 CFR 175.15) ................... 39 15. NEW RESTRICTIONS ON LOBBYING (43 CFR 18).................................................... 41 16. UNIFORM RELOCATION ASSISTANCE AND REAL PROPERTY ACQUISITION POLICIES ACT OF 1970 (URA) (42 USC 4601 et seq) ............................................... 42 18. PROHIBITION ON TEXT MESSAGING AND USING ELECTRONIC EQUIPMENT SUPPLIED BY THE GOVERNMENT WHILE DRIVING ............................................ 44 19. REPORTING SUBAWARDS AND EXECUTIVE COMPENSATION (2 CFR 170 APPENDIXA).................................................................................................................. 45 20. RECIPIENT EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS (SEP 2013)...................... 49 21. RECIPIENT INTEGRITY AND PERFORMANCE MATTERS (APPENDIX XII to 2 CFRPart 200)................................................................................................................... 49 22. CONFLICTS OF INTEREST............................................................................................. 51 23. DATA AVAILABILITY.................................................................................................... 52 Agreement No. MOAP00077 Agreement Template 20 C _6 (03/2019) Page 5 of 53 Financial Assistance Agreement No. R20AP00077 Between Bureau of Reclamation And City of Santa Ana For WEEG SA-1 Hydropower and Water Conservation Project I. OVERVIEW AND SCHEDULE 1. AUTHORITY This Financial Assistance Agreement (Agreement) is entered into between the United States of America, acting through the Department of the Interior, Bureau of Reclamation (Reclamation) and City of Santa Ana (Recipient or non -Federal entity), pursuant to Section 9504(a) of the SECURE WATER ACT, Subtitle F of Title IX of the OMNIBUS PUBLIC LAND MANAGEMENT ACT OF 2009, Public Law 111-11 (42 United States Code 10364) (the "Act'). The following section, provided in full text, authorizes Reclamation to award this financial assistance agreement: SEC. 9504. WA TER MANA GEMENT IMPR 0 VEMENT. (a) AUTHORIZATION OF GRANTS AND COOPERATIVE AGREEMENTS— (1) AUTHORITY OF SECRETARY. —The Secretary may provide any grant to, or enter into an agreement with, any eligible applicant to assist the eligible applicant in planning, designing, or constructing any improvement (A) to conserve water; (B) to increase water use efficiency; (C) to facilitate water markets; (D) to enhance water management, including increasing the use of renewable energy in the management and delivery of water; (E) to accelerate the adoption and use of advanced water treatment technologies to increase water supply; (F) to prevent the decline of species that the United States Fish and Wildlife Service and National Marine Fisheries Service have proposed for listing under the Endangered Species Act of 1973 (16 U.S.C. 1531 et seq.) (or candidate species that are being considered by those agencies for such listing but are not yet the subject of a proposed rule); (G) to accelerate the recovery of threatened species, endangered species, and designated critical habitats that are adversely affected by Federal reclamation projects or are subject to a recovery plan Agreement No. MOAP00077 Agreement Template 20 C _7 (03/2019) Page 6 of 53 or conservation plan under the Endangered Species Act of 1973 (16 U.S.C. 1531 etseq) under which the Commissioner of Reclamation has implementation responsibilities; or (H) to carry out any other activity (i) to address any climate -related impact to the water supply of the United States that increases ecological resiliency to the impacts of climate change; or (ii) to prevent any water -related crisis or conflict at any watershed that has a nexus to a Federal reclamation project located in a service area. 2. PUBLIC PURPOSE OF SUPPORT OR STIMULATION The WEEG SA-1 Hydropower and Water Conservation Project (Project) achieves the public purpose of the Act by conserving water and improving water management. 3. BACKGROUND AND OBJECTIVES Through WaterSMART (Sustain and Manage America's Resources for Tomorrow), Reclamation leverages Federal and non -Federal funding to work cooperatively with states, tribes, and local entities as they plan for and implement actions to increase water supply reliability through investments and attention to local water conflicts. Working together with our stakeholders, WaterSMART provides support for the Department of the Interior's priorities, including creating a legacy of conservation stewardship, sustainably developing our energy and natural resources, modernizing our infrastructure through public -private partnerships, and restoring trust with local communities by improving relationships and communication with states, tribes, local governments, communities, landowners and water users. Through Water and Energy Efficiency Grants, Reclamation provides assistance to states, tribes, irrigation districts, water districts, and other entities with water or power delivery authority to undertake projects that result in quantifiable and sustained water savings and support broader water reliability benefits. The Recipient will install a 132-kilowatt (kW) hydro turbine and generator at the Garthe Pumping station, which is expected to generate up to 877 megawatt -hours of power annually to offset existing electrical use. The Project also includes the installation of smart irrigation controllers and high -efficiency nozzles on Recipient property to reduce irrigation water use. This Agreement was selected from Funding Opportunity Announcement (FOA)No. BOR-DO-20-F001 WaterSMART Grants: Water and Energy Efficiency Grants for Fiscal Years 2020 and 2021. Recipient's proposal dated October 3, 2019, is hereby incorporated by reference to this Agreement. Agreement No. MOAP00077 Agreement Template 20 C _g (03/2019) Page 7 of 53 4. PERIOD OF PERFORMANCE AND FUNDS AVAILABILITY This Agreement becomes effective on the date shown in Block 13a of Page 1 of this agreement, United States of America, Department of the Interior, Bureau of Reclamation, Assistance Agreement. The Agreement shall remain in effect until the date shown in Block 8 of Page 1 of this agreement, United States of America, Department of the Interior, Bureau of Reclamation, Assistance Agreement. The period of performance for this Agreement may only be modified through written modification of the Agreement by a Reclamation Grants Officer. No legal liability on the part of the Government for any payment may arise until funds are made available, in writing, to the Recipient by the Grants Officer. The total estimated amount of federal funding for this agreement is $300,000.00, of which the initial amount of federal funds available is limited to $299,000.00 as indicated by "this obligation" within Block 10 of Page 1 of this agreement, United States of America, Department of the Interior, Bureau of Reclamation, Assistance Agreement. 5. SCOPE OF WORK AND MILESTONES Under this Agreement, the Recipient shall update its hydrogenator (Station SA-1) and install 9 smart irrigation controllers and 110 high -efficiency nozzles on City of Santa Ana property. The hydro -generator is located at the Garthe Pumping station (2401 Bristol Ave). The smart controllers and nozzles will be installed at nine sites: Cambridge Station, East Station, J. Garth Station, South Station, West Station, Walnut, Well 33, Well 35, SARTC. After review of the methodology used to estimate water conservation savings and hydropower generation, consideration of supporting documentation provided by Recipient, and any adjustments made during the evaluation of the Project, it was determined that these improvements are expected to result in annual water savings of 9 acre-feet and an increase of 64 kW in hydropower generation. Agreement No. MOAP00077 Agreement Template 20 C _g (03/2019) Page 8 of 53 The milestones for completing the Project are: Planned Planned Completion Milestone / Task / Activity Start Date Date Complete environmental and cultural compliance (note, application says complete but there will be some In process September 2020 Reclamation review at a minimum) 100% PS&E submittal & Approval September March 2021 2020 Installation of irrigation equipment September Dec 2020 2020 Public bid process April 2021 May 2021 Award hydropower construction contract June 2021 July 2021 Hydropower construction August 2021 July 2022 Project completion July 2022 6. RESPONSIBILITY OF THE PARTIES 6.1 Recipient Responsibilities 6.1.1 The Recipient shall carry out the Scope of Work (SOW) in accordance with the terms and conditions stated herein. The Recipient shall adhere to Federal, state, and local laws, regulations, and codes, as applicable, and shall obtain all required approvals and permits. If the SOW contains construction activities, the Recipient is responsible for construction inspection, oversight, and acceptance. If applicable, the Recipient shall also coordinate and obtain approvals from site owners and operators. 6.1.2. SA-1 Hydro -generator Federal Funds. Federal costs for the SA-1 hydro -generator in the amount of $245,000.00 will be suspended in the ASAP payment system and shall not be considered reimbursable until the Recipient has received a formal approval from the Grants Officer as described in Section 6.1.3. Agreement No. MOAP00077 Agreement Template 20 C -10 (03/2019) Page 9 of 53 6.1.3. Post -Award Cost Documentation. During pre -award clarifications, there was insufficient documentation to support the SA-1 hydro -generator installation contract cost estimate. Therefore, prior to the initial request for drawdown of Reclamation funding, the Recipient shall provide the final competitive bid documents to include proposal/quote requests, bid tabulations, and selection documentation. Grants Officer approval of the installation contract costs will be documented by formal modification to the Agreement. 6.1.4. Application to Federal Energy Regulatory Commission (FERC) for Conduit Exemption. As specified in the approved National Environmental Policy Act Categorical Exclusion No. 20-SCAO-006-CX, the Recipient will file an application for exemption for a small conduit hydroelectric facility with the FERC pursuant to 16 USC 823a and 18 CFR Part 4. 6.1.5. Interim Performance Reports. The Recipient shall prepare and submit to Reclamation interim Project performance reports (Interim Performance Reports) as required by Section I.10 of this Agreement. Each Interim Performance Report will include (but is not limited to) the information identified in paragraph I.10.3 and will discuss the following: • A comparison of actual accomplishments to the milestones established by the financial assistance agreement for the reporting period • The reasons why established milestones were not met, if applicable • The status of milestones from the previous reporting period that were not met, if applicable • Whether the Project is on schedule and within the original cost estimate • Any additional pertinent information or issues related to the status of the Project 6.1.6. Final Project Report. The Recipient shall prepare and submit to Reclamation a final Project performance report (Final Project Report) as required by Section I.10 of this Agreement. The Final Project Report will include (but is not limited to) the information identified in paragraph I.10.3 and will discuss the following: • Whether the Project objectives and goals were met • The amount of water conserved, if applicable, including information and/or calculations supporting that amount • The amount of energy the renewable energy system is generating annually, if applicable • How the Project demonstrated collaboration, if applicable Photographs documenting the project are also appreciated. Recipient understands that Reclamation may print photos with appropriate credit to Recipient. Recipient also understands that the Final Project Report is a public document and may be made available on Reclamation's website, www.usbr.gov/watersmar-t/. Agreement No. MOAP00077 Agreement Template 20 C -11 (03/2019) Page 10 of 53 6.2 Reclamation Responsibilities 6.2.1 Reclamation will monitor and provide Federal oversight of activities performed under this Agreement. Monitoring and oversight includes review and approval of financial status and performance reports, payment requests, and any other deliverables identified as part of the SOW. Additional monitoring activities may include site visits, conference calls, and other on -site and off -site monitoring activities. At the Recipient's request, Reclamation may also provide technical assistance to the Recipient in support of the SOW and objectives of this Agreement. 7. BUDGET 7.1 Budget Estimate. The following is the estimated budget for this Agreement. As Federal financial assistance agreements are cost -reimbursable, the budget provided is for estimation purposes only. Final costs incurred under the budget categories listed may be either higher or lower than the estimated costs. All costs incurred by the Recipient under this agreement must be in accordance with any pre -award clarifications conducted between the Recipient and Reclamation, as well as with the terms and conditions of this agreement. Final determination of the allowability, allocability, or reasonableness of costs incurred under this agreement is the responsibility of the Grants Officer. Recipients are encouraged to direct any questions regarding allowability, allocability or reasonableness of costs to the Grants Officer for review prior to incurrence of the costs in question. BUDGET ITEM DESCRIPTION TOTAL COST SUPPLIES/NiATERLALS $ 14,900.00 CONTRACTUAL/ CONSTRUCTION - $ 192089900.00 RECLANLATION EMIRONMENTAL REVIEW RETAINED FUNDS $ 1,000.00 .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .............................................................................................................................. .......................................................................................................................................................................................................................................................................................................................................................................................... .............................................................................................................................. .......................................................................................................................................................................................................................................................................................................................................................................................... .............................................................................................................................. TOTAL DIRECT COSTS: $ 1,224,800.00 INDIRECT COSTS N/A $ TOTAL ESTINIATED PROJECT/ACMTTY $1,224,800.00 COSTS: Agreement No. MOAP00077 Agreement Template 20 C -12 (03/2019) Page 11 of 53 7.2 Cost Sharing Requirement At least 50% non -Federal cost -share is required for costs incurred under this Agreement. Based on the budget estimate reflected in Section 7.1 above, the estimated Federal share of allowable costs is 24.5% and the Recipient's estimated non -Federal cost share is 75.5%. The Federal share of allowable costs shall not be expended in advance of the Recipient's non -Federal share. It is expected that expenditure of Federal and non -Federal funds based upon the estimated cost -share percentages shall occur concurrently. If a bona fide need arises which requires the expenditure of Federal funds in advance of the Recipient share, then the Recipient must request written approval from the Grants Officer prior to the expenditure. Recipient's may expend their agreed upon share of costs in advance of the expenditure of Federal funds without prior written approval. 7.3 Pre -Award Incurrence of Costs The Recipient is not authorized to incur costs prior to the award of this Agreement. Costs incurred prior to the award of this agreement are not allowable. 7.4 Allowable Costs Costs incurred for the performance of this Agreement must be allowable, allocable to the project, and reasonable. The following regulations, codified within the Code of Federal Regulations (CFR), governs the allowability of costs for Federal financial assistance: 2 CFR 200 Subpart E, "Cost Principles" Expenditures for the performance of this Agreement must conform to the requirements within this CFR The Recipient must maintain sufficient documentation to support these expenditures. Questions on the allowability of costs should be directed to the Grants Officer responsible for this Agreement. The Recipient shall not incur costs or obligate funds for any purpose pertaining to operation of the program or activities beyond the expiration date stated in the Agreement. The only costs which are authorized for a period of up to 90 days following the project performance period are those strictly associated with closeout activities for preparation of the final reports. 7.5 Revision of Budget and Program Plans In accordance with 2 CFR 200.308(g) the recipient must request prior written approval for any of the following changes: (a) A change in the approved scope of work or associated tasks, even if there are no associated budget revisions. (b) Revisions which require additional Federal funds to complete the project. Agreement No. MOAP00077 Agreement Template 2 0 C -1 3 (03/2019) Page 12 of 53 (c) Revisions which involve specific costs for which prior written approval requirements may be imposed consistent with OMB cost principles listed in 2 CFR 200 Subpart E "Cost Principles". 7.6 Modifications Any changes to this Agreement shall be made by means of a written modification. Reclamation may make changes to the Agreement by means of a unilateral modification to address changes in address, no -cost time extensions, changes to Key Personnel, the addition of previously agreed upon funding, or administrative corrections which do not impact the terms and conditions of this agreement. Additionally, a unilateral modification may be utilized by Reclamation if it should become necessary to suspend or terminate the Agreement in accordance with 2 CFR 200.338. All other changes shall be made by means of a bilateral modification to the Agreement. No oral statement made by any person, or written statement by any person other than the Grants Officer, shall be allowed in any manner or degree to modify or otherwise effect the terms of the Agreement. All requests for modification of the Agreement shall be made in writing, provide a full description of the reason for the request, and be sent to the attention of the Grants Officer. Any request for project extension shall be made at least 45 days prior to the expiration date of the Agreement or the expiration date of any extension period that may have been previously granted. Any determination to extend the period of performance or to provide follow-on finding for continuation of a project is solely at the discretion of Reclamation. 8. KEY PERSONNEL 8.1 Recipient's Key Personnel. The Recipient's Project Manager for this Agreement shall be: Rodolfo (Rudy) Rosas Principal Civil Engineer 215 S. Center Street Santa Ana, California 92703 (714)647-3379 rrosasna Santa-ana.org Additional key personnel for this Agreement are identified as follows: Leif Lovegren Management Analyst 220 S. Daisy Avenue, #M-85 Santa Ana, California 92703 (714)647-3327 lloveexenksanta-ana.org Agreement No. MOAP00077 Agreement Template 2 0 C -1 4 (03/2019) Page 13 of 53 9. LIMITATION OF AUTHORITIES 9.1 Grants Officer. The Grants Officer is the only official with legal delegated authority to represent Reclamation. The Grants Officer's responsibilities include, but are not limited to, the following: (a) Formally obligate Reclamation to expend (ands or change the funding level of the Agreement; (b) Approve through formal modification changes in the scope of work and/or budget; (c) Approve through formal modification any increase or decrease in the period of performance of the Agreement; (d) Approve through formal modification changes in any of the expressed terms, conditions, or specifications of the Agreement; (e) Be responsible for the overall administration, management, and other non -programmatic aspects of the Agreement including, but not limited to, interpretation of financial assistance statutes, regulations, circulars, policies, and terms of the Agreement; Where applicable, ensures that Reclamation complies with the administrative requirements required by statutes, regulations, circulars, policies, and terms of the Agreement. 9.2 Grants Management Specialist (GMS). The Grants Management Specialist is the primary administrative point of contact for this agreement and should be contacted regarding issues related to the day-to-day management of the agreement. Requests for approval regarding the terms and conditions of the agreement, including but not limited to modifications and prior approval, may only be granted, in writing, by a Reclamation Grants Officer. Please note that for some agreements, the Grants Officer and the Grants Management Specialist may be the same individual. 10. REPORTING REQUIREMENTS AND DISTRIBUTION 10.1 Noncompliance. Failure to comply with the reporting requirements contained in this Agreement may be considered a material noncompliance with the terms and conditions of the award. Noncompliance may result in withholding of payments pending receipt of required reports, denying both the use of funds and matching credit for all or part of the cost of the activity or action not in compliance, whole or partial suspension or termination of the Agreement, recovery of funds paid under the Agreement, withholding of future awards, or other legal remedies in accordance with 2 CFR 200.338. 10.2 Financial Reports. Federal Financial Reports shall be submitted by means of the SF-425 and shall be submitted according to the Report Frequency and Distribution schedule below. All financial reports shall be signed by an Authorized Certifying Official for the Recipient's organization. Agreement No. MOAP00077 Agreement Template 2 0 C -1 5 (03/2019) Page 14 of 53 10.3 Monitoring and Reporting Program Performance (2 CFR 200.328). (a) Monitoring by the non -Federal entity. The non -Federal entity is responsible for oversight of the operations of the Federal award supported activities. The non -Federal entity must monitor its activities under Federal awards to assure compliance with applicable Federal requirements and performance expectations are being achieved. Monitoring by the non - Federal entity must cover each program, function or activity. See also 200.331 Requirements for pass -through entities. (b) Non -construction performance reports. The Federal awarding agency must use standard, OMB -approved data elements for collection of performance information (including performance progress reports, Research Performance Progress Report, or such future collections as may be approved by OMB and listed on the OMB Web site). (1) The non -Federal entity must submit performance reports at the interval required by the Federal awarding agency or pass -through entity to best inform improvements in program outcomes and productivity. Intervals must be no less frequent than annually nor more frequent than quarterly except in unusual circumstances, for example where more frequent reporting is necessary for the effective monitoring of the Federal award or could significantly affect program outcomes. Annual reports must be due 90 calendar days after the reporting period; quarterly or semiannual reports must be due 30 calendar days after the reporting period. Alternatively, the Federal awarding agency or pass -through entity may require annual reports before the anniversary dates of multiple year Federal awards. The final performance report will be due 90 calendar days after the period of performance end date. If a justified request is submitted by a non -Federal entity, the Federal agency may extend the due date for any performance report. (2) The non -Federal entity must submit performance reports using OMB -approved governmentwide standard information collections when providing performance information. As appropriate in accordance with above mentioned information collections, these reports will contain, for each Federal award, brief information on the following unless other collections are approved by OMB: (i) A comparison of actual accomplishments to the objectives of the Federal award established for the period. Where the accomplishments of the Federal award can be quantified, a computation of the cost (for example, related to units of accomplishment) may be required if that information will be useful. Where performance trend data and analysis would be informative to the Federal awarding agency program, the Federal awarding agency should include this as a performance reporting requirement. (ii) The reasons why established goals were not met, if appropriate. (iii) Additional pertinent information including, when appropriate, analysis and explanation of cost overruns or high unit costs. Agreement No. R20AP00077 Agreement Template 20 C -16 (03/2019) Page 15 of 53 (c) Construction performance reports. For the most part, onsite technical inspections and certified percentage of completion data are relied on heavily by Federal awarding agencies and pass -through entities to monitor progress under Federal awards and subawards for construction. The Federal awarding agency may require additional performance reports only when considered necessary. (d) Significant developments. Events may occur between the scheduled performance reporting dates that have significant impact upon the supported activity. In such cases, the non -Federal entity must inform the Federal awarding agency or pass -through entity as soon as the following types of conditions become known: (1) Problems, delays, or adverse conditions which will materially impair the ability to meet the objective of the Federal award. This disclosure must include a statement of the action taken, or contemplated, and any assistance needed to resolve the situation. (2) Favorable developments which enable meeting time schedules and objectives sooner or at less cost than anticipated or producing more or different beneficial results than originally planned. Reclamation requires Performance reporting for all financial assistance awards, both Construction and non -Construction. Performance reports for Construction agreements shall meet the same minimum requirements outlined in 2 CFR 200.328(b)(2) above. 10.4 Report Frequency and Distribution. The following table sets forth the reporting requirements for this Agreement. Please note the first report due date listed for each type of report. Required Reports Interim Reports Final Report Performance Report Format No specific format required. See content Summary of activities completed requirements within Section 9.3 (2 CFR during the entire period of 200.328) above. performance is required. See content requirements within Section 9.3 (2 CFR 200.328) above. Reporting Frequency Semi -Annual Final Report due within 90 days after the end of the period of performance. Reporting Period October 1 through March 31 and April 1 Entire period of performance through September 30. Due Date Within 30 days after the end of the Final Report due within 90 days Reporting Period. after the end of the period of performance or completion of the project. Agreement No. MOAP00077 Agreement Template 20 C -17 (03/2019) Page 16 of 53 Required Reports Interim Reports Final Report First Report Due The first performance report is due for N/A Date reporting period ending March 31, 2021. Submit to: Grants Officer at LCFAnusbr.g_ov Grants Officer at LCFAnusbr.g_ov Federal Financial Report Format SF-425 (all sections must be completed) SF-425(all sections must be completed) Reporting Frequency Semi -Annual Final Report due within 90 days after the end of the period of performance. Reporting Period October 1 through March 31 and April 1 Entire period of performance through September 30. Due Date Within 30 days after the end of the Final Report due within 90 days Reporting Period. after the end of the period of performance or completion of project. First Report Due The first Federal financial report is due N/A Date for reporting period ending March 31, 2021. Submit to: Grants Officer at LCFAnusbr.g_ov Grants Officer at LCFA@usbr.gov 11. REGULATORY COMPLIANCE The Recipient agrees to comply or assist Reclamation with all regulatory compliance requirements and all applicable state, Federal, and local environmental and cultural and paleontological resource protection laws and regulations as applicable to this project. These may include, but are not limited to, the National Environmental Policy Act (NEPA), including the Council on Environmental Quality and Department of the Interior regulations implementing NEPA, the Clean Water Act, the Endangered Species Act, consultation with potentially affected Tribes, and consultation with the State Historic Preservation Office. If the Recipient begins project activities that require environmental or other regulatory compliance approval prior to receipt of written notice from the Grants Officer that all such clearances have been obtained, then Reclamation reserves the right to initiate remedies for non-compliance as defined by 2 CFR 200.338 up to and including unilateral termination of this agreement. 12. AGRICULTURAL OPERATIONS [Public Law 111-11, Section 9504(a)(3)(B)] The Recipient shall not use any associated water savings to increase the total irrigated acreage of the Recipient or otherwise increase the consumptive use of water in the operation of the Recipient, as determined pursuant to the law of the State in which the operation of Recipient is located. Agreement No. MOAP00077 Agreement Template 20 C -18 (03/2019) Page 17 of 53 13. TITLE TO IMPROVEMENTS [Public Law 111-11, Section 9504(a)(3)(D)] If the activities funded under this Agreement result in an infrastructure improvement to a federally owned facility, the Federal Government shall continue to hold title to the facility and improvements to the facility. 14. OPERATION AND MAINTENANCE COSTS [Public Law 111-11, Section 9504(a)(3)(E)(iv.)] The non -Federal share of the cost of operating and maintaining any infrastructure improvement funded through this Agreement shall be 100 percent. 15. LIABILITY [Public Law 111-11, Section 9504(a)(3)(F)] (a) IN GENERAL. Except as provided under chapter 171 of title 28, United States Code (commonly known as the "Federal Tort Claims Act'), the United States shall not be liable for monetary damages of any kind for any injury arising out of an act, omission, or occurrence that arises in relation to any facility created or improved under this Agreement, the title of which is not held by the United States. (b) TORT CLAIMS ACT. Nothing in this section increases the liability of the United States beyond that provided in chapter 171 of title 28, United States Code (commonly known as the "Federal Tort Claims Act'). Agreement No. MOAP00077 Agreement Template 20 C -19 (03/2019) Page 18 of 53 II. RECLAMATION STANDARD TERMS AND CONDITIONS 1. REGULATIONS The regulations at 2 CFR Subtitle A, Chapter II, Part 200 "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards", are hereby incorporated by reference as though set forth in full text. Failure of a Recipient to comply with any applicable regulation or circular may be the basis for withholding payments for proper charges made by the Recipient and/or for termination of support. 2. PAYMENT 2.1 Payment (2 CFR 200.305). (a) For states, payments are governed by Treasury -State CMIA agreements and default procedures codified at 31 CFR Part 205 "Rules and Procedures for Efficient Federal -State Funds Transfers" and TFM 4A-2000 Overall Disbursing Rules for All Federal Agencies. (b) For non -Federal entities other than states, payments methods must minimize the time elapsing between the transfer of funds from the United States Treasury or the pass - through entity and the disbursement by the non -Federal entity whether the payment is made by electronic funds transfer, or issuance or redemption of checks, warrants, or payment by other means. See also 200.302 Financial management paragraph (b)(6). Except as noted elsewhere in this part, Federal agencies must require recipients to use only OMB -approved standard governmentwide information collection requests to request payment. (1) The non -Federal entity must be paid in advance, provided it maintains or demonstrates the willingness to maintain both written procedures that minimize the time elapsing between the transfer of funds and disbursement by the non -Federal entity, and financial management systems that meet the standards for fund control and accountability as established in this part. Advance payments to a non -Federal entity must be limited to the minimum amounts needed and be timed to be in accordance with the actual, immediate cash requirements of the non -Federal entity in carrying out the purpose of the approved program or project. The timing and amount of advance payments must be as close as is administratively feasible to the actual disbursements by the non -Federal entity for direct program or project costs and the proportionate share of any allowable indirect costs. The non -Federal entity must make timely payment to contractors in accordance with the contract provisions. (2) Whenever possible, advance payments must be consolidated to cover anticipated cash needs for all Federal awards made by the Federal awarding agency to the recipient. Agreement No. MOAP00077 Agreement Template 2 U C -2 U (03/2019) Page 19 of 53 (i) Advance payment mechanisms include, but are not limited to, Treasury check and electronic funds transfer and must comply with applicable guidance in 31 CFR part 208. (ii) Non -Federal entities must be authorized to submit requests for advance payments and reimbursements at least monthly when electronic fund transfers are not used, and as often as they like when electronic transfers are used, in accordance with the provisions of the Electronic Fund Transfer Act (15 U.S.C. 1693-1693r). (3) Reimbursement is the preferred method when the requirements in paragraph (b) cannot be met, when the Federal awarding agency sets a specific condition per 200.207 Specific conditions, or when the non -Federal entity requests payment by reimbursement. This method may be used on any Federal award for construction, or if the major portion of the construction project is accomplished through private market financing or Federal loans, and the Federal award constitutes a minor portion of the project. When the reimbursement method is used, the Federal awarding agency or pass -through entity must make payment within 30 calendar days after receipt of the billing, unless the Federal awarding agency or pass -through entity reasonably believes the request to be improper. (4) If the non -Federal entity cannot meet the criteria for advance payments and the Federal awarding agency or pass -through entity has determined that reimbursement is not feasible because the non -Federal entity lacks sufficient working capital, the Federal awarding agency or pass -through entity may provide cash on a working capital advance basis. Under this procedure, the Federal awarding agency or pass - through entity must advance cash payments to the non -Federal entity to cover its estimated disbursement needs for an initial period generally geared to the non -Federal entity's disbursing cycle. Thereafter, the Federal awarding agency or pass -through entity must reimburse the non -Federal entity for its actual cash disbursements. Use of the working capital advance method of payment requires that the pass -through entity provide timely advance payments to any subrecipients in order to meet the subrecipient's actual cash disbursements. The working capital advance method of payment must not be used by the pass -through entity if the reason for using this method is the unwillingness or inability of the pass -through entity to provide timely advance payments to the subrecipient to meet the subrecipient's actual cash disbursements. (5) Use of resources before requesting cash advance payments. To the extent available, the non -Federal entity must disburse funds available from program income (including repayments to a revolving fund), rebates, refunds, contract settlements, audit recoveries, and interest earned on such funds before requesting additional cash payments. Agreement No. MOAP00077 Agreement Template 20 C -21 (03/2019) Page 20 of 53 (6) Unless otherwise required by Federal statutes, payments for allowable costs by non - Federal entities must not be withheld at any time during the period of performance unless the conditions of 200.207 Specific conditions, Subpart D Post Federal Award Requirements of this part, 200.338 Remedies for Noncompliance, or one or more of the following applies: (i) The non -Federal entity has failed to comply with the project objectives, Federal statutes, regulations, or the terms and conditions of the Federal award. (ii) The non -Federal entity is delinquent in a debt to the United States as defrted in OMB Guidance A-129, "Policies for Federal Credit Programs and Non -Tax Receivables." Under such conditions, the Federal awarding agency or pass - through entity may, upon reasonable notice, inform the non -Federal entity that payments must not be made for obligations incurred after a specified date until the conditions are corrected or the indebtedness to the Federal Government is liquidated. (iii) A payment withheld for failure to comply with Federal award conditions, but without suspension of the Federal award, must be released to the non -Federal entity upon subsequent compliance. When a Federal award is suspended, payment adjustments will be made in accordance with 200.342 Effects of suspension and termination. (iv) A payment must not be made to a non -Federal entity for amounts that are withheld by the non -Federal entity from payment to contractors to assure satisfactory completion of work. A payment must be made when the non -Federal entity actually disburses the withheld funds to the contractors or to escrow accounts established to assure satisfactory completion of work. (7) Standards governing the use of banks and other institutions as depositories of advance payments under Federal awards are as follows. (i) The Federal awarding agency and pass -through entity must not require separate depository accounts for funds provided to a non -Federal entity or establish any eligibility requirements for depositories for funds provided to the non -Federal entity. However, the non -Federal entity must be able to account for the receipt, obligation and expenditure of funds. (ii) Advance payments of Federal funds must be deposited and maintained in insured accounts whenever possible. (8) The non -Federal entity must maintain advance payments of Federal awards in interest -bearing accounts, unless the following apply. (i) The non -Federal entity receives less than $120,000 in Federal awards per year. Agreement No. MOAP00077 Agreement Template 2 U C -22 (03/2019) Page 21 of 53 (ii) The best reasonably available interest -bearing account would not be expected to earn interest in excess of $500 per year on Federal cash balances. (iii) The depository would require an average or minimum balance so high that it would not be feasible within the expected Federal and non -Federal cash resources. (iv) A foreign government or banking system prohibits or precludes interest bearing accounts. (9) Interest earned amounts up to $500 per year may be retained by the non -Federal entity for administrative expense. Any additional interest earned on Federal advance payments deposited in interest -bearing accounts must be remitted annually to the Department of Health and Human Services Payment Management System (PMS) through an electronic medium using either Automated Clearing House (ACH) network or a Fedwire Funds Service payment. Remittances must include pertinent information of the payee and nature of payment in the memo area (often referred to as "addenda records" by Financial Institutions) as that will assist in the timely posting of interested earned on federal funds. Pertinent details include the Payee Account Number (PAN) if the payment originated from PMS, or Agency information if the payment originated from ASAP, NSF or another federal agency payment system. The remittance must be submitted as follows: (i) For ACH Returns: Routing Number: 051036706 Account number: 303000 Bank Name and Location: Credit Gateway ACH Receiver St. Paul, MN (ii) For Fedwire Returns*: Routing Number: 021030004 Account number: 75010501 Bank Name and Location: Federal Reserve Bank Treas NYC/Funds Transfer Division New York, NY (* Please note organization initiating payment is likely to incur a charge from your Financial Institution for this type of payment) (iii) For International ACH Returns: Beneficiary Account: Federal Reserve Bank of New York/ITS (FRBNY/ITS) Bank: Citibank N.A. (New York) Swift Code: CITIUS33 Account Number: 36838868 Bank Address: 388 Greenwich Street, New York, NY 10013 USA Payment Details (Line 70): Agency Name (abbreviated when possible) and ALC Agency POC: Michelle Haney, (301) 492-5065 Agreement No. MOAP00077 Agreement Template 2 U C -2 3 (03/2019) Page 22 of 53 (iv) For recipients that do not have electronic remittance capability, please make check** payable to: "The Department of Health and Human Services." Mail Check to Treasury approved lockbox: HHS Program Support Center, P.O. Box 530231, Atlanta, GA 30353-0231 (** Please allow 4-6 weeks for processing of a payment by check to be applied to the appropriate PMS account) (v) Any additional information/instructions may be found on the PMS Web site at http://www.dpm.pse.gov/. 2.2 Payment Method. Recipients must utilize the Department of Treasury Automated Standard Application for Payments (ASAP) payment system to request advance or reimbursement payments. ASAP is a Recipient -initiated payment and information system designed to provide a single point of contact for the request and delivery of Federal funds. ASAP is the only allowable method for request and receipt of payment. Recipient procedures must minimize the time elapsing between the drawdown of Federal funds and the disbursement for agreement purposes. In accordance with 2 CFR 25.200(b)(2) the Recipient shall "Maintain an active SAM registration with current information at all times during which it has an active Federal award or an application or plan under consideration by an agency". If the Recipient allows their SAM registration to lapse, the Recipient's accounts within ASAP will be automatically suspended by Reclamation until such time as the Recipient renews their SAM registration. 3. PROCUREMENT STANDARDS (2 CFR 200.317 through 200.326) 200.317 Procurements by States. When procuring property and services under a Federal award, a state must follow the same policies and procedures it uses for procurements from its non -Federal funds. The state will comply with 200.322 Procurement of recovered materials and ensure that every purchase order or other contract includes any clauses required by section 200.326 Contract provisions. All other non -Federal entities, including subrecipients of a state, will follow 200.318 General procurement standards through 200.326 Contract provisions. 200.318 General procurement standards. (a) The non -Federal entity must use its own documented procurement procedures which reflect applicable State, local, and tribal laws and regulations, provided that the procurements conform to applicable Federal law and the standards identified in this part. (b) Non -Federal entities must maintain oversight to ensure that contractors perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders. Agreement No. MOAP00077 Agreement Template 20 C -24 (03/2019) Page 23 of 53 (c) (1) The non -Federal entity must maintain written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the non -Federal entity may neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, non -Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the non -Federal entity. (2) If the non -Federal entity has a parent, affiliate, or subsidiary organization that is not a state, local government, or Indian tribe, the non -Federal entity must also maintain written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the non -Federal entity is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. (d) The non -Federal entity's procedures must avoid acquisition of unnecessary or duplicative items. Consideration should be given to consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives, and any other appropriate analysis to detetxnine the most economical approach. (e) To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the non -Federal entity is encouraged to enter into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. (f) The non -Federal entity is encouraged to use Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. (g) The non -Federal entity is encouraged to use value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at the overall lower cost. Agreement No. MOAP00077 Agreement Template 20 C -2 5 (03/2019) Page 24 of 53 (h) The non -Federal entity must award contracts only to responsible contractors possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as contractor integrity, compliance with public policy, record of past performance, and financial and technical resources. See also 200.212 Suspension and debarment. (i) The non -Federal entity must maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to the following: rationale for the method of procurement, selection of contract type, contractor selection or rejection, and the basis for the contract price. 6) (1) The non -Federal entity may use a time and materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the contractor exceeds at its own risk. Time and materials type contract means a contract whose cost to a non -Federal entity is the sum of: (i) The actual cost of materials; and (ii) Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. (2) Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the contractor for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the contractor exceeds at its own risk. Further, the non -Federal entity awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the contractor is using efficient methods and effective cost controls. (k) The non -Federal entity alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the non -Federal entity of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the non -Federal entity unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 200.319 Competition. (a) All procurement transactions must be conducted in a manner providing full and open competition consistent with the standards of this section. In order to ensure objective contractor performance and eliminate unfair competitive advantage, contractors that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: Agreement No. MOAP00077 Agreement Template 2 U C -26 (03/2019) Page 25 of 53 (1) Placing unreasonable requirements on firms in order for them to qualify to do business; (2) Requiring unnecessary experience and excessive bonding; (3) Noncompetitive pricing practices between firms or between affiliated companies; (4) Noncompetitive contracts to consultants that are on retainer contracts; (5) Organizational conflicts of interest; (6) Specifying only a "brand name" product instead of allowing "an equal" product to be offered and describing the performance or other relevant requirements of the procurement; and (7) Any arbitrary action in the procurement process. (b) The non -Federal entity must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. (c) The non -Federal entity must have written procedures for procurement transactions. These procedures must ensure that all solicitations: (1) Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent" description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and (2) Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. Agreement No. MOAP00077 Agreement Template 2 U C -27 (03/2019) Page 26 of 53 (d) The non -Federal entity must ensure that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough qualified sources to ensure maximum open and free competition. Also, the non -Federal entity must not preclude potential bidders from qualifying during the solicitation period. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75885, Dec. 19, 2014] 200.320 Methods of procurement to be followed. The non -Federal entity must use one of the following methods of procurement. (a) Procurement by micro -purchases. Procurement by micro -purchase is the acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro - purchase threshold (200.67 Micro -purchase). To the extent practicable, the non -Federal entity must distribute micro -purchases equitably among qualified suppliers. Micro - purchases may be awarded without soliciting competitive quotations if the non -Federal entity considers the price to be reasonable. (b) Procurement by small purchase procedures. Small purchase procedures are those relatively simple and informal procurement methods for securing services, supplies, or other property that do not cost more than the Simplified Acquisition Threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources. (c) Procurement by sealed bids (formal advertising). Bids are publicly solicited and a firm fixed price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bid method is the preferred method for procuring construction, if the conditions in paragraph (c)(1) of this section apply. (1) In order for sealed bidding to be feasible, the following conditions should be present: (i) A complete, adequate, and realistic specification or purchase description is available; (ii) Two or more responsible bidders are willing and able to compete effectively for the business; and (iii) The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. (2) If sealed bids are used, the following requirements apply: Agreement No. MOAP00077 Agreement Template 2 U C -28 (03/2019) Page 27 of 53 (i) Bids must be solicited from an adequate number of known suppliers, providing them sufficient response time prior to the date set for opening the bids, for state, local, and tribal governments, the invitation for bids must be publically advertised; (ii) The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; (iii) All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; (iv) A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of, and (v) Any or all bids may be rejected if there is a sound documented reason. (d) Procurement by competitive proposals. The technique of competitive proposals is normally conducted with more than one source submitting an offer, and either a fixed price or cost -reimbursement type contract is awarded. It is generally used when conditions are not appropriate for the use of sealed bids. If this method is used, the following requirements apply: (1) Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Any response to publicized requests for proposals must be considered to the maximum extent practical; (2) Proposals must be solicited from an adequate number of qualified sources; (3) The non -Federal entity must have a written method for conducting technical evaluations of the proposals received and for selecting recipients; (4) Contracts must be awarded to the responsible firm whose proposal is most advantageous to the program, with price and other factors considered; and Agreement No. MOAP00077 Agreement Template 2 U C -29 (03/2019) Page 28 of 53 (5) The non -Federal entity may use competitive proposal procedures for qualifications - based procurement of architecturat/engineering (A/E) professional services whereby competitors' qualifications are evaluated and the most qualified competitor is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms are a potential source to perform the proposed effort. (e) [Reserved] (f) Procurement by noncompetitive proposals. Procurement by noncompetitive proposals is procurement through solicitation of a proposal from only one source and may be used only when one or more of the following circumstances apply: (1) The item is available only from a single source; (2) The public exigency or emergency for the requirement will not permit a delay resulting from competitive solicitation; (3) The Federal awarding agency or pass -through entity expressly authorizes noncompetitive proposals in response to a written request from the non -Federal entity; or (4) After solicitation of a number of sources, competition is determined inadequate. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75885, Dec. 19, 2014] 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. (a) The non -Federal entity must take all necessary affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used when possible. (b) Affirrnative steps must include: (1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; Agreement No. MOAP00077 Agreement Template 2 0 C— V 0 (03/2019) Page 29 of 53 (4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; (5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce; and (6) Requiring the prime contractor, if subcontracts are to be let, to take the affirmative steps listed in paragraphs (1) through (5) of this section. 200.322 Procurement of recovered materials. A non -Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75885, Dec. 19, 2014] 200.323 Contract cost and price. (a) The non -Federal entity must perform a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the non -Federal entity must make independent estimates before receiving bids or proposals. (b) The non -Federal entity must negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where cost analysis is performed. To establish a fair and reasonable profit, consideration must be given to the complexity of the work to be performed, the risk borne by the contractor, the contractor's investment, the amount of subcontracting, the quality of its record of past performance, and industry profit rates in the surrounding geographical area for similar work. (c) Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the non -Federal entity under Subpart E—Cost Principles of this part. The non -Federal entity may reference its own cost principles that comply with the Federal cost principles. Agreement No. MOAP00077 Agreement Template 2 0 C -31 (03/2019) Page 30 of 53 (d) The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 200.324 Federal awarding agency or pass -through entity review. (a) The non -Federal entity must make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a solicitation document. However, if the non -Federal entity desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. (b) The non -Federal entity must make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: (1) The non -Federal entity's procurement procedures or operation fails to comply with the procurement standards in this part; (2) The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; (3) The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; (4) The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or (5) A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. (c) The non -Federal entity is exempt from the pre -procurement review in paragraph (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. (1) The non -Federal entity may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third party contracts are awarded on a regular basis; Agreement No. MOAP00077 Agreement Template 20 C -32 (03/2019) Page 31 of 53 (2) The non -Federal entity may self -certify its procurement system. Such self - certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the non -Federal entity that it is complying with these standards. The non -Federal entity must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. 200.325 Bonding requirements. For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may accept the bonding policy and requirements of the non -Federal entity provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: (a) A bid guarantee from each bidder equivalent to five percent of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. (b) A performance bond on the part of the contractor for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's obligations under such contract. (c) A payment bond on the part of the contractor for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 200.326 Contract provisions. The non -Federal entity's contracts must contain the applicable provisions described in Appendix II to Part 200—Contract Provisions for non -Federal Entity Contracts Under Federal Awards. 4. EQUIPMENT (2 CFR 200.313) See also 200.439 Equipment and other capital expenditures. (a) Title. Subject to the obligations and conditions set forth in this section, title to equipment acquired under a Federal award will vest upon acquisition in the non -Federal entity. Unless a statute specifically authorizes the Federal agency to vest title in the non -Federal entity without further obligation to the Federal Government, and the Federal agency elects to do so, the title must be a conditional title. Title must vest in the non -Federal entity subject to the following conditions: Agreement No. R20AP00077 Agreement Template 2 0 C -33 (03/2019) Page 32 of 53 (1) Use the equipment for the authorized purposes of the project during the period of performance, or until the property is no longer needed for the purposes of the project. (2) Not encumber the property without approval of the Federal awarding agency or pass - through entity. (3) Use and dispose of the property in accordance with paragraphs (b), (c) and (e) of this section. (b) A state must use, manage and dispose of equipment acquired under a Federal award by the state in accordance with state laws and procedures. Other non -Federal entities must follow paragraphs (c) through (e) of this section. (c) Use. (1) Equipment must be used by the non -Federal entity in the program or project for which it was acquired as long as needed, whether or not the project or program continues to be supported by the Federal award, and the non -Federal entity must not encumber the property without prior approval of the Federal awarding agency. When no longer needed for the original program or project, the equipment may be used in other activities supported by the Federal awarding agency, in the following order of priority: (i) Activities under a Federal award from the Federal awarding agency which funded the original program or project, then (ii) Activities under Federal awards from other Federal awarding agencies. This includes consolidated equipment for information technology systems. (2) During the time that equipment is used on the project or program for which it was acquired, the non -Federal entity must also make equipment available for use on other projects or programs currently or previously supported by the Federal Government, provided that such use will not interfere with the work on the projects or program for which it was originally acquired. First preference for other use must be given to other programs or projects supported by Federal awarding agency that financed the equipment and second preference must be given to programs or projects under Federal awards from other Federal awarding agencies. Use for non -federally -funded programs or projects is also permissible. User fees should be considered if appropriate. (3) Notwithstanding the encouragement in 200.307 Program income to earn program income, the non -Federal entity must not use equipment acquired with the Federal award to provide services for a fee that is less than private companies charge for equivalent services unless specifically authorized by Federal statute for as long as the Federal Government retains an interest in the equipment. Agreement No. R20AP00077 Agreement Template 20 C -34 (03/2019) Page 33 of 53 (4) When acquiring replacement equipment, the non -Federal entity may use the equipment to be replaced as a trade-in or sell the property and use the proceeds to offset the cost of the replacement property. (d) Management requirements. Procedures for managing equipment (including replacement equipment), whether acquired in whole or in part under a Federal award, until disposition takes place will, as a minimum, meet the following requirements: (1) Property records must be maintained that include a description of the property, a serial number or other identification number, the source of funding for the property (including the FAIN), who holds title, the acquisition date, and cost of the property, percentage of Federal participation in the project costs for the Federal award under which the property was acquired, the location, use and condition of the property, and any ultimate disposition data including the date of disposal and sale price of the property. (2) A physical inventory of the property must be taken, and the results reconciled with the property records at least once every two years. (3) A control system must be developed to ensure adequate safeguards to prevent loss, damage, or theft of the property. Any loss, damage, or theft must be investigated. (4) Adequate maintenance procedures must be developed to keep the property in good condition. (5) If the non -Federal entity is authorized or required to sell the property, proper sales procedures must be established to ensure the highest possible return. (e) Disposition. When original or replacement equipment acquired under a Federal award is no longer needed for the original project or program or for other activities currently or previously supported by a Federal awarding agency, except as otherwise provided in Federal statutes, regulations, or Federal awarding agency disposition instructions, the non -Federal entity must request disposition instructions from the Federal awarding agency if required by the terms and conditions of the Federal award. Disposition of the equipment will be made as follows, in accordance with Federal awarding agency disposition instructions: (1) Items of equipment with a current per unit fair market value of $5,000 or less may be retained, sold or otherwise disposed of with no further obligation to the Federal awarding agency. Agreement No. MOAP00077 Agreement Template 2 0 C -3 5 (03/2019) Page 34 of 53 (2) Except as provided in 200.312 Federally -owned and exempt property, paragraph (b), or if the Federal awarding agency fails to provide requested disposition instructions within 120 days, items of equipment with a current per -unit fair -market value in excess of $5,000 may be retained by the non -Federal entity or sold. The Federal awarding agency is entitled to an amount calculated by multiplying the current market value or proceeds from sale by the Federal awarding agency's percentage of participation in the cost of the original purchase. If the equipment is sold, the Federal awarding agency may permit the non -Federal entity to deduct and retain from the Federal share $500 or ten percent of the proceeds, whichever is less, for its selling and handling expenses. (3) The non -Federal entity may transfer title to the property to the Federal Government or to an eligible third party provided that, in such cases, the non -Federal entity must be entitled to compensation for its attributable percentage of the current fair market value of the property. (4) In cases where a non -Federal entity fails to take appropriate disposition actions, the Federal awarding agency may direct the non -Federal entity to take disposition actions. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75884, Dec. 19, 2014] 5. SUPPLIES (2 CFR 200.314) See also 200.453 Materials and supplies costs, including costs of computing devices. (a) Title to supplies will vest in the non -Federal entity upon acquisition. If there is a residual inventory of unused supplies exceeding $5,000 in total aggregate value upon termination or completion of the project or program and the supplies are not needed for any other Federal award, the non -Federal entity must retain the supplies for use on other activities or sell them, but must, in either case, compensate the Federal Government for its share. The amount of compensation must be computed in the same manner as for equipment. See 200.313 Equipment, paragraph (e)(2) for the calculation methodology. (b) As long as the Federal Government retains an interest in the supplies, the non -Federal entity must not use supplies acquired under a Federal award to provide services to other organizations for a fee that is less than private companies charge for equivalent services, unless specifically authorized by Federal statute. Agreement No. MOAP00077 Agreement Template 2 0 C -36 (03/2019) Page 35 of 53 6. INSPECTION Reclamation has the right to inspect and evaluate the work performed or being performed under this Agreement, and the premises where the work is being performed, at all reasonable times and in a manner that will not unduly delay the work. If Reclamation performs inspection or evaluation on the premises of the Recipient or a sub -Recipient, the Recipient shall furnish and shall require sub -recipients to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties. 7. AUDIT REQUIREMENTS (2 CFR 200.501) (a) Audit required. A non -Federal entity that expends $750,000 or more during the non - Federal entity's fiscal year in Federal awards must have a single or program -specific audit conducted for that year in accordance with the provisions of this part. (b) Single audit. A non -Federal entity that expends $750,000 or more during the non -Federal entity's fiscal year in Federal awards must have a single audit conducted in accordance with 200.514 Scope of audit except when it elects to have a program -specific audit conducted in accordance with paragraph (c) of this section. (c) Program -specific audit election. When an auditee expends Federal awards under only one Federal program (excluding R&D) and the Federal program's statutes, regulations, or the terms and conditions of the Federal award do not require a financial statement audit of the auditee, the auditee may elect to have a program -specific audit conducted in accordance with 200.507 Program -specific audits. A program -specific audit may not be elected for R&D unless all of the Federal awards expended were received from the same Federal agency, or the same Federal agency and the same pass -through entity, and that Federal agency, or pass -through entity in the case of a subrecipient, approves in advance a program -specific audit. (d) Exemption when Federal awards expended are less than $750,000. A non -Federal entity that expends less than $750,000 during the non -Federal entity's fiscal year in Federal awards is exempt from Federal audit requirements for that year, except as noted in 200.503 Relation to other audit requirements, but records must be available for review or audit by appropriate officials of the Federal agency, pass -through entity, and Government Accountability Office (GAO). (e) Federally Funded Research and Development Centers (FFRDC). Management of an auditee that owns or operates a FFRDC may elect to treat the FFRDC as a separate entity for purposes of this part. Agreement No. MOAP00077 Agreement Template 20 C -37 (03/2019) Page 36 of 53 (f) Subrecipients and Contractors. An auditee may simultaneously be a recipient, a subrecipient, and a contractor. Federal awards expended as a recipient or a subrecipient are subject to audit under this part. The payments received for goods or services provided as a contractor are not Federal awards. Section 200.330 Subrecipient and contractor determinations sets forth the considerations in determining whether payments constitute a Federal award or a payment for goods or services provided as a contractor. (g) Compliance responsibility for contractors. In most cases, the auditee's compliance responsibility for contractors is only to ensure that the procurement, receipt, and payment for goods and services comply with Federal statutes, regulations, and the terms and conditions of Federal awards. Federal award compliance requirements normally do not pass through to contractors. However, the auditee is responsible for ensuring compliance for procurement transactions which are structured such that the contractor is responsible for program compliance or the contractor's records must be reviewed to determine program compliance. Also, when these procurement transactions relate to a major program, the scope of the audit must include determining whether these transactions are in compliance with Federal statutes, regulations, and the terms and conditions of Federal awards. (h) For -profit subrecipient. Since this part does not apply to for -profit subrecipients, the pass - through entity is responsible for establishing requirements, as necessary, to ensure compliance by for -profit subrecipients. The agreement with the for -profit subrecipient must describe applicable compliance requirements and the for -profit subrecipient's compliance responsibility. Methods to ensure compliance for Federal awards made to for - profit subrecipients may include pre -award audits, monitoring during the agreement, and post -award audits. See also 200.331 Requirements for pass -through entities. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75887, Dec. 19, 2014] 8. REMEDIES FOR NONCOMPLIANCE (2 CFR 200.338) 200.338 Remedies for noncompliance. If a non -Federal entity fails to comply with Federal statutes, regulations or the terms and conditions of a Federal award, the Federal awarding agency or pass -through entity may impose additional conditions, as described in 200.207 Specific conditions. If the Federal awarding agency or pass -through entity determines that noncompliance cannot be remedied by imposing additional conditions, the Federal awarding agency or pass -through entity may take one or more of the following actions, as appropriate in the circumstances: (a) Temporarily withhold cash payments pending correction of the deficiency by the non - Federal entity or more severe enforcement action by the Federal awarding agency or pass -through entity. Agreement No. MOAP00077 Agreement Template 20 C -38 (03/2019) Page 37 of 53 (b) Disallow (that is, deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance. (c) Wholly or partly suspend or terminate the Federal award. (d) Initiate suspension or debarment proceedings as authorized under 2 CFR part 180 and Federal awarding agency regulations (or in the case of a pass -through entity, recommend such a proceeding be initiated by a Federal awarding agency). (e) Withhold further Federal awards for the project or program. (f) Take other remedies that may be legally available. 9. TERMINATION (2 CFR 200.339) (a) The Federal award may be terminated in whole or in part as follows: (1) By the Federal awarding agency or pass -through entity, if a non -Federal entity fails to comply with the terms and conditions of a Federal award; (2) By the Federal awarding agency or pass -through entity for cause; (3) By the Federal awarding agency or pass -through entity with the consent of the non - Federal entity, in which case the two parties must agree upon the termination conditions, including the effective date and, in the case of partial termination, the portion to be terminated; or (4) By the non -Federal entity upon sending to the Federal awarding agency or pass - through entity written notification setting forth the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. However, if the Federal awarding agency or pass -through entity determines in the case of partial termination that the reduced or modified portion of the Federal award or subaward will not accomplish the purposes for which the Federal award was made, the Federal awarding agency or pass -through entity may terminate the Federal award in its entirety. (b) When a Federal award is terminated or partially terminated, both the Federal awarding agency or pass -through entity and the non -Federal entity remain responsible for compliance with the requirements in 200.343 Closeout and 200.344 Post -closeout adjustments and continuing responsibilities. Agreement No. MOAP00077 Agreement Template 2 0 C -39 (03/2019) Page 38 of 53 10. DEBARMENT AND SUSPENSION (2 CFR 1400) The Department of the Interior regulations at 2 CFR 1400—Governmentwide Debarment and Suspension (Nonprocurement), which adopt the common rule for the governmentwide system of debarment and suspension for nonprocurement activities, are hereby incorporated by reference and made a part of this Agreement. By entering into this grant or cooperative Agreement with the Bureau of Reclamation, the Recipient agrees to comply with 2 CFR 1400, Subpart C, and agrees to include a similar term or condition in all lower -tier covered transactions. These regulations are available at http://www.gpoaccess.gov/eefr/. 11. DRUG -FREE WORKPLACE (2 CFR 182 and 1401) The Department of the Interior regulations at 2 CFR 1401—Governrnentwide Requirements for Drug -Free Workplace (Financial Assistance), which adopt the portion of the Drug -Free Workplace Act of 1988 (41 U.S.C. 701 et seq, as amended) applicable to grants and cooperative agreements, are hereby incorporated by reference and made a part of this agreement. By entering into this grant or cooperative agreement with the Bureau of Reclamation, the Recipient agrees to comply with 2 CFR 182. 12. ASSURANCES AND CERTIFICATIONS INCORPORATED BY REFERENCE The provisions of the Assurances, SF 424B or SF 424D as applicable, executed by the Recipient in connection with this Agreement shall apply with full force and effect to this Agreement. All anti -discrimination and equal opportunity statutes, regulations, and Executive Orders that apply to the expenditure of funds under Federal contracts, grants, and cooperative Agreements, loans, and other forms of Federal assistance. The Recipient shall comply with Title VI or the Civil Rights Act of 1964, Title IX of the Education Amendments of 1972, Section 504 of the Rehabilitation Act of 1973, the Age Discrimination Act of 1975, and any program -specific statutes with anti -discrimination requirements. The Recipient shall comply with civil rights laws including, but not limited to, the Fair Housing Act, the Fair Credit Reporting Act, the Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Equal Educational Opportunities Act, the Age Discrimination in Employment Act, and the Uniform Relocation Act. Such Assurances also include, but are not limited to, the promise to comply with all applicable Federal statutes and orders relating to nondiscrimination in employment, assistance, and housing; the Hatch Act; Federal wage and hour laws and regulations and work place safety standards; Federal environmental laws and regulations and the Endangered Species Act; and Federal protection of rivers and waterways and historic and archeological preservation. Agreement No. MOAP00077 Agreement Template 20 C -40 (03/2019) Page 39 of 53 13. COVENANT AGAINST CONTINGENT FEES The Recipient warrants that no person or agency has been employed or retained to solicit or secure this Agreement upon an Agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide offices established and maintained by the Recipient for the purpose of securing Agreements or business. For breach or violation of this warranty, the Government shall have the right to annul this Agreement without liability or, in its discretion, to deduct from the Agreement amount, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. 14. TRAFFICKING VICTIMS PROTECTION ACT OF 2000 (2 CFR 175.15) Trafficking in persons. (a) Provisions applicable to a recipient that is a private entity. (1) You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not (i) Engage in severe forms of trafficking in persons during the period of time that the award is in effect; (ii) Procure a commercial sex act during the period of time that the award is in effect; or (iii) Use forced labor in the performance of the award or subawards under the award. (2) We as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity (i) Is determined to have violated a prohibition in paragraph a.1 of this award term; or (ii) Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a.I of this award term through conduct that is either: (A) Associated with performance under this award; or (B) Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 1400. Agreement No. MOAP00077 Agreement Template 2 0 C -41 (03/2019) Page 40 of 53 (b) Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private entity (1) Is determined to have violated an applicable prohibition in paragraph a.I of this award term; or (2) Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragraph a.1 of this award term through conduct that is either: (i) Associated with performance under this award; or (ii) Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governrnentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 1400. (c) Provisions applicable to any recipient. (1) You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a.I of this award term. (2) Our right to terminate unilaterally that is described in paragraph a.2 or b of this section: (i) Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(g)), and (ii) Is in addition to all other remedies for noncompliance that are available to us under this award. (3) You must include the requirements of paragraph a.1 of this award term in any subaward you make to a private entity. (d) Definitions. For purposes of this award term: (1) "Employee" means either: (i) An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or (ii) Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in -kind contribution toward cost sharing or matching requirements. Agreement No. R20AP00077 Agreement Template 20 C -42 (03/2019) Page 41 of 53 (2) "Forced labor" means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. (3) "Private entity": (i) Means any entity other than a state, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. (ii) Includes: (A) A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the definition of Indian tribe at 2 CFR 175.25(b). (B) A for -profit organization. (4) "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). 15. NEW RESTRICTIONS ON LOBBYING (43 CFR 18) The Recipient agrees to comply with 43 CFR 18, New Restrictions on Lobbying, including the following certification: (a) No Federal appropriated funds have been paid or will be paid, by or on behalf of the Recipient, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, and 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. (b) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying" in accordance with its instructions. Agreement No. MOAP00077 Agreement Template 20 C -43 (03/2019) Page 42 of 53 (c) The Recipient shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify accordingly. 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. 16. UNIFORM RELOCATION ASSISTANCE AND REAL PROPERTY ACQUISITION POLICIES ACT OF 1970 (URA) (42 USC 4601 et seq.) (a) The Uniform Relocation Assistance Act (URA), 42 U.S.C. 4601 et seq., as amended, requires certain assurances for Reclamation funded land acquisition projects conducted by a Recipient that cause the displacement of persons, businesses, or farm operations. Because Reclamation funds only support acquisition of property or interests in property from willing sellers, it is not anticipated that Reclamation funds will result in any "displaced persons," as defined under the URA. (b) However, if Reclamation funds are used for the acquisition of real property that results in displacement, the URA requires Recipients to ensure that reasonable relocation payments and other remedies will be provided to any displaced person. Further, when acquiring real property, Recipients must be guided, to the greatest extent practicable, by the land acquisition policies in 42 U.S.C. 4651. (c) Exemptions to the URA and 49 CFR Part 24 (1) The URA provides for an exemption to the appraisal, review and certification rules for those land acquisitions classified as "voluntary transactions." Such "voluntary transactions" are classified as those that do not involve an exercise of eminent domain authority on behalf of a Recipient, and must meet the conditions specified at 49 CFR 24.101(b)(1)(i)-(iv). (2) For any land acquisition undertaken by a Recipient that receives Reclamation funds, but does not have authority to acquire the real property by eminent domain, to be exempt from the requirements of 49 CFR Part 24 the Recipient must: (i) provide written notification to the owner that it will not acquire the property in the event negotiations fail to result in an amicable agreement, and; (ii) inform the owner in writing of what it believes to be the market value of the property Agreement No. MOAP00077 Agreement Template 2 0 C -44 (03/2019) Page 43 of 53 (d) Review of Land Acquisition Appraisals. Reclamation reserves the right to review any land appraisal whether or not such review is required under the URA or 49 CFR 24.104. Such reviews may be conducted by the Department of the Interior's Appraisal Services Directorate or a Reclamation authorized designee. When Reclamation determines that a review of the original appraisal is necessary, Reclamation will notify the Recipient and provide an estimated completion date of the initial appraisal review. 17. SYSTEM FOR AWARD MANAGEMENT AND UNIVERSAL IDENTIFIER REQUIREMENTS (2 CFR 25, APPENDIX A) A. Requirement for System for Award Management Unless you are exempted from this requirement under 2 CFR 25.110, you as the recipient must maintain the currency of your information in the SAM until you submit the final financial report required under this award or receive the final payment, whichever is later. This requires that you review and update the information at least annually after the initial registration, and more frequently if required by changes in your information or another award term. B. Requirement for unique entity identifier If you are authorized to make subawards under this award, you: 1. Must notify potential subrecipients that no entity (see definition in paragraph C of this award term) may receive a subaward from you unless the entity has provided its unique entity identifier to you. 2. May not make a subaward to an entity unless the entity has provided its unique entity identifier to you. C. Definitions For purposes of this award term: 1. System for Award Management (SAM) means the Federal repository into which an entity must provide information required for the conduct of business as a recipient. Additional information about registration procedures may be found at the SAM Internet site (currently at http://www.sam.gov). 2. Unique entity identifier means the identifier required for SAM registration to uniquely identify business entities. 3. Entity, as it is used in this award term, means all of the following, as defined at 2 CFR part 25, subpart C: Agreement No. R20AP00077 Agreement Template 2 0 C -45 (03/2019) Page 44 of 53 a. A Governmental organization, which is a State, local government, or Indian Tribe; b. A foreign public entity; c. A domestic or foreign nonprofit organization; d. A domestic or foreign for -profit organization; and e. A Federal agency, but only as a subrecipient under an award or subaward to a non -Federal entity. 4. Subaward: a. This term means a legal instrument to provide support for the performance of any portion of the substantive project or program for which you received this award and that you as the recipient award to an eligible subrecipient. b. The term does not include your procurement of property and services needed to carry out the project or program (for further explanation, see 2 CFR 200.330). c. A subaward may be provided through any legal agreement, including an agreement that you consider a contract. 5. Subrecipient means an entity that: a. Receives a subaward from you under this award; and b. Is accountable to you for the use of the Federal funds provided by the subaward. 18. PROHIBITION ON TEXT MESSAGING AND USING ELECTRONIC EQUIPMENT SUPPLIED BY THE GOVERNMENT WHILE DRIVING Executive Order 13513, Federal Leadership On Reducing Text Messaging While Driving, was signed by President Barack Obama on October 1, 2009 (ref: hLp://edocket.access.gpo.gov/2009/pdf/E9-24203.pdf). This Executive Order introduces a Federal Government -wide prohibition on the use of text messaging while driving on official business or while using Government -supplied equipment. Additional guidance enforcing the ban will be issued at a later date. In the meantime, please adopt and enforce policies that immediately ban text messaging while driving company -owned or rented vehicles, government - owned or leased vehicles, or while driving privately owned vehicles when on official government business or when performing any work for or on behalf of the government. Agreement No. MOAP00077 Agreement Template 20 C -46 (03/2019) Page 45 of 53 19. REPORTING SUBAWARDS AND EXECUTIVE COMPENSATION (2 CFR 170 APPENDIX A) L Reporting Subawards and Executive Compensation. a. Reporting offirst-tier subawards. Applicability. Unless you are exempt as provided in paragraph d. of this award term, you must report each action that obligates $25,000 or more in Federal funds that does not include Recovery funds (as defined in section 1512(a)(2) of the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5) for a subaward to an entity (see definitions in paragraph e. of this award term). 2. Where and when to report. i. You must report each obligating action described in paragraph a.l. of this award term to http://www.fsrs.gov. ii. For subaward information, report no later than the end of the month following the month in which the obligation was made. (For example, if the obligation was made on November 7, 2010, the obligation must be reported by no later than December 31, 2010.) What to report. You must report the information about each obligating action that the submission instructions posted at http://www.fsrs.kov spec. b. Reporting Total Compensation of Recipient Executives. Applicability and what to report. You must report total compensation for each of your five most highly compensated executives for the preceding completed fiscal year, if i. the total Federal fanding authorized to date under this award is $25,000 or more; ii. in the preceding fiscal year, you received (A) 80 percent or more of your annual gross revenues from Federal procurement contracts (and subcontracts) and Federal financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and subawards); and (B) $25,000,000 or more in annual gross revenues from Federal procurement contracts (and subcontracts) and Federal financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and subawards); and Agreement No. MOAP00077 Agreement Template 20 C -47 (03/2019) Page 46 of 53 iii. The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if the public has access to the compensation information, see the U.S. Security and Exchange Commission total compensation filings at http://www.sec.gov/answerslexecomp.htm.) 2. Where and when to report. You must report executive total compensation described in paragraph b.1. of this award term: i. As part of your registration profile at http://www.ccr.jzov. ii. By the end of the month following the month in which this award is made, and annually thereafter. c. Reporting of Total Compensation ofSubrecipient Executives. 1. Applicability and what to report. Unless you are exempt as provided in paragraph d. of this award tern, for each first -tier subrecipient under this award, you shall report the names and total compensation of each of the subrecipient's five most highly compensated executives for the subrecipient's preceding completed fiscal year, if i. in the subrecipient's preceding fiscal year, the subrecipient received (A) 80 percent or more of its annual gross revenues from Federal procurement contracts (and subcontracts) and Federal financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and subawards); and (B) $25,000,000 or more in annual gross revenues from Federal procurement contracts (and subcontracts), and Federal financial assistance subject to the Transparency Act (and subawards); and ii. The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if the public has access to the compensation information, see the U.S. Security and Exchange Commission total compensation filings at http://www.sec.gov/answers/execomp.htm.) 2. Where and when to report. You must report subrecipient executive total compensation described in paragraph c.1. of this award term: Agreement No. MOAP00077 Agreement Template 20 C -48 (03/2019) Page 47 of 53 i. To the recipient. ii. By the end of the month following the month during which you make the subaward. For example, if a subaward is obligated on any date during the month of October of a given year (i. e., between October 1 and 31), you must report any required compensation information of the subrecipient by November 30 of that year. d. Exemptions If, in the previous tax year, you had gross income, from all sources, under $300,000, you are exempt from the requirements to report: i. Subawards, and ii. The total compensation of the five most highly compensated executives of any subrecipient. e. Definitions. For purposes of this award term: 1. Entity means all of the following, as defined in 2 CFR part 25: A Governmental organization, which is a State, local government, or Indian tribe; ii. A foreign public entity; iii. A domestic or foreign nonprofit organization; iv. A domestic or foreign for -profit organization; A Federal agency, but only as a subrecipient under an award or subaward to non -Federal entity. 2. Executive means officers, managing partners, or any other employees in management positions. 3. Subaward: i. This term means a legal instrument to provide support for the performance of any portion of the substantive project or program for which you received this award and that you as the recipient award to an eligible subrecipient. Agreement No. MOAP00077 Agreement Template 20 C -49 (03/2019) Page 48 of 53 ii. The term does not include your procurement of property and services needed to carry out the project or program (for further explanation, see Sec. .210 of the attachment to OMB Circular A-133, "Audits of States, Local Governments, and Non -Profit Organizations"). iii. A subaward may be provided through any legal agreement, including an agreement that you or a subrecipient considers a contract. 4. Subrecipient means an entity that: i. Receives a subaward from you (the recipient) under this award; and ii. Is accountable to you for the use of the Federal funds provided by the subaward. 5. Total compensation means the cash and noncash dollar value earned by the executive during the recipient's or subrecipient's preceding fiscal year and includes the following (for more information see 17 CFR 229.402(c)(2)): i. Salary and bonus. ii. Awards of stock, stock options, and stock appreciation rights. Use the dollar amount recognized for financial statement reporting purposes with respect to the fiscal year in accordance with the Statement of Financial Accounting Standards No. 123 (Revised 2004) (FAS 123R), Shared Based Payments. iii. Earnings for services under non -equity incentive plans. This does not include group life, health, hospitalization or medical reimbursement plans that do not discriminate in favor of executives, and are available generally to all salaried employees. iv. Change in pension value. This is the change in present value of defined benefit and actuarial pension plans. v. Above -market earnings on deferred compensation which is not tax -qualified. vi. Other compensation, if the aggregate value of all such other compensation (e.g. severance, termination payments, value of life insurance paid on behalf of the employee, perquisites or property) for the executive exceeds $10,000. Agreement No. MOAP00077 Agreement Template 2 U C _50 (03/2019) Page 49 of 53 20. RECIPIENT EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS (SEP 2013) (a) This award and employees working on this financial assistance agreement will be subject to the whistleblower rights and remedies in the pilot program on Award Recipient employee whistleblower protections established at 41 U.S.C. 4712 by section 828 of the National Defense Authorization Act for Fiscal Year 2013 (Pub.L. 112-239). (b) The Award Recipient shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U. S.0 4712. (c) The Award Recipient shall insert the substance of this clause, including this paragraph (c), in all subawards or subcontracts over the simplified acquisition threshold. 48 CFR 52.203-17 (as referenced in 48 CFR 3.908-9). 21. RECIPIENT INTEGRITY AND PERFORMANCE MATTERS (APPENDIX XII to 2 CFR Part 200) A. Reporting of Matters Related to Recipient Integrity and Performance 1. General Reporting Requirement If the total value of your currently active grants, cooperative agreements, and procurement contracts from all Federal awarding agencies exceeds $10,000,000 for any period of time during the period of performance of this Federal award, then you as the recipient during that period of time must maintain the currency of information reported to the System for Award Management (SAM) that is made available in the designated integrity and performance system (currently the Federal Awardee Performance and Integrity Information System (FAPIIS)) about civil, criminal, or administrative proceedings described in paragraph 2 of this award term and condition. This is a statutory requirement under section 872 of Public Law 110-417, as amended (41 U.S.C. 2313). As required by section 3010 of Public Law 111-212, all information posted in the designated integrity and performance system on or after April 15, 2011, except past performance reviews required for Federal procurement contracts, will be publicly available. 2. Proceedings About Which You Must Report Submit the information required about each proceeding that: a. Is in connection with the award or performance of a grant, cooperative agreement, or procurement contract from the Federal Government; b. Reached its final disposition during the most recent five year period; and Agreement No. MOAP00077 Agreement Template 2 0 C -51 (03/2019) Page 50 of 53 c. Is one of the following: (1) A criminal proceeding that resulted in a conviction, as defined in paragraph 5 of this award term and condition; (2) A civil proceeding that resulted in a finding of fault and liability and payment of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more; (3) An administrative proceeding, as defined in paragraph 5. of this award term and condition, that resulted in a finding of fault and liability and your payment of either a monetary fine or penalty of $5,000 or more or reimbursement, restitution, or damages in excess of $100,000; or (4) Any other criminal, civil, or administrative proceeding if: (i) It could have led to an outcome described in paragraph 2.c.(1), (2), or (3) of this award term and condition; (ii) It had a different disposition arrived at by consent or compromise with an acknowledgment of fault on your part; and (iii) The requirement in this award term and condition to disclose information about the proceeding does not conflict with applicable laws and regulations. 3. Reporting Procedures Enter in the SAM Entity Management area the information that SAM requires about each proceeding described in paragraph 2 of this award term and condition. You do not need to submit the information a second time under assistance awards that you received if you already provided the information through SAM because you were required to do so under Federal procurement contracts that you were awarded. 4. Reporting Frequency During any period of time when you are subject to the requirement in paragraph 1 of this award term and condition, you must report proceedings information through SAM for the most recent five year period, either to report new information about any proceeding(s) that you have not reported previously or affirm that there is no new information to report. Recipients that have Federal contract, grant, and cooperative agreement awards with a cumulative total value greater than $10,000,000 must disclose semiannually any information about the criminal, civil, and administrative proceedings. Agreement No. MOAP00077 Agreement Template 2 U C _52 (03/2019) Page 51 of 53 5. Definitions For purposes of this award term and condition: a. Administrative proceeding means a non judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative proceedings, Civilian Board of Contract Appeals proceedings, and Armed Services Board of Contract Appeals proceedings). This includes proceedings at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include audits, site visits, corrective plans, or inspection of deliverables. b. Conviction, for purposes of this award term and condition, means a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea of nolo contendere. c. Total value of currently active grants, cooperative agreements, and procurement contracts includes (1) Only the Federal share of the funding under any Federal award with a recipient cost share or match; and (2) The value of all expected funding increments under a Federal award and options, even if not yet exercised. 22. CONFLICTS OF INTEREST (a) Applicability. (1) This section intends to ensure that non -Federal entities and their employees take appropriate steps to avoid conflicts of interest in their responsibilities under or with respect to Federal financial assistance agreements. (2) In the procurement of supplies, equipment, construction, and services by recipients and by subrecipients, the conflict of interest provisions in 2 CFR 200.318 apply. (b) Requirements. (1) Non -Federal entities must avoid prohibited conflicts of interest, including any significant financial interests that could cause a reasonable person to question the recipient's ability to provide impartial, technically sound, and objective performance under or with respect to a Federal financial assistance agreement. Agreement No. MOAP00077 Agreement Template 2 0 C -53 (03/2019) Page 52 of 53 (2) In addition to any other prohibitions that may apply with respect to conflicts of interest, no key official of an actual or proposed recipient or subrecipient, who is substantially involved in the proposal or project, may have been a former Federal employee who, within the last one (1) year, participated personally and substantially in the evaluation, award, or administration of an award with respect to that recipient or subrecipient or in development of the requirement leading to the funding announcement. (3) No actual or prospective recipient or subrecipient may solicit, obtain, or use non- public information regarding the evaluation, award, or administration of an award to that recipient or subrecipient or the development of a Federal financial assistance opportunity that may be of competitive interest to that recipient or subrecipient. (c) Notification. (1) Non -Federal entities, including applicants for financial assistance awards, must disclose in writing any conflict of interest to the DOI awarding agency or pass - through entity in accordance with 2 CFR 200.112, Conflicts of Interest. (2) Recipients must establish internal controls that include, at a minimum, procedures to identify, disclose, and mitigate or eliminate identified conflicts of interest. The recipient is responsible for notifying the Financial Assistance Officer in writing of any conflicts of interest that may arise during the life of the award, including those that have been reported by subrecipients. (d) Restrictions on Lobbying. Non -Federal entities are strictly prohibited from using funds under this grant or cooperative agreement for lobbying activities and must provide the required certifications and disclosures pursuant to 4 3 CFR Part 18 and 31 USC 13 52. (e) Review Procedures. The Financial Assistance Officer will examine each conflict of interest disclosure on the basis of its particular facts and the nature of the proposed grant or cooperative agreement, and will determine whether a significant potential conflict exists and, if it does, develop an appropriate means for resolving it. (f) Enforcement. Failure to resolve conflicts of interest in a manner that satisfies the Government may be cause for termination of the award. Failure to make required disclosures may result in any of the remedies described in 2 CFR 200.338, Remedies for Noncompliance, including suspension or debarment (see also 2 CFR Part 180). 23. DATA AVAILABILITY (a) Applicability. The Department of the Interior is committed to basing its decisions on the best available science and providing the American people with enough information to thoughtfully and substantively evaluate the data, methodology, and analysis used by the Department to inform its decisions. Agreement No. R20AP00077 Agreement Template 2 0 C -54 (03/2019) Page 53 of 53 (b) Use of Data. The regulations at 2 CFR 200.315 apply to data produced under a Federal award, including the provision that the Federal Government has the right to obtain, reproduce, publish, or otherwise use the data produced under a Federal award as well as authorize others to receive, reproduce, publish, or otherwise use such data for Federal purposes. (c) Availability of Data. The recipient shall make the data produced under this award and any subaward(s) available to the Government for public release, consistent with applicable law, to allow meaningful third -party evaluation and reproduction of the following: (i) The scientific data relied upon; (ii) The analysis relied upon; and (iii) The methodology, including models, used to gather and analyze data. Agreement No. MOAP00077 Agreement Template 2 0 C -5 5 (03/2019) REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AN APPROPRIATION ADJUSTMENT ACCEPTING BUREAU OF RECLAMATION WATERSMART GRANT FUNDS FOR THE WASHINGTON AVENUE WELL CONSTRUCTION PROJECT IN THE AMOUNT OF $750,000 (NON -GENERAL FUND) CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Approve an appropriation adjustment accepting Bureau of Reclamation WaterSMART grant funds in the amount of $750,000 into the Public Works Water Quality & Control Fund, Miscellaneous Revenue, Federal Grant -Direct revenue account and appropriating same into the Public Works Water Quality & Control Fund, Water -SMART -Watershed Management Program, Reserve Appropriation expenditure account for future year expenditures. 2. Approve an amendment to the Fiscal Year 2020-21 Capital Improvement Program to add $750,000 in grant funds for construction of the Washington Avenue Well Site Improvements Project. DISCUSSION On October 15 2019, Council authorized staff to submit a grant application to the United States Bureau of Reclamation (BOR) WaterSMART (Sustain and Manage America's Resources for Tomorrow) Water Energy and Efficiency Grant Program for the Washington Avenue Well Project (No. 19-6423). The City was notified that the project was awarded funding in the full requested amount of $750,000. The Washington Avenue Well Construction Project involves construction of a new groundwater well, including piping and electrical equipment, a well building, and a chemical storage building located at the intersection of Washington Avenue and Penn Way. The project creates an additional local water supply, which improves the City's long-term resilience, and closes the projected gap between future demand and available supply by adding over 4,000 acre-feet per year to the City's pumping capacity. This promotes less reliance on imported water, which, in turn, reduces wholesale water costs. The project will also address low-pressure deficiencies, improves reliability, and increase flexibility within the City's water system. 20D-1 Approve Appropriation Adjustment Accepting BOR Funds for Washington Well Project December 1, 2020 Page 2 The total project cost is estimated at $6,090,000. An additional award of $100,000 in Proposition 1 Integrated Regional Water Management Disadvantaged Communities Involvement Program Grant funding was awarded to this project in March 2020. FISCAL IMPACT Approval of the requested appropriation adjustment will recognize $750,000 in Bureau of Reclamation WaterSMART grant funds into the Public Works Water Quality & Control Fund, Miscellaneous Revenue, Federal Grant -Direct revenue account (No. 16417002-52000), and appropriate the same amount into the Public Works Water Quality & Control Fund, WaterSMART- Watershed Management Program, Reserve Appropriation expenditure account (No. 16417641- 69011, Project No. 19-6423) for future year expenditures. Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. Bureau of Reclamation Assistance Agreement 2. FY 2020-21 CIP Project Sheet 20D-2 EXHIBIT 1 UNITED STATES DEPARTMENT OF THE INTERIOR BUREAU OF RECLAMATION ASSISTANCE AGREEMENT IA. AGREEMENT NUMBER R20AP00113 In MOD NUMBER N/A 2. TYPE OF AGREEMENT ® GRANT ❑ COOPERATIVE AGREEMENT 3. CLASS OF RECIPIENT City or TownshipGovernment 4. ISSUING OFFICE 5. RECIPIENT Bureau of Reclamation City of Santa Ana Lower Colorado Basin 20 Civic Center Piz. FL 8 Interior Region 8 Santa Ana, CA 92701-4058 P.O. Box 61470 Boulder City, NV 89006-1470 EM q: 956000785 Co-ary: Orange DUNS N: 083153247 Congress. Dist CA-046 6. RECIPIENT PROJECT MANAGER 7A. INITIAL AGREEMENT 713. MODIFICATION EFFECTIVE DATE: EFFECTIVE DATE: Rudy Rosas, Principal Civil Engineer See Block 13a. below N/A Public Works Agency 8: COMPLETION DATE 215 S. Center Street Santa Ana, CA 92703-9000 March 31, 2023 Phone: 714-647-3379; Email: rrosas@santa-ana.org 9A. PROGRAM STATUTORY AUTHORITY 913. CFDA Number Section 9504(a) of the Secure Water Act, Public Law 111-11 (42 United States Code 10364), 15.514 as amended 10. FUNDING INFORMATION NON-FEDERAL RECLAMATION TOTAL PROJECT COSTS Total Estimated Amount of Agreement $5,350,000.00 $750,000.00 $6,100,000.00 This Obligation $5,350,000.00 $740,000.00 $6,090,000.00 Previous Obligation $0.00 $0.00 $0.00 Total Obligation $5,350,000.00 $740,000.00 $6,090,000.00 11. PROJECT TITLE DPP -New Washington Well Construction 12a. Acceptance of this Assistance Agreement in accordance with the terms and 13a. Award of this Assistance Agreement in accordance with the terms and conditions contained herein is hereby made on behalf of the above -named conditions contained herein is hereby made on behalf of the United States recipient of America, Department of the Interior, Bureau of Reclamation BY: BY: lv� DIANA BLAKE �a ,: o9.0809,n06-0T00' DATE 20020 DATE I2b. NAME AND TITLE OF SIGNER 13b. NAME OF GRANTS OFFICER / �R Kristine Ridge �, f7 7 x Diana Blake Grants Officer 702-293-8550 Approved as to Form ly'. -f.-,4, hn M. Funk Assistant City Attorney 20D-3 Page 2 of 52 This page intentionally left blank Agreement Template 20 D-4 (03/2019) Page 2 of 52 TABLE OF CONTENTS I. OVERVIEW AND SCHEDULE............................................................................................. 4 1. AUTHORITY........................................................................................................................ 4 2. PUBLIC PURPOSE OF SUPPORT OR STIMULATION................................................... 5 3. BACKGROUND AND OBJECTIVES................................................................................. 5 4. PERIOD OF PERFORMANCE AND FUNDS AVAILABILITY ....................................... 6 5. SCOPE OF WORK AND MILESTONES............................................................................ 6 6. RESPONSIBILITY OF THE PARTIES............................................................................... 8 7. BUDGET............................................................................................................................... 9 8. KEY PERSONNEL............................................................................................................. 12 9. LIMITATION OF AUTHORITIES.................................................................................... 12 10. REPORTING REQUIREMENTS AND DISTRIBUTION .............................................. 13 11. REGULATORY COMPLIANCE..................................................................................... 16 12. AGRICULTURAL OPERATIONS [Public Law I I I-11, Section 9504(a)(3)(B)]........... 16 13. TITLE TO IMPROVEMENTS [Public Law 111-11, Section 9504(a)(3)(D)]................. 16 14. OPERATION AND MAINTENANCE COSTS [Public Law 111-11, Section 9504(a)(3)(E)(iv.)]............................................................................................................ 16 15. LIABILITY [Public Law 111-11, Section 9504(a)(3)(F)]............................................... 17 IL RECLAMATION STANDARD TERMS AND CONDITIONS ....................................... 18 1. REGULATIONS.................................................................................................................. 18 2. PAYMENT.......................................................................................................................... 18 3. PROCUREMENT STANDARDS (2 CFR 200.317 through 200.326) ............................... 22 4. EQUIPMENT (2 CFR 200.313).......................................................................................... 31 5. SUPPLIES (2 CFR 200.314)............................................................................................... 34 6. INSPECTION...................................................................................................................... 34 7. AUDIT REQUIREMENTS (2 CFR 200.501)..................................................................... 34 8. REMEDIES FOR NONCOMPLIANCE (2 CFR 200.338)................................................. 36 9. TERMINATION (2 CFR 200.339)...................................................................................... 36 10. DEBARMENT AND SUSPENSION (2 CFR 1400)......................................................... 37 11. DRUG -FREE WORKPLACE (2 CFR 182 and 1401)...................................................... 37 12. ASSURANCES AND CERTIFICATIONS INCORPORATED BY REFERENCE........ 37 13. COVENANT AGAINST CONTINGENT FEES.............................................................. 38 Agreement No. R20AP00113 Agreement Template 20 D-5 (03/2019) Page 3 of 52 14. TRAFFICKING VICTIMS PROTECTION ACT OF 2000 (2 CFR 175.15) ................... 38 15. NEW RESTRICTIONS ON LOBBYING (43 CFR 18).................................................... 40 16. UNIFORM RELOCATION ASSISTANCE AND REAL PROPERTY ACQUISITION POLICIES ACT OF 1970 (URA) (42 USC 4601 etseq) ...............................................41 17. SYSTEM FOR AWARD MANAGEMENT and Universal Identifier Requirements (2 CFR25, Appendix A)....................................................................................................... 42 18. PROHIBITION ON TEXT MESSAGING AND USING ELECTRONIC EQUIPMENT SUPPLIED BY THE GOVERNMENT WHILE DRIVING ............................................ 43 19. REPORTING SUBAWARDS AND EXECUTIVE COMPENSATION (2 CFR 170 APPENDIXA).................................................................................................................. 44 20. RECIPIENT EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS (SEP 2013)...................... 48 21. RECIPIENT INTEGRITY AND PERFORMANCE MATTERS (APPENDIX XII to 2 CFRPart 200)................................................................................................................... 48 22. CONFLICTS OF INTEREST............................................................................................. 50 23. DATA AVAILABILITY.................................................................................................... 51 Agreement No. R20AP00113 Agreement Template 2 O D _6 (03/2019) Page 4 of 52 Financial Assistance Agreement No. R20AP00113 Between Bureau of Reclamation And City of Santa Ana For DRP - New Washington Well Construction I. OVERVIEW AND SCHEDULE 1. AUTHORITY This Financial Assistance Agreement (Agreement) is entered into between the United States of America, acting through the Department of the Interior, Bureau of Reclamation (Reclamation) and City of Santa Ana (Recipient or non -Federal entity), pursuant to Section 9504(a) of the SECURE WATER ACT, Subtitle F of Title IX of the OMNIBUS PUBLIC LAND MANAGEMENT ACT OF 2009, Public Law 111-11 (42 United States Code 10364), as amended (the "Act"). The following section, provided in full text, authorizes Reclamation to award this financial assistance agreement: SEC. 9504. WATER MANAGEMENT IMPROVEMENT. (a) A UTHORIZATION OF GRANTS AND COOPERATIVE AGREEMENTS (1) AUTHORITY OF SECRETARYTheSecretary may provide any grant to, or enter into an agreement with, any eligible applicant to assist the eligible applicant in planning, designing, or constructing any improvement (A) to conserve water; (B) to increase water use efficiency; (C) to facilitate water markets; (D) to enhance water management, including increasing the use of renewable energy in the management and delivery ofwater; (E) to accelerate the adoption and use of advanced water treatment technologies to increase water supply; (F) to prevent the decline of species that the United States Fish and Wildlife Service and National Marine Fisheries Service have proposed for listing under the Endangered Species Act of 1973 (16 U.S.C. 1531 et seq) (or candidate species that are being considered by those agencies for such listing but are not yet the subject of a proposed rule); (G) to accelerate the recovery of threatened species, endangered species, and designated critical habitats that are adversely affected Agreement No. R20AP00113 Agreement Template 2 O D _7 (03/2019) Page 5 of 52 by Federal reclamation projects or are subject to a recovery plan or conservation plan under the Endangered Species Act of 1973 (16 U.S.C. 1531 etseq) under which the Commissioner of Reclamation has implementation responsibilities; or (H) to carry out any other activity (i) to address any climate -related impact to the water supply of the United States that increases ecological resiliency to the impacts of climate change; or (ii) to prevent any water -related crisis or conflict at any watershed that has a nexus to a Federal reclamation project located in a service area. 2. PUBLIC PURPOSE OF SUPPORT OR STIMULATION The proposed New Washington Well Construction project (Project) achieves the public purpose of the Act by increasing the reliability of water supplies; improving water management; and providing benefits for fish, wildlife, and the environment to mitigate impacts caused by drought. 3. BACKGROUND AND OBJECTIVES Through WaterSMART (Sustain and Manage America's Resources for Tomorrow), Reclamation leverages Federal and non -Federal finding to work cooperatively with states, tribes, and local entities as they plan for and implement actions to increase water supply reliability through investments and attention to local water conflicts. Reclamation's WaterSMART Drought Response Program supports a proactive approach to drought by providing financial assistance to water managers to develop and update comprehensive drought plans (Drought Contingency Planning) and implement projects that will build long-term resiliency to drought (Drought Resiliency Projects). The Drought Response Program specifically contributes to the Department of the Interior's priorities to create a legacy of conservation stewardship, modernize our infrastructure, and restore trust with local communities by providing funding to states, tribes, and local governments to prepare for and address drought in advance of a crisis. Through the Drought Response Program, Reclamation invites states, tribes, irrigation districts, water districts, and other organizations with water or power delivery authority to leverage their money and resources by cost sharing with Reclamation on Drought Resiliency Projects that will increase the reliability of water supplies; improve water management; and provide benefits for fish, wildlife, and the environment to mitigate impacts caused by drought. Agreement No. R20AP00113 Agreement Template 2 O D _g (03/2019) Page 6 of 52 The Recipient will construct a new groundwater well that will add 4,000 acre-feet per year in local supplies to the Recipient's drinking water supply. The Recipient relies on imported water from the Metropolitan Water District (MWD) for a large portion of the Recipient's supply; this imported water may become limited as the state of California experiences widespread drought. This project is supported by the Recipient's Drought Action Plan, MWD's Water Surplus and Drought Management Plan, and MWD's Integrated Water Resources Plan. This agreement was selected from Funding Opportunity Announcement (FOA) No. BOR- DO- 20-F002 WaterSMART Drought Response Program: Drought Resiliency Projects for Fiscal Years 2020 and 2021. Recipient's proposal dated October 16, 2019 is hereby incorporated by reference to this Agreement. 4. PERIOD OF PERFORMANCE AND FUNDS AVAILABILITY This Agreement becomes effective on the date shown in Block 13a of Page 1 of this agreement, United States of America, Department of the Interior, Bureau of Reclamation, Assistance Agreement. The Agreement shall remain in effect until the date shown in Block 8 of Page 1 of this agreement, United States of America, Department of the Interior, Bureau of Reclamation, Assistance Agreement. The period of performance for this Agreement may only be modified through written modification of the Agreement by a Reclamation Grants Officer. No legal liability on the part of the Government for any payment may arise until funds are made available, in writing, to the Recipient by the Grants Officer. The total estimated amount of Federal funding for this agreement is $750,000.00, of which the initial amount of Federal funds available is limited to $740,000.00 as indicated by "this obligation" within Block 10 of Page 1 of this agreement, United States of America, Department of the Interior, Bureau of Reclamation, Assistance Agreement. 5. SCOPE OF WORK AND MILESTONES Under this Agreement, the Recipient shall construct a new groundwater well. The Project will make an additional 4,000 acre-feet of water per year available through groundwater pumping from the Orange County Groundwater Basin. Features of the project are anticipated to include: • Construction of a new well with necessary piping and electrical equipment • Construction of a well building • Construction of a chemical facility building The well will be located at 33045'20.8"N 117°51'37.5"W in the City of Santa Ana, CA. The project location is shown in the map below. Agreement No. R20AP00113 Agreement Template 2 O D _g (03/2019) Page 7 of 52 The milestones for completing this scope of work are: Milestone / Task / Activity Planned Start Date Planned Completion Date Complete environmental and Jan 2020 Dec 2020 cultural compliance Part I (Drill and Test Pump July 2020 July 2020 Well) - Award of Design Contract Part I — Complete Aug 2020 Dec 2020 construction documents Part I — Advertise Project and Jan 2021 March 2021 secure contract Part I — Construction Aril 2021 Dec 2021 Part II (Well Facility and June 2021 Dec 2021 Site) — Complete construction documents Part II — Advertise Project Aug 2021 March 2022 and secure contract Part II — Construction March 2022 March 2023 Agreement No. R20AP00113 Agreement Template 20 D-10 (03/2019) Page 8 of 52 6. RESPONSIBILITY OF THE PARTIES 6.1 Recipient Responsibilities 6.1.1 The Recipient shall carry out the Scope of Work (SOW) in accordance with the terms and conditions stated herein. The Recipient shall adhere to Federal, state, and local laws, regulations, and codes, as applicable, and shall obtain all required approvals and permits. If the SOW contains construction activities, the Recipient is responsible for construction inspection, oversight, and acceptance. If applicable, the Recipient shall also coordinate and obtain approvals from site owners and operators. 6.1.2. Construction Federal Funds. Federal cost -share for the construction in the amount of $671,580.00 will be suspended in the ASAP payment system and shall not be considered reimbursable until the Recipient has received a formal notification from the Grants Officer as specified in Section L6.1.3 Post Award Cost Documentation. 6.1.3. Post -Award Cost Documentation. During pre -award clarifications, there was insufficient documentation to support the construction contracts estimate. Therefore, prior to the initial request for drawdown of Federal funding, the Recipient shall provide the final competitive bid documents to include proposal/quote requests, bid tabulations/schedule, and selection documentation. The Grants Officer approval of the construction contract costs will be documented by formal modification to the Agreement. 6.1.4 Notice to Proceed. Construction costs shall not be considered reimbursable until the Recipient has received a formal Notice to Proceed from the GO upon completion of environmental compliance activities. See below Section I.11. Regulatory Compliance for more information. 6.1.5 Interim Performance Reports. The Recipient shall prepare and submit to Reclamation interim Project performance reports (Interim Performance Reports) as required by Section I.10 of this Agreement. Each Interim Performance Report will include (but is not limited to) the information identified in paragraph I.10.3 and will discuss the following: • A comparison of actual accomplishments to the milestones established by the financial assistance agreement for the reporting period • The reasons why established milestones were not met, if applicable • The status of milestones from the previous reporting period that were not met, if applicable • Whether the Project is on schedule and within the original cost estimate • Any additional pertinent information or issues related to the status of the Project Agreement No. R20AP00113 Agreement Template 20 D-11 (03/2019) Page 9 of 52 6.1.6 Final Project Report. The Recipient shall prepare and submit to Reclamation a final Project performance report (Final Project Report) as required by Section I.10 of this Agreement. The Final Project Report will include (but is not limited to) the information identified in paragraph I.10.3 and will discuss the following: • Whether the Project objectives and goals were met • Discussion of the benefits achieved by the Project, including information and/or calculations supporting the benefits • How the Project improves long-term resiliency to drought • How the Project demonstrates collaboration, if applicable Photographs documenting the project are also appreciated. Recipient understands that Reclamation may print photos with appropriate credit to Recipient. Recipient also understands that the Final Project Report is a public document and may be made available on Reclamation's website, www.usbr.aov/drought. 6.2 Reclamation Responsibilities 6.2.1 Reclamation will monitor and provide Federal oversight of activities performed under this Agreement. Monitoring and oversight include review and approval of financial status and performance reports, payment requests, and any other deliverables identified as part of the SOW. Additional monitoring activities may include site visits, conference calls, and other on -site and off -site monitoring activities. At the Recipient's request, Reclamation may also provide technical assistance to the Recipient in support of the SOW and objectives of this Agreement. 7. BUDGET 7.1 Budget Estimate. The following is the estimated budget for this Agreement. As Federal financial assistance agreements are cost -reimbursable, the budget provided is for estimation purposes only. Final costs incurred under the budget categories listed may be either higher or lower than the estimated costs. All costs incurred by the Recipient under this agreement must be in accordance with any pre -award clarifications conducted between the Recipient and Reclamation, as well as with the terms and conditions of this agreement. Final determination of the allowability, allocability, or reasonableness of costs incurred under this agreement is the responsibility of the Grants Officer. Recipients are encouraged to direct any questions regarding allowability, allocability or reasonableness of costs to the Grants Officer for review prior to incurrence of the costs in question. Agreement No. R20AP00113 Agreement Template 20 D-12 (03/2019) Page 10 of 52 COMPUTATION BUDGET ITEMDESCRIPTION::]I Cost Rate Unit Quarr[ity TOTALCOST CONTRACTUAL/ CONSTRUCTION - Explain any contracts or sub-Agreernents that will be awarded, why needed. Explain contractor qualifications and how the contractor will be selected. Subtotal $ 6,090,000.00 OTHER BOR Environmental Review Retained Funds $ 1.00 LS 1 10,000 $ 10,000.00 Subtotal $ 10,000.00 .................................................................................................................................................................................................................................................................................................................................. .................................................................................................................................................................................................................................................................................................................................. .................................................................................................................................................................................................................................................................................................................................. .................................................................................................................................................................................................................................................................................................................................. .................................................................................................................................................................................................................................................................................................................................. .................................................................................................................................................................................................................................................................................................................................. .................................................................................................................................................................................................................................................................................................................................. .................................................................................................................................................................................................................................................................................................................................. TOTAL DIRECT COSTS: $ 6,100,000.00 INDIRECT COSTS N/A 0.00% $ - $ - Total $ TOTAL ESTIMATED PROJECT/ACTIVITY COSTS: $6,100,000.00 7.2 Cost Sharing Requirement At least 50% non -Federal cost -share is required for costs incurred under this Agreement. Based on the budget estimate reflected in Section 7.1 above, the estimated Federal share of allowable costs is 87.7% and the Recipient's estimated non -Federal cost share is 12.3%. The Federal share of allowable costs shall not be expended in advance of the Recipient's non -Federal share. It is expected that expenditure of Federal and non -Federal funds based upon the estimated cost share percentages shall occur concurrently If a bona fide need arises which requires the expenditure of Federal funds in advance of the Recipient share, then the Recipient must request written approval from the Grants Officer prior to the expenditure. Recipient's may expend their agreed upon share of costs in advance of the expenditure of Federal funds without prior written approval. 7.3 Pre -Award Incurrence of Costs The Recipient shall be entitled to reimbursement for costs incurred on or after January 1, 2020, which if had been incurred after this Agreement was entered into, would have been allowable, allocable, and reasonable under the terms and conditions of this Agreement. Reimbursement of these costs is limited to the Federal cost share percentage identified in Section I.7.2 above. Agreement No. R20AP00113 Agreement Template 20 D-13 (03/2019) Page 11 of 52 7.4 Allowable Costs Costs incurred for the performance of this Agreement must be allowable, allocable to the project, and reasonable. The following regulations, codified within the Code of Federal Regulations (CFR), governs the allowability of costs for Federal financial assistance: 2 CFR 200 Subpart E, "Cost Principles" Expenditures for the performance of this Agreement must conform to the requirements within this CFR The Recipient must maintain sufficient documentation to support these expenditures. Questions on the allowability of costs should be directed to the Grants Officer responsible for this Agreement. The Recipient shall not incur costs or obligate funds for any purpose pertaining to operation of the program or activities beyond the expiration date stated in the Agreement. The only costs which are authorized for a period of up to 90 days following the project performance period are those strictly associated with closeout activities for preparation of the final reports. 7.5 Revision of Budget and Program Plans In accordance with 2 CFR 200.308(g) the recipient must request prior written approval for any of the following changes: (a) A change in the approved scope of work or associated tasks, even if there is no associated budget revisions. (b) Revisions which require additional Federal funds to complete the project. (c) Revisions which involve specific costs for which prior written approval requirements may be imposed consistent with OMB cost principles listed in 2 CFR 200 Subpart E "Cost Principles". 7.6 Modifications Any changes to this Agreement shall be made by means of a written modification. Reclamation may make changes to the Agreement by means of a unilateral modification to address changes in address, no -cost time extensions, changes to Key Personnel, the addition of previously agreed upon funding, or administrative corrections which do not impact the terms and conditions of this agreement. Additionally, a unilateral modification may be utilized by Reclamation if it should become necessary to suspend or terminate the Agreement in accordance with 2 CFR 200.338. All other changes shall be made by means of a bilateral modification to the Agreement. No oral statement made by any person, or written statement by any person other than the Grants Officer, shall be allowed in any manner or degree to modify or otherwise effect the terms of the Agreement. All requests for modification of the Agreement shall be made in writing, provide a full description of the reason for the request, and be sent to the attention of the Grants Officer. Any Agreement No. R20AP00113 Agreement Template 20 D-14 (03/2019) Page 12 of 52 request for project extension shall be made at least 45 days prior to the expiration date of the Agreement or the expiration date of any extension period that may have been previously granted. Any determination to extend the period of performance or to provide follow-on funding for continuation of a project is solely at the discretion of Reclamation. 8. KEY PERSONNEL 8.1 Recipient's Key Personnel. The Recipient's Project Manager for this Agreement shall be: Rudy Rosas, Principal Civil Engineer Public Works Agency 215 S. Center Street Santa Ana, CA 92703-9000 Phone: 714-647-3379; Email: rrosas@santa-ana.org Additional key personnel for this Agreement are identified as follows: Leif Lovegren, Management Analyst Public Works Agency 220 S. Daisy Ave. Santa Ana, CA 92703-9000 Phone: 714-647-3327; Email: llovegren@santa-ana.org 9. LIlVHTATION OF AUTHORITIES 9.1 Grants Officer. The Grants Officer is the only official with legal delegated authority to represent Reclamation. The Grants Officer's responsibilities include, but are not limited to, the following: (a) Formally obligate Reclamation to expend funds or change the funding level of the Agreement; (b) Approve through formal modification changes in the scope of work and/or budget; (c) Approve through formal modification any increase or decrease in the period of performance of the Agreement; (d) Approve through formal modification changes in any of the expressed terms, conditions, or specifications of the Agreement; (e) Be responsible for the overall administration, management, and other non -programmatic aspects of the Agreement including, but not limited to, interpretation of financial assistance statutes, regulations, circulars, policies, and terms of the Agreement; Where applicable, ensures that Reclamation complies with the administrative requirements required by statutes, regulations, circulars, policies, and terms of the Agreement. Agreement No. R20AP00113 Agreement Template 20 D-15 (03/2019) Page 13 of 52 9.2 Grants Management Specialist. The Grants Management Specialist is the primary administrative point of contact for this agreement and should be contacted regarding issues related to the day-to-day management of the agreement. Requests for approval regarding the terms and conditions of the agreement, including but not limited to modifications and prior approval, may only be granted, in writing, by a Reclamation Grants Officer. Please note that for some agreements, the Grants Officer and the Grants Management Specialist may be the same individual. 10. REPORTING REQUIREMENTS AND DISTRIBUTION 10.1 Noncompliance. Failure to comply with the reporting requirements contained in this Agreement may be considered a material noncompliance with the terms and conditions of the award. Noncompliance may result in withholding of payments pending receipt of required reports, denying both the use of funds and matching credit for all or part of the cost of the activity or action not in compliance, whole or partial suspension or termination of the Agreement, recovery of finds paid under the Agreement, withholding of fixture awards, or other legal remedies in accordance with 2 CFR 200.338. 10.2 Financial Reports. Federal Financial Reports shall be submitted by means of the SF-425 and shall be submitted according to the Report Frequency and Distribution schedule below. All financial reports shall be signed by an Authorized Certifying Official for the Recipient's organization. 10.3 Monitoring and Reporting Program Performance (2 CFR 200.328). (a) Monitoring by the non -Federal entity. The non -Federal entity is responsible for oversight of the operations of the Federal award supported activities. The non -Federal entity must monitor its activities under Federal awards to assure compliance with applicable Federal requirements and performance expectations are being achieved. Monitoring by the non - Federal entity must cover each program, fimction or activity. See also 200.331 Requirements for pass -through entities. (b) Non -construction performance reports. The Federal awarding agency must use standard, OMB -approved data elements for collection of performance information (including performance progress reports, Research Performance Progress Report, or such fixture collections as may be approved by OMB and listed on the OMB Web site). (1) The non -Federal entity must submit performance reports at the interval required by the Federal awarding agency or pass -through entity to best inform improvements in program outcomes and productivity. Intervals must be no less frequent than annually nor more frequent than quarterly except in unusual circumstances, for example where more frequent reporting is necessary for the effective monitoring of the Federal award or could significantly affect program outcomes. Annual reports must be due 90 calendar days after the reporting period; quarterly or semiannual reports must be due Agreement No. R20AP00113 Agreement Template 20 D-16 (03/2019) Page 14 of 52 30 calendar days after the reporting period. Alternatively, the Federal awarding agency or pass -through entity may require annual reports before the anniversary dates of multiple year Federal awards. The final performance report will be due 90 calendar days after the period of performance end date. If a justified request is submitted by a non -Federal entity, the Federal agency may extend the due date for any performance report. (2) The non -Federal entity must submit performance reports using OMB -approved governrnentwide standard information collections when providing performance information. As appropriate in accordance with above mentioned information collections, these reports will contain, for each Federal award, brief information on the following unless other collections are approved by OMB: (i) A comparison of actual accomplishments to the objectives of the Federal award established for the period. Where the accomplishments of the Federal award can be quantified, a computation of the cost (for example, related to units of accomplishment) may be required if that information will be useful. Where performance trend data and analysis would be informative to the Federal awarding agency program, the Federal awarding agency should include this as a performance reporting requirement. (ii) The reasons why established goals were not met, if appropriate. (iii) Additional pertinent information including, when appropriate, analysis and explanation of cost overruns or high unit costs. (c) Construction performance reports. For the most part, onsite technical inspections and certified percentage of completion data are relied on heavily by Federal awarding agencies and pass -through entities to monitor progress under Federal awards and subawards for construction. The Federal awarding agency may require additional performance reports only when considered necessary. (d) Significant developments. Events may occur between the scheduled performance reporting dates that have significant impact upon the supported activity. In such cases, the non -Federal entity must inform the Federal awarding agency or pass -through entity as soon as the following types of conditions become known: (1) Problems, delays, or adverse conditions which will materially impair the ability to meet the objective of the Federal award. This disclosure must include a statement of the action taken, or contemplated, and any assistance needed to resolve the situation. (2) Favorable developments which enable meeting time schedules and objectives sooner or at less cost than anticipated or producing more or different beneficial results than originally planned. Agreement No. R20AP00113 Agreement Template 20 D-17 (03/2019) Page 15 of 52 Reclamation requires Performance reporting for all financial assistance awards, both Construction and non -Construction. Performance reports for Construction agreements shall meet the same minimum requirements outlined in 2 CFR 200.328(b)(2) above. 10.4 Report Frequency and Distribution. The following table sets forth the reporting requirements for this Agreement. Please note the first report due date listed for each type of report. Required Reports Interim Reports Final Report Performance Report Format No specific format required. See content Summary of activities completed requirements within Section 9.3 (2 CFR during the entire period of 200.328) above. performance is required. See content requirements within Section 9.3 (2 CFR 200.328) above. Reporting Semi -Annual Final Report due within 90 days Frequency after the end of the period of performance. Reporting Period October 1 through March 31 and April 1 Entire period of performance through September 30. Due Date Within 30 days after the end of the Final Report due within 90 days Reporting Period. after the end of the period of performance or completion of the project. First Report Due The first performance report is due for N/A Date reporting period ending September 30, 2020. Submit to: Grants Officer to LCFA@usbr.gov Grants Officer to LCFA@usbr.gov Federal Financial Report Format SF-425 (all sections must be completed) SF-425(all sections must be completed) Reporting Semi -Annual Final Report due within 90 days Frequency after the end of the period of performance. Reporting Period October 1 through March 31 and April 1 Entire period of performance through September 30. Due Date Within 30 days after the end of the Final Report due within 90 days Reporting Period. after the end of the period of performance or completion of project. Agreement No. R20AP00113 Agreement Template 20 D-18 (03/2019) Page 16 of 52 Required Reports Interim Reports Final Report First Report Due The first Federal financial report is due N/A Date for reporting period ending September 30, 2020. Submit to: Grants Officer to LCFA@usbr.gov Grants Officer to LCFA@usbr.gov 11. REGULATORY COMPLIANCE The Recipient agrees to comply or assist Reclamation with all regulatory compliance requirements and all applicable state, Federal, and local environmental and cultural and paleontological resource protection laws and regulations as applicable to this project. These may include, but are not limited to, the National Environmental Policy Act (NEPA), including the Council on Environmental Quality and Department of the Interior regulations implementing NEPA, the Clean Water Act, the Endangered Species Act, consultation with potentially affected Tribes, and consultation with the State Historic Preservation Office. If the Recipient begins project activities that require environmental or other regulatory compliance approval prior to receipt of written notice from the Grants Officer that all such clearances have been obtained, then Reclamation reserves the right to initiate remedies for non-compliance as defined by 2 CFR 200.338 up to and including unilateral termination of this agreement. 12. AGRICULTURAL OPERATIONS [Public Law 111-11, Section 9504(a)(3)(B)] The Recipient shall not use any associated water savings to increase the total irrigated acreage of the Recipient or otherwise increase the consumptive use of water in the operation of the Recipient, as determined pursuant to the law of the State in which the operation of Recipient is located. 13. TITLE TO IMPROVEMENTS [Public Law 111-11, Section 9504(a)(3)(D)] If the activities funded under this Agreement result in an infrastructure improvement to a federally owned facility, the Federal Government shall continue to hold title to the facility and improvements to the facility. 14. OPERATION AND MAINTENANCE COSTS [Public Law 111-11, Section 9504(a)(3)(E)(iv.)] The non -Federal share of the cost of operating and maintaining any infrastructure improvement funded through this Agreement shall be 100 percent. Agreement No. R20AP00113 Agreement Template 20 D-19 (03/2019) Page 17 of 52 15. LIABILITY [Public Law 111-11, Section 9504(a)(3)(F)] (a) IN GENERAL. Except as provided under chapter 171 of title 28, United States Code (commonly known as the "Federal Tort Claims Act"), the United States shall not be liable for monetary damages of any kind for any injury arising out of an act, omission, or occurrence that arises in relation to any facility created or improved under this Agreement, the title of which is not held by the United States. (b) TORT CLAIMS ACT. Nothing in this section increases the liability of the United States beyond that provided in chapter 171 of title 28, United States Code (commonly known as the "Federal Tort Claims Act'). Agreement No. R20AP00113 Agreement Template 2 O D -2 U (03/2019) Page 18 of 52 IL RECLAMATION STANDARD TERMS AND CONDITIONS 1. REGULATIONS The regulations at 2 CFR Subtitle A, Chapter II, Part 200 "Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards", are hereby incorporated by reference as though set forth in full text. Failure of a Recipient to comply with any applicable regulation or circular may be the basis for withholding payments for proper charges made by the Recipient and/or for termination of support. 2. PAYMENT 2.1 Payment (2 CFR 200.305). (a) For states, payments are governed by Treasury -State CMIA agreements and default procedures codified at 31 CFR Part 205 "Rules and Procedures for Efficient Federal -State Funds Transfers" and TFM 4A-2000 Overall Disbursing Rules for All Federal Agencies. (b) For non -Federal entities other than states, payments methods must minimize the time elapsing between the transfer of funds from the United States Treasury or the pass - through entity and the disbursement by the non -Federal entity whether the payment is made by electronic funds transfer, or issuance or redemption of checks, warrants, or payment by other means. See also 200.302 Financial management paragraph (b)(6). Except as noted elsewhere in this part, Federal agencies must require recipients to use only OMB -approved standard governmentwide information collection requests to request payment. (1) The non -Federal entity must be paid in advance, provided it maintains or demonstrates the willingness to maintain both written procedures that minimize the time elapsing between the transfer of funds and disbursement by the non -Federal entity, and financial management systems that meet the standards for fund control and accountability as established in this part. Advance payments to a non -Federal entity must be limited to the minimum amounts needed and be timed to be in accordance with the actual, immediate cash requirements of the non -Federal entity in carrying out the purpose of the approved program or project. The timing and amount of advance payments must be as close as is administratively feasible to the actual disbursements by the non -Federal entity for direct program or project costs and the proportionate share of any allowable indirect costs. The non -Federal entity must make timely payment to contractors in accordance with the contract provisions. (2) Whenever possible, advance payments must be consolidated to cover anticipated cash needs for all Federal awards made by the Federal awarding agency to the recipient. (i) Advance payment mechanisms include, but are not limited to, Treasury check and electronic funds transfer and must comply with applicable guidance in 31 CFR part 208. Agreement No. R20AP00113 Agreement Template 20 D-21 (03/2019) Page 19 of 52 (ii) Non -Federal entities must be authorized to submit requests for advance payments and reimbursements at least monthly when electronic fund transfers are not used, and as often as they like when electronic transfers are used, in accordance with the provisions of the Electronic Fund Transfer Act (15 U.S.C. 1693-1693r). (3) Reimbursement is the preferred method when the requirements in paragraph (b) cannot be met, when the Federal awarding agency sets a specific condition per 200.207 Specific conditions, or when the non -Federal entity requests payment by reimbursement. This method may be used on any Federal award for construction, or if the major portion of the construction project is accomplished through private market financing or Federal loans, and the Federal award constitutes a minor portion of the project. When the reimbursement method is used, the Federal awarding agency or pass -through entity must make payment within 30 calendar days after receipt of the billing, unless the Federal awarding agency or pass -through entity reasonably believes the request to be improper. (4) If the non -Federal entity cannot meet the criteria for advance payments and the Federal awarding agency or pass -through entity has determined that reimbursement is not feasible because the non -Federal entity lacks sufficient working capital, the Federal awarding agency or pass -through entity may provide cash on a working capital advance basis. Under this procedure, the Federal awarding agency or pass - through entity must advance cash payments to the non -Federal entity to cover its estimated disbursement needs for an initial period generally geared to the non -Federal entity's disbursing cycle. Thereafter, the Federal awarding agency or pass -through entity must reimburse the non -Federal entity for its actual cash disbursements. Use of the working capital advance method of payment requires that the pass -through entity provide timely advance payments to any subrecipients in order to meet the subrecipient's actual cash disbursements. The working capital advance method of payment must not be used by the pass -through entity if the reason for using this method is the unwillingness or inability of the pass -through entity to provide timely advance payments to the subrecipient to meet the subrecipient's actual cash disbursements. (5) Use of resources before requesting cash advance payments. To the extent available, the non -Federal entity must disburse funds available from program income (including repayments to a revolving fiend), rebates, refunds, contract settlements, audit recoveries, and interest earned on such funds before requesting additional cash payments. (6) Unless otherwise required by Federal statutes, payments for allowable costs by non - Federal entities must not be withheld at any time during the period of performance unless the conditions of 200.207 Specific conditions, Subpart D—Post Federal Award Requirements of this part, 200.338 Remedies for Noncompliance, or one or more of the following applies: Agreement No. R20AP00113 Agreement Template 20 D-22 (03/2019) Page 20 of 52 (i) The non -Federal entity has failed to comply with the project objectives, Federal statutes, regulations, or the terms and conditions of the Federal award. (ii) The non -Federal entity is delinquent in a debt to the United States as defined in OMB Guidance A-129, "Policies for Federal Credit Programs and Non -Tax Receivables." Under such conditions, the Federal awarding agency or pass - through entity may, upon reasonable notice, inform the non -Federal entity that payments must not be made for obligations incurred after a specified date until the conditions are corrected or the indebtedness to the Federal Government is liquidated. (iii) A payment withheld for failure to comply with Federal award conditions, but without suspension of the Federal award, must be released to the non -Federal entity upon subsequent compliance. When a Federal award is suspended, payment adjustments will be made in accordance with 200.342 Effects of suspension and termination. (iv) A payment must not be made to a non -Federal entity for amounts that are withheld by the non -Federal entity from payment to contractors to assure satisfactory completion of work. A payment must be made when the non -Federal entity actually disburses the withheld funds to the contractors or to escrow accounts established to assure satisfactory completion of work. (7) Standards governing the use of banks and other institutions as depositories of advance payments under Federal awards are as follows. (i) The Federal awarding agency and pass -through entity must not require separate depository accounts for funds provided to a non -Federal entity or establish any eligibility requirements for depositories for funds provided to the non -Federal entity. However, the non -Federal entity must be able to account for the receipt, obligation and expenditure of funds. (ii) Advance payments of Federal funds must be deposited and maintained in insured accounts whenever possible. (8) The non -Federal entity must maintain advance payments of Federal awards in interest -bearing accounts, unless the following apply. (i) The non -Federal entity receives less than $120,000 in Federal awards per year. (ii) The best reasonably available interest -bearing account would not be expected to earn interest in excess of $500 per year on Federal cash balances. (iii) The depository would require an average or minimum balance so high that it would not be feasible within the expected Federal and non -Federal cash resources. Agreement No. R20AP00113 Agreement Template 20 D-23 (03/2019) Page 21 of 52 (iv) A foreign government or banking system prohibits or precludes interest bearing accounts. (9) Interest earned amounts up to $500 per year may be retained by the non -Federal entity for administrative expense. Any additional interest earned on Federal advance payments deposited in interest -bearing accounts must be remitted annually to the Department of Health and Human Services Payment Management System (PMS) through an electronic medium using either Automated Clearing House (ACH) network or a Fedwire Funds Service payment. Remittances must include pertinent information of the payee and nature of payment in the memo area (often referred to as "addenda records" by Financial Institutions) as that will assist in the timely posting of interested earned on federal funds. Pertinent details include the Payee Account Number (PAN) if the payment originated from PMS, or Agency information if the payment originated from ASAP, NSF or another federal agency payment system. The remittance must be submitted as follows: (i) For ACH Returns: Routing Number: 051036706 Account number: 303000 Bank Name and Location: Credit Gateway ACH Receiver St. Paul, MN (ii) For Fedwire Returns*: Routing Number: 021030004 Account number: 75010501 Bank Name and Location: Federal Reserve Bank Treas NYC/Funds Transfer Division New York, NY (* Please note organization initiating payment is likely to incur a charge from your Financial Institution for this type of payment) (iii) For International ACH Returns: Beneficiary Account: Federal Reserve Bank of New York/ITS (FRBNY/ITS) Bank: Citibank N.A. (New York) Swift Code: CITIUS33 Account Number: 36838868 Bank Address: 388 Greenwich Street, New York, NY 10013 USA Payment Details (Line 70): Agency Name (abbreviated when possible) and ALC Agency POC: Michelle Haney, (301)492-5065 Agreement No. R20AP00113 Agreement Template 20 D-24 (03/2019) Page 22 of 52 (iv) For recipients that do not have electronic remittance capability, please make check** payable to: "The Department of Health and Human Services." Mail Check to Treasury approved lockbox: HHS Program Support Center, P.O. Box 530231, Atlanta, GA 30353-0231 (* * Please allow 4-6 weeks for processing of a payment by check to be applied to the appropriate PMS account) (v) Any additional information/instructions may be found on the PMS Web site at http://www.dpm.psc.gov/. 2.2 Payment Method. Recipients must utilize the Department of Treasury Automated Standard Application for Payments (ASAP) payment system to request advance or reimbursement payments. ASAP is a Recipient -initiated payment and information system designed to provide a single point of contact for the request and delivery of Federal funds. ASAP is the only allowable method for request and receipt of payment. Recipient procedures must minimize the time elapsing between the drawdown of Federal fends and the disbursement for agreement purposes. In accordance with 2 CFR 25.200(b)(2) the Recipient shall "Maintain an active SAM registration with current information at all times during which it has an active Federal award or an application or plan under consideration by an agency". If the Recipient allows their SAM registration to lapse, the Recipient's accounts within ASAP will be automatically suspended by Reclamation until such time as the Recipient renews their SAM registration. 3. PROCUREMENT STANDARDS (2 CFR 200.317 through 200.326) 200.317 Procurements by States. When procuring property and services under a Federal award, a state must follow the same policies and procedures it uses for procurements from its non -Federal funds. The state will comply with 200.322 Procurement of recovered materials and ensure that every purchase order or other contract includes any clauses required by section 200.326 Contract provisions. All other non -Federal entities, including subrecipients of a state, will follow 200.318 General procurement standards through 200.326 Contract provisions. 200.318 General procurement standards. (a) The non -Federal entity must use its own documented procurement procedures which reflect applicable State, local, and tribal laws and regulations, provided that the procurements conform to applicable Federal law and the standards identified in this part. (b) Non -Federal entities must maintain oversight to ensure that contractors perform in accordance with the terms, conditions, and specifications of their contracts or purchase orders. Agreement No. R20AP00113 Agreement Template 20 D-25 (03/2019) Page 23 of 52 (c) (1) The non -Federal entity must maintain written standards of conduct covering conflicts of interest and governing the actions of its employees engaged in the selection, award and administration of contracts. No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a Federal award if he or she has a real or apparent conflict of interest. Such a conflict of interest would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of the parties indicated herein, has a financial or other interest in or a tangible personal benefit from a firm considered for a contract. The officers, employees, and agents of the non -Federal entity may neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, non -Federal entities may set standards for situations in which the financial interest is not substantial or the gift is an unsolicited item of nominal value. The standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the non -Federal entity. (2) If the non -Federal entity has a parent, affiliate, or subsidiary organization that is not a state, local government, or Indian tribe, the non -Federal entity must also maintain written standards of conduct covering organizational conflicts of interest. Organizational conflicts of interest means that because of relationships with a parent company, affiliate, or subsidiary organization, the non -Federal entity is unable or appears to be unable to be impartial in conducting a procurement action involving a related organization. (d) The non -Federal entity's procedures must avoid acquisition of unnecessary or duplicative items. Consideration should be given to consolidating or breaking out procurements to obtain a more economical purchase. Where appropriate, an analysis will be made of lease versus purchase alternatives, and any other appropriate analysis to determine the most economical approach. (e) To foster greater economy and efficiency, and in accordance with efforts to promote cost- effective use of shared services across the Federal Government, the non -Federal entity is encouraged to enter into state and local intergovernmental agreements or inter -entity agreements where appropriate for procurement or use of common or shared goods and services. (f) The non -Federal entity is encouraged to use Federal excess and surplus property in lieu of purchasing new equipment and property whenever such use is feasible and reduces project costs. (g) The non -Federal entity is encouraged to use value engineering clauses in contracts for construction projects of sufficient size to offer reasonable opportunities for cost reductions. Value engineering is a systematic and creative analysis of each contract item or task to ensure that its essential function is provided at the overall lower cost. Agreement No. R20AP00113 Agreement Template 20 D-26 (03/2019) Page 24 of 52 (h) The non -Federal entity must award contracts only to responsible contractors possessing the ability to perform successfully under the terms and conditions of a proposed procurement. Consideration will be given to such matters as contractor integrity, compliance with public policy, record of past performance, and financial and technical resources. See also 200.212 Suspension and debarment. (i) The non -Federal entity must maintain records sufficient to detail the history of procurement. These records will include, but are not necessarily limited to the following: rationale for the method of procurement, selection of contract type, contractor selection or rejection, and the basis for the contract price. 6) (1) The non -Federal entity may use a time and materials type contract only after a determination that no other contract is suitable and if the contract includes a ceiling price that the contractor exceeds at its own risk. Time and materials type contract means a contract whose cost to a non -Federal entity is the sum of: (i) The actual cost of materials; and (ii) Direct labor hours charged at fixed hourly rates that reflect wages, general and administrative expenses, and profit. (2) Since this formula generates an open-ended contract price, a time -and -materials contract provides no positive profit incentive to the contractor for cost control or labor efficiency. Therefore, each contract must set a ceiling price that the contractor exceeds at its own risk. Further, the non -Federal entity awarding such a contract must assert a high degree of oversight in order to obtain reasonable assurance that the contractor is using efficient methods and effective cost controls. (k) The non -Federal entity alone must be responsible, in accordance with good administrative practice and sound business judgment, for the settlement of all contractual and administrative issues arising out of procurements. These issues include, but are not limited to, source evaluation, protests, disputes, and claims. These standards do not relieve the non -Federal entity of any contractual responsibilities under its contracts. The Federal awarding agency will not substitute its judgment for that of the non -Federal entity unless the matter is primarily a Federal concern. Violations of law will be referred to the local, state, or Federal authority having proper jurisdiction. 200.319 Competition. (a) All procurement transactions must be conducted in a manner providing full and open competition consistent with the standards of this section. In order to ensure objective contractor performance and eliminate unfair competitive advantage, contractors that develop or draft specifications, requirements, statements of work, or invitations for bids or requests for proposals must be excluded from competing for such procurements. Some of the situations considered to be restrictive of competition include but are not limited to: Agreement No. R20AP00113 Agreement Template 20 D-27 (03/2019) Page 25 of 52 (1) Placing unreasonable requirements on firms in order for them to qualify to do business; (2) Requiring unnecessary experience and excessive bonding; (3) Noncompetitive pricing practices between firms or between affiliated companies; (4) Noncompetitive contracts to consultants that are on retainer contracts; (5) Organizational conflicts of interest; (6) Specifying only a "brand name" product instead of allowing "an equal" product to be offered and describing the performance or other relevant requirements of the procurement; and (7) Any arbitrary action in the procurement process. (b) The non -Federal entity must conduct procurements in a manner that prohibits the use of statutorily or administratively imposed state, local, or tribal geographical preferences in the evaluation of bids or proposals, except in those cases where applicable Federal statutes expressly mandate or encourage geographic preference. Nothing in this section preempts state licensing laws. When contracting for architectural and engineering (A/E) services, geographic location may be a selection criterion provided its application leaves an appropriate number of qualified firms, given the nature and size of the project, to compete for the contract. (c) The non -Federal entity must have written procedures for procurement transactions. These procedures must ensure that all solicitations: (1) Incorporate a clear and accurate description of the technical requirements for the material, product, or service to be procured. Such description must not, in competitive procurements, contain features which unduly restrict competition. The description may include a statement of the qualitative nature of the material, product or service to be procured and, when necessary, must set forth those minimum essential characteristics and standards to which it must conform if it is to satisfy its intended use. Detailed product specifications should be avoided if at all possible. When it is impractical or uneconomical to make a clear and accurate description of the technical requirements, a "brand name or equivalent" description may be used as a means to define the performance or other salient requirements of procurement. The specific features of the named brand which must be met by offers must be clearly stated; and (2) Identify all requirements which the offerors must fulfill and all other factors to be used in evaluating bids or proposals. (d) The non -Federal entity must ensure that all prequalified lists of persons, firms, or products which are used in acquiring goods and services are current and include enough Agreement No. R20AP00113 Agreement Template 20 D-28 (03/2019) Page 26 of 52 qualified sources to ensure maximum open and free competition. Also, the non -Federal entity must not preclude potential bidders from qualifying during the solicitation period. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75885, Dec. 19, 2014] 200.320 Methods of procurement to be followed. The non -Federal entity must use one of the following methods of procurement. (a) Procurement by micro -purchases. Procurement by micro -purchase is the acquisition of supplies or services, the aggregate dollar amount of which does not exceed the micro - purchase threshold (200.67 Micro -purchase). To the extent practicable, the non -Federal entity must distribute micro -purchases equitably among qualified suppliers. Micro - purchases may be awarded without soliciting competitive quotations if the non -Federal entity considers the price to be reasonable. (b) Procurement by small purchase procedures. Small purchase procedures are those relatively simple and informal procurement methods for securing services, supplies, or other property that do not cost more than the Simplified Acquisition Threshold. If small purchase procedures are used, price or rate quotations must be obtained from an adequate number of qualified sources. (c) Procurement by sealed bids (formal advertising). Bids are publicly solicited and a firm fixed price contract (lump sum or unit price) is awarded to the responsible bidder whose bid, conforming with all the material terms and conditions of the invitation for bids, is the lowest in price. The sealed bid method is the preferred method for procuring construction, if the conditions in paragraph (c)(1) of this section apply. (1) In order for sealed bidding to be feasible, the following conditions should be present: (i) A complete, adequate, and realistic specification or purchase description is available; (ii) Two or more responsible bidders are willing and able to compete effectively for the business; and (iii) The procurement lends itself to a firm fixed price contract and the selection of the successful bidder can be made principally on the basis of price. (2) If sealed bids are used, the following requirements apply: (i) Bids must be solicited from an adequate number of known suppliers, providing them sufficient response time prior to the date set for opening the bids, for state, local, and tribal governments, the invitation for bids must be publically advertised; Agreement No. R20AP00113 Agreement Template 20 D-29 (03/2019) Page 27 of 52 (ii) The invitation for bids, which will include any specifications and pertinent attachments, must define the items or services in order for the bidder to properly respond; (iii) All bids will be opened at the time and place prescribed in the invitation for bids, and for local and tribal governments, the bids must be opened publicly; (iv) A firm fixed price contract award will be made in writing to the lowest responsive and responsible bidder. Where specified in bidding documents, factors such as discounts, transportation cost, and life cycle costs must be considered in determining which bid is lowest. Payment discounts will only be used to determine the low bid when prior experience indicates that such discounts are usually taken advantage of, and (v) Any or all bids may be rejected if there is a sound documented reason. (d) Procurement by competitive proposals. The technique of competitive proposals is normally conducted with more than one source submitting an offer, and either a fixed price or cost -reimbursement type contract is awarded. It is generally used when conditions are not appropriate for the use of sealed bids. If this method is used, the following requirements apply: (1) Requests for proposals must be publicized and identify all evaluation factors and their relative importance. Any response to publicized requests for proposals must be considered to the maximum extent practical; (2) Proposals must be solicited from an adequate number of qualified sources; (3) The non -Federal entity must have a written method for conducting technical evaluations of the proposals received and for selecting recipients; (4) Contracts must be awarded to the responsible firm whose proposal is most advantageous to the program, with price and other factors considered; and (5) The non -Federal entity may use competitive proposal procedures for qualifications - based procurement of architectural/engineering (A/E) professional services whereby competitors' qualifications are evaluated and the most qualified competitor is selected, subject to negotiation of fair and reasonable compensation. The method, where price is not used as a selection factor, can only be used in procurement of A/E professional services. It cannot be used to purchase other types of services though A/E firms are a potential source to perform the proposed effort. (e) [Reserved] Agreement No. R20AP00113 Agreement Template 20 D-30 (03/2019) Page 28 of 52 (f) Procurement by noncompetitive proposals. Procurement by noncompetitive proposals is procurement through solicitation of a proposal from only one source and may be used only when one or more of the following circumstances apply: (1) The item is available only from a single source; (2) The public exigency or emergency for the requirement will not permit a delay resulting from competitive solicitation; (3) The Federal awarding agency or pass -through entity expressly authorizes noncompetitive proposals in response to a written request from the non -Federal entity; or (4) After solicitation of a number of sources, competition is determined inadequate. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75885, Dec. 19, 2014] 200.321 Contracting with small and minority businesses, women's business enterprises, and labor surplus area firms. (a) The non -Federal entity must take all necessary affirmative steps to assure that minority businesses, women's business enterprises, and labor surplus area firms are used when possible. (b) Affirmative steps must include: (1) Placing qualified small and minority businesses and women's business enterprises on solicitation lists; (2) Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; (3) Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; (4) Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; (5) Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce; and (6) Requiring the prime contractor, if subcontracts are to be let, to take the affirmative steps listed in paragraphs (1) through (5) of this section. Agreement No. R20AP00113 Agreement Template 20 D-31 (03/2019) Page 29 of 52 200.322 Procurement of recovered materials. A non -Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 CFR part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75885, Dec. 19, 2014] 200.323 Contract cost and price. (a) The non -Federal entity must perform a cost or price analysis in connection with every procurement action in excess of the Simplified Acquisition Threshold including contract modifications. The method and degree of analysis is dependent on the facts surrounding the particular procurement situation, but as a starting point, the non -Federal entity must make independent estimates before receiving bids or proposals. (b) The non -Federal entity must negotiate profit as a separate element of the price for each contract in which there is no price competition and in all cases where cost analysis is performed. To establish a fair and reasonable profit, consideration must be given to the complexity of the work to be performed, the risk home by the contractor, the contractor's investment, the amount of subcontracting, the quality of its record of past performance, and industry profit rates in the surrounding geographical area for similar work. (c) Costs or prices based on estimated costs for contracts under the Federal award are allowable only to the extent that costs incurred or cost estimates included in negotiated prices would be allowable for the non -Federal entity under Subpart E Cost Principles of this part. The non -Federal entity may reference its own cost principles that comply with the Federal cost principles. (d) The cost plus a percentage of cost and percentage of construction cost methods of contracting must not be used. 200.324 Federal awarding agency or pass -through entity review. (a) The non -Federal entity must make available, upon request of the Federal awarding agency or pass -through entity, technical specifications on proposed procurements where the Federal awarding agency or pass -through entity believes such review is needed to ensure that the item or service specified is the one being proposed for acquisition. This review generally will take place prior to the time the specification is incorporated into a Agreement No. R20AP00113 Agreement Template 20 D-32 (03/2019) Page 30 of 52 solicitation document. However, if the non -Federal entity desires to have the review accomplished after a solicitation has been developed, the Federal awarding agency or pass -through entity may still review the specifications, with such review usually limited to the technical aspects of the proposed purchase. (b) The non -Federal entity must make available upon request, for the Federal awarding agency or pass -through entity pre -procurement review, procurement documents, such as requests for proposals or invitations for bids, or independent cost estimates, when: (1) The non -Federal entity's procurement procedures or operation fails to comply with the procurement standards in this part; (2) The procurement is expected to exceed the Simplified Acquisition Threshold and is to be awarded without competition or only one bid or offer is received in response to a solicitation; (3) The procurement, which is expected to exceed the Simplified Acquisition Threshold, specifies a "brand name" product; (4) The proposed contract is more than the Simplified Acquisition Threshold and is to be awarded to other than the apparent low bidder under a sealed bid procurement; or (5) A proposed contract modification changes the scope of a contract or increases the contract amount by more than the Simplified Acquisition Threshold. (c) The non -Federal entity is exempt from the pre -procurement review in paragraph (b) of this section if the Federal awarding agency or pass -through entity determines that its procurement systems comply with the standards of this part. (1) The non -Federal entity may request that its procurement system be reviewed by the Federal awarding agency or pass -through entity to determine whether its system meets these standards in order for its system to be certified. Generally, these reviews must occur where there is continuous high -dollar funding, and third party contracts are awarded on a regular basis; (2) The non -Federal entity may self -certify its procurement system. Such self - certification must not limit the Federal awarding agency's right to survey the system. Under a self -certification procedure, the Federal awarding agency may rely on written assurances from the non -Federal entity that it is complying with these standards. The non -Federal entity must cite specific policies, procedures, regulations, or standards as being in compliance with these requirements and have its system available for review. Agreement No. R20AP00113 Agreement Template 20 D-33 (03/2019) Page 31 of 52 200.325 Bonding requirements. For construction or facility improvement contracts or subcontracts exceeding the Simplified Acquisition Threshold, the Federal awarding agency or pass -through entity may accept the bonding policy and requirements of the non -Federal entity provided that the Federal awarding agency or pass -through entity has made a determination that the Federal interest is adequately protected. If such a determination has not been made, the minimum requirements must be as follows: (a) A bid guarantee from each bidder equivalent to five percent of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified. (b) A performance bond on the part of the contractor for 100 percent of the contract price. A "performance bond" is one executed in connection with a contract to secure fulfillment of all the contractor's obligations under such contract. (c) A payment bond on the part of the contractor for 100 percent of the contract price. A "payment bond" is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract. 200.326 Contract provisions. The non -Federal entity's contracts must contain the applicable provisions described in Appendix II to Part 200 Contract Provisions for non -Federal Entity Contracts Under Federal Awards. 4. EQUIPMENT (2 CFR 200.313) See also 200.439 Equipment and other capital expenditures. (a) Title. Subject to the obligations and conditions set forth in this section, title to equipment acquired under a Federal award will vest upon acquisition in the non -Federal entity. Unless a statute specifically authorizes the Federal agency to vest title in the non -Federal entity without further obligation to the Federal Government, and the Federal agency elects to do so, the title must be a conditional title. Title must vest in the non -Federal entity subject to the following conditions: (1) Use the equipment for the authorized purposes of the project during the period of performance, or until the property is no longer needed for the purposes of the project. (2) Not encumber the property without approval of the Federal awarding agency or pass - through entity. Agreement No. R20AP00113 Agreement Template 20 D-34 (03/2019) Page 32 of 52 (3) Use and dispose of the property in accordance with paragraphs (b), (c) and (e) of this section. (b) A state must use, manage and dispose of equipment acquired under a Federal award by the state in accordance with state laws and procedures. Other non -Federal entities must follow paragraphs (c) through (e) of this section. (c) Use. (1) Equipment must be used by the non -Federal entity in the program or project for which it was acquired as long as needed, whether or not the project or program continues to be supported by the Federal award, and the non -Federal entity must not encumber the property without prior approval of the Federal awarding agency. When no longer needed for the original program or project, the equipment may be used in other activities supported by the Federal awarding agency, in the following order of priority: (i) Activities under a Federal award from the Federal awarding agency which funded the original program or project, then (ii) Activities under Federal awards from other Federal awarding agencies. This includes consolidated equipment for information technology systems. (2) During the time that equipment is used on the project or program for which it was acquired, the non -Federal entity must also make equipment available for use on other projects or programs currently or previously supported by the Federal Government, provided that such use will not interfere with the work on the projects or program for which it was originally acquired. First preference for other use must be given to other programs or projects supported by Federal awarding agency that financed the equipment and second preference must be given to programs or projects under Federal awards from other Federal awarding agencies. Use for non -federally -funded programs or projects is also permissible. User fees should be considered if appropriate. (3) Notwithstanding the encouragement in 200.307 Program income to earn program income, the non -Federal entity must not use equipment acquired with the Federal award to provide services for a fee that is less than private companies charge for equivalent services unless specifically authorized by Federal statute for as long as the Federal Government retains an interest in the equipment. (4) When acquiring replacement equipment, the non -Federal entity may use the equipment to be replaced as a trade-in or sell the property and use the proceeds to offset the cost of the replacement property. Agreement No. R20AP00113 Agreement Template 20 D-35 (03/2019) Page 33 of 52 (d) Management requirements. Procedures for managing equipment (including replacement equipment), whether acquired in whole or in part under a Federal award, until disposition takes place will, as a minimum, meet the following requirements: (1) Property records must be maintained that include a description of the property, a serial number or other identification number, the source of funding for the property (including the FAIN), who holds title, the acquisition date, and cost of the property, percentage of Federal participation in the project costs for the Federal award under which the property was acquired, the location, use and condition of the property, and any ultimate disposition data including the date of disposal and sale price of the property. (2) A physical inventory of the property must be taken and the results reconciled with the property records at least once every two years. (3) A control system must be developed to ensure adequate safeguards to prevent loss, damage, or theft of the property. Any loss, damage, or theft must be investigated. (4) Adequate maintenance procedures must be developed to keep the property in good condition. (5) If the non -Federal entity is authorized or required to sell the property, proper sales procedures must be established to ensure the highest possible return. (e) Disposition. When original or replacement equipment acquired under a Federal award is no longer needed for the original project or program or for other activities currently or previously supported by a Federal awarding agency, except as otherwise provided in Federal statutes, regulations, or Federal awarding agency disposition instructions, the non -Federal entity must request disposition instructions from the Federal awarding agency if required by the terms and conditions of the Federal award. Disposition of the equipment will be made as follows, in accordance with Federal awarding agency disposition instructions: (1) Items of equipment with a current per unit fair market value of $5,000 or less may be retained, sold or otherwise disposed of with no further obligation to the Federal awarding agency. (2) Except as provided in 200.312 Federally -owned and exempt property, paragraph (b), or if the Federal awarding agency fails to provide requested disposition instructions within 120 days, items of equipment with a current per -unit fair -market value in excess of $5,000 may be retained by the non -Federal entity or sold. The Federal awarding agency is entitled to an amount calculated by multiplying the current market value or proceeds from sale by the Federal awarding agency's percentage of participation in the cost of the original purchase. If the equipment is sold, the Federal awarding agency may permit the non -Federal entity to deduct and retain from the Agreement No. R20AP00113 Agreement Template 20 D-36 (03/2019) Page 34 of 52 Federal share $500 or ten percent of the proceeds, whichever is less, for its selling and handling expenses. (3) The non -Federal entity may transfer title to the property to the Federal Government or to an eligible third party provided that, in such cases, the non -Federal entity must be entitled to compensation for its attributable percentage of the current fair market value of the property. (4) In cases where a non -Federal entity fails to take appropriate disposition actions, the Federal awarding agency may direct the non -Federal entity to take disposition actions. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75884, Dec. 19, 2014] 5. SUPPLIES (2 CFR 200.314) See also 200.453 Materials and supplies costs, including costs of computing devices. (a) Title to supplies will vest in the non -Federal entity upon acquisition. If there is a residual inventory of unused supplies exceeding $5,000 in total aggregate value upon termination or completion of the project or program and the supplies are not needed for any other Federal award, the non -Federal entity must retain the supplies for use on other activities or sell them, but must, in either case, compensate the Federal Government for its share. The amount of compensation must be computed in the same manner as for equipment. See 200.313 Equipment, paragraph (e)(2) for the calculation methodology. (b) As long as the Federal Government retains an interest in the supplies, the non -Federal entity must not use supplies acquired under a Federal award to provide services to other organizations for a fee that is less than private companies charge for equivalent services, unless specifically authorized by Federal statute. 6. INSPECTION Reclamation has the right to inspect and evaluate the work performed or being performed under this Agreement, and the premises where the work is being performed, at all reasonable times and in a manner that will not unduly delay the work. If Reclamation performs inspection or evaluation on the premises of the Recipient or a sub -Recipient, the Recipient shall furnish and shall require sub -recipients to furnish all reasonable facilities and assistance for the safe and convenient performance of these duties. 7. AUDIT REQUIREMENTS (2 CFR 200.501) (a) Audit required. A non -Federal entity that expends $750,000 or more during the non - Federal entity's fiscal year in Federal awards must have a single or program -specific audit conducted for that year in accordance with the provisions of this part. Agreement No. R20AP00113 Agreement Template 20 D-37 (03/2019) Page 35 of 52 (b) Single audit. A non -Federal entity that expends $750,000 or more during the non -Federal entity's fiscal year in Federal awards must have a single audit conducted in accordance with 200.514 Scope of audit except when it elects to have a program -specific audit conducted in accordance with paragraph (c) of this section. (c) Program -specific audit election. When an auditee expends Federal awards under only one Federal program (excluding R&D) and the Federal program's statutes, regulations, or the terms and conditions of the Federal award do not require a financial statement audit of the auditee, the auditee may elect to have a program -specific audit conducted in accordance with 200.507 Program -specific audits. A program -specific audit may not be elected for R&D unless all of the Federal awards expended were received from the same Federal agency, or the same Federal agency and the same pass -through entity, and that Federal agency, or pass -through entity in the case of a subrecipient, approves in advance a program -specific audit. (d) Exemption when Federal awards expended are less than $750,000. A non -Federal entity that expends less than $750,000 during the non -Federal entity's fiscal year in Federal awards is exempt from Federal audit requirements for that year, except as noted in 200.503 Relation to other audit requirements, but records must be available for review or audit by appropriate officials of the Federal agency, pass -through entity, and Government Accountability Office (GAO). (e) Federally Funded Research and Development Centers (FFRDC). Management of an auditee that owns or operates a FFRDC may elect to treat the FFRDC as a separate entity for purposes of this part. (f) Subrecipients and Contractors. An auditee may simultaneously be a recipient, a subrecipient, and a contractor. Federal awards expended as a recipient or a subrecipient are subject to audit under this part. The payments received for goods or services provided as a contractor are not Federal awards. Section 200.330 Subrecipient and contractor determinations sets forth the considerations in determining whether payments constitute a Federal award or a payment for goods or services provided as a contractor. (g) Compliance responsibility for contractors. In most cases, the auditee's compliance responsibility for contractors is only to ensure that the procurement, receipt, and payment for goods and services comply with Federal statutes, regulations, and the terms and conditions of Federal awards. Federal award compliance requirements normally do not pass through to contractors. However, the auditee is responsible for ensuring compliance for procurement transactions which are structured such that the contractor is responsible for program compliance or the contractor's records must be reviewed to determine program compliance. Also, when these procurement transactions relate to a major program, the scope of the audit must include determining whether these transactions are in compliance with Federal statutes, regulations, and the terms and conditions of Federal awards. Agreement No. R20AP00113 Agreement Template 20 D-38 (03/2019) Page 36 of 52 (h) For -profit subrecipient. Since this part does not apply to for -profit subrecipients, the pass - through entity is responsible for establishing requirements, as necessary, to ensure compliance by for -profit subrecipients. The agreement with the for -profit subrecipient must describe applicable compliance requirements and the for -profit subrecipient's compliance responsibility. Methods to ensure compliance for Federal awards made to for - profit subrecipients may include pre -award audits, monitoring during the agreement, and post -award audits. See also 200.331 Requirements for pass -through entities. [78 FR 78608, Dec. 26, 2013, as amended at 79 FR 75887, Dec. 19, 2014] 8. REMEDIES FOR NONCOMPLIANCE (2 CFR 200.338) 200.338 Remedies for noncompliance. If a non -Federal entity fails to comply with Federal statutes, regulations or the terms and conditions of a Federal award, the Federal awarding agency or pass -through entity may impose additional conditions, as described in 200.207 Specific conditions. If the Federal awarding agency or pass -through entity determines that noncompliance cannot be remedied by imposing additional conditions, the Federal awarding agency or pass -through entity may take one or more of the following actions, as appropriate in the circumstances: (a) Temporarily withhold cash payments pending correction of the deficiency by the non - Federal entity or more severe enforcement action by the Federal awarding agency or pass -through entity. (b) Disallow (that is, deny both use of funds and any applicable matching credit for) all or part of the cost of the activity or action not in compliance. (c) Wholly or partly suspend or terminate the Federal award. (d) Initiate suspension or debarment proceedings as authorized under 2 CFR part 180 and Federal awarding agency regulations (or in the case of a pass -through entity, recommend such a proceeding be initiated by a Federal awarding agency). (e) Withhold further Federal awards for the project or program. (f) Take other remedies that may be legally available. 9. TERMINATION (2 CFR 200.339) (a) The Federal award may be terminated in whole or in part as follows: (1) By the Federal awarding agency or pass -through entity, if a non -Federal entity fails to comply with the terms and conditions of a Federal award; (2) By the Federal awarding agency or pass -through entity for cause; Agreement No. R20AP00113 Agreement Template 20 D-39 (03/2019) Page 37 of 52 (3) By the Federal awarding agency or pass -through entity with the consent of the non - Federal entity, in which case the two parties must agree upon the termination conditions, including the effective date and, in the case of partial termination, the portion to be terminated; or (4) By the non -Federal entity upon sending to the Federal awarding agency or pass - through entity written notification setting forth the reasons for such termination, the effective date, and, in the case of partial termination, the portion to be terminated. However, if the Federal awarding agency or pass -through entity determines in the case of partial termination that the reduced or modified portion of the Federal award or subaward will not accomplish the purposes for which the Federal award was made, the Federal awarding agency or pass -through entity may terminate the Federal award in its entirety. (b) When a Federal award is terminated or partially terminated, both the Federal awarding agency or pass -through entity and the non -Federal entity remain responsible for compliance with the requirements in 200.343 Closeout and 200.344 Post -closeout adjustments and continuing responsibilities. 10. DEBARMENT AND SUSPENSION (2 CFR 1400) The Department of the Interior regulations at 2 CFR 1400—iovemmentwide Debarment and Suspension (Nonprocurement), which adopt the common rule for the govemmentwide system of debarment and suspension for nonprocurement activities, are hereby incorporated by reference and made a part of this Agreement. By entering into this grant or cooperative Agreement with the Bureau of Reclamation, the Recipient agrees to comply with 2 CFR 1400, Subpart C, and agrees to include a similar term or condition in all lower -tier covered transactions. These regulations are available athttp://www.gpoaccess.gov/eefr/. 11. DRUG -FREE WORKPLACE (2 CFR 182 and 1401) The Department of the Interior regulations at 2 CFR 1401—Governmentwide Requirements for Drug -Free Workplace (Financial Assistance), which adopt the portion of the Drug -Free Workplace Act of 1988 (41 U.S.C. 701 et seq, as amended) applicable to grants and cooperative agreements, are hereby incorporated by reference and made a part of this agreement. By entering into this grant or cooperative agreement with the Bureau of Reclamation, the Recipient agrees to comply with 2 CFR 182. 12. ASSURANCES AND CERTIFICATIONS INCORPORATED BY REFERENCE The provisions of the Assurances, SF 424B or SF 424D as applicable, executed by the Recipient in connection with this Agreement shall apply with full force and effect to this Agreement. All anti -discrimination and equal opportunity statutes, regulations, and Executive Orders that apply to the expenditure of funds under Federal contracts, grants, and cooperative Agreements, loans, and other forms of Federal assistance. The Recipient shall comply with Title VI or the Civil Agreement No. R20AP00113 Agreement Template 20 D-40 (03/2019) Page 38 of 52 Rights Act of 1964, Title IX of the Education Amendments of 1972, Section 504 of the Rehabilitation Act of 1973, the Age Discrimination Act of 1975, and any program -specific statutes with anti -discrimination requirements. The Recipient shall comply with civil rights laws including, but not limited to, the Fair Housing Act, the Fair Credit Reporting Act, the Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Equal Educational Opportunities Act, the Age Discrimination in Employment Act, and the Uniform Relocation Act. Such Assurances also include, but are not limited to, the promise to comply with all applicable Federal statutes and orders relating to nondiscrimination in employment, assistance, and housing; the Hatch Act; Federal wage and hour laws and regulations and work place safety standards; Federal environmental laws and regulations and the Endangered Species Act; and Federal protection of rivers and waterways and historic and archeological preservation. 13. COVENANT AGAINST CONTINGENT FEES The Recipient warrants that no person or agency has been employed or retained to solicit or secure this Agreement upon an Agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide offices established and maintained by the Recipient for the purpose of securing Agreements or business. For breach or violation of this warranty, the Government shall have the right to annul this Agreement without liability or, in its discretion, to deduct from the Agreement amount, or otherwise recover, the full amount of such commission, percentage, brokerage, or contingent fee. 14. TRAFFICKING VICTIMS PROTECTION ACT OF 2000 (2 CFR 175.15) Trafficking in persons. (a) Provisions applicable to a recipient that is a private entity. (1) You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not (i) Engage in severe forms of trafficking in persons during the period of time that the award is in effect; (ii) Procure a commercial sex act during the period of time that the award is in effect; or (iii) Use forced labor in the performance of the award or subawards under the award. (2) We as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity (i) Is determined to have violated a prohibition in paragraph a.I of this award term; or Agreement No. R20AP00113 Agreement Template 20 D-41 (03/2019) Page 39 of 52 (ii) Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a.I of this award term through conduct that is either: (A) Associated with performance under this award; or (B) Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 1400. (b) Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private entity (1) Is determined to have violated an applicable prohibition in paragraph a.I of this award term; or (2) Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragraph a.I of this award term through conduct that is either: (i) Associated with performance under this award; or (ii) Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Govetnmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 1400. (c) Provisions applicable to any recipient. (1) You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a.I of this award term. (2) Our right to terminate unilaterally that is described in paragraph a.2 or b of this section: (i) Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(g)), and (ii) Is in addition to all other remedies for noncompliance that are available to us under this award. (3) You must include the requirements of paragraph a.1 of this award term in any subaward you make to a private entity. Agreement No. R20AP00113 Agreement Template 20 D-42 (03/2019) Page 40 of 52 (d) Definitions. For purposes of this award term: (1) "Employee" means either: (i) An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or (ii) Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in -kind contribution toward cost sharing or matching requirements. (2) "Forced labor" means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. (3) "Private entity": (i) Means any entity other than a state, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. (ii) Includes: (A) A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the definition of Indian tribe at 2 CFR 175.25(b). (B) A for -profit organization. (4) "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). 15. NEW RESTRICTIONS ON LOBBYING (43 CFR 18) The Recipient agrees to comply with 43 CFR 18, New Restrictions on Lobbying, including the following certification: (a) No Federal appropriated fimds have been paid or will be paid, by or on behalf of the Recipient, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, and 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. Agreement No. R20AP00113 Agreement Template 20 D-43 (03/2019) Page 41 of 52 (b) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying" in accordance with its instructions. (c) The Recipient shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify accordingly. 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. 16. UNIFORM RELOCATION ASSISTANCE AND REAL PROPERTY ACQUISITION POLICIES ACT OF 1970 (URA) (42 USC 4601 et seq.) (a) The Uniform Relocation Assistance Act (URA), 42 U.S.C. 4601 et seq., as amended, requires certain assurances for Reclamation fimded land acquisition projects conducted by a Recipient that cause the displacement of persons, businesses, or farm operations. Because Reclamation funds only support acquisition of property or interests in property from willing sellers, it is not anticipated that Reclamation funds will result in any "displaced persons," as defined under the URA. (b) However, if Reclamation funds are used for the acquisition of real property that results in displacement, the URA requires Recipients to ensure that reasonable relocation payments and other remedies will be provided to any displaced person. Further, when acquiring real property, Recipients must be guided, to the greatest extent practicable, by the land acquisition policies in 42 U.S.C. 4651. (c) Exemptions to the URA and 49 CFR Part 24 (1) The URA provides for an exemption to the appraisal, review and certification rules for those land acquisitions classified as "voluntary transactions." Such "voluntary transactions" are classified as those that do not involve an exercise of eminent domain authority on behalf of a Recipient, and must meet the conditions specified at 49 CFR 24.101(b)(1)(i)-(iv). (2) For any land acquisition undertaken by a Recipient that receives Reclamation funds, but does not have authority to acquire the real property by eminent domain, to be exempt from the requirements of 49 CFR Part 24 the Recipient must: Agreement No. R20AP00113 Agreement Template 20 D-44 (03/2019) Page 42 of 52 (i) provide written notification to the owner that it will not acquire the property in the event negotiations fail to result in an amicable agreement, and; (ii) inform the owner in writing of what it believes to be the market value of the property (d) Review of Land Acquisition Appraisals. Reclamation reserves the right to review any land appraisal whether or not such review is required under the URA or 49 CFR 24.104. Such reviews may be conducted by the Department of the Interior's Appraisal Services Directorate or a Reclamation authorized designee. When Reclamation determines that a review of the original appraisal is necessary, Reclamation will notify the Recipient and provide an estimated completion date of the initial appraisal review. 17. SYSTEM FOR AWARD MANAGEMENT and Universal Identifier Requirements (2 CFR 25, Appendix A) A. Requirement for System for Award Management Unless you are exempted from this requirement under 2 CFR 25.110, you as the recipient must maintain the currency of your information in the SAM until you submit the final financial report required under this award or receive the final payment, whichever is later. This requires that you review and update the information at least annually after the initial registration, and more frequently if required by changes in your information or another award term. B. Requirement for unique entity identifier If you are authorized to make subawards under this award, you: 1. Must notify potential subrecipients that no entity (see definition in paragraph C of this award term) may receive a subaward from you unless the entity has provided its unique entity identifier to you. 2. May not make a subaward to an entity unless the entity has provided its unique entity identifier to you. C. Definitions For purposes of this award term: 1. System for Award Management (SAM) means the Federal repository into which an entity must provide information required for the conduct of business as a recipient. Additional information about registration procedures may be found at the SAM Internet site (currently at http://www.sam.gov). 2. Unique entity identifier means the identifier required for SAM registration to uniquely identify business entities. Agreement No. R20AP00113 Agreement Template 20 D-45 (03/2019) Page 43 of 52 3. Entity, as it is used in this award term, means all of the following, as defined at 2 CFR part 25, subpart C: a. A Governmental organization, which is a State, local government, or Indian Tribe; b. A foreign public entity; c. A domestic or foreign nonprofit organization; d. A domestic or foreign for -profit organization; and e. A Federal agency, but only as a subrecipient under an award or subaward to a non -Federal entity. 4. Subaward: a. This term means a legal instrument to provide support for the performance of any portion of the substantive project or program for which you received this award and that you as the recipient award to an eligible subrecipient. b. The term does not include your procurement of property and services needed to carry out the project or program (for further explanation, see 2 CFR 200.330). c. A subaward may be provided through any legal agreement, including an agreement that you consider a contract. 5. Subrecipient means an entity that: a. Receives a subaward from you under this award; and b. Is accountable to you for the use of the Federal funds provided by the subaward. 18. PROHIBITION ON TEXT MESSAGING AND USING ELECTRONIC EQUIPMENT SUPPLIED BY THE GOVERNMENT WHILE DRIVING Executive Order 13513, Federal Leadership On Reducing Text Messaging While Driving, was signed by President Barack Obama on October 1, 2009 (ref: hfn://edocket.access.gpo.gov/2009/ndf/E9-24203.ndfl. This Executive Order introduces a Federal Government -wide prohibition on the use of text messaging while driving on official business or while using Government -supplied equipment. Additional guidance enforcing the ban will be issued at a later date. In the meantime, please adopt and enforce policies that immediately ban text messaging while driving company -owned or rented vehicles, government - owned or leased vehicles, or while driving privately owned vehicles when on official government business or when performing any work for or on behalf of the government. Agreement No. R20AP00113 Agreement Template 20 D-46 (03/2019) Page 44 of 52 19. REPORTING SUBAWARDS AND EXECUTIVE COMPENSATION (2 CFR 170 APPENDIX A) L Reporting Subawards and Executive Compensation. a. Reporting of first -tier subawards. Applicability. Unless you are exempt as provided in paragraph d. of this award term, you must report each action that obligates $25,000 or more in Federal funds that does not include Recovery funds (as defined in section 1512(a)(2) of the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5) for a subaward to an entity (see defmitions in paragraph e. of this award term). 2. Where and when to report. i. You must report each obligating action described in paragraph a.l. of this award term to http://www.Ars.Qov. ii. For subaward information, report no later than the end of the month following the month in which the obligation was made. (For example, if the obligation was made on November 7, 2010, the obligation must be reported by no later than December 31, 2010.) What to report. You must report the information about each obligating action that the submission instructions posted at http://www.fsrs.kov spec. b. Reporting Total Compensation of Recipient Executives. Applicability and what to report. You must report total compensation for each of your five most highly compensated executives for the preceding completed fiscal year, if i. the total Federal funding authorized to date under this award is $25,000 or more; ii. in the preceding fiscal year, you received (A) 80 percent or more of your annual gross revenues from Federal procurement contracts (and subcontracts) and Federal financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and subawards); and (B) $25,000,000 or more in annual gross revenues from Federal procurement contracts (and subcontracts) and Federal financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and subawards); and Agreement No. R20AP00113 Agreement Template 20 D-47 (03/2019) Page 45 of 52 iii. The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if the public has access to the compensation information, see the U.S. Security and Exchange Commission total compensation filings at http://www.sec.zov/answerslexecomp.htm.) 2. Where and when to report. You must report executive total compensation described in paragraph b.1. of this award term: i. As part of your registration profile at http://www.ccr.Qov. ii. By the end of the month following the month in which this award is made, and annually thereafter. c. Reporting of Total Compensation ofSubrecipient Executives. 1. Applicability and what to report. Unless you are exempt as provided in paragraph d. of this award term, for each first -tier subrecipient under this award, you shall report the names and total compensation of each of the subrecipient's five most highly compensated executives for the subrecipient's preceding completed fiscal year, if i. in the subrecipient's preceding fiscal year, the subrecipient received (A) 80 percent or more of its annual gross revenues from Federal procurement contracts (and subcontracts) and Federal financial assistance subject to the Transparency Act, as defined at 2 CFR 170.320 (and subawards); and (B) $25,000,000 or more in annual gross revenues from Federal procurement contracts (and subcontracts), and Federal financial assistance subject to the Transparency Act (and subawards); and ii. The public does not have access to information about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of the Internal Revenue Code of 1986. (To determine if the public has access to the compensation information, see the U.S. Security and Exchange Commission total compensation filings at http://www.sec.zov/answerslexecomp.htm.) Agreement No. R20AP00113 Agreement Template 20 D-48 (03/2019) Page 46 of 52 2. Where and when to report. You must report subrecipient executive total compensation described in paragraph c.1. of this award term: i. To the recipient. ii. By the end of the month following the month during which you make the subaward. For example, if a subaward is obligated on any date during the month of October of a given year (i. e., between October 1 and 31), you must report any required compensation information of the subrecipient by November 30 of that year. d. Exemptions If, in the previous tax year, you had gross income, from all sources, under $300,000, you are exempt from the requirements to report: i. Subawards, and ii. The total compensation of the five most highly compensated executives of any subrecipient. e. Definitions. For purposes of this award term: 1. Entity means all of the following, as defined in 2 CFR part 25: i. A Governmental organization, which is a State, local government, or Indian tribe; ii. A foreign public entity; iii. A domestic or foreign nonprofit organization; iv. A domestic or foreign for -profit organization; A Federal agency, but only as a subrecipient under an award or subaward to a non -Federal entity. 2. Executive means officers, managing partners, or any other employees in management positions. 3. Subaward: i. This term means a legal instrument to provide support for the performance of any portion of the substantive project or program for which you received this award and that you as the recipient award to an eligible subrecipient. Agreement No. R20AP00113 Agreement Template 20 D-49 (03/2019) Page 47 of 52 ii. The term does not include your procurement of property and services needed to carry out the project or program (for further explanation, see Sec. .210 of the attachment to OMB Circular A-133, "Audits of States, Local Governments, and Non -Profit Organizations"). iii. A subaward may be provided through any legal agreement, including an agreement that you or a subrecipient considers a contract. 4. Subrecipient means an entity that: i. Receives a subaward from you (the recipient) under this award; and ii. Is accountable to you for the use of the Federal funds provided by the subaward. 5. Total compensation means the cash and noncash dollar value earned by the executive during the recipient's or subrecipient's preceding fiscal year and includes the following (for more information see 17 CFR 229.402(c)(2)): i. Salary and bonus. ii. Awards ofstock, stock options, and stock appreciation rights. Use the dollar amount recognized for financial statement reporting purposes with respect to the fiscal year in accordance with the Statement of Financial Accounting Standards No. 123 (Revised 2004) (FAS 123R), Shared Based Payments. iii. Earnings for services under non -equity incentive plans. This does not include group life, health, hospitalization or medical reimbursement plans that do not discriminate in favor of executives, and are available generally to all salaried employees. iv. Change in pension value. This is the change in present value of defined benefit and actuarial pension plans. v. Above -market earnings on deferred compensation which is not tax -qualified. vi. Other compensation, if the aggregate value of all such other compensation (e.g. severance, termination payments, value of life insurance paid on behalf of the employee, perquisites or property) for the executive exceeds $10,000. Agreement No. R20AP00113 Agreement Template 20 D-50 (03/2019) Page 48 of 52 20. RECIPIENT EMPLOYEE WHISTLEBLOWER RIGHTS AND REQUIREMENT TO INFORM EMPLOYEES OF WHISTLEBLOWER RIGHTS (SEP 2013) (a) This award and employees working on this financial assistance agreement will be subject to the whistleblower rights and remedies in the pilot program on Award Recipient employee whistleblower protections established at 41 U.S.C. 4712 by section 828 of the National Defense Authorization Act for Fiscal Year 2013 (Pub.L. 112-239). (b) The Award Recipient shall inform its employees in writing, in the predominant language of the workforce, of employee whistleblower rights and protections under 41 U.S.0 4712. (c) The Award Recipient shall insert the substance of this clause, including this paragraph (c), in all subawards or subcontracts over the simplified acquisition threshold. 48 CFR 52.203-17 (as referenced in 48 CFR 3.908-9). 21. RECIPIENT INTEGRITY AND PERFORMANCE MATTERS (APPENDIX XII to 2 CFR Part 200) A. Reporting of Matters Related to Recipient Integrity and Performance 1. General Reporting Requirement If the total value of your currently active grants, cooperative agreements, and procurement contracts from all Federal awarding agencies exceeds $10,000,000 for any period of time during the period of performance of this Federal award, then you as the recipient during that period of time must maintain the currency of information reported to the System for Award Management (SAM) that is made available in the designated integrity and performance system (currently the Federal Awardee Performance and Integrity Information System (FAPIIS)) about civil, criminal, or administrative proceedings described in paragraph 2 of this award term and condition. This is a statutory requirement under section 872 of Public Law 110-417, as amended (41 U.S.C. 2313). As required by section 3010 of Public Law 111-212, all information posted in the designated integrity and performance system on or after April 15, 2011, except past performance reviews required for Federal procurement contracts, will be publicly available. 2. Proceedings About Which You Must Report Submit the information required about each proceeding that: a. Is in connection with the award or performance of a grant, cooperative agreement, or procurement contract from the Federal Government; b. Reached its final disposition during the most recent five year period; and c. Is one of the following: Agreement No. R20AP00113 Agreement Template 20 D-51 (03/2019) Page 49 of 52 (1) A criminal proceeding that resulted in a conviction, as defined in paragraph 5 of this award term and condition; (2) A civil proceeding that resulted in a finding of fault and liability and payment of a monetary fine, penalty, reimbursement, restitution, or damages of $5,000 or more; (3) An administrative proceeding, as defined in paragraph 5. of this award term and condition, that resulted in a finding of fault and liability and your payment of either a monetary fine or penalty of $5,000 or more or reimbursement, restitution, or damages in excess of $100,000; or (4) Any other criminal, civil, or administrative proceeding if: (i) It could have led to an outcome described in paragraph 2.c.(1), (2), or (3) of this award term and condition; (ii) It had a different disposition arrived at by consent or compromise with an acknowledgment of fault on your part; and (iii) The requirement in this award term and condition to disclose information about the proceeding does not conflict with applicable laws and regulations. 3. Reporting Procedures Enter in the SAM Entity Management area the information that SAM requires about each proceeding described in paragraph 2 of this award term and condition. You do not need to submit the information a second time under assistance awards that you received if you already provided the information through SAM because you were required to do so under Federal procurement contracts that you were awarded. 4. Reporting Frequency During any period of time when you are subject to the requirement in paragraph 1 of this award term and condition, you must report proceedings information through SAM for the most recent five year period, either to report new information about any proceeding(s) that you have not reported previously or affirm that there is no new information to report. Recipients that have Federal contract, grant, and cooperative agreement awards with a cumulative total value greater than $10,000,000 must disclose semiannually any information about the criminal, civil, and administrative proceedings. Agreement No. R20AP00113 Agreement Template 20 D-52 (03/2019) Page 50 of 52 5. Definitions For purposes of this award term and condition: a. Administrative proceeding means a non judicial process that is adjudicatory in nature in order to make a determination of fault or liability (e.g., Securities and Exchange Commission Administrative proceedings, Civilian Board of Contract Appeals proceedings, and Armed Services Board of Contract Appeals proceedings). This includes proceedings at the Federal and State level but only in connection with performance of a Federal contract or grant. It does not include audits, site visits, corrective plans, or inspection of deliverables. b. Conviction, for purposes of this award term and condition, means a judgment or conviction of a criminal offense by any court of competent jurisdiction, whether entered upon a verdict or a plea, and includes a conviction entered upon a plea of nolo contendere. c. Total value of currently active grants, cooperative agreements, and procurement contracts includes (1) Only the Federal share of the funding under any Federal award with a recipient cost share or match; and (2) The value of all expected funding increments under a Federal award and options, even if not yet exercised. 22. CONFLICTS OF INTEREST (a) Applicability. (1) This section intends to ensure that non -Federal entities and their employees take appropriate steps to avoid conflicts of interest in their responsibilities under or with respect to Federal financial assistance agreements. (2) In the procurement of supplies, equipment, construction, and services by recipients and by subrecipients, the conflict of interest provisions in 2 CFR 200.318 apply. (b) Requirements. (1) Non -Federal entities must avoid prohibited conflicts of interest, including any significant financial interests that could cause a reasonable person to question the recipient's ability to provide impartial, technically sound, and objective performance under or with respect to a Federal financial assistance agreement. (2) In addition to any other prohibitions that may apply with respect to conflicts of interest, no key official of an actual or proposed recipient or subrecipient, who is Agreement No. R20AP00113 Agreement Template 20 D-53 (03/2019) Page 51 of 52 substantially involved in the proposal or project, may have been a former Federal employee who, within the last one (1) year, participated personally and substantially in the evaluation, award, or administration of an award with respect to that recipient or subrecipient or in development of the requirement leading to the funding announcement. (3) No actual or prospective recipient or subrecipient may solicit, obtain, or use non- public information regarding the evaluation, award, or administration of an award to that recipient or subrecipient or the development of a Federal financial assistance opportunity that may be of competitive interest to that recipient or subrecipient. (c) Notification. (1) Non -Federal entities, including applicants for financial assistance awards, must disclose in writing any conflict of interest to the DOI awarding agency or pass - through entity in accordance with 2 CFR 200.112, Conflicts of Interest. (2) Recipients must establish internal controls that include, at a minimum, procedures to identify, disclose, and mitigate or eliminate identified conflicts of interest. The recipient is responsible for notifying the Financial Assistance Officer in writing of any conflicts of interest that may arise during the life of the award, including those that have been reported by subrecipients. 23. DATA AVAILABILITY (a) Applicability. The Department of the Interior is committed to basing its decisions on the best available science and providing the American people with enough information to thoughtfully and substantively evaluate the data, methodology, and analysis used by the Department to inform its decisions. (b) Use of Data. The regulations at 2 CFR 200.315 apply to data produced under a Federal award, including the provision that the Federal Government has the right to obtain, reproduce, publish, or otherwise use the data produced under a Federal award as well as authorize others to receive, reproduce, publish, or otherwise use such data for Federal purposes. (c) Availability of Data. The recipient shall make the data produced under this award and any subaward(s) available to the Government for public release, consistent with applicable law, to allow meaningful third -party evaluation and reproduction of the following: (i) The scientific data relied upon; (ii) The analysis relied upon; and (iii) The methodology, including models, used to gather and analyze data. Agreement No. R20AP00113 Agreement Template 20 D-54 (03/2019) \ k ( \ � 0 , §2 Q L\ § { L) !2 § \ CO Lu G\ G»e) 0 # 0. ) 0 \ 0 -j / / ± § \}2\ B! § ) \ ), ) §\} §)3 20D.55 , Bj k) REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: AGREEMENT WITH VERIZON WIRELESS FOR WIRELESS DATA, VOICE, AND ACCESSORIES IN AN ANNUAL AGGREGATE AMOUNT NOT TO EXCEED $700,000 THROUGH AUGUST 11, 2024 (NON -GENERAL FUND) /s/ Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sl Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CK�7►111►U1q�iC�. FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with Cellco Partnership, DBA Verizon Wireless, for wireless data, voice, and accessories for a period beginning December 1, 2020, and expiring August 11, 2024, in an annual aggregate amount of $700,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The City of Santa Ana utilizes cellular devices for various telephone and data communications needs. Staff who are required to conduct business away from the office may be issued a City cell device such as a phone, MiFi device, a laptop or tablet with cellular service. In addition to staff, the Santa Ana Library maintains a fleet of MiFi devices that are made available for check-out by patrons in order to provide internet WiFi access. The City currently has 610 active cellular lines. Verizon Wireless also provides discounted pricing for the purchase of cellular devices for use with the City's government account. Santa Ana City Ordinance No. NS-2312 authorizes the City to purchase against contracts from any public agency utilizing a competitive bid process. Verizon Wireless offers the National Association of States Procurement Officials (NASPO) Valuepoint national cooperative contract for wireless data, voice, and accessories. The City has been purchasing Verizon Wireless products and services using the NASPO 1907 master agreement, which is set to expire on December 31, 2020. The new NASPO master contract was awarded as a result of open, competitive bidding conducted by the State of Utah, resulting in master agreement #MA152 (Exhibit 3). NASPO makes the information available as a cooperative purchasing agreement on behalf of all nationwide governmental and public agencies (Exhibits 1 and 2), and meets the City's procurement requirements set to expire on August 11, 2024. The State of California allows participation in the NASPO Value Point Master Agreement by non -state entities subject to approval of the California Department of General Services. The City must enter into this new agreement in order to continue to receive the government discounts. 25A-1 Agreement with Verizon Wireless December 1, 2020 Page 2 FISCAL IMPACT Funds for the duration of the contract period will be included in the Communications expense account (No. 62010) of various departments. Not -to -exceed amounts for each remaining year of the blanket agreements would be as follows: Agreement Term Not -To -Exceed Amount December 2020 — November 2021 $700,000 December 2021 — November 2022 $700,000 December 2022 — November 2023 $700,000 December 2023 — August 2024 $700,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director — Finance and Management Services Agency Submitted By: Jack Ciulla, Chief Technology Innovations Officer — Information Technology Department Exhibits: 1. NASPO 152 Participating Agreement 2. Participation in NASPO ValuePoint Master Agreements -California 3. NASPO Master Agreement 25A-2 verizon NASPO ValuePoint PARTICIPATING ADDENDUM NASP& AValuePoint WIRELESS, DATA, VOICE AND ACCESSORIES Led by the State of Utah Master Agreement #: MA152 Contractor: CELLCO PARTNERSHIP, D/B/A VERIZON WIRELESS Participating Entity: City of Santa Ana 1. Scope: Verizon Wireless ("Contractor") and the State of Utah, for itself and on behalf of the NASPO ValuePoint ("NASPO ValuePoint"and/or "Customer"), have entered into a Master Agreement #MA152 with an effective date of August 12, 2019, which together with any and all amendments and/or addenda thereto constitute the "Master Agreement". This Participating Addendum applies to the purchase and use of Products (e.g. wireless service, software and other services) by state agencies and other eligible entities authorized by a state's statutes to purchase under state/entity contracts. All capitalized terms not defined in this Participating Addendum will have the same meaning provided in the Master Agreement. 2. Participation: Use of specific NASPO ValuePoint cooperative contracts by agencies, political subdivisions and other entities (including cooperatives and non -profits) authorized by an individual state's statutes to use state/entity contracts may be subject to the acknowledgement of the respective State Chief Procurement Official. Issues of interpretation and eligibility for participation are solely within the authority of the State Chief Procurement Official. Pursuant to NASPO ValuePoint rules and policies, entities in those states without a State Participating Addendum to the Master Agreement are eligible to participate in the Master Agreement to the extent not prohibited by their state and local procurement laws and regulations. It will be the responsibility of the Purchasing Entity to comply with any legal or regulatory provisions applicable to the Purchasing Entity. By signing and entering into this Participating Addendum, the Participating Entity certifies that they have obtained all of the acknowledgements and approvals required by state or local law or regulation. Purchasing Entity will immediately notify Contractor of any change in its eligibility to purchase under this Participating Addendum. Contractor reserves the right to terminate this Participating Addendum if at any time it is determined that Purchasing Entity is not eligible to purchase under this Participating Addendum. 3. Purchase Order Instructions: All Purchase Orders and any other ordering documents under this Participating Addendum will be governed by the terms and conditions of this Participating Addendum and the Master Agreement including, without limitation, the obligation to pay Contractor for Products provided. Contractor and the Participating Entity (together the "Parties") acknowledge and agree that orders submitted to Contractor from a Purchasing Entity through the Purchasing Entity's Business Procurement Card are authorized Purchase Orders under the Master Agreement. All Purchase Orders issued by Purchasing Entities under this Participating Addendum shall include a reference to this Participating Addendum and the Master Agreement, number MA152. 4. Individual Customer: Except to the extent modified by this Participating Addendum, the Participating Entity and each Purchasing Entity will be responsible for compliance with the terms Page 1 of 4 Versio2W4/2020 verizon' NASPO ValuePoint PARTICIPATING ADDENDUM NASP& AValuePoint WIRELESS, DATA, VOICE AND ACCESSORIES Led by the State of Utah and conditions of the Master Agreement, and will have the same rights and responsibilities for their purchases as the Lead State has in the Master Agreement, including the same rights to any indemnity or to recover any costs. Each Purchasing Entity will be responsible for its own taxes, charges, fees, and liabilities. The Contractor will apply the charges to each Purchasing Entity individually. All Participating Entities and Purchasing Entities agree to the terms and conditions of the Master Agreement (except to the extent modified by this Participating Addendum) including the disclosure of limited account information as part of the contractual reporting requirements to NASPO ValuePoint and/or the Participating Entity for purposes of monitoring the Master Agreement and this Participating Addendum, and calculating the administrative fees. 5. Primary Contacts: The primary contact individuals for this Participating Addendum are as follows (or their named successors): Lead State Name: Christopher T. Jennings, J.D, Assistant Director, Address: 3140 State Office Building, Salt Lake City, Utah Telephone: (801) 538-3157 Email: ctienningsnautah.gov Contractor Name: Doug Robertson, Senior Manager- Contract Management Address: 15505 Sand Canyon Ave, Irvine, CA 92618 Attn: Doug Robertson Telephone: (949) 246-8700 Email: Doug. Robertson(cDyzw. cc rn Participating Entity Name: Jack Ciulla, Chief Technology Innovations Officer City of Santa Ana Street Address: 20 Civic Center Plaza, M-42 City, State, Zip: Santa Ana, California 92702 Telephone: (714) 647-5381 Email: JCiulla@santa-ana.org Page 2 of 4 Versio2W4/2020 verzon� NASPO ValuePoint PARTICIPATING ADDENDUM NASP& AValuePoint WIRELESS, DATA, VOICE AND ACCESSORIES Led by the State of Utah 6. Entire Agreement: This Participating Addendum, and the Master Agreement (number MA152 administered by the State of Utah) together with its exhibits, set forth the entire agreement between the Parties regarding the subject matter contained herein, and supersedes any and all previous communications, representations or agreements, whether oral or written. Terms and conditions inconsistent with, contrary or in addition to the terms and conditions of this Participating Addendum and the Master Agreement, together with its exhibits, shall not be added to or incorporated into this Participating Addendum or the Master Agreement and its exhibits, by -any subsequent purchase order or otherwise (except by duly -executed written amendment), and any such attempts to add or incorporate such terms and conditions are hereby rejected and shall be deemed null and void. The undersigned represents and warrants that he/she has the power and authority to execute this Participating Addendum, bind the respective Participating Entity, and that the execution and performance of this Participating Addendum has been duly authorized by all necessary Parties The Parties have executed this Participating Addendum as of the date of final execution below. Participating Entity: City of Santa Ana Contractor: Cellco Partnership d/b/a Verizon Wireless Signature: Signature: Printed Name: See attached signature page Printed Name: Todd Loccisano Title: Title: VP, Commercial Deal Mgmt (Wireless), Verizon Business Group Date: Date: Page 3 of 4 [Additional signatures may be added if required by the Participating Entity] Versio L0.P3/1Q/2020 verzon� NASPO ValuePoint PARTICIPATING ADDENDUM NASP& AValuePoint WIRELESS, DATA, VOICE AND ACCESSORIES Led by the State of Utah For questions on the Participating Addendum or NASPO ValuePoint cooperative contracting process, please contact the NASPO ValuePoint Cooperative Contract Coordinator assigned to this Portfolio, as provided on this Portfolio's webpage at www.naspovaluepoint.org or the NASPO ValuePoint team at ccc(cDnaspovaluepoint.org. ***Attach Exhibit 1 if necessary — Participating Entity Modifications or Additions` Page 4 of 4 Contractor - email a fully executed PDF copy of this document to: PA(ftaspovaluepoint, org To support documentation of participation and posting in appropriate databases Ve rsio2 W4/2020 ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: d ",,- A. Re m Laura. A. Rossini Acting Chief Assistant City Attorney RECOMMENDED FOR APPROVAL: JACK CIULLA Chief Technology Innovations Officer CITY OF SANTA ANA KRISTINE RIDGE City Manager [Signature Page-Verizon NASPO Value Point Participating Agreement] 25A-7 NASPO ValuePoint naspovaluepoint.org PARTICIPATION IN NASPO VALLIEPOINT MASTER AGREEMENTS BY NON -STATE ENTITIES IN THE STATE OF CALIFORNIA When the State of California does not have a statewide Participating Addendum (PA) with a NASPO ValuePoint contractor, a non -state entity must submit a request to the Department of General Services (DGS) for authorization to enter into a Participating Addendum under the entity's own authority. The request is to be sent on the entity's official letterhead. A copy of the sample letter that DGS requests is included with this document. The completed letter can be sent to Yolanda Tutt in DGS at Yolanda.Tutt@dgs.ca.gov as an attachment to an email. Once approval has been obtained from DGS, the non -state entity may enter into a Participating Addendum with the contractor. A model PA document is available on the NASPO ValuePoint website. Scanned copies of all executed participating addendums must be sent to NASPO ValuePoint by email in PDF format to PA@NASPOValuePoint.org. Questions regarding this notice may be sent to the NASPO ValuePoint Cooperative Contract Coordinator Team by email at CCC@naspovaluepoint.org. Effective Date: May 12, 2020 Jeff Holden, Cooperative Contract Coordinator 25A-8 SAMPLE Local Government Request For NASPO ValuePoint Agreements AGENCY LETTERHEAD DATE Department of General Services Procurement Division Master Agreements Unit 2 707 3rd Street, 2"d Floor, MS 2-202 West Sacramento, CA 95605 Attention: Stephanne Lim, Master Agreements Unit 2, Supervisor Subject: Request to Establish NASPO ValuePoint Participating Addendum On behalf of the <Local Governmental Agency Name>, I request the State of California Chief Procurement Officer's approval to establish a Participating Addendum for the following NASPO ValuePoint Agreement(s). NASPO ValuePoint Agreement #: Title (Products/Services): Contractor Name: Lead State: <Individual Agreement Number or "various"> <Title of Agreement> <Individual Contractor Name or "all"> <State—e.g. Utah, Arizona, etc.> Please phone or email me at <phone> or <email> if you wish to discuss this request. Thank you, NAME BLOCK 25A-9 MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villages COUNCILMEMBERS Phil Bacerra Nelida Mendoza David Penaloza Vicente Sarmiento Jose Solorio October 28, 2020 CITY OF SANTA ANA CITY MANAGER'S OFFICE 20 Civic Center Plaza • P.O. Box 1988 Santa Ana, California 92702 w .santa-ana.ora Department of General Services Procurement Division Master Agreements Unit 2 707 3rd Street, 2nd Floor, MS 2-202 West Sacramento, CA 95605 Attention: Stephanne Lim, Master Agreements Unit 2, Supervisor Subject: Request to Establish NASPO ValuePoint Participating Addendum CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez On behalf of the City of Santa Ana, I request the State of California Chief Procurement Officer's approval to establish a Participating Addendum for the .following NASPO ValuePoint Agreement(s). NASPO ValuePoint Agreement #: Master Service Contract — #MA152 Title (Products/Service) NASPO 152 Participating Agreement Contractor Name Cellco Partnership, D/B/A Verizon Wireless Lead State: Utah Please feel free to call me at 714-647-5200 if you wish to discuss this request. Sincerely, Kristine Ridge City Manager SANTA ANA CITY COUNCIL Miguel A. Pulldo Juan villegas W.rle Samgenm D.d Penalow Jose Selena Phil B.O. Nelida Mendoza Mayor Mayor Pro Tem, Ward 5 Wasd1 Ward Weed Wads Word oeoulido�sarea-enea ew ore asannenorosanla anaore ob a$ ,ndoza®sanlaana.a,n &frQ1I`�OP�Tg � 04+ " i Contract#: MA 152-1 �Ot �yQ STATE OF UTAH COOPERATIVE CONTRACT ISO I. CONTRACTING PARTIES: This contract is between the Utah Division of Purchasing and the following Contractor: Cellco Partnership d/b/a Verizon Wireless Name 10170 Junction Annapolis Junction MD 20701 City State Zip Vendor# 94253A Commodity Code#: 72551, 91579 Legal Status of Contractor: For -Profit Comoration, Contact Name: Doug Robertson Phone Number: 949-249-8700 Email: doug.robertson@verizonwireless.com 2 CONTRACT PORTFOLIO NAME: NASPO ValuePoint Wireless Data, Voice, and Accessories. 3. GENERAL PURPOSE OF CONTRACT: Wireless Data, Voice, and Accessories. 4. PROCUREMENT: This contract is entered into as a result of the procurement process on FY 2019, Solicitation# CJ 18012 5. CONTRACT PERIOD: Effective Date: Mondav, August 12, 2019. Termination Date: Sundav, August 11, 2024 unless terminated early or extended in accordance with the terms and conditions of this contract. 6. Administrative Fee (if any): 0.25% on Corporate/Government Responsible (CRU) accounts and 0.10% on Individual Responsible ORV). 7 Prompt Payment Discount Details (if any): 5 Year contact that may be extended an additional 5 years. 8. ATTACHMENT A Master Terms and Conditions ATTACHMENT L: Network Technology Questionnaire ATTACHMENT B: Scope of Work ATTACHMENT C Cost Sheet ATTACHMENT G: Plan Description ATTACHMENT H: Award Category I Reporting Template ATTACHMENT I Award Category 2 Reporting Template ATTACHMENT J. Award Category 3 Reporting Template ATTACHMENT M New Product Request Form ATTACHMENT N: New Product Log ATTACHMENTS: Security Disclosures ATTACHMENT V Award Category Sheet ATTACHMENT W Award Category Sheet Any conflicts between Attachment A and the other Attachments will be resolved in favor of Attachment A 9. DOCUMENTS INCORPORATED INTO THIS CONTRACT BY REFERENCE BUT NOT A'1"1'ACHED: a All other governmental laws, regulations, or actions applicable to the goods and/or services authorized by this contract. b. Utah Procurement Code, Procurement Rules, and Contractor's response to solicitation #CJ18012. I0. Each signatory below represents that he or she has the requisite authority to enter into this contract. IN WITNESS WHEREOF, the parties sign and cause this contract to be executed. Notwithstanding verbal or other representations by the parties, the "Effective Dajg�oIthis Contract shall be the date provided within Section 5 above. Todd Loccisano, VP - Contract Management Type or Print Name and Title DIVISION OF PURCHASING Director, Division of Purchasing Date Internal Contract Tracking#: MA 152-1 25A-11 Solicitation#: CJ 18012 Vendor#: 94253A NASPO ValuePoint Attachment A: NASPO ValuePoint Master Agreement Terms and Conditions 1. Master Agreement Order of Precedence a. Any Order placed under this Master Agreement shall consist of the following documents: (1) A Participating Entity's Participating Addendum ("PA"); (2) NASPO ValuePoint Master Agreement Terms & Conditions; (3) A Purchase Order and/or an attached Specifications or Statement of Work (SOW) for Category 3 of the Solicitation (5) Contractor's response to the Solicitation, as revised (if permitted) and accepted by the Lead State. (6) The Solicitation, NASPO ValuePoint - Wireless Data, Voice, and Accessories # 018012. b. These documents shall be read to be consistent and complementary. Any conflict among these documents shall be resolved by giving priority to these documents in the order listed above. Contractor terms and conditions that apply to this Master Agreement are only those that are expressly accepted by the Lead State and must be in writing and attached to this Master Agreement as an Exhibit or Attachment. 2. Definitions Acceptance is defined bythe Uniform Commercial Code (UCC) orthe applicable state commercial code to the extent required by law. Acceptance shall not occur before the completion of delivery in accordance with the Order, installation if required, and a reasonable time for inspection of the Product. Contractor means the person or entity delivering Products or performing services under the terms and conditions set forth in this Master Agreement. Corporate/Government Responsible (CRU) accounts means Products purchased by a Purchasing Entity under this Master Agreement. Embedded Software means one or more software applications which come preloaded on Equipment by the manufacturer, but does not include SaaS or subscription software subject to a separate license agreement. VeriTSAc12t A Equipment means any device and accessory sold under this Master Agreement. Intellectual Property means any and all patents, copyrights, service marks, trademarks, trade secrets, trade names, patentable inventions, or other similar proprietary rights, in tangible or intangible form, and all rights, title, and interest therein. Individual Responsible (IRU) Accounts means purchases made by employees of a Participating State or Purchasing Entity for personal use. Lead State means the State centrally administering any resulting Master Agreement(s). Master Agreement means the underlying agreement executed by and between the Lead State and the Contractor, as now or hereafter amended. NASPO ValuePoint is the cooperative contracting arm of the National Association of State Procurement Officials (NASPO), a non-profit organization formed in 1947 to promote public procurement throughout the country. NASPO ValuePoint facilitates administration of the NASPO cooperative group contracting consortium of state chief procurement officials for the benefit of state departments, institutions, agencies, and political subdivisions and other eligible entities (i.e., colleges, school districts, counties, cities, some nonprofit organizations, etc.) for all states, the District of Columbia, and territories of the United States. NASPO ValuePoint is identified in the Master Agreement as the recipient of reports and the NASPO ValuePoint administrative fee; and may perform contract administration functions relating to collecting and receiving reports and fees, as well as other contract administration functions, as assigned by the Lead State. NASPO ValuePoint Administrative Fee means the payment based on the amount of CRU and IRU Account gross sales less any discounts, credits, taxes, fees, and shipping. The NASPO Administrative Fee for IRU Accounts shall be calculated based only on Products purchased and receiving a discount under this Master Agreement. Order or Purchase Order means any written purchase order, sales order, contract or other document used by a Participating Entity or Purchasing Entity to order the Products. Purchase Orders shall not have additional terms and conditions that are not required by law or regulation. Purchase Order terms and conditions that conflict with this Master Agreement or a Participating Addendum will be considered void. Participating Addendum means a bilateral agreement executed by a Contractor and a Participating Entity incorporating this Master Agreement and any other additional Participating Entity specific language or other requirements, e.g. ordering procedures specific to the Participating Entity, entity -specific terms and conditions, or as mutually agreed upon between the Parties. Participating Entity means a state, or other legal entity, properly authorized to enter into a Veriz26A h Tt A Participating Addendum. Participating State means a state, the District of Columbia, or one of the territories of the United States that is listed in the Request for Proposal as intending to participate. Upon execution of the Participating Addendum, a Participating State becomes a Participating Entity; however, a state listed in the Request for Proposal is not required to participate. Product means any Equipment, software (including Embedded Software), software as a service ("SaaS"), documentation, professional services, service or other deliverable supplied or created by the Contractor pursuant to this Master Agreement. The term Products, supplies and services, and products and services are used interchangeably in these terms and conditions. Purchasing Entity means a state (as well as the District of Columbia and U.S territories), city, county, district, other political subdivision of a State, and a nonprofit organization under the laws of some states, authorized or otherwise eligible toplace an order under the terms of this Master Agreement, that issues a Purchase Order against a Participating Addendum and this Master Agreement. Statement of Work (SOW) means a document that details the work of Category 3 Products and clarifies deliverables, costs, and timelines. NASPO ValuePoint Program Provisions 3. Term of the Master Agreement a. The initial term of this Master Agreement is for Five (5) years from the last date of signature of this Master Agreement. This Master Agreement may be extended beyond the original contract period for up to Five (5) additional years at the Lead State's discretion and by mutual agreement and upon review of requirements of Participating Entities, current market conditions, and Contractor performance. b. The Master Agreement may be extended by mutual agreement for a reasonable period of time in adherence to the Lead State's Procurement Code, if in the judgment of the Lead State a follow- on, competitive procurement will be unavoidably delayed (despite good faith efforts) beyond the planned date of execution of the follow-on master agreement. This subsection shall not be deemed to limit the authority of a Lead State under its state law otherwise to negotiate contract extensions. 4. Amendments The terms of this Master Agreement shall not be waived, altered, modified, supplemented or amended in any manner whatsoever without prior written agreement of the Lead State and Contractor. VerizHtAQ14I A S. Participants and Scope a. Contractor may not deliver Products under this Master Agreement until a Participating Addendum or other documentation acceptable to the Participating Entity and Contractor is executed. Additional methods of ordering may be utilized if agreed to by the Lead State, NASPO and the Contractor in writing. The NASPO ValuePoint Master Agreement Terms and Conditions are applicable to any Order by a Purchasing Entity , except to the extent altered, modified, supplemented or amended by a Participating Addendum or Statement of Work (or included in a Purchase Order, as expressly required by a Purchasing Entity's laws or regulations). By way of illustration and not limitation, this authority may apply to unique delivery and invoicing requirements, confidentiality requirements, defaults on Orders, governing law and venue relating to Orders by a Participating Entity, indemnification, and insurance requirements. Statutory or constitutional requirements relating to availability of funds may require specific language in some Participating Addenda in order to comply with applicable law. The expectation is that these alterations, modifications, supplements, or amendments will be addressed in the Participating Addendum or, with the consent of the Purchasing Entity and Contractor, may be included in the ordering document (e.g. purchase order or contract) used by a Purchasing Entity to place the Order. b. Use of specific NASPO ValuePoint cooperative Master Agreements by state agencies and political subdivisions are subject to the approval of the respective State Chief Procurement Official. Other Participating Entities (including cooperatives) authorized by individual state statutes to use state contracts including Native American government tribes and non-profit organizations, may be subject to the approval of the respective State Chief Procurement Official and/or their respective procurement rules. Issues of interpretation and eligibility for participation are solely within the authority of the respective State Chief Procurement Official. c. Obligations under this Master Agreement are limited to those Participating Entities who have signed a Participating Addendum and Purchasing Entities within the scope of those Participating Addenda. Unless prohibited under law or regulation, States or other entities permitted to participate may use an informal competitive process to determine which Master Agreements to participate in through execution of a Participating Addendum. Financial obligations of Participating Entities who are states are limited to the orders placed by the departments or other state agencies and institutions having available funds. Participating Entities who are states incur no financial obligations on behalf of other Purchasing Entities. Contractor shall email a fully executed PDF copy of each state Participating Addendum to PA@naspovaluepoint.orgto support documentation of participation and posting in appropriate NASPO data bases. e. Participating Addenda shall not be construed to amend the following provisions in this Master Agreement between the Lead State and Contractor that prescribe NASPO ValuePoint Program requirements: Term of the Master Agreement; Amendments to the Master Agreement; Participants and Scope; Administrative Fee; NASPO ValuePoint Summary and Detailed Usage Reports; NASPO ValuePoint Cooperative Program Marketing and Performance Review; Right to Publish; Price and Rate Guarantee Period; and Individual Customers. Any such language shall be VerizU46 StA void and of no effect. f. Participating Entities, which are not states, may under some circumstances sign their own Participating Addendum. To the extent required by NASPO ValuePoint's cooperative purchasing program, or as otherwise may be required by applicable law, Participating Entities may be subject to the consent to participation by the Chief Procurement Official of the state where the Participating Entity is located. Requests for such participation are to be made through NASPO ValuePoint. Any permission to participate through execution of a Participating Addendum or placement of a purchase order, is not a determination that procurement authority exists in the Participating Entity; each entity must ensure that it has the requisite procurement authority to execute a Participating Addendum or to place an order under the Master Agreement. g. Resale. "Resale" means any payment in exchange for transfer of Products or assignment of the right to services. Subject to any specific conditions included in the solicitation or Contractor's proposal as accepted by the Lead State, or as explicitly permitted in a Participating Addendum, Purchasing Entities may not resell Products. Absent any such condition or explicit permission, this limitation does not prohibit: payments by employees of a Purchasing Entity for Products for official use only; sales of Equipment to the general public or the Purchasing Entity's employees as surplus property in compliance with the Purchasing Entity's Surplus Property Program; and fees associated with inventory transactions with other governmental or nonprofit entities consistent with a Purchasing Entity's applicable laws and regulations, Participating Addendum, Purchase Order and/or User Agreement. Purchasing Entities are responsible for any taxes associated with the resale of surplus property. Any sale or transfer permitted by this subsection must be consistent with license rights granted for use of intellectual property. If fraud or abuse is discovered (e.g., such as a repeated pattern of purchasing discounted devices with service and disconnecting the service prior to the termination of the order or purchasing an excessive number of accessories compared to the number of active lines on the account), Contractor reserves the right to charge the full retail value for the Equipment and terminate the Participating Addendum and/or Order. 6. Administrative Fees a. The Contractor shall pay to NASPO ValuePoint, or its assignee, a NASPO ValuePoint Administrative Fee of 0.25% on Corporate/Government Responsible (CRU) accounts and 0.10% on all Individual Responsible (IRU) accounts no later than sixty (60) days following the end of each calendar quarter. The NASPO ValuePoint Administrative Fee shall be submitted quarterly and is based on all sales of products and services for both Corporate/Government Responsible (CRU) and Individual Response (IRU) accounts under the Master Agreement (less any charges for taxes or shipping). The NASPO ValuePoint Administrative Fee is not negotiable. b. Additionally, some states may require an additional fee be paid directly to the state only on purchases made by Purchasing Entities within that state. For all such requests, the fee level, payment method and schedule for such reports and payments will be incorporated into the Verizdft A Participating Addendum that is made apart of the Master Agreement. The Contractor may adjust the Master Agreement pricing accordingly for purchases made by Purchasing Entities within the jurisdiction of the state. All such agreements shall not affect the NASPO ValuePoint Administrative Fee percentage or the prices paid by the Purchasing Entities outside the jurisdiction of the state requesting the additional fee. 7. NASPO ValuePoint Summary and Detailed Usage Reports In addition to reports required by this solicitation or otherwise agreed to by the Parties, the Contractor shall provide the following NASPO ValuePoint reports. a. Summary Sales Data. The Contractor shall submit quarterly sales reports directly to NASPO ValuePoint using the NASPO ValuePoint Quarterly Sales/Administrative Fee Reporting Tool found at http://calculator.naspovaluepoint.org. Any/all sales made under this Master Agreement shall be reported as cumulative totals by state for Government Responsible accounts. A separate report shall be submitted and reported as cumulative totals by state for Individual Responsible (IRU) Accounts. Even if Contractor experiences zero sales during a calendar quarter, a report is still required. Reports shall be due no later than forty-five days (45) days following the end of the calendar quarter (as specified in the reporting tool). b. Detailed Sales Data. Contractor shall also report detailed sales data using the format provided in Attachments H, I, J and K. Reports are due on a quarterly basis and must be received by the Lead State and NASPO ValuePoint Cooperative Development Team no later than forty-five (45) days after the end of the reporting period. Reports shall be delivered to the Lead State and to the NASPO ValuePoint Cooperative Development Team electronically through a designated portal, email, CD-ROM, flash drive or other method as determined by the Lead State and NASPO ValuePoint. Detailed sales data reports shall include sales information for all sales under this Master Agreement. c. Reportable sales for the summary sales data report and detailed sales data report includes sales to employees for personal use where authorized by the solicitation and the Participating Addendum. Report data for employees should be limited to ONLY the state and entity that are participating under the authority of (state and agency, city, county, school district, etc.) and the amount of sales. No personal identification numbers, e.g. names, addresses, social security numbers or any other numerical identifier, may be submitted with any report. d. Contractor shall provide NASPO ValuePoint with an executive summary each quarter that includes, at a minimum, a list of states with an active Participating Addendum and states that Contractor is in negotiations with for a NASPO Participating Addendum. NASPO ValuePoint and Contractor will determine the format and content of the executive summary. The executive summary is due forty-five (45) days after the conclusion of each calendar quarter. e. Timely submission of these reports is a material requirement of the Master Agreement. The Verize2SiX47it A Lead State and NASPO ValuePoint shall have a perpetual, irrevocable, non-exclusive, royalty free, non -transferable rightto modify, copy, and otherwise use reports, data and Information provided underthis section. Anysharingof the data with anyone otherthe entities listed in Section f. below requires the Contractor's written authorization. f. All Participating Entities and Purchasing Entities are deemed to have consented to the release of any required reporting information to the Lead State, their respective Participating State and NASPO ValuePoint (including information generally deemed Customer Proprietary Network Information (CPNI) for purposes of monitoringthe contract and calculating the fees that are due and payable to NASPO ValuePoint for administering the contract. Participating Entities and Purchasing Entities have a right to decline to release this information, however, they may not purchase under the Master Agreement if they choose to do so. 8. NASPO ValuePoint Cooperative Program Marketing, Training, and Performance Review a. Contractor agrees to work cooperatively with NASPO ValuePoint personnel. Under a non- disclosure agreement, Contractor agrees to present plans to NASPO ValuePoint for the management and promotion of the Master Agreement. b. Contractor agrees, absent anything to the contrary outlined in a Participating Addendum, to consider a Purchasing Entity's proposed terms and conditions, as deemed important to the Purchasing Entity, for possible inclusion into the customer agreement. Contractor will ensure that their sales force is aware of this contracting option. c. Contractor agrees to participate in an annual contract performance review at a location selected by the Lead State and NASPO ValuePoint, which may include a discussion of marketing action plans, target strategies, marketing materials, as well as Contractor reporting and timeliness of payment of administration fees. d. Contractor acknowledges that the NASPO ValuePoint logos may not be used by Contractor in sales and marketing until a logo use agreement is executed with NASPO ValuePoint. e. The Lead State expects to evaluate the utilization of the Master Agreement at the annual performance review. Lead State may, in its discretion, cancel the Master Agreement pursuant to section 28 herein, or not exercise an option to renew, when Contractor utilization does not warrant further administration of the Master Agreement. The Lead State may exercise its right to not renew the Master Agreement if vendor fails to record or report revenue for three consecutive quarters, upon 60-calendar day written notice to the Contractor. Cancellation based on nonuse or under -utilization will not occur sooner than one year after award (or execution if later) of the Master Agreement. This subsection does not limit the discretionary right of either the Lead State or Contractor to cancel the Master Agreement pursuant to section 28 herein or to terminate for default pursuantto section 30 herein. Veriz28XI I&t A f. Contractor agrees to notify the Lead State and NASPO ValuePoint of any contractual most - favored -customer provisions in any Cooperative Purchasing Agreements that may affect the promotion of this Master Agreements or whose terms provide for adjustments to future rates or pricing based on rates, pricing in, or Orders from this master agreement. Upon request of the Lead State or NASPO ValuePoint, Contractor shall provide a copy of any such provisions. For the purposes of this paragraph, Cooperative Purchasing Agreement shall mean a cooperative purchasing program facilitating public procurement solicitations and agreements using a lead - agency model. This does not include contracts with any federal agency or any federal contract. 9. Right to Publish Except for publicly available information, throughout the duration of this Master Agreement, Contractor must secure from the Purchasing Entity and/or Lead State (based on which entity holds the public record) prior approval for the release of information. This limitation does not preclude publication about the award of the Master Agreement or marketing activities. The Contractor shall not make any representations of NASPO ValuePoint's opinion or position as to the quality or effectiveness of the services that are the subject of this Master Agreement without prior written consent. Failure to adhere to this requirement may result in termination of the Master Agreement for cause. 10. Price and Rate Guarantee Period Contracted prices represent ceiling prices for the supplies and services offered. Bid prices must remain firm for the full term of the Master Agreement. Requests for price increases must include sufficient documentation supporting the request which shall not be effective unless approved by the Lead State in writing. No retroactive adjustments to prices or rates will be allowed. 11. Individual Customers Except to the extent modified by a Participating Addendum or SOW, each Purchasing Entity shall follow the terms and conditions of the Master Agreement and applicable Participating Addendum and will have the same rights and responsibilities fortheir purchases as the Lead State has in the Master Agreement, including but not limited to, any indemnity or right to recover any costs as such right is defined in the Master Agreement and applicable Participating Addendum for their purchases. Each Purchasing Entity will be responsible for its own taxes, charges, fees, and liabilities. The Contractor will apply the charges and invoice each Purchasing Entity individually. Administration of Orders 13. Ordering a. The Contractor will have an ordering system that will allow for ordering documents to include the Purchasing Entity's purchase order number, this Master Agreement number or other ordering number. b. Purchasing Entities may define entity or project -specific requirements and informally Verize2SX-49t A compete the requirement among companies having a Master Agreement on an "as needed" basis. This procedure may also be used when requirements are aggregated or other firm commitments may be made to achieve reductions in pricing. This procedure may be modified in Participating Addenda and adapted to the Purchasing Entity's rules and policies. The Purchasing Entity may in its sole discretion determine which Master Agreement Contractors should be solicited for a quote. The Purchasing Entity may select the quote that it considers most advantageous, cost and other factors considered. c. Each Purchasing Entity will identify and utilize its own appropriate purchasing procedure and documentation. Contractor is expected to become familiar with the Purchasing Entities' rules, policies, and procedures regarding the ordering of Products, supplies and/or services contemplated by this Master Agreement. d. Contractor shall not begin work without a valid Purchase Order or other appropriate commitment document under the law of the Purchasing Entity. e. All Orders pursuant to this Master Agreement, at a minimum and where applicable, may include the following: Packing Slip (with shipment) • Item Summary o Product description o SKU o IMEI o ICCID o Retail Price • Line Details o Mobile Number o User Name o Contract Term • Quantity • Price • Subtotal charges • Ship to Address • Order Number • Location Code • Date order was placed • Date order was processed • Ship date • Package ID Order Summary Details (Delivered by Email) • Order Number Veriz2S :10t A • Order Status • Order Type • Order Created by • Order Date • Ship Date • Bill to Entity name and address • Ship to name and address (may enter Purchasing Entity ordering information in text) • Payment method • Shipping courier • Tracking number • Mobile Number • Device ID • SIM ID • User Name • Product description • Quantity • Plan and feature details • Total charges f. All communications concerning administration of Orders placed shall be furnished solely to the authorized purchasing agent within the Purchasing Entity's purchasing office, or to such other individual Identified in writing in the Order. g. Orders must be placed pursuant to this Master Agreement prior to the termination date. Contractor is reminded that financial obligations of Purchasing Entities payable after the current applicable fiscal year are contingent upon agency funds for that purpose being appropriated, budgeted, and otherwise made available. h. Notwithstanding the expiration, cancellation or termination of this Master Agreement, Contractor agrees to perform in accordance with the terms of any Orders then outstanding at the time of such expiration, cancellation or termination. 14. Shipping and Delivery a. All deliveries shall be F.O.B. destination with all transportation and handling charges paid by the Contractor. Responsibility and liability for loss or damage shall remain with the Contractor until final inspection and acceptance, when responsibility shall pass to the Purchasing Entity except as to latent defects, fraud, and Contractor's warranty obligations. Any portion of an order to be shipped without transportation charges that is backordered shall be shipped without charge. b. Unless otherwise instructed or not practicable, all deliveries will be "Inside Deliveries" as designated by a representative of the Purchasing Entity placing the Order. Inside Delivery refers to a delivery to other than a loading dock, front lobby, or reception area. Specific VerizA,%S*h2Tt A delivery instructions will be noted on the order form. Any damage to the building's interior, scratched walls, damage to the freight elevator, or other damage caused by the Contractor during the delivery of Products purchased under this Master Agreement will be the responsibility of the Contractor. If damage does occur, it isthe responsibility of the Contractor to immediately notify the Purchasing Entity placing the Order. The Purchasing Entity shall immediately notify the Contractor of any suspected damage by the Contractor's agent. c. All new Products purchased under this Agreement must be delivered in the manufacturer's standard package. Costs shall include all packing and/or crating charges. Cases shall be of durable construction, good condition, properly labeled and suitable in every respect for storage and handling of contents. Each shipping carton shall be marked with the commodity, brand, quantity, item code number. 15. Laws and Regulations Any and all Products offered and furnished shall comply fully with all applicable Federal and State laws and regulations. 16. Inspection and Acceptance The inspection and Acceptance section below shall not apply to Category 3 Products from the solicitation. The inspection and Acceptance for Category 3 Products shall be described in a separate exhibit or contractual document and agreed to between the Purchasing Entity and the Contractor. a. This section is not intended to limit rights and remedies under the applicable state commercial code or UCC. b. All Products are subject to inspection at reasonable times and places before Acceptance, which shall not exceed 30 days from the date of delivery. Upon inspection and if the Purchasing Entity finds Products furnished to be incomplete or in non-compliance with bid specifications, the Buyer may reject the Products and require Contractor to correct them without charge. If Contractor is unable or refuses to correct such Products within a reasonable amount of time, the Purchasing Entity may cancel the Order in whole or in part. Nothing in this paragraph shall adversely affect the Buyer's rights including the rights and remedies associated with revocation of acceptance under the applicable state commercial code or UCC. Contractor shall provide prepaid shipping labels for all Products returned under this paragraph. c. The warranty period shall begin upon Acceptance. d. If the Product is not Accepted after inspection, a Purchasing Entity may, at its discretion, reject the Product within the inspection time period described in paragraph b of this section. Upon rejection, the Contractor will have fifteen (15) calendar days to cure. If after the cure period, the Product still has not been Accepted, the Purchasing Entity may, at its option: (a) declare Contractor to be in breach and terminate the Order; (b) demand a similar replacement Product Verizf�SA(c12�t A from Contractor at no additional cost to Purchasing Entity; or, (c) continue the cure period for an additional time period agreed upon by the Purchasing Entity and the Contractor. Contractor shall provide packaging and prepaid shipping labels for Products not Accepted. No charges for Products rejected shall be paid until Acceptance has taken place. 17. Payment Payment after Acceptance is due within 30 days following the date the Product is delivered or installed, or the date a correct invoice is received, whichever is later, unless otherwise specified within the Order. After 45 days the Contractor may assess overdue account charges up to a maximum rate of one percent per month on the outstanding balance, unless a different late payment amount is specified in a Participating Addendum, Order, or otherwise prescribed by applicable law. Payments will be remitted by mail or electronic funds transfer (EFT). Payments may be made via a State or political subdivision "Purchasing Card" with no additional charge. 18. Warranty The Warranty section below shall not apply to Category 3 Products from the solicitation. The Warranty for Category 3 Products shall be described in a separate exhibit or contractual document, agreed to between the Purchasing Entity and the Contractor and no less than one (1) year. Unless specified in any other contract document pursuant to this Master Agreement, this Warranty section governs. The Contractor warrants for a period of one year from Acceptance that: (a) the Product will perform according to all specific claims that the Contractor made in its response to the solicitation, (b) the Product is suitable for the ordinary purposes for which such Product is used, (c) the Product is suitable for any special purposes identified in the solicitation or for which the Purchasing Entity has reasonably relied on the Contractor's skill or judgment, (d) the Product is designed and manufactured in a commercially reasonable manner, and (e) the Product is free of material defects. Upon breach of the warranty, the Contractor will repair or replace (at no charge to the Purchasing Entity, including, packaging and prepaid shipping labels) the Product whose nonconformance is discovered and made known to the Contractor. The rights and remedies of the parties under this warranty are in addition to any other rights and remedies of the parties provided by law or equity, including, without limitation, actual damages, and, as applicable and awarded underthe law, to a prevailing party, reasonable attorneys' fees and costs. 19. Title of Product Upon Acceptance and payment by the Purchasing Entity, Contractor shall convey to Purchasing Entity title to Equipment free and clear of all liens, encumbrances, or other security interests. Transfer of title to the Equipment shall include an irrevocable and perpetual license to use any Embedded Software in Equipment purchased. If Purchasing Entity subsequently transfers title of the Equipment to another entity, Purchasing Entity shall have the right to transfer the license to use the Embedded Software with the transfer of Equipment's title. A subsequent transfer of this Embedded Software shall be at no additional cost or charge to either Purchasing Entity or Verize2SX123t A Purchasing Entity's transferee. 20. License of Embedded Software Contractor grants to the Purchasing Entity a non-exclusive, royalty free, perpetual license to use the Embedded Software to achieve the purposes of the Master Agreement. General Provisions 21.Insurance a. Unless otherwise agreed in a Participating Addendum, Contractor shall, during the term of this Master Agreement, maintain in full force and effect, the insurance described in this section. Contractor shall acquire such insurance from an insurance carrier or carriers licensed, authorized or permitted to conduct business in each Participating Entity's state and having a rating of A-, Class VII or better, in the most recently published edition of A.M. Best's Insurance Reports. Failure to buy and maintain the required insurance may result in this Master Agreement's termination or, at a Participating Entity's option, result in termination of its Participating Addendum. b. Coverage shall be written on an occurrence basis. The limits shall be as indicated below: (1) Commercial General Liability including premises operations, independent contractors, products and completed operations, blanket contractual liability, personal injury), advertising liability bodily injury (including death) and property damage, with a limit of $1 million per occurrence and $2 million general aggregate; unless otherwise required by State law. (2) Workers Compensation in compliance with the statutory requirements of the state(s) of operation and Employers Liability with a limit of $1 million each accident/disease/policy limit insurance requirements. c. Contractor shall pay premiums on all insurance policies. Upon receipt of notice from its insurer(s) Contractor shall provide thirty (30) days' prior written notice of cancellation to a Participating Entity. d. Prior to commencement of performance, Contractor shall provide to the Lead State a certificate of insurance reasonably acceptableto the Lead Statethat (1) includes the Participating States identified in the Request for Proposal as additional insureds as their interest may appear under this Agreement, (2) the blanket additional insured endorsement, (3) provides that written notice of cancellation shall be delivered in accordance with the policy provisions, and (4) provides that the Contractor's liability insurance policy shall be primary, with any liability insurance of any Participating State as secondary and noncontributory. Unless otherwise agreed in any Verizl25XI41 A Participat! ngAddendum, other state Participating Entities' rights and Contractor's obligations are the same as those specified in the first sentence of this subsection except the endorsement is provided to the applicable state. e. Contractor shall furnish to the Lead State copies of certificates of all required insurance in a form sufficient to show required coverage within thirty (30) calendar days of the execution of this Master Agreement and prior to performing any work. Copies of renewal certificates of all required insurance shall be furnished within thirty (30) days after any renewal date to the applicable state Participating Entity. Failure to provide evidence of coverage may, at the sole option of the Lead State, or any Participating Entity, result in this Master Agreement's termination or the termination of any Participating Addendum, respectively. f. Coverage and limits shall not limit Contractor's liability and obligations under this Master Agreement, any Participating Addendum, or any Purchase Order. 22. Records Administration and Audit a. The Contractor shall maintain books, records, documents, and other evidence pertaining to this Master Agreement and Orders placed by Purchasing Entitles under it to the extent and in such detail as shall adequately reflect performance and administration of payments and fees. Contractor shall permit the Lead State to examine, copy and/or transcribe Contractor's books, documents, papers and records directly pertinent to this Master Agreement or Orders placed by a Purchasing Entity under it for the purpose of making audits, examinations, excerpts, and transcriptions to assure compliance with the terms hereof or to evaluate performance hereunder. This right shall survive for a period of five (5) years following termination of this Agreement or final payment for any Order placed by a Purchasing Entity against this Agreement, whichever is later, or such longer period as is required by the Purchasing Entity's state statutes, to assure compliance with the terms hereof or to evaluate performance hereunder. To the extent required by law, the federal government (including the U.S. Comptroller General), and any other duly authorized agent of a governmental agency may audit, inspect, examine, copy and/or transcribe Contractor's books, documents, papers and records directly pertinent to this Master Agreement or Orders placed by a Purchasing Entity under it for the purpose of making audits, examinations to assure compliance with the terms hereof or to evaluate performance hereunder. This right shall survive for a period of five (5) years following termination of this Agreement or final payment for any Order placed by a Purchasing Entity against this Agreement, whichever is later, or such longer period as is required by the Purchasing Entity's state statutes, to assure compliance with the terms hereof or to evaluate performance hereunder. b. Upon notification and within a reasonable amount of time and without limiting any other available remedies, the Contractor shall reimburse the Lead State, Participating Entity, or Purchasing Entity for any overpayments inconsistent with the terms of the Master Agreement or Orders; or the Purchasing Entity or NASPO ValuePoint for underpayment of Contractor's Administrative Fees. Verize2gi*12St A c. The rights and obligations herein exist in addition to any quality assurance obligation in the Master Agreement requiring the Contractor to self -audit contract obligations. Contractor agrees to keep and maintain full, true, and complete billing records, books, and documents as are necessary to fully disclose to the Lead State or the United States Government, or their authorized representatives, upon audits or reviews, sufficient information to determine compliance with this Agreement and all state and federal regulations and statutes. d. Participating Entities' Rights. Contractor will provide each Participating Entity with reasonable access to Contractor's billing records, invoices, and price plan details related to the corresponding Participating Entity's payment and participation in the Master Agreement. 23. Confidentiality, Non -Disclosure, and Injunctive Relief a. Confidentiality. Contractor acknowledges that it and its employees or agents may, in the course of providing a Product under this Master Agreement, be exposed to or acquire information that is confidential. Any and all information of any form that is marked as confidential, or information which the Contractor believes to be Customer Proprietary Network Information (CPNI) pursuant to federal law (specifically, 47 USC 222(h)), , or Personally Identifiable Information (PII) obtained by Contractor or its employees or agents in the performance of this Master Agreement is confidential information of Purchasing Entity ("Confidential Information"). Any reports or other documents or items (including software) that result from the use of the Confidential Information by Contractor shall be treated in the same manner as the Confidential Information. Confidential Information does not include information that (1) is or becomes (other than by disclosure by Contractor) publicly known; (2) is furnished by Purchasing Entity to others without restrictions similar to those imposed by this Master Agreement; (3) is rightfully in Contractor's possession without the obligation of nondisclosure prior to the time of its disclosure under this Master Agreement; (4) is obtained from a source other than Purchasing Entity without the obligation of confidentiality, (5) is disclosed with the written consent of Purchasing Entity or; (6) is independently developed by employees, agents or subcontractors of Contractor who can be shown to have had no access to the Confidential Information. b. Non -Disclosure. Contractor shall hold Confidential Information in confidence, using at least the industry standard of confidentiality, and shall not copy, reproduce, sell, assign, license, market, transfer or otherwise dispose of, give, or disclose Confidential Information to third parties or use Confidential Information for any purposes whatsoever other than what is necessary to the performance of Orders placed under this Master Agreement. Contractor shall advise each of its employees and agents of their obligations to keep Confidential Information confidential. Contractor shall use commercially reasonable efforts to assist Purchasing Entity in identifying and preventing any unauthorized use or disclosure of any Confidential Information. Without limiting the generality of the foregoing, Contractor will use commercially reasonable efforts to promptly notify the Purchasing Entity, applicable Participating Entity, and the Lead State and assist in investigating and assessing the extent and nature of the unauthorized disclosure. Notification is made based on statutory or contractual requirements. Contractor shall, at its expense to'the extent caused by Contractor or their agent, cooperate with Purchasing Entity Veriz2S CHI 6I A in seeking injunctive or other equitable relief in the name of Purchasing Entity or Contractor against any such person. Except as directed by Purchasing Entity, Contractor will not at anytime during or after the term ofthis Master Agreement disclose, directly or indirectly, any Confidential Information to any person, except in accordance with this Master Agreement, and that upon termination of this Master Agreement or at Purchasing Entity's request, Contractor shall turn over to Purchasing Entity, or certify the destruction of, all documents, papers, and other matter in Contractor's possession that embody Confidential Information. Notwithstanding the foregoing, Contractor may keep one copy of such Confidential Information necessary for quality assurance, audits and evidence of the performance of this Master Agreement. c. Injunctive Relief. Contractor acknowledges that breach of this section, including disclosure of any Confidential Information, will cause irreparable injury to Purchasing Entity that is inadequately compensable in damages. Accordingly, Purchasing Entity may seek and obtain injunctive relief against the breach or threatened breach of the foregoing undertakings, in addition to any other legal remedies that may be available. Contractor acknowledges and agrees that the covenants contained herein are necessary for the protection of the legitimate business interests of Purchasing Entity and are reasonable in scope and content. d. Purchasing Entity Law. These provisions shall be applicable only to extent they are not in conflict with the applicable public disclosure laws of any Purchasing Entity. e. The rights granted to Purchasing Entities and Contractors obligations under this section shall also extend to NASPO ValuePoint's properly marked Confidential Information. To the extent permitted by law, this provision does not apply to disclosure to the Lead State, a Participating State, or any governmental entity exercising an audit, inspection, or examination pursuant to section 22. To the extent permitted by law, Contractor shall notify the Lead State of the identity of any entity seeking access to the Confidential Information described in this subsection. f. Participating Entities are deemed to have consented to the sharing of CPNI and account information with the Lead State and NASPO ValuePoint as a condition of utilizing this contract with its associated pricing. Said information will only be used for purposes of calculating the administrative fees to which NASPO ValuePoint may be entitled for administering this contract. Where such information is required by any Participating State, which may impose its own administrative fee, such information may also only be used by it for purposes of calculating the administrative fee to which it may be entitled. 24. Public Information This Master Agreement and all related documents are subject to disclosure pursuant to the Purchasing Entity's public records laws. Veriz26k-27M A 25. Assignment/Subcontracts a. Contractor shall not assign, sell, transfer, subcontract or sublet rights, or delegate responsibilities under this Master Agreement, in whole or in part, without the prior written approval of the Lead State. b. The Lead State reserves the right to assign any rights or duties, including written assignment of contract administration duties to NASPO ValuePoint and another State. 26. Changes in Contractor Representation The Contractor must notify the Lead State of changes in the Contractor's key administrative personnel (listed in the Contractor's Solicitation response) managing the Master Agreement in writing within 10 calendar days of the change. The Contractor agrees to propose replacement key personnel having substantially equal or better education, training, and experience that was possessed by the key person proposed and evaluated in the Contractor's proposal. Changes in key personnel are subject to the written consent of the Lead State, which shall not be unreasonably withheld. 27. Independent Contractor The Contractor shall be an independent contractor. Contractor shall have no authorization, express or implied, to bind the Lead State, Participating States, other Participating Entities, or Purchasing Entities to any agreements, settlements, liability or understanding whatsoever, and agrees not to hold itself out as agent except as expressly set forth herein or as expressly agreed in any Participating Addendum. 28. Cancellation Unless otherwise stated, this Master Agreement may be canceled by either party upon 60 days written notice prior to the effective date of the cancellation. Further, any Participating Entity may cancel its participation upon 30 days written notice, unless otherwise limited or stated in the Participating Addendum. Cancellation may be in whole or in part. Any cancellation under this provision shall not affect the rights and obligations attending orders outstanding at the time of cancellation, including any right of a Purchasing Entity to indemnification by the Contractor, rights of payment for Products delivered and accepted, rights attending any warranty or default in performance in association with any Order, and requirements for records administration and audit. Cancellation of the Master Agreement due to Contractor default may be immediate. 29. Force Majeure Neither party to this Master Agreement shall be held responsible for delay or default caused by fire, riot, unusually severe weather, other acts of God, or war which are beyond that party's reasonable control. The Lead State may terminate this Master Agreement after determining such delay or default will reasonably prevent successful performance of the Master Agreement. VerizMlk— a A 30. Defaults and Remedies a. The occurrence of any of the following events shall be an event of default under this Master Agreement: (1) Nonperformance of contractual requirements; or (2) A breach of any material term or condition of this Master Agreement; or (3) Any certification, representation or warranty by Contractor in response to the solicitation or in this Master Agreement that proves to be untrue or materially misleading; or (4) Institution of proceedings under any bankruptcy, insolvency, reorganization or similar law, by or against Contractor, or the appointment of a receiver or similar officer for Contractor or any of its property, which is not vacated or fully stayed within thirty (30) calendar days after the institution or occurrence thereof that impairs Contractor's ability to perform under the contract; or (5) Any default specified in another section of this Master Agreement. b. Upon the occurrence of an event of default, the Lead State shall issue a written notice of default, identifying the nature ofthe default, and providing a period of 15 calendar days in which Contractor shall have an opportunity to cure the default. Upon the occurrence of an event of default for Category 3 Products, the Lead State shall issue a written notice of default and identify the nature of the default. Contractor shall have sixty (60) days to cure, unless otherwise agreed by the Purchasing Entity and the Contractor in light of the circumstances. The Lead State shall not be required to provide advance written notice or a cure period and may immediately terminate this Master Agreement in whole or in part if the Lead State, in its sole discretion, determines that it is reasonably necessary to preserve public safety or prevent immediate public crisis. Time allowed for cure shall not diminish or eliminate Contractor's liability for damages. c. If Contractor is afforded an opportunity to cure and fails to cure the default within the period specified above in Section b, Contractor shall be in breach of its obligations under this Master Agreement and the Lead State shall have the right to exercise any or all of the following remedies: (1) Exercise any remedy provided by law; (2) Terminate this Master Agreement and any related Orders or portions thereof; (3) (Intentionally Omitted); (4) Suspend Contractor from being able to respond to future bid solicitations; (5) Suspend Contractor's performance; and (6) Withhold payment until the default is remedied. VerizeZSXc 29t A d. Unless otherwise specified in the Participating Addendum, in the event of a default under a Participating Addendum, a Participating Entity shall provide a written notice of default as described in this section and shall have all of the rights and remedies under this paragraph regarding its participation in the Master Agreement, in addition to those set forth in its Participating Addendum. Unless otherwise specified in a Purchase Order, a Purchasing Entity shall provide written notice of default as described in this section and have all of the rights and remedies under this paragraph and any applicable Participating Addendum with respect to an Order placed by the Purchasing Entity. Nothing in these this Master Agreement Terms and Conditions shall be construed to limit the rights and remedies available to a Purchasing Entity under the applicable state commercial code or UCC. e. In the event a Purchasing Entity is using Products in a way that is prohibited under this Master Agreement, the Contractor shall provide fifteen (15) days written notice to the Purchasing Entity and to the Lead State of the prohibited activity, with specificity, and of its intent to cancel the Order in whole or in part, during which time the Purchasing Entity may cure the prohibited activity. If after fifteen (15) days the Purchasing Entity does not cure the prohibited activity, the Contractor may cancel the Order in whole or in part. In the event a Purchasing Entity is suspected of using Products or services in a way not contemplated under this Master Agreements and detrimental to the Contractor, the Contractor may suspend any Products affected under this paragraph in whole or in part, entered into as a result of this Master Agreement. Upon suspension, the Contractor shall work with the Lead State, Participating State and Purchasing Entity to reach and document the resolution, including but not limited to Amending the Master Agreement, as may be agreed to by the Contractor and the Lead State. Further, any Participating State may cancel its participation upon thirty (30) days written notice, unless otherwise limited or stated. Cancellation may be in whole or in party. Any cancellation under this provision shall not affect the rights of any Participating Entity to indemnification by the Contractor, Contractor's rights of payment for goods/services delivered and Accepted, NASPO ValuePoint's rights to payment of Administrative Fees, and each party's rights attending any warranty or default in performance in association with any order. 31. Waiver of Breach Failure of the Lead State, Participating Entity, or Purchasing Entity to declare a default or enforce any rights and remedies shall not operate as a waiver under this Master Agreement or Participating Addendum. Any waiver by the Lead State, Participating Entity, or Purchasing Entity must be in writing. Waiver bythe Lead State or Participating Entity of any default, right or remedy under this Master Agreement or Participating Addendum, or by Purchasing Entity with respect to any Purchase Order, or breach of any terms or requirements of this Master Agreement, a Participating Addendum, or Purchase Order shall not be construed or operate as a waiver of any subsequent default or breach of such term or requirement, or of any other term or requirement under this Master Agreement, Participating Addendum, or Purchase Order. VerizefiSiA(a FWt A 32. Debarment The Contractor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction (contract) by any governmental department or agency. This certification represents a recurring certification made at the time any Order is placed under this Master Agreement. If the Contractor cannot certify this statement, attach a written explanation for review by the Lead State. 33. Indemnification a. The Contractor shall defend, indemnify and hold harmless NASPO and NASPO ValuePoint, the Lead State, Participating Entities, and Purchasing Entities ("Indemnified Parties"), from and against claims, damages or causes of action including reasonable attorneys' fees and related costs, for any death, injury, or damage to tangible property arising directly from negligent act(s), error(s), or omission(s) or willful misconduct of the Contractor, its employees and agents relating to the performance under the Master Agreement. b. Indemnification — Intellectual Property. The Contractor shall defend, indemnify and hold harmless Indemnified Party, from and against claims, damages or causes of action by third parties, including reasonable attorneys' fees and related costs, finally awarded or agreed upon in settlement by Contractor arising out of the claim that the Product or its use, infringes Intellectual Property rights ("Intellectual Property Claim") of another person or entity. Exception. Contractor will not be liable for claims, damages or causes of action by third parties that are directly attributable to the negligent orwillful misconduct of the Lead State, Participating Entities, Purchasing Entities, NASPO and/or their respective employees, officers, and agents. c. Resolution of Claims and/or Termination of Product. With respect to any pending or threatened Intellectual Property Claim, Verizon may in its discretion and at its own expense obtain for Customer the right to continue using the Product, or alternatively replace or modify the Product, so that the replaced or modified Product is non -infringing but materially functionally equivalent. For Category 3 Products, "materially functional equivalent" shall mean the ability for end points and relevant systems in use by Purchasing Entitles at the time of the Intellectual Property Claim to continue to Intemperate and integrate with the Contractor's SaaS. If achievement of the foregoing is not commercially reasonable, Verizon may, in its sole discretion, terminate the affected Product or remove the affected Product, without liability of either party to the other for such termination, except for Customer's obligation to pay all charges for the affected Product incurred up to the time of such termination, and Verizon's obligation to return to Customer any amounts pre -paid for services which were not rendered. Verizef,6 _ 1ni A Exclusive Remedy. Section b. provides the sole remedies Indemnified Party, and the exclusive obligations of Verizon and its Affiliates, in connection with any third party claim, action, suit or other demand asserted against Indemnified Party which asserts infringement or misappropriation of such third party's intellectual property rights or is otherwise described in this Section. d. Control of Defense- If the Contractor promptly and reasonably investigates and defends any Intellectual Property Claim, it shall have control over the defense and settlement of it; however, the Indemnified Party must consent in writing for any money damages or obligations for which it may be responsible (and such consent shall not be unreasonably withheld). If the Contractor fails to pursue the defense of the Intellectual Property Claim, the Indemnified Party may assume the defense of it and the Contractor shall be liable for all reasonable costs and expenses, including reasonable attorneys' fees and related costs, incurred by the Indemnified Party in the pursuit of the Intellectual Property Claim. The Party controlling such defense shall keep the other party advised of the status of such action, suit, proceeding or claim and the defense thereof and shall consider recommendations made by the other party with respect thereto. Cooperation among the Parties: The Indemnified Party shall furnish, at the Contractor's reasonable request and expense, information and assistance necessary for Contractor's defense of the action or proceeding. The Indemnified Party may, at its option and expense, also retain counsel of its choice to participate in any action or proceeding with respect to such Claim; and Contractor and its legal counsel shall cooperate with the Indemnified Party and its legal counsel in providing such information as the Indemnified Party may reasonably request, in support of its defense. For the avoidance of doubt, however, if Contractor has agreed to defend the Claim, it shall have ultimate control over the defense of such Claim. 34. No Waiver of Sovereign Immunity This section applies to a claim brought against the Participating Entities who are states only to the extent Congress has appropriately abrogated the state's sovereign immunity and is not consent by the state to be sued in federal court. In no event shall this Master Agreement, any Participating Addendum or any contract or any Purchase Order issued hereunder, or any act of the Lead State, a Participating Entity, or a Purchasing Entity be a waiver of any form of defense or immunity, whether sovereign immunity, governmental immunity, immunity based on the Eleventh Amendment to the Constitution of the United States or otherwise, from any claim or from the jurisdiction of any court. Verizes6tiHcf zt A 35. Governing Law and Venue a. The Master Agreement shall be governed by the law of the state serving as Lead State. The construction and effect of any Participating Addendum or Order against the Master Agreement shall be governed by and construed in accordance with the laws of the Participating Entity's or Purchasing Entity's State. b. Venue for any claim, dispute or action concerning the terms of the Master Agreement shall be in the state serving as Lead State. Venue for any claim, dispute, or action concerning any Order placed against the Master Agreement or the effect of a Participating Addendum shall be in the Purchasing Entity's State. c. If a claim is brought In a federal forum, then it must be brought and adjudicated solely and exclusively within the United States District Court for (in decreasing order of priority): the Lead State for claims relating to the procurement, evaluation, award, or contract performance or administration if the Lead State is a party; a Participating State if a named party; the state where the Participating Entity or Purchasing Entity is located if either is a named party. 36. Assignment of Antitrust Rights Contractor irrevocably assigns to a Participating Entity who is a state any claim for relief or cause of action, identified by the Participating Entity, which the Contractor now has or which may accrue to the Contractor in the future by reason of any violation of state or federal antitrust laws (15 U.S.C. § 1-15 or a Participating Entity's state antitrust provisions), as now in effect and as may be amended from time to time, in connection with any goods or services provided in that state for the purpose of carrying out the Contractor's obligations under this Master Agreement or Participating Addendum, including, at the Participating Entity's option, the right to control any such litigation on such claim for relief or cause of action. Breach of this clause will not constitute a breach of, or invalidate any other part, provision or clause of this contract. 37. Contract Provisions for Orders Utilizing Federal Funds Pursuant to Appendix II to 2 Code of Federal Regulations (CFR) Part 200, Contract Provisions for Non -Federal Entity Contracts Under Federal Awards, Orders funded with federal funds may have additional mandatory contractual requirements or certifications that are applicable to the Contractor and must be agreed to at the time the Order is placed or upon delivery. These federal requirements may be proposed by Participating Entities in Participating Addenda and Purchasing Entities for incorporation in Orders placed under this Master Agreement. 38. Entire Contract and Modification. This Master Agreement and its integrated attachment(s) constitute the entire agreement of the parties and such are intended as a complete and exclusive statement of the promises, representations, negotiations, discussions, and other agreements that may have been made in connection with the subject matter hereof. The terms of this Master Agreement shall not be Veriz25Acj3%t A waived, altered, modified, supplemented, or amended in any manner whatsoever without prior written approval of the Lead State. 39. Signatures in Counterpart. This Master Agreement may be signed in any number of counterparts, each of which shall be an original, but all of which together shall constitute one in the same instrument. VerizC25tNUt A rr�S pF T$ rr6�R�;�• � sA9:NASPO • rrValuePoint MA152-1 Wireless Data, Voice, and Accessories Attachment B Scope of Work Section 1: General 1.1 Background The purpose of this Master Agreement is to provide Wireless Data, Voice, and Accessories for all Participating States. The Master Agreement may be used by state governments (including departments, agencies, institutions), institutions of higher education, political subdivisions (i.e., colleges, school districts, counties, cities, etc.), the District of Columbia, territories of the United States, and other eligible entities subject to approval of the individual chief procurement official and compliance with local statutory and regulatory provisions. The initial term of the master agreement shall be 5 (Five) years with renewal provisions for an additional 5 (Five) as outlined in Section 3 of the NASPO ValuePoint Master Terms and Conditions (Attachment A). 1.2 Order of precedence Per the NASPO ValuePoint Master Terms and Conditions, Participating Addenda (called "PA") will have precedence over the Master Agreement within the participating jurisdiction. MA152-1 Wireless Data, Voice and AccessorietachrU13: SOW 1.3 Green Awards End users of the Master Agreement may have requirements to purchase products and services that adhere best practices of sustainability and environmental consciousness. Contractor should anticipate addressing these needs as they arise in the Participating Addendum process. 1.4 E-Rate To the extent the services offered are subject to the E-rate discount program, all award Contract Vendors must commit to participation in the Federal Communication Commission's E-rate discount program established under authority of the Federal Telecommunications Commission Act of 1996. Participation in, and implementation of, this program must be provided without the addition of any service or administration fee by the Contract Vendor. 1.5 Net Neutrality Recent changes by the Federal Communications Commission in their rules related to the issue of Net Neutrality have increased state's interest in promulgating their own law, rule and policies on this topic. This solicitation will have no requirements related to Net Neutrality for the Master Agreements. It is anticipated, that this issue will be pertinent in the Participating Addendum process. Potential participating entities will be made aware of this consideration by the Lead State in a reasonable fashion. Section 2: Categories of Award 2.0 Overview of Award Categories The products and services for this contract are awarded in 3 (three) categories. These categories are Category 1 _Cellular Wireless Services: This category will cover the basic cellular wireless transport services for voice, data and messaging, as well as any new basic transport services that may be introduced for applications like those defined for Internet of Things (IoT) applications. "Cellular wireless transport" is defined to mean carrier provided wireless services that employ a radio access network based on technologies defined by the Third Generation Partnership Program (3GPP). We are requesting pricing for both traditional cellular plans that include a subsidized mobile device as well as bring your own device (BYOD) plans where the user will supplytheir own mobile device and require only network service from the carrier. Category 2- Equipment and Accessories: This category includes any equipment or accessories operating over cellular carrier provided network services or intended for use with cellular connected devices. Category 3- Turnkey Wireless and IoT Solutions that are offered as a product: This category includes any of the wireless or IoT solutions or applications being offered as a complete product by the cellular wireless carriers or any other Contractor(s). MA152-1 Wireless Data, Voice and Accessorie wachng B: SOW 2.1 Category 1- Cellular Wireless Services This category will cover the basic cellular wireless transport services for voice, data and messaging, as well as any new basic transport services that maybe introduced for applications like those defined for Internet of Things (IoT) applications. "Cellular wireless transport" is defined to mean carrier provided wireless services that employ a radio access network based on technologies defined by the Third Generation Partnership Program (3GPP). We are requesting pricing for both traditional cellular plans that include a subsidized mobile device as well as bring your own device (BYOD) plans where the user will supply their own mobile device and require only network service from the carrier. This Award Category is for National Award only. 2.1.1 Definitions 3rd Generation Partnership Proiect (3GPP) The international standards body that covers cellular telecommunications network technologies (http://www.3gpp.org). 3G Third generation of wireless mobile telecommunication technology as defined by the 3rd Generation Partnership Project (3GPP). 4G Fourth generation of wireless mobile telecommunication technology as defined by the 3rd Generation Partnership Project (3GPP). 5G Fifth generation of wireless mobile telecommunication technology as defined by the 3'd Generation Partnership Project (3GPP). Bandwidth Throttling The mechanism a service provider uses to reduce the data network capacity available to a user of its wireless services. Bandwidth Throttling Threshold In "unlimited" cellular data plans, the data volume at which the carrier begins instituting bandwidth throttling for the balance of the billing period. Bring Your Own Device (BYOD) Plans where the user will supplytheir own mobile device and require only network service from the carrier. Cellular Wireless Carrier: A wireless carrier that owns the majority of its infrastructure and operates a mobile wireless network primarily utilizing standards developed by the 3GPP. Cellular Voice A wireless voice telephone service offered by the cellular carriers. Cellular Wireless Carrier -provided wireless services that employs a radio access network based on technologies defined by the 3rd Generation Partnership Program (3GPP). Coverage Area The geographic area in which a carrier provides service. When located within this area, a subscriber with a compatible device should be able to access usable wireless services on that carrier's network or its partner networks. MA152-1 Wireless Data, Voice and Accessorie wachnSpt.B: SOW FirstNet FirstNet is a government subsidized wireless network specifically designed for the needs of public safety users; access to FirstNet services will be limited to defined categories of users related to public safety. FirstNet was created under the Middle Class Tax Relief and Job Creation Act of 2012. Individual Responsible (IR) Plan Discount Individual Responsible Accounts ("IRU") are accounts for products and services between Contractors awarded a contract under this solicitation and individuals who are employees of eligible users of the Master Agreement. IRU accounts are for the personal use of individual employees of eligible end users of the Master Agreement. Corporate/Government Responsible (CRU) Plan CRU plans are plans that are purchased by end users of the Master Agreement that is awarded from this solicitation. Land Mobile Radio (LMR) Terrestrial -based, wireless communications systems, generally operating in the frequency range below 1 GHz, and commonly used by emergency responders to support voice and low - speed data communications. Mission Critical Push -to -Talk (MCPTT) A new standard for public safety PTT systems (starting with 3GPP Rel. 13) that also operates over the cellular carriers' wireless networks and supports, among other capabilities, the ability for wireless stations to discover and communicate directly with other system users without relaying those transmissions through a cellular base station. LTE (Long -Term Evolution) A 3GPP standard for high-speed cellular wireless communications. Mobile Messaging The ability to compose and exchange electronic messages that may include text, audio, video and other symbols between two or more users of mobile phones, tablets or other devices. Public Safety The functions of government, which ensure the protection of citizens, persons in their territory, organizations, and institutions against threats to their well-being. Push -to -Talk (PTT) A method of wireless voice communications using a momentary button to switch the wireless device from voice reception mode to transmit mode; in a cellular PTT system, all transmissions are relayed over the carrier's radio channels and through a server installed in the carrier's network infrastructure. Transmissions are received by all stations within range of that particular radio channel and are part of that broadcast group Quality of Service (QoS) Mechanisms employed in packet switching networks that allows them to prioritize certain classes of traffic over others thereby providing better performance for those preferred classes with regard to transit delay, jitter (variation in transit delay), and packet loss. Short Message Service (SMS)/Multimedia Messaging Service (MMS) Wireless services offered by the cellular carriers allowing users to exchange short text (SMS) or audio/video files (MMS). These services are differentiated from other messaging services like Apple Messages and WhatsApp by the fact that they are offered by the cellular carriers and are typically charged as a separate item on the service plan along with voice and data. Subsidized Plan Cellular plans where the carrier will provide a phone, or tablet at a subsidized price. Wireless The transmitting of signals using radio waves instead of wires. MA152-1 Wireless Data, Voice and Accessorie wachng B: SOW Wireless Carrier A provider of wireless communications services that owns or controls all the elements necessary to sell and deliver services to an end user including radio spectrum allocation, wireless network infrastructure, back haul infrastructure, billing, customer care, provisioning computer systems and marketing and repair organizations. Wireless Data A communication service offered by mobile carriers that allows users to access the internet and other data services via its wireless networks using a smartphone, tablet or other cellular - connected mobile device. Wireless Plan A bundled subscription offering from a cellular carrier providing some combination of services. Wireless Priority Service (WPS) A government -directed emergency phone service managed by the Department of Homeland Security's Office of Emergency Communications (OEC). Like FirstNet for data services, WPS provides priority network access to wireless voice service (2G or VoLTE) exclusively to defined categories of qualified subscribers. 2.1.2 Subsequent Network Characteristics and Technology This solicitation covers the addition of new technology and methods that are substantively similar to existing 3G, 4G, and 5G Network characteristics. 2.1.3 Plans Contractors will define the rate plans to be available under the Master Agreement that results from this solicitation and must provide all details of every plan offered in Attachment G. At a minimum plan details should include the items listed in Attachment G if applicable. Subsidized Plans Subsidized plans are those that include a device to connect to the wireless network as a part of the monthly plan cost. Bring Your Own Device Plans Bring your own device plans are those that require the user to provide a device for connection to the cellular network or to pay for a device separately from the monthly service plan. 2.1.4 Legacy Plans Plans covered by the predecessor Master Agreements administered bythe State of Nevada (Contract No. 1907)("Legacy Plans") for purchasing entities who are currently enrolled will be included within the scope of the Master Agreements awarded by this solicitation. All Legacy Plans must be described on Attachment G: Plan Coverage Attachment. Discontinuance of Plans Contractor will maintain plans if they are being used. Contractor may discontinue any plan or feature that has not had any active subscribers for at least the previous 90 days. Contractor to provide a minimum of 90 days notice to Lead State if a Plan is to be discontinued to end users. MA152-1 Wireless Data, Voice and Accessorie wachnS B: SOW 2.1.5 Service Requirements Designated Sales Point of Contact Each Master Agreement awarded by this solicitation shall have a designated point of contactfor sales purposes. Designated Customer Service Point of Contact Each Master Agreement awarded by this solicitation shall have a designated point of contact for Customer Service escalation purposes. Designated Contract Manager Each Master Agreement awarded by this solicitation shall have a designated point of contact who manages the contract and may be contacted by administrators of the Master Agreement or PAs. 2.1.6 Pricing Requirements Subsidized Device Plans Plans covered by the predecessor Master Agreements administered by the State of Nevada (Contract No. 1907) that offered phones at no cost are to be included by the Master Agreements awarded by this solicitation if the Contractor is awarded under this solicitation. For any new plans offered under this contract, Proposers have the flexibility to include a subsidized phone in the plan cost or to require the user to provide a device or pay for it separately. Financing Financing is allowed under the Master Agreement, but may be subject to each PA as some jurisdictions may not allow Financing. Individual Responsible (IRU) Plan Discount Pricing Discounts for Individual Responsible plans by public employees are to be stated on the Cost sheet. See Section 5. Waiver of Service Activation Fees Service Activations Fees will not be allowed under the Master Agreements that derive from this solicitation. Number Porting Carrier must provide wired or wireless number porting to/from the mobile device with no charges or penalty. Upgrade Users must be able to upgrade or downgrade their service plan at anytime with no limits and no restarting of service line contract terms. Cancellation Fees MA152-1 Wireless Data, Voice and Accessorie wach— Qr B: SOW Carrier must provide for any participating entity the ability to cancel at least 25% of the active lines of service under contract (subsidized device) in any given year with no early termination fees or other cancellation fees. Carrier must not assess any cancellation fee or early termination fee for any lines of service that are provided under a Bring Your Own Device option where subsidized equipment is not included in the monthly rate plan cost. Activation and Billing Carrier must not commence billing for a device until completion of an order and activation request is executed bythe participating entity representative, the user or another individual designated by the participating entity representative. Specific billing and activation procedures may be refined within Participating Addenda. Cost Sheet Contractor must populate the cost sheet Attachment C. The plans identified in Attachment C are to be offered to end users and will be included in Attachment G. Contractor must also indicate a discount for plans available under the master agreement that results from this solicitation., that are not entered into Attachment C. Plan Description Contractor must include detailed descriptions of all new rate plans approved by the lead state by fully populating Attachment G with complete details related to each plan and feature offered under this contract. Presentation Contractors should propose plans that can be easily understood without complex restrictions and terms. Scoring will reflect the degree of concise and impactful plans — from flexibility and cost perspectives. 2.1.7 Internet of Things (IoT) Services Data plans related to Internet of Things services are covered by this award category. Please describe your Internet of Things offering as it relates to Attachment L, Network Technology Questionnaire in your proposal. 2.1.8 Public Safety/Wireless Priority Service 2.1.8 PUBLIC SAFETY CATEGORY The Wireless Services Provider (Contractor) will describe how their proposal if and how they intend to provide an exclusive, dedicated broadband network for public safety communications to public safety entities and first responders. MA152-1 Wireless Data, Voice and Accessorie wach- QnT B: SOW Contractor will describe if and how they would provide for a dedicated network exclusive for use by emergency response providers such as Federal, State, and local emergency public safety, law enforcement, emergency response, emergency medical (including hospital emergency facilities), and related personnel, agencies, and authorities; including Native American Tribes (Sovereign Nations) or authorized tribal organization and rural communities, unincorporated town or village, or other public entity. Carriers will describe how their proposed services will have the ability to provide the most comprehensive, reliable coverage and highest priority for emergency communications, such as: • Broadband LTE network allowing first responders and other public safety personnel to send and receive voice, data, video, images, push -to -talk and text without concerns about network congestion. • Mobile Devices • Mobile Device Management, to include Maintenance and Replacement • Public Safety Applications and Solutions • Assured Priority and Preemption when needed • Network Security Interoperability: Interoperability is critical to all public safety agencies, therefore; The Wireless Service Provider (the Contractor), will describe how they enable comprehensive public safety broadband interoperability at all levels including the sharing of priority and preemption protocols, applications, and mission critical Push -to -Talk (MCPTT) communications and off -air device to device communications during an emergency situation. Deployable Access: The Wireless Service Provider (the Contractor) will describe how they will provide cellular connection in areas where service does not exist or where service fails during emergency circumstances. The Wireless Service Provider will describe how they provide dedicated access to Satellite Cell on Wheels and Portable Emergency Communications. The Wireless Service Provider (Contractor) will describe additional deployable equipment for dedicated access in areas where service does not exist or where service fails during emergency situations. Optional Services: Additional Public Safety Services sold under the NASPO ValuePoint Master Agreement other than the requirements listed, must be properly reviewed and approved by the lead state. Option to Terminate: The NASPO ValuePoint Master Agreement is an additional procuring mechanism. The Wireless Service Provider (the Contractor) must agree; if a Public Service Entity chooses to utilize the MA152-1 Wireless Data, Voice and Accessorie wach- Qrtt B: SOW NASPO ValuePoint Master Agreement, the procuring agency has the option to terminate their agreement at any time without added fees or penalties for cancellation. The Lead State may cancel the Public Safety/Wireless Priority Service portion of the Category 1 Scope at any time. If the Lead State chooses to cancel the Public Safety/Wireless Priority Service portion of Category 1 Scope, it will provide contractors with 180 days notice. No other Terms and Conditions, End User Agreements, or any other terms will be offered with the new product or service unless it is included in the Master Agreement. 2.2 Category 2- Equipment and Accessories This category includes any equipment or accessories operating over cellular carrier provided network services or intended for use with cellular connected devices. This Award Category is for National Award only. 2.2.1 Definitions Accessories Any equipment, component or add -on accessory intended for use with cellular connected devices. Equipment Any device operating over cellular carrier provided network. Does not include servers, desktops or laptop computing devices. Cellular Devices Any phones or other equipment used to connect over wireless services offered by cellular carriers (Category 1). 2.2.2 Eligible Equipment and Accessories Those products eligible as equipment and accessories under this solicitation, currently includes and may be expanded as technology advances: • Basic Cellular Devices • Smartphones - iOS, Android, Other • Stand Alone, Integrated or USB Dongle Cellular Modems • Wi-Fi/Cellular Routers • Tablets that are cellular -network connected • Other equipment with a primary purpose for communicating over the cellular carrier network, currently including: o Sensors MA152-1 Wireless Data, Voice and Accessorie wach— Qrtt B: SOW o Cellular -enabled Video cameras • Accessories: o Replacement Batteries o Cases & related accessories o Screen Protectors o Chargers o Cords / cables o Signal Boosters / antennae o Headsets and speakers for use with wireless devices 2.2.3 Service Requirements Condition of Equipment and Accessories All equipment and accessories provided under this contact must be new, unused and properly functioning when received by participating entity if priced as a new product. Superseded, used, returned, or reconditioned items will be accepted if labelled as such in the sales order. Trial Period Contractor may allow for a designated trial period for testing/evaluating equipment and accessories without additional charges or fees if applicable. Contractor will describe the timeframe for the 'trial period' and procedures for implementing this policy in the sales invoice or purchase order. Return of Equipment and Accessories Any equipment or accessories that are not properly functioning when received by the participating entity must be replaced by the contractor with new and properly functioning equipment or accessories within 5 business days of the defective equipment or accessories being reported to the contractor. Participating entities shall not be responsible for any costs related to the return and/ or replacement of any equipment or accessories that are returned due to quality problems, duplicate shipments or other shipping errors, outdated products or other issues related to non-compliance with terms of this agreement. Contractors must confirm in writing to the end user when returns are received. Participating entities shall not be assessed restocking fees or any other fees for items trialed and then returned as unacceptable for any reason. Contractor will allow for equipment and accessory purchases at all retail stores open to the public. Sales personnel at retail stores will be aware of pricing from the Master Agreement that results from this solicitation. 2.2.4 Pricing Cost Sheet See Attachment C for details for Award Category 2. Financing ].0 MA152-1 Wireless Data, Voice and Accessorie wach— Qnt B: SOW Financing is allowed under the Master Agreement, but may be subject to each PA as some jurisdictions may not allow Financing. Individual Responsible (IRU) Plan Discount Pricing Discounts for equipment and accessories offered to public employees with Individual Responsible plans are to be stated on the Cost sheet (Attachment Q. See section 5 for additional details. Shipping Contractor if a Carrier must activate service on new equipment within 72 hours of request or shipping. 2.3 Category 3 — Internet of Things and other Turnkey Wireless Applications This category includes any of the wireless or IoT solutions or applications being offered as a complete product by the cellular wireless carriers or any other Contractor(s). This Award Category may be for National Award, or Regional Award at the indication of the Contractor in their proposal. Contractors will indicate this preference in Attachment W. Awards will be made in each individual sub -category of Category 3, not for Category 3 as a whole. An award in one sub -category does not entitle a vendor to offer products or services in any other subcategories for which they were not specifically awarded. 2.3.1 Definitions Turnkey Wireless Solution For the purposes of this solicitation a Turnkey Wireless Solution is an integrated, on premise or hybrid system that includes three broad elements: • End Points physical objects (things like sensors, cameras, end point devices, etc.) that contain embedded technology to sense or interact with their internal state or external environment and the ability to communicate with a remote application • Network Services a wireless communication network providing M2M communication services or some other method of data transport connecting the dedicated physical objects with; • Back Office Systems applications and central or back end systems (servers, software, operating systems, storage, etc.). 2.3.2Turnkey Wireless Solutions A Proposal shall fully disclose what is included in the Turnkey Wireless Solutions, including all operational components, training, services, equipment, licenses, third party agreements, any and all fees and performance guarantees. Products and services offered by carriers/Contractors under Legacy Plans that are now part of Category 3 awards under this solicitation will be part of the contracts that result from this solicitation if the carrier/Contractors has also been awarded under that Category and Sub -category. MA152-1 Wireless Data, Voice and Accessorie wach— QriY B: SOW For example: MDM products under legacy plans may only be offered under the new Master Agreement if the Contractor is awarded under the MDM subcategory of Category 3 awards. If an Contractor is not awarded a product under an Award Category 3 subcategory, but has provided a product or service under Legacy Plans, the Contractor may continue to offer the product to end users already under contract. The product may not be offered to new end users unless the Contractor has won award of the subcategory. Turnkey Wireless Solutions Single Contract The provider offering a Turnkey Wireless Solutions may utilize subcontractors and partners to provide various elements of the system, but the system including all licensing rights will be covered by a single contract between the end user that purchases the system and the provider who is awarded a master agreementfor this category of award. Limited Related Service The provider shall provide support services as needed to install, maintain and enhance the system over the life of the system. These Limited Related Services shall be included in the system pricing. Installation services may be capped in proportion to the project at hand. The Proposal shall describe all related services that are included in the Turnkey Wireless System. The purchasing entity shall have the option to purchase additional services at pricing offered by the proposer and provide an hourly rate related to the project for the Additional Consulting or Integration Services. Additional Consulting or Integration Services a. The purchasing entity shall have the ability to purchase consulting or integration services from the provider. b. Consulting Services — In Category 3, "Consulting Service" means planning, assessment and other professional consulting services provided by the Contractor related to the public entities planning, design, assessing, operating or maintaining an IoT solution. c. Additional Services — In Category 3, "Integration Service" means the process of making new IoT devices, data, platforms and applications, as well as existing IT assets (for example, business applications, data, mobile, SaaS and legacy systems) work well together in the context of implementing end -to -end IoT business solutions. Integration services are not part of turnkey system or limited related service, but may be acquired from the provider or from a separate integration service provider at the sole discretion of the purchasing entity. Limited Related Service and Additional Consulting or Integration Services will be billed at an Hourly rate will be included on the Cost Sheet (Attachment C) and will be included in the Master Agreement. The Hourly rate will be a blended rate and will encompass all related cost for these additional services. 2.3.3 Category 3 Subcategories of Award See Attachment V for Category 3 Subcategory Definitions. Right to Refresh This category of master agreements (Turnkey Wireless Solutions) may be reopened and refreshed at the sole discretion of the Lead State at any time. The refresh may allow additional Turnkey Wireless Solutions offering in the broad scope or by specifically identified sub categories. The 1.2 MA152-1 Wireless Data, Voice and Accessorie wach— Qr B: SOW Lead State reserves the right to change the methodology for award for all or any subcategories at the time of the refresh/reopen of the solicitation. Awards for Award Category 3 in any refresh solicitation will be given the same contract term as the initial award. Data Protection The provider shall: a. Specify the best available standards -based encryption technologies and options to protect sensitive data, depending on the particular service model that you intend to provide under this Master Agreement, while in transit or at rest. b. Describe whether or not it is willing to sign relevant and applicable agreements that may be necessary to protect data with a Purchasing Entity. c. Describe how it will only use data for purposes defined in the Master Agreement, participating addendum, or related service level agreement. d. Specify its data disposal procedures, policies and destruction confirmation process Subcontractors Providers must explain for each Turnkey Wireless Solutions offered if they intend to provide it directly or through the use of Subcontractors. Any Subcontractor that a Provider chooses to use in fulfilling the requirements of the solicitation must also meet all Administrative, Business and Technical Requirements of the RFP, as applicable to the solutions provided in this category. a. Contractor must describe the extent to which it intends to use subcontractors to perform contract requirements. Include each position providing service and provide a detailed description of how the subcontractors are anticipated to be involved under the Master Agreement. b. If the subcontractor is known, provide the qualifications of the subcontractor to provide the services; if not, describe how you will guarantee selection of a subcontractor that meets the experience requirements of the RFP. c. Include a description of how the Contractor will ensure that all subcontractors and their employees will meet all Statement of Work requirements. 2.3.4 Security For each Turnkey Wireless Solutions proposed include both a security disclosure statement. Contractors for Award Category 3 must submit answers to Attachment S. 2.3.5 Client Infrastructure Impact and Support Contractors will be willing to provide a description of the Impact and Support on End User infrastructure upon request Assessment what impacts the Turnkey Wireless application will have on the infrastructure used by purchasing entity, including the client's network, data storage and client owned and operated endpoints before installation. Contractor will at the time of purchase identify any support required by the purchasing entity to support the proposed Turnkey Wireless Solutions. 1.3 MA152-1 Wireless Data, Voice and Accessorie wach— Qp1 B: SOW 2.3.6 Client Infrastructure and Support Unless the purchasing entity waives the requirement, the Contractor shall provide a description of the Impact and Support on the End User infrastructure. This shall include an assessment of impacts the Turnkey Wireless application will have on the infrastructure used by purchasing entity, including the client's network, data storage and client owned and operated endpoints before installation. The description shall also identify any resources required by the purchasing entity to support the proposed Turnkey Wireless Solutions. 2.3.7 Pricing Requirements Cost Sheet See Attachment C for details for Award Category 3. No other Terms and Conditions, End User Agreements, or any other terms will be offered with the new product or service unless it is included in the Master Agreement at formation or by Amendment. Section 3: Adding New Products and Services The Lead State anticipates establishing a process for regular communication with contractors and addition of new products and services. Addition of new products will be treated differently based on which category of award covers the product or service. 3.1 General Requirements The Lead State, along with the sourcing committee of this Solicitation will review and add new products and services to the Master Agreements outlined below. The Lead State reserves the right to modify this process to ensure open, transparent and reasonable review of proposed new products and services. 3.2 New Products added under Award Category 1 For new service plans under Award Category 1, Carriers may add new plans as they become available to end users, so long as the plans are added to Attachment G, Contract Coverage Attachment, at the next quarterly update and therefore incorporated into the Master Agreement. If the new plans are not added to Attachment G at the next quarterly update, they will not be included within the scope of the Master Agreements that result from this solicitation. Once plans are incorporated into the Master Agreement in this manner, they are subject to the termination restrictions in section 2.1.4. 3.3 New Products added under Award Category 2 Contractors may add new products under Award Category 2 at any time as long as they fall within the scope of that award category. The Lead State reserves the right to make the determination of whether a product falls within award category 2. 14 MA152-1 Wireless Data, Voice and Accessorie wach— Qr B: SOW 3.4 New Products added under Award Category 3 For new products under Award Category 3, Contractors must submit a request to the Lead State and sourcing team for consideration using Attachment N. All new products under Award Category 3 will be allowed only through amendment of the Master Agreements that result from this solicitation. After consultation with the sourcing team, the Lead State may choose to include the new product under the Master Agreements by amendment. The Contractor will provide an updated Attachment G at the next quarterly update for public distribution. 3.4.1 New Product Request Form The New Product Request form will be submitted to the Lead State to request any new products or services under Award Category 3(See Attachment M). Proposed additional terms and conditions, end user agreements or related materials to be used with the new product must be included with the New Product Request form to be considered for addition to the Master Agreement. Terms and Conditions for additional products/services may be negotiated by the Lead State before addition. 3.4.2 New Product Request Log All new added products and services under Award Category 3 will be included on Attachment N, Request Log sheetthat will include Lead State recommendations and observations. This log will be included in the contract file and will be available for public view. 3.4.3 Quarterly Amendments The Lead State expects to conduct quarterly amendments of the Master Agreement to add new products and services under Award Category 3. The Lead State reserves the right to amend, or not amend the Master Agreement at any time. Terms and Conditions not included in the addition of new products for Award Category 3 will not be part of any agreement with end users. Contractors will present end users only with the Terms and Conditions agreed to by the parties in the Master Agreement Amendment. 3.4.4 Terms and Conditions Compliance with Master Agreement All Products offered under Award Category 3 shall comply fully with all applicable Federal and State laws and regulations. The Order of Precedence clause in the NASPO ValuePoint Master Agreement Terms and Conditions and/or Participating Addendum will control in the event of any conflict between the NASPO ValuePoint Master Agreement and/or Participating Addendum and the Product Terms and Conditions. Any third -parry product provider must agree to the Master Agreement Terms and Conditions. 3.5 Quarterly Call/Meeting The Lead State expects to have a call with contractors every quarter to discuss the status of the contracts, discuss proposed new products and services, and any other issues that may arise regarding the contract. These calls/meetings will be scheduled at mutually agreed upon times. 5 MA152-1 Wireless Data, Voice and Accessorie wach— Qrtt B: SOW 3.6 Terms and Conditions Compliance with Master Agreement Any and all Products offered and furnished under any award category shall comply fully with all applicable Federal and State laws and regulations. The Order of Precedence clause in the NASPO ValuePoint Master Agreement Terms and Conditions and/or Participating Addendum will control in the event of any conflict between the NASPO ValuePoint Master Agreement and/or Participating Addendum and the Product Terms and Conditions. Any third -party product provider must agree to the Master Agreement Terms and Conditions. Section 4: Individual Responsible Account Discounts 4.1 Individual Responsible Account Definition Individual Responsible Accounts ("IRU") are accounts for products and services between Contractors awarded a contract under this solicitation and individuals who are employees of eligible users of the Master Agreement. IRU accounts are for the personal use of individual employees of eligible end users of the Master Agreement. IRU discount offerings are not required by Contractors but are scored as a Technical Scorable Criteria for Award Category 1. All other plans used under this contract by eligible end users are Government/Corporate Responsible Plans (CRU).45.2 Corporate Responsible Account Definition Corporate Responsible Accounts ("CRU") are accounts for end users of the Master Agreement. 4.3 Discount for Individual Responsible Account offerings Contractors will indicate what, if any discount they allow for IRU accounts under this Master Agreement. This discount is entered in their Costsheet (Attachment C) and be included in the Master Agreement. Section 5: Reporting 5.1 General Requirements 5.1.1 Reporting shall be provided in the format required by NASPO ValuePoint: 6.1.1.1 Attachment H (Award Category 1) 6.1.1.2 Attachment I (Award Category 2) 6.1.1.3 Attachment 1 (Award Category 3) 5.1.2 Attachment G: Contract Coverage Attachment Contractors under the Master Agreement that results from this contract will submit quarterly Attachment G to the Lead State. This attachment is intended to encapsulate the 6 MA152-1 Wireless Data, Voice and Accessorie1wachng B: SOW plans, services and offerings of the contractor. This would include any legacy and current offerings, including the plans entered on Attachment C. (anything that would be covered by the Master Agreement). For Award Category 1, all legacy plans that have a discount under the Current Nevada Master Agreement must continue the discount to be covered by the Master Agreement that results from this solicitation. All legacy plans that do not have a discount under the Current Nevada Master Agreement may continue to have no discount under the Master Agreement that results from this solicitation Attachment G must be submitted by Contractors awarded underAward Category 1, Award Category 3 and Award Category 4. 5.1.3 Individual participating entities may request specific equipment sales summaries, which shall be provided at no cost. Upon request, provide reporting elements and/or management reports related to usage for services that are available and would optimize the participating entity's ability to assess utilization and cost. Be able to provide custom reports as may be requested by individual participating entities. Describe in general, the level of sophistication and complexity, custom usage report data that you can provide to the participating entities. Vendors should provide a sample report with their proposal. Upon request, provide subscribers with usage reports which include full itemization of call details (such as the information on the Contractor's standard bill for consumer accounts) to enable verification of usage including: (1) call date, call number call length, call time, and (2) plan cost, per minute charges, overage cost, additional features charges and other fees, etc. 5.2 Quarterly Call/Meeting Contractors must be available for a quarterly meeting by phone, video conference, or in person to discuss contract concerns, developments and any upcoming additional products or services related to reporting. 5.4 Usage Reports (Other States) Other States and participating entities may have alternate reporting requirements and will be addressed by their Participating Addendum. J. MA152-1 Wireless Data, Voice and Accessorie wach gnT B: SOW Section 6: Pricing Landing Page 6.1 General NASPO ValuePoint will develop a pricing landing page (webpage) to display contractor pricing in several key areas on an ongoing basis. It is anticipated that the end users will be able to use this Pricing Landing page as a tool to aid in pricing and negotiating plans and device accessory purchases from all awarded contractors. Contractors are expected to provide certain required fields for the Pricing Landing Page. This Section applies only to Category 1 awards. 6.2 Pricing Landing Page Requirements 6.2.1 General Requirements The Pricing Landing Page will consist of a webpage to allow for quick reference of plans, equipment, accessories and services offered by contractors. Contractors may update the required fields at their discretion whenever they wish. The fields must be populated by contractors. 6.2.2 for Carriers/Contractors (Awarded under Category 1) At the onset of the contract, Carriers/Contractors will be required to enter in pricing plans for the following scenarios that are found in Attachment C (Costsheet): • Plans that include a subsidized device in the monthly rate plan cost o Basic phone with unlimited voice and messaging o Smartphone - 4 Gig of data, unlimited voice & messaging o Smartphone - 300 minutes of voice, unlimited data & messaging o Smartphone - unlimited data, voice & messaging o data only - low -150 kb o data only - moderate - 4 Gig o data only - unlimited data • Plans that require user to supplythe device or pay for it separately o Smartphone - 4 Gig of data, unlimited voice & messaging o Smartphone - unlimited data, voice & messaging o Tablet -1Gig of data o Tablet - shares data with other devices o data only - low -150 kb o data only - moderate - 4 Gig o data only - unlimited data These categories have been identified as representing the rate plans and services that are most commonly purchased by NASPO Participating Entities. The categories may be changed as desired by the contractor by submitting updates to NASPO ValuePoint. 18 MA152-1 Wireless Data, Voice and Accessorie wachng B: SOW 6.3 Pricing Landing Page Features Pricing information The Lead state will develop a required reporting based on the 14 scenarios listed in Attachment C for the landing page. The lead state reserves the right to determine requirements. Disclaimers Clear disclaimers to end users that all pricing reflects contractors best estimates for hypothetical use cases and does not represent local fees, taxes and potential discounts available at specific locations Point of Contact Information Sales, Customer Service and Contract Administration point of contact information for ease of reference Current Offers Current Discounts, Offers, and Specials available to end users. This would be done on a national basis. Disclaimers for reasonable variance will be allowed at the discretion of the lead state. Section 7: Administration of Contracts 7.1 Quarterly Amendment The Lead State anticipates it will provide for regular quarterly amendments to the Master Agreement if there is a need to add new products or services. (Section 4). The Lead State at its discretion may elect to amend the Master Agreement at any time. 7.2 Quarterly Call The Lead State and sourcing team intend to hold quarterly calls to facilitate new products/services, discuss the administration of the Master Agreements, and all other applicable aspects of the master agreement. 7.3 Annual Meeting Contractors must be available for an annual meeting in person to discuss continuing administration of the contract. The Lead State anticipates meeting once a year in person to facilitate more in depth communication. The location of in -person meetings will be in The Salt Lake City area, or elsewhere at the discretion of the Lead State. 7.4 Published Documents The Lead State intends to publish all new product/service request forms, new product logs, and any sourcing committee recommendations and notes related for reference. End users may use these documents to aid in their purchasing decisions. 1.9 MA152-1 Wireless Data, Voice and Accessorie wachrrLertt B: SOW MA152-1 Attachment C Costsheet Award Category 1 1.h,docea_ste, ddd eighYM 0i mibphnanabuteaa adg nt o �fli.pmhnnrvateibbnu,t=. dmto(SR. 9�rd =wwyrt��,ami gnr t h, domts at me mem,t,,, ' �qw- WySy pmaa t nr r m,aaraaatme°,an) i=yd,�,wi ,,,,,phone-um,,t,d I— &m ,ging me.)a.n ssa rtphone -a golarta unl lm¢ed me.)a.n oe ess mm9n .kaxne re&merging m,.mmne ,ngygbmm So, u.c m nine, ygbmm So, U s thxe, ltptodlG -"tv I.t,o/a... Pooke wlmn n,e 1 5250 a $zee m !,Poo on-le9nry mnuo�m a 530. 0 5o 2s 'IS m-.mmnea Gs �mreaG wuW <em qn�, u7 tt,9 snnrtc/mn= III, ekq e lw�aGs�m 1GGme/en mmaeresgxnsexm xnow-nre) res�ryGe res iGE rtphone-a Gig of opt, umlmmeaInla& m.bo.W =so rtphnne- -I arts, Iola& SSY I me.bo.n ne:e„m,ngI „g',g m-.[wino, ,gang m-.[wino, ,efnam ,ngnglaum e;e us m nine. So, 'eab<G So My aan1x sate, m —gee. ren-xdyt,,---t min a' "' mm�m„onre epimn rwa 2 $asm os $2ae 1"1'"Slmn see acmm-(mygimartomno g $3500 o Soso win.......mature ea bpKyanure aGg lwho.ponwm -t GGa)eam um9eee reameem ure,wren[ rtr ed.CSSY.ane.0",d,) tmewm ryauwgan5eam crae) ,Idef ore) Il aaMk- III re 4I,, 3. rtphone- 300 minutes otwls, -I me.)a.n ssa labl,t 1Glgotartz me.)o.ne,rwrvomsm�ngo arts&merging —tdoo e zw"WSIMnoresm ure ui lake/,halllolotholl lCptl4C5.W an-,,9a-v wmaure.mersan rdsakn an gMns w (assq rmrromnea GG �weG moe" ee rymwgan5eam apaw-nre) $te:o'S, ... agmg)mm ure . maure. g"' S'S us 3 $tom 35 $laze 10 $1500 0 $015 emgem-/we, tx V,­w�rekssne,rwm 'UIImdSo4C5.W So re 10,11f, e abetm �n ngeee m-xe Spe rim/en rae) m rymz n Ge abeam ongeeel rea-xe ure rim/ep ycle) Idefm rtphone- umlmmea arts, Imo& me.bo.n ssa unllmmea Spot plan, on the aunt(to me.bo.n sagpg _,dSfe Thmttling) thrt are used by f l,n mol"emoeeoneee wre 11 mlkm1n1.1 IS me uS, do" It R,,po,d... (19 lepncry mnrying Sy,s(¢1 kmy,d Soe„ngmg yam toe us. m oby" 52611 m6131.111. 1111If I ryenm "bydo" ,thinm nge ee m-xdIn Spe m alp nre rimn/inrae) e.... eegaymgre, m rymz mmbeee abet ngeee m-xe�n e_ w ml, pknV rim/ep =dS d"" n99re IdefaaN�-u abet c,cyll a $50 00 Orp.$240 11 $39.99 0o $o ooe)a e agemewe, the vew�rekssne,rw %O e geexreeemg e,p�ng-Po/,ari,go, ga)amwm Idef N- reemo-meomnnxoans(nuwmg eomamm ) B ,mgdmneM rexudnd omadI )sane wieenrexareexaressN ISof" ddt—ly-low 150kb use.)a.n ,,[,only -low 150kb use.)a.n nssf( re rmoae emaeane de e9dd, le [wek) p9 e ab<6 ab<6 Orin l,Pouke W�mn tint//,wore an-,,9neV "Orin l,Pouke wlmn s $3000 Ol $O 30 seegan,an me a-.ww[(05c, Smarteeane- 12 $L00 0 $001 ,l,,Sory gansan me a-.ww[@rsk S,m.roMned68 I9'A'<Ge <6g lwla/<GSPom rnlr, one0",d,w oekq m I. Wm vs gan5eam (utll ee Ntnlas qnn'eam all, —re, 'fifoy", re $1WE III III, $1WE artaonN-moaeah-OGig use.)a.n aatto,ly oae,rte-OGig use.)a.n wr�mmo �leemadeandde ae leemaeeaneee rx'en ggssMf( wle (e9re [wek) �9ob<G 9l4C5 I.n-,, ory 1 $3000 $120 ,meega"o, me acvw«mr-eimartdmne 13 $2500 0 $025 dmnsan boy— wmt (s„k 5,mrtoided GB, S9KW4Gt 4"19Kyd4Cpl.m Gn/r, and lG9Illt) oekq rt ond"d(,,-0"'dam m(,,-0"'dam apawanre) nre) I, $1WE III IVIII. III, $1WE artao,ly a I...tea,pot te'tn data onN-umimrcee art. me.bo.n �leemadeandde wletea'k) ae leemadeandde rx'en ggssMf( (e9re 3IddIp 'Ullmre ryenza reryenca 9abdam .geeerea-xd�n m ,abet doge,, reacx an Spy""Ic") ,m Spy"Y eKI" m rywnl reduredam wee Nemm,wlllredure dam, 5 $sg sg ?e $11aeydoedd GG abeam ..um9S ee.mmemn me 14 $sg9g oW191 $O3G Sfwd25Gea) toe-omnm/ elllcVice,) rim/ep ycle) 25A-54 MA152-1 Wireless Voice. Data and Accessories Attach men t C Cos61 do to by. PerreP., ttem Item besuiptun Mmid-bre/Bmnd Model Poke Per Unit MSRP -11 of—P(11 Asemge lust Member .'icabk) oermderserles for Otter Bon IP hone 5/5s $37.49 54999 b.IXPb Cum muter Seri as for 1 Cases Otter Bon IP hone 5/5s $2524 $3d.99 b.IXPb i2874 Guam ro for is hone nclplo 8/7/6s/6 $2249 $29.99 b.IXPb vISIbl PaM1 Iel it Glass for AGG IP hone 8/7/6s/6 $29.99 $39.99 b.IXPb tempered Glass Protector for 2 Screen Protectors lVerzon Is FS POSP 6/I Pfis Plus 518. 74 $20.99 b.IXPb 52209 Hybrid Glass Screen Protector for Samsung oerzon ry GalaS] 518. 74 $24.99 b.IXPb 3 Cb argers Seri s 24 Apple Fighting Wall Charger $2249 $29.99 b.IXPb i24 99 Seri 24A Micro US Pu an Button Tavel Charger $2249 $29.99 b.IXPb entry USB C Power Delivery 2(sTayel Charger $29.99 $39.99 a.IXPb 4 Headless for use with wireless tlek Ices P lantmnts M70 BluHmth Mono Heads, $2249 $29.99 b.IXPb 5f999 kullandy Ink'd 20 in ear w/m la1 BIa M/Black 514.99 519.99 b.IXPb Verizon 3.5mm Push ToTalk teren Headsed $2249 $29.99 b.IXPb 5 Speakers for usewtth wireless devices BF Clip 2 P stable Sir Hoots Speaker, Black 544.99 $5999 b.IXPb $6499 aba Freeway Blu Room In CarSpeakerphone $74.99 $99.99 Zi.IXPb BL Flip Black $74.99 59999 b.IXPb fi Basic Cell Phone $000 a� lO OF 5000 $000 Pu an to Talk Device $000 a� WOOF 5000 $000 8 SurartP hones $000 a� lO OF 5000 $000 9 Tableds $000 a� lO OF 5000 $000 10 Cel In War M o dems stand alone, I m agated or OS B 5000 �� . 5000 $000 11 Mui Hof Spots $000 a� lO OF 5000 $000 12 WIH Collin War Routers $000 a� lO OF 5000 $000 1_ lot S ensors $000 a� lO OF 5000 $000 14 Cel In ar-en abled video am eras $000 a� WOOF 5000 $000 15 Cords/ abl as $000 a� lO OF 5000 $000 16 Signal Boosters/Antennas $000 a� lO OF 5000 wo Total $161.2 it U UWumtOgering Offemrsare encouraged tooffer an I ndM du al Liable IW)Discount darned I n Sertlon 5 ofth eScope of Work AttachmentB). This information will also be scored as a tech nial oabl a crttula (Attachment E). Please PHas ldea percentage off, if spph able and indin dea description of what plans, or part of plansth is discount will apply to. This information will become part of any Master Agreement that results from Ina solicitation. Description Percntage Diffed WbotwFects oJPbm does Wish tlkwmtoPPIY Miele— besFetlfrc Percentage off disco' mate offered to l W on n[s as der by MCScope of Wori: ZP off the retail price of qualifying accessories 25A-55 MA152-1 Wireless Voice, Data and Accessories Attachment C: Costsheet Category 3A: Fleet Management Costsheet VENDOR I Verizon Connect N W F Inc. (Formerly Networkfleet) Monthly Recurring Cost minimum monthly total annual cost Description quantityof fee (qty x fee x 12) OFFEROR NOTES Describe plan attributes and characteristics pe r the instructions". vehicles The Verizon solution features a GIPStrackingsystem that provides location and tacking data to help you manage your entire fleet in a new, more efficient manner. Our 10 $29.00 $3,480.00 solution includes wireless fleet management services that improve fleet operating efficiency by red ucing fuel consumption, maintenance expenses, insurance costs, fleet size, and vehicle emissions while increasing prod uctivfty and levels of service. The solution also includes a number of tools that empower near real-time management of 100 $29.00 $34,800.00 vehicles and d rive rs to boost your fleet's performance. The proposed solution includes our 5500 series device which is designed to enable the customer to connect with every aspect of their vehicle operations. The 5500 series hardware offers affordable wireless coverage, transmitting vehicle location, 500 $29.00 $174,000.00 performance, diagnostics, and sensor event information for your fleet. Basic Fleet Management Our solution offers24/7 visibility into fleet assets, which allows fleet manage rsto easily locate vehicles in real-time and view specific vehicle data such as current location, 1000 $29.00 $348,000.00 mileage,speed, fuel consumption, and diagnostic trouble codes— increasing response time and reducing operating costs. VCN is universal solution, compatible on all light, medium, and heavy vehicles, and consists of an in -vehicle unit and an online application. The 5000 prod uct line features two d dferent automotive grade hardware devices: The 5000 $29.00 $1,740,000.00 5500 is compatible with Light and Heavy Duty vehicles with an OBD-I l diagnostic link connector (cars and light trucks 1996 and newer) or 11708/11939 6-pin or 9-pin diagnostic link connector (heavy trucks 1988 and newer). Total Annual Recurring Cost $2,300,280.00 The monthly fee above is based on the cost of the device and harness d ivided over 12 months, plus the cost of the subscription service for a 5500 device. VCN does not currently sell the total solution based on a monthly fee. The hardware must be purchased separately up front, and then VCN bills the monthly subscription fee. These ind ivid call costs are shown below and should become the pricelist for the solution. Discounts for customers ordering 600 or more devices on the initial order with 12 months of servicewill be provided with a discount to the current price. Service Requirements Description requirements Basic Fleet Management *solutlon to track, mentor & dispatch vehicles while collectlng Informatlon on vehicle location & opeaeon *must have optlon to connect o vehicle's On Board DlagnostleI I (OBDF I) port *Ablllty to monitor vehicle loatlon *Provide loatlon{based vehicle dispatch support *Collect Informatlon on driver performance *Real tlme and historical reporting via secure cenvallzed portal *Ablllty to setup alerts based on customer deemed parameters Installation & Set Up Costs minimum cost per Description quantity of vehicle Total Set Up Cost OFFEROR NOTES Detai is of Installation a nd Set U p of custo me is insta nce vehicles VCN provides training to its customers in various for mats: • Onsite training 10 $65.00 $650.00 • Live Webinar tainings • Links to On -Demand Video tainings • Linkto On -Demand Video Tutorial tainings • Unlimited accessto User Guides • Product Spec Sheets/Feature Documents • Technical Information/Documentation 100 $65.00 $6,500.00 Pre -Implementation Training: Installation Guides, On -Demand videos and video tutorials are available under the support tab in the Customer's portal Total One Time Cost for Installation, Set Up and 500 $65.00 $32,500.00 Pre -Installation Training: Customer's may utilize the installation support tab to access Basic System Administrator Training pre -installation training. Or VCN's certified installer can come out and provide a half day training for a cost of $150.00. A full day's training may also be provided at a cost of 25A-56 Installation and Set Uo Cost 1000 $65.00 $65,000.00 Implementation Training:TheCity's Major Account Manager schedules and provides this training to the City's selected employees. nentation Training: UnInoted access to the portal's Installation Support tab. also have access to a professional installation technician. 5000 $65.00 $325,000.00 VCN will meet the City's objectives by providing adequate training to ensure that the City's employees area ble to install the GIPS units and implement the service and allow the City to capture the necessary data from your fleet. Installation & Installation, Set Up and Basic System setup and mnfigeon of customer's Instance In provider's hosted environment e n 'Install each sou satrap and connect to OBD 11 25A-57 MA152-1 Wireless Voice, Data and Accessories Attachment C: Costsheet Category 313: Mobile Device Management Costsheet VENDOR Vernon Wireless (Solution: IBM MaaS360) Monthly Recurring Cost Description minimum quantity of licenses monthly fee tota/annualcost (gtyx fee x 12) OFFERORNOTES Describe plan attributes and characteristics perthe instructions*. IBM Maa5360 Essential Suite Per Device Unified Endpoint Management (UEM) License: IBM MaaS360 offersa comprehensive, hig h ly sew re platform that manages and protects Devices and Things (smartphones, 10 $2.25 $270.00 to b lets, la pto ps,desktops,), Peop le a n d Id entBy(a uth entiatio n, authorization, Single Sign On, sew re use access), Apps and Content co m b i ned with cog n itive tech no logy. Th a Essential License featu res include: Device Management, App Management, Patch and Update Management, Identity Management, Advisor, Container App, and Mobile Expense Management. * Priceshown reflects discount of25%. 100 $2.25 $2,700.00 Basic Mobile Device Management cost per device 500 $2.25 $13,500.00 1000 $2.25 $27,000.00 Total Annual Recurring Cost $43,470.00 Service Requirements Description requirements Basic Mobile Device Management central control to enroll, configure secure, mentor and manage all enrolled devices (Io , Android, Blackberry, Windows) *Ablllry to conFlrgure and update devices over -the alr *Abll Iry to push and update custom apps to devices over -the alr *Enforce security and compliance polldes *Secure Mobile Access to corporate resources *Provide Secure Container for corporate apps and data on each device *Ablllry to remote wife entIre deviceand / or only appsand data In secure container Installation & Set Up Costs Description minimum quantity of Total Set Up Cost OFFEROR NOTES Deta i is of l nsta l tat ion a n d Set U p of custo mer's insta nce licenses 10 $0.00 No set up or deployment fee, included in licensefee Tota 10 n e Time Cost To r l nsta l tatio n, Set U p 100 $0.00 No set up or deployment fee, included in license fee 500 $0.00 No set up or deploymentfee, included in licensefee and Basic System Administrator Training 1000 $0.00 Noset up ordeploymentfee, included in licensefee Total Installation and Set Up Cost $0.00 Installation& Set Up Requirements Description irequirements Installation,Set Installation, Set Up and Basic System *Setup and configuaton of customer's Instance In provlde's hosted environment Admin *Atleastone remote meedr, wrth customer's designated system adminlstator to complete setup and provide knowledge transfer. Scorable Cost I $43,470.00 25A-58 MA152-1 Wireless Voice, Data and Accessories Attachment C: Costs he et Category 313: Mobile Device Management Costsheet VENDOR vedzon Wireless (solution: Mobile Iron) Mon Mly Recurring Cost total anti al cost Desviption quantity of onthlyfee OFFEROR NOTES Describeplan attributes and characteristics per the instructions*. City xfex licenses 12) A Minimum of 25 Mobil e Iron Cloud Licenses are required for initial order/installation. 10 $0.00 Mobilelron Enterprise Mobility Management (EMM) Cloud - Gold Bundle per Device: The Movlelron EM M 100 $4.50 $5,400.00 solution is a mobile security platform that secures data at rest on mobile devices, in applications, and in cloud storage, as well asdata in -motion as it moves between corporate networks, devices, and storage repositories. The Gold License features include: Apple DEP, Android for Work, Email Access, Secure Enterprise Gateway, Enterprise Asp Store Basic Container)Apps@Work), Content Catalog )50fles/25 MB each), ess/annotate/share corporate documents)Docs@Work), Containerization of Applications at )App Connect), Secure Browser )Web@Work). 500 $4.50 $27,000.00 Price shown reflects a discount of 25%. Basic Mobile Device Management cost per device 1000 $4.50 $54,000.00 Total Annual Recurring Cost $86,400.00 Service Requirements Desviption requirements Basic Mobile Device Management'central control to enroll, configure,secure, monitor and manage all enrolled devices o pS, Antlmltl, Blackberry, Windows) 'Ability to confl,gure and update dayees over healr 'Ability to push and update custom appsto devices over he air 'Enforce security and compliance policies 'Secure Mobile Accessto corporate resources 'Provide Secure Container for corporate apps and data on each device 'Ability to remote wipe entire device and / or only apps and data In secure container Installation & Set Up Costs minimum Told Set 1 Desviption quantity of OFFEROR NOTES Details of Installation and Set Up of customers instance Up Cost licamoses 10 100 Total One Time Cost for Installation, Set Up MICoreGold and Basic System Administrator Training 500 Installation $3,000.00 Cloud installation includes support and maintenance and is one time set up fee for up to 5,000 devices, and is n optional service. 1000 Total Installation and Set Up Cost $3,000.00 Installation & Set Up Requirements Desviption requirements Installation, Set Up and Basic system 'set up and configuration of customer's Instance In provider' a hosted environment. Administrator Training "At least one remote meeting with customer's designated system administrator to complete set up and provide knowledge transfer. Scorable Cost $89,900.00 Consutlative Hourly Rate (this ate will be eluded in the contract) 25A-59 3tegory 3C: Mobile Integration Costsheet I VENDOR I IVerizon Wireless (Solution: OneTalk) minimum total annual OFFEROR NOTES Describe plan attributes and characteristics per the Description quantity of monthly fee cost instructions*. licenses (qty x fee x 12) One Talk is a business telephone system that combines landline and mobile 10 $25.00 $3,000.00 phone capabilities into a fully integrated mobile and office solution providing a single telephone number with the same mobile and landline features. Feature capability includes: Simulatenous Ring Service, OneTalk Basic Voicemail, 6-way Conference, Anonymous Call Rejection, Automatic Callback, Call Barge, Call 100 $25.00 $30,000.00 Forwarding, Call Hold, Call Move, Call Park & Retrieve, Call Transfer, Call Waiting, Caller ID Blocking, Do Not Disturb, Extension Dialing, Internal Calling Basic Mobile Integration cost ID, Line Sharing, Remote Call Pickup, Text Integrated Messaging, Video Calling. per device One Talk Price Plan includes 100MB of data: $10.00. One Talk Primary Mobile Device Number (MDN):$15.00. Monthly Fee= One Talk Plan ($10.00) + 500 $25.00 $150,000.00 OneTalk Primary MDN ($15.00). 1000 $25.00 $300,000.00 Total Annual Recurring Cost $483,000.00 Service Basic Mobile Integration Asaminimum, solutions meeting this criteria will provide: -Single Number Reach orthe ability for a userto be reached at a single business telephone number -Calk to thatsingle telephone numberwould ring at both the user's desk phone or mobile device eftherthmugh simultaneous and/or sequential ringing. - Single Voicemail Box for ca Its to that single business number. Installation & Set Up Costs minimum Total Set UpOFFEROR Description quantity of NOTES Details of Installation and Set Up of customer's instance licenses Cost 10 Total One Time Cost for Installation, Set Up and Basic 100 500 System Administrator Training 1000 Total Installation and Set Up Cost $0.00 Installation & Set Set Up and Basic Scorable Cost 1 $483,000.00 Consutlative Hourly Rate (this $0.00 rate will be included in the 25A-60 P,nme �me rnoow[asoJ .oll P„mno,,mPeo„ mn bylrtvT lords b,ld Fo...M- ,,IFFMI e,n, mrla,,,Awm....g—ell .I..l,d, oOmNAa-4 Pna. Ssa. ss mpp,,, oo MerlAbll,, wok,, Maps ,y,llable m„aMswrcn awb, na arta padg a or a art, plan oI�non wnrt.... ppenl,glp,.- wrenl,,b,d m,rzsmp •mMPe.anl�eorzol.m,nlwlll be,ppueamme,boreume MonmNApn,,. nelp..orre „m nh,....n.�FFM nn.- e.. R=oren¢ng seop/n,.el th,m.nlon. mrt namemploree,n me more .pl. hnmeme.g,rtl,n web ,1.,• won,, Monrc„Al, , Fnn,n..a x,rlgrtmn -L-bbmn,w„e ume 230 Mood, Porm. dlgli,ll rtea M...,g mplillea lob OI.prtA -Job M.,O.,Al, , a,Mng ¢ion.(hxbb... a) "The IXlem, wM Me nlgne¢ p,opoma minlmo. al.mon[%(o, 1, a almmn[ off) m,Me g,,, ,bAb,, wlll re¢Ne 100%ol Me m¢ polnG po4ble m,[ha[mN¢ mtrgo, All ne, 011,,ors w 111 r,c,,, I P—l-t eo![nem¢poll[. po4blebasedon[nep—O,bywn,,[nercpmpo.eaal.mon[%I.low,,[nan[ne nlgne¢al.mon[%I,[ne g,,, ehgo, Tn, m,molam mmpoh m¢ poll!... (P,opo.ed Ol.mon[ %/ Maximum P,opoma Ol.mon[%)"To21 Ca¢ PolnfsArallable 25A-61 Pbo,hot gym, rnoow[asoJ .oll P„mno,,mPeo„ men bylrtvT lords b,ld Fo...M- ,,IFFMI ean, mhbrla,.a w,b....g—ell .I..l,d, ,OffyAmes Pna. Sga. zz oo MerlAbll,, wok,, Maps ayallabl, m, a aMswrcn, wb, na art, pzdg a or, art, plzn oI�no,mglr,v wrenl,,b,d w....... marzsmp •mMP,.a,¢�,Orzol.m,,lwlll b,appu,amm,abor,ume MoOmNApn,,. FFMl,glp,.- FFM n,lp..orre ,am oBam.nlo.. th.,...m,a R=or,t¢gg smpl,ft, l h-, .pl.... mnna.,,mplore,o.m,more - ¢nmeme.g,nla� web ,1.,• won,, M.,O.,Alra F,na...a N,,g bob, -L-bb-awa„um, 230 Mood, Porm. dlgliall n,a M...,g mplill,a lob OI.pMA -Job M.,O.,Al,,G a,Mng ¢ion.(hxbb a., a) 'I,If,m,wMM,nlgn,¢p,opomaminlmo.al.mon[%(o, 1,,.g, almmn[ off) m, M, g,,, ,bAb, ,wlll re¢Ne 100%olM, m¢ polnG po4bl, m,[ha[mN¢ mtrgo, All n„011,,ors w 111 r,c,,, I P—l-t ,o![n, m¢ poll[, po4bl, based on[n, p—O ,bywn,,[n,rcpmpo.,aal.mon[%I.low,,[nan[n, nlgn,¢al.mon[%I,th, g,,, ehgo, Tn, m,molam mmpoR m¢ polnG I. (P,opo.,d Olsmon[%/ Maximum P,opoma Ol.mon[%)"Toml Ca¢ POInGArallabl, 25A-62 Pbo,hot gym, rnoow[asoJ .oll P„mno,,mPeo„ men bylrtvT lords b,ld Fo...M- ,,IFFMI ean, mhbrla,.a w,b....g—ell .I..l,d, ,OffyAmes Pna. Sga. zz oo MerlAbll,, wok,, Maps ayallabl, m, a aMswrcn, wb, na art, pzdg a or, art, plzn oI�no,mglr,v wrenl,,b,d w....... marzsmp •mMP,.a,¢�,Orzol.m,,lwlll b,appu,amm,abor,ume MoOmNApn,,. FFMl,glp,.- FFM n,lp..orre ,am oBam.nlo.. th.,...m,a R=or,t¢gg smpl,ft, l h-, .pl.... mnna.,,mplore,o.m,more - ¢nmeme.g,nla� web ,1.,• won,, M.,O.,Alra F,na...a N,,g bob, -L-bb-awa„um, 230 Mood, Porm. dlgliall n,a M...,g mplill,a lob OI.pMA -Job M.,O.,Al,,G a,Mng ¢ion.(hxbb a., a) 'I,If,m,wMM,nlgn,¢p,opomaminlmo.al.mon[%(o, 1,,.g, almmn[ off) m, M, g,,, ,bAb, ,wlll re¢Ne 100%olM, m¢ polnG po4bl, m,[ha[mN¢ mtrgo, All n„011,,ors w 111 r,c,,, I P—l-t ,o![n, m¢ poll[, po4bl, based on[n, p—O ,bywn,,[n,rcpmpo.,aal.mon[%I.low,,[nan[n, nlgn,¢al.mon[%I,th, g,,, ehgo, Tn, m,molam mmpoR m¢ polnG I. (P,opo.,d Olsmon[%/ Maximum P,opoma Ol.mon[%)"Toml Ca¢ POInGArallabl, 25A-63 MA152-1 Wireless Vohs, Data and Accessories Attadrment C Costsheet Award Category 3 A through 3N Costsheet VerclarN rdi.. se ll P,maneo,z P,manoe o;Peo.+ w,nddmteolP'dae -t(1.)< a, ..s o setetyp'd'e zodd., a Vlaeo Node aKI ob, earnp, Ignang mmml no , SletyAiaMeewttn r oseteyAiaMlce o seteryAoaMt t nobad Pha,. Betaf,,l ertneterm oRh. r..... rot rsedon The —I ... dpntlog ,for the met Mal ana--set four to thus p.po,al aoa buM etl on e anu mpeoos aemuM below. Pram data(mm th,p.p Ifdmy otrne asim If ors I,, off,,,d d/or arty atltlMonal rryo Remen[s are l d,I,II,d Verson, In tl rg may flange. do, setetyAlIft- wmh any nub Iodrd.,the follower; Icemtf..I... Ends., for all'.d,d a element, for the eftnn Hardware WI,,I,, aoa folders 11DIA111 of all Vlaeo Nod .... d Ctty Hob, n of [Afro phase dAE set.ryanaMt WI-retlo noBedde.11ghdst �rerth.tim ofm, gre.mnt lnrer,e¢ere,... o d I de,: ann E—ml,ana raoryaod&e ,Ito-Ift5, ,...ty aoola¢drI ye If term ondE Vlgdn Node OKs ,, dI pro, d...M¢Is no[(un¢Io rode etRrrenll eatl on Met ttlsa HW hOure hand not msiM due [o lad of per dof Hubs ow,,/,o,I—[aAM wer/n ondM¢ryeoi....... h I II Co ed,'llgntlng mn[ml and ng does not lntlod, taxes orsurAag e, ttaM. and asi me, the follower; apple¢ ¢oosetetyAiaMlewttn oseteryAiaMlce callable o seteryAoaMt s nobaod Pnamoeta fors ,,th,tnnofth, e om z wttn Neff r ze¢ionz r,edio nz NOk per poll Pram data from the plot mnttl¢ end is already present et Me tretOreMd too coal Aaiges c bNadwill appNR a new EN lend ... s to be id and a,mdetM fee, will. teen and are not Im JmDd S'ppom for all mfware elements oel A lul Esd odd for me mme¢t— MMBE let dd Hardware Wanenty an d on, per s In and sellable pole, o plop oldol epolred oset.tAoaMt - eatnel aaltm. I pole o gmtlude,: Holiday work day, excluded Vldn Node OKs on labor, no preralling cage 000ry Hubs MNMneI Extlud SeM¢upgade, Co eco tty, llgntlng control and ntal anaNS, esd,dd oseteryAiaMlewttn r nseteryA'd", mart.„mppmg to the cooaonfel Jmtd set,, o seteryAoaMtm Hrbad Pha,.Betafor Eo ertneterm ofth. r..mmo, rot e.chrn, Pna,.dt Romtn.t,lf,, ortfo"I zofw,,,,I,m,,t, forth, mn[e¢tnn Had.,,e Wa,ertad bedWf x IfaMofineasimmo-demott—Ild/on IWIddMonal,,q remen[, are l d,lf Verson, In tl rg may cl. n safety Anatoe wM dra.,m we lany fro mfollower; m ba,ltmtr,.¢loo f CH mt not au Venn Nod .... d CRyHrb, eteo n set.ryAnaMle noe term Wtr ¢cat ugnaog control no mtfre¢Ioo sf.tAlnuat ices orefineterm of the vmade, -ty renrynaereosclx onM.wmn, mn Nod. arc fI ode notf,, ,o,,lode thterm fINd SEM¢ dlry[aAd tta models no[(un¢Io rode etRrrenll e[Ionmetttlsa HW hllurehand no[esud on, to lad of f any Hrb wen/non mdo,so,,Tlcls..I ¢I0 oseteyAnutte—ttn n ¢mryndlgneng control oseteryaoaMt Bao I Ind ewaion nub m,t mtftealrn nrlthte , ana mMte,, term og arcs nonntlra.ax., or,ardaB., rcarn•.ad asime,th.tuowmgallue, aemm. aM the A�MIe rerm.rrs of Present win N.mamticet the g reem n[re NOk per poll - Mon d and a,moetfee, w.te ill en and are not Intlrd d P mndy- orttrall zoft,de elements ¢M tludd formmn[a¢M . m M/ Z extl,dd Hardware Warranty and folders g on In mbl and allae pole, o tAfinncnontroleprlyd callable I pole olmay work day, excluded No n labor, no preralllrg cage el Extl ud SeM¢ upgade,IM [TampMangement c azl e lfany olmeI—mpton,are nottreand/on arty addmonal rel°Rem en[saremnuned Venvirl,pn tl rg In tlude, aydaB Hardware ir-olreffin nu does not l ntlrdetaxes or suncl Iand asimes the followeng applies for nth Edd, In [Tr etllc Mange men[-B nhlllg en[TretllcM rudIlge Mangement 5 Ind c Plan with 5l ntese¢ionz ware dHardmtlrdeany Coritl:t Monrton, MMu; mrpdetesd Agnal contmllen, S,ppomfmdI element and a„ooetd fee, will exl¢and—notlntlrded formterme mhold term orl mtlude on or pre-hng cages Hardwa re wanan' and breakmx not Ioff no,,, nlgnq or other tlwmg cl mes de of brnnes moms lPddy work day, esd,dd Man gem en[ Intehoo ZLAID mtlude t,Afdp contolle, fee, pu.nuInntlrde, Ind,de, snlperg In the corll undd s[ete, Hardware wer; Hardware component int per eecton. mAB cl ntlrde, the follo Ind nt Trani, MangemmC Basc lnMllgmtTreff,Mangement- poelllger-olydtic Mangement H ex Contol Ennaned ModWewttn Hexlo th n[ , Plan wM 1O me,se¢ions Hex Zdol Powersrpply snttfe—th Antnna And Coax Cable S,pportfonall software elementI'd well MA, nk Rs5➢MmModem termfonthe mhold term wl Pole Monthd@ZI, Anlns M 100' Code Che Hardware Warranty and folders Un,se,sdl Morntmg 3—het 25A-64 Trafn,Manag... I Hardd1de, ware Tatn, Manag,m11, l nmueg, oath,Ma-gemenl- nlefi gMntoafh,Management nL aPlan wfih 25lnMse¢,p n, Mon nrt for au softre elements wa mane top Hardwareas' andbre,Wf,, Taff" Man gerfert Gorse, Hardware wtiii i"Tr Trdff'Mangement- 'te1'gent Tyff'M ge babe -Bement I&II-ed 5ILL Advanced Plan w,h 510g[cm¢lorrr Senate S'PP'ft for all software elements for the cef Left, Held re WP,,P,, and b,e PWf,e raft,, Man gerfent tluaes Hardware Manag,m,nl- nreueg, Tath, Manag,m,m- ntell ggentnTrartl,Mangement AAranTratn, ¢a 101rR Aauan¢a Pla—th10,ntersetorfs 5 S'Ppoft for all soft ware elements too The coma¢Left, IT arawarewaranp and breakf,,:' gTraRl,Mangendnt I tltuaes: Hardware nreueg`" lTath,Manag,m,m- on lTafh,Managem,nt- n¢a Pluz Plan wM S „tell gatnt lLpfn,Me-Bement AAra Plus-51no poeseea rze¢io nz S,pport for all software elements for the cef Left, Held re Waranty and brePWf,e Traffe Man gennent tluaes Hardware nreueg n [ Trartl, Mangement- lTrafh,Management- Aavan¢a Pluz Plan wM 10 „tell ggent lLpfn,Me-Bement AAran¢a Plus-101n[ poeu rze¢io nz S,pport for all software elements for the fonda¢Lefm ITa,d—Vsaranry and bfePWf,e ntluaes seen Tf9fie 0 seM¢s gealTme T. gealTm cols Sand I.Datasema,-gealTme led sell„ Mntenence vpport ore, me Speed 50 of the mnha¢ cl Ind des P,lm sdaeMs Trdtic0 P=ces gealTme m enailee naffi,Datasema,-gealTme peed mfie, a vpport et me Mentm anwe, TOO or MCOmnha¢ ntluaes 200 one way mles Tr9n,0 , gealTme Speed se-e TartlmataseM¢`gedIT,e Speed, 200 code, Mentenanceand su pport wen Me Speed 200 m or Me mnha¢ ntluaes TarticO to SeM¢s M¢oaal L6 Donal ser,ce peers seat¢ TTatne Datasema,-m¢pnal Sea 50 m,lez [I and vppoft we, me Mm Speed 50 or the send¢ ntluaes Tyffie to SeM¢s M¢oaal TIM peed seat¢ Tratgc OataSEM ¢s-HI ¢ors al Sea 100 m0es [eslomnal M and su pport wen e Speed TOO Mm or Memnha¢ ntluaes 200 one by .,Ies Trafn,0 e, Hytoacal ata ,date ¢ors al L6 Speedsrlce Traffic OatM¢I¢ ases-Hoaal Speed 200 m0e, [I and su pport wen e M M Speed 200 Del. of Me mnha¢ Tyffie In & ,ntlu,tes TTatne Datasema,-OD sport Report, pop,11on no r Ongn&De¢,nat,tn to 500K s Trdflc Data seat¢, all & rgl ntlu,tes TTatne Datasema,-OD 1M n Report, pop,11on no rterly OTeg n&Seelhed— to LM Trdflc0 all & rgsl ntlu,tes TTatne Datasema,-ODzcon Report, pop,11on no r Ongn&Seelhed— sl TaffinD In & ntlu,tes TTatne Datasema,-OD SM n Report, pop,11on no rterly OTeg n&Seelhed— P ntluaes Tafflc0 In & I& I., Dataser,— Mmp ODDel-ton in lion Report per section eporty is ¢ion of conse¢ed mars n;ntlu,aez TT,n; reports tluaarteayslgnal rg pe,centgetufn Idnewtalellces Sgnal T,ning count and delay per Traffic Dataser,c,,-segnalnnmg Iperlun pni u Ind des: rteaymunDng ¢atlon Traffic Dataser,c,,-coundrg Tafflc0 seme, 0unDng epo Its Intl en,matea,enme fits for a steel loeat,on aaMomal Hw/sw and Senate, mduaez nl commun�almn, D,yg , at lM Field Engmemmg sup,rt sp pprc aira ntyand 6reak/tlxcost mmzmanuta¢urer detects only up to ear erm fie end oma patlng IsmrMemrt Mal and seat¢, set Told, In Mlspmpwdll and based on Measimpeons aelauea below MAamn¢a Plus If enyotMeamumphmf, a re nat[me ana/o T enyeddatonal equ-nant, are, aenMlea V.... on s irg may flang,. fig does not Indud, taxes of utAaye; Ifany and asimes the following applies for HM Adsenced lM Adsen¢a Hard ware Adsen¢aILL erseJon supports Blanes&I ntluaes 8 sensor; Stub,,, 2 Long The Repeaters, and 2 St -I External Do I tlua eaM 20 ritll¢Monrt or; MMI1; or update, to Ag seal mn[m ,lens Sol Aghtes,, ,tmmdgrcal Pdlos toepeaMz and azzodrtea tees are not lntluaea. Doe, not Intluae ummn or oneualfing wgez Doe, not mtluae off hour; night, or otheremes ouhtae of gulp, burner hours o lhday work days extluaea Doe, not Intluae p pffe controller tees Induae,dh,per; In the mntlnental llnllea states LIPS A wanted Indude, the following HVV component; pe, Inteaecton. En M1an,ea Module Wlm Ilex l0 Supply et Lowe, sell lg Raalo) AHex Co Oal Porc Pmm O ffal weo The entlosed patlng Lsfo rMematutal and seM¢r%tth In a d/o, mpozalana based onM fit, due tlorrzaed Ved below M Adran fig Plus IlaM of Measfm ptl onus are no[[ry Safi a/o raM aaa Mo seal repulremmGarelamMlea Vrrlror(s irg may change fig does not Indude taxes of urAag e; Ifan, and asfmesthe mllowing applies for HM Advancers Plus Aavan ¢a Pl uz HaNware Aavan ¢a Pl uz lnhrse¢Ion supports 101anes& mtluae, 50 serum r; 2 mmosen,ors, 60 tubes, 0 Long Ltte Repeater; and 2s[an dara ExMnal Antennas I of ngm exls[zlcom agrcal aalosm repearerz of Intluae any Con' ll I Mon Ron, MMu; or update, to Agnal connollea and azzodatea lees well esand are not mtluaea. Doe, not Intluae ummn or prevahn; wage, mr; tluae off night, or othereme, ouhtae of gula, burner hours o l�aay work day, extluaea Do not Intluae traffecontroller tee, Induaez dh,per; In Me continental llnllea state, mnA Nee Pluslnduae,themllowln; HVV component, per lnI. Fee Conpol En M1an,ea Module well Ilex I C �Pol Lowe, Supply • he en'dwed patlng ,to, the ee-¢ssetm rtM1In Mlspm posal and baMsed on Measum p[lons petaled below mrTraRlc z llaM of Measum p[lo nsare not hue and/or aaaa Monalrequl rant, are l aentdlea, Veavun, pa ¢ n; ch ange ang. Prong does not Intluae taxes or surAaq e; If an, and alum e, the mllowing apple, has oars mrerea well 9leea ens M1 entlo ed pa tl ng lsto, the seM¢s set forth In thy pmpwdI and based on the asunfonn, petaled below for TraRlc z ltaot MeasumM ptIon, pe not hue and/or aaaa Monalrequl rant, are l aentdlea, Vea 0h, pa ¢n; ch ange angwteSeyeM . Pnong does not Intluae taxes or surAaq e; If an, and alum e, the mllowing apple, oars, well, 6le edes he ndwed patlng ,to, the seat¢, set forth In thy one posal and based on Measum p[lons petaled below mrTraRlc z ltaot Measumr any l r ptIon,pe not hue and/oaaa Monalrequemsets are l aentdlea, Veavuns pa ¢ n; Ley changeM . Pnong does not Intluae taxes or surAagq If any and alum es the mllowing apples 5 help oars, well TO feeder, The ndosea patlng I,mr the seat ¢ssetm rtM1 In Mlspm posal and based onanyMl reasum p[lons petaled belowmrTraRlc z llaM of Measum p[lo nsare not the end/or aaaa Monalrequemsets are l aentdlea, Veavuns pa ¢ n; Ley change. Pnong does not Intluae taxes or surchagq If any and alum es the following apples oars mrerea well 3feeaea M1e ey' ed patlng I,mr Me seat¢, set forth In thy proposal and based on Me asurfonns petaled below for Traffe z ll any of theasurfo,ons are any hue end/or aadd,tonal requl remsets are l aentdlea, Veavuns pa ¢n; Ley change. ph n; does not Intluae taxes or surchagq If any and alum es the following apples 3 help oars, well 6 feeder, M1endosea patlng I,mr Me seat¢, set forth In thy proposal and based on Measumptlons petaled below for Traffe 'eyz ll any the asurfo,ons are any hue end/or aaaa,toral Tenn, rem entz are l aentdlea, Veavuns pa ¢ n; Ley change. Pnong does not Intluae taxes of suTchagq If any and alum es the following apples 5 help oars, well TO feeder, M1endosea patlng Ism T the seM¢s set forth In thy proposal and based on the asurfonns petaled below to, Traffe z If any ofthe aw—ptlons anot hue end/or aaaa,tonal requemsets are l aentdlea, Veavuns pa ¢n; Ley changereanyl r . Pnong does not Intluae taxes of suTchagq If any and alum es the following apples Local gL0 on s what I, mrerea In vanes or mares[ nlg ht a000alNstors 1, 60 days due 251 or local popul Mlon of less rteh—a rtz T parsers MaM1et s,on st,,rinse dambe35% of uoynun dad In tluA on ll¢Is56e' or M1lg M1er �gw nu mbersareex tluaea) Tg aetels he en, wed patlng Ism Tate seat¢, setmrth In thy pm posal and based on Measum p[lons petaled below mrTraRlc z If any ofthe 8w—ptlons are not hue and/or any aaa,tonal requl remsets are l aentdlea, Veavuns pa ¢n; ay change. Pnong does not Intluae taxes of suTchage; If any and alum es the following applies M1ntlozea p,,,tlng y mrThe the seat ¢ssetm rtM1 In Mlspm posal and based onanya,tonalMeasum p[lons petaled below mrTraRlc z llaM of Measum p[lo nsare not hue and/or aaarequl remsets are l aentdiea, Veavuns pa ¢ n; ay change Pnong does not Intluae taxes of suTchage; If any and alum es the following applies The endosea pgltlng IsmTMe seat¢, set forth In thy proposal and based on Measumptions petaled below to, Traffe z ,(any the8w—ptlons are any hue and/or aaaa,toral Tenn, rem entz are l aentdiea, Veavuhs pa ¢ n; ay change. Pnong does not Intluae taxes of suTchage; If any and alum es the following applies puues Real hme of M1l¢oaal speed pul mrMng the locallon of the countlng ¢atlon 25A-65 (th, r1—ll be b,dln the z lre.to[M1e ,d,d,d 1, the R any, antl are. tlerRRletl, Venzonz p Ig, Intl"bes SeM¢s llaM th e easim.l mmGare pt—le lot the ...req-eIIIVP,Nns pno rg a do t,.nal leetler onaroatl mayflange. Pnong does no[Intlutle[axez or zurAages Rany, antl azzumezthe lollowing appllez: If,yo(the --ptIons.....t thea,d/or dW atltlMonalr,q,remerR ,, tlen[Xletl Vekzorts p Ig, mayflange. Pdd gopt-edton wM City Hob,d,d,, the f,11—rg: O VNV Ks(aoo mes]6]5 parking po[stoy, ... dby, ... h mole..wttM1 good Il ne of Aght dmmd.rg on pole M1eght) Hobs "Id Ill., of all VINotlesantl Ctty Hubs e¢Mtyantl IlgM1tlng control mN¢sorerMeRim o(Meagreemm[ Pd' optpntlng anry,nag..df. 11 ,nld,lorer def,¢, oolew Intlutl¢ FdId S—cedyptached d.notley,o[f-:t.... I ft,,—fic[IonMMtt I, a HVV fd1... (antl not cd—d of, to Ad of • VI Nod, OKs wer/n on ndo, p,,& ....... Ltd, wttM1OVI I,tallMlon ng d..... t... LdDtax esor... c es ttany. antl asimes[M1elollowing app1d, lIlgM1tlng cef antl addable k.Lg podI,d paking.0. ion w,h Nemandxt �Ie MCMmorMegrremeRm deg M1[ha,to be 50RwM good) m e ofAghtyldbilm wM no oblmRlon fmm Voted N odes m Me pongryo, oRfor be, pole all zoft,dee l em cot, me Peppy P e .nd a„o.l,d fee, wlu ae,l and me not ,d,d,d to, mndd'tee e 5xtlnded H,rdw...wai.,ory,od bedd/fy M/wae e,ded 1n ,nd,.,u,me poles 0 o-,rnamnol epwed, Elect, Idl rauame I pole ohddy oD dry,—,ded n labor, no prevails; wge IXferorswlll,,e,M,p,,�agedth,mRpo.ntspwlbleb... donthe pevn[g,bywh,Ath-proposed discount%Is lower tM1an the M1lgheR disco to calf mR Lointsls Proposed Discount%/ Maximum Proposed blycf%)" Total Cal Po,,EIallable 25A-66 nMe I p,/A ge o![be mR polo!, povlble based o, [be p—,Rge bywb,,h th-proposed tllsmon[%Islo—thb,[be blgh,l tllsmon[%I, th, g,,, c,go,y Tbeloimula (Proposed blsmo,R%/Maximum Proposed blsmw[%)"To21 CaR PoI,R,A—Ibble 25A-67 P,od"t� se ll P,,dI w,nnmtlyy die �trgn �� P,,h to Talk Plus IPTT.1 P-h to Talk Plus(P +)prwldes ers M1am Meaddld abhbyto Only Fe ,e to, Basco, Sn b1ph... d— $26lpermonM aiableNote and shre aTeaoy, eoy 6 alert; PhotVld ler/srd Pbl, Web A—$50 o,th Medmm gl,gowM l p erson Lo,bbo, data Vmce messg es and pMA ll¢nxto,Wlndoo,,PCw,th PT,,d—ppl,g:$3000 perm o,th up of purplee O •TheP—,t,Cff Dsmu,t appl,,,to th, abo, t,d MonthlyAR„p—, e, W.... b secure an d Subsemnd Vol¢ Plllpn wo,kswh,,-,, th— I,dials,o, pl,h mnRlonalm (-blphon..andame ) e.I,, Meabuttyto load It, b„..Trapp)@, p .,thLana blood, aadloyiLMai) wIm Land Mood, FadIo ILMFI Prt.,Rehamd,th LMFsynems. Fan, sem,e,er,abe LMFFertu,e Omv wh,, dd,d to Banc o, smartphone denswm PT $600 pe,monm Pity LMF mMopeablltt,lllo., mmmumetlo.... bound by •IMFD—,Bundl,d w,th PTA D—,TableNnMIXme,/s,d Pbl, Web A—,$1100 permo,th ers of LMF n l.ob, to wobrype. 1500% • IMF w,IryMAI¢ Bundled h OLnse to, Windows PC w th PT ,d—ppl,g:$3600 perm o,th e[eseamlessly wM Prt+ omono[ e—, •ThePv¢ntgeIX(Olsmun[applles to MeabomllRed MonMNA=sprl¢s —,t adlo bd,o nleot a¢ess broadband erablllry between LMF and ,d-¢to dZ apps LM and PI lb. llame lMrce 1-11, .The abommp,,, addPrt. 6PTR ,,dlo RoIP, n t ewo,k(ISSI), and pulred. 01,I). and lmp,o-d f,,dIonallrywl[ho,t need tornew ,It,, I,...... or r bdioz. "The IXfem, wttM1 Me h,gh,l proposed minimum dlsmunt%It, Aue,age dlyom,t off) to, Me g,y, s,b,bt, will resNe 106e' ofMe ml polo[, possible to, MM... ¢e[, All It, IXferors wll11--ap—lbgeo,th, mR point,po,.ble based onth, p—,tge bywM1lAth- pmpo,ed dismunf%Islower thb, th, h,gh,l dlsmunf%In th, g—, bt,go, Th, formula to mmpute ml point, 1, Purposed Olsmunf%/ Maximum Purposed Olsm,l%)" Total Cal Point, lbl,ble 25A-68 prId.rt�m, s, 11 aromno,.mneo.+ DIII—tImUts noa.e �lrgn Now 9% If by of th, I—If....a....tt ,d/or airy addt.... I,q,,,,fa,, ldeMttled V,,,,,Ks pdtlB may Aange. LIgh,,g mrbol w,th Ctty Hob Intludes Me follow,, C'Hobs of of all Ctty Hobs nnMMryand IlghttB mntrol m.¢s orer Me Mm of Me ;—If ing d oes..[... IL ......sur¢iages Iand asi mes th,following appll¢ callable ILI LIght,; Pdd.g Include,: wd, NemaSo¢x[andsupport IIgM1[Irg mntrol 25¢I,... oHp 35 Ctty HubswttM1 ongoing IlgMing y, E,d,.tl.ded hu¢um n Extl,d,d Iligm[HgM1tlng w/Ory Hub-35 1O serves I -M.nRorlrg M/WBE m ex tl.ded oft torah"ft"" IIem..fs mes Mol..tl n andamllable poles for Me mMra¢[eim No tralttemntrol repulred ,q....¢ HardwareWd,d,' and b,,IWflx cal able ,,I,d excluded o fid...Ibb fdo n labor, no precall.. wge LE edg,,d,, per day EydeN¢sI.¢all E..... .IIId, yyy—ded m maauref a,f,¢,..I¢.p a.m ,d Bpbt .. Ed, Ctty Hub dt. - fltld S—,, d lryMAed wM1Ct,H,bre thdDtyII fd I...11) ,tf,,,l....IdIo.2 Hub Isno[!un¢IonalaRercerttle[Ion MM ttlsa HW lallure(and no[,sued duefa hd -fIp. SEM¢a,H,b pttaCtty of power/non Ory Hubryeollclsu eI th, —I ... d pdtl.g ,to, th, If and mM¢ssI Ifth I. thy pmp.sal and based o, Me I —If.... delalled below. faM both, I —I .... areoily, and/or airy boot...I r,q,l,,,f a,, III Vedvirts pdtlrg may Aange. LlI mrbol wttM1 Ctty Hub ... I Me following ILI LlgM1llrg Pdd.g ... ILI LCIE node, n of all Lm node, I'DIldt'o, Co e¢Mryand IIghttB mntrol m.¢s orer MCMm of Me gre If eELI mm h Co lge.g ml ty a,d Breagmx ms Ed— ,,d,d.rer d,f,¢,..le up Iligm[HgM1tlng w/LW-35➢ BHgM1tlrg Core Op[.mlssd�LCO� fINd SEM¢dlryMAed wM1e.M ere are 5 paNalNfu.¢lo do od,,(dd,,lt,d to photasll) .odes .,thIIgM1tl.g mrbolmM¢ fINd SEM¢dlsbod,d, Sa Lodelsn lf,,¢Iomal afR,— fi to. MM ttlsa HWfa0ure (a.d of —d duelo ladof ortforall oft—, IIeme.G wer/.o..do, p,,TlclsueI forth, mlLd t m HardwareWaranry and b,,IWf,x ing do ... of ... Lde2xes orsurAages I and asi.,,th,followl.g appll¢ 241,7 lable LED L— wth Nema So¢xla,d support IlghtlB mntrol Pred or l,d,d,d ,d,ded M/WBE eyd,d,d MILLIIn and-bldble poles o trafficLol,q.... d acallable M pole ofidaywoD day, excluded HPdtlng lntlud¢ of,labor.. preralllrg wge LODO 13 deN¢slgM1tlrg .¢alled II, —per day Extlude,l—, 1pgades LOOB Lghe.g mre opmmlssd�Lm� ... ELII.d lghe.g mmml : rmmnmemalandyyy lLded IligmtugM1eng w/Lm-18.. nodeswM IlgM1eng mmmisema laud ... M1lppl.g 1. the o,t....tal wrtN xrtes S'Pp.ft for all zoft—, el emml, forth, mma¢tem Hardwarewaranry and breapflx "1e'femrwttM1the M1lgh,l proposed minimum dlsmu.t%(orFcerege dlsom,:off) for the g—sub,dtegory III --,LOCI,' ofthe m¢ polMsposlbleforthM... y— Dego, All odhI If,,o,, III --ap—ldge Ith,m¢polls pwlbl,basho,th, pevnfIII, bywh,Ath- proposed dlsmo.l%ISlower thb, th, M1lgh,l dlsmo.l%I, th, I—, do,gory. TM1e fo,mula to m,f m¢ point... Pmp.sed Blsmo.l%/M—n—Pmpo,d N-1%)" Total Col Po,,EIallabl, 25A-69 MA152-1 Wireless Dere, Data and Accessories Attachment C Costfieen Award Category 3A through 3-N Co4fieet Vendor Nom nwwrNvme nwurroesrnpnm mwwroises gone", m 0•T Nuns Elterproer 000/m ea 050/ae re Soo Gbbe,ay 000/m es5mo/Pe s5oo of pletroMAG) Me,,We, Inbreed 000/m es55a/ae s..e ersls w oopo l�nnmm 000/m es5lem/ae s5on aging A�sl�ux-ieno or urleeu>to ez (f 000/m A®s55,000/Per llowans 50005 I-bwez zge,0,Nlw Waxy enmleswmi a puai Nng� NAAS x elsouwmruiglele Puel¢ lode tooff of din rA,,di (629ID9%um9221m9%uso9%uA9�`o9%%wo9%%iso9Wtm) apa 000/m ea SIDo/Pe - re Soo emu 11 dWNb ayl anox 000/m esSeo se$0 of Platform Me,,We, Inbreed 000/m 19501 02 /Pe se$0 ers(s oopo l�nnma 000/m es5e,mo/Pe sSonl ::eo S3 gA�%I�ux-iaxa or urmeu>to sheme meawez. p an 000% ezz S>e, ooe Per mvanre Soo s uaxger MMS) ePe—rimDolold paean theaewe we MonthIyAC2¢ pnsr 01 for bull for we WIn mpozee e111011x Almverman me mgnes e111011x In mep--eery. The mrmulam mmpooe to. pom¢i [mva pPmpuseit oismuw x/ mamum Purpose onmunexl mrz Pmnrswralaele so e lzn.. 'orteal e 25A-70 VmNiNcnre: pmfwrvorre paewowprvn avmc¢nncso(pmeicr ,C, ..AIN• ma.W-1—Pumarvmro mranlvrvlaiiD. mmPamsao m..e un. a .x. v xama �w li�a .va.alum . umars IthB lmP.1 mivu.mmee �IFat emimae—.nlP.I.— rvth,.mleaeimm. 1 .ee: to n..el 2. s�miamoe,. N— kR.—A lomrvxk 5R50vrv.x S.,,. BA senlm(FE)sg gm p.suiaearce..axaPremseegwnimunrpmpD.d eg mwauA—.1am.axaxgxsge¢m..aui­. uegrvw-.9",. Th—Ohmaa. mmpumc an pmms A Pmpmrae De... a/mmm. m pmp.sae Dx...� ul- imaacm, pun¢ 25A-71 .................... . . . . . . . . . . . . . ... ....................... .......... I I MIMI Wili iv 9 . . . . . . . . . 111111- . . . . . . . . . . . . sss . . JUL . . . . . . . . . . . . . . . . . . . . . ...... .... ................... - - - - - - - - - - - - - - - - - - - - - - ---------- ---------- M ................. 122 2 Yef . . . . . . . . . . . . . . . Vz . . . . . . . . . . . . . . ITT] I . . . . . . . . . . . . . . . . . . .. . . . . . . . . se NIT I TT I I Nil lt III dE TTTI . . . . . . . FeFFFFF F... . li 'IT'TTI l i i MAW Ammi, 25A-72 E i E 3 E i E 3 E i E 3 E i E 3 E i E 3 e8i1II£'1 eS.: €;gli=.3rs1. E'.E SE: 3 l e SES1`': .E. @.Ea S4g:g.� H 1a£3S! II! .1. E, €,gli=.3rs1. !'.N 3l eSES1`':.Ss .E:@. Ea S4g: @.� i11 w S).:' .1. E,€,gli.3.1. E:f Sg, i!!S?SIb€1�'1ag3l:3 eS.+,. 11., E3E fea4 OU 11., 13E fet4 ..ilFii 11., Id fea4 s:jljii 11., Id fea4 s:jljlj 11., 13i fet4 .:Jifi; ! ! ! ! ! a a a a a i i i i i ! a 9 Q 4 4 tl 4 tl 4 X 4 25A-73 E i E 3 E i E 3 E i E 3 E i E 3 E i E 3 E. :Ef.@S.g,Eia!4lgSE;.I:;s;. af,€lie=.S3:, .g;f @S.gE, iS!4gS.?S.le 8i1S 1W E,.f Sg;i l4e;?SI: 3 S):�. .H : E4viE3Nil ,S:.� 4f f Eat .,E:1flil ill! f et4 jljlj fet4 ..il Fii Id EF fea4 s:jljii . , Id EF fea4 s:jljlj fet4 .:Jifl; ! ! ! ! ! a a a a a ® 9 ® N X 1 1 E E E i S 1 F F F F F i 5 i 5 e 5 5 5 25A-74 1! 1! ------------------------ --- 1 "1 1 "1 "1 10, 11 �� lli, 1' 11 J 1. ------------------------ --- 1 idi "I 11, i I i "I "I "11' 10, 11 �� "I i 11 i"s 1 i I mli i .I All .I i I 1 —10 .1 1 al hid low N M Emig I N IN 25A-75 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 r.g 58f Ne. 3.! R@R, 9 r: g i%f e. 3.! 1l.Iv s[I R@R, 9v: gi 1l.Iv s[1 R@R.R v:g 58f.e. 3.! s 1l. Ni1l.Iv R@R. R r. g 58f e. 3.! s[I t R@R, 9r. g58f.e.3.! 1l.Iv s[1 i ial R@R,9 r.g 58f.e.3 �! 1hluil j R@R, 9 r. g 58f a=34 3 3 11. s`s�s b ,� R@R, 9r. R58f �e °3 �! €fa yh e h!,-S S h eIII ?�S h e �iS h e ia.l,. ?€Se`;e€ ,J .h€ @ ! - -1x .h S { p€ h ,-lsi! p€ .h ; it { s s s s s s s s s a a a a a a a a a R R i S 1 1 a a a a a a a a a 3 3 R 9 9 ® 0 ® R 9 ® 0 4 p 9 9 9 9 25A-76 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 E E 3 i i 1l .Iv s[1 j r. MIN Ne. 3.! i i 1l. Ivs[1 b e} R@R, 9 r: MIN e 3 ! f 5 1} e.3.! i i 1l .Iv s[1 j r. 1@1,9 r.g 58f.e.3 i! i i 1l. Ivs[1 j r. R@R, 9 r. g 58f a=34 i i 1l. Iv s[1 b e R@R, 9r. g58f Ne°3 ! i i 1l .Iv s[1 j R@R,9 r.g i 1l. Nit R@R, 9 v: Nit e. 3.! R@R. Rv: g58f.e.3.! 11 .1e R@R.R v.g 58f. 3 i! ?off `s. ! @ 3`a,.E i fs`s, ! i iIf'`s. i ! fs`s, i !lit p II ? f h @ — 33.E i f+`;, @..� ill! E is �€ a E is Ia ! i ( a .E s s s s s s s s s s a a a a a i a a a a 9 S s 9 S 9 9 y y e 25A-77 25A-78 25A-80 MA152-1 Verizon Attachment H Field Name Field Description VENDOR The awarded Contractor's name VENDOR CONTRACT NUMBER Lead State assigned contract number(using Lead State's numbering protocol) STATE State postal abbreviation code (Alaska =AK, Missouri = MO, etc.) CUSTOMER TYPE (SEGMENT) State Gov't, Education-K12, Education-HED, Local Gov't, Medical, Other - are acceptable segments. [determined by industrial practice for each contract -uniform for each contract] BILLTOAGENCY Customer (agency) Bill to name BILLTOCITY Customer (agency) Bill to city INVOICE DATE (mm/dd/ccyy) PRODUCT DESCRIPTION lProduct description of purchased product CRU Lines Commodity -level code based on UNSPSC code rules (8 Digits) CRU Minutes Number of voice minutes used CRU Tezt N umber of texts sent and received CRU Data Amount of data used CRU Gross Sales Gross Sales Equipment Lease Amount of monthly charges for leased equipment LIST PRICE/MSRP/CATALOG PRICE uniform for each contract] NASPO VaIuePoint PRICE NASPO VaIuePoint Price -US Currency ($99999.999) QUANTITY Quantity Invoiced(99999.999) TOTAL PRICE Extended Price (unit price multiplied by the quantity invoiced)- US Currency($999999999.999 NASPO VaIuePoint ADMIN FEE I lAdministrative Fee based on Total Price- US Currency($999999.999) 25A-81 25A-82 N d C Y J O Q VI i i+ 0 � i W (n f0 u N d C N w 0 � y a U F f0 N O C O U N w > m ro i N O_ O O C + u c E + C 7 O U Z 0 d N i 7 O w 0 > N Z i 0 O CL C n O C Q U > Z 25A-83 m . U 25A-84 Field Name Field Description VENDOR The awarded Contractor's name VENDOR CONTRACT NUMBER Lead State assigned contract number(using Lead State's numbering protocol) STATE State postal abbreviation code (Alaska =AK, Missouri = MO, etc.) CUSTOMER TYPE (SEGMENT) State Gov't, Education-K12, Education-HED, Local Gov't, Medical, Other- are acceptable segments. [determined by industrial practice for each contract- uniform for each contract] BILLTO NAME Customer (agency) Billto name BILLTOADDRESS Customer (agency) Bill to address BILLTO CITY Customer (agency) Bill to city BILLTO ZIPCODE Zip code in standard 5-4 format [standard 5 digits is acceptable, formatted as a zip code] SHIP TO NAME Customer (agency) Shipto name SHIPTO ADDRESS Customer (agency) Shiptoaddress SHIP TO CITY Customer (agency) Shiptocity SHIPTO ZIPCODE Zip code in standard 5-4 format [standard 5 digits is acceptable, formatted as a zip code] ORDER NUMBER Vendor assigned order number PO DATE (ORDER DATE) (mm/dd/ccyy) INVOICE DATE (mm/dd/ccyy) INVOICE NUMBER Vendor assigned Invoice Number PRODUCT DESCRIPTION Product description of purchased product UNSPSC Commodity -level code based on UNSPSC code rules (8 Digits) LIST PRICE/MSRP/CATALOG PRICE List Price - US Currency ($99999.999) [determined by industrial practice for each contract - uniform for each contract] NASPO Value Point PRICE NASPO Value Point Price- US Currency ($99999.999) QUANTITY Quantity Invoiced (99999.999) TOTAL PRICE lExtended Price (unit price multiplied bythe quantity invoiced) - US Currency ($999999999.999) NASPOValuePoint ADMIN FEE Administrative Fee based on Total Price- US Currency($999999.999) VAR/Reseller/Distributor If a VAR/Reseller/Distributor, name of VAR/Reseller/Distributor and state where located Energy Star Compliant IYLes=1 No=2 Energy Star Does not Apply =0 Optional More information 25A-85 r L � } 0 N y S a } U N O1 L O1 N E N N u 0 0 } w N 0 25A-87 NASPO ValuePoint NASPO ValuePoint Wireless Data, Voice and Accessories Product Add Request DATE: ATTN: Chris Jennings NASPO ValuePoint Contract Administrator RE: NASPO ValuePoint Master Service Agreement # (the "Contract') with ("Contractor") Dear Mr. Jennings: Action Requested: Contractor requests to add the product(s) and/or service(s) referenced in this document (collectively, the "Products") to the Contract. Action Log: PRODUCTS: PRODUCT OVERVIEW: Verify Log is attached Provide a summary of the product you are requesting to add. Attach any product brief to this document. Describe how the product falls with the Scope of the Master Agreement: NEW PRODUCT TERMS AND CONDITIONS. Attach any Terms and Conditions that apply to this product (such as ULA, Policy, Product Terms and Conditions). Any and all Products offered and furnished shall comply fully with all applicable Federal and State laws and regulations. Any third -party product provider must agree to the Master Agreement Terms and Conditions. MA152-1 Attachment M Page 1 of 3 r•• NASPO ValuePoint NASPO ValuePoint Wireless Data, Voice and Accessories Product Add Request BILLING Any Product added to the NASPO ValuePoint Master Agreement must be billed by the Master Agreement Contractor and not by any third party. COST: Include a cost matrix to include NASPO ValuePoint contract pricing. MA152-1 Attachment M Page 2 of 3 25A-89 NASPO ValuePoint NASPO ValuePoint Wireless Data, Voice and Accessories Product Add Request APPROVAL: Upon signature, NASPO ValuePoint approves the addition of the product(s) and/or service(s) referenced herein to the Contract. Upon signature, Contractor assures that all product(s) and/or service(s) referenced herein meet the terms and conditions of the Contract and understands that NASPO ValuePoint reserves the right to audit Contractor for compliance in accordance with the terms and conditions of the Contract. NASPO ValuePoint also reserves the right (a) to request additional information with respect to the product(s) and/or service(s) throughout the life of the Contract if in the best interest of NASPO ValuePoint. Contract Vendor: M NAME TITLE DATE, NASPO ValuePoint BY: NAME: TITLE: DATE: MA152-1 Attachment M Page 3 of 3 25A-90 NASPO ValuePoint NASPO ValuePoint Wireless Data, Voice and Accessories Product Add Request ACTION LOG Submit updated Action Log with each Request. Log must provide history of previous requests. CONTRACT VENDOR: Contact Name and Email (for questions): DATE: DATE ACTION REQUESTED: DATE SUBMITTED APPROVED MA152-1 Attachment N New Product Request Log Page 1 of 1 25A-91 0'SOFT 0��F�%aS��A: O ValuePoint Solicitation # CJ18012 Wireless Data, Voice, and Accessories RFP Attachment V Category 3 Subcategory Definitions Item Application Definition A Fleet Management Allows the management of tasks associated with managing a fleet of vehicles through the use of telematics or remote sensing devices. B Mobile Device Mobile device management/enterprise mobility management (MDM/EMM) are Management solutions IT organizations use to manage and support end users' mobile devices, /Enterprise applications and data, and to enforce enterprise security policies. Mobility Management (MDM/EMM) C Mobile Network -based solutions that allow the integration of a user's mobile device and Integration/Mobile a desk phone, and provide a number of other business -oriented features. Substitution As a minimum, solutions meeting this criteria will provide: Solutions . Single Number Reach or the ability for a user to be reached at a single business telephone number. • Calls to that single telephone number would ring at both the user's desk phone or mobile device either through simultaneous and/or sequential ringing. • Single Voicemail Box for calls to that single business number. D Workforce Workforce management solutions are systems that organizations use to manage Management personnel who are mobile or regularly operate outside of a fixed office or work location. Functions typically include supervisory monitoring, time and attendance tracking, enforcing pay/workforce rules, scheduling, planning , task management, capacity planning, budgeting, forecasting, and other related functions E Field Service Systems that support the management of field service operations typically managing Management service orders, dispatching technicians, work planning, route optimization, time recording, maintenance data collection/analysis and other related functions. 25A-92 F Mobile Data A solution(s) that allow mobile users with cellular -equipped tablets or smartphones to Collection/Mobile collect data and possibly other information (e.g. pictures, videos, audio notes, locations, Forms etc.), which is then sent over the cellular network to a cloud storage facility from which it can be accessed or downloaded by the customer. G Traffic Systems implemented by local governments to manage the flow of vehicle and Management and potentially pedestrian traffic to reduce congestion, improve efficiency, reduce energy Intelligent waste, improve safety and optimize road utilization. Transport Systems ( ITS) I Public Safety Any system that would be used by public safety organizations (e.g. Police, Fire, EMS, Systems etc.) in executing their duties. Those functions might include multimodal communications, locating resources, managing responses, routing and dispatching, building and site intelligence, ongoing monitoring and detection systems, and other related functions. J IoT Management Solutions to monitor, manage and maintain networks of Internet of Things (IoT) devices. Functions might include maintaining inventory, monitoring health/performance, measuring utilization, security maintenance, diagnostics and troubleshooting, downloading software/firmware updates, executing remote commands (e.g. turn off/on, reboot, etc.), logging/reporting, and other related functions. M Enterprise A messaging solution offered as an alternative to traditional SMS/MMS and offering Messaging enterprise -grade security, archiving, and retrieval geared for the messaging requirements of organizations with stringent security requirements. N Secure LAN Access A cellular wireless service providing a secure end -to -end virtual private network (VPN) type connection between a mobile device and to the customer's local area network (LAN). 25A-93 Offeror Name: �,i OF Tg ZggB'/4� Attachment W Wireless Data, Voice and Accessories Offeror Submission Sheet Cellco Partnership d/b/a Verizon Wireless Instructions: Please indicate below which categories of award apply to your proposal. Offerors may propose by state if desired in lieu of a National Award for Categories 3 and 4 (Regional). If Regional award is desired please indicate so on this attachment. Organizing your proposal so that each category of award is addressed separately would be preferable. Category (subcategory) OPME Yes No Regional Award? Category 1: Wireless Voice and Data X N/A Category 2: Wireless Accessories and Equipment X N/A Category 3: Turnkey Wireless Solutions (Check this if any subcategories below) X Category 3: Subcategory A: Fleet Management X Category 3: Subcategory B: Mobile Device Management/Enterprise Mobility (MDM/EMM) X Category 3: Subcategory C: Mobile Integration/Mobile Substitution Solutions % Category 3: Subcategory D: Workforce Management X Category 3: Subcategory E: Field Service Management X Category 3: Subcategory F: Mobile Data Collection/Mobile Forms x Category 3: Subcategory G: Traffic Management and Intelligent Transport Systems (ITS) X Category 3: Subcategory H: Snow and Ice Removal Route Management % Category 3: Subcategory I: Public Safety Systems X Category 3: SubcategoryJ: IoT Management X Category 3: Subcategory K: Energy Conservation/Management X Category 3: Subcategory L: Building and Facilities Automation X Category 3: Subcategory M: Enterprise Messaging X Category 3: Subcategory N: Secure LAN Access X Category 4: Alternate Data Transport X MA152-1 Wireless Data, Voice and Accessories RFP Attachment W: Offeror Submission Sheet 25A-94 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AN AGREEMENT WITH MIG TO PREPARE A PARKS, FACILITIES, TRAILS AND OPEN SPACE MASTER PLAN FOR $160,600, WHICH INCLUDES A 20% CONTINGENCY, FOR THE PERIOD DECEMBER 1, 2020 THROUGH DECEMBER 31, 2021, WITH AN OPTION TO EXTEND AN ADDITIONAL SIX MONTHS, IF NEEDED (GENERAL FUND) CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with MIG to prepare a Parks, Facilities, Trails, and Open Space Master Plan for $160,600, which includes a 20% contingency, for the period December 1, 2020 through December 31, 2021, with an option to extend an additional six months, to be funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Parks, Recreation and Community Services Agency (PRCSA) is responsible for delivery of a variety of services to the community, including hundreds of recreation programs annually, maintenance of 47 parks, two lakes and recreation trails, and operation of two senior centers, one tennis center, five municipal swimming pools, eight community centers, and the Santa Ana Zoo. The PRCSA desires to have a clear vision (a 'road map") for the future that: • Identifies current and future parks and recreational needs through an integrated park system that provides adequate open space, recreational services and facilities, trails, and zoo. • Provides an accessible and diverse offering of parks and recreation facilities to all residents riiIM-FTi7.1111 iFw • Utilizes the adopted General Plan (update in progress) and other PRCSA studies and surveys as a guideline to address land use, open space, recreational opportunities, park dedication, park location, park maintenance and rehabilitation, and greenbelt connections. • Develops an action plan for prioritizing, phasing, funding, and accomplishing the identified needs. 25B-1 Approve an Agreement with MIG to Prepare a Parks, Facilities, Trails, and Open Space Master Plan December 1, 2020 Page 2 On August 6, 2020, the PRCSA issued a Request for Proposal (RFP) (Exhibit 1) for a qualified consultant to prepare a Parks, Facilities, Trails, and Open Space Master Plan (Parks Master Plan). The purpose of this 10-year growth plan is to focus on immediate, short-term, and long-term capital development and improvement strategies that correspond to the community's unmet needs and priority investments, for critical parks and recreation services. The City notified 461 companies (35 Santa Ana companies). 70 companies downloaded the documents (3 Santa Ana companies) and six companies submitted proposals (zero Santa Ana companies) to provide Parks Master Plan consulting services. On September 17, 2020 an evaluation committee rated the proposals and conducted interviews for the top three firms. The proposals were evaluated according to the criteria listed in the RFP, which included firm/team experience, relevant project experience, references, scope of work/understanding of need, schedule, and fee. The final results of the RFP evaluation and interview were as follows: Company Rankin MIG 1 KTUA 2 RJM Design Group 3 Kritzin er+RAO 4 Bri htview Design Group 5 California Greenworks 6 Based upon negotiations and reference checks, staff recommends the selection of MIG Inc. for an agreement (Exhibit 2) to provide Parks Master Plan consulting services for the PRCSA. MIG is a multi -faceted urban and environmental planning firm who employ a multi -disciplinary team of urban policy planners, landscape architects, civil engineers, community engagement leaders, and other related professionals. MIG Inc. has 40 years of experience and has worked with public, private, and nonprofit agencies, and their constituents, throughout the United States to effectively address any issues on the planning and design spectrum related to parks and recreation —concept to construction, strategic plan to master plan, historic preservation to open space conservation, sustainability to feasibility, and everything in between. The depth of their expertise encompasses the full range of assessment, analysis, outreach, design, and planning methods/skills required to help communities create and responsibly manage available resources —ensuring the right balance in the amount, size, types and locations of park land, recreation amenities, and services for each community now and in the future. FISCAL IMPACT Funds are available in the following account for the current year and will be budgeted and made available for the next fiscal year: 25B-2 Approve an Agreement with MIG to Prepare a Parks, Facilities, Trails, and Open Space Master Plan December 1, 2020 Page 3 Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 20-21 01113200- General Fund PRCSA-Administration, $90,000 62300 Contract Services -Professional 20-21 01113230- General Fund PRCSA-Recreation, 00FY $10,0 62300 Contract Services -Professional FY 21-22 01113200- General Fund PRCSA-Administration, $60,600 62300 Contract Services -Professional Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Lisa Rudloff, Executive Director— Parks, Recreation, and Community Services Agency Exhibits: 1. Parks, Facilities, Trails and Open Space Master Plan Request for Proposal 2. Agreement 25B-3 Exhibit 7 REQUEST FOR PROPOSALS (RFP) FOR CONSULTING SERVICES TO PREPARE A PARKS, FACILITIES, TRAILS AND OPEN SPACE MASTER PLAN FOR RFP NO.: 20-078 CITY OF SANTA ANA Parks, Recreation and Community Services Agency 20 Civic Center Plaza-M23 Santa Ana, CA 92701 Frank Arroyo RFP Administrator (714) 571-4218 Office farrovo(&santa-ana.org City of S P 20-078 Page 1 Exhibit 7 NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that the City of Santa Ana invites proposals for CONSULTING SERVICES TO PREPARE A PARKS, FACILITIES, TRAILS AND OPEN SPACE MASTER PLAN for the Parks, Recreation and Community Services Agency. Responses to this Request for Proposals (RFP) will be accepted no later than September 10, 2020 at 5:00 P.M. Proposals shall be submitted electronically through the PlanetBids website. No other form of submittal will be accepted. It is the responsibility of the proposer to ensure that any proposal submitted has been uploaded to PlanetBids prior to this proposal due date and time. All notifications, updates and addenda will be posted on the PlanetBids Website. 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. The CITY reserves the right to reject any or all Proposals, or waive any irregularities or technical deficiencies in any proposal. City of S 'ZrAM7FSP 20-078 Exhibit 7 CITY OF SANTA ANA REQUEST FOR PROPOSALS PARKS, FACILITIES, TRAILS AND OPEN SPACE MASTER PLAN RFP NO.: 20-078 TABLE OF CONTENTS GENERAL 4 I. PROPOSAL TERMS AND CONDITIONS 4 A. EXAMINATION B. DILIGENCE MATERIAL C. PROPOSAL VALIDITY D. PRE -CONTRACTUAL EXPENSES E. PROPOSAL INFORMATION F. PREVAILING WAGE G. EVIDENCE OF FINANCIAL CAPACITY H. CITY RIGHT TO REJECT I. EXECUTION OF AGREEMENT J. LICENSES & PERMITS K. INSURANCE L. PAYMENT INFORMATION PACKET II. INSTRUCTIONS TO PROPOSERS 6 A. POINT OF CONTACT B. JOINT OFFERS/SUBCONSULTANTS C. REQUEST FOR INFORMATION OR CLARIFICATION D. ADDENDA E. PRE -PROPOSAL MEETING F. ERRORS IN PROPOSAL G. PROTESTS III. SUBMITTAL REQUIREMENTS 8 A. GENERAL B. PROPOSAL CONTENTS IV. PROPOSAL REVIEW (CONSULTANT SELECTION) 10 A. EVALUATION AND RATING B. SELECTION V. AWARD OF AGREEMENT 10 A. REQUEST FOR COUNCIL ACTION B. EXECUTION OF AGREEMENT VI. IMPLEMENTATION 11 A. KICK-OFF MEETING B. NOTICE TO PROCEED VII. PUBLIC RECORDS 11 VIII. APPENDIX ATTACHMENT 1: SCOPE OF WORK 12 ATTACHMENT 2:SAMPLE AGREEMENT 16 ATTACHMENT 3: CERTIFICATIONS, AGREEMENT STATEMENT 24 City of SaZrAM FiFP 20-078 Exhibit 7 GENERAL The CITY is seeking a qualified consultant to prepare a Parks, Facilities, Trails and Open Space Master Plan (herein after referred to as "Parks Master Plan"). Request for Proposal Timeline: (Subject to change at the Discretion of the City) RFP Release: Proposal Due: Evaluation Period: Potential Interviews/Presentations: Projected Award: Projected Agreement Executed: Projected Project Commencement: PROPOSAL TERMS AND CONDITIONS August 6, 2020 September 10, 2020 September 11 — October 1, 2020 Week of September 28, 2020 November 17, 2020 Within 30 days of City Council Approval Upon execution of agreement 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 _ VAIJOr_�r[010 PROPOSER represents that it has thoroughly examined and become familiar with the services and responsibilities required in 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. DILIGENCE MATERIAL Diligence Material, if provided, is subject to the following disclaimer: Neither the CITY or any of its agents, advisors, or representatives: has made or makes any representation or warranty, express or implied, as to the accuracy or completeness of the Diligence Material. Without limiting the generality of the foregoing, the Diligence Material may include certain assumptions, statements, estimates and projections provided by or with respect to the CITY. Such assumptions, statements, estimates, and projections reflect various assumptions made by the CITY, which assumptions may or may not prove to be correct. No representations are made by the CITY as to the accuracy of such assumptions, statements, estimates, or projections. City of SaZrAMart'6P 20-078 Exhibit 1 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 be liable for any pre -contractual expenses incurred by PROPOSERS in the preparation of its proposal. E. PROPOSAL INFORMATION It is understood and agreed upon by the PROPOSER in submitting a Proposal that the CITY has the right to withhold all information regarding this procurement until after Agreement award, including but not limited to: the number received; competitive technical information; competitive price information; and the CITY evaluation concerns about competing Proposals. Information releasable after award is subject to the disclosure requirements of the Public Records Act, California Government Code Section 6250. F. PREVAILING WAGES For capital improvements no contractor or subcontractor may be listed on a bid proposal for a Public Works or Parks and Recreation project (submitted on or after March 1, 2015), unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)]. G. 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. H. 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. City of Sart1k R6P 20-078 LL �r0 Exhibit 1 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 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. J. 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 including a license from the California Department of Alcohol and Beverage Control. K. 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. L. 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.org/bids-rips II. INSTRUCTIONS TO PROPOSERS A. 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 concerning the required service operations and contractual matters, including payment of any and all charges resulting from the Agreement. B. JOINT OFFERS/SUBCONSULTANTS The CITY desires to have the PROPOSER perform the delivery of services in this RFP and not utilize sub consultants. However, in the event of building construction necessitating sub consultants, the PROPOSER may do so on a prime -sub consultant 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 sub consultants be offered, the PROPOSER shall provide the same assurances of competence for the sub consultant plus the demonstrated ability to manage and supervise the subcontracted work. Sub consultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all sub consultants in the same manner as the PROPOSER. City of Sart1k F9P 20-078 LLApr Exhibit 1 C. REQUEST FOR INFORMATION OR CLARIFICATION Any questions concerning this request for proposal must be submitted in writing through the City's electronic bid management system at http://www.planetbids.com/portal/portal.cfm?CompanylD=20137 by or before the "Deadline for Requests for Information" date noted in the RFP Timeline under Section I. General. 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 the 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 through the City's electronic bid management system at http://www.planetbids.com/portal/portal.cfm?CompanvlD=20137 PROPOSERS shall be responsible for monitoring the site to obtain information regarding this solicitation. E. PRE -PROPOSAL MEETING If applicable, a pre -proposal meeting will be held at the time and place identified in Section I. General. Please email the RFP administrator for confirmation of attendance and any other details. The meeting will include discussion of the project scope and a question - and -answer session. Significant interpretations or clarifications will be addressed via addenda to this RFP. F. ERRORS IN PROPOSAL If, prior to the opening of Proposals, a PROPOSER discovers an error in the Proposal, the PROPOSER may submit a replacement Proposal prior to the time and date set as the deadline for submitting Proposals. The replacement Proposal shall clearly indicate that it supersedes the prior Proposal. After the close of the RFP Period, an erroneous Proposal may not be replaced or modified; but the PROPOSER may request the CITY release the PROPOSER due to an error in the Proposal. The CITY may release the PROPOSER if the integrity of the Proposal process is not jeopardized, the error was a result of excusable neglect, and the PROPOSER is not advantaged. If the CITY releases the PROPOSER, the Proposal will be deemed rejected and the PROPOSER shall be prohibited from performing all or any portion of the Santa Ana Zoo Alcohol Beverage Concessions. A PROPOSER'S error in adding numerical items contained in the Proposal shall not constitute a material error. Rather, the CITY will rely upon the amount assigned to each item of the Proposal. G. 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 RFP Administrator, any concerns regarding the RFP process or staff determination. Such Exhibit 1 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. III. SUBMITTAL REQUIREMENTS A. GENERAL ELECTRONIC SUBMITTAL: Proposers are required to submit all elements identified in section IV. B. Proposal Contents via the PlanetBids website. The City is not responsible for any technical difficulties, such as unavailable internet connection, website failure, etc. It is the responsibility of the proposer to ensure that any proposal submitted has been uploaded to PlanetBids prior to this proposal due date and time. 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: 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. 2. TABLE OF CONTENTS: Proposals shall include a listing, by page number and all other contents of the Proposal. 3. QUALIFICATIONS & REFERENCES: a) 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. b) Relevant Project Experience: Proposal shall include a list of projects, along with one sample Master Plan, which your firm has completed within the last 5 years, including work with public agencies. Project information should include project description, year completed, client name, along with a contact and their telephone number. Exhibit 1 c) 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. 4. SCOPE OF WORK AND UNDERSTANDING OF NEED: a) Scope of Work: Proposal shall include a Scope of Work which details the work phases to be completed, the tasks to be accomplished, and the deliverables to be provided based on the requested Scope of Work detailed in Attachment 1 of this RFP. b) Understanding of Need: Proposal shall include narrative which demonstrates the firm's understanding of the work. This should include your firm's philosophy, anticipated approach, methodology, 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. Include a description in your proposal of your proposed public input process and your expected outcomes from each meeting. 5. SCHEDULE: Proposal shall include a Schedule which details the work phases to be completed, the tasks to be accomplished, and the deliverables to be provided based on the requested Scope of Work detailed in Attachment 1 of this RFP. 6. FEE PROPOSAL: The fee proposal shall be submitted concurrently with the technical proposal and shall correspond to tasks as outlined in the scope of Work. The fee proposal shall include line items for services that are all inclusive and shall incorporate any potential costs related to meals, travel, lodging, or other such items that are normally considered reimbursable and not delineated as a separate line item. Proposal shall also include the firm's Standard Hourly Fee Schedule and a sample invoice. 7. CERTIFICATIONS/STATEMENTS: 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 Attachment 3-4: Agreement Statement Exhibit 1 IV. PROPOSAL REVIEW (CONSULTANT SELECTION) A. EVALUATION AND RATING The CITY has established a proposal review committee to evaluate proposals 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. The criteria for evaluating the proposals submitted will take the following items into consideration: • Firm/Team Experience 25% • Relevant Project Experience 25% • References 10% • Scope of Work/Understanding of Need 25% • Schedule 10% • Fee 5% The CITY reserves the right to request clarification and/or request additional information from PROPOSERS, if necessary. Such clarifications and/or additional information shall be submitted by the PROPOSERS as an Addendum to the Proposal upon request of the Contract Officer. However, since PROPOSERS may not request to provide additional input, PROPOSERS are advised to submit complete information in the Proposal. Based on the evaluation results, the City may hold interviews and finalists may be asked to participate in an interview session and/or supplemental questionnaire. Exact date and time will be provided to the finalist(s) seven days prior to the assigned interview session and/or due date of the supplemental questionnaire. If an interview session and/or supplemental questionnaire is performed, the results will be added to the initial evaluation score to determine the selected company. B. SELECTION 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 negotiate the final terms of the agreement. CITY reserves the right to begin negotiations and enter into an agreement without interview or further discussions. PROPOSER will be asked to sign a tentative agreement that will be subject the City final approval. If in the negotiation process, the CITY and PROPOSER cannot agree on final terms, the City reserves the right to begin negotiations another proposer or reject all proposals. V. 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. Exhibit 1 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. VI. 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. I0Eel r[y:2[011=61y:1:1.7 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. VII. 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 9n8a of F,P 20-078 Exhibit 1 Appendix ATTACHMENT SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PARKS, FACILITIES, TRAILS, AND OPEN SPACE MASTER PLAN RFP NO.: 20-078 BACKGROUND AND INTRODUCTION: The City of Santa Ana (CITY) is inviting qualified firms to develop a comprehensive 10-year Parks, Master Plan for the Parks, Recreation and Community Services Agency (PRCSA). The purpose of this 10-year growth plan is to focus on immediate, short-term, and longer -term capital development and improvement strategies that correspond to the community's unmet needs and priority investments for critical parks and recreation services. Santa Ana is 27.2 square miles and home to approximately 350,000 residents. It is one of the densest cities in both the county and state. This Plan is intended to articulate a clear vision (a "road map") for the CITY PRCSA's future that: A. Identifies current and future parks and recreational needs through an integrated park system that provides adequate open space, recreational services and facilities, trails, and zoo. B. This system shall provide an accessible and diverse offering of parks and recreation facilities to all residents of Santa Ana. C. Utilizes the adopted General Plan and other PRCSA studies and surveys as a guideline to address land use, open space, recreational opportunities, park dedication, park location, park maintenance and rehabilitation, and greenbelt connections. D. Develops an action plan for prioritizing, phasing, funding, and accomplishing the identified needs. Parks, Recreation and Community Services Department The PRCSA General Fund budget in FY 2019-2020 is $21,421,910. The Agency has 62 full- time employees and 200 part-time employees. The Agency is composed of four Divisions: 1) Administrative Services 2) Park and Facilities 3) Recreation and Community Services and 4) Santa Ana Zoo. The PRCSA is responsible to deliver a variety of services to the community that includes hundreds of recreation programs annually, 47 parks, 2 senior centers, 1 tennis center, trails, 5 pools, 2 lakes, 8 community centers, and operations of the Santa Ana Zoo. The PRCSA core services provided is essential in making lives and communities better now and in the future by providing access to nature, outdoor space to play and exercise, facilities for self - directed and organized recreation, positive alternatives for youth, and activities that encourage social connections, human development, and lifelong learning. Exhibit 1 Service and Financial Sustainability Analysis The PRCSA is currently conducting a Services and Financial Sustainability Analysis and as part of that exercise, is reviewing existing processes and services to determine the future of the agency and how best to proceed. The Analysis is 75% completed. The CITY is a high -density community that relies heavily on city services and facilities. The parks system is heavily used which reduces the useful life of facilities and increases the costs of maintenance. The recreation programs are in high demand which require staffing to adequately manage the programs. Various services have a fee associated that cover the cost of the service, but in most cases the services are subsidized or free. The agency in general requires a process by which it can sustain itself for the long-term. In addition to the Service and Financial Sustainably Analysis, the CITY is moving forward to provide a strong commitment to deliver outstanding parks, facilities, trails, zoo and open spaces for citizens of the city. SCOPE OF WORK: 1. Public Process a) Identify, describe and implement a comprehensive strategy and methodology for citizen involvement in the Parks Master Plan development process. b) Provide residents, user groups, appointed and elected officials and other stakeholders an opportunity to participate in the development of the Parks Master Plan. c) Conduct public focus group meetings and individual stakeholders' interviews as appropriate. d) Attend and present at a minimum of two meetings with the Board of Recreation and Parks to provide progress reports and final draft Parks Master Plan. e) Attend and present at a minimum two meetings with the City Council to provide briefings and present the final Parks Master Plan for adoption. f) Provide well -organized and directed activities, techniques and formats that will ensure a positive, open and proactive public participation process is achieved. g) Provide written records and summaries of the results of all public process and communication strategies. h) Lead the effort to build consensus and agreement on the plan and if consensus is not possible, provide information for informed decision making for the City Council. i) Provide methods to hear from as many people as possible, including nonusers as well as users of the services and facilities. 2. Inventory, Mapping and Assessment a) Compile an inventory and assessment of the existing parks, facilities, trails, and open space located within the city's boundaries, regardless of ownership. b) The assessment should consider the capacity of each amenity found within the system (playgrounds, ball fields, trails, natural areas, special facilities, etc.) as well as functionality, accessibility (ADA), condition, comfort, and convenience. c) Each amenity should be evaluated regarding its service from both a resident and a visitor perspective. d) Visits to city sites and facilities will be required by the consultant to conduct this inventory and assessment so that the consultant can effectively develop a set of prioritized recommendations for maintenance, renovation, development and potential expansion of existing parks, facilities, Exhibit 1 trails, lakes, zoo and passive open space. e) Assessment should consider locations of sites citywide and their proximity to the various land uses, to identify underserved areas. f) Identify, inventory, and rank other open space resources for potential park system acquisition, expansion to existing parks, and/or parks development opportunity within the community. g) Determine current park acreage to resident ratio. Analyze appropriateness. Provide comparison to similar cities and the national standard. h) Provide a maintenance and operation analysis. This should include meetings and interviews with the Park Services Division. i) Reviewing funding streams including current revenue sources, past and projected expenditures. This should include, but is not limited to, review of Acquisition & Development fees. j) Develop a formal Needs Assessment document 3. Programs and Services a) Utilize the results of the Service and Financial Sustainability Analysis to ascertain the city's current level of recreation programs, services and maintenance in relation to present and future goals, objectives and directives. b) Collect and analyze information on participation, needs, desires, operations, programming, and land use trends and make Level of Service recommendations based on standards developed by the National Recreation & Parks Association. c) Identify areas of service shortfalls and projected impact of future trends. d) Develop recommendations for operations, staffing, maintenance, programming, and funding needs. e) Provide a clear plan for development of programming direction based on standards and demand analysis. 4. Progress Reporting a) The consultant and the CITY's Project Manager (PM) shall hold progress meetings as often as necessary, but in no case less than once per month (teleconferencing/zoom meetings is acceptable) until the final plan is approved by the City Council for the purpose of progress reporting. b) The consultant shall supply the PM with at least one (1) hardcopy plus electronic files of all completed or partially completed reports, studies, forecasts, maps, or plans as deemed necessary by the PM at least three (3) working days before each progress meeting. c) The PM shall schedule the meetings, as necessary, at key times during the development of the master plan. 5. Development of Final Plan and Supporting Materials a) The Parks Master Plan must include written goals, plans, objectives, and policy statements that articulate a clear vision and "road map" and model for the department's future. b) An executive summary. c) A summary of existing conditions, inventories and Level of Service analysis (Needs Assessment Report). d) Charts, graphs, maps, and other data as needed to support the plan and its presentation to the appropriate audiences. e) Develop an implementation plan which includes strategies, priorities and an analysis of budget support and funding mechanisms for the short term and long term for the park system, open space, trails, and recreation services. f) A comprehensive financial plan for the development, modernization, rehabilitation, and City of &n8a AFF➢ 20-078 Exhibit 1 maintenance of parks, facilities, trails, lakes, open space and the Santa Ana Zoo. g) A color version of the draft Parks Master Plan document consisting of one (1) printed and bound color copy and an electronic copy. h) A color version of the final Parks Master Plan document consisting of one (1) printed and bound color copy and an electronic copy 6. Deliverables Summary The consultant shall produce deliverables related to the scope of work provided herein. They shall be provided in both hard copy and electronic format. Deliverables shall include, but are not limited, to the following: a) Public Outreach materials, written records and summaries of the results of all public process and communication strategies. b) Inventory, in various formats, of existing sites, and amenities, facilities located at each. This inventory shall include: i. Citywide Park Facilities Map and Table outlining facilities and amenities at each site. c) Needs Assessment Report d) Maintenance and Operations analysis e) Charts, Graphs, Maps f) Implementation Plan g) Financial Plan h) Draft Parks Master Plan i) Final Master Plan 7. Items to be provided by the CITY a) A PM responsible for the coordination of department involvement with the consultant. The PM will review and approve all prepared written and presentation information for the public and coordinate the arrangement, notice and costs associated with the public meetings. b) Copies of all existing studies, plans, programs, and other data along with access to all applicable records. c) Assistance with community meetings. Exhibit 1 Appendix ATTACHMENT 2 STANDARD AGREEMENT -SAMPLE (Actual Agreement Will Be Customized as Needed -Clauses May be Added or Deleted) PARKS, FACILITIES, TRAILS, AND OPEN SPACE MASTER PLAN CITY OF SANTA ANA THIS AGREEMENT is made and entered into on this day of 2020 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: B. Consultant represents that Consultant is able and willing to provide such services to the City. C. hi 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. Consultant agrees to pay license payments, and City agrees to accept as payment for the concessions rights granted, the rates and charges identified in Compensation - Exhibit B. (To be negotiated) 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 [enter a Start Date or "the date first written above"] for a number 0) year term with the option for the City to grant up to a number M-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" City of a�WN 20-078 Exhibit 1 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. rl D111101DIW1IIIWKQMdIF_11YDIN/_\IF: 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 A2-3 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. INSURANCE (To be Modified Based on Final Negotiated Terms) 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 - "ram' ' k-12 Exhibit 1 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. Liquor Liability Insurance of $1,000,000 per occurrence. e. 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. f. 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 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. h. 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. Exhibit 1 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. 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. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and Exhibit 1 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 hiasmuch 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. 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 �.YETJ . 1 Exhibit 1 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, ------- Agency City of Santa Ana 20 Civic Center Plaza (M-xx) P.O. Box 1988 Santa Ana, California 92702 Fax: To Consultant: First & 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. 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 Exhibit 1 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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney Assistant City Attorney RECOMMENDED FOR APPROVAL: Executive Director [INSERT] Agency CITY OF SANTA ANA Kristine Ridge City Manager CONSULTANT: (name) (title) Tax ID# Exhibit 1 SCOPE OF SERVICES (from Attachment I of REP) Fw4firITNTMO CONSULTANT PROPOSAL FEE SCHEDULE (OR) RATES AND CHARGES IW.41IMII[M CERTIFICATIONS (from Attachment 3 of REP) Exhibit 1 APPENDIX ATTACHMENT 3-1: NON -COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PARKS, FACILITIES, TRAILS, AND OPEN SPACE MASTER PLAN RFP NO.: 20-078 NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA PARKS, RECREATIN & COMMUNITY SERVICES AGENCY 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 ol� 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 This form must be signed above. This form must also be notarized for Public Works contracts. 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 Exhibit 1 APPENDIX ATTACHMENT 3-2: NON -LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PARKS, FACILITIES, TRAILS, AND OPEN SPACE MASTER PLAN RFP NO.: 20-078 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 Signed and Printed Name: Title Date Exhibit 1 APPENDIX ATTACHMENT 3-3: NON-DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PARKS, FACILITIES, TRAILS, AND OPEN SPACE MASTER PLAN RFP NO.: 20-078 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: L 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. 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 Exhibit 1 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 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: Exhibit 1 APPENDIX ATTACHMENT 3-4: AGREEMENT STATEMENT CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PARKS, FACILITIES, TRAILS, AND OPEN SPACE MASTER PLAN RFP NO.: 20-078 Proposer understands that the PROPOSER will enter into an Agreement similar to that as shown in Attachment 2, in the Appendix of this REP. If a PROPOSER is unwilling or unable to execute an Agreement within thirty (30) days after being notified of selection under this REP, the CITY reserves the right to select the next most qualified PROPOSER or call for new Proposals, whichever the CITY deems most appropriate. PROPOSER concurs to the statements in the standard agreement, with the exception of the following: Firm Signed and Printed Name: Title Date Exhibit 2 CONSULTANT AGREEMENT CITY OF SANTA ANA This AGREEMENT is made and entered into this 1st day of December, 2020 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 Moore Iacofano Gohsman Incorporated doing business as MIG (hereinafter "CONSULTANT"). RECITALS A. On August6, 2020, the CITY released a Request for Proposal ("RFP") for preparation of the Parks, Recreations and Community Services Agency ("PRCSA")ten (10) year Master Plan. On August 31, 2020, the City released Addendum I for the RFP. B. The CITY received six (6) proposals, which were reviewed and evaluated by an evaluation committee. Consultant received the top score and PRCSA staff are recommending that the CITY award the Agreement for preparation of the PRCSA Master Plan to Consultant. C. The CITY desires to retain a consultant having special skill and knowledge in the field of preparing a Parks, Facilities and Open Space Master Plan. D. CONSULTANT represents that CONSULTANT is able and willing to provide such services to the CITY. E. 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. The Scope of Services shall include a Schedule for the Delivery of Services, Exhibit B, attached hereto and incorporated by reference. 2. COMPENSATION CITY agrees to pay, and CONSULTANT agrees to accept as total payment for its services for CITY, the rates and charges identified in the Budget - Exhibit C, attached hereto and incorporated by reference. The total sum to be expended pursuant to this Agreement shall not exceed one hundred sixty thousand and six hundred dollars and no cents ($160,600.00) for the tern of the Agreement, which includes a base cost of S 133,834.00 and a contingency of twenty- six thousand seven hundred and sixty-six dollars and zero cents ($26,766.00) to be used at the City's sole discretion. Compensation shall be processed in accordance with Section 18, wv.oi u,nnn 25B-32 page I Exhibit 2 3. TERM This Agreement shall commence on the date first written above and end on December 31, 2021 with the option for the CITY to grant up a six (6) month extension exercisable by the City Manager and the City Attorney, unless terminated earlier in accordance with Section 15, 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 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 OFMATERIALS 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 S1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the CITY, its Page 2 25B-33 Exhibit 2 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 insured's 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 stale 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. 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 CONSUL.TANT'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 To the fullest extent permitted by law, CONSULTANT shall indemnify, defend and hold harmless CITY, its officers, agents and employees (collectively, the "indemnified parties") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, tines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and count costs) of every kind and nature whatsoever (individually, a claim; collectively, "claims"), to any work performed or services provided under this Agreement arising out of, relating to or pertaining to the Page 3 25B-34 Exhibit 2 negligence, recklessness or willful misconduct of CONSULTANT, its principals, officers, agents, employees, vendors, suppliers, contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them. Notwithstanding the foregoing, nothing herein shall be construed to require CONSULTANT to indemnify the indemnified parties from any claim arising from the sole negligence or willful misconduct of the indemnified parties. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the CONSULTANT. 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 CPTY 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. CONFIDENT]AIATY 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 (c) 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 per tonoalice of services. Page 4 25B-35 Exhibit 2 12. DISCRIMINATION CONSULTANT shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, gender identity, gender expression, military or veteran's status, 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. 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 orwritten, 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 prim: 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. B. 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 products) 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. Payment need not be made for work, which fails to meet the standard of performance specified in the Recitals of this Agreement. Page 5 25B-36 Exhibit 2 16. 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. 17. 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. 18. PAYMENTS & INVOICES a. 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. b. Invoices should be submitted on the 15th of each month and shall include the following information at a minimum: CONSIJLTANT's invoice number and CITY's agreement number Beginning and ending dates for services 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 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. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body 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 Page 6 25B-37 Exhibit 2 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 Fax:(714) 647-6956 With courtesy copies to: Executive Director, PRCSA City Attorney City of Santa Ana City of Santa Ana 20 Civic Center Plaza (M-23) 20 Civic Center Plaza (M-29) P.O. Box 1988 P.O. Box 1988 Santa Ana, CA 92702 Santa Ana, CA 92702 Fax: (714) 647- Fax: (714) 647-6515 To CONSULTANT: Mr. Daniel Iacofano President and CEO Moore lacotano Goltsman Incorporated dba MIG 800 Hearst Avenue Berkeley, CA 92108 Phone (' 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. Page 7 25B-38 Exhibit 2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: d.GCurl4- A. Rem LAURA A. ROSSINI Acting Chief Assistant City Attorney RECOMMENDED FOR APPROVAL: CITY OF SANTA ANA KRISTINE RIDGE City Manager CONSULTANT: MIG LISA RUDLOFF Executive Director Parks, Recreation & Community Services Agency 25B-39 Exhibit 2 EXHIBIT A SCOPE OF SERVICES 25B-40 Exhibit 2 MIG proposes a four -phased planning project that corresponds to the tasks noted in the REP: Y Phase 1: Inventory and Analyze 7 Phase 2:Evaluate and Forecast Y Phase 3: Propose and Prioritize Y Phase 4: Plan and Adopt Phase I.: Inventory and Analyze 1.1 PROJECT KICKOFF VIDEOCONFERENCE MIG will meet with the City's Project Manager and Leadership Team in a one -hour videoconference to initiate the project and discuss the desired project outcomes, available background materials, communication protocols, engagement strategies, and schedule. MIG will host the call on Zoom and provide an agenda. 1.2 BACKGROUND INFORMATION REVIEW MIG will submit an information request letter and create a shared drive with links for City use in uploading relevant project information. Information includes but is not limited to GIS data, existing inventories, initiatives and programs, site master plans, relevant reports and documents, recreation participation data, capital projects lists, maintenance data and frequencies, and policy directions relevant to the Master Plan. MIG has allotted time to download data and take a cursory look at materials to know where to incorporate information into other tasks. 1.3 PROJECT BRANDING AND ENGAGEMENT STRATEGY MIG will prepare a public engagement and outreach strategy memo, identifying target audiences and key partners to engage in the Master Plan process, defining how public engagement techniques and notification strategies will be deployed, discussing bilingual meeting and translation needs, and clarifying roles and responsibilities. As part of this task, the MIG graphics team will develop one draft document banner (using City -provided photos) and a Word document template. MIG will revise these materials based on one round of consolidated comments. The final banner will give to give project materials a recognizable visual identity. 1.4 PARKS AND FACILITY INVENTORY AND GIS BASE MAP MIG will cross-check inventory data provided by the City against GIS parks data and park tour notes to create an Excel spreadsheet accounting of City park sites, park acreage and major recreation facilities. (Amenities such as tables, benches, trash receptacles, parking spaces, etc. are not counted.) Using GIS data provided by the City, we will produce one draft citywide base map (11" x17") showing existing City parks, open space, major recreation facilities, and trails in and Santa Ana on an overlay of information including City planning areas, water bodies, roadways, and schools. The draft inventory and base map will be revised into final form based on one round of consolidated comments from the City. 1.5 PARKS AND FACILITY TOUR MIG will spend four hours touring representative parks, recreation facilities, trails, and public spaces accompanied by City parks, recreation, and maintenance staff. The tour will provide an opportunity to discuss the strengths and challenges of the park system at representative sites and discuss issues such as operations, opportunities, planned partnerships, development or improvements, and maintenance. The City will schedule and coordinate the site tour, ensuring that staff are available to answer questions. Following the tour, MIG will refine and share MIG's Park Evaluation and Assessment Checklist for City staff to use in rating parks --as an efficient way to share staff knowledge of park condition issues and concerns, providing one consolidated set of data to MIG. MIG will facilitate a one -hour videoconference meeting with park development and maintenance staff to discuss their preliminary scores for park and facility condition, access, safety, and enhancement capacity. Following this meeting, one MIG staff will spend 4 days in the field visiting targeted City parks to cross-check staff ratings of Athletic Facilities, Outdoor Recreation Elements, Specialized Facilities, Park Support Amenities, and Landscaping. The final scores will be used to inform the Task 1.9 deliverable and subsequent recommendations. (Note: This task does not include an architectural evaluation of indoor facilities, buildings, or Zoo elements.) 25B-41 Exhibit 2 1.6 STAKEHOLDER/DECISION MAKER INTERVIEWS (8) One-on-one interviews will be held early in the planning process with key decisionmakers to identify opportunities and issues for the Master Plan to address. Up to eight 30-minute interviews will be held, potentially with City Council members, the City Manager, key business partners, and/or other decisionmakers that have substantial influence in Santa Ana. Participants will be determined in consultation with City staff. MIG will provide an interview tool, allow one day of time for back-to-back videoconference interviews, and summarize key themes (in a pdf) to provide direction for the planning process. The City will schedule interviews in time slots provided by MIG. 1.7 PROGRAMS, MAINTENANCE AND OPERATIONAL ANALYSIS, AND MEETING Building on park tour information, MIG will meet with the Park Services Division in a 1 to 1.5-hour videoconference to discuss the strengths, weaknesses, opportunities, and challenges associated with stewarding and maintaining City parks and facilities. MIG will use comments from this meeting, along with available City data, to summarize Operational Service Areas by category and assess Department operations and maintenance functions; evaluate maintenance and operations expenditures; and identify financial metrics such as gross and net cost per capita for providing services and cost per acre for park maintenance to compare to NRPA's Park Metrics to see where Santa Ana is above and below the norm. This analysis will be informed by the Services and Financial Sustainability Analysis. Key findings Key findings will be presented in summary memo, with City comments informing the Needs Assessment. 1.8 BOARD MEETING q1: ORIENTATION AND SWOT MIG will create a PowerPoint, attend, and facilitate a discussion in conjunction with an existing Board Meeting or videoconference to provide an overview of the planning process and discuss the strengths, weaknesses, opportunities, and challenges for the park system. 1.9 STATE OF SANTA ANA'S PARKS AND RECREATION SYSTEM MIG will summarize Phase 1 key findings in a short, attractive, graphic, easy -to -read brief, providing a status report on City parks, facilities, trails, programs, and services. The brief will identify and issues and opportunities that the Master Plan should address. MIG will provide a draft document (pdf or Word file), revising this into final form based on one round of consolidated City comments. 1.10 PROJECT MANAGEMENT AND ADMINISTRATION This task includes four Y,,-hour biweekly progress and coordination videoconferences between MIG's Project Manager and the City's Project Team (or one -hour monthly meetings), schedule management and invoicing, project administration, communication, and coordination for Phase 1. PHASE 1 DELIVERABLES: Project Initiation Meeting Agenda Request for Information Letter Engagement Strategy Memo (5-8 pages) Draft and Final Document Banner (examples will be provided at the kickoff meeting) i Draft and Final Base Map (1) and Inventory (1) (document sized) Refined Park Evaluation and Assessment Checklist Stakeholder/Decisionmaker Interview Questions and Summary (4-5 pages) Park Services Division Videoconference Agenda i Programs, Maintenance and Operational Analysis Memo (5-8 pages) Board Meeting PowerPoint (10-15 slides; PPT and pdf) Y Draft and Final State of the Park and Recreation System Brief (10-20 pages, including graphics and appendices) 25B-42 Exhibit 2 Phase 2: Evaluate and Forecast 2.1 PUBLIC INFORMATION AND SOCIAL MEDIA MIG will produce short website text and one scalable digital/electronic graphic in each phase of the project for City staff to use in updating the project website, making social media posts, providing flyers and signage, and communicating project details and/or opportunities to be involved in the master planning process. MIG will draft material in each phase and provide the original files (Word and In Design) to the City for any revisions or modifications for ongoing use. 2.2 BILINGUAL PARK AND RECREATION QUESTIONNAIRE Building on outreach already conducted for the General Plan update, MIG will develop and program an online questionnaire that is tablet, computer, and smartphone-friendly. It will include 15 20 questions (10-12 minute questionnaire) customized to Santa Ana's project needs, addressing questions about parks, recreation facilities, trails, open space, programs and services, and potentially focusing on use, recreation preferences, desired benefits and service improvements, funding priorities and resident's willingness to pay for service and system enhancements MIG will draft questions, revise them based on one set of consolidated comments from City staff, translate questions into Spanish, program the English and Spanish versions of the questionnaire online and provide a link and OR code to the City for web posting and distribution. MIG will host the questionnaire for a maximum or four (4) weeks, providing biweekly updates to City staff on numbers of respondents. At its completion, MIG will present one set of consolidated, tabulated results and a summary of key findings in English. City staff will be responsible for advertising the questionnaire and posting links on the website and social media. 2.3 POP-UP OR VIRTUAL OUTREACH ACTIVITY MIG will supplement the online questionnaire with a second activity or forum intended to identify specific needs and/or represent underserved groups. This activity may take one of several form to be determined in the kickoff meeting and engagement plan. Options include but are not limited to one of the following: one or two focus group videoconferences, a Spanish -focused workshop, one or two pop-up activities and materials, a paper version of the questionnaire, a youth online activity or survey for school outreach, a photo contest, or an activity packet and stipend for CBO outreach, recognizing that ethnic groups and underrepresented groups are more likely to respond to outreach requests made through their own social networks. MIG will recommend an approach using the budget allowance to design the activity, develop materials, translate materials into Spanish, and depending on the forum selected, host the activity in conjunction with City staff. City staff will provide support such as identifying a location, recruiting participants, posting links on the website and social media, etc. The task includes draft and final outreach materials, revised through one round of consolidated comments from City staff. MIG will tabulate data and summarize findings and themes, providing a pdf to the City. 2.4 COMMUNITY BRIEFINGS OR ADDITIONAL OUTREACH Santa Ana is a highly diverse community with many different interest groups with a stake in the City's parks and recreation opportunities. To ensure outreach represents these groups, this task includes an allowance to either 1) convene a community panel of CBOs, HOAs, non profits, social organizations and clubs, community groups and associations, sports leagues, businesses, recreation interest groups, and other agencies; 2) meet with selected groups and provide project briefings at pre-existing community meetings (depending on COVID restrictions); or 3) create an ambassador packet of speaking points, questions, and data upload forms, providing a stipend to selected CBOs to gather data for this planning process. These techniques use existing networks and channels to collect information and can also help drive up responses to the online questionnaire if sequenced accordingly. MIG will identify options using the budget allowance to design the activity, develop materials, and depending on the forum selected, attend, or manage meetings. MIG will tabulate data and summarize findings and themes. 2.5 LOS, PARK ACCESS, AND GAP ANALYSIS Using publicly available data (Urban Footprint and TPL's ParkServeT, data) as well as MIG data and tools (Esri Tapestry Segmentation Data and ArcGIS Network Analyst'"), MIG will build upon the recent General Plan analysis to evaluate park and facility service gaps for nearby park and recreation needs. Each gap area will be evaluated to identify "opportunities" to address service needs. Off-street trails, sidewalks, and the actual paths of travel will be 25B-43 Exhibit 2 considered, mapping solutions to providing more equitable parks and open space as the community develops. MIG will also calculate the City existing level of service to compare to NRPA's Park Metrics to show where Santa Ana is above or below the norm. One to three draft maps (pdfs) and findings will be incorporated into the Needs Assessment Summary Report. 2.6 RECREATION FACILITIES AND PROGRAMS ANALYSIS With 47 parks, two senior centers, a tennis center, five pools, two lakes, eight community centers, and the Santa Ana Zoo, facility operations and indoor/ outdoor sport, programs and activities are integral to the recreation opportunities provided in the City. MIG will evaluate recreation facility needs, including programs and services, to identify projected needs and service gaps. It will incorporate existing participation data (where available) in comparison to recreation trends to document evolving needs. Findings will be incorporated into the Needs Assessment Summary Report. 2.7 NEEDS ASSESSMENT SUMMARY REPORT MIG will create an attractive summary report of Phase 1 and Phase 2 findings. The Needs Assessment Summary Report will summarize existing service levels and identify needs, as well as opportunities and issues to be addressed in the Master Plan given the City's unique demographics, character, and sense of place. The report will identify proposed standards and service levels, along with the implications of these metrics for park land, facilities, programs for discussion with staff, the Board and City Council. MIG will provide a draft Summary Report and revise this based on one round of consolidated comments from City staff. 2.8 BOARD MEETING #2: ISSUES, OPPORTUNITIES, AND NEEDS MIG will create a PowerPoint, attend, and facilitate a discussion at an existing Board Meeting or videoconference on project outreach and technical findings and their implications for future projects and services. This includes an overview of cross -cutting themes from engagement activities, park and recreation needs, and proposed level of service standards for the future. This task assumes a 2-hour meeting. 2.9 COUNCIL MEETING #1: ISSUES, OPPORTUNITIES, AND NEEDS MIG will refine the Board Meeting PowerPoint, attend, and facilitate discussion at an existing Council Meeting, Work Session or videoconference on project outreach and technical findings and their implications for future projects and services. This includes an overview of cross -cutting themes from engagement activities, park and recreation needs, and proposed level of service standards for the future. This task assumes a 2-hour meeting. 2.10 PROJECT MANAGEMENT AND ADMINISTRATION This task includes four %-hour biweekly progress and coordination videoconferences between MIG's Project Manager and the City's Project Manager or Leadership Team (or one -hour monthly meetings), schedule management and invoicing, project administration, communication, and coordination for Phase 2. PHASE 2 DELIVERABLES: > Website text (1 page; Word format) Scalable outreach graphic (4 graphics; pdf plus original file) y Draft and Final Questionnaire Questions, Spanish Translation, Online Form, Link, Summary Report (10-15 page summary plus list of open-ended responses) Y Pop-Up/Virtual Outreach Materials (draft and final within budgeted allowance) and Summary (4-5 pages) Park Access Analysis Maps (1-3 maps; pdfs) Draft and Final Needs Assessment Summary Report (20-30 pages, including graphics and maps) Y Board PowerPoint (15-30 slides; PPT and pdf) jw Council PowerPoint (15-30 slides; PPT and pdf) 25B-44 Exhibit 2 Phase 3: Propose and Prioritize 3.1 SYSTEMWIDE POLICIES AND OPERATIONS RECOMMENDATIONS MIG will prepare policy recommendations applicable to the park and recreation system, defining goals, objectives, and policies that will help the PRCSA manage resources, steward assets, collaborate with partners, and achieve cost efficiencies. These policies will address level of service standards and operational considerations, such as maintenance and programming. MIG will define recommendations for City review. Comments will be incorporated into the Administrative Draft Master Plan. 3.2 SITE -SPECIFIC RECOMMENDATIONS AND MAP MIG will develop recommendations for existing and proposed parks, trails, and open space areas. Site recommendations will address new acquisitions, development, renovations, improvements, added elements, and event potential partner projects. Site recommendations will be defined in a matrix format and spatially depicted on the 11" x17" base map to illustrate the mapped locations of projects or programmatic changes. MIG will draft the recommendations and map for City review. Comments will be incorporated into the CIP and Administrative Draft Master Plan. 3.3 CIP / CAPITAL AND OPERATIONS COST MODEL MIG will create a capital projects list and cost model (Excel spreadsheet) to summarize a 10-year CIP. This includes identifying the planning -level costs for recommended capital projects, along with facility lifecycle replacement costs and maintenance costs for each project. The model will incorporate regionally -based park improvement cost data based on MIG's extensive experience in managing park construction projects locally (capital costs, rehabilitation/renovation costs, capital replacement costs, and operations costs). Instead of a static snapshot in time, this model will be designed to serve as a tool that can be adapted for inflation for subsequent staff use in annual capital improvement planning and budgeting. MIG will provide a draft cost model and revise it based on one round of edits from City staff. 3.4 COMMUNITY PRIORITIZATION CHALLENGE MIG will develop a prioritization exercise —to be deployed either digitally/online or In a workshop format —inviting residents, stakeholders, and participating Board Members to make hypothetical investment choices in various park projects, maintenance, programming and events, and different types of improvements. The data collected will help identify the right investment level and right mix of projects, programs, and services to provide in the future. MIG will facilitate the activity in English and Spanish, and following the activity, summarize key findings in a short memo. 3.5 PROJECT MANAGEMENT AND ADMINISTRATION This task includes five X.-hour progress and coordination videoconferences between MIG's Project Manager and the City's Project Manager or Leadership Team, schedule management and invoicing, project administration, communication, and coordination for Phase 3. PHASE 3 DELIVERABLES: Systemwide Policy Recommendations (8-10 pages) Site Specific Recommendations (average of 3-8 major strategies per site) i Proposed Park and Recreation System Map (1 document map; pdf) Draft/Final Capital Project List and Capital and Operations Cost Model (1 spreadsheet; Excel, pdf) Community Prioritization Challenge Activity (English/Spanish) and Summary (2-5 pages) 25B-45 Exhibit 2 Phase 4: Plan and Adopt 4.1 FUNDING AND IMPLEMENTATION PLAN Incorporating the guidance from Task 3A, MIG will create a phased funding and implementation plan identifying short, medium, and long-term projects based on the City's funding capacity for implementation. The Implementation Plan will be accompanied by financing and funding strategies, also considering the community's ability and willingness to pay for added projects and services. The Implementation Plan will be summarized for City review. City comments will be incorporated into the Administrative Draft Master Plan. 4.2 ADMINISTRATIVE DRAFT MASTER PLAN MIG will create a full draft Master Plan, formatted as an attractive, easy -to -read document for review. The plan will be illustrated with graphics, maps, and photos so that City staff may use it as a communication's tool to build community support for implementation. Prior to developing the Master Plan, MIG will create an outline for City review and buy -in on plan content. MIG will then draft the document, providing an electronic file (PDF) and comments log (Excel) to the City for internal review. Note: MIG will add the Executive Summary to the Draft Plan, after City comments on the Administrative Draft have been received). 4.3. DRAFT MASTER PLAN Using one set of City consolidated comments, MIG will revise the Master Plan and add an Executive Summary. MIG will provide a web -ready pdf of the revised document to the City for posting and distribution. 4.4 BOARD MEETING #3: PLAN REVIEW MIG will create a PowerPoint, attend, and present the Draft Plan at an existing Board Meeting or videoconference. This meeting may be held as a special meeting and potentially include a Board recommendation to Council for Master Plan adoption. This task assumes a 2-hour meeting. 4.5 CITY COUNCIL MEETING #2: PLAN REVIEW MIG will update the Board PowerPoint (Task 4.4) to include Board member feedback and present the Draft Plan at a City Council work session, regular meeting or videoconference for review, discussion, and potential adoption. This task assumes a 2-hour meeting. 4.6 FINAL MASTER PLAN Based on one set of consolidated comments provided by the City, MIG will finalize the Master Plan, providing a web -ready pdf and all original files to the City. 4.7 ALLOWANCE FOR PRINTED COPY OF DRAFT AND FINAL PLANS MIG will create a print -ready electronic version of the draft and final master plan, along with one (1) full - color, bound version of each, mailing these to City staff approximately one week after these plans are completed. 4.8 PROJECT MANAGEMENT AND CLOSE-OUT This task includes five Y2-hour monthly progress and coordination videoconferences between MIG's Project Manager and the City's Project Manager or Leadership Team, schedule management and invoicing, project administration, communication, and coordination for Phase 4, as well as the transmittal of all plan deliverables and CIS data to the City. 25B-46 Exhibit 2 PHASE 4 DELIVERABLES: Y Funding and Implementation Plan (8-10 pages) r Master Plan Outline (1-2 pages) Y Administrative Draft Master Plan (80-150 pages, including graphics, maps, and appendices) Draft Master Plan with Executive Summary (80-150 pages, including graphics, maps, and appendices) Board Meeting PowerPoint (15-30 slides; PPT and pdf) Y Council PowerPoint (15-30 slides; PPT and pdf) Final Master Plan (80-150 pages, including graphics, maps, and appendices) Y One Printed and Bound Color Copy of the Draft Plan and Final Plans Y Transmittal of final documents and GIS data ;cope Assurrnptons The scope described on the previous pages is based on several assumptions consistent with the RFP. The first kickoff meeting will provide an opportunity to refine the project approach within the contracted budget. Scope assumptions include: Y The project management budget assumes a 11.5-month project. It includes one or two hours per month for calls and coordination meetings between MIG and the City's Project Manager or Project Leadership Team as noted in each phase. Y Due to COVID-19, the initial project kickoff meeting and all progress meetings with the City's Project Manager or Project Leadership Team have been scoped as videoconferences. MIG will provide a bulleted agenda via email and digital/electronic files three (days) before these meetings, unless agreed otherwise in communication with the City's Project Manager. These are intended as work sessions and do not include meeting summaries. The City will provide consolidated documents and GIS data as noted in the RFP and based on MIG's request for information, using MIG's Egnyte portal and links for the transmission of materials. Board and Council Meetings are budgeted as 2-hour, in -person meetings attended by one MIG staff. This may require that Master Plan updates be placed early on the agenda. The City will be responsible for coordinating and scheduling these meetings, creating agendas and staff reports, and taking notes or recording the meetings. MIG will provide content and attend the meeting. v The City will arrange, advertise, promote, host, recruit participants, schedule, and identify locations for other in -person or videoconference public meetings, stakeholder interviews, and outreach activities. MIG will attend, facilitate, take notes, and summarize meeting findings. Y The City will be responsible for all website updates, posts to social media, press releases, communications and promotion of the online questionnaire and public meetings. Y The City will log and track any public comments received relating to the Master Plan process. Y MIG will provide digital/electronic files (pdfs) of all project briefs, master plans, and PowerPoint presentations. The City will be responsible for web posting, printing, and distributing copies of documents. 25B-47 Exhibit 2 Project briefs and outreach summaries will be formatted as attractive documents suitable for public review. All other documents are anticipated to be internal analysis deliverables/discussion papers for City staff review, with any City edits incorporated into later deliverables. ii Drafts and final documents will be provided where noted in the scope. If not specified, it is presumed that any edits will be incorporated into subsequent tasks. MIG is happy to provide additional rounds of revisions as added tasks defined in change orders. r For each round of revisions, City staff will provide a single, consolidated set of comments in track changes for Word files, pdf comments, or in a comments log for all other documents where requested. MIG will revise materials where noted in the scope based on one round of consolidated written edits. City staff will be responsible for project management throughout the process, including coordinating with MIG's Project Manager; providing relevant reports and documentation to MIG; reviewing documents and facilitating meetings as noted previously, providing regular staff updates to City Council, the City Manager's office, the Board and other relevant committees and commissions separate from scheduled project meetings. If the City places the project on hold, or if the City's Director or Project Manager changes during the course of the project and necessitates more than an hour of MIG staff time to reinitiate the project, this will be considered extra services. Similarly, if the MIG Project Manager changes during the project, MIG will provide a thorough briefing and update, limiting additional time required by the client to reinitiate the project to one hour. Any changes to this scope will be requested via MIG's change -order form to be signed by both Project Managers. These typically will be provided in advance of the added activity, unless MIG is responding to a request made by City staff to deviate from scoped expectations in the moment. An example is a City request to continue a meeting where discussion has run longer than anticipated at the time of scoping. scnpe Exclu iona The RFP had some elements noted for which MIG did not include in the scope or budget. These are noted below. The consultant and the CITY's Project Manager (PM) shall hold progress meetings as often as necessary, but in no case less than once per month (teleconferencing/zoom meetings is acceptable) until the final plan is approved by the City Council for the purpose of progress reporting (RFP Item 4A). [Italics added for emphasis.] MIG note: The numbers of meetings and duration of the project are identified in the scope. The meetings and timeframe are not unlimited. At least one (1) hardcopy of all completed or partially completed reports, studies, forecasts, maps, or plans for the Project Manager Progress Meetings (RFP Item 4B). MIG note: Hard copies were excluded because these progress meetings are anticipated to be videoconferences. Electronic files will be provided. r Exhibit 2 Exhibit B PROJECT SCHEDULE 25B-49 a d 1"2 Exhibit 2 EXHIBIT C COMPENSATION Fee Proposal including hourly rates 25B-51 Exhibit 2 _m�nsarv��� _ _ x x ga M a a U 25B-52 Exhibit 2. zz,yyzy:; 25B.52 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE QUALIFIED CONSULTANTS TO PROVIDE ON -CALL ENVIRONMENTAL AND PLANNING SERVICES FOR PLANNING PROJECTS AND SUPPLEMENTAL STAFF SERVICES FOR A TOTAL NOT TO EXCEED $2,650,000 (GENERAL FUND AND NON -GENERAL FUND) CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s' Reading ❑ Ordinance on 2n1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CK�7►111►U1q�iC�. /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute agreements to engage each of the 48 environmental and planning services firms listed below, as -needed, for a period of three years beginning December 1, 2020 through November 30, 2023, to provide on -call environmental, technical, and planning services for the Planning and Building Agency at the fees set forth in their responses to Request for Qualifications (No. 20-100) for a total allocation for requested services not to exceed $2,650,000, subject to non -substantive changes by the City Manager and City Attorney. Consultants Architectural Resources Group, Inc. Ascent Environmental Aspen Environmental Group AZTEC Engineering Group Chambers Group Inc. Circlepoint Civic Solutions Inc. Converse Consultants CSG Consultants, Inc. De Novo Planning Group Dudek ECORP Consulting, Inc. EcoTierra Consulting Environmental Science Associates (ESA) Environmental Planning Development Solutions, Inc. (EPD Solutions, Inc.) Evan Brooks Associates Ericsson -Grant Inc. FCS International, Inc. (FirstCarbon Solutions) Fehr & Peers GPA Consulting Geotechnical & Env. Science Helix Environmental Planning, Inc. ICF Jones & Stokes, Inc. (ICF) Infrastructure Engineers Infrastructure Engineering Corporation (IEC) Interwest Consulting Group Kimley Horn and Associates, Inc. LSA Associates, Inc. 25C-1 Environmental and Planning Services Consultant Agreements December 1, 2020 Page 2 Michael Baker International Moore, lacofano, Goltsman, Inc. (MIG) Page & Turnbull Phil Martin & Associates, Inc. PlaceWorks, Inc. Psomas Renee Escario DBA RE Consulting Rincon Consultants, Inc. RK Engineering Group Romo Planning Group Sagecrest Planning & Environmental, LLC DISCUSSION T & B Planning, Inc. Tetra Tech Translutions, Inc UltraSystems Environmental Inc. Urban Crossroads, Inc. VCA Code VCS Environmental Willdan Yorke Engineering, Inc In October 2017, the City Council approved a list of qualified consultants to assist staff and developers in the preparation of environmental documents and related technical studies. The list was approved for a period of three years. In October of 2018, the City Council approved a list of consultants for planning services for a period of two years. In August 2020, the City Council authorized staff to distribute a Request for Qualifications (RFQ) (No. 20-100) for consultant services on work efforts related to the California Environmental Quality Act, the National Environmental Policy Act, the preparation or review of technical studies, and planning services. The intent was to establish an updated list of qualified consulting firms for a period of three years, on an as -needed basis. The Planning Division received a Statement of Qualifications from 50 firms in response to the RFQ. The proposals were reviewed for adequacy, evaluated based on the criteria in the RFQ, and compiled into a list of qualified firms. Two firms were disqualified as non -responsive, with 48 firms qualified to provide services identified in the RFQ. Consultants on the pre -qualified list will provide environmental services and/or related technical studies, planning services for current and advanced planning, historic preservation, and general planning efforts. If a development project requires an environmental analysis, technical study, and/or planning related services, the developer is given the option to select a firm from the pre -qualified list or obtain proposals from multiple firms from the pre -qualified list. The developer is required to provide payment to the City for the full cost of the contracted service, plus an administrative services fee (currently 10% of full contract price) to be retained by the City. Upon receipt of payment from the developer, the City as the lead agency, will execute a side letter agreement to provide on -call services. When the work is completed, the City will pay the consultant for work completed out of the pass through account. Selecting a consultant from a pre -approved list eliminates the need to circulate a Request for Proposal (RFP), significantly reducing the time it takes to hire a consultant, and streamlining the entitlement process. In 2017, the City Council approved a similar list of firms to be on the City's bench list of consultants to provide environmental and planning services for development projects. The City Council approval provided for a three-year agreement period that ended on October 3, 2020 for 25C-2 Environmental and Planning Services Consultant Agreements December 1, 2020 Page 3 environmental services and June 5, 2021 for planning services. The current proposal will authorize the list of firms for a period of three years until November 30, 2023 Consultant services under this work scope could include environmental analysis conducted for City projects, such as an ordinance amendment, that requires preparation of required technical studies, peer review of technical studies prepared by others, preparation of Initial Studies, Negative Declarations, Mitigated Negative Declarations, Environmental Impact Reports, Subsequent or Supplemental Environmental Impact Reports, Addendums, Environmental Assessments, and Environmental Impact Statements. The Planning Division's workload fluctuates and oftentimes increases as development applications rise. Having on -call consultants for planning services will assist the Planning Division in maintaining high customer service levels, meeting deadlines, and keeping pace with development schedules. Occasionally, the Planning Division needs technical expertise to assist with City projects related to urban design, historic preservation and environmental assessments, or needs specialized assistance with zoning ordinance amendments pertaining to off -premise advertising (billboards), short-term rentals, and parking. Utilizing a consultant's knowledge and experience can help reduce the timeframe needed for completing a planning project and ensure that best practices are used by the City. In addition, under City planning staff supervision, consultants may be assigned to staff the public Planning counter. Consultants may assist with reviewing project plans, responding to public inquires, and case management. Consultants may also assist with review and processing of ministerial permits such as tenant improvements, small additions, sign permits, reroof permits, and window permits. With consultant assistance at the counter, full-time planning staff can focus their efforts on current development projects and updating the General Plan. Firms hired for planning consultant services will be paid from the Planning Agency's Contract Services -Professional and Air Quality Management District accounts. Appointment to the pre -approved list does not guarantee work to a consultant. If needed, firms will be selected based upon their ability to perform the required work within the timeframe needed and budget constraints. Approval of the list will allow the Planning Division to hire qualified, experienced consultants for specific projects or tasks in a timely manner. As a result, the staff will be better able to respond quickly to fluctuating demands and ultimately provide better service to customers of the City of Santa Ana. It is recommended that the consultant list be approved due to the expertise that the firms have demonstrated in the field of planning. FISCAL IMPACT Service fees shall be paid by the developer prior to the consultant commencing any work and the fees will be deposited by the developer into the appropriate revenue account (No. 05316002- 53607). In addition, 10% of administrative fees will be deposited by the developer into the EIR Developer Fees account (No. 01116002-53607). Development projects will be assigned activity 25C-3 Environmental and Planning Services Consultant Agreements December 1, 2020 Page 4 numbers to track the budget by the Planning & Building Agency. Upon completion of the work, funds will be expended from various accounts to pay consultants for their services. Funds will be recorded in account numbers 01116510-62300, 03116510-62300, and 05316021- 62308 and will be made available from FY2020-2023 contingent upon annual budget approval. Fiscal Year Accounting Fund Accounting Unit, Account Amount Unit Description Description 01116510- General Fund Planning & Building - Planning $ 200,000 62300 Contract FY2020/21 03116510- Air Quality Planning Air Quality Improv - December- 62300 Impr. Contract $ 50,000 June 05316021- City Services Consultant Services-EIR $ 500,000 62308 Developer Fees 01116510- General Fund Planning & Building - Planning $ 150,000 FY2021/22 62300 Contract 03116510- Air Quality Planning Air Quality Improv - $ 50,000 62300 Im r. Contract 05316021- City Services Consultant Services-EIR $ 750,000 62308 Developer Fees 01116510- General Fund Planning & Building - Planning $ 150,000 62300 Contract FY2022/23 03116510- Air Quality Planning Air Quality Improv - $ 50,000 62300 Im r. Contract 05316021- City Services Consultant Services-EIR $ 750,000 62308 1 1 Developer Fees Total Contract Amount 1 $2,650,000 The Planning and Building Agency will monitor the above -referenced accounts to ensure sufficient appropriations are available to facilitate timely payments to the vendors providing service. Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director — Finance and Management Services Agency Submitted By: Minh Thai, Executive Director - Planning and Building Agency Exhibit: 1. Approved to Form (Template) — Agreement to Provide On -Call Planning Services 25C-4 EXHIBIT 1 AGREEMENT TO PROVIDE ON -CALL ENVIRONMENTAL AND PLANNING SERVICES RELATED TO CEQA AND NEPA THIS AGREEMENT is made and entered into this 1st day of December, 2020, by and between Click here to enter text. ("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 of 2020, the City issued Request for Qualification No. 20-100, by which it sought Consultants to provide on -call environmental, technical and planning services for the Planning Division of the City of Santa Ana. The scope of work may include any and all work efforts related to analysis of a proposed project for compliance with California Environmental Quality Act (CEQA) and National Environmental Policy Act (NEPA). This may include preparation of required technical studies, peer review of technical studies prepared by others, preparation of Initial Studies, Negative Declarations, Mitigated Negative Declarations, Environmental Impact Reports, Environmental Assessments, Environmental hnpact Statements and staffing services on an as -needed basis. 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 RFQ No. 20-100 and attached as Exhibit A. 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 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 On an as -needed basis, and at the sole discretion of City, Consultant shall perform the services that are described in Exhibit A. Consultant's proposal is incorporated by reference as though fully set forth herein. When the need for services arise, City may initiate services through use of a letter agreement, executed by the Executive Director of the Planning and Building Agency and the Consultant. Work by the Consultant may not proceed absent a previously engaged or fully executed consultant agreement and letter agreement for a specific project. Page 1 of 9 25C-5 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 Exhibit B. Consultant is one of forty-eight (48) Consultants selected to provide environmental and planning services on an as needed basis under RFQ No. 20-100.'The total compensation for services provided by all Consultants selected under RFQ No. 20- 100 is a collective amount not to exceed Two Million Six Hundred Fifty Thousand Dollars ($2,650,000.00) during the term of the Agreement, including any extension periods. 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. <INMEN-FWDIiuTi This Agreement shall commence on the date first written above and continue for three (3) years until November 30, 2023, unless terminated earlier in accordance with Section 17, 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 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 Page 2 of 9 25C-6 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. 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 (e) 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. Page 3 of 9 25C-7 (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 consultant, 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. (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, 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 itscontractors, 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. Page 4 of 9 25C-8 9. 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. 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 interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services. 13. NOTICE Page 5 of 9 25C-9 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. 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 shal I 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, 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. 18. NON-DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided 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. 19. JURISDICTION -VENUE Page 7 of 9 25C-10 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 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. 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. [Signature Page Follows] Page 8 of 9 25C-11 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: DAISY GOMEL Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney BY: &e, � C. Lisa E. Storck Assistant City Attorney RECOMMENDED FOR APPROVAL MINH THAI Executive Director Planning and Building Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager CONSULTANT BY: Click here to enter text. Title: Click here to enter text_ Page 9of9 25C-12 EXHIBIT B FEE SCHEDULE (OR) RATES AND CHARGES 25C-13 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AMENDMENT TO AGREEMENT WITH GRISWOLD INDUSTRIES FOR FLOW CONTROL VALVE MAINTENANCE, REHABILITATION, AND REPLACEMENT SERVICES TO INCREASE THE AGREEMENT AMOUNT BY $400,000 FOR THE REMAINDER OF THE TERM, FOR A TOTAL AMOUNT NOT TO EXCEED $900,000 (RFP NO. 18-052) (NON -GENERAL FUND) /s/ Kristine RidaE CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute an amendment to the agreement with Griswold Industries to increase the agreement amount by $400,000, for a total amount not to exceed $900,000, for the remaining term of the agreement, which began on July 2, 2019 and expires July 1, 2022, including a provision for one two-year extension exercisable by the City Manager and the City Attorney, to provide flow control valve maintenance, rehabilitation and replacement services, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION On July 2, 2019, the City Council approved an agreement with Griswold Industries for a three-year period ending on July 1, 2022, with a two-year renewal option, to provide the Public Works Agency — Water Resources Division with rehabilitation, maintenance and replacement services for flow control valves. Flow control valves are located throughout the City at water production sites, such as well and pump stations, and are used to control the amount of water introduced into the distribution system to maintain the desired pressures. Flow control valves are complex systems that rely on mechanical, hydraulic, and electric controls and sensors to function properly. As with other water system assets, flow control valves must be periodically maintained to ensure they operate as intended. During the lifetime of contact, the Water Resources Division has utilized the contractor's manufacturer -certified technicians to successfully perform inspection, maintenance, repair, and rehabilitation of the flow control valves. 25D-1 Amend Agreement with Griswold Industries December 1, 2020 Page 2 Based on emerging needs within the water system, and after evaluation of the benefits of repairing valves versus replacing them, staff has concluded that several valves will need to be replaced. Staff recommends increasing the agreement capacity by $400,000, for a new total amount not to exceed $900,000 for the remainder of the agreement term (Exhibit 1) in order to replace the identified flow control valves. FISCAL IMPACT Funding for the requested increase of $400,000 is budgeted for FY 2020-21 in the Water Production & Supply Account (No. 06017640-62300) and will be included in proposed budgets for future years as follows: Fiscal Year Accounting Unit— Fund Accounting Unit, Amount Account # Descri tion Account Description Contract Term 2-Year Term Water Utility Production & $100,000 FY 20-21 06017640-62300 Water Supply, Contract Services Professional Water Utility Production & $100,000 FY 21-22 06017640-62300 Water Supply, Contract Services Professional Renewal O tion 2-Year Term Water Utility Production & $100,000 FY 22-23 06017640-62300 Water Supply, Contract Services Professional Water Utility Production & $100,000 FY 23-24 06017640-62300 Water Supply, Contract Services Professional Total $400,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibit: 1. Amendment to Agreement with Griswold Industries 25D-2 Exhibit 1 FIRST AMENDMENT TO AGREEMENT TO PROVIDE FLOW CONTROL VALVE MAINTENANCE, REHABILITATION, AND REPLACEMENT SERVICES THIS FIRST AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between Griswold Industries dba Cla-Val ("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 parties entered into Agreement No. A-2019-102, dated July 2, 2019, by which Contractor agreed to provide preventative maintenance, rehabilitation, and replacement services for the City's water pressure reducing and pressure sustaining valves ("Agreement"). B. The original term of the Agreement is for three years, and the Agreement remains in effect through July 1, 2022, with provision for extension. C. The parties now wish to amend the Agreement to increase the amount to be expended under the Agreement. The Parties therefore agree: 1. Section 2, Compensation, is amended to increase the total amount to be expended under the term of the Agreement, including any extension periods, from $500,000 to $900,000. 2. Except as modified by this First Amendment, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA Daisy Gomez Clerk of the Council Kristine Ridge City Manager [signatures continue on next page] Page 1 of 2 25D-3 APPROVED AS TO FORM CONTRACTOR Sonia R. Carvalho City Attorney By: 04 714'. -f�L J n M. Funk Sr. Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba Executive Director Public Works Agency e T✓1✓1✓ r✓ LuGh4 rtle: 6r✓swab �h�5�'Y✓ts dbA Cla't��l Pnee 2 of 2 25D-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE SECOND AMENDMENTS TO THE AGREEMENTS WITH MIKE PRLICH AND SONS, INC., PAULUS ENGINEERING, INC., AND TE ROBERTS, INC. FOR EMERGENCY ON -CALL SEWER AND WATER SYSTEM REPAIR SERVICES TO INCREASE THE SHARED ANNUAL AGREEMENT AMOUNT BY $450,000, FOR A TOTAL AGGREGATE AMOUNT NOT TO EXCEED $4,800,000 FOR THE REMAINING TERM OF THE AGREEMENT (NON -GENERAL FUND) /s/ Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s' Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO 19111111111►U1LRICIV RECOMMENDED ACTION Authorize the City Manager to execute second amendments to the agreements with Mike Prlich and Sons, Inc., Paulus Engineering, Inc., and TE Roberts, Inc. to increase the annual shared agreement amount by $450,000, with an updated annual amount of $1,200,000, for a total aggregate agreement amount not to exceed $4,800,000, for the remaining term of the agreement which began August 20, 2019 and expires August 19, 2022, with a provision for one two-year extension exercisable by the City Manager and City Attorney, to provide on -call emergency sewer and water system repair services, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On August 20, 2019, the City Council approved agreements in an aggregate annual amount of $500,000, with Mike Prlich and Sons, Inc., Paulus Engineering, Inc., and TE Roberts, Inc. for a three-year period ending on August 19, 2022, with a two-year renewal option, to assist the Public Works Agency — Water Resources Division with on- call emergency sewer and water infrastructure repairs. These services include repairing pipelines, tanks, pumps at various utility facilities, and performing site restoration, as directed by staff, to prevent system outages, maintain services during an emergency, and restore services to normal operating conditions. During the last year, the Water Resources Division has utilized these contractors for water main pipe repair work, fire hydrant relocation, the installation of new sewer laterals, and other services needed to supplement the work performed by City staff. To meet the increased demand for these 25E-1 Amend Agreements for Emergency On -Call Water and Sewer Repair Services December 1, 2020 Page 2 services, the City Council approved the first amendment to agreements with the contractors on May 5, 2020, increasing the shared annual amount by $250,000 to an aggregate annual amount of $750,000. The Division anticipates an increase in staff work demands due to the upcoming collaboration with the Orange County Water District on water treatment systems for per -and polyfluoroalkyl substances (PFAS) and recommends increasing the shared annual agreement capacity by an additional $450,000 for an updated aggregate annual amount of $1,200,000, which provides a new grand total aggregate amount of $4,800,000 for the remaining term of the agreements (Exhibits 1-3). FISCAL IMPACT Funding for the requested shared annual increase of $450,000, which totals $1,800,000 for the maximum term of the agreement, is budgeted in the Water Systems Maintenance Account (No. 06017641-62300), and Sanitary Sewer Service Account (No. 05617640-62300) for Fiscal Year 2020-21 and will be included in proposed budgets for future years as follows: Fiscal Accounting Unit Fund Accounting Unit, Account Amount Year — Account# Description Description Contract Term 2-Year Term 06017641-62300 Water Water Systems Maintenance, $225,000 FY 20-21 Contract Services -Professional 05617640-62300 Sewer Sanitary Sewer Service, Contract $225,000 Services -Professional 06017641-62300 Water Water Systems Maintenance, $225,000 FY 21-22 Contract Services -Professional 05617640-62300 Sewer Sanitary Sewer Service, Contract $225,000 Services -Professional Renewal O tion 2-Year Term 06017641-62300 Water Water Systems Maintenance, $225,000 FY 22-23 Contract Services -Professional 05617640-62300 Sewer Sanitary Sewer Service, Contract $225,000 Services -Professional 06017641-62300 Water Water Systems Maintenance, $225,000 FY 23-24 Contract Services -Professional 05617640-62300 Sewer Sanitary Sewer Service, Contract $225,000 Services -Professional Total Amount: $1,800,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. Amendment to Agreement with Mike Prlich & Sons, Inc. 2. Amendment to Agreement with Paulus Engineering, Inc. 3. Amendment to Agreement with TE Roberts, Inc. 25E-2 EXHIBIT 1 SECOND AMENDMENT TO AGREEMENT TO PROVIDE ON -CALL EMERGENCY WATER AND SEWER SYSTEM REPAIR SERVICES THIS SECOND AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between Mike Prlich and Sons, 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 parties entered into Agreement No. A-2019-142-01, dated August 20, 2019, by which Contractor agreed to provide on -call emergency water and sewer system repair services for the City's Public Works Agency ("Agreement"). The term of the Agreement is for three years, and the Agreement remains in effect through August 19, 2022, with provision for extension. B. On May 5, 2020, the parties entered into First Amendment to Agreement No. A-2020-091- 01 to increase the shared aggregate amount to be expended under the Agreement and the two related agreements for the same services. C. The parties now wish to amend the Agreement to further increase the shared aggregate amount to be expended under the Agreement and two related agreements. The Parties therefore agree: 1. Section 2.a, Compensation, is amended to read in its entirety: "City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Contractor is one of three contractors selected to provide services on an as -needed basis under REP No. 19-032. The annual compensation for services provided by all contractors selected under REP No. 19-032 shall not exceed the shared aggregate amount of $1,200,000 during the term of this agreement, including any extension periods." 2. Except as modified by this Second Amendment, and all prior amendments, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Agreement on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council CITY OF SANTA ANA Kristine Ridge City Manager 25E-3 APPROVED AS TO FORM Sonia R. Carvalho City Attorney By: /►'�. J n M. Funl< Senior Assistant City Attorney Nabil Saba Executive Director Public Works Agency MIKE PRUCH AND SONS, INC. "jA CLQiA-- Name: Title: MICHAELA. PRLICH PRESIDENT Page 2 of 2 25E-4 Exhibit 2 SECOND AMENDMENT TO AGREEMENT TO PROVIDE ON -CALL EMERGENCY WATER AND SEWER SYSTEM REPAIR SERVICES THIS SECOND AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between Paulus Engineering, 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 parties entered into Agreement No. A-2019-142-02, dated August 20, 2019, by which Contractor agreed to provide on -call emergency water and sewer system repair services for the City's Public Works Agency ("Agreement"). The term of the Agreement is for three years, and the Agreement remains in effect through August 19, 2022, with provision for extension. B. On May 5, 2020, the parties entered into First Amendment to Agreement No. A-2020-091-02 to increase the shared aggregate amount to be expended under the Agreement and the two related agreements for the same services. C. The parties now wish to amend the Agreement to further increase the shared aggregate amount to be expended under the Agreement and two related agreements. The Parties therefore agree: 1. Section 2.a, Compensation, is amended to read in its entirety: "City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Contractor is one of three contractors selected to provide services on an as -needed basis under RFP No. 19-032. The annual compensation for services provided by all contractors selected under RFP No. 19-032 shall not exceed the shared aggregate amount of $1,200,000 during the term of this agreement, including any extension periods." 2. Except as modified by this Second Amendment, and all prior amendments, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA Daisy Gomez Kristine Ridge Clerk of the Council City Manager Page 1 of 25E-5 APPROVED AS TO FORM Sonia R. Carvalho City Attorney By: '�/, -f�L hn M. Funk Senior Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba Executive Director Public Works Agency PAULUS ENGINEERING, INC. Name: Title: Page 2 of 2 25E-6 Exhibit 3 SECOND AMENDMENT TO AGREEMENT TO PROVIDE ON -CALL EMERGENCY WATER AND SEWER SYSTEM REPAIR SERVICES THIS SECOND AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between T.E. Roberts, 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 parties entered into Agreement No. A-2019-142-03, dated August 20, 2019, by which Contractor agreed to provide on -call emergency water and sewer system repair services for the City's Public Works Agency ("Agreement"). The term of the Agreement is for three years, and the Agreement remains in effect through August 19, 2022, with provision for extension. B. On May 5, 2020, the parties entered into First Amendment to Agreement No. A-2020-091-03 to increase the shared aggregate amount to be expended under the Agreement and the two related agreements for the same services. C. The parties now wish to amend the Agreement to further increase the shared aggregate amount to be expended under the Agreement and two related agreements The Parties therefore agree: 1. Section 2.a, Compensation, is amended to read in its entirety: "City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Contractor is one of three contractors selected to provide services on an as -needed basis under REP No. 19-032. The annual compensation for services provided by all contractors selected under REP No. 19-032 shall not exceed the shared aggregate amount of $1,200,000 during the term of this agreement, including any extension periods." 2. Except as modified by this Second Amendment, and all prior amendments, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Agreement on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council CITY OF SANTA ANA Kristine Ridge City Manager 25E-7 APPROVED AS TO FORM Sonia R. Carvalho City Attorney gy. ?g'. -f.,& ohn M. Funk Senior Assistant City Attorney FOR APPROVAL Nabil Saba Executive Director Public Works Agency T.E. ROBERTS, INC. Name: i i OA Title: r�i2Es Dc+� Page 2 of 2 25E-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: 1, 2020 TITLE: APPROVE A LICENSE AGREEMENT WITH K&C LOGISTICS, LLC FOR THEIR USE OF THE CITY -OWNED WEST ALTON AVENUE / SR-55 FREEWAY PARCEL IN THE AMOUNT OF $264,000 FOR A MAXIMUM TERM OF FIVE YEARS (NON -GENERAL FUND) /s/ Kristine Ridge CITY MANAGER 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 RECOMMENDED ACTION Authorize the City Manager to execute a license agreement with K&C Logistics LLC for use of real property owned by the City at the terminus of Alton Avenue between Daimler Street and the SR- 55 Freeway, for a two-year term beginning on December 1, 2020, and expiring November 30, 2022, which will automatically renew month -to -month thereafter for an additional three years, for a monthly license fee of $4,400, and total revenue amount of $264,000, subject to non -substantive changes approved by the City Manager and City Attorney. The revenue will be deposited into the Select Street Construction, Rental of Property revenue account. DISCUSSION In November 2020, K&C Logistics LLC approached the City to enter into an exclusive license agreement to utilize the City property located at the western terminus of Alton Avenue and the SR- 55 Freeway (Exhibit 1). The property is 49,330 square feet, with approximately 31,700 square feet net usable land area, exclusive of the eastern portion which is used as a decorative landscape area. In partnership with the City of Irvine, the City of Santa Ana has future plans to construct a new overpass at the SR-55, linking the cities of Santa Ana and Irvine at Alton Avenue. The subject property is included within the overpass project area; however, construction is not expected to begin for another three to five years. Thus, the property is expected to be available for uninterrupted use by the licensee until construction commences. To allow for maximum scheduling flexibility, the agreement includes a 60-day cancellation notice. FISCAL IMPACT This agreement will result in revenue of $4,400 per month into the Select Street Construction, Rental of Property revenue account (No. 05917002-57960). The agreement will commence on December 1, 2020 and expire November 30, 2022. The agreement will automatically renew each 25F-1 Approve License Agreement with K&C Logistics LLC December 1, 2020 Page 2 month thereafter for an additional three years unless a notice to vacate the premises is provided by the City or Licensee. Fiscal Year Accounting Unit Fund Accounting Unit, Account Amount — Account # Description Description FY 2020-21 05917002-57960 Select Street Select Street Construction, $30,800 Dec -June Construction Rental of Property FY 2021-22 05917002-57960 Select Street Select Street Construction, July -June Construction Rental of Property$52,800 FY 2022-23 05917002-57960 Select Street Select Street Construction, July -June Construction Rental of Property$52,800 FY 2023-24 05917002-57960 Select Street Select Street Construction, July -June Construction Rental of Property$52,800 FY 2024-25 05917002-57960 Select Street Select Street Construction, July -June Construction Rental of Property$52,800 FY 2025-26 05917002-57960 Select Street Select Street Construction, $22,000 July -Nov Construction Rental of Property Total $264,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director — Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibit: 1. License Agreement 25F-2 iac114ks LICENSE AGREEMENT FOR USE OF PROPERTY OWNED BY THE CITY OF SANTA ANA This LICENSE AGREEMENT ("Agreement") by and between 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"), and K&C Logistics LLC, ("Licensee"), is made and entered into on December 1, 2020 ("Effective Date"). Licensee and City are sometimes individually referred to as "Party" and collectively as "Parties." RECITALS A. The City owns real property at the eastern terminus of Alton Avenue between Daimler Street and the SR-55 Freeway in the City of Santa Ana, as particularly described in Exhibit A, attached hereto and incorporated by reference ("Property"). The Property is approximately 31,390 square feet in size. B. The Property is part of a planned road improvement project to be constructed by the City where such construction is anticipated to begin within five years of the date of this Agreement. C. Licensee is a logistical and transportation services company that desires to use and access the Property for parking of its vehicles. City desires to allow Licensee the exclusive use of and access to the Property for this purpose alone ("Permitted Uses"). NOW, THEREFORE, in consideration of the above recitals and the mutual covenants hereinafter contained and for good and valuable consideration, the receipt of which is hereby acknowledged, the Parties agree as follows: 1. GRANT OF EXCLUSIVE LICENSE 1.1 Grant of Exclusive License. The City hereby grants to Licensee an exclusive license for the right to enter and use the Property beginning on the Effective Date, for the Permitted Uses, upon the terms and conditions set forth herein ("License"), subject to Licensee's performance of all of its obligations under this Agreement. 1.2 License Aueement Onlv. This Agreement is intended and shall be construed only as arevocable license to use the Property and not as a lease or grant of any possessory or other interest. 1.3 Restrictions on Use of Property. Licensee shall not use, and shall prohibit its Agents or Invitees from using, the Property other than for the Permitted Uses. The term "Agents" shall mean Licensee's officers, directors, members, agents, employees, invitees, contractors, subcontractors, and any employees of such parties. The term "Invitees" shall mean Licensee's invitees, guests, customers, tenants, or business visitors. A f1 2. LICENSE FEE AND TERM 2.1 License Fee. As consideration for its use of the Property, Licensee agrees to pay to City $4,400 per month for the term of this Agreement. License fees for any partial month shall be pro -rated. Payment shall be made payable to the City of Santa Ana, in advance for each month, no later than the 10a' of the prior month, at the following address: Public Works Agency, City of Santa Ana M-21, Administrative Services Manager, 20 Civic Center Plaza, PO Box 1988, Santa Ana, CA 92702. A late charge of ten percent (10%) shall be applied to any payment hereunder due but unpaid after the 10a' of the month. The consideration for this License shall be subject to a CPI adjustment annually utilizing the most recently published annual average, on the anniversary of the Effective Date during the term hereof. 2.2 Term and Revocation of License. The term of this Agreement shall commence on the Effective Date and will remain in effect for a term of two (2) years, unless and until a sixty (60) day written notice to vacate premises is provided by the City or Licensee. This Agreement shall automatically renew each month thereafter for an additional three (3) years, unless and until a sixty (60) day written notice to vacate premises is provided by the City or Licensee. In no case shall the maximum term of this Agreement exceed five years without the prior written consent of the City. Notwithstanding anything to the contrary in this Agreement, City may revoke this License at any time by providing sixty (60) days' written notice to Licensee. 3. WARRANTIES AND ASSIGNMENT 3.1 AS -IS Condition. City makes no representation or warranty of any kind as to the condition of the Property or any other matter relating to Licensee's use of the Property. Licensee hereby disclaims and waives any and all objections to the physical and other characteristics and conditions of the Property. Licensee acknowledges and agrees that the use of the Property will be on the basis of Licensee's own investigation of the condition of the Property. The license to use the Property is granted on an "AS -IS," "WITH ALL FAULTS" basis, without representation or warranty expressed or implied by City, or by operation of law. City expressly disclaims, which Licensee hereby acknowledges and accepts, any implied warranty of condition or fitness for a particular purpose or use. Licensee's use of the Property shall be subject to the Property being in a usable and safe condition at the time of Licensee's use, and Licensee shall be solely responsible for determining whether the Property is in such condition. In connection therewith, in the event that the Property or access thereto is damaged or obstructed, or the use by Licensee is otherwise impaired, prevented or limited, City shall have no obligation or duty to repair the damage or rectify the condition to make the Property usable or safe. 3.2 No Assignment or Sublicense. The permission, rights and privileges granted under this Agreement are nonexclusive and nontransferable. Licensee shall not, either voluntarily or by operation of law, assign, transfer, mortgage or encumber this License or any obligation, right, title or interest assumed by Licensee herein, without the prior written consent of the City, which may be withheld at the sole discretion of the City. Licensee shall not sublicense, or permit, or suffer the Property or any part thereof to be used or occupied by others. If Licensee attempts an assignment or transfer of this License or any obligation, right, title or interest herein, City may at its option, immediately terminate the License and shall thereupon be relieved from any and all obligations to Licensee or to its attempted assignee or transferee. A�'f4 4. INDEMNITY AND INSURANCE 4.1 Indemnification. Licensee shall indemnify, defend, and hold harmless City, and its respective agents, officers, representatives, employees, subsidiaries and affiliates ("Covered Parties") from and against any and all actions, suits, claims, demands, judgments, losses, expenses, or liabilities, injuries and damages to persons and property, including death, arising out of or related to Licensee's use of the Property, the entry by any Licensee Party on any portion of the Property or surrounding property or Facilities, or Licensee's breach or default in the performance of any of its obligations under this Agreement. If any action or proceeding is brought against any Covered Party by reason of any such claim, Licensee, upon receipt of written notice from Covered Party, shall defend the same at Licensee's sole expense with legal counsel reasonably acceptable to Covered Party. Payment shall not be a condition precedent to recovery under any indemnification in this Agreement, and a finding of liability or an obligation to indemnify shall not be a condition precedent to the duty to defend. The provisions of this Section 4.1 shall survive the termination or expiration of this Agreement. 4.2 Insurance Requirements. 4.2.1 Licensee shall maintain commercial general liability insurance which 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 Licensee's use of the Property, 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 $2,000,000 per occurrence and $5,000,000 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. 4.2.2 Licensee shall maintain business automobile liability insurance, or equivalent form, with a combined single limit of not less than $5,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. 4.2.3 Pursuant to state law, Licensee is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of services under this Agreement, Licensee agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. 4.3. Certificates of Insurance: Additional Insured Endorsements. Prior to execution of this Agreement, Licensee shall furnish to City certificates of insurance and, if applicable, additional insured endorsements to each of Licensee's insurance policies, evidencing the foregoing insurance coverages as required by this Agreement. These certificates shall: a. provide the name and policy number of each carrier and policy; b. shall state that the policy is currently in force; and C. shall promise to provide that such policies will not be canceled, suspended, voided, A f9 reduced in coverage or in limits, or modified without thirty (30) days prior written notice of City. Licensee shall maintain the foregoing insurance coverages in force throughout the term of this Agreement. City or its representatives shall at all times have the right to demand the original or a copy of all these policies of insurance, which Licensee shall provide within five (5) days of City's request. 5. OBLIGATIONS OF LICENSEE 5.1 Agreement to Protect and Maintain Proyerty. Licensee, on behalf of its Agents and Invitees, agrees to take all prudent action to protect the Property from any damage or injury caused by the exercise of this License. Licensee shall immediately notify City of any damage or injury to the Property caused by its use of the Property. Within sixty (60) days of the Effective Date, Licensee shall install chain link or better grade fencing with a height of at least six feet around the perimeter of the Property. 5.2 Citv's Right of Suspension, Termination for Noncompliance. City reserves the right to suspend all activities or terminate this Agreement upon Licensee' non-compliance with any of the terms or conditions of this Agreement. Such suspension or termination shall be effective immediately. 5.3 Compliance with Laws: Regulatory Approvals. Licensee shall, at its sole expense, conduct and cause to be conducted all activities on the Property in compliance with all laws, regulations, codes, ordinances and orders of any governmental or other regulatory entity, and whether or not in the contemplation of the parties. 5.4 Approvals and Permits. Licensee shall be responsible for obtaining all approvals, licenses, permits and permissions of Federal, State and local authorities, which may be necessary to implement Licensee's activities on the Property. Licensee agrees and acknowledges that nothing herein is intended, nor shall it be interpreted, to bind the City to issue or grant any permits or entitlements needed to perform any work or improvements specified in this Agreement. 5.5 Environmental Compliance. Licensee shall not permit any dangerous condition or waste to be created on the Property. Licensee shall at all times be in compliance with all federal, state and local statutory and regulatory requirements, including but not limited to the US EPA, Cal EPA, State Water Resources Control Board, Department of Toxic Substances Control and South Coast Air Quality Management District, as applicable. 5.6 NPDES Requirements. Licensee shall comply with the requirements of Santa Ana's National Pollutant Discharge Elimination System ("NPDES") permit, and shall utilize the Property in such a manner as to prohibit pollutants from entering the storm drain. Licensee shall not construct, maintain, operate and/or utilize any illicit connection on the Property, nor shall Licensee cause or allow any prohibited discharge from the Property. 5.7 Improvements. Licensee shall not install or make any improvements to the Property, except as provided herein, without the written approval of the City. At no time shall the A f9 Licensee install or make permanent improvements of any kind. The Licensee agrees that prior to commencing any approved improvements, it will obtain plan approval from the City's Planning and Building Agency, and that it will obtain all required permits and inspections. Licensee shall be solely responsible for all costs of the installation, operation, maintenance, repair and removal of any approved improvements on the Property. 5.8 Maintenance. Licensee shall maintain the Property in a neat, clean, sanitary and safe condition, to the satisfaction of the City, at the sole cost and expense of the Licensee. The Property shall be maintained in a manner consistent with community standards which will uphold the value of the Property, in accordance with this Agreement, the Santa Ana Municipal Code and all other applicable local, state and federal rules, regulations and standards. 5.9 No Liens. Licensee shall not permit any mechanics', materialmen's or other liens of any kind or nature ("Liens") to be filed or enforced against the Property in connection with this Agreement. Licensee shall indemnify, defend and hold harmless City from all liability for any and all liens, claims and demands, together with costs of defense and reasonable attorneys' fees, arising from any Liens. City reserves the right, at its sole cost and expense, at any time and from time to time, to post and maintain on the Property, or any portion thereof, or on the improvements on the Property, any notices of non -responsibility or other notice as may be desirable to protect City against liability. In addition to, and not as a limitation of City's other rights and remedies under this Agreement, should Licensee fail, within ten (10) days of written request from City, either to discharge any Lien or to bond for any Lien, or to defend, indemnify and hold harmless City from and against any loss, damage, injury, liability or claim arising out of a Lien, then City, at its option, may elect to pay such Lien, or settle or discharge such Lien, and any action or judgment related thereto and all costs, expenses and attorneys' fees incurred in doing so shall be paid to City, as applicable, by Licensee upon written demand. 5.10 No Reimbursement or Repayment. Licensee shall not have any interest in the Property other than those granted herein or be entitled to any reimbursement or repayment for any work performed upon the Property pursuant to this Agreement. City shall not be held responsible for loss of or damage to, any personal property left on the Property, or improvements made by Licensee on the Property. 5.11 Utilities. Licensee shall be solely responsible for the payment of all charges in connection with utility services provided to the Property. "Utility services" shall include without limitation natural gas, water, electricity and sewer. 5.12 No Recording. Licensee shall not record or attempt to record this Agreement. Any attempt by Licensee to record this Agreement shall automatically terminate this License Agreement and render this License void and invalid for all purposes. 5.13 Restoration and Clean Up. At its sole cost, Licensee shall, at the expiration or earlier termination of this Agreement, restore the Property to its original condition in which it existed immediately prior to the Agreement, leave the Property in a neat and clean condition to the sole satisfaction of City, free of trash and debris, and remove all property and materials of Licensee. A'1 5.14 Possessory Interest. Licensee hereby recognizes and understands that this License Agreement may create a possessory interest subject to property taxation and that Licensee may be subject to the payment of property taxes levied on such interest. Any such imposition of a possessory interest tax shall be a tax liability of Licensee solely, and shall be paid for by the Licensee; and any such tax payment shall not reduce any payments due City hereunder. hi addition, Licensee shall pay any personal property taxes that may become due for equipment fixtures, inventory, or other personal property installed, maintained or present on the Property. 6. MISCELLANEOUS TERMS 6.1 Notices, Demands and Communications between the Parties. 6.1.1 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 LICENSEE: K&C Logistics LLC 1700 E. Garry Ave, Suite 214 Santa Ana, CA 92705 Attn: Kadir Koc TO CITY: Public Works Agency City of Santa Ana Administrative Services Manager 20 Civic Center Plaza (M-21) Santa Ana, California 92701 AND City of Santa Ana Clerk of Council 20 Civic Center Plaza Santa Ana, California 92701 6.1.2 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. 6.2 Amendment. This Agreement may be amended only by the mutual consent of the Parties by an instrument in writing signed by both Parties. A f9 6.3 Further Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. 6.4 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 6.5 Time of the Essence. For each provision of this Agreement which states a specific amount of time within which the requirements thereof are to be satisfied, time shall be deemed of the essence. 6.6 Governing Law and Venue. This Agreement shall be governed by the laws of the State of California without regard to conflicts of laws principles. Any litigation or other legal proceedings which arise under or in connection with this Agreement shall be conducted in a federal or state court located within Orange County, California. The Parties consent to the personal jurisdiction and venue in federal or state court located within the County of Orange, California and hereby waive any defenses or objections thereto, including defenses based on the doctrine of forum non conveniens. 6.7 Litigation Expenses. If either party to this Agreement commences an action against the other party to this Agreement arising out of or in connection with this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and costs of suit from the losing party. 6.8 References; Captions. Any term referencing time, days or period for performance shall be deemed calendar days and not business days, except as otherwise specified in this Agreement. All references to City include all officials, officers, employees, personnel, and agents of City, except as otherwise specified in this Agreement. All references to Licensee include its officials, officers, employees, personnel, agents, volunteers, contractors and subcontractors, except as otherwise specified in this Agreement. The captions of the various articles and paragraphs in this Agreement are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 6.9 Waiver. No delay or omission in the exercise of any right or remedy of a non - defaulting Party on any default shall impair such right or remedy or be construed as a waiver. Either Parties' consent or approval of any act by the other Party requiring its consent or approval shall not be deemed to waive or render unnecessary its consent to or approval of any subsequent act of the other Party. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 6.10 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. All warranties and promises to indemnify shall survive the termination, abandonment, or completion of this Agreement. A f6 6.11 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder. 6.12 Authorized Representatives. The person or persons executing this Agreement on behalf Licensee and City warrants and represents that he/she has the authority to execute this Agreement on behalf of that Party and that he/she has the authority to bind that Party to the performance of its obligations hereunder. 6.13 Entire Agreement. This Agreement constitutes the entire and integrated agreement of Licensee and City with respect to the subject matter hereof and supersedes any and all prior and contemporaneous oral or written negotiations, representations or agreements. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above. ATTEST: DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney CITY OF SANTA ANA KRISTINE RIDGE City Manager K&C LOGISTICS LLC By: 791. T�L /Z� JOI M. FUNK NAX : KADIR KOC Sr. Assistant City Attorney TITLE: President RECOMMENDED FOR APPROVAL: NABIL SABA, PE Executive Director Public Works Agency Exhibit A LEGAL DESCRIPTION In the City of Santa Ana, County of Orange, State of California, being that portion of land, described in a Deed to the City of Santa Ana, recorded October 14, 1968 in Book 8751, pages 88 and 89 of Deeds, filed in the Office of the County Recorder of said County; Lying Northwesterly of that certain course described as, "North 40° 37' 30" East, 49.76 feet", as said course is shown on a Parcel Map recorded in Book 56, page 36 of Parcel Maps in the Office of the County Recorder of said County. Containing 31390.57 square feet. Subject to all Covenants, Conditions, Reservations, Restrictions, Rights of Way and Easements of record, if any. All as shown on Exhibit B, attached hereto and by this reference made a part hereof. Prepared by me, or under my direction on 1, (19 112o2O. ohn M. Gonzales, PLS 9065 JOHN M. GONZALES * \No. 9065 \l \P F ` CAl.1F�� Page 1 of 1 25F-11 z O ry U In Ld % O m J a H CD _ w m J _ } X z W Q d 0 U U Q O F- H Q n a. zI zl WI al z' of 133N1S -------- Q .1- J •I UI J m m m m <I I z = U d No �C Ln ol, ti U m I V � Y m O ui W 0 LD Ln m a ------------ W 0 Ld CD Q Cl AOFL w L Z W L) LD z, 7 Op� Z LL I rn 0� � Ln L F m C; W W ~ �Id O z V W W Ln W 3 Ir W U z a = ~ � o LN p Ln (n W z J z a M Ln U z O ON ID Ln a O . .0m ti L— - O D) m t W co ti N N V V W 3 3 W 3 In N M Ln Ln LT O N IM Ln O W ~O m N N ti z M V M M 0 o N a O m v O CY) V V V V V z z z z z N M V Ln 25F-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AGREEMENTS WITH TE ROBERTS, PAULUS, BIG BEN ENGINEERING AND PALP DBA EXCEL PAVING, FOR EMERGENCY ON -CALL REPAIRS TO ASPHALT PAVEMENT, CONCRETE PAVEMENT, AND STORM DRAINS, IN AN AGGREGATE AMOUNT NOT TO EXCEED $900,000 FOR A MAXIMUM FIVE-YEAR TERM (NON -GENERAL FUND) /s/ Kristine Ri CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s' Reading ❑ Ordinance on god Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute agreements with T.E. Roberts, Inc., Paulus Engineering, Inc., Big Ben Engineering, and Palp, Inc. dba Excel Paving Company to provide on -call asphalt pavement, concrete pavement, and storm drain repairs for the three-year period beginning December 1, 2020 and ending on November 30, 2023, with a provision for one two-year extension, in a total aggregate amount not to exceed $900,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On occasion, the City requires the services of independent contractors to assist with emergency asphalt pavement, concrete pavement, and storm drain repairs. These services may include performing related site restoration such as repairs to streets, sidewalks, curbs, gutters, curb ramps, storm drain pipelines, and catch basins, as directed by staff, to ensure infrastructure is maintained in an appropriate and safe condition during unforeseen events. On, September 24, 2020, the Public Works Agency issued a Request for Proposals (RFP) for emergency on -call asphalt concrete, concrete, and storm drain repairs via the City's Planet Bids website (Exhibit 1). A total of 978 vendors were notified of the RFP and 16 downloaded the proposal files. Four proposals were received and evaluated by a selection committee based on criteria as outlined in the RFP. Listed below are the responding firms with qualifying proposal scores: 25G-1 Approve Agreements for On -Call Emergency Repairs December 1, 2020 Page 2 FIRM LOCATION SCORE RANK T.E. Roberts, Inc. Orange, CA 93 1 Paulus Engineering, Inc. Anaheim, CA 85 2 Big Ben Engineering Irvine, CA 84 3 Excel Paving Company Long Beach, CA 79 4 Based on the evaluation results, staff recommends retaining T.E. Roberts, Inc., Paulus Engineering Inc., Big Ben Engineering and Palp, Inc. dba Excel Paving Company to perform on -call emergency repairs (Exhibits 2-5). These highly ranked firms demonstrated they have the experience, staff, equipment, and financial security to provide a rapid response to the City's emergency infrastructure needs. FISCAL IMPACT There is no fiscal impact associated with this action. Prior to utilizing any of these on -call services, Public Works Agency staff must receive Finance & Management Services Agency approval of funding and accounts to be used to ensure funds are available under the authorization and shared aggregate limit of $900,000. Upon successful completion of the fiscal review, a corresponding Notice to Proceed containing the specific scope and maximum expenditure for the task order will be issued to a firm. Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. RFP No. 20-106 2. T.E. Roberts, Inc. Agreement 3. Paulus Engineering, Inc. Agreement 4. Big Ben Engineering Agreement 5. Palp Inc., dba Excel Paving Company Agreement 25G-2 EXHIBIT 1 REQUEST FOR PROPOSALS (RFP) FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 CITY OF SANTA ANA Santa Ana Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92701 Monica M. Suter, PE, TE, PTOE Project Manager for Release: Edwin "William" Galvez City Engineer Public Works Agency UPDATED KEY RFP DATES (Subject to change at discretion of City): Advertisement/Issue Date: Tuesday, Sept 22, 2020 Deadline for Requests for Information: Thursday, Oct 15, 2020 Pre -Proposal Meeting (optional): There is no scheduled meeting Proposal Due Date: Oct 20, 2020, 11:00:59 am Projected Award Date (Anticipated): December 1, 2020 City of S96W7ta4gFP 20-106 NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms for: On -Call Emergency Asphalt Concrete, Concrete and Storm Drain Repair Services Responses to this Request for Proposals (RFP) will be accepted until Tuesday, Oct 20, 2020, at 11:00:59 a.m. The successful Proposer must possess or obtain a valid California Class (A or C34 & C-8) Contractor's license prior to the award of contract. Responses to this Request for Proposals (RFP) must be submitted electronically to the PlanetBids system no later than: Tuesdav, Oct 20, 2020, at 11:00:59 a.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. Additionally, it is a requirement that hard copy proposals also be sent by courier service, mailed, or hand delivered in an enclosed sealed envelope and marked clearly with the following "SEALED PROPOSAL FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORM DRAIN REPAIR SERVICES RFP NO. 20-106 IN THE CITY OF SANTA ANA DO NOT OPEN WITH REGULAR MAIL." City of Santa Ana Attn.: Project Manager Monica Suter Public Works Agency; M-43 20 Civic Center Plaza; Ross Annex Santa Ana, CA 92701 NOTE: The FEE PROPOSAL shall be included within a separate sealed envelope within the same hard copy submitted For further instructions regarding hard copy submission proposals, refer to PlanetBids. All notifications, requests for information, updates and addenda will be posted online on PlanetBids at https://www.planetbids.com/portal/portal.cfm?CompanyID=20137. 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 qualification. City of WW7ZaAFP 20-106 (9) TABLE OF CONTENTS I. GENERAL/INTRODUCTION/PROJECT B. PROPOSAL SUBMITTAL AND SIGNATURES C. PROPOSAL EVALUATION AND RATING D. PROJECT FUNDING E. TERM OF CONTRACT II. PROPOSAL TERMS AND CONDITIONS A. EXAMINATION B. EXECUTION OF AGREEMENT C. PROPOSAL VALIDITY D. PRE -CONTRACTUAL EXPENSES E. JOINT OFFERS/SUBCONTRACTORS F. DIR REGISTRATION G. PREVAILING WAGES H. PREVAILING WAGE, COMPLIANCE AND MONITORING L COMMUNITY WORKFORCE AGREEMENT J. SAFETY PROGRAM REQUIREMENTS III. INSRUCTIONS 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. CITY RIGHT TO REJECT L PROTESTS IV. SUBMITTAL REQUIREMENTS A. GENERAL B. PROPOSAL CONTENTS 1. STATEMENT OF QUALIFICATIONS 2. SCOPE OF SERVICES AND SCHEDULE 3. FEE PROPOSAL 4. CERTIFICATIONS V. PROPOSAL REVIEW (COMPANY SELECTION) A. EVALUATION AND RATING B. SELECTION VI. CONTRACT AWARD A. REQUEST FOR COUNCIL ACTION B. EXECUTION OF AGREEMENT 10 VII. IMPLEMENTATION 11 A. KICK-OFF MEETING B. NOTICE TO PROCEED VIII. PUBLIC RECORDS 12 City of SantaSP 5-106 IX. APPENDIX ATTACHMENT 1: SCOPE OF WORK ATTACHMENT 2: SAMPLE STANDARD AGREEMENT ATTACHMENT 3: CERTIFICATIONS ATTACHMENT 4: CITY OF SANTA ANA STANDARD PLANS ATTACHMENT 5: FEE SCHEDULE (UNDER SEPARATE SEALED COVER) City of Santa �P (P-106 P V L GENERAL / INTRODUCTION / PROJECT DESCRIPTION The City of Santa Ana ("Santa Ana" or "City") is the county seat and second most populous city in Orange County, California, with over 343,000 residents. It is the 57th most -populous city in the United States. Santa Ana is located in Southern California, adjacent to the Santa Ana River, about 10 miles away from the California coast. Founded in 1869, the City is part of the Greater Los Angeles Area, the second largest metropolitan area in the United States with almost 18 million residents in 2010. A. NATURE OF WORK The City of Santa Ana is seeking qualified construction companies to be ON -Call using a Task Order process to provide on -call and/or emergency services to augment the City's capacity to restore pavement, sidewalk, curb and gutter, grading, underground, and/or storm drain systems and structures in the event of failures or other urgent tasks within the public right of way. The City intends to enter into agreements in the aggregate amount of $300,000 per category. The City may award up to three (3) firms per each of the three categories to provide work on a Task -Order basis. Any approved Task Orders will be based upon each contractor's schedule of hourly billing rates provided with their proposal submittal and on time and materials (or lump sum basis) as appropriate per Task Order issued. The City reserves the right to enter into fewer, or more agreements, and to issue several or no task orders to each firm, as determined by the City's needs. Attachment 1 includes a detailed Scope of Work in this RFP's Appendix. B. PROPOSAL SUBMITTAL AND SIGNATURE Five (5) hard copies are required in addition to the electronic submittal to PlanetBids for the complete proposal package as well. It is the responsibility of the proposer to ensure that any proposals submitted have been uploaded to PlanetBids prior to the proposal due date and time. The Fee Proposal shall be submitted separately and electronically to PlanetBids by the deadline. 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. Each Contractor shall be explicit in identifying the appropriate person with legal authority to bind the company. C. PROPOSAL EVALUATION AND RATING The criteria for evaluating the proposals submitted will take the following items into consideration: • Relevant Company/Team Experience 30% • Understanding of Need 30% • Financial Capacity and Availability 30% • References 10% City of Santa ��P 7J-106 P 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. After ranking, cost negotiations may begin with the most qualified construction company and only their separate "FEE" proposal will be opened. Should negotiations fail or result in a price that the City does not consider fair and reasonable, negotiations will be formally terminated and the City will then undertake negotiations with the second most qualified company. If the negotiations with the second most qualified company are not successful, negotiations with the third most qualified company, and so on, until the price is determined to be fair and reasonable by the City. D. PROJECT FUNDING Work tasks will be funded through a variety of sources depending upon each system failure and related and available funding sources. Special conditions may apply. Refer to Attachment 1 (Scope of Work) in the Appendix of this RFP. E. TERM OF CONTRACT AGREEMENT The City intends to enter into an agreement with the selected companies for an initial three (3)- year term with a City option for up to one two-year extension. This term is outlined in Attachment 2, the Standard Agreement, contained in the Appendix of this RFP. City of Santa P O-106 P 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 REP as described below: A. EXAMINATION Proposer represents that it has thoroughly examined and become familiar with the services and responsibilities required in this REP 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 the relation to this REP 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: Standard Agreement 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 selection under this REP, 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/SUBCONTRACTORS Where two or more Proposers desire to submit a single Proposal in response to this RFP, they should do so on a prime sub -contractor basis. The City intends to contract with a single company and not with multiple companies doing business as a joint venture. Should the use of sub -contractors be offered, the Proposer shall provide the same assurances of competence for the sub -contractor plus the demonstrated ability to manage and supervise the subcontracted work. Sub -contractors shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all sub -contractors in the same manner as the Proposer. F. DIR REGISTRATION On -call emergency public work tasks completed as part of this REP and proposal(s) submitted shall be subject to the following: No contractor or subcontractor may be listed on a Dronosal for a public works nroiect (submitted on or after March 1. 2015) unless City of Santa"r Qj1-106 registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)]. No contractor or subcontractor may be awarded a contract for public work on a public works project (awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. Any subsequent work that follows from this RFP is subject to compliance monitoring and enforcement by the Department of Industrial Relations. Contractors are further cautioned that certified payrolls shall be submitted electronically directly to the Department of Industrial Relations. G. PREVAILING WAGES In accordance with the California State Labor Code, prevailing wage rates apply. The Director of the Department of Industrial Relations of the State of California has ascertained the prevailing rate of per diem wages in dollars, based on a working day of eight hours, for each craft or type of worker or mechanic needed to execute any construction, maintenance, or repair work, which may be awarded by Public Works. The current prevailing wage rates as adopted by the Director of the Department of Industrial Relations are incorporated herein and may be accessed at http://w-ww.dir.ca.gov/ (General Prevailing Wage determination made by the Director of Industrial Relations / Pursuant to California Labor Code Part 7, Chapter 1, Article 2, Section 1770, 1773 and 1773.1). The Contractor is required to pay the prevailing wage rate referred to above and is responsible for selecting the craft/classification of workers which will be required to perform this service in accordance with the Contractor's method of performing the work. Pursuant to Section 1775 of the Labor Code (State of California) Contractor shall forfeit $50 for each calendar day, or portion thereof, for each worker paid less than the stipulated prevailing wage rates for any public work done under this Contract or by any subcontractor. H. PREVAILING WAGE COMPLIANCE AND MONITORING Contractor shall be aware of the requirements of the 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 requirement 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 Prevailing Wage Laws and since the total compensations is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall be in compliance with the Prevailing Wages and requirements effective the due date of this proposal submittal and shall pay prevailing rates of per diem wages according to state law at all times throughout the term of any future agreement with the City. Contact 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 job site. Contractor shall defend, indemnify and hold the City, its elected City of Sant nFF�106 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. I. COMMUNITY WORKFORCE AGREEMENT On August 15, 2017, the Santa Ana City Council approved a Community Workforce Agreement with the Los Angeles/Orange Counties Building and Construction Trade Council and the Signatory Craft Councils and Unions. The provisions of the agreement would apply to all construction and major rehabilitation work pursuant to "Prime Multi - Trade" construction contracts that exceed $250,000 and all subcontracts from these prime multi -trade contracts. The agreement also applies to all "Prime Specialty" contracts (single trade contracts) that exceed $100,000 and all subcontracts from these prime specialty contracts. Contractors working on task orders over the above thresholds must, in filling craft job requirements, utilize and be bound by the registration facilities and referral systems established and authorized by the Unions who are signatory to the agreement. This is commonly referred to a Union hiring hall. Contractors retain the right to reject any applicant referred to them through the job referral system, determine competency of all employees, to determine the number of employees required, and the duties of such employees. If any Union's registration and referral system does not fulfill the requirements for specific classifications requested by any Contractor within 48 hours, the Contractor may employ applicants meeting such classifications from any other available source. J. SAFETY PROGRAM REQUIREMENTS The Proposer shall be solely responsible for ensuring that all work performed under the contract is performed in strict compliance with all applicable Federal, State and local occupational safety regulations. The Contractor shall provide at its expense all safeguards, safety devices and protective equipment, and shall take any and all actions appropriate to providing a safe Construction site. The following is also required in addition to being in compliance with the above and related latest editions (unless noted otherwise) of the standard specifications and/or plans in the APWA "Greenbook (2012 Edition)" CA MUTCD, AGC, SSPWC, TEES, CALTRANS Standard Plans and Standard Specifications, CALTRANS Highway Design and Traffic Manuals, as listed below and as related to the standard care of the industry: City of Sant25nURF1106 Abbreviation Word or Words AGC Associated General Contractors of America. APWA American Public Works Association ASA American Standards Association CA MUTCD California Manual on Uniform Traffic Control Devices CALTRANS California Department of Transportation FHWA Federal Highway Administration FRA Federal Rail Administration FTA Federal Transit Authority JITT Just -In -Time Training NPDES National Pollutant Discharge Elimination System SSPWC Standard Specifications for Public Works Construction TEES Transportation Electrical Equipment Specifications PACP Pipe Assessment & Certification Program 1. The Proposer shall train all employees, or subcontractor personnel in the work practices necessary to safely perform his or her job. 2. The Proposer shall identify all known potential hazards related to the work performed and train all employees and subcontractor personnel on how to handle the potential hazards. 3. The Proposer, their employees and subcontractors shall follow all safety rules and safe work practices. 4. The Proposer will immediately notify the City of any significant and/or unusual hazards found during the course of work. 5. The Proposer shall submit copies of Safety Data Sheets (SDS) for all hazardous materials to be utilized on site in the performance of work. The Proposer is solely responsible for the legal disposal of hazardous waste generated in the performance of their work. Safety Indemnification: To the extent allowed by law, the Proposer agrees to defend, indemnify and hold harmless the City, its officers, employees and agents from and against any and all investigations, complaints, citations, liability, expense (including defense costs and legal fees), claims and/or causes of action for damages of any nature whatsoever, including but not limited to injury or death to employees of the Proposer, its subcontractors or City, attributable to any alleged act or omission of the Proposer or its subcontractors which is in violation of any Cal OSHA regulation. The obligation to defend, indemnify and hold harmless includes all investigations and proceedings associated with purported violations of Section 336.10 of Title 8 of the California Code of Regulations pertaining to multi -employer work sites. The City may deduct from any payment otherwise due the Proposer any costs incurred or anticipated to be incurred by the Agency, including legal fees and staff costs, associated with any investigation or enforcement proceedings brought by Cal OSHA arising out of the assigned work. City of Sant GF Ff'9106 III. INSTRUCTION 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 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 only be made in writing through PlanetBids' "O&A" Section on or before the "Deadline for Requests for Information" as indicated on the cover page of this RFP. Please do not email or call the City or Project Manager directly. No verbal requests or responses will be accepted. Significant interpretations or clarifications may either be addressed within the Q&A portion of PlanetBids or via addenda to this RFP at the City's discretion. If any Addenda are issued, they see SUB -SECTION D "ADDENDA". D. ADDENDA Any changes in the RFP from the date of release to date of submittal will result in an addendum or amendment. Notification of any addenda or amendments shall be posted on PlanetBids' system ONLY: • https://www.planetbids.com/portal/-oortal.cfm?CompanvID-20137 E. LICENSES & PERMITS With the exception of a business license, proposer will be responsible for obtaining any licenses/permits only as required and relevant to the Scope of Work per each Task Order issued. The contractor shall comply with all Federal, State or local laws, ordinances, or City of Sant25GFKQ106 rules and regulations related to the performance of the work, which include but are not limited to the following: a. Business License. The selected Proposer shall be required to obtain a City of Santa Ana Business license within ten (10) business days of selection for a Task Order and must provide a copy to the City Project Manager or designee prior to commencing any work in Santa Ana. b. Public Works Construction Permit (If Applicable). At such time and if the approved Task Order work exceeds the thresholds within the Community Workforce Agreement (CWA), the Contractor will be required to obtain a permit for CWA oversight referred to as a "Public Works Construction Permit' for the applicable Task Order. This amount is estimated to be a deposit amount $10,000. For Task Orders below the CWA thresholds, this permit shall not be required, however other permits, typical of certain types of construction work, may be required. If a Public Works Construction Permit is required, the Contractor shall receive a refund on any unused deposited amount or shall pay the City the amount needed above the deposited amount. This permit will be based on actual time and material costs for the CWA oversight of the applicable Task Order. An itemized breakdown of the permit fee will be provided by the City to the Contractor, and the Contractor shall pay the City any amount due prior to retention payment by the City. If the Contractor is due a refund, the amount shall be paid by the City separate from but at the same time any retention is paid to the Contractor. c. Construction Water Permit (If Applicable). Each Prime Contractor or Subcontractor which desires to obtain water from AGENCY -owned fire hydrants for construction or any other purpose shall first obtain and pay for a permit from the Corporate Yard of the City of Santa Ana, at 220 South Daisy Avenue. Information concerning costs and conditions may be obtained from the AGENCY by calling (714) 647-3320. Use of private water from a hose bib is not allowed. For safety reasons, the AGENCY will not allow Contractor to stretch construction water hoses across open traffic lanes. Where required, Contractor shall use water truck. d. Disposal Permit (If Applicable). hi accordance with the procedures of the Orange County General Services Administration (GSA), the cost for the disposal of all materials at County landfill sites shall be home by the Contractor. e. Building and Electrical Permits (If Applicable). For projects involving building, structural construction, traffic signal or irrigation controller installation, the Prime Contractor shall obtain the necessary building and electrical permits from the Planning & Building Agency. There will be no fees for these permits. f. State Division of Industrial Safety Permits (If Applicable). In accordance with Section 6500 of the State Labor Code, permits are required for all excavations, which City of Santll�^ (;F@ fAl06 are five feet or deeper, or for all structures being built or demolished, which are more than three stories high. All permits and fees required by all other Agencies having jurisdiction over any part of the work shall be obtained and paid for by the Contractor, unless otherwise noted on the Plans or in the General Provisions. 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 at: https://www.santa- ana.org/fmance/purchasing-division/vendor-registration H. 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. 1. 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 Sant (@FWC106 IV. SUBNIITTAL REQUIREMENTS A. GENERAL 1. Number of Copies and signature Refer to SECTION I.B. 2. Deadline Proposals are due, to the City of Santa Ana (via PlanetBids submittal) and as indicated in "SECTION I "GENERAL" at the date and time 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 portion of the Proposal 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: Standard Agreement in the Appendix of this RFP. The Statement of Qualifications shall also include: a. Relevant Company/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 anticipated to perform work. The project manager/principal agent shall be the primary contact person to represent your firm and include any relevant on -call or emergency contracts with other local agencies. City of SantM(;FF�106 b. Understanding of Need Proposal shall include an outline, which demonstrates the firm's understanding of the scope of services and relevant experience performing relative tasks. This outline should include anticipated approach, tasks necessary for successful completion, and suggestions or special concerns that the City should be made aware of c. Financial Capacity and Availability To demonstrate a solid financial capacity and availability, the proposer shall include a list of four (4) relevant positive bond ratings demonstrating financial stability and reliability along with a list of past projects for which the company has reliably been able to respond to an agency's on -call and/or emergency needs within the last five (5) years. Project information should include project description, year completed, client name, along with a person to contact and their telephone number/email address. d. References The Proposer shall submit a list of agencies, past and present, for whom you have provided work similar to that identified in this REP (Attachment 1: Scope of Service) for the last five (5) years. 2. Fee Schedule Proposer's fee schedule shall be submitted concurrently with the technical proposal, but in a separate submission to the PlanetBids system. This shall include the firm's (and any subcontractors') Standard Hourly Fee Schedule as stated in the Appendix: Attachment 3: Fee Schedule. 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 Contractor based on qualifications, and then negotiate a contract price based on available funding per work order task. 3. Certifications The following forms, included in Attachment 4: Certifications in the Appendix of this RFP, shall be signed and included as part of the proposal submittal package: • Contractor's Licensing and Registration Statement • Prevailing Wage Compliance and Monitoring Statement • Ownership Affidavit • List of Sub -contractors (If Included) • References • Non -Collusion Affidavit • Non -Lobbying Certification • Non -Discrimination Certification • Statement Regarding Apprenticeship Requirements City of Sant(@FF"106 • Public Contract Code Section 10162 Questionnaire • Statement Regarding Community Workforce Agreement (CWA) Requirements V. PROPOSAL REVIEW (CONTRACTOR SELECTION) A. EVALUATION AND RATING Refer to SECTION I.C. B. SELECTION The committee may or may not interview the top ranking proposers. The City will recommend award of the agreement to the proposers 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. A. REOUEST 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: Standard Agreement in the Appendix of this REP. "Proposer" will hereinafter be referred to as "Contractor" in standard agreement. The term of the agreement will begin after the agreement is fully executed, and all required insurance and documents and contents of the vendor registration and payment information packet have been received and approved. VII. IMPLEMENTATION NOTICE TO PROCEED 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. VIIL PUBLIC RECORDS All responses to the REP 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 Sant (@FWG106 Appendix ATTACHMENT I SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 The City of Santa Ana (City) desires to enter into an agreement with a qualified construction company for the repair of roadway asphalt concrete and concrete, underground, storm drain, and/or other infrastructure within the public right of way (with the exception of water and sanitation systems) that may experience failures within the term of the agreement on an on -call and emergency work for general improvements, on an as needed, Task Order basis. Ancillary related work includes, but is not limited to, occasional replacement traffic pavement markings and sign replacements and related support services and paid for as described in Section I.A. "Nature of Work." The purpose of this request for proposals is to obtain qualified construction firms to augment the City's capacity to perform emergency roadway and storm drain repair water service in the event of system failures. DESCRIPTION OF WORK The scope of work will vary per Task Order within the public right-of-way. It may include, but not be limited to, the procurement and/or removal of materials, excavation, installation, backfill, compaction, grading, sidewalk and paving, curb and gutter, fencing, guardrail, barrier, catch basins, removing and/or replacing pipe and related appurtenances, conduits, wiring, and pavement markings, signs, sign posts and miscellaneous other street fiumiture, and repairing various items within the public right-of-way, traffic control, mobilization, compliance with this agreement and all other work necessary to complete on -call emergency Task Orders specified per incident. The work completed shall be in compliance with the City's Standard Plans, Caltrans Standard Plans and the "Greenbook" and Caltrans' Standard Specifications and as specified in this agreement. Work shall also be in compliance with the City's Standard Plan No. 1160, "Street Work and Utility Permit General Provisions." RFP 20-106 -1 QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 CI' 2 AC Pavement 130 TN 3 Furnish and Install 46 Pullbox 4 EA 4 Adjust Manhole to Finished Grade 5 EA 5 PCC Curb and Gutter (Type A-2-8 100 LF 6 Signing and Striping 1 LS 7 Traffic Control Work 1 I LS Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy 2 PCC Sidewalk 17=4" 2,500 SF 3 PCC Curb Ramp 3,000 SF 4 PCC Curb and Gutter (Type A-2-8 100 LF 5 Furnish and Install 46 Pullbox 4 EA 6 Adjust Manhole to Finished Grade 5 EA 7 Catch Basin (Type `B," W=10' 1 EA 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF 10 Guard Rail Replacement Termination Caltrans 1 EA 11 Remove and Replace Chain Link R/W Fence 50 LF Concrete Barrier Type 836 Caltrans 50 LF H112 3 Traffic Control Work 1 LS REP 20-106 -2 Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 CZ' 2 AC Pavement 130 TN 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF 4 Remove and Replace 18" Reinforced Concrete Pie(RCP) 75 LF 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF 6 Catch Basin (Type `B," W=10' 1 EA 7 Traffic Control Work I LS For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and a City of Santa Ana Business License. RFP 20-106 -3 1. Street work shall be required to be performed by a licensed contractor for any and all the work in the public right of way. The contractor must provide the following prior to initiating Task Order work. a. A City of Santa Ana business license. b. A Certificate of Insurance of general liability containing requirements as set forth by the City Attorney and per the Standard Agreement. c. A Contractors license (with appropriate classification). d. Proof of Worker's Compensation Insurance. 2. Provide BMPs and/or erosion control plans for planned Task Order work unless directed otherwise by the City: 3. If required, the Contractor shall submit, for review and approval, a surface drainage/grading/erosion control plan, prepared by a registered civil engineer, showing the direction and means of flow within the street. Any Subcontractors intended to be used, shall be listed in the proposal. Any additional subcontractors that may become necessary, shall require approval by the City prior to start of any assigned work. When a Subcontractor performs all or any part of the work, a markup shall be applied to the Subcontractor's actual cost of such work. The Contractor may add a markup of 10 percent on the first $5,000 of the subcontracted portion of the extra work and a markup of 5 percent on work added in excess of $5,000 of the subcontracted portion of the work may be added by the Contractor. PAYMENT AND INVOICING: Selected Contractor shall invoice the City based on time and material according to the City's standard invoice template. Tasks and hours shall be clearly identified and all rates must match those included in the approved agreement. City shall retain ten percent (10%) of the invoice amount from each payment until the completed Project has been accepted by the City. CITY RESPONSIBILITIES: The City will provide information in its possession relevant to the preparation of the required information in the REP. 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 any assigned Task Orders • All plan check coordination within the City • Construction administration • Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards), if needed RFP 20-106 4 • Electronic files for title sheets and sheet borders, if needed DEFINITION OF ITEMS (SAMPLE TASK ORDERS A. B & Cl: The unit prices paid for the items listed in the Contractor's Proposal as defined herein include full compensation for furnishing all labor, materials, tools, and equipment, and doing all work involved in furnishing and installing the materials complete and in place, in accordance with the details shown in the Task Order, Standard Plans, Sketch, Other Plans, as directed by the Engineer. All incidental work which is not otherwise specified, and which is necessary to complete the improvements shall be furnished and installed as though such work was specified, and no additional compensation would be allowed therefore. If not stated otherwise, work shall be in conformance to APWA's 2012 Greenbook spec cations. Each Sample Task Order's work items include, but are not limited to, the following listed below for the Fee Schedule Submittal. Actual Task Order work, ifgranted, will generally be on a Time and Materials basis in accordance with labor rates for the type of work and material required per Task Ordergranted and according to the schedule of rates provided as part of this proposal. The Sample Task Order information provided will primarily be used to compare various proposals. Sample Task Order A Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. RFP 20-106 -5 Item No. 3- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Signing & Striping The work under this item for Signing and Striping shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Signing & Striping shall be at the contract Lump Sum listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, disposal of all removed materials and incidentals as required and no additional compensation will be allowed therefore. RFP 20-106 -6 Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order B Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation Item No. 2 - PCC Sidewalk (T=4") The work under this item consists of grading, compacting subgrade, and constructing 4-inch thick PCC Sidewalk shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways," of the Standard Specifications, plans, and contract document specifications. Payment for PCC Sidewalk (T=4") shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for thickness (T=6") shall be paid 1.5 times the unit price. Item No. 3 - PCC Curb Ramp The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb Ramp shall be at the contract unit price bid per Linear Foot as listed in the Fee RFP 20-106 7 Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 7- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. RFP 20-106 Item No. 8 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 9 — Guard Rail Replacement (Caltrans RSP A77N4) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement (Caltrans RSP A77N4) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement (Caltrans RSP A77N4) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail, foundation preparation, and no additional compensation will be allowed therefore. Item No. 10 - Guard Rail Replacement Termination (Caltrans) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement Termination (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement Termination (Caltrans) shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail termination, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail termination, foundation preparation, and no additional compensation will be allowed therefore. Item No. 11— Remove and Replace Chain Link R/W Fence The work under this item consists of grading, compacting subgrade, and construction of foundations to support the posts for Remove and Replace Chain Link Fence and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curb, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and Section 304-3 "Chain Link Fence" of the Standard Specifications any City Standard Specifications, plans, and/or any City's Special Provisions/Contract RFP 20-106 -9 Documents provided by the City for each Task Order. Payment for Remove and Replace Chain Link R/W Fence shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing chain link fence (and posts/foundations), furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 12 —Concrete Barrier Type 836 (Caltrans) The work under this item consists of grading, compacting subgrade, and removing and/or construction Concrete Barrier Type 836 (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," Caltrans Standard Specifications, any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Concrete Barrier Type 836 (Caltrans) shall be at the contract unit price bid per Lineal Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing concrete barrier or other appurtenances, furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 13 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order C Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. `RFP 20-106 -10 Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. Item No. 3 — Remove and Replace 18" Corrugated Metal Pipe (CMP) The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Corrugated Metal Pipe (CMP) and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Corrugated Metal Pipe (CMP) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 4 — Remove and Replace 18" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 5 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. VFP 20-106 -11 Item No. 6- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. VFP 20-106 -12 Appendix ATTACHMENT 2 SAMPLE STANDARD AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this _ day of , 2020 by and between 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 referred to as "CITY" and . hereinafter referred to as "CONTRACTOR". 1-1Mrs] rrAI&Q A. The City desires to retain a Contractor having special skill and knowledge in the field of emergency repair of roadway pavement/sidewalk and appurtenances and stormdrain/electrical infrastructure. B. Contractor represents that Contractor is able and willing to provide such services to 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 Contractor. 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: a. 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. 10�601M1:240RTA114101 a. City agrees to pay, and Contractor 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 $300,000, during the term of this Agreement, including any extension periods exercised under Section 3. IRFP 20-106 -13 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 the start date or "the date first written above"] for a number (3) year term with the option for the City to grant up to a one (2)-years renewal, exercisable by a writing by the City Manager and City Attorney, unless terminated earlier in accordance with Section 16, below. C:J:7Mk%11I1'[clkylyli ** 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 IRFP 20-106 014 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. 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, 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, 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 rFP 20-106 -15 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. 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 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, 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 CONTRACTOR, 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 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 out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONTRACTOR. 9. INTELLECTUAL PROPERTY INDEMNIFICATION CONTRACTOR 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 rFP 20-106 -16 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 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 interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 13. DISCRIMINATION 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. CONTRACTOR affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 'RFP 20-106 -17 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and CONTRACTOR, 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 is not embodied herein. IN�!T*11 MkqIMI=10111 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. 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(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 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. 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. FFP 20-106 -18 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. I F1l :Zs] y =914 [a] ki 0 W!10 11Id07 0111:?!Cel 1107 :» [s] 4 0 &1 *9 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. 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 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. 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: 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: ►PFP 20-106 -19 Sonia R. Carvalho City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Fax: 714- 647-6515 To Contractor First & Last Name Title CONTRACTOR 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. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. Fill aI*119 Is]k kirrJe1'Iel Daisy Gomez Kristine Ridge Clerk of the Council City Manager APPROVED AS TO FORM: CONTRACTOR: Cityffg 7e4q FFP 20-106 SONIA R. CARVALHO City Attorney By: John Funk Name: Assistant City Attorney Title: Tax ID# RECOMMENDED FOR APPROVAL: Nabil Saba, PE Executive Director Public Works Agency VTP 20-106 -21 Appendix ATTACHMENT 3 CERTIFICATIONS • Contractor's Licensing and Registration Statement • Prevailing Wage Compliance and Monitoring Statement • Ownership Affidavit • List of Sub -contractors (If included) • References • Non -Collusion Affidavit • Non -Lobbying Certification • Non -Discrimination Certification • Statement Regarding Apprenticeship Requirements • Statement Regarding "ANTI -KICKBACK" Requirements • Public Contract Code Section 10162 Questionnaire • Statement Regarding Community Workforce Agreement (CWA) Requirements VFP 20-106 -22 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: Business E-Mail Address: Telephone: State Contractor's License No. and Class: License Expiration Date: State Dept. of Industrial Relations (DIR) Registration No.: State Dept. of Industrial Relations (DIR) Registration Expiration Date: Signed: Title: IRFP 20-106 -23 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 undersimed certifies that the foreeoine is true and correct. Name of Firm Signature of CONTRACTOR Title (if an individual, so state) IRFP 20-106 024 OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA COUNTY OF ORANGE CITY OF SANTA ANA ❑ INDIVIDUAL ❑ PARTNERSHIP ❑ CORPORATION ❑ JOINT VENTURE SS: being duly swom, deposes and says: That he/she is the party making the foregoing proposal: 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. That he is of. a corporation which is making the foregoing proposal: 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 collusion to secure any advantage against the City of Santa Ana or any person interested in the proposed contract, for himself or any other person. Signature of CONTRACTOR Subscribed and sworn to before me this day of 20 Signature of officer Administering Oath (Notary Public) KIND M LIST OF SUB -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the proposal/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). CONTRACTOR proposes to subcontract certain portions of the work to the firms listed below: Name License #/Exp. DIR Reg. #/Exp. Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Signature of CONTRACTOR Name License #/Exp. DIR Reg. #/Exp. Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ PUNT M The following are the names, addresses, and telephone numbers for THREE public agencies for which the CONTRACTOR has performed similar work within the past three years. 1. Name and Address of Owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 2. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 3. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. KINIIII-i REFERENCES, (CONTINUED) The following are the names, addresses, and telephone numbers for THREE public agencies for which the SUBCONTRACTOR has performed similar work in the past five years. 1. Name and Address of Owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 2. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed 3. Name and Address of owner. Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. KINIIII-i 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 CONTRACTOR declares that the this Proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Proposal is genuine and not collusive or sham; that the CONTRACTOR has not directly or indirectly induced or solicited any other CONTRACTOR to put in a false or sham Proposal, and has not directly or indirectly colluded, conspired, connived, or agreed with any CONTRACTOR or anyone else to put in a sham Proposal, or that anyone shall refrain from submitting a Proposal; that the CONTRACTOR has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Fee Proposal costs of the CONTRACTOR or any other CONTRACTOR, or to fix any overhead, profit, or cost element of the Fee Proposal, or of that of any other CONTRACTOR, 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 Proposal are true; and, firther, that the CONTRACTOR has not, directly or indirectly, submitted his or her Proposal 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, Proposal depository, or to any member or agent thereof to effectuate a collusive or sham Proposal. Note: The above Non -collusion Affidavit is part of the Proposal. CONTRACTORS 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 ►PFP 20-106 -29 NON -LOBBYING CERTIFICATION The prospective participant certifies, by signing and submitting this Proposal, to the best of his or her knowledge and belief, that: (1) No Federal appropriated (ands 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 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, 'Disclosure of Lobbying Activities," in conformance with its instructions. 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 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 subrecipients shall certify and disclose accordingly. Signed: Title: Firm: Date: `RFP 20-106 -30 NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: 1. 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 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. 'RFP 20-106 -31 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 of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Finn: Date: VFP 20-106 -32 STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned CONTRACTOR 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 pay a like amount to the California Apprenticeship Council. Signed: Title: Firm: Date: IRFP 20-106 -33 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 employed in the construction or repair of public work, to give up any part of the compensation to which he/she is otherwise entitled. Signed: Title: Firm: Date: IRFP 20-106 034 PUBLIC CONTRACT CODE SECTION 10162 OUESTIONNAIRE In conformance with Public Contract Code Section 10162, the CONTRACTOR shall complete, under penalty of perjury, the following questionnaire: Has the CONTRACTOR, any officer of the CONTRACTOR's organization, or any employee of the CONTRACTOR's Company who has a proprietary interest in the CONTRACTOR, ever been disqualified, removed, or otherwise prevented from proposing/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. KINI1M STATEMENT REGARDING COMMUNITY WORKFORCE AGREEMENT (CWA) This is to certify that the undersigned CONTRACTOR, and subcontractors, have read and understood the CWA entered into by and between the City of Santa Ana, the Los Angeles/Orange Counties Building and Construction Trades Council, and the signatory Craft Councils and Local Unions, effective as of September 1, 2017. The CWA is available at: http://www.santa-ana.org/pwa/documents/CWA.pd The undersigned CONTRACTOR hereby agrees to comply with all terms and conditions of the CWA, and is capable of completing construction of the project continuously, and without interruptions or delays. If awarded any work covered by the CWA, CONTRACTOR will also be required to sign the Letter of Assent that appears as Attachment A to the CWA. Public Works Construction Permit: The Contractor may be required to obtain a Public Works Construction Permit if the CWA thresholds for a Task Order are met or exceeded as described in this RFP's Section IILE "Licenses & Permits." The undersigned has reviewed and understands that a Public Works Construction Permit for CWA administration fees and deposit that may be required as described in this RFP's Section IILE "Licenses & Permits." Signed: Title: Firm: Date: PUNIGM Appendix ATTACHMENT 4 City of Santa Ana Standard Plans Standard Plans https://www.santa-ana.org/pw/engineering-services KINIIII Appendix ATTACHMENT 5 FEE SCHEDULE (UNDER SEPARATE SEALED COVER) KINIIII EXHIBIT 2 AGREEMENT TO PROVIDE ON -CALL CONSTRUCTION REPAIR SERVICES THIS AGREEMENT is made and entered into this 1st day of December, 2020 by and between T.E. Roberts, 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. On September 22, 2020, the City issued Request for Proposal No. 20-106, by which it sought qualified contractors to provide on -call asphalt pavement, concrete pavement, and stormdrain repair services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those 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 REP 20-106 and addenda thereto. 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 On an on -call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in REP No. 20-106 and addenda thereto, which is attached as Exhibit A, and as more specifically delineated in Contractor's proposal, which is attached as Exhibit B and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit C. Contractor is one of four contractors selected to provide services on an on -call basis under RFP No. 20-106 and addenda thereto. The total compensation for any services provided by the contractors selected under REP No. 20-106 shall not exceed the shared aggregate amount of $900,000 during the term of this agreement, including any extension periods. 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 terminate on November 30, 2023, 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. Ifthe 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. 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. hi 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 furnished to the City upon execution of this Agreement and shall be approved by the City. 2ttwJ=89 (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. 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 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, 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 Contractor or its subcontractors, agents, employees, or other persons acting on their 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 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 terns 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 the 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. 2tt%34'CU 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 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 2 01 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) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: T.E. Roberts, Inc. 306 W. Katella Ave., Unit B Orange, CA 92867 Attn: Timothy Roberts, President 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 2'C2 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 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 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 2ttwJ=93 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. 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 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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: Wn Ig" -f... L Jdfin M. Funk Assistant City Attorney FOR APPROVAL Nabil Saba, PE Executive Director Public Works Agency CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR �,�, 1ZoJxrts Int. Qlq�� - N Name: Ti m o t-{-h y 1Z o be r- �s Title: P r e s t d e n -t- Page 8 of 8 25G-64 EXHIBIT Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 The City of Santa Ana (City) desires to enter into an agreement with a qualified construction company for the repair of roadway asphalt concrete and concrete, underground, storm drain, and/or other infrastructure within the public right of way (with the exception of water and sanitation systems) that may experience failures within the term of the agreement on an on -call and emergency work for general improvements, on an as needed, Task Order basis. Ancillary related work includes, but is not limited to, occasional replacement traffic pavement markings and sign replacements and related support services and paid for as described in Section I.A. "Nature of Work." The purpose of this request for proposals is to obtain qualified construction firms to augment the City's capacity to perform emergency roadway and storm drain repair water service in the event of system failures. DESCRIPTION OF WORK The scope of work will vary per Task Order within the public right-of-way. It may include, but not be limited to, the procurement and/or removal of materials, excavation, installation, backfill, compaction, grading, sidewalk and paving, curb and gutter, fencing, guardrail, barrier, catch basins, removing and/or replacing pipe and related appurtenances, conduits, wiring, and pavement markings, signs, sign posts and miscellaneous other street fiumiture, and repairing various items within the public right-of-way, traffic control, mobilization, compliance with this agreement and all other work necessary to complete on -call emergency Task Orders specified per incident. The work completed shall be in compliance with the City's Standard Plans, Caltrans Standard Plans and the "Greenbook" and Caltrans' Standard Specifications and as specified in this agreement. Work shall also be in compliance with the City's Standard Plan No. 1160, "Street Work and Utility Permit General Provisions." RFP 20-106 -1 QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 CI' 2 AC Pavement 130 TN 3 Furnish and Install 46 Pullbox 4 EA 4 Adjust Manhole to Finished Grade 5 EA 5 PCC Curb and Gutter (Type A-2-8 100 LF 6 Signing and Striping 1 LS 7 Traffic Control Work 1 I LS Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy 2 PCC Sidewalk 17=4" 2,500 SF 3 PCC Curb Ramp 3,000 SF 4 PCC Curb and Gutter (Type A-2-8 100 LF 5 Furnish and Install 46 Pullbox 4 EA 6 Adjust Manhole to Finished Grade 5 EA 7 Catch Basin (Type `B," W=10' 1 EA 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF 10 Guard Rail Replacement Termination Caltrans 1 EA 11 Remove and Replace Chain Link R/W Fence 50 LF Concrete Barrier Type 836 Caltrans 50 LF H112 3 Traffic Control Work 1 LS REP 20-106 2 Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 CZ' 2 AC Pavement 130 TN 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF 4 Remove and Replace 18" Reinforced Concrete Pie(RCP) 75 LF 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF 6 Catch Basin (Type `B," W=10' 1 EA 7 Traffic Control Work I LS For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and a City of Santa Ana Business License. RFP 20-106 -3 1. Street work shall be required to be performed by a licensed contractor for any and all the work in the public right of way. The contractor must provide the following prior to initiating Task Order work. a. A City of Santa Ana business license. b. A Certificate of Insurance of general liability containing requirements as set forth by the City Attorney and per the Standard Agreement. c. A Contractors license (with appropriate classification). d. Proof of Worker's Compensation Insurance. 2. Provide BMPs and/or erosion control plans for planned Task Order work unless directed otherwise by the City: 3. If required, the Contractor shall submit, for review and approval, a surface drainage/grading/erosion control plan, prepared by a registered civil engineer, showing the direction and means of flow within the street. Any Subcontractors intended to be used, shall be listed in the proposal. Any additional subcontractors that may become necessary, shall require approval by the City prior to start of any assigned work. When a Subcontractor performs all or any part of the work, a markup shall be applied to the Subcontractor's actual cost of such work. The Contractor may add a markup of 10 percent on the first $5,000 of the subcontracted portion of the extra work and a markup of 5 percent on work added in excess of $5,000 of the subcontracted portion of the work may be added by the Contractor. PAYMENT AND INVOICING: Selected Contractor shall invoice the City based on time and material according to the City's standard invoice template. Tasks and hours shall be clearly identified and all rates must match those included in the approved agreement. City shall retain ten percent (10%) of the invoice amount from each payment until the completed Project has been accepted by the City. CITY RESPONSIBILITIES: The City will provide information in its possession relevant to the preparation of the required information in the REP. 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 any assigned Task Orders • All plan check coordination within the City • Construction administration • Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards), if needed RFP 20-106 4 • Electronic files for title sheets and sheet borders, if needed DEFINITION OF ITEMS (SAMPLE TASK ORDERS A. B & Cl: The unit prices paid for the items listed in the Contractor's Proposal as defined herein include full compensation for furnishing all labor, materials, tools, and equipment, and doing all work involved in furnishing and installing the materials complete and in place, in accordance with the details shown in the Task Order, Standard Plans, Sketch, Other Plans, as directed by the Engineer. All incidental work which is not otherwise specified, and which is necessary to complete the improvements shall be furnished and installed as though such work was specified, and no additional compensation would be allowed therefore. If not stated otherwise, work shall be in conformance to APWA's 2012 Greenbook spec cations. Each Sample Task Order's work items include, but are not limited to, the following listed below for the Fee Schedule Submittal. Actual Task Order work, ifgranted, will generally be on a Time and Materials basis in accordance with labor rates for the type of work and material required per Task Ordergranted and according to the schedule of rates provided as part of this proposal. The Sample Task Order information provided will primarily be used to compare various proposals. Sample Task Order A Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. RFP 20-106 -5 Item No. 3- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Signing & Striping The work under this item for Signing and Striping shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Signing & Striping shall be at the contract Lump Sum listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, disposal of all removed materials and incidentals as required and no additional compensation will be allowed therefore. RFP 20-106 -6 Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order B Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation Item No. 2 - PCC Sidewalk (T=4") The work under this item consists of grading, compacting subgrade, and constructing 4-inch thick PCC Sidewalk shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways," of the Standard Specifications, plans, and contract document specifications. Payment for PCC Sidewalk (T=4") shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for thickness (T=6") shall be paid 1.5 times the unit price. Item No. 3 - PCC Curb Ramp The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb Ramp shall be at the contract unit price bid per Linear Foot as listed in the Fee RFP 20-106 -7 Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 7- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. RFP 20-106 -8 Item No. 8 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 9 — Guard Rail Replacement (Caltrans RSP A77N4) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement (Caltrans RSP A77N4) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement (Caltrans RSP A77N4) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail, foundation preparation, and no additional compensation will be allowed therefore. Item No. 10 - Guard Rail Replacement Termination (Caltrans) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement Termination (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement Termination (Caltrans) shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail termination, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail termination, foundation preparation, and no additional compensation will be allowed therefore. Item No. 11— Remove and Replace Chain Link R/W Fence The work under this item consists of grading, compacting subgrade, and construction of foundations to support the posts for Remove and Replace Chain Link Fence and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curb, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and Section 304-3 "Chain Link Fence" of the Standard Specifications any City Standard Specifications, plans, and/or any City's Special Provisions/Contract RFP 20-106 -9 Documents provided by the City for each Task Order. Payment for Remove and Replace Chain Link R/W Fence shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing chain link fence (and posts/foundations), furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 12 —Concrete Barrier Type 836 (Caltrans) The work under this item consists of grading, compacting subgrade, and removing and/or construction Concrete Barrier Type 836 (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," Caltrans Standard Specifications, any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Concrete Barrier Type 836 (Caltrans) shall be at the contract unit price bid per Lineal Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing concrete barrier or other appurtenances, furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 13 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order C Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. rFP 20-106 -10 Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. Item No. 3 — Remove and Replace 18" Corrugated Metal Pipe (CMP) The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Corrugated Metal Pipe (CMP) and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Corrugated Metal Pipe (CMP) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 4 — Remove and Replace 18" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 5 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. 'RFP 20-106 -11 Item No. 6- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. VFP 20-106 -12 EXHIBIT B Statement of Qualifications T. E. Roberts, Inc. for ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 10-20-2020 Cover Letter and Agreement Statement Page 1 Team Experience Pages 2-4 Scope and Approach Page 5 Financial Capacity Pages 6-8 References Page 9-12 Certifications Pages 13-31 Addenda Pages 32-33 Fee Schedule Separate Envelope 25G-77 P TEO Roberts INCORPORATED 61 XFAgl [X41X[FPIX4 (OXIP1(lOq 306 West Natella Avenue Unit B Orange, (A 92867 T. 714.669.0072 r. 714.200.0241 License #603008 www.terobeits.com October 19, 2020 City of Santa Ana Monica Suter Public Works Agency, M-43 20 Civic Center Plaza, Ross Annex Santa Ana, CA 92701 Dar Ms. Suter: Please accept our proposal for your On -Call Emergency Asphalt Concrete, Concrete and Storm Drain Repair Services, RFP No. 20-106, bidding on October 20, 2020. T. E. Roberts, Inc. is an experienced underground pipeline contractor established in 1999. We specialize in water, sewer and storm drain construction and repairs including asphalt concrete, concrete and storm drain repairs. We are a California Corporation with CSLB class A and C34 license # 603008, DIR registration # 1000000280, and are qualified to do business in the state of California. We are currently an On -Call Contractor with the City of Santa Ana, Contract # 14-044 in the amount of $800,000.00. We have a current business license with the City of Santa Ana, # 348343. Thank you for the opportunity to bid on your project. We are familiar with the scope of work, City requirements, and terms and conditions of the Agreement. We are accustomed to and compliant with Public Works requirements including prevailing wage rates, use of Apprentices, your Community Work Force Agreement and other DIR stipulations. We are in agreement with the recitals of the Standard Agreement (Attachment 2 of the project specifications) in its entirety. We hope to continue serving your community. Sincerely, \ ykll' qE;\"- Timothy Roberts President 25G-78 T. E. ROBERTS, INC. - TEAM EXPERIENCE Timothy Roberts, President Oversees All Operations and Management Tim worked his was up from Equipment Operator to Foreman with another Southern California Pipeline Contractor before forming his own pipeline construction company in 1999. Tim has over 3S years' experience in pipeline construction. Justin Roberts, Project Manager/Principal Agent Oversees field construction. Justin has over 15 years' experience in local pipeline construction and has performed duties of laborer, equipment operator and teamster. His well-rounded experience helps him supervise projects with maximum productivity. Superintendent -Dave Klein Supervises construction, quality control and safety. Dave has over 30 years' experience in the pipeline construction industry and is proficient in all aspects of pipe installation and repair. Superintendent -Javier Magana Supervises construction, quality control and safety. Javier has over 12 years' experience in the pipeline construction industry and is proficient in all aspects of pipe installation and repair. Superintendent -Dave Pope Supervises construction, quality control and safety. Dave has over 31 years' experience in pipeline construction and worked his way up to Foreman. He excels in managing large construction projects. Superintendent -Francisco Romero Supervises construction, quality control and safety. Francisco has over 20 years' experience in the pipeline construction industry and is proficient in all aspects of pipe installation and repair. Gilbert Hartwell, Project Manager Gilbert has over 12 years' experience in local pipeline construction and started his pipeline construction career as a field laborer. Gilbert transferred his field knowledge and organizational skills to project management where he excels at supervising multiple on -going projects with efficiency. Superintendent —Bob Hartwell Supervises construction, quality control and safety. Bob has over 38 years' experience in pipeline construction, he owned his own pipeline construction company and has worked as a Field Inspector. Superintendent -Tom Zimprich Supervises construction, quality control and safety. Tom has over 37 years' experience in the pipeline construction industry and is proficient in all aspects of pipe installation and repair. Skilled Field Crew includes: Foremen, Equipment Operators, Teamsters, L�eGPj7gyers, Welders Office Adminstration Office Manager -Kim Newett Administrative Assistants: Mere Bush, Erica Friel, Priscilla Castaneda, Maria Sanchez, Erin Silber, Katie Todd Yard Staff Yard Superintendent -Jim Rader Mechanics: Brandon Morales, Joel Macias, Paul Johnston, 2 Principal in Charge TIMOTHY ROBERTS General Engineering Contractor License A, C34, #603008 RESUME Over thirty-six years experience in the pipeline construction industry, performing construction management and general contractor roles. Experienced in construction, renovation, and cost estimating within commercial and residential environments. Recognized for well -developed project management skills and scheduled operational tasks that enable project completion on time and under budget. Consistently deliver quality and excellence in workmanship. Excellent safety record. Project Management Client Focus Tools and Techniques T. E. ROBERTS, INC., Orange County, CA 1999-Present CEO and President SKILLS Cost Estimation Communication On -time Completion EXPERIENCE Safety Emphasis Materials Expertise Customer Satisfaction Chief Executive Officer and founder of successful pipeline contracting corporation. Experienced in negotiating terms for new construction projects in both private and publicly funded sectors. Manage completion of residential and commercial construction projects in a timely and professional manner. Supervise crews of skilled heavy equipment operators and general laborer personnel. Secure all required permits and contracts necessary to complete the job in accordance with government regulations. Maintain strict safety standards and procedures. Consult with clients on progress and issues. Select bid lists include: Orange County Water District, Irvine Ranch Water District, South Coast Water District, City of Newport Beach, City of Ontario, Moulton Niguel Water District, Eastern Municipal Water District, Coachella Valley Water District, Inland Empire Utilities Agency, San Gabriel Valley Water Company, Fontana Water Company, Golden State Water, and KB Homes. Client referrals available upon request. • Specializing in water, sewer and storm drains of all sizes • Manage value engineering process with client to ensure modifications to project specifications continue to meet project goals and client expectations • Received numerous accolades from clients for superior workmanship • OSHA Certified Competent Person • Certified in Trench and Equipment Safety, First Aid and Confined Spaces T.A. RIVARD, INC., Riverside, CA Superintendent, Foreman, Equipment Operator 1983-1999 Began as an Equipment Operator and advanced to Foreman and Superintendent overseeing pipeline projects throughout Southern California. EXCELLENT QUALITY - RELIABLE - SERVICE ORIENTED 3 JUSTIN ROBERTS Chief Operating Officer/Project Manager RESUME Fourteen years experience in the pipeline construction industry, managing and performing a full spectrum of general and specific pipeline labor duties. SKILLS • Heavy Equipment Operator • Skilled m the use of pipeline construction equipment and tools • Effectively applies methodology and enforces project standards • Strong communication and organizational skills • Qualified and experienced in supervising work crews up to 10 persons • Efficiently and effectively complete projects with quality results • Participant in the Motor Carrier Employer Pull Notice Program T.E. Roberts, Inc., Orange, CA Chief Operating Officer/Project Manager/Superintendent 2004-Present Manage completion of residential and commercial construction projects in a timely and professional manner. Supervise crews of skilled heavy equipment operators and general labor personnel. Maintain strict safety standards and procedures. • Confined Space Entry • Asbestos Pipe • Heat Illness • Accident Investigation • Slips/Trips and Falls • Hotwork • Lockout/Tag out • Global Harmonized Systems • Excavation Safety and Competent Person • First Aid California Class A Driver's License since 2-18-09 A Sample of Projects Justin Has Completed With T.E. Roberts, Inc. Owner: City of Newport Beach, 100 Civic Center Drive, Newport Beach, Owner: Wine Ranch Water District, 15600 Sand Canyon Avenue, Wine, CA CA 92619 POC: Alfred Castanon, Associate Civil Engineer 949 644-3314, POC: Toni Lynch 949 340-6642 lynch@imd.com acastmon@newportbmchca.gov Project Name: Omnge County Great Park Reach A Sewer Improvements/5822 Project Name: Water Transmission Main Valve Replacemend5875 Description: 1,435'-18" sewer pipe in 36" casing with jack and bore across 15 Description: Remove and replace Water Main Valve Freeway and upsize existing 949'-12" sewer pipe to 18" with restoration Contract Award: $749,933 Current Completion: 65% Contract Award: $1251,110.00 Self Performed: 55% Project Awarded: 5-30-19 Estimated Completion: 1-31-20 Project Awarded: 9-11-I8 Completed: 8-15-19 Owner: City of Newport Beach, 100 Civic Center Drive, Newport Beach, Owner: Orange County Water District, 18700 Ward Street, Fountain Valley, CA CA 92660 92708 POC: Alfred Castanon Associate Civil Engineer 949 644.3314, POC/Engineer. Benjamin Smith, Engineer 714 378-3211 bsmith@ocwd.com acastanon@newportbeachca.gov Project Name: Mid Basin Injection, Centennial Park/5745 Project Name: Balboa Island Water Main Replacement Phase 2/5838 Description: 9,500' 12-36" CMUC pipeline construction with appurtenances and Description: 3,100'12" PVC, 100'8" PVC, 850'6" PVC, 30'4" PVC water restoration line and appurtenances with restoration Contract Award: $2,756,010.00 Self Performed: 95% Contract Award: $2.222,300.00 Completed Amount $1,951,131.06 Project Awarded: 8-8-17 Completed: 9-5-18 Project Awarded: 11-27-18 Completed: 5-24-19 Owner: City of Newport Beach, 100 Civic Center Drive, Newport Owner: South Coast Water District, 31592 West Street, Laguna Beach, CA 92651 Beach, CA 92660 POC: Joe Sinacori (949) 499-4555 ext 3178 jsinacori@sewd.org POC: Alfred Castanon Associate Civil Engineer 949 644-3314, Project Name: PCH Recycled Water Distribution Bottleneck Upsizing/5663 acastanon@newportbeachra.gov Description: Install 6,350'-16" PVC pipeline with appurtenances and restoration Project Name: Balboa Island Water Main Replacement Phase 1/5767 Contract Award: $3,201,375.00 Self Performed: 84% - - Description: 600' 12" PVC, 50' 10" PVC, 2,000' 8" PVC, 300' 6" Project Awarded: 7-28-16 Completed: 5-27-17 PVC, 50' 4" PVC water line and appurtenances with restoration Contract Award: $1,563,400.00 Self Performed: 89"ln Project Awarded: 12-1-17 Completed: 4-18-18 N PROJECTAPPROACH A 24 hour Emergency Contact List with home and cell phone numbers of key personnel will be provided to the City upon award of contract. Upon notification T.E. Roberts, Inc. will immediately respond within one hour to assess the scope of work. A crew will mobilize within four to eight hours with appropriate personnel, equipment and materials to begin repair work. Our extensive fleet of equipment and personnel allow us to mobilize quickly. As an experienced underground contractor we will perform and provide quality service, materials, and invoicing in a timely and professional manner. We will comply with Public Works Standards, CWA, OSHA, DIR and Local, State and Federal regulations. T. E. Roberts, Inc. is committed to providing quality pipeline services with on -time and on -budget project completions. Our high standards combined with the latest technology in pipeline construction allow us to deliver what our customers need when they need it. President, Tim Roberts, is personally involved with daily operations and is available by cell phone 24/7 to ensure customer satisfaction. As an experienced On -Call contractor we can provide all services detailed in your scope of services: Repair of roadway asphalt concrete and concrete, procurement and/or removal of materials, excavation, installation, backfill, compaction, grading, sidewalk and paving, curb and gutter, fencing, guardrail, barrier, catch basins, removing and/or replacing pipe and related appurtenances, conduits, and wiring. Underground, storm drain, and/or other infrastructure within public ROW Ancillary related work including traffic pavement markings, sign replacements and related support services The above work may encompass excavation, pavement cuts, minor grading, disposal and hauling of spoils and excess materials, backfill and compaction. 25G-82 E REFERENCES Owner: City of Santa Ana, 20 Civic Center Plaza, Santa Ana, CA 92701 POC: Rudy Rosas (714) 714 647-3379, rrosas@santa-ana.org Project Name: Emergency Sewer and Water Repair Services Description: On -Call water and sewer repairs with asphalt & concrete restoration Contract amount: $800,000.00 Project Awarded: 9/16/17 Completion: On -Going Owner: City of Ontario,1425 S. Bon View Avenue, Ontario, CA 91761 POC: Andy Marquez, 909 395-2683 amarouez cDontarioca.aov Bond Number: 107216044-Travelers Casualty Co A++XV Project Name: On -Call Water Services/5588 Description: On -Call Services for water distribution and sewage collection system repairs with asphalt and concrete restoration Contract amount: $1,200,000.00/yr since 2011 Project Awarded: 8/8/11 Completion: On -Going Owner: City of Newport Beach, 100 Civic Center Dr., Newport Beach, CA 92660 POC: Mike Sinacori (949) 644-3342, msinacorianewportbeachca.gov Project Name: On -Call Underground Utility Installation and Repair Description: Underground utility installation & repairs with asphalt & concrete restoration Contract amount: $500,000.00 since 2-17-2015 Project Awarded: 2-17-2015 Completion: On -Going Owner: Coachella Valley Water District, 75515 Hovley Lane E., Palm Desert, CA 92211 POC: Brian Korcok 760 398-2661 bkorcok@cvwd.org Bond Number: 107216045-Travelers Casualty Co A++XV Project Name: On Call Maintenance for the Irrigation Distribution System/5806 Description: On Call Maintenance for the Irrigation Distribution System Contract Award: $150,000 since 6-11-2018 Project Awarded:6-11-18 Completion: On -Going Owner: City of Beaumont, 550 E. Sixth Street, Beaumont, CA 92223 POC: Ted Luiten, Sr. Resident Engineer 626 393-1972 ted.luiten@stantec.com Bond Number: 107216044-Travelers Casualty Cc A++XV Project Name: Brine Disposal Pipeline, Reach 2/5830 Description: 10 miles 12" HDPE pipeline and appurtenances with restoration Contract Award: $13,817,102 Completed Amount: $13,559,467 Project Awarded: 10-3-18 Completed: 5-20-20 Self Performed: 85% Owner: City of Orange, 300 E. Chapman Avenue, Orange, CA 92866 POC: Jeannette Guereca, PM/PE, 714 288-2475, jguereca@cityofroange.org Bond Number: 107151251-Travelers Casualty Cc A++XV Project Name: 2018-19 Annual Pipeline Renewal Project/5929 Description: 6,400' 8" PVC pipe, 1,450' 12" PVC pipe, appurtenances & restoration Contract Award: $2,210,985 Completed Amount: $1,995,497 Project Awarded: 11-3-19 Completed: 7-30-20 Self Performed: 91 % Owner: City of Newport Beach, 100 Civic Center Drive, Newport Beach, CA 92660 POC: Alfred Castanon Associate Civil Engineer 949 644-3314, acastanon@newportbeachca.gov Bond Number: 106920564-Travelers Casualty Cc A++XV Project Name: Balboa Island Water Main Replacement Phase 2/5838 Description: 3,100'12" PVC, 100'8" PVC, 850'6" PVC, 30'4" PVC water line and appurtenances with dewatering and restoration Contract Award: $2,222,300.00 Completed Amount $1,951,131.06 Self -Performed: 96% Project Awarded: 11-27-18 Completed: 5-24-19 25G-83 0 CULBERTSON INSURANCE SERVICES, INC. 5500 E. SANTA ANA CANYON ROAD, SUITE 201 ANAHEIM, CA 92807-3103 PHONE 714/921-0530 FAX 714/921-2096 EMAIL: bonds@culbertsonbonding.com October 20. 2020 City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 RE: T.E. Roberts, Inc. Prequalification for Bidder's List To Whom It May Concern: We are the bonding agent for T.E. Roberts, Inc. Their bonds are currently written through Travelers Casualty and Surety Company of America and have been since 2013. Travelers is currently listed with the Federal Register/The Department of the Treasury's Listing of Approved Sureties and maintains a Best Guide rating of "A++ XV", and is licensed to do business in all fifty states. The surety has currently extended a fifteen -million -dollar single line of credit and a thirty -million -dollar aggregate line of credit for this account, with a current bonding capacity of ten million. At the request of T.E. Roberts, Inc., Travelers will give favorable consideration to providing the required performance and payment bonds, should they be awarded the above project. T.E. Roberts, Inc. has had no claims made on any of their Surety Bonds. The bond rate is as follows based on rate per $1,000 of contract amount: First... $100,000 $10.600 Next... $400,000 $10.600 Next... $2,000,000 $7.400 Next... $2,500,000 $7.050 Next... $2,500,000 $5.950 Over... $7,500,000 $5.950 Please note that the decision to issue performance and payment bonds is a matter between T.E. Roberts, Inc. and Travelers Casualty and Surety Company of America, and will be subject to standard underwriting at the time of the final bond request, which will include but not be limited to the acceptability of the contract documents, bond forms and financing. We assume no liability to third parties or to you if for any reason bonds are not executed. Very truly you s, Charles L. Flake President Culbertson Insurance Services, Inc. CONTRAC2R%G 841ALISTS Roberts INCORPORATED GENERAL ENGINEERING CONTRACTOR BIDDERS STATEMENT OF FINANCIAL RESPONSIBILITY T.E. Roberts, Inc., was established in 1999 and is an experienced and knowledgeable professional in underground utility construction. We have substantial expertise and skill in constructing quality work for water agencies, local municipalities and private enterprises. Throughout the years we have accumulated equipment, resources, insurance policies, employees and business contacts to insure our continued success. We are financially capable and responsible to complete underground utility projects. T.E. Roberts, Inc. has never filed a petition in bankruptcy. REFERENCES: Bank: Sunwest Bank, 18302 Irvine Blvd, Suite 100, Tustin CA 92780 Contact: Ben Frank (714) 730-4460 Accountant: Friedman and Associates, 4040 Barranca Parkway, Suite 280 Irvine, CA 92604 Contact: Brett Friedman (714) 850-1001 Bonds: Culbertson Insurance Services, 5500 E. Santa Ana Canyon Road, Anaheim, CA 92807 Contact: Chuck Flake (714) 921-0530 Insurance: HUB International Insurance Services, 4695 MacArthur Court, Suite 600 Newport Beach, CA 92660 Contact: Andrew Littlefair (949) 623-1048 Upon request and within seven days T.E. Roberts, Inc. can provide, a signed financial statement, financial data or other information and references sufficiently comprehensive to permit an appraisal of its financial condition. 306 West Katella Avenue Suite B Orange, CA 92867 T. 714.669.0072 F. 714.200.0241 License #603008 25G'$5 www.terobertsinc.com Matt Yucelen Phone (626) 448-6183 Vice President - Engineering and Operations MYYuceien@sgvwater.com San Gabriel Valley Water Company John Robinson Civil Engineer John Robinson Consulting Thomas O'Neill General Manager Chino Basin Desaiter Authority Tom Epperson Project Manager, Principal Engineer Tetra Tech Michael Sinacori Assistant City Engineer City of Newport Beach Andy Marquez Utilities Operations Asst. Manager City of Ontario Jason Roehrborn Civil Engineering Assistant City of Glendora Phone: (626) 375-9389 JRobinson@johnrobinsonconsulting.com Phone: (909) 218-3729 TONeiil@chinodesaiter.org Phone: (949) 809-5156 Tom.Epperson@tertratceh.com Phone: (949) 644-3342 MSinacori@newportbeachca.gov Phone: (909) 395-2683 AMarquez@ontarioca.gov Phone: (626) 914-8253 JRoehrborn@ci.glendora.ca.us Van Jew Phone: (909) 624-0035 Manager of Engineering, Operations and Maintenance Monte Vista Water District VJew@mvwd.org Steve Brown Phone: (714) 528-1463 Water Distribution Superintendent extension 101 Golden State Water Company SCB@gswater.co Malcolm Cortez Phone: (949) 453-5692 Engineering Manager Cortez@irwd.com Irvine Ranch Water District Bill Moorhead Phone: 714 765-4165 Project Manager BMoorhead@anaheim.net City of Anaheim Sherry Shaw Phone: (909) 595-1268 Engineering Manager SShaw@wvwd.com Walnut Valley Water District Rick Shintaku Phone: (949) 499-4555 Chief Engineer extension 3156 South Coast Water District RShintaku@scwd.org 25G-86 07 Roberts INCORPORATED Completed Construction Projects include: Owner: Rainbow Municipal Water District, 3707 Old Highway 395, Fallbrook, CA 92028 POC: Malik Tamimi 760 728-1178 mtamimi@rainbowmwd.com Project Name: Olive Hill Estates Transmission Line Replacement Line Reconnection/5957 Description: 2,550' 14" DIP water main and fittings with appurtenances and restoration Contract Award: $1,128,075 Completed Amount: $1,128,075 Project Awarded: 4-28-2020 Completed: 9-15-2020 Self Performed: 94% Owner: City of Beaumont, 550 E. Sixth Street, Beaumont, CA 92223 POC: Ted Luiten, Sr. Resident Engineer 626 393-1972 ted.luiten@stantec.com Project Name: Brine Disposal Pipeline, Reach 2/5830 Description: 10 miles 12" HDPE pipeline and appurtenances Contract Award: $13,817,102 Completed Amount: $13,559,467 Project Awarded: 10-3-18 Completed: 5-20-20 Self Performed: 85% Owner: City of Orange, 300 E. Chapman Avenue, Orange, CA 92866 POC: Jeannette Guereca, PM/PE, 714 288-2475,jguereca@cityofroange.org Project Name: 2018-19 Annual Pipeline Renewal Project/5929 Description: 6,400' 8" PVC pipe, 1,450' 12" PVC pipe, appurtenance and restoration Contract Award: $2,210,985 Completed Amount: $1,995,497 Project Awarded: 11-3-19 Completed: 7-30-20 Self Performed: 91% Owner: City of Riverside, 3750 University Avenue, Riverside, CA 92501 POC: Morgan Newlin, Chief Construction Inspector, 951 237-1342 MNewlin@riversideca.gov Project Name: Mission Inn Rezoning Pipeline Project/5905 Description: 2,530' 12" DIP, 2570' 8" DIP pipeline and appurtenances with restoration Contract Award: $2,506,620 Completed Amount: $2,102,492 Project Awarded: 9-23-19 Completed: 7-14-20 Self Performed: 89% Owner: Coachella Valley Water District, 75515 Hovley Lane East, Palm Desert, CA 92211 POC: Jignesh Ladhawala 760 398-2661 jladhawala@cvwd.org Project Name: Avenida Juarez Sewer Pipeline Rehabilitation/5954 Description: Removed and replaced 8" sewer piping Contract Award: $249,485 Completed Amount: $237,363 Project Awarded: 4-14-2020 Completed: 6-5-2020 Self Performed: 98% Owner: City of Orange, 300 E. Chapman Avenue, Orange, CA 92866 POC: Martin Varona 714 744-5525 mvarona@cityoforange.org Project Name: Kennymead Storm Drain Improvements/5956 Description: 36" RCP with 72" riser and reinforced concrete junction Contract Award: $70,490 Completed Amount: $68,391 Project Awarded: 3-10-2020 Completed: 7-3-2020 Self Performed: 85% 25G-87 Owner: Inland Empire Utilities Agency, 6075 Kimball Avenue, Chino, CA 91708 POC/Engineer: Jamal Zughbi 909 993-1698 Project Name: RP 5 Recycled Water Pipeline Bottleneck/5819 Description: Pressure Regulating Retrofit Contract Award: $2,023,600 Completed Amount: $2,136,545 Project Awarded: 9-20-18 Completed: 3-11-2020 Self Performed: 87% Owner: Laguna Beach County Water District, 306 Third Street, Laguna Beach, CA 92651 POC: David Youngblood, PE/Operations Mgr., 949 494-1041, dyoungblood@Ibcwd.org Project Name: Fire Hydrant Replacement Project, WO 8220/5930 Description: Removed and replaced 9-6" fire hydrants with restoration Contract Award: $318,600 Completed Amount: $328,345 Project Awarded: 12-4-19 Completed: 4-22-2020 Self Performed: 99.5% Owner: Irvine Ranch Water District. 15600 Sand Canyon Avenue, Irvine, CA 92619 POC: Christian Kessler, PM, 949 453-5441, kessler@irwd.com Project Name: Bonita Canyon Recycled Water Zone D-B Pressure Reducing Station Supply Pipeline Replacement PR 10999/5920 Description: Removed and replaced 12"CML/C pipeline, install appurtenances & restore Contract Award: $186,400 Completed Amount: $205,270 Project Awarded: 10-29-19 Completed: 4-8-20 Self Performed: 97% Owner: City of Chino Hills, 14000 City Center Drive, Chino Hills, CA 91709 POC: Fe Rama, Senior Engineer 909 364-2776 frama@chinohills.org Project Name: Saddle Replacement Phase 2/5896 Description: Removed and replaced service saddle and corp stop with restoration Contract Award: $712,815 Completed Amount: $711,072 Project Awarded: 9-27-19 Completed: 3-24-20 Self Performed: 63% Owner: City of Newport Beach, 100 Civic Center Drive, Newport Beach, CA 92660 POC: Alfred Castanon, Associate Civil Engineer 949 644-3314, acastanon@newportbeachca.gov Project Name: Water Transmission Main Valve Replacement/5875 Description: Removed and replaced Water Main Valve Contract Award: $749,933 Completed Amount: $822,899 Project Awarded: 5-30-19 Completed: 1-31-20 Self Performed: 91% Owner: Coachella Valley Water District, 75515 Hovley Lane East, Palm Desert, CA 92211 POC: Brian Korcok 760 398-2661 bkorcok@cvwd.org Project Name: La Quinta Irrigation Distribution Improvements/5803 Description: 7,976' 24" PVC, 3,702' 18" PVC, 4,892' 12" PVC with appurtenances and restoration Contract Award: $5,976,810.00 Completed Amount: $5,643,380.00 Project Awarded: 6-7-17 Completed: 8-7-19 Self Performed: 94% Owner: Irvine Ranch Water District, 15600 Sand Canyon Avenue, Irvine, CA 92619 POC: Toni Lynch 949 340-6642 lynch@irwd.com Project Name: Orange County Great Park Reach A Sewer Improvements/5822 Description: 1,435'-18" sewer pipe in 36" casing with jack and bore across 15 Freeway and upsize existing 949'-12" sewer pipe to 18" with restoration Contract Award: $1,251,110.00 Self Performed: 55% Project Awarded:9-11-18 Completed: 8-15-19 25G-88 Owner: West Basin Municipal Water District, 17140 S. Avalon Blvd, #210 Carson, CA 90746 POC: Veronica Govea 310 660-6269 veronicag@westbasin.org Project Name: Dominguez Technology Center Retrofit/5831 Description: Recycled Water Retrofit Contract Award: $1,043,145.00 Completed Amount: $842,684.00 Project Awarded: 10-11 -18 Completed: 7-5-19 Owner: City of Anaheim, 200 South Anaheim Blvd., Anaheim, CA 92805 POC/Engineer: Stewart Noble 714 765-4591 SNoble@anaheim.net Project Name: Katella Avenue Water Main Replacement/5724 Description: 2,916' 12"-16" CML/C and 3,500' 12"-16" DIP pipeline and appurtenances with restoration Contract Award: $6,149,187 Completed Amount: $7,815,160.00 Project Awarded: 6-7-17 Completed: 6-10-19 Owner: City of Norco, 2870 Clark Avenue, Norco, CA 92860 POC/Engineer: Sam Nelson 951 270-5677 snelson@ci.norco.ca.us Project Name: Vine Street Water Main Replacement/5818 Description: 3,310' 12" DIP and 900' 8" DIP pipeline and appurtenances with restoration Contract Award: $1,183,940 Completed Amount: $1,061,376.28 Project Awarded: 6-26-18 Completed: 4-18-19 Owner: City of Newport Beach, 100 Civic Center Drive, Newport Beach, CA 92660 POC: Alfred Castanon Associate Civil Engineer 949 644-3314, acastanon@newportbeachca.gov Project Name: Balboa Island Water Main Replacement Phase 2/5838 Description: 3,100'12" PVC, 100'8" PVC, 850'6" PVC, 30'4" PVC water line and appurtenances with dewatering and restoration Contract Award: $2,222,300.00 Completed Amount $1,951,131.06 Self -Performed: 96% Project Awarded: 11 -27-18 Completed: 5-24-19 Owner: San Gabriel Valley Water Company, 11142 Garvey Avenue, El Monte, CA 91732 POC/Engineer: POC/Engineer: Matt Yucelen (626) 448-6183 myyucelen@sgvwater.com Project Name: 5942F Locust, Rialto/5807 Description: 5,100' 24" pipeline with restoration Contract Award: $577,250.00 Self Performed: 99% Project Awarded: 5-30-18 Completed: 2-12-19 Owner: City of Anaheim, 200 South Anaheim Blvd., Anaheim, CA 92805 POC/Engineer: Kim Tran 714 765-4964 KTran@anaheim.net Project Name: North Street Water Main Replacement/5814 Description: 235' 12" DIP pipeline and appurtenances with restoration Contract Award: $318,950 Self Performed: 87% Project Awarded:6-26-18 Completed: 1-11-19 Owner: Irvine Ranch Water District, 15600 Sand Canyon Avenue, Irvine, CA 92619 POC: Jeff Smyth 949 453-5751 Smyth@irwd.com Project Name: Seawatch Recycled Water Main/5794 Description: 4,600' 10" PVC Recycled Water Main and Appurtenances with Restoration Contract Award: $1,071,940.00 19 Self Performed: 76% Project Awarded: 3-13-18 Completed: 12-17-18 25G-89 w Appendix ATTACHMENT CERTIFICATIONS • Contractor's Licensing and Registration Statement • Prevailing Wage Compliance and Monitoring Statement • Ownership Affidavit • List of Sub -contractors (If included) • References • Non -Collusion Affidavit • Non -Lobbying Certification • Non -Discrimination Certification • Statement Regarding Apprenticeship Requirements • Statement Regarding "ANTI -KICKBACK" Requirements • Public Contract Code Section 10162 Questionnaire • Statement Regarding Community Workforce Agreement (CWA) Requirements City of Santa Ana RFP 20-106 25�TeUV k3 CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all his/her subcontractors are registered with the State of California Department of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: T E. Roberts, k n C Business Address: 3C6 W. Kq}ells Avenue, Untt �, Orancle, CA `12867 Business E-Mail Address: -f Y o b e Y t S@ to ro b e rt S. Co YYl Telephone: 1 1 LI - to b 9. 0 0 12 State Contractor's License No. and Class: b03o0$ - A-Gencrctl Engiheering.G34 Pincbne- License Expiration Date: 0 Ct o b e Y 3I , 2.o 2-2- State Dept. of Industrial Relations (DIR) Registration No.: _ 1 0 0 0 0 0 0 2 so State Dept. of Industrial Relations (DIR) Registration E " do ate: n e 3D , 20 219 Signed: Timothy Roberrs Title: preSidr-ot City of Santa Ana RFP 20-106 25Ge913 1l:�0 '. •i' Lt':ri '�iP -: a:l3 f::.;.0 �_�_ � r11 T.E. R08, INC. A special meeting of the shareholders was held on May i0, 2011, at 5:00 P.M., at Santa Ana, California, pursuant to a request by Rimberlee J. Roberts and Timothy E. Roberts for the purpose of designating Timothy E. Roberts, President, the authorization to execute and sign Contracts on behalf of T.R. Roberts, Inc. Timothy E. Roberts acted as chairperson, and Kimberlee J. Roberts acted as secretary. The call of the list of shareholders and inspection of Proxies showed that there were represented at the meeting, in person or by proxy, holders of 50,000 shares, constituting a quorum. On motion made and carried by the affixmativp vote of 10,000 shares represented at the meting, the following resolutions were adopted: The Ming was adjourned on motion duly made and carried. Dated s '� 1 �} ry �A 4�tlee J. s, Secretary 25G-92 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. Name of Firm Signature of CONTRACTOR Title (if an The undersigned certifies that the foregoing is true and confect so state) City of Santa Ana RFP 20-106 25G29134 OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CITY OF SANTA ANA ) Timothy ►Zo b e r t s being duly swom, deposes and says: ❑INDIVIDUAL That he/she is the party 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. M CORPORATION That he is of: T.E. Roberts, Inc 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 collusion to secure any advanta a against the City of Santa Ana or any person interested in the proposed contract, for self or any er �ese Signature of CONTRACTORTimctby Subscribed and sworn to before me this �� day of QMVWY 20� UAw, , " LrL6Q ��l Signature of officer Administering Oath (Notary Public) S-e-e aO-A'ched City of Santa Ana RFP 20-106 25%7 � \-I CALIFORNIA JURAT 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 r%VL Subscribed and sworn to (or affirmed) before me on this _JJ* day ofJJCiV 20�, bye-IfV1(�"JVt�/ KV✓J��d� proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. KIM "!EN �+ COMM. #2228431 Zx o °_, Notary Public California o Orange County z �r M Comm. Ex ties Feb. 7, 2022 Signature (Seal) Optional Information Although the information in this section is not required by law, it could prevent fraudulent removal and reattachment of this jurat to an unauthorized document and may prove useful to persons relying on the attached document. Description of Attached Document This certificate is attached to a document titled/for the purpose of DWne(/sk,P containing pages, and dated I V Method of Affiant7basis tion Proved to me on tsatisfactory evidence: Q form(s) of identification Q credible witness(es) otarial event is detailed in notary journal on: Page# Entry if No ry contact: Other ❑ Affian ) umbprint(s) ❑ Describe: 0 Copyright 2007-2017 Notary Rotary, PO Box 41400, Des Moines, IA 50311-0507. All Righ2 t5G _9&—ber 101884. Please contact your Authorized Reseller to purchase copies of this form. LIST OF SUB -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the proposal/bid for all subcontract work exceeding the following amount: o Streets, highways including bridge projects: ''/z% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: %z% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). CONTRACTOR proposes to subcontract certain portions of the work to the firms listed below: Name SwvcAures Wimi+ed License #/Exp. 5,30110 / 12-31--7.02y DIR Reg. #/Exp. Moo(D300 0-3o-2oz1 Location Ar u e- r Gk Phone q51 �48 b30 Type Of Work Cc)y)crete15tvucture wow Amount $ X12 150, , Name License #/Exp. DIR Reg.#/Exp. License # Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ Signature of CONTRACTOR Timo y Roberts Name Apra FtYLC License #/Exp. 122 a S14 Z � 2B 2 0 22 DIR Reg. #/Exp. _100o001gq-6, 1a-30-7-022- Location Wl Mirrioaks Wk. In VOey, M Phone 323 8'1 S- taK2 Type Of Work V�t,ncP I (.rv"rat 1 Amount $ 1ald 1 SD . Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg.#/Exp. License # Location Phone Type Of Work Amount $ City of Santa Ana RFP 20-106 250=901"Y6 I � sure -IN bvM0J parent'• Addendum Page 5 of 6 The following are the names, addresses, and telephone numbers for THREE public agencies for which the CONTRACTOR has performed similar work within the past three years. 61 6A Name and Ttphone Number of person familiar with �pro ect. g emty e✓tc/ sewW9.11 a4cr PRpn.ir3 mo ou). wn +�/Oklr,r S+.r han '1-01-1— prC5-Cri'J'" Contract Amount Type of Work Date Completed 2. NQvypplr{ Prarl Inn /lvl� rug}� nr.� �It� Orr B.Ach GH Name and Address of owner. Mi1(e 8If16tGOr1 94q Viq-33q2 Name and Telephone Number of person fMaIpiliar with pro ect. -4$ty. 0O.— WA"ni&VgC.12(1 Co✓t�r-e rrs+o a•ilkftohml2ttgar MIX-nre—r-0f Contract Amount A�ri� Type of Work Da et Completed 3• I) �0&a rl11 1 U �rGA,rin S. Bon Vte�nue bn--, CANa a and Address of owner. M_nya 11eZ M 3g5-21.93 Name and Telephone Number of person familiar with project. QA-Call %YvIC¢S •f,, W0rr-btstvt6u•her1 d Z�y 0Z% k,v- \0O k Iva4I r•mv.rek, ad re hnn 2 Ol l— P✓25LLr1� Contract Amount Type of Work Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. Travetem Casuatty and 9o9.61t•303 celso.anutI"(aTYavelers.cbm Culbertson InsuraMe Servtcts thud- P Cut berl"sOn Bondi n9.curvt 9t4 921. 0530 6500 9. Santa Mna CAnvon Vt a.l C 2ot . A.tnaheim CA cl,-SM'I ttU6 IOternatrorlal °I49•1023• loyl Wmberiy.shtPpeyra hubtnternatlonal.co� tMUMMC Co-. 4695 MacArthur Court, Nevaport BeaGh,CA 92-1o60 City of Santa Ana RFP 20-106 25KYe97 2b Addendum No. 2 Page 6 of 6 REFERENCES. (CONTINUED) The following are the names, addresses, and telephone numbers for THREE public agencies for which the SUBCONTRACTOR has performed similar work in the past five years. _L'h i5S0 � Namandp� yAmnt . b St. Pieaunnov t G/k Name and Telephone Number of person familiar with project. 11�1q,50u- hllil an inglagvd 2vauttS 5 1I-202?) Contract Amount Type of Work Date Completed 2. (_t+y n F IAlhltf=4 1323a Py.vtn Sfi•.' W In �I l c vi GA Name and Address of owner. Tim Q %\J A-rd - TA 141 xrd In 6 BSI 3 6 t�' S-I 1� Name and Telephone Number of person familiar with project. b t53,b1(o III Ins SF g"Cpn(xe+'e- nA IL 10 (4 7-3-2-011 Contract Amount Type of Work Date Completed 3• %tky ok An&htouv-. 'l, n S Anah-eiw f luT nA M� Name and Address of owner. `oli _(ray-F[.n 1H t4s-Karr) Name and Telephone Number of person familiar with project. s �i2Q wakrrun�ker vkol�- rehab�lttabov) 3 22-ZC12LL Contract Amount Type of Work Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. frrvtltrs Casuckl" and Sort" CotnpA" one TDWtV siloA,r�e, **-rt-ford, C--C 51 ehj- Anq b12-3('s-3 (itso• GgKULIA-'(-A t-c&VCICES. C�rrl CVIbL✓tSDn Insvva-rice e-1vtc-es s-soo e, 5M+7L Ana 6yn Rd..j"Afn,.6 $�r�lnQ �Jeni -11K a21t53D (,"Q LUlber+SQnbnncln�.coe rn B In+-ernatienal Htoas nno-c Ar•rkL/V- Gt, nlBvJpnrr (itch, �fF laxUrGldlG-P co, gLlA IA?3-tt7Nt K r,bCrly•sK,r AKvbintGrevoitonal.coyy City of Santa Ana RFP 20-106 25d"W' 21 Alcorn F-i�-ncf Commay REFERENCES. (CONTINUED) Addendum No. 2 Page 6 of 6 The following are the names, addresses, and telephone numbers for THREE public agencies for which the SUBCONTRACTOR has performed similar work in the past five years. 1. C -I F Qrkvq e 3 g GasF Name and Address of Owner. 2. Name and Telephone Number of person familiar with project. t'b I xn'yrowdt d lyl�li l (rudrAra'l Jyly Contract Amount Type of Work Date Completed owner. Name and Telephone Number of person familiar with project. 4 IS, 12 O . - QYOVIAC j �aiAll Z$D' %'A ?V/ knr! July 20 l q Contract Amount Type of Work Date Completed of owner. 'frrlG t`i%l r-ls%£.✓1 Sr Name and Telephone Nun �i22(0, 2 to Contract Amount VN ? of person familiar with project. i'rovide 4, Instal I qti I2 (ru�fs �- �✓v{ �.pfi - 2 D2l7 Type of Work Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. N / Pk — 0,lre0, pr0vt0(-eA City of Santa Ana RFP 20-106 2 5 AgeA§28 22 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 CONTRACTOR declares that the this Proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Proposal is genuine and not collusive or sham; that the CONTRACTOR has not directly or indirectly induced or solicited any other CONTRACTOR to put in a false or sham Proposal, and has not directly or indirectly colluded, conspired, connived, or agreed with any CONTRACTOR or anyone else to put in a sham Proposal, or that anyone shall refrain from submitting a Proposal; that the CONTRACTOR has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Fee Proposal costs of the CONTRACTOR or any other CONTRACTOR, or to fix any overhead, profit, or cost element of the Fee Proposal, or of that of any other CONTRACTOR, 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 Proposal are true; and, further, that the CONTRACTOR has not, directly or indirectly, submitted his or her Proposal 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, Proposal depository, or to any member or agent thereof to effectuate a collusive or sham Proposal. Note: The above Non -collusion Affidavit is part of the Proposal. CONTRACTORS are cautiorrihat mak' g a fals certification may subject the certifier to criminal prosecution. Signed �_A U \_ �) (1 J ` Timothy F-oIerts,FrCsidcnt -'t.E.Kober ts,lnc. State of California County of bYa— n` �— Subscribed and s om tq _ (or affirmed) before me on this 1114hday of LCfal,2 by —� proved tome on the basis of satisfactory evidence to be the person(s) who appeared befor me hvv�, ��4 I uAAA, Notary Public Signature Notary Public Seal See aq oW z3 CALIFORNIA JURAT 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 Or -A 9t,'- ) Subscribed and sworn to (or affirmed) before me on this I aVtl day of 20 /� , by I1 fi'1nih,,1 kilo ,V t proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. KIM E. NEWETT COMM. #2228431 z � �-�� Nolary Public -California p z� Orange County M Comm. Ex fires Feb. 7, 2022 (Seal) Signature JZJ�4 - � Optional Information Although the information in this section is not required bylaw, it could prevent fraudulent removal and reattachment of thisjurat to an unauthorized document and may prove useful to persons relying on the attached document. Description of Attached Document This certificate is attached to a document titled/for the purpose of containing pages, and dated Method of Affiant Identification Proved to me on the basis of satisfactory evidence: O form(s) of identification O credible witness(es) Notarial event is detailed in notaryjournal on: Page # Entry # Notary contact: Other ❑ Affiant(s) rhumbprint(s) ❑ Describe: 0 Copyright 2002-2017 Notary Rotary, PO Box 41400, Des Moines, IA 50311-0502, AI: 3"75G _ 111 1mher 101884. Please contact your Authorized Reseller to purchase copies of this form. NON -LOBBYING CERTIFICATION The prospective participant certifies, by signing and submitting this 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 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. 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 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 subr ' ients shall c7tfFiandisclose accordingly. Signed: Timothy Rabert5 Title: rff51dent Finn: T. 2, Kobe, its Inc. Date: I 0-1 a -1-020 NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: 1. 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 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. 21& 7. 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, ex e t as provided in Section 1420, and any contractor of public works violating is Se is su ' ct to 1 the penalties imposed for a violation of the Chapter. Signed: TiM.Thy Robs s Title: CVCSident Finn: T.L. goberts Inc. Date: q,20" City of Santa Ana RFP 20-106 25%f.I-jl vo104 '2�-I STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned CONTRACTOR 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 pay a like amount to the C renti ship C ncil. Signed: j Tl Mothy obelts Title: PfZSideYlt Firm: T.E. Kobe rts1lnc. Date: I o - % /7X1,0 m STATEMENT REGARDING "ANTI -KICKBACK" REOUIREMENTS 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 inducing, by any means, any person employed in the construction or repair of p is to give up an of the compensation to which he/she is otherwise entitled. Signed: Trmothy Ra uts Title: Pre S ci en t Firm: T. 906ertS,�nc. Date: 10-IN 110,210 2I PUBLIC CONTRACT CODE SECTION 10162 QUESTIONNAIRE In conformance with Public Contract Code Section 10162, the CONTRACTOR shall complete, under penalty of perjury, the following questionnaire: Has the CONTRACTOR, any officer of the CONTRACTOR's organization, or any employee of the CONTRACTOR's Company who has a proprietary interest in the CONTRACTOR, ever been disqualified, removed, or otherwise prevented from proposing/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. N/A 107 30 STATEMENT REGARDING COMMUNITY WORKFORCE AGREEMENT (CWA) REQUIREMENTS This is to certify that the undersigned CONTRACTOR, and subcontractors, have read and understood the CWA entered into by and between the City of Santa Ana, the Los Angeles/Orange Counties Building and Construction Trades Council, and the signatory Craft Councils and Local Unions, effective as of September 1, 2017. The CWA is available at: http://www.santa-ana.org/t)waldocuments/CWA.L)d The undersigned CONTRACTOR hereby agrees to comply with all terms and conditions of the CWA, and is capable of completing construction of the project continuously, and without interruptions or delays. If awarded any work covered by the CWA, CONTRACTOR will also be required to sign the Letter of Assent that appears as Attachment A to the CWA. Public Works Construction Permit: The Contractor may be required to obtain a Public Works Construction Permit if the CWA thresholds for a Task Order are met or exceeded as described in this RFP's Section III.E "Licenses & Permits." The undersigned has reviewed and understands that a Public Works Construction Permit for CWA administration fees and deposit that may be required as described in this RFP's Section III.E "Licenses & Permits." Signed: Q�� nm%th,t Roberts Title: president Firm: T. C,._Kober+s, 1nc. Date: I0- q-Zfl2h XJ 31 MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villegas COUNCILMEMBERS Phil Bacerta Nelida Mendoza David Peneloza Vicente Sarmiento Jose Solorio CITY OF SANTA ANA 20 Civic Center Plaza • P.O. Box 1988 M-22 Santa Ana, California 92702 www.santa-ana.om October 12, 2020 ADDENDUM TWO CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez SUBJECT: RFP NO. 20-106: ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES The following changes/clarifications have been made to the above Request for Proposal: 1. The new Bid Closing Date is: Tuesday, October 20, at 11:00 am (both electronic and hard copy); 2. The new deadline for questions and clarifications is: Thursday. October 16, 2020. 3. Six Pages of the RFP have been replaced: The Cover Page, Notice Inviting Proposals, Page 14 and Page A1-3, Al-27 and Al-28, see attached. 4. Clarifications: a. There is NO BID BOND REQUIRED FOR THIS SUBMITTAL --see updated RFP No. 20-106 (including replaced pages). b. This project is unique as an RFP for On -call Construction/Repair Services for the City on an As -needed, On -call and Emergency basis. c. The Separate FEE PROPOSAL information is mainly for comparison/evaluation purposes along with the schedule of rates per firm as required in the RFP. d. For work required, companies will be asked for a specific quote from each of the qualified firms with agreements per category. Following a comparison of each on -call or emergency service repair quote received, the City will issue a Notice to Proceed on a Task Order basis, as required. All other terms and conditions of the RFP remain unchanged. Any additional Monica M. Suter Senior Civil Engineer Attachment: Addendum No. 2 SANTA ANA CITY COUNCIL 32 Miguel A. PAW Juan Villages Vicente sarniento David Penalnaa Jose solodo Phil Bacerta Nelide Mendou Mayor Mayor one Tern, Word 5 Were Ward Ward4 Wand mpulldo0santa-ena ora i 11marAmma-ana oraysanlientaoMsanta-ana.oro W[ isolono®santa-ana or pEacerra®sanla-ana oro nmendoa®santaana and MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villegas COUNCILMEMBERS Phil Bacerra Nelida Mendoza David Peneloza Vicente Sanniento Jose Solorio CITY OF SANTA ANA 20 Civic Center Plaza . P.O. Box 1988 M-22 Santa Ana, California 92702 w .santa-ana.oro October 6, 2020 ADDENDUM ONE CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez SUBJECT: RFP NO. 20-106: ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES The following changes/clarifications have been made to the above Request for Proposal: 1. QUESTIONS/ANSWERS QUESTION #1: This question is in regards to license requirements. PlanetBids description states... "Class (A, C- 8 or C34)." RFP page 2 of 55 states in bold "Class (A or C34 & C-10). Which would be the correct requirement? ANSWER: Class (A, C-8 or C34). See attached Addendum #1 where Page 2 of the RFP is replaced with the attached with the only update to clarify the licenses required. All other terms and conditions of the RFP remain unchanged. If you have any further questions, please post on Planetbids. Monica M. Suter Senior Civil Engineer Attachment: Addendum No. 1 SANTA ANA CITY COUNCIL Miguel A. Pulido Juan Villegas Vicente Sarmiento DaVd Penaloza Jose Solono Phil Badena Nelide Mendoza Mayor Mayor Pro Tem. Ward 5 Wan)1 n W. 2 Ward3 WarJ4 WaN6 mpulidoQwta-ana. oM-NIIBaasdsaMa-ana oro ysanlllento0aanta-ana ora` nt $o orlo�5amd-ana.ola Dpacenag%l anl8-ana.ora nmamdozar®santa-ana Ara 33 BEWARE FEE PROPOSAL FOLLOWS Only one attachment available on Planet Bids, can not attached a separate file as instructed. 25G-111 QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 CY 220 — 12.1 1 000,E 2 AC Pavement 130 TN 3,to , 44 200.' 3 Furnish and Install #6 Pullbox 4 EA I l D • -1 $D" 4 Adjust Manhole to Finished Grade 5 EA 1 L 15__ 5 PCC Curb and Gutter (Type A-2-8 100 LF 6 Signing and Striping 1 LS I S-70.' 9D.� 7 Traffic Control Work ] LS 5 D00,' 0 Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 Cy 22D - 121 000,' 2 PCC Sidewalk T=4" 2,500 SF 3 PCC Curb Ramp 3,000 SF 2 j{ - 8 -70 DO.- 4 PCC Curb and Gutter (Type A-2-8 100 LF 5 S D. 5 Furnish and Install #6 Pullbox 4 EA I -1-1 D 6 Adjust Manhole to Finished Grade 5 EA 1 2 SO' (,2 S'0 ' 7 Catch Basin (Type `B," W=10' 1 EA 2 I D� 12 t$ U.- 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF '-1 ot0 r 3 S 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF b p 10 Guard Rail Replacement Termination Caltrans 1 EA -I 11 Remove and Replace Chain Link R/W Fence 50 LF k,2� f) 12 F Concrete Barrier Type 836 Caltrans 50 LF 13 Traffic Control Work I LS S DOO S' 00 C.- City of Santa Ana RFP 20-106 25d-1 Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy 22D if -I, Ow, 2 AC Pavement 130 TN 34 D 3 Remove and Replace 18" Corrugated Metal Pipe CMP 75 LF 31 275 4 1 Remove and Replace 18" Reinforced Concrete Pie(RCP 75 3 1Z 6. 2191zs 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF It Tq. b6 ar5 6 Catch Basin gype `B," W=10' 1 EA l2 Oco - 12 Door 7 Traffic Control Work 1 LS s 0 0o �, s, 0 op. SURETY BOND For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however. Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and'a City of Santa Ana Business License. City of Santa Ana RFP 20-106 25da!l I I HOURLY RATE SCHEDULES T.E. Roberts, Inc. and Structures Unlimited «P Ro� berts INCORPORATED 10/19/2020 City of Santa Ana On -Call Emergency Asphalt Concrete, Concrete and Storm Drain Repair Services President -Timothy Roberts Project Managers -Justin Roberts, Gilbert Hartwell Superintendents- Dave Pope, Dave Klein, Bob Hartwell, Francisco Romero, Javier Magana, Tom Zimprich Hourly Straight Time Hourly LABOR Rates EQUIPMENT Rates Project Manager $135.25 Large Excavator $121.00 Superintendent -Op Eng Gr 8 $132.00 Medium Excavator $110.00 Foreman -Operating Engineer Gr 8 $127.12 Small Excavator $99.00 Foreman -Laborer Group 5 $108.92 Back Hoe $46.20 Operator- Operating Engineer Gr 8 $122.25 Air Compressor w/JH $22.00 Laborer- Laborer Group 1 $100.80 Dump Truck/Super 10 $49.50 Pipe layer- Laborer Group 4 $105.11 Pickup Truck or Van $27.50 Welder- Laborer Group 5 $105.67 Crew Truck $33.00 Teamster- Teamster Group 3 $97.35 Flatbed Truck $27.50 Bed Trailer $49.50 Materials cost plus 15% Truck and Pup $82.50 Bonds -if required 1.5% of total Water Truck $38.50 SUBCONTRACTORS Cost plus 10%for Sweeper $79.20 Structures Unlimited -concrete structures first $5,000, then Wheel Loader $60.50 Skip Loader $44.00 Skid Steer/Bobcat $44.00 Asphalt Zipper $88.00 Arrowboard $16.50 25G-114 EXHIBIT C QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 CY 220 — 12.1 1 000,E 2 AC Pavement 130 TN 3,to , 44 200.' 3 Furnish and Install #6 Pullbox 4 EA I l D • -1 $D" 4 Adjust Manhole to Finished Grade 5 EA 1 L 15__ 5 PCC Curb and Gutter (Type A-2-8 100 LF 6 Signing and Striping 1 LS I S-7D.- 7 Traffic Control Work ] LS 5 DDD,' 0 Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 Cy 22D - 121 000,' 2 PCC Sidewalk T=4" 2,500 SF 3 PCC Curb Ramp 3,000 SF 2 j{ - 8 -70 DO.- 4 PCC Curb and Gutter (Type A-2-8 100 LF 5 S D. 5 Furnish and Install #6 Pullbox 4 EA I -1-1 D ' 6 Adjust Manhole to Finished Grade 5 EA 1 2 SO' (,2 S'0 ' 7 Catch Basin (Type `B," W=10' 1 EA 2 I D� 12 t$ U.- 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF '-1 ot0 r 3 S 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF b p 10 Guard Rail Replacement Termination Caltrans 1 EA -I 11 Remove and Replace Chain Link R/W Fence 50 LF k,2� f) 12 F Concrete Barrier Type 836 Caltrans 50 LF 13 Traffic Control Work I LS S DOO S' 00 C.- City of Santa Ana RFP 20-106 25d-1 ild Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy 22D if -I, Ow, 2 AC Pavement 130 TN 34 D 3 Remove and Replace 18" Corrugated Metal Pipe CMP 75 LF 31 275 4 1 Remove and Replace 18" Reinforced Concrete Pie(RCP 75 3 1Z 6. 2191zs 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF It Tq. b6 ar5 6 Catch Basin gype `B," W=10' 1 EA l2 Oco - 12 Door 7 Traffic Control Work 1 LS s 0 0o �, s, 0 op. SURETY BOND For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however. Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and'a City of Santa Ana Business License. City of Santa Ana RFP 20-106 2 5 da!l 4 6 HOURLY RATE SCHEDULES T.E. Roberts, Inc. and Structures Unlimited «P Ro� berts INCORPORATED 10/19/2020 City of Santa Ana On -Call Emergency Asphalt Concrete, Concrete and Storm Drain Repair Services President -Timothy Roberts Project Managers -Justin Roberts, Gilbert Hartwell Superintendents- Dave Pope, Dave Klein, Bob Hartwell, Francisco Romero, Javier Magana, Tom Zimprich Hourly Straight Time Hourly LABOR Rates EQUIPMENT Rates Project Manager $135.25 Large Excavator $121.00 Superintendent -Op Eng Gr 8 $132.00 Medium Excavator $110.00 Foreman -Operating Engineer Gr 8 $127.12 Small Excavator $99.00 Foreman -Laborer Group 5 $108.92 Back Hoe $46.20 Operator- Operating Engineer Gr 8 $122.25 Air Compressor w/JH $22.00 Laborer- Laborer Group 1 $100.80 Dump Truck/Super 10 $49.50 Pipe layer- Laborer Group 4 $105.11 Pickup Truck or Van $27.50 Welder- Laborer Group 5 $105.67 Crew Truck $33.00 Teamster- Teamster Group 3 $97.35 Flatbed Truck $27.50 Bed Trailer $49.50 Materials cost plus 15% Truck and Pup $82.50 Bonds -if required 1.5% of total Water Truck $38.50 SUBCONTRACTORS Cost plus 10%for Sweeper $79.20 Structures Unlimited -concrete structures first $5,000, then Wheel Loader $60.50 Skip Loader $44.00 Skid Steer/Bobcat $44.00 Asphalt Zipper $88.00 Arrowboard $16.50 25G-117 EXHIBIT 3 AGREEMENT TO PROVIDE ON -CALL CONSTRUCTION REPAIR SERVICES THIS AGREEMENT is made and entered into this Ist day of December, 2020 by and between Paulus Engineering, 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. On September 22, 2020, the City issued Request for Proposal No. 20-106, by which it sought qualified contractors to provide on -call asphalt pavement, concrete pavement, and stormdrain repair services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those 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 20-106 and addenda thereto. 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 On an on -call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in RFP No. 20-106 and addenda thereto, which is attached as Exhibit A and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Contractor is one of four contractors selected to provide services on an on -call basis under RFP No. 20-106 and addenda thereto. The total compensation for any services provided by the contractors selected under RFP No. 20-106 shall not exceed the shared aggregate amount of $900,000 during the term of this agreement, including any extension periods. 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 Page 1 of 8 25G-118 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 terminate on November 30, 2023, 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 Page 2 of 8 25G-119 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. 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. 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 cancelled Page 3 of 8 25G-120 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. 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 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, 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 Contractor or its subcontractors, agents, employees, or other persons acting on their 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 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 the 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 25G-121 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 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 Page i of S 25G-122 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) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: Paulus Engineering, Inc. 2871 East Coronado Street Anaheim, CA 92806 Attn: Jason Paulus, President 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 patty, 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 Page 6 of 8 25G-123 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 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 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 8 25G-124 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. 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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney J hn M. Funk Assistant City Attorney FOR APPROVAL Nabil Saba, PE Executive Director Public Works Agency CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR Paulus Engineering, Inc. Na : Jason Paulus Title: President Pa,,e 8 of 8 25G-125 EXHIBIT A Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 The City of Santa Ana (City) desires to enter into an agreement with a qualified construction company for the repair of roadway asphalt concrete and concrete, underground, storm drain, and/or other infrastructure within the public right of way (with the exception of water and sanitation systems) that may experience failures within the term of the agreement on an on -call and emergency work for general improvements, on an as needed, Task Order basis. Ancillary related work includes, but is not limited to, occasional replacement traffic pavement markings and sign replacements and related support services and paid for as described in Section I.A. "Nature of Work." The purpose of this request for proposals is to obtain qualified construction firms to augment the City's capacity to perform emergency roadway and storm drain repair water service in the event of system failures. The scope of work will vary per Task Order within the public right-of-way. It may include, but not be limited to, the procurement and/or removal of materials, excavation, installation, backfill, compaction, grading, sidewalk and paving, curb and gutter, fencing, guardrail, barrier, catch basins, removing and/or replacing pipe and related appurtenances, conduits, wiring, and pavement markings, signs, sign posts and miscellaneous other street furniture, and repairing various items within the public right-of-way, traffic control, mobilization, compliance with this agreement and all other work necessary to complete on -call emergency Task Orders specified per incident. The work completed shall be in compliance with the City's Standard Plans, Caltrans Standard Plans and the "Greenbook" and Caltrans' Standard Specifications and as specified in this agreement. Work shall also be in compliance with the City's Standard Plan No. 1160, "Street Work and Utility Permit General Provisions." City of Santa Ana RFP 20-106 256=`1111216 QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 Cy 2 AC Pavement 130 TN 3 Furnish and Install #6 Pullbox 4 EA 4 Adjust Manhole to Finished Grade 5 EA 5 PCC Curb and Gutter (Type A-2-8) 100 LF 6 Signing and Striping 1 LS 7 Traffic Control Work I LS Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy 2 PCC Sidewalk (T=4") 2,500 SF 3 PCC Curb Ramp 3,000 SF 4 PCC Curb and Gutter (Type A-2-8) I oo LF 5 Furnish and Install 96 Pullbox 4 EA 6 Adjust Manhole to Finished Grade 5 EA 7 Catch Basin (Type `B," W=10' ) I EA 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF 9 Guard Rail Replacement (Caltrans RSP A77N4) 50 LF 10 Guard Rail Replacement Termination (Caltrans) I EA I I Remove and Replace Chain Link R/W Fence 50 LF 12 Concrete Barrier Type 836 (Caltrans) 50 LF 13 Traffic Control Work I I LS City of Santa Ana RFP 20-106 25(;!427 Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 Cy z AC Pavement 130 TN 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF 4 Remove and Replace 18" Reinforced Concrete Pipe (RCP) 75 LF 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF 6 Catch Basin (Type `B," W=10') I EA 7 Traffic Control Work 1 LS SURETY BOND For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Pronosal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and a City of Santa Ana Business License. City of Santa Ana RFP 20-106 2564219 1. Street work shall be required to be performed by a licensed contractor for any and all the work in the public right of way. The contractor must provide the following prior to initiating Task Order work. a. A City of Santa Ana business license. b. A Certificate of Insurance of general liability containing requirements as set forth by the City Attorney and per the Standard Agreement. c. A Contractors license (with appropriate classification). d. Proof of Worker's Compensation Insurance. 2. Provide BMPs and/or erosion control plans for planned Task Order work unless directed otherwise by the City: 3. If required, the Contractor shall submit, for review and approval, a surface drainage/grading/erosion control plan, prepared by a registered civil engineer, showing the direction and means of flow within the street. Any Subcontractors intended to be used, shall be listed in the proposal. Any additional subcontractors that may become necessary, shall require approval by the City prior to start of any assigned work. When a Subcontractor performs all or any part of the work, a markup shall be applied to the Subcontractor's actual cost of such work. The Contractor may add a markup of 10 percent on the first $5,000 of the subcontracted portion of the extra work and a markup of 5 percent on work added in excess of $5,000 of the subcontracted portion of the work may be added by the Contractor. PAYMENT AND INVOICING: Selected Contractor shall invoice the City based on time and material according to the City's standard invoice template. Tasks and hours shall be clearly identified and all rates must match those included in the approved agreement. City shall retain ten percent (10"/o) of the invoice amount from each payment until the completed Project has been accepted by the City. 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 any assigned Task Orders • All plan check coordination within the City • Construction administration • Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards), if needed City of Santa Ana RFP 20-106 2562129 • Electronic files for title sheets and sheet borders, if needed DEFINITION OF ITEMS (SAMPLE TASK ORDERS A. B & Cl: The unit prices paid for the items listed in the Contractor's Proposal as defined herein include full compensation for furnishing all labor, materials, tools, and equipment, and doing all work involved in furnishing and installing the materials complete and in place, in accordance with the details shown in the Task Order, Standard Plans, Sketch, Other Plans, as directed by the Engineer. All incidental work which is not otherwise specified, and which is necessary to complete the improvements shall be furnished and installed as though such work was specified, and no additional compensation would be allowed therefore. If not stated otherwise, work shall be in conformance to APWA's 2012 Greenbook specifications. Each Sample Task Order's work items include, but are not limited to, the following listed below for the Fee Schedule Submittal. Actual Task Order work, ifgranted, will generally be on a Time and Materials basis in accordance with labor rates for the type of work and material required per Task Ordergranted and according to the schedule of rates provided as part of this proposal. The Sample Task Order information provided will primarily be used to compare various proposals. Sample Task Order A Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. City of Santa Ana RFP 20-106 256213'0 Item No. 3- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New 46 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Signing & Striping The work under this item for Signing and Striping shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Signing & Striping shall be at the contract Lump Sum listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, disposal of all removed materials and incidentals as required and no additional compensation will be allowed therefore. City of Santa Ana RFP 20-106 256411 Item No. 7—Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order B Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation Item No. 2 - PCC Sidewalk (T=4") The work under this item consists of grading, compacting subgrade, and constructing 4-inch thick PCC Sidewalk shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways," of the Standard Specifications, plans, and contract document specifications. Payment for PCC Sidewalk (T=4") shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for thickness (T=6") shall be paid 1.5 times the unit price. Item No. 3 - PCC Curb Ramp The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb Ramp shall be at the contract unit price bid per Linear Foot as listed in the Fee City of Santa Ana RFP 20-106 256412 Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New 46 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 7- Catch Basin (Type "B," W=101) The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. City of Santa Ana RFP 20-106 562133 2 Item No. 8 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 9 — Guard Rail Replacement (Caltrans RSP A77N4) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement (Caltrans RSP A77N4) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement (Caltrans RSP A77N4) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail, foundation preparation, and no additional compensation will be allowed therefore. Item No. 10 - Guard Rail Replacement Termination (Caltrans) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement Termination (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement Termination (Caltrans) shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail termination, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail termination, foundation preparation, and no additional compensation will be allowed therefore. Item No. 11—Remove and Replace Chain Link R/W Fence The work under this item consists of grading, compacting subgrade, and construction of foundations to support the posts for Remove and Replace Chain Link Fence and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curb, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and Section 304-3 "Chain Link Fence" of the Standard Specifications any City Standard Specifications, plans, and/or any City's Special Provisions/Contract City of Santa Ana RFP 20-106 25(124 14 Documents provided by the City for each Task Order. Payment for Remove and Replace Chain Link R/W Fence shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing chain link fence (and posts/foundations), furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 12 —Concrete Barrier Type 836 (Caltrans) The work under this item consists of grading, compacting subgrade, and removing and/or construction Concrete Barrier Type 836 (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," Caltrans Standard Specifications, any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Concrete Barrier Type 836 (Caltrans) shall be at the contract unit price bid per Lineal Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing concrete barrier or other appurtenances, furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 13 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order C Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. City of Santa Ana RFP 20-106 25�Y130 Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. Item No. 3 — Remove and Replace 18" Corrugated Metal Pipe (CMP) The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Corrugated Metal Pipe (CMP) and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Corrugated Metal Pipe (CMP) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 4 — Remove and Replace 18" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction' and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 5 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. City of Santa Ana RFP 20-106 25( IlU Item No. 6- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. City of Santa Ana RFP 20-106 256=1Tr Paulus Eneinecrin Inc Customer. Work Authorized by. Description Prevailing TIME & MATERIAL WORKSHEET Project Work Date: Foreman: TM N. E � F � � Vp T Jab No OTY LABOR I REG HRS OR HRSIDBLTMHRSI REG RATE I OR RATE I DBL TM RATE I REG TOTAL OR TOTAL BL TM TOTAL Laborer $ 78.42 $ 117.63 $ 156.84 $ - $ - $ - Pipelayer $ 83.72 $ 125.58 $ 167.44 $ - S - $ - Operator $ 96.59 $ 144.89 $ 193.18 $ - $ - $ Truck Driver $ 96.59 $ 144.89 $ 193.18 $ - $ - $ - Foreman $ 107.38 $ 161.07 $ 214.76 $ - $ - $ - Superintendent $ 120.58 $ 180.87 $ 241.16 $ - $ - $ - Subtotal $ $ $ Mark Up% 16% $ - $ _ $ - TOTAL $ g $ CITY BARE EQUIPMENT J AMT. I UNIT ITOTAL Cat 345 Excavator HR $ 225.00 $ - Compaction Wheel HR $ 45.00 $ - Hitachi 4001450Excavator HR $ 185.0 $ - Compaction Wheel HR $ 40.00 $ - Cat 240/330-Yutani 320 Excavator HR $ 140.00 $ - Compaction Wheel HR $ 40.00 $ - Cat 962 Wheel Loader HR $ 127.00 $ - Cat 950Wheel Loader HR $ 110.00 $ - LowbedTractor7Tra®er HR $ 95.00 $ - Cat Backhoe HR $ 88.00 $ - Compaction Wheel or Breaker HR $ 30.00 $ - Boom Truck HR $ 52.00 $ - Super 10 Dump Truck HR $ 125.00 $ - 6Wheel Dump Truck HR $ 52.00 $ - 6Wheel Flat Bed Truck HR $ 45.00 $ - Roller HR $ 65.00 S - CrewTruckwithTools HR $ 40.00 $ - Delivery Truck HR $ 35.00 $ - VeclorPumpTruck HR $ 220.D0 $ - Misc Tools Shoring Jacks - per each Day 5 13.00 $ - TrenchPlates-per each Day $ 13.00 $ - Trench Shield Day $ 158.00 $ - Manhole Shield Day $ 99.00 $ - 3"Pump w/Connectors Day $ 109.00 $ - K-Rail LF $ 18.00 $ - Generator Day $ 92.00 $ - AirCompressor Day $ 135.00 S - AlrBlovrer Day $ 70.00 $ - Confined Space Equipment Day $ 76B.00 $ , Gas Detection Equipment Day $ 69.00 $ - TraRcArrow Board Day $ 125.00 $ Traffic Barricades Day $ 2.25 $ - TrafflpCones/Dellneatom Day $ 2.25 $ - Walk Behind Vibratory Plate Day $ 81.00 $ - MiscSmallTools Day $ 76.00 $ - Subtotal $ Mark Up % 15% $ - TOTAL $ AMT I MATERIAL SUBCONTRACT, MISC I Unit I TOTAL $ $ Subtotal g Mark Up% 15% S - TOTAL $ Total Overhead f Profit TOTAL WORKSHEET $ 25G-138 Paulus Engineering, Inc. 12-Oct-20 Task Order C BID DESCRIPTION ITEM Storm Drain PAULUS QUANTITY TOTAL BID UNIT TOTAL 1 Unclassified Excavation 550 CY $45.00 $24.750.00 2 AC Pavement 130 EA $180.00 $23,400.00 3 Remove & Replace 18" CMP <8' Deep 75 EA $200.00 $15,000.00 4 Remove & Replace 18" RCP <8' Deep 75 EA $225.00 $16,875.00 5 Remove & Replace 30" RCP <8' Deep 75 EA $375.00 $28,125,00 6 Catch Basin Type W=10' 1 EA $16,000.00 $16,000.00 7 Traffic Control 1 LS $5,000.00 $5,000.00 Subtotal Storm Drain $129,150.00 TOTAL PROPOSAL $129,160.00 2 5 G -139 Task Order C EXHIBIT 4 AGREEMENT TO PROVIDE ON -CALL CONSTRUCTION REPAIR SERVICES THIS AGREEMENT is made and entered into this 1st day of December, 2020 by and between Big Ben Engineering ("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 September 22, 2020, the City issued Request for Proposal No. 20-106, by which it sought qualified contractors to provide on -call asphalt pavement, concrete pavement, and stormdrain repair services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those 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 REP 20-106 and addenda thereto. 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 On an on -call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in REP No. 20-106 and addenda thereto, which is attached as Exhibit A, and as more specifically delineated in Contractor's proposal, which is attached as Exhibit B and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit C. Contractor is one of four contractors selected to provide services on an on -call basis under RFP No. 20-106 and addenda thereto. The total compensation for any services provided by the contractors selected under REP No. 20-106 shall not exceed the shared aggregate amount of $900,000 during the term of this agreement, including any extension periods. 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. 2G-40 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 terminate on November 30, 2023, 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. Ifthe 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 29GI141 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. 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. hi 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 furnished to the City upon execution of this Agreement and shall be approved by the City. 28G] 142 (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. 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 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, 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 Contractor or its subcontractors, agents, employees, or other persons acting on their 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 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 terns 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 the 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. 28G� 43 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 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 29G 144 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) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: Big Ben Engineering 4790 Irvine Blvd, #105-404 Irvine, CA 92620 Attn: Sepehr Sharifl, President 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 2- 45 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 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 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, 2G46 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. 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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: off4 7K" Jobfi XI. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba, PE Executive Director Public Works Agency CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR ".� 15 . Name: Sep Sharifi Title: President 26G 147 EXHIBIT Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 The City of Santa Ana (City) desires to enter into an agreement with a qualified construction company for the repair of roadway asphalt concrete and concrete, underground, storm drain, and/or other infrastructure within the public right of way (with the exception of water and sanitation systems) that may experience failures within the term of the agreement on an on -call and emergency work for general improvements, on an as needed, Task Order basis. Ancillary related work includes, but is not limited to, occasional replacement traffic pavement markings and sign replacements and related support services and paid for as described in Section I.A. "Nature of Work." The purpose of this request for proposals is to obtain qualified construction firms to augment the City's capacity to perform emergency roadway and storm drain repair water service in the event of system failures. DESCRIPTION OF WORK The scope of work will vary per Task Order within the public right-of-way. It may include, but not be limited to, the procurement and/or removal of materials, excavation, installation, backfill, compaction, grading, sidewalk and paving, curb and gutter, fencing, guardrail, barrier, catch basins, removing and/or replacing pipe and related appurtenances, conduits, wiring, and pavement markings, signs, sign posts and miscellaneous other street fiumiture, and repairing various items within the public right-of-way, traffic control, mobilization, compliance with this agreement and all other work necessary to complete on -call emergency Task Orders specified per incident. The work completed shall be in compliance with the City's Standard Plans, Caltrans Standard Plans and the "Greenbook" and Caltrans' Standard Specifications and as specified in this agreement. Work shall also be in compliance with the City's Standard Plan No. 1160, "Street Work and Utility Permit General Provisions." PZINIIII-i QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 CI' 2 AC Pavement 130 TN 3 Furnish and Install 46 Pullbox 4 EA 4 Adjust Manhole to Finished Grade 5 EA 5 PCC Curb and Gutter (Type A-2-8 100 LF 6 Signing and Striping 1 LS 7 Traffic Control Work 1 I LS Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy 2 PCC Sidewalk 17=4" 2,500 SF 3 PCC Curb Ramp 3,000 SF 4 PCC Curb and Gutter (Type A-2-8 100 LF 5 Furnish and Install 46 Pullbox 4 EA 6 Adjust Manhole to Finished Grade 5 EA 7 Catch Basin (Type `B," W=10' 1 EA 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF 10 Guard Rail Replacement Termination Caltrans 1 EA 11 Remove and Replace Chain Link R/W Fence 50 LF Concrete Barrier Type 836 Caltrans 50 LF H112 3 Traffic Control Work 1 LS K8151ly Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 CZ' 2 AC Pavement 130 TN 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF 4 Remove and Replace 18" Reinforced Concrete Pie(RCP) 75 LF 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF 6 Catch Basin (Type `B," W=10' 1 EA 7 Traffic Control Work I LS For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and a City of Santa Ana Business License. K81sul� 1. Street work shall be required to be performed by a licensed contractor for any and all the work in the public right of way. The contractor must provide the following prior to initiating Task Order work. a. A City of Santa Ana business license. b. A Certificate of Insurance of general liability containing requirements as set forth by the City Attorney and per the Standard Agreement. c. A Contractors license (with appropriate classification). d. Proof of Worker's Compensation Insurance. 2. Provide BMPs and/or erosion control plans for planned Task Order work unless directed otherwise by the City: 3. If required, the Contractor shall submit, for review and approval, a surface drainage/grading/erosion control plan, prepared by a registered civil engineer, showing the direction and means of flow within the street. Any Subcontractors intended to be used, shall be listed in the proposal. Any additional subcontractors that may become necessary, shall require approval by the City prior to start of any assigned work. When a Subcontractor performs all or any part of the work, a markup shall be applied to the Subcontractor's actual cost of such work. The Contractor may add a markup of 10 percent on the first $5,000 of the subcontracted portion of the extra work and a markup of 5 percent on work added in excess of $5,000 of the subcontracted portion of the work may be added by the Contractor. PAYMENT AND INVOICING: Selected Contractor shall invoice the City based on time and material according to the City's standard invoice template. Tasks and hours shall be clearly identified and all rates must match those included in the approved agreement. City shall retain ten percent (10%) of the invoice amount from each payment until the completed Project has been accepted by the City. CITY RESPONSIBILITIES: The City will provide information in its possession relevant to the preparation of the required information in the REP. 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 any assigned Task Orders • All plan check coordination within the City • Construction administration • Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards), if needed KINDIM • Electronic files for title sheets and sheet borders, if needed DEFINITION OF ITEMS (SAMPLE TASK ORDERS A. B & Cl: The unit prices paid for the items listed in the Contractor's Proposal as defined herein include full compensation for furnishing all labor, materials, tools, and equipment, and doing all work involved in furnishing and installing the materials complete and in place, in accordance with the details shown in the Task Order, Standard Plans, Sketch, Other Plans, as directed by the Engineer. All incidental work which is not otherwise specified, and which is necessary to complete the improvements shall be furnished and installed as though such work was specified, and no additional compensation would be allowed therefore. If not stated otherwise, work shall be in conformance to APWA's 2012 Greenbook spec cations. Each Sample Task Order's work items include, but are not limited to, the following listed below for the Fee Schedule Submittal. Actual Task Order work, ifgranted, will generally be on a Time and Materials basis in accordance with labor rates for the type of work and material required per Task Ordergranted and according to the schedule of rates provided as part of this proposal. The Sample Task Order information provided will primarily be used to compare various proposals. Sample Task Order A Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. Pz81sul� Item No. 3- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Signing & Striping The work under this item for Signing and Striping shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Signing & Striping shall be at the contract Lump Sum listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, disposal of all removed materials and incidentals as required and no additional compensation will be allowed therefore. 015161-1 Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order B Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation Item No. 2 - PCC Sidewalk (T=4") The work under this item consists of grading, compacting subgrade, and constructing 4-inch thick PCC Sidewalk shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways," of the Standard Specifications, plans, and contract document specifications. Payment for PCC Sidewalk (T=4") shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for thickness (T=6") shall be paid 1.5 times the unit price. Item No. 3 - PCC Curb Ramp The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb Ramp shall be at the contract unit price bid per Linear Foot as listed in the Fee K81511l1-i Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 7- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. K8151111-i Item No. 8 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 9 — Guard Rail Replacement (Caltrans RSP A77N4) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement (Caltrans RSP A77N4) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement (Caltrans RSP A77N4) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail, foundation preparation, and no additional compensation will be allowed therefore. Item No. 10 - Guard Rail Replacement Termination (Caltrans) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement Termination (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement Termination (Caltrans) shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail termination, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail termination, foundation preparation, and no additional compensation will be allowed therefore. Item No. 11— Remove and Replace Chain Link R/W Fence The work under this item consists of grading, compacting subgrade, and construction of foundations to support the posts for Remove and Replace Chain Link Fence and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curb, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and Section 304-3 "Chain Link Fence" of the Standard Specifications any City Standard Specifications, plans, and/or any City's Special Provisions/Contract KINIIII-i Documents provided by the City for each Task Order. Payment for Remove and Replace Chain Link R/W Fence shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing chain link fence (and posts/foundations), furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 12 —Concrete Barrier Type 836 (Caltrans) The work under this item consists of grading, compacting subgrade, and removing and/or construction Concrete Barrier Type 836 (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," Caltrans Standard Specifications, any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Concrete Barrier Type 836 (Caltrans) shall be at the contract unit price bid per Lineal Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing concrete barrier or other appurtenances, furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 13 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order C Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. K81sul� Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. Item No. 3 — Remove and Replace 18" Corrugated Metal Pipe (CMP) The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Corrugated Metal Pipe (CMP) and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Corrugated Metal Pipe (CMP) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 4 — Remove and Replace 18" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 5 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. FP 20-106 1 Item No. 6- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. PUNIIII-i EXHIBIT B T1, ° Big BenBngineeng General Conhvabi / Dene%pme.v / Pmject Manggenm.rl City of Santa Ana Attn: Project Manager Monica Suter Public Works Agency 20 Civic Center Plaza; Ross Annex Santa Ana, CA 92701 Dear Ms. Suter, Big Ben Engineering has been doing business in Southern California for over 20 years. Big Ben is a General Engineering contractor specializing in wet utility pipeline construction. As a leading professional pipeline contracting company, we have the experience and knowledge you can trust to keep your project running safely, on time, and withing budget. We have completed numerous successful public and private projects to date. We are licensed, insured, bonded and adhere to all local, state and federal regulations when performing our work We currently have emergency MSA contracts with multiple cities and water districts for all their needs. In addition, we work closely with City of Santa Ana water department for numerous vault and meter replacement projects. Please see attached lift of our recent projects. Feel free to contact me with any further questions. In addition, as President of this company, I have full legal authority to bind and sign on behalf of Big Ben Engineering Inc. President 4790 IRVINR BLVD. #105-4104, IRVINP., CA 92620 PHONE: (949) 660-94011 • PAX: (949) 333-3672 25G-160 C d m c O �W 0 l0V a N N N N P P P P P P C ^ O O N N \ \ C4 N G\D \ \ M E o 0 0 0 o ei o 0 V E $ 0 0 0 8 0 S 8 0 o S o o Q r pp� $ Y�j� ^ S N v N Ci a0 W c�i t�i O 0 U Vr N Vl Ul V/ VT Vf N Vl Or V! Vf V/ ar om c 0 I o C o — d c o c car L2. cE c Y c U U> N c 6 °o j am imc �� N c O p inc 3 3 o c i E y UmD > 2 i E v 0 c E H t N U m U ° "�' ° 1 2 c a p O m° d a d E m m t y m ° CL C7 3 O m= y N p d c y °' ° ° U H c c 0 U 3 U - w > 6> a/ m C d U K c w U p m O a/ y d U o O b o0e m N al `y c N of p 'r .t d p GI l�/ °emp (.% m 6 3 Mf a N ° U 3 c 3' _ p 04g` SSp O c C > lV 1''2 O C O 33a c 0^ N df Eo g= o� �= ram° s '- e o $ V m t U> e _ u c c c a c m °' �'+y d cD t s° U g a a o m d D m m c = O m O v°O I G m 0 9 d H > Vl 1A 0 O O N y O O C O O t C a u v 2 v v 0 U V 0 0 c p 01 o a aC a O 0 Op nc NON U:S 06 c dr pA Zo L 0a tVo 0p °l n 0 E� E oC4 F^ ^ Yepp =u Ud c m� 0a '� P DP P DN aN cpPo (p) L^ C �P YA _UP a W E Y^ Q E u v 0 E a ID N ° E H E ro ° c 7 COL u ° V u N .p c ar m o ar 8 E p c c t E c m d rc ° E a y E u 3$ m y d >' E a s c CL c 0 E 0 in `arc t v ; S N d3 c a�i Z Y m u`Ja y ° y 0 i t Q O N 0 y d c 3 y c a C m CL i a -1 ID Z m 3 o c s n cc g m ? A e m m e 3 W ,Z ; n c CD ° m °' i o T W °' < a a W :E c n n O' 1D 3 CL f o c o m A oe m f °- a ID ' _5 3 3 v M V H c 3 5 3 3 A � c v o a c ° T A 3 3 g 3 3 V 0 m A ID �_ 3 = m o'. CD° H Q ° + ° T �' O(D �°` " O P O �° A D N � 7 O O NM 0n An-- A3 o,� N� A� A= Ory Ac P� Alp O AN AC AC 2 y Na NC) cn n N° y7 CL �°^ � 7c N N NN pV S° ppN As ,pp? V O IJ K a� Epp° NppC A7 V r m 7_ P v RT A° Wa C S O G1 p = p O 8 7 N.°� v f N A �i N O Np yyyyyn���� WW O O'N p 0 ^ in° f1 N°O �' n N °O P Ip a oW. C3a OQ`OG $S m pa OO Pm O Pc N o A 0 A N Z n o n o n o n o o ? ° o 0 c FL ( ID o s ? c 0 Z v G= + + O P N N N �' N c N a° p O na O ° a O O c n m fn On to N fD ' Z Z A O O T ° O S N W w ry A n r 3X0o r T °D O p z8 N ?o ? ° n p �M Z m n o `r$ m D m ' n �' A maP T o ° < n ° vp �� N' m wo 'D °� wo o °a � �° SE 3 ° 3 ° 3 = o o'er < mP c mm Zf ��� c °a m e 'm om 3m �? a �wN o s 8 S 3' 3 c ', of o°L''' I L < na aC ° �D B9 ° c m c C& a 1D "i C& P ' O �o ' ° 'D ui°t O.� 'a O. � N gg m (D sei Q. ° a > >'< °g o3 °g '� jzp �a Z c '� Z '� to c N a ° a n' ', B n n m 1° C n ID f °6 rD p �_ °< 0 w O 7 fnD v gyp? u°i S. a O. m N N N N N (n fA N N N {A N N N in N N N V V Gl P O) P N V IJ N OD V P Al O N O O P OD Al O VO OD A W P V 00 N O V O �o O N O O O N O to N V N j IJ N O O N O 8 C p O O NV pOp 8 O O OC O O co N N O V N 8 8 8 8 8 8 8 8 8 8 8 8 8 8 8 N P V N V V V OD Ol OD OD 0! co 00 ED OD w 25G-162 N � V ai C ao a �n N Vf t/T � O U J C � N y LL a � J O U o J J O LL J OD O O M p N 4 C C � y O 6 uv° G ° Y U e a r u m u $ o � N ° L W O t U d 3 a E v ° C E o E ° e n o E x o f- 3 25G-163 Appendix ATTACHMENT 3 CERTIFICATIONS • Contractor's Licensing and Registration Statement • Prevailing Wage Compliance and Monitoring Statement • Ownership Affidavit • List of Sub -contractors (If included) • References • Non -Collusion Affidavit • Non -Lobbying Certification • Non -Discrimination Certification • Statement Regarding Apprenticeship Requirements • Statement Regarding "ANTI -KICKBACK" Requirements • Public Contract Code Section 10162 Questionnaire • Statement Regarding Community Workforce Agreement (CWA) Requirements 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: 174 4%Gleeri Business Address: 1/7-TO l ram; ke-e9 1 vo( #/a te `YO qi / I r v;,te Gh V62 0 Business E-Mail Address: s e D K2 ! b% a hem em F 1 neeri H c. -oust_ Telephone: gYq— y0 O -- I� O O �i U State Contractor's License No. and Class: A - 7 7 `y q ! 7 License Expiration Date: © d - a f - 02 State Dept. of Industrial Relations (DIR) Registration No.: j o O o o O 7416 6 State Dept. of Industrial Relations (DIR) Registration Expiration Date: Signed: Title: ) r<3 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 l7 / G L56, Signature of CONTRACTOR Title P les I ',ole n f (if an individual, so state) OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CITY SOF SANTA ANA &,4r 54 AY i , being duly sworn, 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. CORPORATION That he is of. P fP I i d e n I ❑ 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 collusion to secure any advantage aga. t the City of Santa Ana or any person interested in the proposed contract, for himself or any other pe n. Signature ON CTOR Subscribed and wom to before me this � ` day of 64ab- 20 -*-a Signature of o car Administering Oath ji otary Pub ) N Muc- 8Y R CoYY.a 2184302 0 OMME "N �.�' Yr Cast E>m. Yita. t2, IOQt" Cj�y� nt�SP 20-106 LIST OF SUB -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the proposal/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). CONTRACTOR proposes to subcontract certain portions of the work to the firms listed below: Name L.o De Z C, o H 5 I rveli"o License #/Exj . $ `f 03 S 9 DIR Reg. #/Exp. / o 0 o O 0 17 S of t) Location ( o ro H a, CA Phone 7 /Y - Y 36 - so 18 Type Of Work lr'or+u nr,;a S�r -IvW3 Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ -��z - Signature of CON CTOR Name License #/Exp. DIR Reg. #/Exp Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ 20-106 Addendum No. 2 Page 5 of 6 The following are the names, addresses, and telephone numbers for THREE public agencies for which the 4 CONTRACTOR has performed similar work within the past three years. i' 1. [_ v J ©r& K A e Wa 71Y- 7yy- 5-9-7, $/, 7/11 S`tor'" orx1h /Se• Contract Amount Type of Work 2. c�aY J I-D M: Ike M � fctie 61 l d 1 Name and Telephone Number of person familiar with pro #/• a M Y.&' ('CN .5)6 - o Contract Amount Type of Work 3. ef ; +v A flr,'t Name and Address of owner. Name and Telephone Nun I/x k Contract Amount q wa , /o4e�oao Date Completed al- 7// ;t. Date Completed of person familiar with project. to 0" (-'c r <o'-.a i✓rw I t Type of Work Ol dmd Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. AIJiA YaA erv.'ce ,1re— OR — 417y—S90 Jr"on wi Ue'1Pra/ Li�y,l; - �Y9-6o3-Yqa k PT Ih 20-106 Addendum No. 2 Page 6 of 6 REFERENCES. (CONTINUED) The following are the names, addresses, and telephone numbers for THREE public agencies for which the SUBCONTRACTOR has performed similar work in the past five years. 2. t:V&e--A6tJL Qmm Jcpt„ L� „+ 10SO Lemon sr R u�re c�e�C�t q l Name and Address of Owner. HoLh 2.weAQ- 10 (qS)) &&0-'-PHly� Name and Telephone Number of person familiar with project. 21, 000 CAor .'Dram `dvucfy 5 kbuar �20,20 Contract Amount Type of Work DaLe Curfip leted Name owner. CIX O I Name and Telep one Number of person familiar with project. Contract Amount Type of Work Date Completed l lri J Qyftw�) ?�03 Z S 12) Sjv�—fi rya 4176 Name and Address of owner. Murk �n� c� �a�gi -130 ~ 7i3 Name and Telephone Number of person familiar ith project. * 110 ) o C:> S� Contract Amount Type of Work Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. y�nie k Tk:,,Azv stic�2 C--k- c-125oS 1\ 3S9 -O-iS City of Santa Ana RFP 20-106 25^ Pag e Al 7028 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 CONTRACTOR declares that the this Proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Proposal is genuine and not collusive or sham; that the CONTRACTOR has not directly or indirectly induced or solicited any other CONTRACTOR to put in a false or sham Proposal, and has not directly or indirectly colluded, conspired, connived, or agreed with any CONTRACTOR or anyone else to put in a sham Proposal, or that anyone shall refrain from submitting a Proposal; that the CONTRACTOR has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Fee Proposal costs of the CONTRACTOR or any other CONTRACTOR, or to fix any overhead, profit, or cost element of the Fee Proposal, or of that of any other CONTRACTOR, 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 Proposal are true; and, further, that the CONTRACTOR has not, directly or indirectly, submitted his or her Proposal 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, Proposal depository, or to any member or agent thereof to effectuate a collusive or sham Proposal. Note: The above Non -collusion Affidavit is part of the Proposal. CONTRACTORS are cautioned that making a false SpAification may subject the certifier to criminal prosecution. Signed State of California County of '�''— Subscribed and sworn to (or affirmed) before me on this -'*-0 day of (')hobo*- , 20 .�:§ by SQoA r Amina S N, , proved to me on the basis of satisfactory evidence to be the personal who appeared before me Notary blic Signature .� SEON0430 e a.f J0 218302 ~ORIK CCUUUM U III a � w CouCON rV M a.2o21 Notary Public Seal 20-106 NON -LOBBYING CERTIFICATION The prospective participant certifies, by signing and submitting this 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 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. 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 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 subrecipients shall certify an ose accordingly. Signed: 1 Title: PYt S � kh I Firm: CD 1 et L Ph Date: Io- 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 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. 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 of public works violating this Section is subject to al penalties imposed for a violation of the Chapter. Signed: p / Title: f Y7 l C K T Firm: Date: /0 — a `'� STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned CONTRACTOR 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: 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. 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 pay a like amount to the California Apprenticeship Cove% Signed: Title: (�� iplca t Firm: Date: 10— IT- � ��� 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 employed in the construction or repair of public work, to give up any of the compensation to which he/she is otherwise entitled. Signed: jJ 1 Title: Firm: Date: PUBLIC CONTRACT CODE SECTION 10162 QUESTIONNAIRE In conformance with Public Contract Code Section 10162, the CONTRACTOR shall complete, under penalty of perjury, the following questionnaire: Has the CONTRACTOR, any officer of the CONTRACTOR's organization, or any employee of the CONTRACTOR's Company who has a proprietary interest in the CONTRACTOR, ever been disqualified, removed, or otherwise prevented from proposinglbidding 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 20-106 STATEMENT REGARDING COMMUNITY WORKFORCE AGREEMENT (CWA) REQUIREMENTS This is to certify that the undersigned CONTRACTOR, and subcontractors, have read and understood the CWA entered into by and between the City of Santa Ana, the Los Angeles/Orange Counties Building and Construction Trades Council, and the signatory Craft Councils and Local Unions, effective as of September 1, 2017. The CWA is available at: hhtt •//www santa-ana.orgJt)wa/documents/CWA.ndf The undersigned CONTRACTOR hereby agrees to comply with all terms and conditions of the CWA, and is capable of completing construction of the project continuously, and without interruptions or delays. If awarded any work covered by the CWA, CONTRACTOR will also be required to sign the Letter of Assent that appears as Attachment A to the CWA. Public Works Construction Permit: The Contractor may be required to obtain a Public Works Construction Permit if the CWA thresholds for a Task Order are met or exceeded as described in this RFP's Section III.E "Licenses & Permits." The undersigned has reviewed and understands that a Public Works Construction Permit for CWA administration fees and deposit that may be required as described in this RFP's Section IME "Licenses & Permits." Signed: Title: Pies i`UPK -f / Finn: I e @ ph / A � Date: /L) �� �' �[ o M QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 Cl' 0 6-O. b o Y y 27 u 2 AC Pavement 130 TN -f f0. O D I j ( 70­0 3 Furnish and Install #6 Pullbox 4 EA $ b'00 , 0 0 rV 0 O 4 Adjust Manhole to Finished Grade 5 EA 99"0.0 o q. 760 5 PCC Curb and Gutter (Type A-2-8 100 LF 70. 0 C? � '( 00'0 6 Si nip and Striin I LS 13,00o S¢ 00'J 7 Traffic Control Work 1 I LS I tZS-o -0 2 5 0 0 Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy SO.O-J 927 500 2 PCC Sidewalk T=4" 2,500 SF I R. 0 0 -0Q 00 0 3 PCC Curb Ramp 3,000 SF 1 S 00 4(5-, 0 0 0 4 PCC Curb and Gutter (Type A-2-8) 100 LF q0, 0 a Ct tJ/ 0 0 5 Furnish and Install #6 Pullbox 4 EA 500. 00 O 0 0 6 Adjust Manhole to Finished Grade 5 EA SO. o 0 S�D 7 Catch Basin a `B," W=10' 1 EA 4 5, 0 0 0 .01 S n O J 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF 250. 0 0 1 1 g 7 5-0 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF lop. 0 D 0 Oo-0 10 Guard Rail Replacement Termination Caltrans 1 EA 00 v, o0 0 0-0 11 Remove and Replace Chain Link R/W Fence 5o LF o0 7 5-0 12 Concrete Barrier Type 836 Caltrans 50 LF , ! 0 0 50,000 13 Traffic Control Work I LS f2i S O-D ft:M91b 2 P ZU-1 U(i Addendum No. 2 Page 4 of 6 Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy $0, 0 27 Sou 2 AC Pavement 130 TN ik70 0 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF 19.79 4 Remove and Replace 18" Reinforced Concrete Pie RCP 75 LF 2 7S. oP q0 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP)75 LF il dw5- 6 CatchBasin T e'B,"W=10' 1 EA ��00 7Traffic Control Work I LS 50 0 �, S SURETY BOND For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and a City of Santa Ana Business License. M MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villegas COUNCILMEMBERS Phil Bacena Nelida Mendoza David Peneloza Vicente Sarmiento Jose Solorlo CITY OF SANTA ANA 20 Civic Center Plaza • P.O. Box 1988 M-22 Santa Ana, California 92702 w .santa-ana.oro October 6, 2020 ADDENDUM ONE CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez SUBJECT: RFP NO. 20-106: ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES The following changes/clarifications have been made to the above Request for Proposal: 1. QUESTIONS/ANSWERS QUESTION #1: This question is in regards to license requirements. PlanetBids description states... "Class (A, C- 8 or C34)." RFP page 2 of 55 states in bold "Class (A or C34 & C-10). Which would be the correct requirement? ANSWER: Class (A, C-8 or C34). See attached Addendum #1 where Page 2 of the RFP is replaced with the attached with the only update to clarify the licenses required. All other terms and conditions of the RFP remain unchanged. If you have any further questions, please post on Planetbids. Monica M. Suter Senior Civil Engineer Attachment: Addendum No. 1 SANTA ANA CITY COUNCIL Miguel A Pulido Juan Villages Vicente Samsento ev' QI Jose solodo Phil Bacena Nelida Mend= Mayor Mayor Pm Tem, Ward 6 Ward 1 2 5 — r(7 Ward 3 Ward 4 Ward 6 moulidoftsante-ana.om iri0eaasd9santeane.am vsarmientodAsanm-ana.om d za salRe.ena o laolorb®santaana.om Pbacenafalsenla-ana.ora nmendozallsaanta-ana.am Addendum No. 1 NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms for: On -Call Emergency Asphalt Concrete Concrete and Storm Drain Repair Services Responses to this Request for Proposals (RFP) will be accepted until Tuesday, Oct 13, 2020, at 11:00:59 a.m. The successful Proposer must possess or obtain a valid California Class (A or C34 & C-8) Contractor's license prior to the award of contract. Responses to this Request for Proposals (RFP) must be submitted electronically to the P1anetBids system no later than: Tuesday Oct 13, 2020, at 11:00:59 a.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. Additionally, it is a requirement that hard copy proposals also be sent by courier service, mailed, or hand delivered in an enclosed sealed envelope and marked clearly with the following "SEALED PROPOSAL FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORM DRAIN REPAIR SERVICES RFP NO.20-106 IN THE CITY OF SANTA ANA DO NOT OPEN WITH REGULAR MAIL." City of Santa Ana Attn.: Project Manager Monica Suter Public Works Agency; M-43 20 Civic Center Plaza; Ross Annex Santa Ana, CA 92701 NOTE: The FEE PROPOSAL shall be included within a separate sealed envelope within the same hard copy submitted Fnr fi,rrher instructions regarding hard copv submission proposals, refer to All notifications, requests for information, updates and addenda will be posted online on PlanetBids at httys://www.planetbids.com/i)ortal/i)ortal.cfm?CompanylD=20137 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 qualification. a Ana RFP P�� MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villages COUNCILMEMBERS Phil Bacerra Nelida Mendoza David Peneloza Vicente Sarmiento Jose Solono CITY OF SANTA ANA 20 Civic Center Plaza a P.O. Box 1988 M-22 Santa Ana, California 92702 www.santa-ana.oro October 12, 2020 ADDENDUM TWO CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez SUBJECT: RFP NO. 20-106: ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES The following changes/clarifications have been made to the above Request for Proposal: 1. The new Bid Closing Date is: Tuesday, October 20, at 11:00 am (both electronic and hard copy); 2. The new deadline for questions and clarifications is: Thursday, October 15, 2020. 3. Six Pages of the RFP have been replaced: The Cover Page, Notice Inviting Proposals, Page 14 and Page Al-3, Al-27 and Al-28, see attached. 4. Clarifications: a. There is NO BID BOND REQUIRED FOR THIS SUBMITTAL --see updated RFP No. 20-106 (including replaced pages). b. This project is unique as an RFP for On -call Construction/Repair Services for the City on an As -needed, On -call and Emergency basis. c. The Separate FEE PROPOSAL information is mainly for comparison/evaluation purposes along with the schedule of rates per firm as required in the RFP. d. For work required, companies will be asked for a specific quote from each of the qualified firms with agreements per category. Following a comparison of each on -call or emergency service repair quote received, the City will issue a Notice to Proceed on a Task Order basis, as required. All other terms and conditions of the RFP remain unchanged. Any additional Monica M. Suter Senior Civil Engineer Attachment: Addendum No. 2 SANTA ANA CITY COUNCIL Miguel A. Pulido Juan Villages Vicente Samtedo =vitl g Jose solone Phil saoerra Nelda Mandou Mayor Mayor Pro Tam, Wed 5 WedI 5 R ry Ward Wanda Ward moulldoReante-ane.om Iyllleaaa®aantaana.ora n aza 8 a- a laolmlonsanta-ana.ora nmandozad batch-ana.am Addendum No. 2 Page 1 of 6 REQUEST FOR PROPOSALS (RFP) FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 CITY OF SANTA ANA Santa Ana Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92701 Monica M. Suter, PE, TE, PTOE Project Manager for Release: Edwin "William" Galvez City Engineer Public Works Agency UPDATED KEY RFP DATES (Subiect to chance at discretion of Ci Advertisement/Issue Date: Tuesday, Sept 22, 2020 Deadline for Requests for Information: Thursday, Oct 15, 2020 Pre -Proposal Meeting (optional): There is no scheduled meeting Proposal Due Date: Oct 20, 2020, 11:00:59 am Projected Award Date (Anticipated): December 1, 2020 c�� 5GAt4 P 20-106 Addendum No. 2 Page 2 of 6 NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms for: On -Call Emergency Asphalt Concrete Concrete and Storm Drain Repair Services Responses to this Request for Proposals (RFP) will be accepted until Tuesday. Oct 20, 2020, at 11:00:59 a.m. The successful Proposer must possess or obtain a valid California Class (A or C34 & C-8) Contractor's license prior to the award of contract. Responses to this Request for Proposals (RFP) must be submitted electronically to the P1anetBids system no later than: Tuesday Oct 20, 2020, at 11:00:59 a.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. Additionally, it is a requirement that hard copy proposals also be sent by courier service, mailej or hand delivered in an enclosed sealed envelope and marked clearly with the following "SEALED PROPOSAL FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORM DRAIN REPAIR SERVICES RFP NO.20-106 IN THE CITY OF SANTA ANA DO NOT OPEN WITH REGULAR MAIL." City of Santa Ana Attn.: Project Manager Monica Suter Public Works Agency; M-43 20 Civic Center Plaza; Ross Annex Santa Ana, CA 92701 NOTE: The FEE PROPOSAL shall be included within a separate sealed envelope within the same hard copy submitted For further instructions regarding hard copy submission proposals, refer to PlanetBids. All notifications, requests for information, updates and addenda will be posted online on P1anetBids at https://www.planetbids.com/portal/portal.cfin?CompanylD=20137 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 qualification. CitYRr R Addendum No. 2 Page 3 of 6 • Public Contract Code Section 10162 Questionnaire • Statement Regarding Community Workforce Agreement (CWA) Requirements V. PROPOSAL REVIEW (CONTRACTOR SELECTION) A. EVALUATION AND RATING Refer to SECTION I.C. B. SELECTION The committee may or may not interview the top ranking proposers. The City will recommend award of the agreement to the proposers 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. VI. AWARD OF AGREEMENT A. REOUEST 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: Standard Agreement in the Appendix of this RFP. "Proposer" will hereinafter be referred to as "Contractor" in standard agreement. The term of the agreement will begin after the agreement is fully executed, and all required insurance and documents and contents of the vendor registration and payment information packet have been received and approved. VII. IMPLEMENTATION NOTICE TO PROCEED 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 Sa 4TdW 06 EXHIBIT C QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 Cl' 0 6-O. b o Y y 27 u 2 AC Pavement 130 TN -f f0. O D I j ( 70­0 3 Furnish and Install #6 Pullbox 4 EA $ b'00 , 0 0 rV 0 O 4 Adjust Manhole to Finished Grade 5 EA 99"0.0 o q. 760 5 PCC Curb and Gutter (Type A-2-8 100 LF 70. 0 C? � '( 00'0 6 Si nip and Striin I LS 13,00o S¢ 00'J 7 Traffic Control Work 1 I LS I tZS-o -0 2 5 0 0 Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy SO.O-J 927 500 2 PCC Sidewalk T=4" 2,500 SF I R. 0 0 -0Q 00 0 3 PCC Curb Ramp 3,000 SF 1 S 00 4(5-, 0 0 0 4 PCC Curb and Gutter (Type A-2-8) 100 LF q0, 0 a Ct tJ/ 0 0 5 Furnish and Install #6 Pullbox 4 EA 500. 00 O 0 0 6 Adjust Manhole to Finished Grade 5 EA SO. o 0 S�D 7 Catch Basin a `B," W=10' 1 EA 4 5, 0 0 0 .01 S n O J 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF 250. 0 0 1 1 g 7 5-0 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF lop. 0 D 0 Oo-0 10 Guard Rail Replacement Termination Caltrans 1 EA 00 v, o0 0 0-0 11 Remove and Replace Chain Link R/W Fence 5o LF o0 7 5-0 12 Concrete Barrier Type 836 Caltrans 50 LF , ! 0 0 50,000 13 Traffic Control Work I LS f2i S O-D CLt�L.p anti p 2 P ZU-1 Uti Addendum No. 2 Page 4 of 6 Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy $0, 0 27 Sou 2 AC Pavement 130 TN ik70 0 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF 19.79 4 Remove and Replace 18" Reinforced Concrete Pie RCP 75 LF 2 7S. oP q0 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP)75 LF il dw5- 6 CatchBasin T e'B,"W=10' 1 EA ��00 7Traffic Control Work I LS 50 0 �, S SURETY BOND For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and a City of Santa Ana Business License. M EXHIBIT 5 AGREEMENT TO PROVIDE ON -CALL CONSTRUCTION REPAIR SERVICES THIS AGREEMENT is made and entered into this 1st day of December, 2020 by and between Palp Inc. dba Excel Paving Company ("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 September 22, 2020, the City issued Request for Proposal No. 20-106, by which it sought qualified contractors to provide on -call asphalt pavement, concrete pavement, and stormdrain repair services for the City's Public Works Agency. B. Contractor submitted a responsive proposal that was among those 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 REP 20-106 and addenda thereto. 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 On an on -call basis, and at the City's sole discretion, Contractor shall perform the services described in the scope of work that was included in REP No. 20-106 and addenda thereto, which is attached as Exhibit A and incorporated in full. 2. COMPENSATION a. City neither warrants nor guarantees any minimum or maximum compensation to Contractor under this Agreement. Contractor shall be paid only for actual services performed under this Agreement at the rates and charges identified in Exhibit B. Contractor is one of four contractors selected to provide services on an on -call basis under RFP No. 20-106 and addenda thereto. The total compensation for any services provided by the contractors selected under REP No. 20-106 shall not exceed the shared aggregate amount of $900,000 during the term of this agreement, including any extension periods. 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 2G_ 89 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 terminate on November 30, 2023, 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. Ifthe 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 2G'JU 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. 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. hi 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 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 28G] M 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. 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 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, 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 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. 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 the 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. 10. RECORDS 2G `` 1k 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 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) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: Palp Inc. dba Excel Paving Company 2220 Lemon Avenue Long Beach, CA 90806 Attn: Curtis P. Brown III, President 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. hi 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. 2GG'� J4 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. hi 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 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, 2G M 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. 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: Daisy Gomez Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: V, ly'. JdKn M. Funk Assistant City Attorney Nabil Saba, PE Executive Director Public Works Agency Kristine Ridge City Manager Curtis P. Brown, III President, PALP Inc. DBA Excel Paving Company EXHIBIT Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES RFP NO.: 20-106 The City of Santa Ana (City) desires to enter into an agreement with a qualified construction company for the repair of roadway asphalt concrete and concrete, underground, storm drain, and/or other infrastructure within the public right of way (with the exception of water and sanitation systems) that may experience failures within the term of the agreement on an on -call and emergency work for general improvements, on an as needed, Task Order basis. Ancillary related work includes, but is not limited to, occasional replacement traffic pavement markings and sign replacements and related support services and paid for as described in Section I.A. "Nature of Work." The purpose of this request for proposals is to obtain qualified construction firms to augment the City's capacity to perform emergency roadway and storm drain repair water service in the event of system failures. DESCRIPTION OF WORK The scope of work will vary per Task Order within the public right-of-way. It may include, but not be limited to, the procurement and/or removal of materials, excavation, installation, backfill, compaction, grading, sidewalk and paving, curb and gutter, fencing, guardrail, barrier, catch basins, removing and/or replacing pipe and related appurtenances, conduits, wiring, and pavement markings, signs, sign posts and miscellaneous other street fiumiture, and repairing various items within the public right-of-way, traffic control, mobilization, compliance with this agreement and all other work necessary to complete on -call emergency Task Orders specified per incident. The work completed shall be in compliance with the City's Standard Plans, Caltrans Standard Plans and the "Greenbook" and Caltrans' Standard Specifications and as specified in this agreement. Work shall also be in compliance with the City's Standard Plan No. 1160, "Street Work and Utility Permit General Provisions." F.FP 20-106 -1 QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 CI' 2 AC Pavement 130 TN 3 Furnish and Install 46 Pullbox 4 EA 4 Adjust Manhole to Finished Grade 5 EA 5 PCC Curb and Gutter (Type A-2-8 100 LF 6 Signing and Striping 1 LS 7 Traffic Control Work 1 I LS Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy 2 PCC Sidewalk 17=4" 2,500 SF 3 PCC Curb Ramp 3,000 SF 4 PCC Curb and Gutter (Type A-2-8 100 LF 5 Furnish and Install 46 Pullbox 4 EA 6 Adjust Manhole to Finished Grade 5 EA 7 Catch Basin (Type `B," W=10' 1 EA 8 Remove and Replace 30" Reinforced Concrete Pie 75 LF 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF 10 Guard Rail Replacement Termination Caltrans 1 EA 11 Remove and Replace Chain Link R/W Fence 50 LF Concrete Barrier Type 836 Caltrans 50 LF H112 3 Traffic Control Work 1 LS K8151ly Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 CZ' 2 AC Pavement 130 TN 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF 4 Remove and Replace 18" Reinforced Concrete Pie(RCP) 75 LF 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF 6 Catch Basin (Type `B," W=10' 1 EA 7 Traffic Control Work I LS For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 24/7, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within 8 hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-8 or C34) Contractor's license and a City of Santa Ana Business License. K81sul� 1. Street work shall be required to be performed by a licensed contractor for any and all the work in the public right of way. The contractor must provide the following prior to initiating Task Order work. a. A City of Santa Ana business license. b. A Certificate of Insurance of general liability containing requirements as set forth by the City Attorney and per the Standard Agreement. c. A Contractors license (with appropriate classification). d. Proof of Worker's Compensation Insurance. 2. Provide BMPs and/or erosion control plans for planned Task Order work unless directed otherwise by the City: 3. If required, the Contractor shall submit, for review and approval, a surface drainage/grading/erosion control plan, prepared by a registered civil engineer, showing the direction and means of flow within the street. Any Subcontractors intended to be used, shall be listed in the proposal. Any additional subcontractors that may become necessary, shall require approval by the City prior to start of any assigned work. When a Subcontractor performs all or any part of the work, a markup shall be applied to the Subcontractor's actual cost of such work. The Contractor may add a markup of 10 percent on the first $5,000 of the subcontracted portion of the extra work and a markup of 5 percent on work added in excess of $5,000 of the subcontracted portion of the work may be added by the Contractor. PAYMENT AND INVOICING: Selected Contractor shall invoice the City based on time and material according to the City's standard invoice template. Tasks and hours shall be clearly identified and all rates must match those included in the approved agreement. City shall retain ten percent (10%) of the invoice amount from each payment until the completed Project has been accepted by the City. CITY RESPONSIBILITIES: The City will provide information in its possession relevant to the preparation of the required information in the REP. 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 any assigned Task Orders • All plan check coordination within the City • Construction administration • Electronic files (sample plans & specifications, City of Santa Ana's CADD Standards), if needed KINDIM • Electronic files for title sheets and sheet borders, if needed DEFINITION OF ITEMS (SAMPLE TASK ORDERS A. B & Cl: The unit prices paid for the items listed in the Contractor's Proposal as defined herein include full compensation for furnishing all labor, materials, tools, and equipment, and doing all work involved in furnishing and installing the materials complete and in place, in accordance with the details shown in the Task Order, Standard Plans, Sketch, Other Plans, as directed by the Engineer. All incidental work which is not otherwise specified, and which is necessary to complete the improvements shall be furnished and installed as though such work was specified, and no additional compensation would be allowed therefore. If not stated otherwise, work shall be in conformance to APWA's 2012 Greenbook spec cations. Each Sample Task Order's work items include, but are not limited to, the following listed below for the Fee Schedule Submittal. Actual Task Order work, ifgranted, will generally be on a Time and Materials basis in accordance with labor rates for the type of work and material required per Task Ordergranted and according to the schedule of rates provided as part of this proposal. The Sample Task Order information provided will primarily be used to compare various proposals. Sample Task Order A Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. Pz81sul� Item No. 3- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Signing & Striping The work under this item for Signing and Striping shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Signing & Striping shall be at the contract Lump Sum listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, disposal of all removed materials and incidentals as required and no additional compensation will be allowed therefore. 015161-1 Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order B Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation Item No. 2 - PCC Sidewalk (T=4") The work under this item consists of grading, compacting subgrade, and constructing 4-inch thick PCC Sidewalk shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways," of the Standard Specifications, plans, and contract document specifications. Payment for PCC Sidewalk (T=4") shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for thickness (T=6") shall be paid 1.5 times the unit price. Item No. 3 - PCC Curb Ramp The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb Ramp shall be at the contract unit price bid per Linear Foot as listed in the Fee K81511l1-i Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 4 - PCC Curb & Gutter (A-2-8) The work under this item consists of grading, compacting subgrade, and constructing PCC Curb & Gutter and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curbs, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for PCC Curb & Gutter (A-2-8) shall be at the contract unit price bid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 5- Furnish and Install New #6 Pull Box The work under this item for Furnish and Install New #6 Pull Box shall be in accordance with the latest CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. The assumed material for placement shall be concrete and any removal of an existing pull box shall be included in the price paid to furnish and install a new pull box and no additional payment will be allowed therefore. Payment for Furnish and Install New #6 Pull Box shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including famishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 6 - Adjust Manhole to Finished Grade Payment for Adjust Manhole to Finished Grade shall be at the contract unit price bid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 7- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. K8151111-i Item No. 8 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 9 — Guard Rail Replacement (Caltrans RSP A77N4) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement (Caltrans RSP A77N4) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement (Caltrans RSP A77N4) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail, foundation preparation, and no additional compensation will be allowed therefore. Item No. 10 - Guard Rail Replacement Termination (Caltrans) The work under this item consists of grading, compacting subgrade, and constructing Guard Rail Replacement Termination (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," with the provisions of Section 204, "Lumber and Treatment with Preservatives," Section 304-2.2 "Flexible Metal Guard Rail," any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Guard Rail Replacement Termination (Caltrans) shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing guard rail termination, furnishing all materials, labor, equipment, tools, and incidentals as required to install new guardrail termination, foundation preparation, and no additional compensation will be allowed therefore. Item No. 11— Remove and Replace Chain Link R/W Fence The work under this item consists of grading, compacting subgrade, and construction of foundations to support the posts for Remove and Replace Chain Link Fence and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-5, "Concrete Curb, Walks, Gutters, Cross Gutters, Alley Intersections, Access Ramps, and Driveways" and Section 304-3 "Chain Link Fence" of the Standard Specifications any City Standard Specifications, plans, and/or any City's Special Provisions/Contract KINIIII-i Documents provided by the City for each Task Order. Payment for Remove and Replace Chain Link R/W Fence shall be at the contract unit price bid per Square Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing chain link fence (and posts/foundations), furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 12 —Concrete Barrier Type 836 (Caltrans) The work under this item consists of grading, compacting subgrade, and removing and/or construction Concrete Barrier Type 836 (Caltrans) and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," Caltrans Standard Specifications, any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Concrete Barrier Type 836 (Caltrans) shall be at the contract unit price bid per Lineal Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing concrete barrier or other appurtenances, furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Item No. 13 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Sample Task Order C Items of Work Item No. 1 - Unclassified Excavation Payment for Unclassified Excavation shall be at the contract unit price per Cubic Yard listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for unclassified fill, if any, is considered as included in the unit price paid for unclassified excavation. Payment for over -excavation shall be paid for at the unit price for unclassified excavation. K81sul� Item No. 2 - Asphalt Concrete (AC) Pavement Payment for Asphalt Concrete (AC) Pavement shall be at the contract unit price bid per Ton as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. Payment for asphalt concrete pavement used in areas of over -excavation to mitigate unsuitable subgrade materials shall be paid for at the contract unit price bid per ton. Item No. 3 — Remove and Replace 18" Corrugated Metal Pipe (CMP) The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Corrugated Metal Pipe (CMP) and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Corrugated Metal Pipe (CMP) shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 4 — Remove and Replace 18" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 18" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 18" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. Item No. 5 — Remove and Replace 30" Reinforced Concrete Pipe The work under this item consists of grading, compacting subgrade, and constructing Remove and Replace 30" Reinforced Concrete Pipe and shall be in accordance with the provisions of Section 306, "Underground Conduit Construction" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Remove and Replace 30" Reinforced Concrete Pipe shall be at the contract unit price paid per Linear Foot as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing pipe, furnishing all materials, labor, equipment, tools, and incidentals as required to install new pipe, bedding preparation, and no additional compensation will be allowed therefore. 7FP 20-106 -11 Item No. 6- Catch Basin (Type `B," W=10') The work under this item consists of grading, compacting subgrade, and constructing Catch Basin and shall be in accordance with the provisions of Section 301-1, "Subgrade Preparation," and Section 303-1, "Concrete Structures" and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents provided by the City for each Task Order. Payment for Catch Basin (Type "B," W=10') shall be at the contract unit price paid per Each as listed in the Fee Proposal, and shall include full compensation for doing all work, including removal or replacement of existing catch basins and/or other appurtenances, including furnishing all materials, labor, equipment, tools, and incidentals as required to construct a new catch basin, soil preparation and compaction, and no additional compensation will be allowed therefore. Item No. 7 — Traffic Control The work under this item for Signing and Striping shall be in accordance with the latest Watch Manual, CA MUTCD, Caltrans and any City Standard Specifications, plans, and/or any City's Special Provisions/Contract Documents to be provided for each Task Order Work. Payment for Traffic Control shall be at the contract unit price per Lump Sum (LS) as listed in the Fee Proposal, and shall include full compensation for doing all work, including furnishing all materials, labor, equipment, tools, and incidentals as required and no additional compensation will be allowed therefore. PUNIIII-i EXHIBIT B PALP INC. DBA EXCEL PAVING COMPANY QUANTITIES FOR FEE SCHEDULE (UNDER SEPARATE COVER) For the purposes of providing a Fee Schedule based on the below Sample Task Orders, the following work items and quantities are provided. The Fee Schedule in Attachment 5: Each Fee Schedule shall include a schedule of the hourly billing rates for ALL contractor and subcontractor staff and labor personnel. Additionally, for each discipline that a company seeks to be considered, the below table(s) shall be completed. For example, if a General Contractor is submitting for Asphalt Concrete and Concrete Work, Sample Task Orders A and B would both be required to be completed as part of the Fee Schedule. Each table shall include the filling in of the last two columns for the relevant sample task orders for whichever category(ies) are being submitted for consideration. However, actual work will be paid for as described in Section I.A. "Nature of Work." Sample Task Orders for Asphalt Concrete and Concrete roadway and sidewalk and Stormdrain public right-of-way related work are, respectively: Sample Task Order A - Asphalt Concrete Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy $195 $107,250 2 AC Pavement 130 TN $150 $19,500 3 Furnish and Install #6 Pullbox 4 EA $800 $3,200 4 Adjust Manhole to Finished Grade 5 EA $900 $4,500 5 PCC Curb and Gutter (Type A-2-8 100 LF $120 $12,000 6 Signing and Striping 1 LS $7 000 $7,000 7 Traffic Control Work 1 LS $34,0001 $34,000 Sample Task Order B - Concrete Paving Item Description Qty Unit Unit Price Total I Unclassified Excavation 550 Cy $195 $107250 2 PCC Sidewalk T=4" 2,500 SF $16 $40,000 3 PCC. Curb Ramp 3,000 SF $42 $126,000 4 PCC Curb and Gutter jype A-2-8 100 LF $120 $12,000 5 Furnish and Install #6 Pullbox 4 EA $800 $3 200 6 Adjust Manhole to Finished Grade 5 EA $900 $4,500 7 Catch Basin (Type °B," W=10') 1 EA $12,000 $12,000 8 Remove and Replace 30" Rebiforeed Concrete Pie 75 LF $340 $25,500 9 Guard Rail Replacement Caltrans RSP A77N4 50 LF $123 $6,150 10 Guard Rail Replacement Termination Caltrans) 1 EA $8,200 $8,200 11 Remove and Replace Chain Link R/W Fence 50 LF $100 $5,000 12 Concrete Barrier Type 836 Caltrans) 50 LF $500 $25,000 13 Traffic Control Work 1 LS $43,000 $43,000 CityLL MAIP 20-106 agg�E}}�VII Addendum No. 2 Page 4 of 6 Fff Sample Task Order C - Stormdrain Item Description Qty Unit Unit Price Total 1 Unclassified Excavation 550 Cy $195 $107,250 2 AC Pavement 130 TN $150 $19,500 3 Remove and Replace 18" Corrugated Metal Pipe (CMP) 75 LF $310 $23,250 4 Remove and Replace 18" Reinforced Concrete Pie(RCP) 75 LF $320 $24,000 5 Remove and Replace 30" Reinforced Concrete Pipe (RCP) 75 LF $340 $25,500 6 Catch Basin Jype"B," W=10') 1 EA $12,000 $12,000 7 Traffic Control Work 1 LS $35,000 $35,000 For each Task Order Issued by Public Works Agency, the City may or may not require the Contractor to provide cash deposit or surety "Payment" and "Performance" bond. Depending upon the size, nature and risk of the work, the City may use the amounts specified by the "Greenbook," surface drainage or street improvement plan measurements, or the approved itemized cost for each On -call or Emergency Task Order to calculate bond amounts, if any. Task Order work shall be per the City's Standard Plans, As -Built Plans, or other direction from the Public Works Agency. If required for a Task Order, the cash deposit or the surety bonds shall guarantee the construction of all necessary improvements for the Task Order, however, Bid Bonds shall not be required at the time of the submittal of RFP Proposal. For Task Orders, the City also reserves the right to retain 10% of progress pay amounts for the one-year warranty work. If so, the cash deposit shall be released approximately 135 days after all related permits and/or other approvals required are signed off by the City's Construction Inspector, and the passage of any lien periods. In the event the work is not completed within one year of the date that a street work permit or Task Order is signed, applicant agrees that the City may apply the cash deposit to the cost of completing the work and such work may be completed at the sole convenience of the City of Santa Ana. CONTRACTOR RESPONSIBLITIES Contractor must be able to respond to City's request for emergency repair work on a timely and urgent manner. The contractor shall be available on an on -call basis, 2417, and ready to respond in the event of an emergency. Service calls shall be responded within one hour. Contractor's repair crews must be able to arrive at job site within $ hours of approval from City to commence work. Regular business hours are considered from 7:00 am to 5:00 pm (Monday through Friday). Anytime outside of business hours of operation may be considered after hours/weekends. The Contractor shall, prior to award of contract and without additional expense to the City, possess all licenses and permits (unless waived by the City) required for the performance of the work required by this contract, including but not limited to a California Class (A, C-$ or C34) Contractor's license and a City of Santa Ana Business License. M lJ q w ti Ui 0 U�syssry .+ O\ N O- h sgv3v3 [^ O c��,�C7C7 a o O H dAUUa� w°°t°w° O o 0 hC� V3 0 0 69 0 O OMi b4 0 o O+ b5 0 0 OOi isj 0 0 O bR 0 0 C b9 0 G? V b3 0 O O b9 0 O N'o fA 0 O 64 00 O 6R O -�r V3 0 O FR 0 O 0 64 0 o 0 b9 • C H C, �q Q 1E, o 'CE! w a � v .Q c �❑ q � ��a � � � 0 � 'iy 0 aai S, S, o 0 0.1 h a d s� a a a a❑ ON ON ,,S.q� yya oN V � A� o U �i eC ti ti� ti ff H H J U VI N iZ o 0 a o 0 a o 0 0 0 0 0 0 o a o 01 N 'O 'o O Oi 00 N vi O O ,O ay 4 tl U Ef3 H% E/% iA Efi 44 69 69 64 &4 H3 fH � Vi 69 6R [� a � b vy ct' M F •a N � U pp+ ��j CUl CUJ CUyI E 0 o 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 0 0 � Oi OY c+i dl KV h 7 h O b4 h O V1 vi d' O V7 O M O .O vi oo oo lO O w vi w O V �r\ h gGosussssAaveves 6q �q'sssv 6o)Gnva E nn a a Ty 0 O U G � •�.• a y�OO � cn N Ey bA � v�i O O i/7 `.7 W H O"°'w ��a��aawwww'"ww v � o N 0 0 0 0 0 0 C CONTRACTOR'S LICENSING AND REGISTRATION STATEMENT The undersigned contractor, or corporate officer, declares under penalty of perjury that he/she and all hiAer subcontractors are registered with the State of California Department of Industrial Relations (DIR), and that the following is true and correct. Contractor's Name: PALP, INC DBA EXCEL PAVING Business Address: LONG BEACH CA 90808 Business E-Mail Address: a_stlmasing(dtexoeloav� Telephone: 8F9) rgg_5841 STATE LIC# 688659 State Contractor's License No. and Class: a C.19 (::11 License Expiration Date: State Dept. of Industrial Relations (DIR) Registration No.: 0005331 State Dept. of Industrial Relations (DIR) Registration Expiq�on Date: i017) I Z�- Signed: Title: /Curtis P. Brown III President 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. PAIP, INC DBA Name of Firm Fxf,pl PAUJNC 1h1P^NY Signature of CONTRACTORGL _ Title CrUrtis P. Brown III (if an individual, so state) City of Santa q�Ana .RFFP 20-106 25VaG 1J OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA } COUNTY OF ORANGE ) SS: CITY OF SANTA ANA ) Curtis P. Brown 111 being duly sworn, deposes and says: ❑ INDIVIDUAL That be/she is the party 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. CORPORATION That be is of: Pi3.;=E tT PALP, N0 D9 A EXCU-RAVING �IMPrtiNY — 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 collusion to secure any advantage against the City of Santa Ana or any person interested in the proposed contract, for himself or y other person. Curtis P. Brown III President Si ature of CONTRACTOR Subscribed a d swgrn to before me this day of WT - t 2iP111 20 _ Signature of officer ministering Oath (Notary Public) PHILLIPS COMM.#2170177 n Notary Public -California p ° LOS ANGELES COUNTY n MY Comm. Expires Oct 29,2020 City of Santa Ana RFP 20-106 25G_021It LIST OF SUB -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the proposal/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). CONTRACTOR proposes to subcontract certain portions of the work to the firms listed below: Name License DIR Rel Locatior Phone Type Of Amount $ Name 0 _(k L .- Styr De - License #/Exp. (QAS387 t DIR Reg. #/Exp. 1000W11 �p License # Location Phone Type Of Work SN` Amount $ 1%11\ Name License #/ �p. Ok&l ly DIR Reg. #/Exp. I., �Allar�lja License # 01 Location A&Q LA Phone 6,111 Type Of Work C!TaUrA Amount $ !Nb Name License #/Exp. DIR Reg. #/Exp. Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location _ Phone Type Of Work Amount $ Curtis P. Brown tll Signature of CONTRACTOR resident City of Santa Ana RFP 20-106 25(; TZ%.1'5' Addendum No. 2 Page 5 of 6 The following are the names, addresses, and telephone numbers for THREE public agencies for which the CONTRACTOR has performed similar work within the past three years. FM 3. Name and Address of Owner. Name and Telephone Number Contract Amount Name and Address of owner. person familiar with project. Type of Work and Telephone Number of person familiar with project. Contract Amount Name and Address of owner. Type of Work Name and Telephone Number of person familiar with project. Contract Amount Type of Work Date Completed Date Completed Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. i2o Varl � r �yc. Aso Un Ca go m � � e- I`• f0 � F h �- O 999U���. W MMNH....M..NNH'.W NH MN.....M...M...N..H...M Q.. .= h ' �a�Vj3 � ��O- (��!-3] ��p-3 �- {�y�-� 5a�y m RUSH.- .....d .Y CM1l m f3 �F �� m O m a� m O O O d 1 9® m 4 P 4 F WF _ F- _ h O h m FINE mmmmmwww w wmwwwW a�.�;aaa2�mg -- 110 o o-og roQ smm Igs_ s s ew 11 99,has MR Eym_N�c'S Eai Oo WC -- 'm3a 6-g�8as .6c9 2M1. t �Nf6` y O O �tp+•, � Q�'r � ` FV F d ft han � t7a t0 }off �i 2+! � 4+]^��? nimBN+bOi �+85��m.�.��i`�w rn�'w.mrnw,rnmS M�S'+rn��i'I o.mrnm A'8+W m mm C m m �tq+6-tFJ V N Ni N 5 N WIN 2m' (.� (� K 'Ti t0 VJ W'i m N S y V m m g m m —2� �LL>0�LL m jaw aw Qy�a�'P u'c.��z �°' owwui ai '8 -r on Ki `v m Q.i o+� : m�`� My � YuENin8,',Tml nJ 30 �s���Iuia °a� GPI q 12 @ I G tLL E, (�v.' ui ¢ per r� Z'• 9E�, 4 rm �' m E `� Em_ 6 ¢ �'=P C7 '� '¢ Ilm�� ° bE w�ng<n 8 g � 4 iTi»Fl e'n N �mw;0 po v�¢<na���g>�i��m m��N N N F m W m d N M AM Concrete REFERENCES. (CONTINUED) Addendum No. 2 Page 6 of 6 The following are the names, addresses, and telephone numbers for THREE public agencies for which the SUBCONTRACTOR has performed similar work in the past five years. 1 City of Redondo Beach, 415 Diamond St, Redondo Beach, CA 90277 (310)372-1171 Name and Address of Owner. Name and Telephone Number of person familiar with project. $920,749.25 curb gutter sidewalk access ramp Contract Amount Type of Work on going Date Completed 2 City of Santa Monica, 1437 4th St Suite 300, Santa Monica, CA 90401 (310)458-8411 Name and Address of owner. Name and Telephone Number of person familiar with project. $69,878.45 curb, gutter, x gutter, sidewalk, driveway Contract Amount Type of Work 4/17/2020 Date Completed 3. City of San Clemente, 910 Calle Negocioi St 100, San Clemente, CA 92673 (949)361-8200 Name and Address of owner. Name and Telephone Number of person familiar with project. $65,739.00 Contract Amount curb, gutter, sidewalk curb ramp Type of Work 7/30/2019 Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. Alliant Insurance Services, Inc. 333 S. Hope St Suite 3750, Los Angeles, CA 90071, Michelle Stevens Venbrook, 11512 El Camino Real, Suite 120, San Diego, CA 92130, Brooke LaFrenz (858)764-7447 Ace Fence The following are the names, addresses, and telephone numbers for TIME public agencies for which the SUBCONTRACTOR has performed similar work in the past five years. 1, Metro Transportation Authority - 1 Gate Plaza Los Angeles Ca. Name and Address of Owner. Helario Rommel - 231-922-4654 - Helario@metro.net Name and Telephone Number of person familiar with project. 3Milliom Plus On Call - Fencing, Services & Maintenance 2016-2018 - extended 2020 Contract Amount Type of Work Date Completed 2. City of Long Name and Address of owner. Frank Neely - 562-570-5419 - frank.neely@longbeach.gov Name and Telephone Number of person familiar with project. On Call - Fencing, Services & Maintenance 2018-2020 Contract Amount Type of Work Date Completed 3. Caltrans Dist, 12 Name and Address of owner. Name and Telephone Number of person familiar Contract Amount On Call - Metal Beam Guardrail Maintenance 2018-2020 Type of Work Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties from whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. Atlantic Specialty Insurance Company- 77 Water Street 17th Floor New York 952-852-2431 HUB international Insurance Services Inc. 4695 MacArthur Court Suite 600 949-623-1036 Pita Cal -Stripe REFERENCES. (CONTINUED) ITYMMMMI. r .ra The following are the names, addresses, and telephone numbers for THREE public agencies for which the SUBCONTRACTOR has performed similar work in the past five years. 1. 6&r-kn C% 44wA7wAoP �( n+snn� ✓r Name and Address of Owner. 7 F-k-I r,e,.(t; Name and Telephone Number of person fariliar wl 43Z7- ( 52L. -- 'S�Z' � Sr Contract Amount TvDe of Wo 2. C;t cf-- r it,v, z _) Name and Address of owner. Name and Telephone Number of person familiar, with project Contract Amount Type of Work 3. ckk� 04` 6Artc�k�t-- zuzo Address of owner. r- It Cvv" lsitra� — rib t - fzl>-Wxxd Name and Telephone Number of person familiar with project. Contract Amount Type f Work a Sa @ sv-i t"-j Date Completed Peo !0� 2s+iGt Date Completed R�Icb�\ 10 i'L.o10 Date Completed The following are the names, addresses, email addresses, and telephone numbers of all brokers and sureties firom whom CONTRACTOR intends to procure insurance and bonds from for Task Orders. pt-!C iry: . t C_ . 0 - SIWl - I 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 CONTRACTOR declares that the this Proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Proposal is genuine and not collusive or sham; that the CONTRACTOR has not directly or indirectly induced or solicited any other CONTRACTOR to put in a false or sham Proposal, and has not directly or indirectly colluded, conspired, connived, or agreed with any CONTRACTOR or anyone else to put in a sham Proposal, or that anyone shall refrain from submitting a Proposal; that the CONTRACTOR has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Fee Proposal costs of the CONTRACTOR or any other CONTRACTOR, or to fix any overhead, profit, or cost element of the Fee Proposal, or of that of any other CONTRACTOR, 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 Proposal are true; and, further, that the CONTRACTOR has not, directly or indirectly, submitted his or her Proposal 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, Proposal depository, or to any member or agent thereof to effectuate a collusive or sham Proposal. Note: The above Non -collusion Affidavit is part of the Proposal. CONTRACTORS are cauti ed that making a false certification may subject the certifier to criminal prosecution. Curtis R Brown rrl Signed 40L-.. president State of California County of 1_OS.Ange6s Subscribed and s ggrn to (or affirmed) before me on this ��Z y day of 20_, by Curtis P. Brown,10- proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me Notary PuAlic Signature Notary Public Seal C. PHILLIPS COMM. #21701.77 rr `"'Qu Notary Public -California X LOS ANGELES COUNTY LL My COMM. Expires Oct 29, 2020 NON -LOBBYING CERTIFICATION The prospective participant certifies, by signing and submitting this 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 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in conformance with its instructions. 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 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 suZMZIL— A;urtis'shall certify and disclose accordingly. Signed: 9P� brown prod Title: PALP, INC CBA Firm: EXCEL PAVING CCiv1PAW Date: OCT -1 MO City of Santa AnayyRFFP 20-106 25Va-LLL NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: 1. 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 Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24,1965, and such other sanctions maybe 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. City of Santa Ana RFP 20-106 25G�2"3' 7. 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 Stars. 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 of public works violating this Section ' subject to all the penalties imposed for a violation of the Chapter. Signed: Title: �--- urtis P.Brawn III President PAI_ty, INZ Firm: EXCtL PAVING COMPANY Date: City of Santa Ana RFP 20-106 25Gt224? STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned CONTRACTOR 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: 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. 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 pay a like amount to the California Apprenticeship Council, Signed: Title: Cu is P. Brown III President PALL, INC DSA Firm: FXff PAVING C(DMR. r1y City of Santa Ana RFP 20-106 25^`V26' 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 employed in the construction or repair of public work, t give up any part of the compensation to which he/she is otherwise entitled. Signed: (� !/L_ 4a— Title: urtis P. Brown III President PALP, IN— DBA Firm: €#f PI- PANIJT IG cc)namy Date: City of SantaAnaRFP 20-106 25VaaGLv""g PUBLIC CONTRACT CODE SECTION 10162 QUESTIONNAIRE In conformance with Public Contract Code Section 10162, the CONTRACTOR shall complete, under penalty of perjury, the following questionnaire: Has the CONTRACTOR, any officer of the CONTRACTOR's organization, or any employee of the CONTRACTOR's Company who has a proprietary interest in the CONTRACTOR, ever been disqualified, removed, or otherwise prevented from proposing/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 1"� STATEMENT REGARDING COMMUNITY WORKFORCE AGREEMENT (CWA) REQUIREMENTS This is to certify that the undersigned CONTRACTOR, and subcontractors, have read and understood the CWA entered into by and between the City of Santa Ana, the Los Angeles/Orange Counties Building and Construction Trades Council, and the signatory Craft Councils and Local Unions, effective as of September 1, 2017. The CWA is available at: httn://www.santa-ana.orglpwa/documents/CWA.12df The undersigned CONTRACTOR hereby agrees to comply with all terms and conditions of the CWA, and is capable of completing construction of the project continuously, and without interruptions or delays. If awarded any work covered by the CWA, CONTRACTOR will also be required to sign the Letter of Assent that appears as Attachment A to the CWA. Public Works Construction Permit: The Contractor may be required to obtain a Public Works Construction Permit if the CWA thresholds for a Task Order are met or exceeded as described in this RFP's Section III.E "Licenses & Permits." The undersigned has reviewed and understands that a Public Works Construction Permit for CWA administration fees and deposit that may be required as described in this RFP's Section IILE "Licenses & Permits." Signed: urtis P. Brown M President Title: Firm: EXCEL PAVING CC?tv1P N'' Date: OCT -1 2020 City of Santa AAnnaa RRFP 20-106 25 Var2286 MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villegas COUNCILMEMBERS Phil Bacerra Nelida Mendoza David Peneloza Vicente Sarmiento Jose Selene CITY OF SANTA ANA 20 Civic Center Plaza • P.O. Box 1988 M-22 Santa Ana, California 92702 www.santa-ana.oro October 6, 2020 CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez SUBJECT: RFP NO. 20-106: ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES The following changes/clarifications have been made to the above Request for Proposal: 1. QUESTIONS/ANSWERS QUESTION #1: This question is in regards to license requirements. PlanetBids description states... "Class (A, C- 8 or C34).a RFP page 2 of 55 states in bold "Class (A or C34 & C-10). Which would be the correct requirement? ANSWER: Class (A, C-8 or C34). See attached Addendum #1 where Page 2 of the RFP is replaced with the attached with the only update to clarify the licenses required. All other terms and conditions of the RFP remain unchanged. If you have any further questions, please post on Planetbids. Monica M. Suter Senior Civil Engineer Attachment: Addendum No. 1 SANTA ANA CITY COUNCIL Mlgual A. Pultdo Jusn Uilegas Vicenie Sarmiento David Penaloza Jose solorm Phil Bacerta Nelida Mendoze Mayor Mayor Pro Tom, Ward 5 Wank f1 V WSW WSW WSW v llenasayaantaana Ora �arnientnrm� Waasnefirsanta-ana or nme,ofioolsantaana am MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villages COUNCILMEMBERS Phil Bacerra Nelida Mendoza David Fanaticize Vicente Sarmiento Jose Solorio CITY 4F SANTA ANA 20 Civic Center Plaza • P.O. Box 1988 M-22 Santa Ana, California 92702 www.santa-ana.oro October 12, 2020 CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez SUBJECT: RFP NO. 20-106: ON -CALL EMERGENCY ASPHALT CONCRETE, CONCRETE AND STORMDRAIN REPAIR SERVICES The following changes/clarifications have been made to the above Request for Proposal: 1. The new Bid Closing Date is: Tuesday, October 20, at 11:00 am (both electronic and hard copy); 2. The new deadline for questions and clarifications is: Thursday, October 15, 2020. 3. Six Pages of the RFP have been replaced: The Cover Page, Notice Inviting Proposals, Page 14 and Page A1-3, Al-27 and Al-26, see attached. 4. Clarifications: a. There is NO BID BOND REQUIRED FOR THIS SUBMITTAL --see updated RFP No. 20-106 (including replaced pages). b. This project is unique as an RFP for On -call Construction/Repair Services for the City on an As -needed, On -call and Emergency basis. c. The Separate FEE PROPOSAL information is mainly for comparison/evaluation purposes along with the schedule of rates per firm as required in the RFP. d. For work required, companies will be asked for a specific quote from each of the qualified firms with agreements per category. Following a comparison of each on -call or emergency service repair quote received, the City will issue a Notice to Proceed on a Task Order basis, as required. All other terms and conditions of the RFP remain unchanged. Any additional Monica M. Suter Senior Civil Engineer Attachment: Addendum No. 2 SANTA ANA CITY COUNCIL Miguel A. Police Juan Villegas Vicente Saran. 2 5 G mZ*M Jose Solorio Phil Bacerra halide Manama Mayor Mayor Pro Tern, Ward 5 Ward 1 Ward 2 WaM 3 Ward 4 Ward S moulldoRsanta-anaem inlleaasGasanta-anaoro v armientodaanta-aua.org d I A t - lsoloro®santa-araom pbacerraktorta.aaaom nmendoza,as�nta-ana.ora Appendix ATTACIMENT3 CERTIFICATIONS • Contractor's Licensing and Registration Statement • Prevailing Wage Compliance and Monitoring Statement • Ownership Affidavit • List of Sub -contractors (If included) • References • Non -Collusion Affidavit • Non -Lobbying Certification • Non -Discrimination Certification • Statement Regarding Apprenticeship Requirements • Statement Regarding "ANTI -KICKBACK" Requirements • Public Contract Code Section 10162 Questionnaire • Statement Regarding Community Workforce Agreement (CWA) Requirements City of Santa Ana RFP 20-106 25(;!2312 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AMENDMENTS TO THE SITE LICENSE AND LEASE AGREEMENTS WITH GREYHOUND LINES, INC. FOR BUS PASSENGER SERVICES AT THE SANTA ANA REGIONAL TRANSPORTATION CENTER TO TEMPORARILY REDUCE RENTAL FEES IN THE COMBINED AMOUNT OF $19,950 FOR A SIX-MONTH PERIOD FROM DECEMBER 1, 2020 TO MAY 31, 2021, AND EXERCISE A ONE- YEAR EXTENSION TO THE LEASE TERM (NON -GENERAL FUND) CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on god Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Authorize the City Manager to execute an amendment to the site license agreement with Greyhound Lines, Inc. to reduce the fee for the rental of two bus bays from $5,498 to $3,000 per month for a six-month period beginning December 1, 2020 and ending May 31, 2021, for a total fee reduction in the amount of $14,988, subject to non -substantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager to execute an amendment to the site lease agreement with Greyhound Lines, Inc. to exercise the option for a final extension of the term for an additional one-year period beginning December 1, 2020 and expiring November 30, 2021, and reduce the fee for the rental of interior office space from $3,495 to $2,668 per month for a six-month period beginning December 1, 2020 and ending May 31, 2021, for a total fee reduction in the amount of $4,962, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Santa Ana Regional Transportation Center (SARTC) was built in 1983 and is a regional transportation hub that brings together Amtrak, Metrolink, Orange County Transportation Authority, and interstate bus services. In addition, when completed, the OC Streetcar will have a dedicated platform stop at SARTC. The facility is open to the public seven days a week from 5:00 a.m. to midnight, and contains approximately 35,000 square feet of rental space, including ten bus bays, two surface parking lots, and a parking structure. 25H-1 Approve Agreement Amendments with Greyhound Lines, Inc. December 1, 2020 Page 2 On August 16, 2016, the City Council approved site license and site lease agreements with Greyhound Lines, Inc. to license two bus bays and lease ticket counter office space at SARTC. Due to the current situation with the COVID-19 pandemic and the impacts it has had on their operations, Greyhound Lines, Inc. has requested a temporary rental fee reduction for the bus bays and office space (Exhibits 1-2). Additionally, Greyhound Lines, Inc. wishes to exercise the last renewal option on their lease agreement for office space to continue providing bus passenger services at SARTC (Exhibit 2). Greyhound has been a tenant at SARTC for over twenty years and has paid the monthly rent consistently. Currently, they are the only bus passenger service provider at SARTC. Staff recommends extending the term and amending the site license and site lease agreements to reduce the rental fee for a six-month period. The temporary rental rates are comparable to the rent being proposed by a new bus service provider interested in renting space at SARTC. FISCAL IMPACT The temporary rent reduction for the six-month period would reduce the following account: Fiscal Year Accounting Unit- Account # Fund Description Accounting Unit, Account Description Amount Regional PWA- SARTC 2020-2021 06717002-53810 Transportation Operations Rental — ($19,950) Center Greyhound Lines, Inc. Revenue Account Total: (19,950) Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. First Amendment to Site License Agreement with Greyhound Lines, Inc. 2. First Amendment to Lease Agreement with Greyhound Lines, Inc. 25H-2 EXHIBIT 1 FIRST AMENDMENT TO LICENSE AGREEMENT WITH GREYHOUND LINES. INC. FOR USE OF THE SANTA ANA REGIONAL TRANSPORTATION CENTER FACILITIES THIS FIRST AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between Greyhound Lines, Inc., a Delaware corporation ("Licensee" or "Greyhound"), 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"). 1t10IN t11/f1I.9 A. The parties entered into a License Agreement No. A-2016-331 ("Agreement") on December 1, 2016, by which City agreed to license for use by Licensee two bus bays at the Santa Ana Regional Transportation Center Facilities ("SARTC" or "Facilities") for the operation of Licensee's transit services at SARTC. B. Per Section 1.7 of the Agreement, the term of the Agreement is for an indefinite period, subject to termination upon notice by either party, and the Agreement remains in effect. C. The parties now wish to amend the Agreement for a temporary six (6) month fee reduction for use and access of the bus bays at SARTC. The Parties therefore agree: Section 1.5, Compensation, is amended to decrease the current monthly fee of $5,498 to $3,000 for only the six-month period ending May 31, 2021, commencing from the date provided above for this First Amendment. Effective, June 1, 2021, the monthly license fee shall revert to the amount of $5,498. 2. Except as modified by this First Amendment, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council CITY OF SANTA ANA Kristine Ridge City Manager Paget oft 25H-3 APPROVED AS TO FORM Sonia R. Carvalho City Attorney By: r hn M. Funk Sr. Assistant City Attorney 12191 MR 9 7ti#Pl_111 Nabil Saba Executive Director Public Works Agency GREYHOUND LINES, INC. By: 0,�v.o 4S. (&—AcH Title: pa4S1De),rt, C,4�5D Page 2 of 2 25H-4 FIRST AMENDMENT TO LEASE AGREEMENT WITH GREYHOUND LINES, INC. FOR USE OF THE SANTA ANA REGIONAL TRANSPORTATION CENTER FACILITIES TIIIS FIRST AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between Greyhound Lines, Inc., a Delaware corporation ("Tenant" or "Greyhound"), 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 parties entered into a Lease Agreement No. A-2016-332 ("Agreement") on November 15 2016, by which Tenant and the City agreed to the lease of 580 square feet of interior office space at the Santa Ana Regional Transportation Center Facilities ("SARTC") for the purpose of selling tickets to patrons in order to utilize the Greyhound transit services at SARTC. B. Per Section 5 of the Agreement, the term of the Agreement has been extended by operation of an extension letter (4A-2016-332-01), dated September 17, 2019, for an additional one- year period through November 30, 2020, with the option for a second and final one-year extension.. C. The parties now wish to exercise the option for a final extension of the term for an additional one-year period and also amend the compensation for a reduction in monthly rent for the initial six (6) months of this additional one-year period, commencing with the date provided above to this First Amendment. The Parties therefore agree: 1. Section 3, Commencement of Term, is amended to extend the term of the Lease Agreement through November 30, 2021. 2. Section 6, Rent, is amended to decrease the monthly rent from its current amount of $3,495 to $2,668 for only the six-month period ending May 31, 2021, commencing from the date provided above for this First Amendment. Effective June 1, 2021, rent shall revert to the monthly amount of $3,495 through the remainder of the extension period, above. 3. Except as modified by this First Amendment, all terms and conditions of the Agreement shall remain in full force and effect. [signature page to follow] Pagel of2 25H-5 IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council APPROVED AS TO FORM Sonia R. Carvalho City Attorney By: v (�� J n M. Funk Sr. Assistant City Attorney Nabil Saba Executive Director Public Works Agency CITY OF SANTA ANA Kristine Ridge City Manager C!!.7 6l` [�Ii1►171ti►`I DF.� 1►[ Q By: Ai) 5. t cshc4q Title: I A-651DpnaTt C.g'D Page 2 of 2 25H-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AMENDMENT TO AGREEMENT WITH LANDSCAPE WEST MANAGEMENT SERVICES, INC. TO INCREASE THE AGREEMENT AMOUNT BY $250,000 ANNUALLY FOR THE REMAINING TERM OF THE AGREEMENT, FOR AN AGGREGATE AMOUNT OF $5,100,000, FOR RIGHT-OF-WAY AND MEDIAN LANDSCAPE MAINTENANCE SERVICES (NON -GENERAL FUND) CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CK�7►111►U1q�iC�. /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an amendment to the agreement with Landscape West Management Services, Inc. for right-of-way and median landscape maintenance services, to increase the agreement amount by $250,000, for an updated annual amount not to exceed $1,020,000 and a total agreement amount not to exceed $5,100,000 for the maximum term of the agreement, which began on July 2, 2019 and expires June 30, 2021, including provisions for two two-year extensions exercisable by the City Manager and the City Attorney, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency Maintenance Services Division is responsible for the maintenance of over 30 miles of City street medians and neighborhood entry areas. The services include, but are not limited to, mowing, trash removal, irrigation system maintenance, and weed mitigation and removal. On July 2, 2019, the City Council approved an agreement with Landscape West Management Services, Inc., in an annual amount not to exceed $770,000 to provide median landscape maintenance and right-of-way cleaning services (Exhibit 1). Between 2011 and March 2017, the State of California experienced record drought conditions. In response, former Governor Jerry Brown issued an Executive Order, which among other things, prohibited irrigation of street medians containing grass. In compliance with the Executive Order, the City Council directed the Public Works Agency to discontinue the use of potable irrigation to the City's street medians that contained grass. Subsequently, the grass withered and eventually died, leaving barren median landscapes. 251-1 Approve Agreement Amendment with Landscape West Management Services, Inc. December 1, 2020 Page 2 On April 7, 2020, City Council designated $2.3 million to improve the aesthetic appearance of barren medians through the design and installation of new water efficient landscaping in the City's arterial corridors in the areas of First, Bristol, 17th, and Fairview Streets, and Harbor and MacArthur Boulevards. These arterial beautification projects began during the summer of 2020 and are close to completion. In order to maintain and preserve the City's new median improvements, and to address an increased need for service due to vandalism, theft of the watering control systems, and destruction of plants, staff recommends increasing the agreement amount with Landscape West Management Services, Inc. by $250,000, for a total amount not to exceed $1,020,000 annually (Exhibit 2). The additional contract capacity will also be utilized to maintain the new protected bike lanes being built throughout the City. FISCAL IMPACT Funds are available for expenditure in Public Works Agency, Special Gas Tax Median Landscaping account (No. 02917635-62320) and will be budgeted in subsequent fiscal years. Funds will be spent according to the spending plan below: Fiscal Year Accounting Unit— Fund Accounting Unit, Amount Account # Descri tion Account Description CURRENT ANNUAL CONTRACT Median Landscaping, FY 2020-21 02917635-62320 Special Gas Tax Maintenance & Repair $770,000 Buildings & Grounds REQUESTED AMENDMENT Median Landscaping, FY 2020-21 02917635-62320 ESpecial Gas Tax Maintenance & Repair $250,000 Buildings & Grounds TOTAL $1,020,000 OPTIONAL EXTENSIONS Median Landscaping, FY 2021-22 02917635-62320 Special Gas Tax Maintenance & Repair $1,020,000 Buildings & Grounds Median Landscaping, FY 2022-23 02917635-62320 Special Gas Tax Maintenance & Repair $1,020,000 Buildings & Grounds Median Landscaping, FY 2023-24 02917635-62320 Special Gas Tax Maintenance & Repair $1,020,000 Buildings & Grounds Median Landscaping, FY 2024-25 02917635-62320 Special Gas Tax Maintenance & Repair $1,020,000 Buildings & Grounds Total $5,100,000 251-2 Approve Agreement Amendment with Landscape West Management Services, Inc. December 1, 2020 Page 3 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. Agreement with Landscape West Management, Inc. 2. Third Amendment to Agreement with Landscape West Management, Inc. 251-3 A-2019-103 INSURANCE NOT ON FILE EXHIBIT 1 WORK MAY NQT PROCEED CLERK OF COUNCIL DATE; JUL 2 2 2019 AGREEMENT TO PROVIDE RIGHT OF WAY AND �MEDIAN LANDSCAPE MAINTENANCE SERVICES WA tiNtt! ^,.(COHIS AGREEMENT is made and entered into this 2nd day of July, 2019 by and between Landscape West Management Services; 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. On May 2, 2019, the City issued Request for Proposal No. 19-016, by which it sought a contractor to provide right-of-way and median landscape maintenance services for the Maintenance Services Division of the City's Public Works Agency, 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. 19-016 and addendum thereto. 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 acid conditions hereinafter set forth, the parties agree as follows; I. ' SCOPE OF SERVICES Contractor shall pei*rm the services that were described in the scope of work that was included in RFP No,19-016 and addendum thereto, and that is attached as Exhibit A. Contractor's proposal is incorporated in full by reference herein. 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 B. The total annual sum to be expended under the term of this Agreement, including any extension periods, shall not exceed $770,000. This sum is comprised of (1) the base amount of $700,000 and (2) a 10% contingency in the amount of $70,000 for additional services at the City's sole discretion. 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, Page 1 of 8 251-4 3. TERM This Agreement shall commence on the date first written above and terminate on June 30, 2021, unless terminated earlier in accordance with Section 17, below. The term of this Agreement may be extended for two 2-year periods 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 &, 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 `Smaintenanoe" 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 perforas 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 `Phis 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'J. 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 8 251-5 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 (e) 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 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: (1) Contractor shall maintain all insurance required above in fall 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 & 251-6 f. If Contractor fails or refuses to produce or maintain the insurance required by this section or fails or refuses to firmish 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, 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 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. Notwithstanding the foregoing, to the extent Contractor's services are subject to Civil Code Section 2782.8, the above indemnity shall be limits, to the extent required by Civil Code Section 2782.8, to claims that arises of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. 4. 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 infitingement 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 Page 4 of 8 251-7 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 slid 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 patty 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 set vices 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 92702-1.988 Executive Director Public Works Agency City of Santa Ana Page 5 of S 251-8 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: Landscape West Management Services, Inc. 1234 North Blue Gum Street Anaheim, CA 92806 Attn: Michael Garibay, President 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 terns of this Agreement and any attachments hereto, the terns 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. ASSIGNMEN I' 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 shalt 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 patty 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 8 251-9 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 tennination. 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 eomiection with any activities tinder 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 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. PIZOP'ESSIONAL 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 & 251-10 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: Norma Mitre Acting Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO City Attorney By: J n M. Funk Assistant City Attorney FEPLS uti sctorExce Dire Public arks Agency fps ar aCITY OF wig �,•����� Kristine Ridje City Manager APPROVAL t • ��ZVA Name: Nisi" etar,'Wti� Title: ('restdto'� Page 8 of $ 251-11 EXHIBIT A SCOPE OF WORK GENERAL REQUIREMENTS 1. Licenses and Pon -nits The Contractor shall, prior to award of contract and without additional expenses to the City, possess all licenses and permits required for the performance of the work required by this contract, including but not limited to State License C-27 and a City of Santa Ana Business License. 2 Compliance with Applicable Laws and Regulations a Contractor shall perform all requirements under and in strict observance of and compliance with all applicable laws, regulations, ordinances, codes and any other legislative or statutory requirements. b. Contractor warrants that the performance of services under this contract shall be compliant with the current requirements of the Occupational Safety and Health Act (OSHA) and as it may be amended or updated throughout the term of this contract. a Note that all locations and quantities are subject to change at any time in order to respond to unforeseen situations that may arise. City will provide Contractor with as much advance notice as reasonably possible to allow Contractor to adjust schedules and workforces accordingly. 4. Oversee workforces to ensure that work is being performed with all due diligence, quickly, and thoroughly and for all the designated work area. S. Perform scheduled and random checks with Project Manager or designee to ensure that all work is being performed satisfactorily. a Provide courteous interaction, direction, information, and referrals to all visitors, property owners, Police Officers, other City employees, or related agencies. 7. Minimum Service Levels a. Provide the required number of laborers, technicians, supervisors, and workers as specified below and throughout these specifications. The City has determined these are the required staffing levels necessary to accomplish all of the work requirements within the allotted hours as indicated In the specifications. b. Contractor shall provide three (3) crews each day (Monday — Friday) for scheduled work (Weed Abatement Crew and Alley Crew). Contractor shall provide one (1) 251-12 Irrigation Technician as well as one additional crew for as -needed cleaning and clearing services as requested. a Note that from time -to -time and site -to -site more workers will be needed and Contractor must provide additional workers at the rates stated In the eBid Line Items for services requested by the Project Manager or his/her designee. a DIR Registration This project Is a public work and subject to the following: No contractor or subcontractor may be listed on a bid proposal for a public works project (submitted on or after March 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5 [with limited exceptions from this requirement for bid purposes only under Labor Code section 1771.1(a)]. No contractor or subcontractor may be awarded a contract for public work on a public works project (awarded on or after April 1, 2015) unless registered with the Department of Industrial Relations pursuant to Labor Code section 1725.5. This project is subject to compliance monitoring and enforcement by the Department of Industrial Relations. Contractors are further cautioned that certified payrolls shall be submitted electronically directly to the Department of Industrial Relations. 9. Prevailing Wage The Director of the Department of Industrial Relations of the State of California has ascertained the prevailing rate of per diem wages in dollars, based on a working day of eight hours, for each craft or type of worker or mechanic needed to execute any construction or maintenance contract, which maybe awarded by Public Works. The current prevailing wage rates as adopted by the Director of the Department of Industrial Relations are incorporated herein by reference and may be accessed at http://www.dir.ca.gov/ (General Prevailing Wage: determination' made by the Director of Industrial Relations / Pursuant to California Labor Code Part 7, Chapter 1, Article 2, Section 1770,1773 and 1773.1). The Contractor is required to pay the prevailing wage rate referred to above and is responsible for selecting the crafttclassd'ication of workers which will be required to perform this service in accordance with the Contractor's method of performing the work. Pursuant to Section 1775 of the Labor Code (State of California) Contractor shall forfeit $50 for each calendar day, or portion thereof, for each worker paid less than the stipulated prevailing wage rates for any public work done under this Contract or by any subcontractor. 10. Prevailing Wage Compliance and Monitoring Contractor is aware of the requirements of the California tabor Code Section 1720, at seq., and 1770, at seq., as well as California Code of Regulations, Title 8, Section 16000, at seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirement 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 Prevailing Wage Laws and since the total compensations is #1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall 251-13 provide contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement/Contact. Contact 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 job 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 (allure oraileged failure to comply with the Prevailing Wage Laws, II. TRASH REMOVAL AND DISPOSAL: Note the trash likely to be encountered during the course of cleaning includes but is not limited to litter, trash, bio-waste and hypodermic needles, plastic, and cardboard containers, plywood, used lumber, discarded furniture, and small appliances, toys and other household Items. 2 Remove and dispose of items listed above according to all applicable laws, codes, and requirements. 3. Note that trash removal is incidental to weed removal by either crew. It is included so that the areas looks clean after the weed removal work is completed. IIL MEDIAN GREW 1. Provide 2 Crew sizes as follows: 3 person crew=1 Leadworker+2 Laborers 3 person crew= 3 Laborers 2 Provide the crew daily. The assignments may change during the day to respond to urgent requests. Homeless camp debris removal may occur several times a week. a Provide the necessary labor, materials and equipment to remove weeds from all medians, linear parks, sidewalk areas, planters and public lots. 4. Remove the trash encountered In areas immediately adjacent to weed clearing along with the weeds. 5. Remove by hand or mechanical means, all weeds from medians, sidewalk and street curb joint. 6. Maintain and clean the tree wells to enhance appearance and cleanliness of City parkway tree wells by removing weeds and litter. 7. Maintain median islands and remove weeds, sucker growth, debris and trash as directed per Scope of Work. a Remove all litter (trash, paper, cans, bottles, signs and other debris).. 251-14 S Remove all unwanted natural or environmental materials, Including, but not limited to bio-waste, hypodermic needles, dirt, slit, feces, soot, weeds, 10. Clean, cut, clear, and remove weeds and remove of light to medium amounts of trash by using hand-held equipment like weed eaters, rakes, brooms, and leaf blowers. Leave no piles, or residue with rake marks, Sidewalk surface shall be clean of leaves, litter, and dirt. 11. Crew must be self -directed and report directly to the main office of Contractor. 12 Crew must be "on -call" and carry a dedicated cell phone and be available during normal business hours on all workdays. 13 The Contractor shall collect all clippings, trimmings, cuttings, rubbish and debris, and posted signs at all work sites and dispose of same in a lawful manner per contract requirements at the Contractor's expense. 14. All trash and debris shall be removed from all worksitas a minimum of one (1) time per week. 15. The Contractor shall rake, hand remove, or vacuum leaves that are not absorbed by planting. This shall be done as often as required to maintain a neat appearance, or prevent plants from being smothered by seasonal leaf drop at least weekly or as directed by Projects Manager or designee. 16. After heavy windstorms, the entire contract area shall be cleaned of litter, fallen branches, etc. Contractor shall respond to calls from Projects Manager or designee immediately. Contractor shall patrol all areas durin heavy windstorms for trees down, fallen branches, hanging branches, debris, and other potential hazards. 17. The Contractor shall keep sidewalks and all paved areas in the medians and under overpasses swept and cleaned of any debris, weeds, dirt or soil. Tree wells shall be maintained weed free. la Additional duties that may be required of the Median Crew may Include the following: clear catch basins during winter rain and storms, fill sandbags, remove extra trash and debris generated by special events, remove litter and vegetation at City -owned parcels, remove homeless camp debris, and assist street sweepers In debris removal during weather events, ex. wind or rain. 19. All turf shall be mowed weekly with mulching mowers. Subject to the approval of the Projects Manager or designee, the contractor may reduce the mowing frequency to biweekly during periods of rain or prolonged cold. All grass clippings shall be left in place with the exception of large accumulations, which shall be collected and removed after each mowing. 20. All turf shall be cut to a height appropriate for the type of grass being mowed. Mowers shall be maintained In optimum condition with sharp blades to provide a smooth, even cut without tearing of the leaf blades. 21. All turf and hardscape areas shall be free of turf clippings, plant debris and trash at the end of the scheduled mow day. 22. All turf shall be edged with blade trimmer adjacent to all improved surfaces and, where no improved surface exists, turf edges shall be maintained as if the turf area abuts a shrub bed or property line. Edging and detailing shall be performed weekly. 251-15 Following each edging, all edging debris shall be removed, 23. All turf growing adjacent to irrigation hardware, tree trunks, or any other landscape amenity shall be neatly detailed by string trimmer and/or chemicals to twelve (12) inches in all directions of said objects_ If chemical detailing is performed, the Contractor shall use the string trimmer to remove the treated turf within one (1) week after symptoms of photo toxicity become recognizable. 24. Any damage, as determined by the Projects Manager or designee, caused to Irrigation components, sprinklers, valves, etc., or plant material by edging equipment and/or mowers shall be replaced by the Contractor at Contractor's expense. 25. Lawnsshall be fertilized four(4) times annually with a"complete fertilIzer% Fertilize two (2) times per year during the months of December and February using 22-3-9 at the rate of five pounds (5 lbs.) per 1000 square feet or approved equivalent program. During the months of June and October fertilize with 16-6-8 at the rate of six pounds (6 lbs.) per 1000 square feet four (4) times per year, or approved equivalent program. 26. Due to the broad geographical area of the contract, the City may from time to time adjust or change the fertilization specifications contained herein as a result of consultation with Contractor or recommendations of a horticultural soils and plant laboratory report for each site. All fertilization shall be included with the landscape maintenance of each contract area. Contractor shall supply and transport all required fertilizers and include costs in the bid to the City. 27. Turf areas shall be deeply watered as required by weather conditions to provide adequate moisture for optimum growth. At no time shall turf areas be allowed to show a lack of fresh green color or a loss of resilience due to lack of water, 28. Wherever or at any time that an irrigation system is damaged, fails or does not adequately cover the turf area in which it is installed, the Contractor shall furnish and set out hoses and sprinklers, or other portable means, as required to uniformly water the turf area. 29. Automatic irrigation shall be conducted between the hours of 10:00 p.m. and 4:00 a.m. and shall be programmed to prevent excessive runoff, pending or over watering. 30. Contractor shall respond immediately to signs of turf stress. Turf lost due to stress shall be deemed contractor negligence, as determined by the Projects Manager or designee, and replaced at Contractor's expense. 31. Contractor shall develop and maintain a program to ensure that all turf is maintained free of fungus, insect infestations and/or turf diseases at all times. 32. Damaged and/or bare spots in turf shall be immediately repaired at the time of detection. 33. The tree guards shall be maintained in place around the trunk of each canopy tree at all times to eliminate tree damage by string trimmers, mowers, etc. Trees damaged by Contractor shall be immediately replaced at Contractor's expense. 34. Each year, all turf areas shall be over seeded with Eagle Blend or equivalent perennial rye grass at the minimum rate of seven (7) pounds per 1,000 square feet. Seed shall be uniformly broadcast, with care taken to not broadcast in non- turf area. Dethatching and/or deep scalping of the turf may be required as directed by the Projects Manager or designee. Seeds shall be guaranteed free of disease, pests, or other foreign grasses or weeds. 251-16 35. The Contractor shall apply an approved pre -emergent herbicide to all turf areas a minimum of one (1) time per year and/or as directed by the Projects Manager or designee for control of all types of weeds. At no time shall weeds be allowed to remain In turf areas. 36. Contractor shall flag all irrigation sprinklers prior to commencement of work complete. 37. Damage because of rodent activity shall be repaired at Contractor's expense. 38, The Contractor shall be responsible for the complete removal and replacement of ground cover lost due to normal attrition or to Contractor's faulty maintenance or negligence, as determined by the Projects Manager or designee, at no additional cost to the City. 39, Where ground cover grows under pine trees, the Contractor shall use a combination of techniques (raking and blowing) to prevent the build-up of needles from forming on the ground cover. 40. Ground cover plants shall be added, as needed, to ensure a solid mass planting in conformance with the original Intent at no cost to the City. 41. Contractor shall remove dead shrubs and baekfill to existing grade with imported soil as necessary to maintain a consistent finished grade. Sinkholes will not be acceptable as it represents a liability to the City. Replacements of shrubs will be approved by Projects Manager or designee. 42. Wall vines adjacent to and coming from City landscapes are a part of the maintenance of this contract. Wall vines shall be kept trimmed approximately four (4) Inches from the wall and eight (8) inches below the top of the wall. Where wall vines have been allowed to grow over the top of the wall, the Contractor shall keep wall vines trimmed down to the top of the wall. Wall vines may require trimming two or more times per month during the growing season. 43. All shrubs growing in the work areas shall be pruned as required, to maintain plants in a healthy growing condition and to maintain plant growth within reasonable bounds to prevent encroachment of passage ways, walks, streets, view of signs or in any manner deemed objectionable by the Projects Manager or designee. Dead or damaged limbs or branches shall be cleaned out and removed with sharp pruning tools with no projections or stubs remaining. Pruning shall be done in a manner to permit plants to grow naturally in accordance with their normal growth characteristics except box hedging may be required on some shrubs, as designated by the Projects Manager or designee. Shear hedging or severe pruning of plants, unless authorized by the Projects Manager or designee, shall not be permitted. Should the Contractor shear hedges or severely prune plants and disfigure or damage the plants, the contractor shall be responsible for replacing those plants with like kind and size as determined by the Projects Manager or designee. The Contractor may be requested from time to time to raise the bottom or lower the tops of the shrubs for security reasons. This shall be considered routine maintenance and performed at no extra cost to the City. 44. Shrubs shall be thinned and pruned, separated and/or relocated for the health of the planting and the appearance of the site, and at such other times when directed by the City. infill planting of bare shrub areas shall be replanted In the months of March through June with plant material of the same species one time per year as part of routine maintenance at no additional cost to the City. 251-17 45, All shrubs shall be properly irrigated to maintain a healthy condition. Shrub areas shall be deeply watered as required by weather conditions to provide adequate moisture for optimum growth, At no time shrub areas shall be allowed to show a lack of fresh green color or a loss of resilience due to tack of water. 45. Wherever or at any time that an irrigation system is damaged, fails or does not adequately cover the shrub area In which it is installed, the Contractor shall furnish and set out hoses and sprinklers, or other portable means, as required to uniformly water the shrub. 47. Contractor shall respond Immediately to signs of plant stress. Plant material lost due to stress shall be deemed Contractor negligence, as determined by the Projects Manager or designee, and replaced at Contractor's expense. 48. The Contractor shall be responsible for the complete removal and replacement of shrubs lost due to normal attrition or due to Contractors faulty maintenance or negligence, as determined by the Projects Manager or designee, at no additional cost to the City. 49. All bare soil or open areas shall be either cultivated weekly or covered by a minimum of two (2) inches of mulch. All mulch material shall be of a recycled product free from foreign grasses and weeds and shall be approved by the City. At no time shall weeds be allowed to remain In bare or planted areas. 50, Shrubs shall be pruned as required to ensure clear vehicular and pedestrian visibility and clearance. Remove broken or diseased branches and provide general containment and good appearance. 51, Plant material encroaching onto or from City property shall be trimmed back to property line at City's discretion depending on circumstance, i.e. plants growing over fences and sidewalks from private property adjacent to contracted areas shall be trimmed back to the property line. 52. Prune shrubs to retain as much of the natural informal appearance as possible, consistent with intended use, i.e. vines not growing into other plants, etc. Coordinate with Projects Manager or designee. 53. Continuously remove any spent blossoms or dead flower stocks, as required, to present a neat, clean appearance. 54. Plants growing over curbing and/or sidewalks shall be maintained even with the edge of the sidewalk or curb and be trimmed on a natural taper rather than vertical, so as not to appear to be hedged. 55, Ailing or stunted shrubs shall be removed at time of discovery and replaced In kind within five (5) working days. Shrubs requiring additional nutrients to correct deficiencies shall receive such nutrients within three (3) working days of discovery. Contractor shall replace shrub failure that is determined to be due to Contractor's neglect or improper treatment at his expense. IV. RIGHT OF WAY GREW 11 Provide a crew size as follows: 3-person crew = 1 Leadworker+2 Laborers 251-18 2 Perform the work daily. a Provide the necessary labor, materials and equipment to remove weeds from all sidewalk areas, planters and public lots. 4. Remove all litter (trash, paper, cans, bottles, signs and otherdebris). a Remove all unwanted natural or environmental materials, including, but not limited to bio-waste, hypodermic needles, dirt, silt, feces, soot, weeds, 6. Clean, cut, clear, and remove weeds and remove of light to medium amounts of trash by using hand-held equipment like weed eaters, rakes, brooms, and leaf blowers. Leave no piles, or residue with rake marks. Sidewalk surface shall be clean of leaves, litter, and dirt. 7, Crew must be self -directed and report directly to the main office of Contractor. a Crew must be "on -call" and carry a dedicated cell phone and be available during normal business hours on all workdays. 9. Additional duties that may be required of the Right of Way Cew may include the following: clear catch basins during winter rain and storms, fill sandbags, remove extra trash and debris generated by special events, remove litter and vegetation at City -owned parcels, remove homeless camp debris, and assist street sweepers in debris removal during weather events, ex. wind or rain. 10. Note the trash likely to be encountered during the course of Right of WavCieaning includes but is not limited to litter, trash, blo-waste and hypodermic needles, plastic, and cardboard containers, plywood, used lumber, discarded furniture, and small appliances, toys and other household items. 11. Remove and dispose of items listed above according to all applicable laws, codes, and requirements. 12 Note that trash removal Is incidental to weed removal by either crew. it is included so that the areas look clean after the weed removal work is completed. la The Contractor shall collect all clippings, trimmings, cuttings, rubbish and debris, and posted signs at all work sites and dispose of same in a lawful manner per contract requirements at the Contractor's expense. 14. All trash and debris shall be removed from all worksites a minimum of one (1) time per week. 15. The Contractor shall rake, hand remove, or vacuum leaves that are not absorbed by planting. This shall be done as often as required to maintain a neat appearance, or prevent plants from being smothered by seasonal leaf drop at least weekly or as directed by Projects Manager or designee. 251-19 16. After heavy windstorms, the entire contract area shall be cleaned of litter, fallen branches, etc. Contractor shall respond to calls from Projects Manager or designee immediately. Contractor shall patrol all areas gudM heavy windstorms for trees down, fallen branches, hanging branches, debris, and other potential hazards. 17. The Contractor shall keep sidewalks and all paved areas in the medians and under overpasses swept and cleaned of any debris, weeds, dirt or soil. Tree wells shall be maintained weed free. V. IRRIGATION TECHNICIAN 1. The Irrigation Technician shall physically inspect (by manual or semi -automatically running the Controller) the operation of all systems weekly. The Irrigation Technician shall maintain all sprinkler systems In such a way as to guarantee proper coverage and full working capability, and make whatever adjustments are necessary, including but not limited to, adjustment of heads or inserts, or replacing of inserts, etc., to prevent excessive over spray/runoff into street right-of-ways or other areas not Intended to receive irrigation over spray/runoff. (Exhibit I) VI. OPTIONAL AS -NEEDED CLEANING AND CLEARING Crew Size: varies depending on need; City estimates, but does not guarantee or imply 1,000 hours per year for City -requested optional as -needed services. A. These as Needed Cleaning and Clearing Services will be compensated at the regular hourly rate on the appropriate Price List Item, B. City will issue a work order request for such work to be performed. C. These services include, but are not limited to: ■ Remove slit, weeds, and debris In Orphan Parkway locations • Maintain and clean the tree wells to enhance appearance and cleanliness of City parkway tree wells by removing weeds and litter, and installing City -provided wood chips and mulch. • Clear catch basins during winter rain and storms. ■ Fill sandbags. ■ Remove extra trash and debris generated by special events. ■ Remove litter and vegetation at City -owned parcels. ■ Removal of homeless camp debris and rubbish. 251-20 Maintain median islands and remove weeds, debris and trash as directed. ■ Assist street sweepers in debris removal during weather events, ex. wind or rain. VII. OTHER PROVISIONS( REQUIREMENTS— nonspecific A. Contractor Data Entry for Maintenance Work a. The City uses a computerized asset/work order system (Cityworks) and APP (mySantaAna) to record all work performed against City owned assets. b, The Contractor will be required to utilize the City's computerized system (Cityworks & mySantaAna) to record ALL maintenance work performed for this contract. c. The City will provide training and instruction to the Contractor on the use of the Cityworks and mySantaAna system and APP. d. The Contractor will be required to obtain a cellularM/i-Pi enabled Apple branded tablet (iPad) for each crew, to perform the required data entry in the field. The Contractor will be solely responsible for maintaining the device In working order to complete the required data entry for the City. a, The Contractor will be required to obtain a cellular internet data plan cost using one of the following carriers (AT&T wireless, Verizon, T-Mobile or Sprint). 2. Maintenance Function Checklist and Reports a. Daily Attendance Sign in Sheet: Provided by the Contractor on a daily basis by 7:30 am, Including the signatures of each laborer and crew assignment, date, and hours to be worked. Contractor shall update the hours worked if any laborer leaves early. b. Daily Work Report: Prepared by Contractor on a daily basis and specifies the work performed; date performed; and labor, materials and supplies used, and amount of trash and debris collected (measurement method to be agreed upon). c. Weekly Report I. Due: Monday of every week U. Contents: Ensure that the report contains all the required and approved content, which may include, but not limited to: III. Description of work completed iv. Materials used v. Defects found V. Results of patrol/observation and Inspections 251-21 vIL Description of the actual inspection, observation, repair and/or maintenance of landscaping, signage, lighting, streetscape, and graffiti viii. Observations of safety issues, potential hazards, public nuisances, and minutes (notes) from any other City -required meeting (e,g, maintenance project meetings, field reviews, etc.) d. Report Guidelines: i. Submit records in the time required, In the method required, and on the forms required. ii. Include any pertinent Information or backup documentation with your reports. III. Submit all reports prior to submission of the monthly invoice; otherwise payment will be withheld. iv. Provide an equipment time report using a form provided indicating the hours worked each day of the pay period, v. Monthly payment will not be made until reports are received by City. e. Documentation i. Digital Photo Sampler Report a. Take a series of before -and -after photos of Items, areas, or incidents that Contractor responds to as specified by City. b. Maintain these photos electronically and make them available for inspection by City at any time. c. Identify photos by location, description, etc. before or after, date and time of photo taken. ii. Production Reports a. Email to City each month. b. These reports will include: 1. Amount of trash and debris removed 2. Incidents completed (i.e. number of homeless camps cleared, other assigned duties, etc.) 3. Other incident related data 3. Meetings a. General Guidelines Document all meetings and prepare corresponding action list is generated, Initiated, and completed by the time required. b. Attendees Project Manager and/or designee and Contract Supervisor must attend meetings, in person, with the PW management team. c. Operational Meetings 251-22 1. Purpose: To address issues regarding: upcoming events, blackout dates, Scheduling; and other issues of concern. 2. Held on: Third Thursday of every month or as specified. 3. Location: PW office 220 S. Daisy, Santa Ana, CA 92705 d. Service Level Inspections a. Provide an English-speaking Contract Supervisor to tour the contracted area with the Project b. Manager or his/her designee twice a month to determine compliance with the specifications and to discuss required work. c. Contractor's Supervisor must be authorized to sign documents and/or effect changes to the work being performed. a. As -Needed Meetings Meetings as necessary to address immediate issues regarding: Safety, Injury, or Damage; Public Nuisances; Business Interactions; Work Performance Delays; Repair or Maintenance issues; and other Issues of immediate concern. Attendees: Contractor Supervisor and or Contractor Management Representative as appropriate to the nature of the meeting. f. Subject Matter to include, but not be limited to administrative issues, billing questions, contract issues, operational, safety issues, and service issues. 4. Contractor Employees/Uniforms/Vehicles/Place Of Business a. All Contractor Employees: 1. Ensure that all Contractor employees performing work in conjunction with this project are always courteous, professional, competent, and do not cause any undue disturbances. 2. Remove any employee who is determined by the Project Manager or his/her designee to be incompetent, working inefficiently, disorderly, intemperate or otherwise objectionable Immediately removed from work under this agreement and replace with a satisfactory replacement. 3. The City of Santa Ana Is committed to a safe workplace. The Project Manager or his/her designee may direct Contract Supervisor to immediately remove any worker who is unfit for duty. 4. Employees must present a neat, well-groomed appearance at all times. 5. Perform the work while minimizing disturbance to the citizens, residences, and businesses. 6. Workers must have basic knowledge, experience, skills and abilities in general labor, custodial maintenance, landscaping maintenance, cleaning, trash handling, landscape care and street safety procedures to perform the scope of work requirements in accordance with the specifications at all times. Workers who do not demonstrate these capabilities shall be replaced at the request of the Project Manager or his/her designee. 251-23 5. Contract Supervisors and Lead workers a. Provide an English-speaking Contract supervisor and Lead workers who are fully trained and knowledgeable in all aspects of these requirements: b. Equipped with a working, fully -charged, capable of taking and sending photos and smalls, cellular phone, to enable Immediate contact with Project Manager and/or designee, c. Contract Supervisor and Lead workers must demonstrate skills Including, but not limited to the following: 1. Basic principles of supervision, directing, planning, controlling, training and appropriate safety procedures. 2. Ability to safely direct the work of crews engaged In maintenance activitiesin a high vehicle and pedestrian traffic area. 3. Ability to effectively communicate In verbal and written form in order to solve daily problems. 4. Contract Supervisor must have the authority to sign documents and/or effect changes to the work being performed. 5. Contract Supervisor must be able to tour the Area with a Project Manager or his/her designee on an as -needed basis for the purpose of determining compliance with these specifications or to discuss required work. 6. Contract Supervisor is responsible for ensuring the crews are accomplishing the scheduled work per the specifications. 4. Uniform and Safety Vests a. Pay for and bear the maintenance cost of uniforms for all employees working on the project. The uniforms must bear Contractor's company name. b. The uniform must be worn as a complete unit and be fitted properly. The uniform must be maintained in a clean and neat order with no rips, tears, or permanent stains present. c. Must wear identification and appropriate safety vest at all times, which must be furnished by the Contractor. 5. Vehicles and Equipment a. Ensure that all contractor vehicles and equipment used in performing work in conjunction with this project are mechanically and operationally sound; have well -maintained exteriors; clean; have well -organized tool racks; bear Contractor's company name, which is to be visible on both sides of the vehicle; have current California registrations and licenses. b. Vehicles of Contractor must have magnets which is to be visible on both sides of the vehicle that say "Contractor for City of Santa Ana" and bear the city logo. c. Vehicles must have 360-degree operational warning lights or traffic notification light bars. 251-24 d. Have a suitable stake side compactor truck or trailer for hauling weeds, rubbish, and brush. Trucks should have sufficient capacity to minimize trips and maximize productivity; (typically a 2-ton capacity), The truck hall be equipped with an arrow board for lane closures. e. Provide power and hand tools of sufficient quantity and quality to handle the job as specified. Examples of such tools are string trimmers (weed eaters), brush cutters, catch bags, sod cutters, loppers„ handsaws, and various hand tools. f. Provide and assure usage of appropriate safety equipment as required by Cal/OSHA for all hand crews, including, but not limited to hearing protection, dust masks, helmets, boots, gloves, goggles, chaps, shin guards). g. Furnish, provide, and operate, at Contractor's sole expense, mobile phones capable of taking and sending photos and emails. City may ask the contractor to also use the "My SantaAna" phone app. h. Replace immediately, any equipment that does not meet the foregoing as may be determined by Project Manager and/or designee's sole discretion. Insure that all crews, equipment, and trash are secure in vehicles at all times. 6. Place of Business a. Maintain an office at a fixed location corresponding to current business license. b. Maintain an assigned telephone number under Contractor's personal name or the legal company name. c. Have a capable person employed by Contractor available to take the necessary actions regarding all inquiries and complaints from City and/or private citizen during regular work hours at said office. 7. Traffic Controls a. Maintain clear Ingress and egress areas, sidewalks, vehicle travel lanes, driveways, and the like at all times unless Immediate work prohibits such clearance b, Inspect and identify any condition(s) that renders any portion of the areas under maintenance unsafe, as well as any unsafe practices occurring thereon and keep a log indicating date inspected and action taken. Notify the Project Manager or his/her designee immediately of any unsafe condition that requires major correction. c. Make minor field corrections, including but not limited to, placing traffic cone in holes to protect members of the public or others from injury and report immediately to the Project Manager or his/her designee. d. Cooperate fully with City in the investigation of any accidental injury or death occurring on the designated work areas, Including a complete written report thereof to the Project Manager or his/her designee within five (5) days following the occurrence, 251-25 e. Cooperate with local authorities relative to handling traffic through the area and must make arrangements relative to keeping the working area safe and clear of vehicles. f. Provide a towed or mounted arrow board for all lane closures. g. Note most work should be performed without obstructing the flow of traffic whenever possible. If lane closure Is required, abide by WATCH manual. & Performance during inclement weather During periods of inclement weather, i.e. rain/wind; Contractor's workforce shall accomplish work not affected by such weather, Le. litter pick up/spent blossom removal, preventative maintenance, etc. a. Contractor shall stake and retie trees as required, b. Drains shall be checked and cleaned as necessary. C. Contractor shall remove all branches and debris resulting from inclement weather. d. Contractor may be required to perform additional clean-up tasks due to inclement weather. Recycling All organic waste (including leaves, grass clippings, brush, branches, and treeparts) resulting from work performed under this contract shall be recycled through composting or processing for use as mulch. Organic waste cannot be taken to the landfill. The names and addresses of the licensed green -waste composting or processing companies, and haulers, along with the tonnages used and receipts, shall be provided to the Projects Manager or designee in a monthly written report and an annual written report. 10. Disposal At least 100% of all landscape debris will be disposed of through a landscape material recycling center or reused in some manner. The Contractor shall dispose of all cuttings, weeds, leaves, trash, and other debris from the operation as work progresses. The City shall not be responsible for the disposal. Contractor shall pay all disposal fees and provide documentation evidence of recycling to Include location, tonnage, etc. on a monthly basis to the City. Contractor shall dispose of all trash and debris. Contractor shall dispose of all landscape debris through a landscape material recycling center such as Tierra Verde Industries. Contractor shall not dispose of landscape debris in a landfill without prior approval from the Projects Manager or designee. Contractor shall pay all disposal fees and submit a copy of receipt as part of the landscape monthly reports. At no 251-26 time is the Contractor permitted to use City dumpsters. 11. Emergency Services The Contractor shall provide the City with names and telephone numbers of at least two qualified persons who can be called by City representatives when emergency maintenance conditions occur during hours when the Contractor's normal work force Is not present In the City of Santa Ana. These Contractor representatives shall respond to said emergency within thirty (30) minutes from receiving notification. 12, Damage Repair a. All damage incurred by the Contractor's operations shall be repaired or replaced in kind and size at the Contractor's expense. b. Irrigation repairs shall be completed within twenty-four (24) hours using approved materials. c. Non -irrigation repairs shall be completed within seven (7) working days and shall be repaired using only pre -approved materials. 11117 Tii011111 Contractor shall be responsible for the labor to repair damaged landscaping caused by vandalism or vehicle accidents with material costs to be reimbursed by City. The Contractor shall submit invoicing to establish cost of materials. 14. Holiday Table: Holiday LN DATE EVENT 1 January 1 New Year's Da 4 May, last Monday Memorial Day 5 July 4 Independence Day 6 September, first Monday Labor Day 8 November, fourth Thursday Thanksgiving Day 1 10 December 25 Christmas Day 15. Penalties and Fines Failure to comply with specifications of contract or requests from the Projects Manager or designee and/or creating unnecessary delays, as determined by the Projects Manager or designee, may be cause for fines and penalties in the table below until said request(s) is completed. This shall be deducted from routine monthly maintenance payments. 251-27 Table; Liquidated Damages VIOLATIONLN 1 Failure to perform required/scheduled work: missed or late, $100.00 per in correct number of workers per contract, missed occurrence per day meetings without prior notification. 2 Safety violation and/or failure by Contractor to comply with $200.00 per the most current Work Area Traffic Control Manual occurrence W.A.T.C.H. 3 Failure to remove any significant amount of litter/debris $200.00 per (generated by crews) from work site same day as occurrence generated. 4 Slowing or sweeping debris onto private property, public $200.00 per streets, parking lots or into storm drains. occurrence 5 Failure to provide reports, schedules and other deliverables $100.00 per without notice and agreement by CR. occurrence 16, Maintenance Frequency Schedule Fti f 7iOti fRq'4UENCY . Turf Maintenance .. _, .._ ... Mowing Once/Week Edging OnceNVeek Clipping Removal OnceNVeek String Trimming OnceM/eek Pest and Weed Control Weekly Visual Inspection Weekly Chemical Weed Control As needed Debris Removal OnceMeek Ground Cover Maintenance Trim Monthly Pest and Weed Control Weekly Visual inspection OnceNVeek Debris Removal Once/Week Shrub, Vine and Tree Maintenance Trim Shrubs Vines Visual Inspection Debris Removal Hardscape Maintenance Median with no/turf planting Debris Removal Grounds Policing/Litter Removal All other Areas Monthly or sooner if needed Four (4) times a year OnceNVeek OnceNVeek Weekly Weekly OnceNVeek Every week Work Schedule and locations to be provided by City as Exhibits 251-28 17. Contractor shah be responsible for the labor to repair damaged landscaping caused by vandalism or vehicle accidents with material costs to be reimbursed by City. The Contractor shall submit Invoicing to establish cost of materials 18, The actual cost of all materials passed on to the City for extraordinary maintenance/repairs shall be wholesale cost of the materials. • The wholesale cost shall be the actual cost paid by the Contractor reflecting the best price, Including discounts available. Receipts shall be required for reimbursements, « At no time shaft the cost of materials exceed retail cost from the current price list, minus the discount rates. • Typical costs of the Irrigation parts, plant material, etc. to be submitted to the City prior to approval. 251-29 EXHIBIT A MEDIAN LOCATIONS Of Santa Ana dscaped Medians 3rasslTuff Medians Drought Tolerant Medians 4rtificial Turf Medians Note: 90% of Grassfrurf medians are now natural soil only — no grass 251-30 ROUTINE MAINTENANCE LOCATION AIMANS, PARKWAYS, SMEAR PARKS, PARKS AND SERVICE ROAD DIVIDERS EXHIEIT B MONDAY CDOE W gF(SNE LtlCA7ttlH tantlxca ¢ Hnrdecn a Bam M1EE[�f[ itnY.OtEli 9tOVNi TRACH Etmw MOWED LIMAN hO ANfiur Blvd. 5d MY TO MAIN 0 1 2 Y NO Y Y Y NO 41EDIM MLOrlhuY Bled. MA1NTOBRISTOL 0 4 5 Y Y Y Y V I SUA LIMAN hiaOAd rows. PLAZATOBAIRVIEW 0 D 7 Y Y Y Y Y NtA LIMAN ttacAMur OW, RXR WEST OF SUSAN 10 HARSOR 0 1 1 Y Y Y Y Y PNA LIMAN S. er5lfcm REPHILL TO GRE'cNVILLE S T 24 Y Y Y Y Y N/A MEDIAN S erstRm HARBORTOSANTAANARNER 0 0 2 Y Y Y Y Y WA LIMAN S. ersirem SHELTON TO BRISTOL NORTH SIDE 0 2 1 Y NIA Y Y Y WA McDtaH KaiMeel St. ISUNFLOWER TO seamsTROM 0 0 G 1 Y N/A V Y Y NIA MEDIAN Sear$1. SUNFLOWER TO SEOERSTRChT W� p 2 a 1 Y Y Y Y I Y Y MEDIAN R4m, Or. � SUNFLOWER TO WCARTHUR Y Y Y Y I Y Y MEDIAN HSIUOr BNd. MACARTHUR TO5E0ERSTRCM.i 0 0 4 Y Y Y Y I WA MEDIAN Ratll£t SUNFLOVIERTO MACARTNUP 0 1 1 Y NIA Y Y Y Y MEAN &15N% SUNFLOWER TO ALTON 0 20 Y Y Y Y Y NIA MEDIAN MAN at SUNFLOWER to COLVMSME D 1 2 Y Y Y Y Y WA ➢LANTEW" Rteln£deft SUNFLOWER TO NORTH OF MURPHY 0 ...Y a t Y Y Y Y Y WA PLANTEMPN filacAdhtrc MAIN TO FLOWER NORTH SIDE 0 0 4 Y Y Y Y Y NIA PLANTMI`N Mt hur IMAIN TO FLOWER SOUTH SIDE D 0 1 Y Y Y Y Y WA PLANTEARW SUNFLOWER MAIN TO ROSS NORTH £IOE 0 2 2 Y Y Y Y Y NIA PLANTER MatAdha FLOWER NORTHWEST CORNER 0 1 D Y V Y Y V WA PLANTER McArthur FLOViER SOQI NEST CORNER 0 0 1 Y Y Y V Y WA PLANTER $tgemU ItI KART NORTH WEST CORNER 0 0 1 Y V Y Y Y "A PLANTER S20elstrpm DOUOLAS SOUTH EAST CORNER 0 1 0 Y Y Y V Y WA PLANTER S LEM GREENWILLE NORTH EnT CORNER 0 0 1 Y Y Y Y Y "A 251-31 MEDIAN B¢ LmtKc 51 CRODDY NORTH SIDE TO SANTA ANA RIVER Y Y Y Y Y MA MEDIAN Se Mlrtlne GREENVILE TO DOUGLAS NORTH SIDE Y Y Y Y Y NIA MEDIAN B pfSSwn WEST OF ROSEWOOO Y Y Y Y Y IWA MEDIAN S pM11tlHY EAST OF TNORTON PARK TOBRIBTOL Y Y Y Y Y WA MEOIAN hla stmpt SUNFLOWER TO NORTH OF MURPHY Y 7 Y Y Y NIA MEDIAN MAGA19hU( FLOWERTOTOWNER NORTH SIDE Y 7 Y Y Y NtA MEDIAN MxAMur BOMO KORAL PARK. TO FLOWER SOUTH SIDE Y 7 Y Y Y WA MEDIAN 1117cmhur BEAR TO RAITT SOUTH SIDE Y 7 Y Y Y WA MEDIAN WCAHhh( FAIRVIEW TO GREENVILLE SOUTH SIDE Y 7 Y Y Y WA ktEpiAN SUNFLOWER MAIN TO ROSS NORTH SIDE Y 7 Y Y Y NIA MEDIAN SUNFLOWER FLOWER TO STEVENS/FLOOD CHANNEL Y R Y Y Y WA MEDIAN FAIRVIEtV SUNFLOWER TO blACARTHUR EAST SIDE Y 7 Y Y Y N/A MEN BEAR SEGERSTROM TO ALTON Y 7 Y Y Y NIA 251-32 TUESDAY WORKSTE CdCATION NSEOE[ TWFRIEtl pt4Y�N iFA91i %DEVM MOV09D Warner Ave Re"toe mmorow p IG t Y Naa Y Y Y WA arner Ave 0Me to Shelton saner side I Y Nhk Y YWA WAarner Ave EriMatto went of FaiA9ew Q p 9 Y Y Y Y Y .NIA It Vromer Ave Yale to Harbor 0 2 tl Y Y Y Y NIA NUAEarn er 05 MYW BrrAN 0 0 2t Y Y Y Y NtA NIA der er DrtlWkyA�tP FttlurN'dauiPt Attie p i 0 Y Y Y Y NWA NIA dm er Flowerto Park" Oft tide 0 0 e Y Y Y Y NIA WA MEDIAN ENn er Park to Daker Ruath Sloe 0 i 2 Y Y Y Y NIA NIA MEDIAN KNSWt Ero .rtauthbf 1 0 01 Y Y Y Y NIA WA MEDIAN KRIMr Edn ernbhh4f i 0 p Y Y Y Y NIA N!A MEDIAN ENn Er Karen to Carl 0 0 2 Y Y X Y WA NIA MEDIAN F21NIeW St.. $ are4an Avt to Harrt, rd p I 1 S Y NtA Y Y WA NIA MEDIAN Fairview Si. SAUUAt Ed er D 1 0 Y NtA Y Y WA WA MEDIAN Haft,swd. SeCembarm Ave to Santa And River D 0 2 Y NIA Y Y NIA N/A MEDIAN gri•,eN St SOulh Of Edl er 0 1 0 Y NIA Y Y NlA N/A MEDIAN Moin At Pomona an DGGtdeMai p i I Y Y Y Y WA N.'A MEDIAN Gfaw Ave Me, Road to Ho121 Telfame p YA p 0 Y Y Y Y N/A WA MEDIAN St Getlrudo E/O Rafft 0 0 1 Y Y Y Y NtA NtA MEDIAN Altm Cinptol tp FSWtew: Medlpn pnN gilds pent to Uike hpfl P 2' Ita Y Y Y Y Y WA MEDIAN Rant St Adams In - Warner AV East$Mt 0 0 10 Y Y Y Y Y N, PUNTER Se ertROm Avenue At DOVIS Staret SE 0 1 0 Y Y Y Y Y NIA U PNTER Sa ertVpn AvonVe AI Raltt NI.M1't Cfp 0 S 1 Y Y Y. Y NIA WA PUNTER HaNw Warner' to Santa Ana alf"K tail Side Y Y Y Y Y WA MEDIAN Hattor Warner W Santa Ana River Y Y Y Y Y NtA SDYYK Warner ROU, to Santa Are, RIVer North SlEe Y N(A Y I Y Y WA SDWK IW.vmI Haft, to Sentn Ann PwIr Rmtlh aide I I Y 1 NIA Y Y Y MA 251-33 $DWK Warner P,,IpC W FOIMew 2otatr Wde Y Nth Y Y Y NIA SWJK Vtarngr Rene Weed Of Everglade Y Nat, Y Y Y WA SDWK Warner DGMOItoleower u- V WA Y Y Y NtA MGNVh1ENT $t Andrew 12STWe5i5a1nt Andrew 1 p 0 Y Y WA Y NIA NIA MONUMENT $t Andrew 1E08 West 0 0 1 Y Y WA Y WA NIA PLANTER ECmp6r _ I W @tll er PLANTER Eat er and Van Nes4-$oW, SWe PLANTER Edin er at Flower PLANTER Edlnaer. at Olive Au PLANTER EGm er at Patk ___ PKWY Ejn r $dUTFiSIDE AT VAN NE SS EAST All WEST 0 1 f Y WA Y Y Y Y PKWY Aim_ er $1SWE$T tl 0 4 Y Y Y Y Y Y PKWY _ ¢ er WW SdUTN$IUE AT PARK EA, Y N10. Y V Y Y FRWY _w Edm er F4YY LOG yGU(M1 gidp Y Y Y Y NIA SDWK EGnger hluttGe 46 GYptB:i n9M SWE _Y Y IVA V Y Y WA SDWK Edinger agLl to6 h95a1p11�Itlg Y NIA Y Y Y WA IVY Matter sroadve to Flower 0 t 5 Y Y Y I Y Y WA SDWK EG of Ffmr W MagnWM mm swa Y NIA Y Y Y INA MEDIAN Sain r htalnolla me Gd D 6 t Y Y Y Y NIA WR PLNTR cel Y Y F Y IY Y Nta LINEAR PARK $rlgtol SI. Andrew NMI East 1 0 0 Y Y Y Y NIA Y LINEAR PARK 86001 St. Andrew NOM W eN t 0 D Y Y Y Y NIA Y PLNTR Ecdnyer hlphawi to 5anfa Ana R¢2r NwUl $WO Y Y Y Y Y WA 251-34 WEDNESDAY CODE WORKSHE LOCATION 1yRE0 TEIM1iMEP 61CiMi TkASH SOMI14 MONnn MEDIAN MCFadden Ave Ritab L n Ena d 2 0 Y I NIA Y Y NIA WA MEDIAN_ MCFadden Ave 0!a efolfaln 0 0 I Y Y Y NIA NIA MEDIAN kldmoen Ave Susan to Dannls 0 0 9 Y Y Y NfA WA MEDIAN Wfolocen Ave ....� Mohawk to Hum SIC# Mahan on me soum P I 0 Y Y Y NIA WA MEDIAN Mahawk MCFIWen to Cnbl'en 1 0 0 Y Y Y NIA WAMEDIAN Maooff AltfaWen to H(Ohintl 0 0 1 Y LNIA Y Y NIA NIA PLANTER WIRL SLIINin-SE Conner MEDIAN WRIA5, $ullivnn tO Fafmkv- silo median on ON,NMitt 0 2 0 Y Y Y NIX WA MEDIAN Ist TuNN to ONtN 1 5 10 Y Y I Y NIA NIA. MEDIAN y 10 TPevnsend to Canter 0 0 1 Y Y Y Y NIA NIA MEDIAN 1s1 � su154an t0 FaHvlew 0 0 1 Y Y Y Y WA NIA MEDIAN 10 -_ Sdrdd Ana Wet to Joann 0 0 2 Y Y Y Y Y NIA MEDIAN tat WA)WNW 0 0 1 Y Y Y Y WA NIA MEDIAN 161 4-MMWalt — 0 0 1 Y WA Y Y Nhk WA MEDIAN 2SEa Gmntl aa51 of 0 0 1 Y NIA Y Y WA NfA MEDIAN YSmnd Rachey MCFaOC#n 10 WIMRre RXR 20' 0 2 0 Y N/A Y Y NIA NJA MEDIAN Ave At Htoiy RXR20' 0 i 0 Y Y V Y Y WA MEDIAN Mmlilt AuaseR to McFadden Ave_ 0 0 1 Y Y Y Y Y WA MEDIAN 911VOSt Edln etAn10lot 0 0 T Y Y Y Y Y WA MEDIAN FOWiew St ftitte,Avalo lst 0 0 S Y Y V Y Y WA MEDIAN Ha,bor Blvd till lumhtP 1$T 0 2 6 Y Y WA MEDIAN Chasinul 2t 3WCnt:Cns 0 9 0 Y WA MEDIAN LYON Woknnit RXR2W 0 2 0 Y WA Ayy NE WNAS LV#at Ot Faltvview.Fla1 nbOfMnnd En i 0 0 Y Y rJeD1Ah—Ho,A"od WestafFnimiaw i 0 0 Y Y N1A 251-35 PLANTER Cedar Street McFadden tUE CIO 1 0 0 v Y y Y LVA WA PLANTER4"Bdtr&Oast �.... M1tOFadd8nNN0 CtG i 0 0 Y y Y Y WA M/A PLANTER rapt at WOIn d BE d SW 2 IQ IQ Y Y Y V NIA NIA MEDIAN Radt$i hYaFpdderthY Edin98t•E{5 0 0 Q y Y y Y MA WA PLANTER!LANTER McFadden Ero$anta Ana.Riwer4Mritt&de C 0 tl 9 Y N/A Y Y Y WA PLANTER McFadden EIO$am Ana RNBTaorth Idesla e @ 0 0 Y NiA Y y Y WA SDWK hcFaddea Neemdpe to$"own swill Vlde _ y NIA �y V Y NIA SDWK MGFddden Newhom to WIG SLIT -Nadh Sids, Y NIA y Y Y NIA LINEAR PARK McFadden Ora esWlnarde EfO I d 0 Y Y Y Y y y LINEARPARK McFadden Ovarge9wdn Side wiO 2 0 p Y Y Y Y Y Y LINEAR PARK 014MCFadden eat; WE-Endor cada$ae y y y V y V LINEAR PARK Old McFadden Cypret6 NAN- End 4iCnWPBaC y Y Y Y y y LINEAR PARK IN grand to Standard Saul, el"te -- a 0 1 y Y V Y Y NIA LINEAR PARK IN Grand 10 Standml Will, MOB 0 0 Y y y y Y WA IVY Ist EtO Baran Ana River Sosta side a p 1 Y Y Y y Y NIA RN IAt E(O Binh And River Nara Side 0 0 1 Y Y y Y y WA PLANTER JatktOn WE=liA 1 0 0 Y WA Y Y NIA NIA PLANTER JaSktCn ISM co ISt 1 0 0 y N/A y y NtA WA LINEAR PARK Eislal St, Nann Of Itolp.r We, (East siuc 0 0 1 y Y Y Y Y y LINEAR PARK —� amlid $t., NOdh of MOW Eastale 2 0 0 y Y Y y y y PKLVY R,nod at., Edin of to Mcfaddod, edN side 3 0 A Y Y y Y Y y LINEAR PARK eddol$1, Eider w WFOOM, weed Vide A 0 0 y Y y y Y Y LINEAR PARK Edt(W PdV IQ IsL.eatt Side 2 Q 0 Y Y Y Y y y LINEAR PARK EOstct Me to WAlst Side 1 0 0 Y v Y Y Y Y 251-36 THURSDAY 000Q Y(ORKSITQ 40CAt ITI NEEGE[ TRINR1Ed Bt0Y1N lWl4H 510EHtt StdYrEO MEDIAN TUSlin Ave. I400 North to Me St, 0 0 2 Y Y Y Y NIA N!A MEDIAN Cabtlllo Park let to 171h p 4 S Y y Y Y WA NIA MEDIAN Grand tettdalh 0 0 1 Y Y Y V y NIA MEDIAN Qrand Stallard to lath 0 0 3 y Y Y Y NIA NIA MEDIAN Penn Way SFNtY t49TId I 1 0 Y FUA Y Y WA Y MEDIAN Spnit n Cth tb Sara Ana Blv6 1 0 1 y V V Y DNA WA MEDIAN Brpaawa lst to$14 p 0 2 Y y y Y WA NIA MEDIAN An w cWic Cerer Vt., p 0 3 y Y Y Y NIA NIA MEDIAN Wto Sara Ann CE 0 0 2 Y Y Y Y ADA WA MEDIAN At 1Mh Street 0 0 I y Y Y Y NIA WA MEDIAN At I31h $treat 0 0 1 Y Y y Y NIA NrA MEDIAN M3(dAt let to &Ih 1 0 2 y Y y y WA N!A MEDAN let to Naar at We$lreel 0 2 3 Y Y Y Y NIA WA MEDIAN tst to Westnuostar 0 0 3 Y Y Y Y WA WA MEDIAN Sirch 2 0 0 Y Y y y WA WA MEDIAN NO At5<2mora t 10 10 Y Y Y Y WA WA MEDIAN 3rd AI SPeBMx 2 0 0 Y Y Y Y WA WA h1EDIAN AM Street Y "I MTertOloat R)R 2V p 1 0 Y NIA Y Y WA WA MEDIAN Ath Street 55 FWY W dF%Yy a 1 a Y Y y Y WA NIA MEDIAN $line Ana BIW Nr1w to Sari p 0 0 3 Y Y Y y Y NIA. MEDIAN Santo AN, BN(I At MtnIN, S9YIth side 0 0 0 Y Y Y Y WA No, MEDIAN Civic Cenler Dove Isycomwe, to smarmy b 0 1 Y Y Y Y WA NIA MEDIAN llth&l. NNFWYtd AvehoO t 3 20 Y Y Y Y WA WA MEDIAN 117thstmet lFaimealoncon p _ 2 13 Y Y Y Y Nra WA 251-37 Grand 19 to Ah East Side p k 1 Y Y Y Y Y Nt0. �PKWY PKYW Wand IBC to Ah, WOO Vde P — 0 I Y y y Y Y NSA LFNEAR PAR LNCOIn 3P4"to 17th 1 p 0 Y Y y Y NIA NIA FRWY Penn Wa aM-ly OFF RAMP TO lith tl 1 0 Y Y Y Y Y Y PIANTER W0gMMet AIPaIm SIM4Da Nler 0 0 1 Y y y Y Y ILA LINEAR PARK 6R19TCL NORTHEAST AT I$T STREET 0 0 1 y Y Y Y Y Y PKYJY SAMI 1st tO Civic Center DCWe, East See 2 0 0 Y Y Y Y Y NIA PKWY 6dsW Ist to CMC Center OrNe, West ove 2 0 0 y y Y y y WA FRWy 17M SFWYbham WSFw 0 a t Y Y y Y Y NIA PLANTER E Iish At18th Sk0H 0 i 0 Y Y Y YIVNIAPLANTER F1enCn Street At CMC Centaf Vdve 2 0 0 Y Y Y yPLANTER IOth Sheet At smzxqohWee,I a 0 Y NIA y yPLANTER Washl ,ton amue At SUM Street 2 0 0 Y Y y YPLANTER mntnianaveMle A.tLWin$peel 2 0 0 Y Y y YPLANTER WaMagionavem AtVINO."rW 2 0 0 Y Y Y YPLANTER NlashitttOn aveme East of H(xhor 2 b 0 Y Y Y YFRyiY GrandAY$nli2 Ramp{a GinefudMRatlacGni azeas.bHh SMes of f�5}i 0 p Y Y Y V 251-38 A CODE'. WORKSITE � LO0A7VON 45EEOEf TRImmm S omny TRASH e10m ldwfu MEDIAN Train At LVIAd East Side tl 0 1 Y Y Y Y y NIA Y MEDIAN NO* Park ENn. S 0 0 6 Y Y I Y Y WA Y MEDIAN! Flower St. 171h Si. to Park A 0 0 Y Y Y Y NIA Y MEDIAN Onkmol Noah of Santa Crar tl ci 0 0 Y Y Y Y WA Y MEDIAN 8a5W 8t At RlvaxUlen 0 0 Y Y Y Y Y WA MEDIAN $a52gt.ai BOhtIaj0 CY2efi tq M1ferr4o+Y LA%e 0 i I Y Y Y Y Y NIA MELNAN DOW 8t He5 +kin to NfO22MAN 0 2 0 Y NIA Y Y Y WA MEDIAN Easlol % North Ot 17th 0 0 1 Y Y Y Y Y WA LINEAR PAWS 8aafol St North Of Elm, west side 0 U t Y Y Y Y Y V MEDIAN FoiNiew St 1701 St Noah CityUmit 0 0 1 Y Y Y Y Y NIA MEDIAN rdemmlLone Fmtor Main8Ieet 0 0 1 Y I Y Y Y Y Y h1EDIAN Mern Lan¢ nower to westw of 0 0 2 Y Y Y Y Y NIA MEDIAN Mamo Wne at Facirt 0 1 0 Y NIA Y Y WA NIA MEDIAN Mem MLane, MSanta Ann Rim 0 1 0 Y NIA Y Y Y WA MEDIAN Mari it Di5tavery E{fence Cem iYoftef Soniniq* Par, Y N!A Y Y NIA NIA MEDIAN Main Memo Lane to NCL 0 0 1 Y Y Y Y WA WA MEDIAN Park Lane Ea51 At Sanflodo 1 0 0 Y Y Y Y WA NFA MEDIAN Galaana Eadid7uslin 1 lo 0 Y V Y Y WA WA PLANTER N&Isaeel At Eripadva y 2 0 0 Y Y Y V Y WA PLANTER 19sl Street Ai Jairercnn Place 1 0 0 Y Y Y Y Y NIA PLANTER Lovell Lane At Santa Clara Avenue 1 0 0 Y Y Y Y Y WA PLANTER 6iammp Lane At Lawaa Lane {EE d MV) 0 0 2 Y Y Y Y WA NIA PLANTER �•7vvmer Park Wne_ WaMof8hstol street I 0 0 Y Y Y Y Y NIA PLANTER Steel. Nafth m SAhta Ginra Avenue 1 0 0 Y Y Y Y WA DNA PLANTER £en , O AC 201h 2 0 0 Y_I Y L Y Y N N/A 251-39 FRWY E twom At SIaiR East side M Y Y tVA MAY Sued Ed <tYC¢d 1¢ SPUfgeon 0 i p Y 4A NIA PLANTER Eraadrm $FRY fo Lmrin Cbta Y 'A WAPLANTER Santa Van Many At Onstol Seat1 2 0 0 Y Y NIAPLANTER Santa Clan, Mande At Et¢¢trfig.r 2 0 a Y Y WAPKVIY Stem LARA, Flower to Bristol S0um tale Y MYNIA YPKWY Memo Lry Rne 2mrt9W8stwa9d y y. y.PLANTER Flowed to, MtlnlS CilYGlimQ-JuStNm'dt9E0r:m9t Raad Y y NtALINEAR PARM F19rtdf $k, At Snntla09 Creek EYRt oNorth went y PA yWALL Behold¢ t Nodh of 17M S South 9t IM 1 tl 0 y IA N1A MEDIAN Postal Sivivism Cones to ifismty Lmo east ski y y Y y y WA LINEAR PARK Bn6ttl1 _ Elm t9 Pa,hw st side Y Y Y Y Y NlA SDWit BOOM 22F'NY9nram tONCLEae[elde Y Y Y Y Y WA SDWK Oniflol 22 FWYto NCL West side Y Y Y Y Y NIA PtNTR F¢ilhavtdh E¢st Of Eamwaal M Rad stand Tracks-E¢tix Sdes 251-40 EXHIBIT C Location Total Sq, Ft, Maint. Type 3''and Bush 445 Hardscape 601 E.4'"Street 300 Shrub/Ground Cover Area Myrtle and Shelton 100 Shrub/Ground Cover Area 31 and Birch 300 Shrub/Ground Cover Area Bishop and Shelton 100 Shrub/Ground Cover Area Pacific and Walnut 100 Shrub/Ground Cover Area Myrtle and Pacific 2,49E Shrub/Ground Cover Area Wisteria and Pacific 100 Shrub/Ground Cover Area Richland and Pacific 100 Shrub/Ground Cover Area Willits and Pacific 100 Shrub/Ground Cover Area Bishop and Baker 100 Shrub/Ground Cover Area Highland and Shelton 100 Shrub/Ground Cover Area Chestnut and Shelton 100 Shrub/Ground Cover Area Occidental and Maple 1,422 Shrub/Ground Cover Area Willits and Sullivan 2,300 Shrub/Ground Cover Area Garfield and Santa Ana Blvd. 30 Shrub/Ground Cover Area GRANl1TOTAL Sq. Ft. 8,195 251-41 EXHIBIT D VACANT PARCELS Address 1 North of 610 N Figueroa St i 2 South of 926 N Lincoln Ave 3 Northeast corner of Standard Ave and Chestnut Ave South side of Edinger eve east of Boyd St 5 No corner of 1 at St and Pacific Ave 6 South of 122 N Euclid St _ i 7 North side of 1 at St west of Garfield St 8 East of 5801 W 1 at St 9 Dead-end of San Lorenzo west of Baker i 10 Northwest corner of Flower Stand Walnut St 11 Northwest corner of Daisy and Walnut 12 South of 4319 W Edinger Ave 13 Slope on south side of Warrior west of the 55 fwy 14 East of 2216 W 5th Sf 15 Slope on south side of Mcfadden west of the 55 fwy 16 North slope of Edinger east of the Santa one River 17 South side of 6th Street east of Mabury Street 18 Walkway East of Greenbrier St between River Ln and Sharon Rd 19 1 at Street East of 117 N Standard Ave 20 Main Place Dr between Broadway and Bedford Rd 21 Southwest corner of Segerstrom and Bear 22 Santa Fe Street south of 2nd Street Area 23 East side of Ritchey between Warner and St Andrew 24 North slope of Mcfadden east of the Santa Ana River 25 North side of 7th east of Jackson 26 East side of Clinton north of 5th 27 North and South slopes of Santa Clara Ave west of the 55 freeway 28 Penn Way between 17th and Washington 29 South slope of Mcfadden east of the Santa Ana River 30 Slope on north side of Warner west of the 55 fwy 31 East of 2212 W St Gertrude PI 32 South side of Macarthur west of the 55 Fwy 33 South side of Dyer west of the 55 Fwy 34 North of 1026 N Mirasol St 35 East of 502 E Memory Ln 36 Dead end of 6th St west of Hawley St 37 East of 1683 E 6th S# 38 North of 3131 S Standard Ave 251-42 39 East side of Lincoln at Washington 40 , Northeast corner of 1st Stand Mabury St 0 West side of Grand Ave north of 1-5 Freeway 42 ! Southeast Corner of Sullivan St and Willits St 43 North of 2057 N Bush Street 251-43 0 EXHIBIT G CITY BOUNDARY MAP City of Santa Ana 251-46 EXHiBiT H IRRIGATION TECHNICIAN Crew Size -1 Irrigation Technician The Irrigation Technician shall turn off irrigation system during periods of rainfall and times when suspension of irrigation is desirable to conserve water while remaining within the guidelines of horticulturally acceptable maintenance practices as determined by the Projects Manager or designee. When the Projects Manager or designee acknowledges the necessity to turn on the water once again, all controllers shall be activated within twenty-four (24) hours. After 24 hours, the Projects Manager or designee at his discretion may elect to activate the controllers with City forces and deduct estimated time plus overhead from the Contractor's monthly invoice. 2. The Irrigation Technician shall physically inspect (by manual or semi -automatically running the Controller) the operation of all systems weekly. The irrigation Technician shall maintain all sprinkler systems in such a way as to guarantee proper coverage and full working capability, and make whatever adjustments are necessary, including but not limited to, adjustment of heads or inserts, or replacing of inserts, etc., to prevent excessive over spray/runoff into street right-of-ways or other areas not intended to receive irrigation over spray/runoff. 3. A visual inspection of all irrigated areas shall occur, more often, but not less than one (1) time per week. All areas receiving marginal coverage shall be irrigated by a portable irrigation method. The Irrigation Technician shall furnish all hoses, nozzles, sprinklers, etc., necessary to accomplish this supplementary irrigation. Care shall be exercised to prevent waste of water, erosion, and/or detrimental seepage into existing underground improvements or structures. 4. Contractor shall submit a monthly irrigation report to the Projects Manager or designee. The report shall be of the format required by the Projects Manager or designee and shall include, but not be limited to, controller location, address, type of controller, number of stations, schedule, and run times for each station, turf, ground cover or shrub irrigation, condition of site, and repairs made for each station. 5. Irrigation Technician shall maintain a log at each controller location. 6. Irrigation Technician shall provide efficient use of water at all times. The controllers shall be programmed and monitored to maintain adequate moisture, optimal for growth and appearance, while eliminating excessive runoff. Adequate soil moisture shall be determined by visual observation, plant resiliency, and turgidity, examining cores removed by soil probe, moisture sensing devices, and programming irrigation controllers accordingly. Considerations must be given to soil texture, structure, porosity, water holding capacity, drainage, compaction, precipitation rate, runoff, 251-47 infiltration rate, percolation rate, evapotranspiration, seasonal temperatures, prevailing wind condition, time of day or night, type of plant and root structure. Irrigation Technician shall be responsible for and bear the cost of service and repair to all irrigation components from the remote control valve, downstream (including the remote control valve). The responsibility includes, but is not limited to, the remote control valve, flow sensors, lateral lines, fittings, risers, all sprinkler heads, and drip Irrigation components. 8. Monitoring Systems: Irrigation Technician shall weekly Inspect the irrigation systems for broken and clogged heads, malfunctioning or leaking valves, or any other condition, which hampers the correct operation of the system. Authorization must be obtained from the Project Manager or designee before proceeding with work not covered under normal maintenance work and the malfunctioning sprinkler system area shall be irrigated by a portable irrigation method until all authorized repairs have been completed to the Project Manager or designee's satisfaction. Each irrigation controllers) and. system shall be checked weekly for proper water scheduling and coverage. Make all necessary adjustments to heads, which throw onto roadways, walkways, windows, or out of intended area of coverage. irrigation Technician shall clean and adjust sprinkler heads as needed for proper coverage. Each system shall be manually operated at the irrigation controller and observed on a bl-monthly basis. Controllers shall be programmed to water during nighttime hours between approximately midnight and 7:00 a.m. No watering shall occur during the daytime unless associated with irrigation check/repairs or with prior approval by the Projects Manager or designee. 9. Irrigation Technician shall provide irrigation personnel fully trained in all phases of landscape irrigation systems operation, maintenance, adjustment, and repair.. This is to include diagnosis and repair of controllers, valve wires, control valves, lateral lines, gate valves, main lines, strainers, pressure regulators, backnow devices, moisture sensors, master valves, and electric pedestals. Irrigation Technician shall maintain an adequate stock of medium and high usage items for repair of all irrigation systems. 10. Note: Irrigation Technician has the responsibility to adequately diagnose problems and take corrective action as called for in the contract specifications. Should the City be called upon to diagnose an irrigation problem that is Irrigation Technicians responsibility, the City's labor and material cost incurred will be deducted from the monthly payment to Irrigation Technician. 11. Automatic controllers and/or enclosures shall be locked while unattended. 12. All controller enclosures must be painted in approved colors, as needed, to prevent rusting and maintain good appearance. System Maintenance: Once a year during the month of March, irrigation Technician shall wipe down the equipment in the Irrigation controller cabinet to remove all dust and dirt, clean all electrical connections, 251-48 Install bait traps for control of ants, replace batteries as required, clean and remove Intruding soil in valve boxes and replace gravel, as originally specified, 13. All hinges and locks shall be regularly oiled to ensure trouble free operation. 14. Sprinkler heads shall be kept clear of overgrowth that may obstruct maximum operation. 15. Repairs made to the Irrigation system must be made In accordance with the system's original design with products equal to or higher quality than currently provided. Workmanship shall be performed In accordance with industry standards. 16. Irrigation Technician shall be responsible for regular monitoring of all systems and correcting for: coverage, adjustment, and clogging of lines and other sprinkler components. 17. All irrigation systems shall be inspected and adjusted on a weekly basis or more frequently as required, considering the water requirements of each remote control valve. A written irrigation tracking sheet indicating the system location, date inspected, and watering schedule shall be submitted to the Projects Manager or designee at the end of each week. S Irrigation Technician shall observe and note deficiencies occurring from the original design of facilities and review these findings with the Projects Manager or designee so necessary improvements can be considered. 19. All leaking or defective piping, valves, or other system components shall be repaired within twenty-four (24) hours of detection. 20. Particular attention shall be paid to all slope areas, which will, by physical nature, provide for greatest potential runoff, which can contribute to erosion. 21, Irrigation Technician shall turn off controllers when adequate rainfall is anticipated. 22. In the event of irrigation system failure, manual watering required to keep the plant material in a vigorous, healthy condition is to be provided by Irrigation Technician at no additional cost to the City. 23. At no time shall Irrigation Technician utilize a fire hydrant for irrigation purposes without written authorization by Projects Manager or designee. 24, Contractor will keep system In operation by valve or head adjustment to keep all systems operating at manufacturer's recommended operating pressure. This shall be accomplished by valve throttling pressure gaging. The valves should be throttled to prevent sprinkler heads from fogging, allowing droplets for effective watering. The Projects Manager or designee may request a coverage test to evaluate proper settings, timing, usage, or maintenance of system. 251-49 25. All valve boxes, controllers, and backflow devices shall be kept clear of plant growth. 26, Contractor shall be responsible for periodic Inspection of surface drains located within the landscaped areas. These drains shall be checked to assure proper functioning, Remove any debris or vegetation that might accumulate at the inlet and prevent proper flow of water. 27. Any erosion damage because of Contractor's failure to keep the surface drainselear shall be repaired at Contractor's expense. 251-50 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR RIGHT OF WAY AND MEDIAN LANDSCAPE MAINTENANCE SERVICES PROPOSER'S 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 a unit cost for services described in Exhibit A. Fee must be Inclusive of all costs, Including but not limited to, direct and indirect costs for labor, overhead, incidental supplies, travel, mileage, and fuel. Any special materials will be purchased by the contractor only after discussed and authorized by the City projects manager or designee In writing, ROUTINE MAINTENANCE PRICING ITEM BID ITEM DESCRIPTION QUANTITY UNIT UNIT . QUANTITY UNIT PRICE. EXTENDED TOTAL PRICE # Median Crew —Laborer 30.00 300,000 1. 2,000 Hours) 6 Hour 10,000 $ $ Median Crew —Lead worker 3500 j(} 000 2. 2,000 Hours 1 Hour 2,000 $, $ , ROW Crew —Laborer 120,000 3, (2,000 Hours) 2 Hour 4,000 $ 30.00 $ 4. ROW Crew - Supervisor 1 Hour 2,000 $ 40.00 $ 80,000 Irrigation Technician M000 6. 2,000 Hours 1 Hour 2,000 $ 39.00 $ 648,000 Total Contract Amount Add Lines Ill V & I S. As -Needed Cleaning 1 I Hour 1 2,000 $26.00 $ 52,000 During the process of negotiation between the City of Santa Ana and Landscape West Management Service Inc on June 7th 2019, we have agreed to drop our annual total to $700,000. 251-51 ml nkmm� LINK prSCfMD0N--- EXTRAORDINARY PLANTING 36 box I fct' Mandard vun• 950.00 is 36- box I fc�c. 1110M Trunk 975.00 M 24'Lox TrL(,,, standard trunk s 495.00 iv 24'box Trine. roulti Mink 550.00 95.00 vi 5 qat plam: 35.00 20.00 VU7 Ffa� cl awvuaf C010z 35.00 ixIround Ft crtof 30.00 30.00 66MPANY pj-jC)Iqj- Al,,tD Ft%X NU SE RS 1234 North Blue GuM SIHMAnAlltlfll, C94 42806 r, 0 iWt Z 6 �F' , P IN TEE) NAk sZFATUftcrdf AUTHO 10- D AGENT DATE L-M.AIL AUU"LZIZ' ('17A 985.143 30-00 THIS EgRUXaT BE _r Ea-D AND �oj&L . PROPOSALS TH;Y17 DO N&TZONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE, 251-52 �nrwowUP ID: K CERTIFICATE OF LIABILITY INSURANCE DATE(MWDDNWY) 03/30/2020 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER($), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the p011cy(ies) must have ADDITIONAL INSURED provisions or 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 endorsements . PRODUCER 310-542-4600 Higgh Ground Insurance Services NA Christopher Cordill E�----..—.- PHONE 310-542-4600 �FaX - No, E,q: 2317 Crenshaw Blvd, #304 Torrance, CA 90501 ChristopherCordill -(Alc, _ _ (alc, N H:310_542-8400 E-MA$ ecor 1 Dni et�(2 nctie—s.com ""-- ApDRR�B g _ ",._ INSURER 5 AFFORDING COVERAGE NAIC # _.. INSURERA:THE HARTFORD ..—.... _—_ .... 91000 D Lan 1234 cape West Mgmt Svcs Inc.34630 1234 North ___ INsuRER B:OAK RIVER INSURANCE COMPANY --"--- -- --'— INSURER C." _-- -- Blue Gum Street Anaheim, CA 92806 INSURER D : IE:__—...—..—...—._ INSURERNSURER F: COVFRACPC THIS INDICATED. CERTIFICATE EXCLUSIONS INSR IS TO CERTIFY THAT THE POLICIES NOTWITHSTANDING ANY REQUIREMENT, MAY BE ISSUED OR MAY AND CONDITIONS OF SUCH _ TYPE OF INSURANCE OF PERTAIN, POLICIES. DDL INSURANCE UBR LISTED BELOW HAVE BEEN TERM OR CONDITION OF ANY THE INSURANCE AFFORDED BY LIMITS SHOWN MAY HAVE BEEN .—.. POLICY NUMBER ISSUED TO CONTRACT THE POLICIES REDUCED BY ...—. POLICY ERE 04/0112020 THE INSURED OR OTHER DESCRIBED PAID CLAIMS. POLICY EXPLIMITS 04/01/2021 NAMED ABOVE FOR THE DOCUMENT WITH RESPECT HEREIN IS SUBJECT TO POLICY PERIOD TO WHICH THIS ALL THE TERMS, A X COMMERCIAL GENERAL]OCCITY CLAIMS -MADE OCCUR -- jt 72UUNOK7437 EACH OCCURRENCE S_ 1,000,000 pRAMAG ETOEeE cc ED re S 300,000 - $ 6,000 MEDEXP IAnv onapa,sm ""—'—' '------ GENT AGGREGATE LI MIT APR LI ES PER: POLICY JECT LOC PERSONAL B ADV INJURY $ 1,000,000 GENERAL AGGREGATE g 2,000,000 PRODUCTS-COMPIOP AGG S 2,000,000 A OTHER: AUTOMOBILE LIABILITY X G OWNED AWNED SCHEDULED AUTOS ONLY AUTOS pp X AUTOS ONLY X AUTOS ONEV 72UUNOK7437 04/01/2020 04/01/2021 Emp Ben, COMBINED SINGLE LIMIT Ea ac itlenf 0 g 1,000,oOO BODILY INJURv Per parsonl $ BODILY INJURY Per accident s PROPERTY AMAGE (PeraccidenlQ — S EACHOCCURRENCE $ $ 2,000,000 A X OCCUR EXCESS EXCESSSLIARB CLAIMS -MADE 72HHUOK7438 04/01/2020 04/01/2021 AGGREGATE S 2,000,000 DED RETENTION$ — B WORKERS COMPENSATION AND EMPLOYERS'LIABILITY ANY PROPRIETORIPARTNEft/EXECUTIVE �YIN OFFICER/MEMBE?EXCLUDED? IYJ Mandatory In NHI If yes, describe urda, DESCRIPTION OF OPERANONSbelow NtA X LAWC014309 10l1112099 X PER OTH- sTAruTE ER 5 10t1112020 EL EACH ACCIDENT ____ $ 1,000,000 E L. DISEASE EA EMPLOYE 5 1,000,000 E. L. DISEASE -POLICY LIMIT 5 1,000,O00 DESCRIPTION OF OPERATIONS/ LOCATIONS I VEHICLES (ACORD 101,Additional Remarks Schedule, may be attaehed if more space is required) 30 days notice if cancelled. 10 days notice if cancelled for non-payment. Project: Right of Way and Median Landscape Maintenance Services RFP#19.016 REVIEWED Cox APPROVED By Risk MANACiFMENT DIVISION See Holder Notes attached for additional information u r 1 City of Santa Ana Risk Management Division 20 Civic Center Plaza Santa Ana, CA 92702 Acnan it nnaalnm 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 n�Y-�aLr �'ruliLl y r coo-w 10 tawrtu L:V K V V KA I ION. All rights reserved. The ACORD name and logo are registered marks of ACORD 251-53 251-54 EXHIBIT 2 THIRD AMENDMENT TO AGREEMENT TO PROVIDE RIGHT OF WAY AND MEDIAN LANDSCAPE MAINTENANCE SERVICES THIS THIRD AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between Landscape West Management Services, 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 C City"). RECITALS A. The parties entered into Agreement No. A-2019-103, dated July 2, 2019, by which Contractor agreed to provide right-of-way and median landscape maintenance services for the Maintenance Services Division of the Public Works Agency ("Agreement'). 13. On September 26, 2019, the parties entered into First Amendment No. N-2019-195 to increase the scope of services and the amount expended under the Agreement for the period ending June 30, 2020. C. On May 5, 2020, the parties entered into Second Amendment No. A-2020-095 to further increase the amount expended under the Agreement for the period ending June 30, 2020. D. The original term of the Agreement is for two years, and the Agreement remains in effect through June 30, 2021, with provision for extension. E. The parties now wish to further amend the Agreement to increase the amount to be expended under the Agreement. The Parties therefore agree: 1. Section 2, Compensation, is amended to increase the annual sum to be expended under the remaining term of the Agreement, including any extension periods, from $770,000 to $1,020,000. 2. Except as modified by this Third Amendment, and all prior amendments, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Third Amendment to the Agreement on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council CrrY OF SANTA ANA Kristine Ridge City Manager Page 1 of 2 251-55 APPROVED AS TO FORM SoniaR. Carvalho City Attorney John M.Funk Assistant City Attorney FOR APPROVAL Nabil Saba Executive Director Public Works Agency CONTRACTOR % / der"? O Name:/.(�c(na.ei �7ur1b�.7 Title: Page 2 of 2 251-56 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE THE SOLE SOURCE PURCHASE ORDER FOR THE PURCHASE AND INSTALLATION OF TWO LAPTOP DISPENSER KIOSKS AT THE MAIN AND NEWHOPE BRANCH LIBRARIES FOR $35,943.25, A THREE-YEAR SERVICE/SUPPORT PLAN AGREEMENT FOR $13,716.34, AND A THREE-YEAR LICENSE AGREEMENT FOR $6,555 FOR A TOTAL AMOUNT OF $56,214.59 WITH JAVA CONNECTIONS, LLC, DBA LAPTOPSANYTIME (NON -GENERAL FUND) /s/ Kristine Ridge CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: r-AVIOT6006TWO, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s' Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CK�7►111►U1q�iC�. FILE NUMBER Authorize the City Manager to execute a sole source purchase order for the purchase and installation of two laptop dispenser kiosks at the Main and Newhope Branch Libraries for $35,943.25, a three-year service/support plan agreement for $13,716.34, and a three-year license agreement for $6,555 for a total amount of $56,214.59 with Java Connections, LLC, dba LaptopsAnytime, to be funded by the Cannabis Public Benefit Fund, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION Java Connections, LLC, dba LaptopsAnytime is the sole provider and distributor of its patented LaptopsAnytime Automated Laptop Checkout Kiosks. Having additional laptops available will provide Santa Ana youth and their families more opportunities to access the Internet on an electronic device inside the Main and Newhope Libraries. Students will be able to use the self- service kiosks to check out laptops for in-house use to work on homework assignments, conduct research over the Internet, or use other software such as Microsoft Office. In addition, when the libraries re -open with COVID-19 restrictions, having additional laptops will provide more Internet access options for youth and enhanced physical distancing due to the portability of the new computers. Adding laptops for patron use will also help narrow the digital divide in the community and create a more enjoyable experience, especially for children and teens. Patrons will be able to use a 25J-1 Purchase Order, Service/Support Agreement and License Agreement with Java Connections, LLC. dba LaptopsAnytime December 1, 2020 Page 2 computer anywhere a seat is available inside the Library and not be confined to specific areas. Additionally, the laptops dispenser kiosks will allow the Library to have less hardwired workstations, which frees up space for staff to create other new services in the future. Having the flexibility to use a computer anywhere in the Library also allows patrons to take advantage of the new and expanded seating options at the Newhope Library. This will also apply to the Main library once furniture upgrades are completed at that location. One laptop dispenser kiosk will be installed at each library. Each kiosk provides a 6-bay hosting system to circulate laptops. The kiosks will allow patrons to self -checkout the laptops for in-house use. Each kiosk connects to the Library's integrated library system (ILS) called TLC, to verify that the patron has a valid library account as well as taking a picture of the patron using an integrated webcam. Once a patron has returned the laptop to the kiosk, it automatically checks in the device, wipes any modifications or information saved by the patron, and charges the device so it can be ready for the next checkout. There is no other vendor that offers this unique self-service hardware, backend software dispensing, or monitoring services. LaptopsAnytime's competitors have automated checkout kiosks, but their systems do not provide direct auto -dock technology, integrate with the Library's ILS, or offer the proprietary Deep Freeze software to ensure the secure use of technology. FISCAL IMPACT Funds are available in the following accounts for the current year: Fiscal Accounting Fund Accounting Unit, Account Amount Year Unit -Account # Description Description FY 20-21 01213020- Cannabis Cannabis Public Benefit Fund- $35,943.25 63001 Public Benefit PRCSA, Miscellaneous Fund Operating Expenses FY 20-21 01213020- Cannabis Cannabis Public Benefit Fund- $13,716.34 62300 Public Benefit PRCSA, Contractual Services - Fund Professional FY 20-21 01213020- Cannabis Cannabis Public Benefit Fund- $6,555.00 62140 Public Benefit PRCSA, Memberships, Fund Subscriptions & Dues Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Brian Sternberg, Executive Director — Library Services Agency Exhibit: 1. Quote 2. Kiosk Support Agreement 3. End -User License Agreement 25J-2 Exhibit 1 LAPTOPSAN"IME " amoma'mrnerxommosk Quote ADDRESS Lynn Nguyen City of Santa Ana - Santa Ana Public Library 26 Civic Center Plaza Santa Ana, CA 92701 Java Connections, LLC dba LaptopsAnytime 17304 Preston Road, Suite 800 Dallas, TX 75252 US (614)579-3057 abigail@laptopsanytime.com www.laptopsanytime.com SHIP TO Lynn Nguyen City of Santa Ana - Santa Ana Public Library 26 Civic Center Plaza Santa Ana, CA 92701 QUOTE # 2535 DATE 11/10/2020 EXPIRATION DATE 05/31/2021 SALES REP JR ACTIVITY QTY RATE AMOUNT Kiosk - 6 Bay Host 2 13,950.00 27,900.00T 6-bay Laptop Host Station in a 30"w x 29" d x 60" It cabinet set for 6 default laptops. RFID 4.0 Technology. Includes Web Camera to take photo of every person checking out device. Touchscreen Monitor, Bar Code Reader. Note: Devices to be furnished by customer. Database Integration 1 3,500.00 3,500.00T ILS Authentication (SIP-2 Protocol) and/or LDAP/Active Directory. One-time cost. Annual Hardware Svc Agreement Platinum Plus 2 2,092.50 4,185.00T Annual Hardware Service Agreement. Cost based on total hardware purchase. Platinum Plus -15%. (Platinum Plus provides Free SMART Bay Upgrades Once Every 3 Years). Year 1 Annual Hardware Svc Agreement Platinum Plus 2 2,092.50 4,185.00T Annual Hardware Service Agreement. Cost based on total hardware purchase. Platinum Plus - 15%. (Platinum Plus provides Free SMART Bay Upgrades Once Every 3 Years). Year 2 Annual Hardware Svc Agreement Platinum Plus 2 2,092.50 4,185.00T Annual Hardware Service Agreement. Cost based on total hardware purchase. Platinum Plus - 15%. (Platinum Plus provides Free SMART Bay Upgrades Once Every 3 Years). Year 3 Ann Software Lic Agreement 2 1,000.00 2,000.00T Annual Software Licensing Agreement per Host Station ($1000 per each Host of 6 or fewer devices plus $800 for each additional 6 devices). Year 1 Ann Software Lic Agreement 2 1,000.00 2,000.00T Annual Software Licensing Agreement per Host Station ($1000 per each Host of 6 or fewer devices plus $800 for each additional 6 devices). Year 2 Thank you for your business. A 3%Zr5j clilhge is added if paying by credit card Exhibit 1 ACTIVITY QTY RATE AMOUNT Arm Software Lic Agreement 2 1,000.00 2,000.00T Annual Software Licensing Agreement per Host Station ($1000 per each Host of 6 or fewer devices plus $800 for each additional 6 devices). Year 3 Deep Freeze Software License 12 0.00 0.00 Faronics Deep Freeze Licenses. Cost up to $50/license. Waived. Up to 12 licenses. Custom Graphics 2 0.00 0.00 Custom Kiosk Graphics. Price $1250 for one station includes front panel and two side panels + Laptop (Lid) Stickers. Price Waived for Platinum Plus. On -Site Installation 1 1,500.00 1,500.00T On -Site Assistance with Installation and Training. $1500 for 1 day. Crate 2 0.00 0.00 Custom Wooden Crate (1 per Kiosk). $600/Crate. Price Waived for Platinum Plus. Shipping 2 0.00 0.00 Prepay and Add Shipping (1 per Crate). $700/Crate. Price Waived for Platinum Plus. * At time of PO, we request 50% Down -Payment with the remaining balance paid Net 30. * Please ship all devices and power bricks to our facility in Hayward, CA to facilitate Kiosk Set-up prior to shipping. Accepted By SUBTOTAL TAX (9.25%) TOTAL Accepted Date 51,455.00 4,759.59 $56,214.59 Thank you for your business. A 3%Zr J Zr4ge is added if paying by credit card. Exhibit 2 Kiosk Support Agreement This Kiosk Support Agreement (this "Agreement') is a legal contract between you (the party identified on the last page of this Agreement who has signed this Agreement, referred to herein as "you" or "your' or "City"), as either an individual or a single business or government entity, and Java Connections LLC / LaptopsAnytime and its affiliates ("LoptopsAnytime", "we", or "our') and is dated for identification purposes, December 1, 2020. 1. SCOPE OF WORK & FEES FOR SERVICES 1.1 Initial Setup. With respect to any kiosks ordered by you and covered by an End User License Agreement between you and LaptopsAnytime ("Kiosks"), LaptopsAnytime will set up the Kiosks at your designated locations. The initial setup will be accomplished by one of our trained specialists and will include assistance with unpacking the Kiosk(s), laptop/device integration, networking setup, and on -site training for your support staff and administrators. 1.2 Fees for Initial Setup. You agree to pay Laptops Anytime for charges related to its Initial Setup. Said charges are based on geographical area, current travel rates, and number of devices, Kiosks, and locations, and will be invoiced to you [when] and are based on LaptopsAnytime's rates at the time of Initial Setup. You agree to pay the Initial Setup charges within forty-five (45) days following the receipt of a proper invoice evidencing work performed, subject to the City accounting procedures. Payment need not be made for work that fails to meet the standards of performance set forth in the Recitals, which may reasonably be expected by the City. 1.3 Service Plan. LaptopsAnytime currently offers three different Service Packages, each of which is described on ExhibitA hereto. LaptopsAnytime will provide maintenance service and supportto the Kiosks in accordance with the particular Service Plan you choose. To elect a particular Service Plan, complete, sign, and return to LaptopsAnytime a copy of Exhibit A. 1.4 Annual Fee for Service Plan. Following your selection of a Service Package, LaptopsAnytime will invoice you for the applicable annual fee. The annual fee is a non-refundable payment for twelve (12) months of service ("Service Pockoge Period"); payment of the entire annual fee is due within thirty (30) days of your receipt of the invoice. 1.5 Service Plan Particulars. A. In all events and under all Service Plans, replacement parts that are provided to you pursuant to this Agreement are provided on an exchange basis, andthe partsthat were replaced become the property of LaptopsAnytime. B. For Customers pre -November 1, 2019, the default rate for SmartBay upgrades is $1,000 per bay. You benefit from the reduced rate for SmartBay upgrades under the Gold Plan or Platinum Plus Plan only if you have selected and paid for three (3) consecutive years of the particular plan (e.g., only after you have selected and paid for 3 years of the Gold Plan are you entitled to the Gold Plan price of $700 per by for SmartBay upgrades). Starting on November 1, 2019, revised Service Plans include a 3-year, 4-year and 5-year refresh programs. In all cases, you have to be on the same plan for either 3, 4 or 5 years to get the benefit of the refresh. It is possible to upgrade from one plan type to another by paying the differential going backwards and the new amount going forward. C. On -site support is available on regular business days (Monday to Friday and excluding federal holidays) from 7:00 a.m. to 7:00 p.m. PST. 25J-5 Exhibit 2 2. YOUR RESPONSIBILITIES You agree to: 2.1 Use Kiosks in accordance with LaptopsAnytime's specifications. 2.2 Correct any discrepancy(s) in use that is not compliant with LaptopsAnytime's specifications. 2.3 Provide electrical work external to the Kiosks. 2.4 Provide a hazard -free environment for the Kiosks. Damage due to hazardous environmental conditions are not the responsibility of LaptopsAnytime. Hazardous environmental conditions include, but are not limited to, corrosive atmospheres, electrical spikes or noise, or severe ambient temperature changes. 2.5 Be responsible for certain routine maintenance tasks such as external cleaning of the Kiosks, performing operational checks, and replacing parts as recommended by LaptopsAnytime. 2.6 Refrain from altering, modifying, or changing any Kiosks, and from reverse engineering the Kiosk. 2.7 Allow LaptopsAnytime full and free access to the Kiosks for purposes of corrective and/or preventive maintenance. 2.8 Provide safe access to Kiosks for service and maintenance. 2.9 Abide by the terms of the End User License Agreement. 3. TERM OF AGREEMENT. The term of this Agreement begins after the installation of the Kiosk(s) by LaptopsAnytime and shall remain effective until November 30, 2023. Notwithstanding the foregoing, you may terminate this Agreement at any time; however, there is no refund of any portion of the annual fee paid in the event of a termination of this Agreement prior to the expiration of any Service Package Period. 4. LIMITATION OF LIABILITY. In no event shall LaptopsAnytime be liable for any warranties that are not specifically set forth in this Agreement. Specifically, you agree that LaptopsAnytime is not liable for any warranties implied by law or otherwise, including any warranty of merchantability or fitness for a particular purpose. 5. GENERALTERMS 5.1 Governing Law and Choice of Forum. This Agreement shall be governed by and interpreted in accordance with the laws of the state of California without regard to the conflicts of law rules thereof. Any claim or dispute arising in connection with this Agreement shall be resolved in the federal or state courts situated within Orange County, California to the maximum extent permitted bylaw, you hereby consent to the jurisdiction and venue of such courts and waive any objections to the jurisdiction or venue of such courts. 5.2 Severability. If any term or provision of this Agreement is declared void or unenforceable in a particular situation, by any judicial or administrative authority, this declaration shall not affect the validity of enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation. 5.4 Headings. The headings contained in this Agreement are incorporated for reference purposes only and shall not affect the meaning or interpretation of this Agreement. 25J-6 Exhibit 2 5.5 No Waiver. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. 5.6 Amendment. We reserve the right, in its sole discretion, to amend the terms of the Service Levels and/or to other terms of this Agreement following the expiration of one year from the date of the start of a particular Service Level, provided we provide you at least thirty (30) days advanced notice of the proposed changes. If you do not accept amendments made to the Service Levels or any other terms of this Agreement, then this Agreement will be immediately terminated, along with the End User License Agreement. 5.7 Force Majeure. Neither party shall be liable for any delay in performance of its obligations under this Agreement to the extent such delay in performance of its obligations is caused by involuntary plant shutdown, acts of God, fires, floods, earthquake, wars, riots, terrorism, sabotage, labor disputes or shortages, government actions, the inability to obtain materials or transportation, or any other circumstances beyond the reasonable control of the affected party (each, a "Force majeure Event"). In the event of a Force Majeure Event, the non -performing party will be excused from further performance during the period that the Force Majeure Event prevails and shall resume performance at such time as the impairment caused by such circumstances ends or would have ended had the affected party taken reasonable steps to remedy the Force Majeure Event. 5.8 Notices. Any notice required or permitted to be given under this Agreement shall be in writing and shall be deemed given and received (i) when personally delivered with a receipt obtained, (ii) on the date noted as the date received, refused or uncollected if sent by certified or registered mail, return receipt requested, postage prepaid or (iii) the earlier of receipt or two (2) business days after deposit with a nationally overnight delivery service (e.g., Federal Express), at the addresses set forth below each Party's name on the signature page, or to such other address that a party provides to the other party pursuant to the provisions of this paragraph. 5.9 Counterparts and Facsimiles. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In addition, this Agreement may be executed by facsimile signatures and such signatures shall be deemed an original. 5.10 Insurance. Prior to undertaking performance of work under this Agreement, Laptops Anytime shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: A. Commercial General Liability Insurance. Laptops Anytime 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 without any exclusion for claims of sexual molestation, resulting from any act or occurrence arising out of Laptops Anytime'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,o00 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. 25J-7 Exhibit 2 C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Laptops Anytime, if Laptops Anytime has any employees, is required to he insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, Laptops Anytime agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. D. Technology Professional Liability Errors and Omissions Insurance appropriate to the Consultant's profession and work hereunder, with limits not less than $2,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Laptops Anytime in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, copyright, trademark, invasion of privacy violations, information theft, release of private information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations. 1) The Policy shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information "property" of the City in the care, custody, or control of Laptops Anytime. If not covered under Laptops Anytime's liability policy, such "property" coverage of the City may be endorsed onto the City's Cyber Liability Policy as covered property as follows: 2) Cyber Liability coverage in an amount sufficient to cover the full replacement value of damage to, alteration of, loss of, or destruction of electronic data and/or information "property" of the City that will be in the care, custody, or control of Vendor. 3) The Insurance obligations under this agreement shall be the greater of 1—all the Insurance coverage and limits carried by or available to Laptops Anytime; or 2— the minimum Insurance requirements shown in this agreement. Any insurance proceeds in excess of the specified limits and coverage required, which are applicable to a given loss, shall be available to City. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the indemnity or other obligations of Laptops Anytime under this agreement. E. The following requirements applyto the insurance to be provided by Laptops Anytime pursuant to this section: 1) LaptopsAnytime shall maintain all insurance required above in full force and effect forthe entire period covered by this Agreement. 2) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. 3) 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. 4) 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. 5) LaptopsAnytime shall supply City with a fully executed additional insured endorsement- F. If Laptops Anytime 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 25J-8 Exhibit 2 force and paid for, the City shall have the right, at the CAY's election, to forthwith terminate this Agreement Such termination shall not affect Laptops Anytime's right to be paid for its time and materials expended prior to notification of termination. Laptops Anytime waives the right to receive compensation and agreesto indemnify the City forany work performed prior to approval of Insurance by the City. 5.11 Indemni icatfon. IaptopsAnytime hereby agrees to indemnify, hold harmless, and defend City, its officers, agents, and employees, against any and all claims, loss, demands, damages, Cost, expenses or liability arising out of the services provided in this Agreement, except for liability arising out of the sole negligence or willful misconduct of City, its officers, agents, or employees, including the cost of defense of any lawsuit arising therefrom. in the event City is named as co- defendant, LaptopsAnythre shall notify City of such fact and shall represent City, with counsel approved by City, in such legal action unless City undertakes to represent itself as co-defendant in such legal action, in which event LaptopsAnytime shall pay to City its litigation costs, expenses and attorneys' fees. 5.12 Entire Agreement The parties agree: (i) that this Agreement contains the entire agreement between the parties with respect to the maintenance and support of the Riosks and supersedes any and all prior oral or written agreements, arrangements, or understandings between the parties relating to the subject matter of this Agreement; 00 that no oral understandings, statements, promises or inducements contrary to the terms of this Agreement exist and no evidence of prior, contemporaneous, or future oral agreements may he used to contradict the terms of this Agreement; and (III) that any reliance on oral agreements or statements In entering into this Agreement will be unjustifiable and unreasonable. IN WITNESS WHEREOF, the parties identified below have executed this Agreement as of 2C20 (the "Effective Date"). Java Connections, LLC d/b/a LaptopsAnytime City of Santa Ana By: �� _ By: Printed Name: G Title: V Q rated Name: Kristine Ridge — the: City Manager Address: 20 Civic Center Plaza, Santa Ana, CA 92702 17304 Preston Road, Suite 80D Dallas, TX 75252 ATTEST: Daisy Gomez Clerk of Council APPROVED AS TO FORM: RECOMMENDED FOR APPROVAL: Sonia R. Carvalho City Attorney By:PJJJIR. A RL Laura A. Rossini Brian Sternberg Acting Chief Assistant City Attorney Library Services Director 25J-9 Exhibit 2 EXHIBIT A: SERVICE PLANS `CHOOSE ONE, INSERT START DATE, AND SIGN 1-0 THE RIGHT WHERE INDICATED Client hereby elects tha Platinum Plus Pfar¢ d,3 Year F,effoesh Fro rz;n) t2*stae, on Agreed to by: the Platinum Flan (d Year Refresh Pragrarn) to start or .. A?reed to by: the Gold Plan (S Year Refresh Program) to start on Agreed to the Silver Flan "Smart Door,/Draw er OnKe'to start o: Agreed to Platinum Plus Plan (3 Year Refresh Program): Annual Fee = 15% of the Total Kiosks Cost This package is the most comprehensive plan, which includes additional services at no cost, and the lowest costs for services o The ability to remotely monitor, trouble shoot, and perform repairs on the Kiosks with remote assistance from one of our knowledgeable support staff o A dedicated support engineer assigned to your account o Maintenance of on -site inventory for minor spare parts o Free installation of upgrades o Free installation of newly designed Smart -Bay hardware o Free installation of New Smart -Bays o On -site support at $65/hour o Smart -Bay Non -Recurring Engineering (NRE) at $2,000 per design o Includes next -day shipping for replacement parts Platinum Plan (4 Year Refresh Program): Annual Fee = 12% of the Total Kiosks Cost This package offers maximum value, offering the same benefits of our Gold coverage with additional discounts. o The ability to remotely monitor, trouble shoot, and perform repairs on the Kiosks with remote assistance from one of our knowledgeable support staff o Free installation of upgrades o Free installation of newly designed Smart -Bay hardware o Free installation of New Smart -Bays o On -site support at $75/hour o Smart -Bay Non -Recurring Engineering (NRE) at $2,500 per design o Includes next -day shipping for replacement parts 25J-10 Exhibit 2 Gold Plan (5 Year Refresh Program): Annual Fee = 9% of the Total Kiosks Cost This package is the most economical plan with reduced costs for services: o The ability to remotely monitor, trouble shoot, and perform repairs on the Kiosks with remote assistance from one of our knowledgeable support staff o On -site support at $100/hour o Smart -Bay Non -Recurring Engineering (NRE) at $4,000 per design o Includes two-day shipping for replacement parts Silver Plan "SmartDoor/Drawer Only': Annual Fee = 6% of the Total Kiosks Cost Our most affordable plan, the Silver Plan includes: o The ability to remotely monitor, trouble shoot, and perform repairs on the Kiosks with remote assistance from one of our knowledgeable support staff o On -site support at $125/hour o Includes free shipping via ground shipping for replacement parts o Since SmartDoors/Drawers are available in multiple sizes and configurations, please contact us for information on upgrades. Please Note: It is mandatory to complete the duration of a Service Plan cycle (i.e. 3-, 4- or 5-years) before qualifying for the benefits of a Free Kiosk Refresh. If you decide to upgrade from one Plan Level to another, this can be done at any time by paying the differential between your current plan and the new plan for previous plan years and then paying the higher rate going forward. For those on previous Plan Levels prior to 11.1.19, you have the option to upgrade. Contact us at 877.836.3727 for more information. 25J-11 Exhibit 3 End -User License Agreement Annual Software & Hardware License Agreement This End -User License Agreement (this 'Agreement') is a legal contract between you (the party identified on the last page of this Agreement and who has signed this Agreement, referred to herein as "you" or `your"), as either an individual or a single business or government entity, and Java Connections LLC / LaptopsAnytime and its affiliates ("JAVA CONNECTIONS, LLC'). READ THE TERMS AND CONDITIONS OF THIS AGREEMENT CAREFULLY BEFORE DOWNLOADING JAVA CONNECTIONS LLC'S PROPRIETARY SOFTWARE' (the "SOFTWARE') OR OBTAINING A LICENSE TO THE SOFTWARE OR USING THE SOFTWARE. THE SOFTWARE IS COPYRIGHTED AND IT IS LICENSED TO YOU UNDER THIS AGREEMENT, NOT SOLD TO YOU. BY DOWNLOADING THE SOFTWARE OR OBTAINING A LAPTOPSANYTIME KIOSKTO THE SOFTWARE, YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT, THAT YOU UNDERSTAND IT, AND THAT YOU ACCEPT AND AGREE TO BE BOUND BY ITS TERMS. IF YOU ARE NOT WILLING TO BE BOUND BY THE TERMS OF THIS AGREEMENT, YOU SHOULD REFRAIN FROM ACCESSING OR USING THE SOFTWARE. THIS AGREEMENT REPRESENTS THE ENTIRE AGREEMENT BETWEEN YOU AND JAVA CONNECTIONS LLC CONCERNING THE SOFTWARE, AND THIS AGREEMENT SUPERSEDES AND REPLACES ANY PRIOR PROPOSAL, REPRESENTATION, OR UNDERSTANDING YOU MAY HAVE HAD WITH JAVA CONNECTIONS LLC RELATING TO THE SOFTWARE. THE TERMS OF THIS AGREEMENT, THE QUOTATION(S) AND ANY EXIIIBITS THERETO SUPERSEDE ANY AND ALL CLICKWRAP OR CLICK -THROUGH AGREEMENTS REQUIRED OF ANY END USER TO ACCESS AND USE THE SOFTWARE AND KIOSK. 1. License 1.1. Grant of License. Java Connections LLC hereby grants to you, and you accept, a limited, nonexclusive license to use the Kiosk Software in machine-readable, object code form only, and the user manuals accompanying the Software (the 'Documentation'), only as authorized in this Agreement. For purposes of this Agreement, the "Software" includes any updates, enhancements, modifications, revisions, or additions to the Software made by Java Connections LLC and made available to end -users through Java Connections LLC's web site. Java Connections LLC shall provide you any and all updates, enhancements, modifications, revisions, or additions to the Software that it releases to other customers, at no additional cost; any updates, enhancements, modifications, revisions or additions that Java Connections LLC elects to provide will not, however, be provided to you if you fail to pay the applicable license fee. 1.2. Scope of Use. You may use one (1) copy of the Software activated by a LaptopsAnytime Kiosk Host on a single server (virtual or physical) owned, leased, or otherwise controlled by you. If you have multiple kiosks and towers connected together, you may make and use as many copies of the Software as permitted in the purchase order. For purposes of this 25J-12 Exhibit 3 Agreement, "use" of the software means loading the Software into the temporary or permanent memory of a computer controlling the rental of devices. Installation of the Software on a network server solely for controlling the rental or check out of computers is "use" of the Software, and is permitted, as long as you have a license for each server (virtual or physical) to which the Software is distributed. The Software may not be used on, or distributed to, a greater number of kiosk towers than you have licensed. If you exceed the number of licenses you have obtained you will be in breach of this Agreement. 1.3. Copies and Modifications. You may not reverse engineer, decompile, disassemble, or otherwise translate the Software or kiosk hardware material, components, or any kiosk hardware or software you have obtained. You may not modify or adapt the Software or any kiosk hardware that you have obtained in any way. You may not copy the Software, the Documentation, and any kiosk software or hardware that you have obtained, for backup or archival purposes. Except as authorized in this Section, no copies of the Software, Documentation, or kiosk hardware, or any portions thereof, may be made by you or any person under your authority or control. 1.4. Assignment of Rights. You will not sublicense, assign, redistribute, encumber, lease, rent, lend, or otherwise transfer your rights and obligations in the Software, Documentation, or kiosk hardware, as granted by this Agreement, to any party without prior written consent of Java Connections LLC. Notwithstanding anything to the contrary in the preceding sentence, you may assign this Agreement to the purchaser of all or substantially all of your assets or to any successor by merger, consolidation, or similar corporate action (`_Assignee") provided, however, the Assignee agrees in writing to this Agreement. 2. Intellectual Property and Confidentiality and Privacy • 2.1. Use Reporting, License Violations and Remedies. Java Connections LLC reserves the right to gather only the following data on Kiosk usage: the number of device rentals, server IP addresses, and domain counts necessary to ensure that our products are being used in accordance with the terms of this End -User License Agreement. Notwithstanding the foregoing, Java Connections LLC shall not have access to confidential patron information. Java Connections LLC expressly prohibits simultaneous, multiple installations of our Software and domain count overrides without prior written approval by Java Conneclions LLC. Any unauthorized use shall be considered by Java Connections LLC to be a violation of this End -User License Agreement. Java Connections LLC reserves the right to remedy violations immediately upon discovery, by charging the then current list price of unauthorized keys to the credit card used to make the original, authorized purchase, or by any other means necessary. You agree not to block, electronically or otherwise, the outgoing transmission of data to an agreed upon IP address or addresses required for compliance with this Agreement. Any blocking of data required for compliance under this Agreement is considered to be violation of this Agreement and will result in immediate termination of this Agreement pursuant to Section 4. 2.2. License Automatic Update and Expiration. Your kiosk software may include an expiration date that can result in the termination of the license. For continued annual license 25J-13 Exhibit 3 renewal, the license updates automatically except if Java Connections LLC determines that a license is used in violation of the terms of this Agreement or the annual fee is not paid or until expiration under the terms of the service contract. if your kiosk is stolen, or if you suspect any improper or illegal usage of your software outside of your control you should promptly notify Java Connections LLC of such occurrence. A replacement software download will be issued to you and the suspect software will be overwritten. For lease licenses, your monthly or annual payment for each kiosk and tower must be processed prior to the expiration date in order for software to be valid. For your convenience Java Connections LLC provides license expiration warnings in the product interface should there be any issues that would cause the product license to eventually expire. It is your responsibility to contact Java Connections LLC regarding any potential expiration that you deem inappropriate. Java Connections LLC shall not liable for any damages or costs incurred in connection with the expired licenses or licenses in which the annual fee has not been paid. 2.3. Proprietary Rights to Software and Trademarks. You acknowledge that the Software and the Documentation are proprietary to Java Connections LLC, and the Software and Documentation are protected under United States copyright law and international treaties_ You further acknowledge and agree that, as between you and Java Connections LLC, Java Connections LLC owns and shall continue to own all right, title, and interest in and to the Software and Documentation, including associated intellectual property rights under copyright, trade secret, patent, or trademark laws. This Agreement does not grant you any ownership interest in or to the Software or the Documentation, but only a limited right of use that is revocable in accordance with the terms of this Agreement. Any and all trademarks or service marks that Java Connections LLC uses in connection with the Software or with services rendered by Java Connections LLC are marks owned by Java Connections LLC. This Agreement does not grant you any right, license, or interest in such marks, and you shall not assert any right, license, or interest in such marks or any words or designs that are confusingly similar to such marks. 2.4. Confidentiality. You shall permit only authorized users, who possess rightfully, obtained passwords, to use the Software or to view the Documentation. Except as expressly authorized by this Agreement, you shall not make available the Software, Documentation, or any passwords to any third party. You will use reasonable efforts to cooperate with and assist Java Connections LLC in identifying and preventing any unauthorized use, copying, or disclosure of the Software, Documentation, or any portion thereof. 2.5 Privacy/Compliance with Laws. Java Connections LLC will use appropriate administrative, technical, and physical security measures to safeguard the data provided by you and your users against accidental, unauthorized or unlawful destruction, loss, alteration, disclosure, access, use or processing. Java Connections LLC will not rent or sell personally identifiable data to third parties. Java Connections LLC will comply with all applicable laws, including privacy or data security laws, including but not limited to the Family Educational Rights and Privacy Act, 20 USC 1232g ("FERPA"), in connection with performing the services under this Agreement. To the extent Java Connections LLC has access to Education Records as that term is defined in FERPA, Java Connections LLC is deemed a "school official' as that term is defined in FERPA. 25J-14 Exhibit 3 3. License Fees The Software will be available to you for use upon receipt of annual or monthly payments to Java Connections LLC. Upon acceptance of this Agreement, you may obtain one or more kiosks by paying the requisite license fees and hardware cost, using the procedure set forth on Java Connections LLC web site and or written documentation. The license fees paid by you are paid in consideration of the license granted under this Agreement. 4. Term and Termination This Agreement is effective upon your acceptance of the Agreement, or upon your downloading, accessing, and using the Software, even if you have not expressly accepted this Agreement. This Agreement shall continue in effect for three years from the date of the installation of the Kiosk as specified in the Kiosk Support Agreement. Without prejudice to any other rights, this Agreement will terminate automatically if you fail to comply with any of the limitations or other requirements described herein. If you are leasing the Software, and fail to pay the applicable license fees, Java Connections LLC shall have the right to shut down your server. You may terminate this License Agreement at any time by: (i) providing written notice of your decision to terminate the Agreement to Java Connections LLC and (ii) either returning the Software, Documentation, all copies thereof, and all license keys that you have obtained to Java Connections LLC or destroying all such materials and providing written verification of such destruction to Java Connections LLC. Java Connections LLC may terminate this License Agreement if you breach any term of the Agreement by giving you written notice of your breach, a reasonable opportunity to cure the breach (not to exceed thirty (30) days), and in the event of your failure to cure the breach, Java Connections LLC' decision to terminate the Agreement; provided, however that Java Connections LLC may automatically terminate the Agreement as specified herein. Upon termination of the Agreement by Java Connections LLC, you agree to either return to Java Connections LLC the Software, Documentation, all copies thereof, and all license keys that you have obtained, or to destroy all such materials and provide written verification of such destruction to Java Connections LLC. 5_ insurance. Priorto undertaking performance of work under this Agreement LaptopsAnytime shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: A. Commercial General Liability Insurance. LaptopsAnytime 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 without any exclusion for claims of sexual molestation, resulting from any act or occurrence arising out of LaptopsAnytime'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 25J-15 Exhibit 3 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, LaptopsAnytime, if LaptopsAnytime 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, LaptopsAnytime agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. D. Technology Professional Liability Errors and Omissions Insurance appropriate to the Consultant's profession and work hereunder, with limits not less than $2,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by LaptopsAnytime in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, copyright, trademark, invasion of privacy violations, information theft, release of private information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations. 1) The Policy shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information "property" of the City in the care, custody, or control of Laptops Anytime. If not covered under LaptopsAnytime's liability policy, such "property" coverage of the City may be endorsed onto the City's Cyber Liability Policy as covered property as follows: 2) Cyber Liability coverage in an amount sufficient to cover the full replacement value of damage to, alteration of, loss of, or destruction of electronic data and/or information "property" of the City that will be in the care, custody, or control of Vendor. 3) The Insurance obligations under this agreement shall be the greater of t— all the Insurance coverage and limits carried by or available to LaptopsAnytime; or 2 the minimum Insurance requirements shown in this agreement. Any insurance proceeds in excess of the specified limits and coverage required, which are applicable to a given loss, shall be available to City. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the indemnity or other obligations of LaptopsAnytime under this agreement. E. The following requirements apply to the insurance to be provided by Laptops Anytime pursuant to this section: 25J-16 Exhibit 3 1) LaptopsAnytime shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. 2) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. 3) 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. 4) 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. 5) LaptopsAnytime shall supply City with a fully executed additional insured endorsement. F. If LaptopsAnytime 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 LaptopsAnytime's right to be paid for its time and materials expended prior to notification of termination. LaptopsAnytime waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 6. Indemnification Each party (Indemnifying Party) agrees to indemnify, defend, and hold harmless the other party (Indemnified Party) and its affiliates and their respective officers, employees, directors, agents, licensees (excluding the Indemnifying Party), sublicensees (exehiding the Indemnifying Party), successors, and assigns from and against any and all liability, costs, losses, damages, and expenses (including reasonable attorneys' fees and expenses) arising out of any claim, suit, or cause of action relating to and/or arising from (a) Indemnifying Party's breach of any term of this Agreement; (b) Indemnifying Party's violation of any rights of any third party. The indemnification obligations set forth in the immediately preceding sentence shall survive the termination of this Agreement. 7. Disclaimer THE SOFTWARE AND DOCUMENTATION ARE LICENSED "AS IS," AND JAVA CONNECTIONS LLC DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TO THE EXTENT AUTHORIZED BY LAW. WITHOUT LIMITATION OF THE FOREGOING, JAVA CONNECTIONS LLC EXPRESSLY WARRANTS THAT THE SOFTWARE WILL OPERATE INACCORDANCE WITH THE REPRESENTATIONS MADE IN DOCUMENTATION PROVIDED TO THE CUSTOMER, BUT DOES NOT WARRANT 25J-17 Exhibit 3 THAT OPERATION OF THE SOFTWARE WILL BE UNINTERRUPTED ORERRORFREE. YOU ASSUME RESPONSIBILITY FOR SELECTING THE SOFTWARE TO ACHIEVE YOUR INTENDED RESULTS, AND FOR THE RESULTS OBTAINED FROM YOUR USE OF THE SOFTWARE. JAVA CONNECTIONS SHALL NOT BE RESPONSIBLE FOR THE OPERATION OF SOFTWARE WHICH HAS BEEN MODIFIED OR RECONFIGURED BY YOU. S. General Terms • 8.1. Severability. If any term or provision of this Agreement is declared void or unenforceable in a particular situation, by any judicial or administrative authority, this declaration shall not affect the validity of enforceability of the remaining terms and provisions hereof or the validity or enforceability of the offending term or provision in any other situation. • 8.2. Survival. Articles 2, 6, 7, and 8 of this Agreement and all Sections thereof, shall survive the termination of this Agreement, regardless of the cause for termination, and shall remain valid and binding indefinitely. • 8.3. Headings. The Article and Section headings contained in this Agreement are incorporated for reference purposes only and shall not affect the meaning or interpretation of this Agreement. • 8.4. No Waiver. The failure of either party to enforce any rights granted hereunder or to take action against the other party in the event of any breach hereunder shall not be deemed a waiver by that party as to subsequent enforcement of rights or subsequent actions in the event of future breaches. • 8.5. Amendment. Java Connections LLC reserves the right, in its sole discretion, to amend this Agreement from time to time upon at least thirty (30) days advanced written notice to your duly authorized signatory noted below. Notice shall also be sent to the individuals named on the Purchase Quotations. If there is a conflict between this Agreement and the most current version of this Agreement posted on the kiosk management software and must be acknowledged prior to each remote manage session and the most current version will prevail_ Notwithstanding anything to the contrary herein and in an avoidance of doubt, no material amendment of this Agreement will be effective against you unless you have received at least thirty (30) days advanced written notice to your duly authorized signatory noted below. If you do not accept amendments made to this agreement, then this license wi 11 be immediately terminated pursuant to Section 4. 8.6. Taxes. You are a tax- exempt entity and shall not pay any applicable sales, use, transfer, or other taxes and all duties, whether national, state, or local, however designated, that are levied or imposed by reason of the transaction contemplated under this Agreement, excluding income taxes on the net profits of Java Connections LLC. You shall provide a tax-exempt certificate to Java Connections LLC upon request. 25J-18 Exhibit 3 • 8.7 Notices. Any notice required or permitted to be given under this Agreement shall be in writing and shall be deemed given and received (i) when personally delivered with a receipt obtained, (ii) on the date noted as the date received, refused or uncollected if sent by certified or registered mail, return receipt requested, postage prepaid or (iii) the earlier of receipt or two (2) business days after deposit with a nationally overnight delivery service (e.g., Federal Express), at the addresses set forth below each Party's name on the signature page, or to such other address that a party provides to the other party pursuant to the provisions of this paragraph. • 8.8 Counterparts and Facsimiles. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. In addition, this Agreement may be executed by facsimile signatures and such signatures shall be deemed an original. • 8.9 Entire Agreement. The parties agree: (i) that this Agreement contains the entire agreement between the parties with respect to the settlement ofthe claims and the transactions described herein and supersedes any and all prior oral or written agreements, arrangements; or understandings between the parties relating to the subject matter of this Agreement; (ii) that no oral understandings, statements, promises or inducements contrary to the terms of this Agreement exist, and no evidence of prior, contemporaneous, or future oral agreements may be used to contradict the terms of this Agreement; and (iii) that any reliance on oral agreements or statements in entering into this Agreement will be unjustifiable and unreasonable. 9. United States Government Restricted Rights. The Software, kiosk hardware, and Documentation are provided with Restricted Rights. Use, duplication, or disclosure by the government is subject to restrictions as set forth in subparagraph (c)(f)(ii) of the Rights in Technical Data and Computer Software clause atDFARS 252.227-7013 or subparagraphs (c) (1) and (2) of the Commercial Computer Software -Restricted Rights at 48 C.F.R. S:52.227-19, as applicable. 25J-19 Exhibit 3 Any of JAVA CONNECTIONS LLC KIOSK SOFTWARE, JAVA CONNECTIONS LLC KIOSK HARDWARE, JAVA CONNECTIONS LLC BUSINESS AUTOMATION KIOSKS, JAVA CONNECTIONS LLC, JAVA CONNECTIONS LLC SYSTEM AUTOMATION, and any other Java Connections LLC software products as maybe offered by Java Connections LLC from time to time on www.LAPTOPSA YTIME cqm OR www. LAPTOP SANYTL�v et. IN WITNESS WHEREOF, the parties identified below have executed this Agreement as of 2020 (the "Bjjective Date"). Java Connections, LLC d/b/a LaptopsAnytirne By. nn�C�� Printed Name:) 61RA�^U N Flit- K b QV y Title: v f 17304 Preston Road, Suite 800 92702 Dallas, TX 75252 Approved as to Form: Sonia R. Carvalho City Attorney By: Lgaoa A R Laura A. Rossini Acting Chief Assistant City Attorney City of Santa Ana 0 Printed Name: Kristine Ridge Title: City Manager Address: 20 Civic Center Plaza, Santa Ana , CA ATTEST: Daisy Gomez Clerk of Council Recommended for Approval: Brian Sternberg Library Services Director 25J-20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: APPROVE AMENDMENT TO AGREEMENT WITH KING & SPALDING LLP FOR SPECIALIZED LEGAL SERVICES IN AN AMOUNT NOT TO EXCEED $850,000 (GENERAL FUND) /s/ Kristine Ri CITY MANAGER CLERK OF COUNCIL USE ONLY: F-ITUBT156TRI191 ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Authorize the City Manager to execute an amendment to the agreement with the law firm of King & Spalding LLP for specialized legal services related to the matter entitled City of Santa Ana V. County of Orange et al., United States District Court Case No. 8:20-cv-00069-DOC (KESx), to increase the amount to be expended under the agreement from $350,000 to $850,000, subject to non -substantive changes approved by the City Manager and the City Attorney. DISCUSSION On January 13, 2020, following authorization by the City Council, the City of Santa Ana initiated the above legal action against the County of Orange and the cities of Dana Point, San Clemente, and San Juan Capistrano over those cities' alleged plans to transport homeless individuals in their jurisdictions to the City of Santa Ana, and more generally, over the County's failure to provide homeless shelters and services elsewhere than in Santa Ana, which has resulted in disproportional burdens and impacts on Santa Ana. By the action, the City is seeking a more equitable sharing of homelessness -related solutions and also reimbursement for its substantial efforts in this area over the years. While the cities are no longer parties to the action, the County remains a defendant. As alleged, this case raises important and sophisticated claims against the County and implicates various theories of relief. On April 21, 2020, the Council approved a contract with the law firm of Boies Schiller Flexner LLP ("BSF") for a three-year term, with an option to extend the agreement for up to two years. The Council subsequently approved for assignment to the law firm of King & Spalding LLP, on May 5, 2020, following the transition of the BSF team to King & Spalding. King & Spalding continues to provide the City with a seamless legal representation. Due to the complex and ongoing nature of the litigation, additional compensation detailed in the amendment for $350,000 is required to meet the City's goals. Under the amendment, the total amount to be expended for this agreement shall not exceed $850,000. 25K-1 Agreement with King & Spalding December 1, 2020 Page 2 FISCAL IMPACT Specialized legal services during the term for this Agreement will be paid out of the City Attorney Office's Contractual Services (Account No. 01108032-62300). As noted in the First Quarter Budget Update on November 17, litigation costs are tracking to exceed the budget. The cost of this contract amendment will be included in a proposed budget adjustment at Midyear. Fiscal Year Accounting Unit -Account # Account Description Amount FY 20-21 01108032-62300 Contractual Services -Professional $500,000 FY 21-22 01108032-62300 Contractual Services -Professional $250,000 FY 22-23 01108032-62300 Contractual Services -Professional $100,000 Total $850,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director — Finance and Management Services Agency Submitted By: Sonia R. Carvalho, City Attorney - City Attorney's Office Exhibit: 1. Amendment to Agreement with King & Spalding for Legal Services 25K-2 FIRST AMENDMENT TO LEGAL SERVICES AGREEMENT WITH KING & SPALDING, LLP THIS FIRST AMENDMENT to the above -referenced agreement is entered into on December 1, 2020, by and between King & Spalding LLP ("Attorneys"), 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"), collectively referred to as the "Parties". RECITALS A. The Parties entered into Agreement No. A-2020-190, on May 27, 2020, by which Attorneys agreed to provide legal services to the City ("Agreement'). The original term of the Agreement is for a three-year term until May 27, 2023, with an option to extend the term of the Agreement for up to two (2) years. The Agreement is current and in effect. B. The Parties now wish to amend the Agreement and increase the amount of compensation. The Parties therefore agree: 1. Section 3, Fees and Expenses, is amended as follows: The total sum to be expended under this Agreement shall not exceed $850,000, including any extension periods. 2. Except as modified by this First Amendment, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council APPROVED AS TO FORM Sonia R. Carvalho City Attorney By: 40L /W in M. Funk Senior Assistant City Attorney CITY OF SANTA ANA Kristine Ridge City Manager KING & SPALDING LLP Quyen Ta Partner UML[1141.01 25K-3 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: SEPTEMBER 15, 2020 TITLE: RESOLUTION RESCINDING CITY COUNCIL RESOLUTION NO. 2019-099, UPHOLDING PLANNING COMMISSION'S ADOPTION OF RESOLUTION NOS. 2019-35, 2019-36, 2019- 37; RESCINDING THE CITY'S CALIFORNIA ENVIRONMENTAL QUALITY ACT -RELATED FINDINGS; AND DECLARING NULL AND VOID PLANNING COMMISSION RESOLUTION NOS. 2019-35, 2019-36, AND 2019-37 PERTAINING TO THE PROPERTY LOCATED AT 301 AND 325 N. TUSTIN AVENUE CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For October 6, 2020 October 20, 2020 November 17, 2020 CONTINUED TO December 1, 2020 FILE NUMBER RECOMMENDED ACTION Adopt a resolution rescinding City Council Resolution No. 2019-099, upholding the Planning Commission's adoption of Resolution Nos. 2019-35, 2019-36, and 2019-37; rescinding the City's California Environmental Quality Act -related findings; and declaring null and void Planning Commission Resolution Nos. 2019-35, 2019-36, and 2019-37 pertaining to the property located at 301 and 325 N. Tustin Avenue. DISCUSSION The 2018 Project Approvals On October 8, 2018, the Planning Commission of the City of Santa Ana took the following actions with regard to the property located at 301 and 325 N. Tustin Avenue (the "2018 Project"): 1. Adopted Resolution No. 2018-28, approving Conditional Use Permit No. 2018-18 to allow a drive -through; 2. Adopted Resolution No. 2018-35, approving Variance No. 2018-10 to allow for reduced yards for a service station; On November 20, 2018, the City Council of the City of Santa Ana took the following actions with regard to the 2018 Project: 55A-1 Resolution Rescinding 2019 Land Use Approvals (301/325 N. Tustin Ave.) September 15, 2020 Page 2 1. Adopted Resolution No. 2018-081, adopting Mitigated Negative Declaration Environmental Review No. 2016-156 and corresponding Mitigation Monitoring and Reporting Program; 2. Adopted Resolution No. 2018-082, approving General Plan Amendment No. 2018-05 for the property located at 301 N. Tustin Avenue, 431 N. Tustin Avenue, and 2321 East Fourth Street; 3. Introduced a first reading of Ordinance No. NS-2960, approving Amendment Application No. 2018-08 to rezone 301 and 325 N. Tustin Avenue, 401 N. Tustin Avenue, and 2320 East Fourth Street from Professional to General Commercial; On December 4, 2018, after a second reading, the City Council of the City of Santa Ana adopted Ordinance No. NS-2960. Resolution Nos. 2018-28, 2018-35, 2018-081, 2018-082, and Ordinance No. NS-2960 shall be collectively referred to as the "2018 Approvals." The 2019 Project Approvals On September 9, 2019, the Planning Commission of the City of Santa Ana took the following actions with regard to the property located at 301 and 325 N. Tustin Avenue (the "2019 Project'): 1. Adopted Resolution No. 2019-35, approving Conditional Use Permit No. 2019-30 to allow a car wash; 2. Adopted Resolution No. 2019-36, approving an amendment to Variance No. 2018-10; 3. Adopted Resolution No. 2019-37, approving Conditional Use Permit No. 2019-31 to allow 24-hour operations of a retail store. 4. The City determined that the 2019 Project was eligible for a CEQA Class 32 In -fill Development Exemption. On October 15, 2019, the City Council upheld the Planning Commission's adoptions of Resolution Nos. 2019-35, 2019-36, 2019-37, the City's CEQA Class 32 In -fill Development Exemption, and further determined that the 2019 Project was eligible for a CEQA Class 3 New Construction or Conversion of Small Structure Exemption after a duly noticed de novo public hearing on Appeal Application 2019-03, by City Council Resolution No. 2019-099. Planning Commission Resolution Nos. 2019-35, 2019-36, 2019-37, City Council Resolution No. 2019-099, and the City's CEQA Class 32 In -fill Development and Class 3 New Construction or Conversion of Small Structure Exemptions are collectively referred to as the "2019 Approvals". On August 31, 2020, the applicant for the 2019 Project, The Russell Fischer Partnership, LP ("RF"), submitted a letter to the City Council requesting rescission of the 2019 Approvals due to financial hardship caused by dramatic changes in the economy caused by the COVID-19 pandemic. (Letter attached hereto as Exhibit 1). Because RF no longer intends to pursue the 2019 Approvals, staff recommends that the City Council rescind the following 2019 Approvals in their entirety such that the 2019 Approvals will have no further force or effect: Resolution No. 2019-099, upholding the Planning Commission's adoption of Resolution Nos. 2019-35, 2019-36, and 2019-37; and the City's determination that the 55A-2 Resolution Rescinding 2019 Land Use Approvals (301/325 N. Tustin Ave.) September 15, 2020 Page 3 2019 Project is eligible for a CEQA Class 32 In -fill Development Exemption and Class 3 New Construction or Conversion of Small Structure Exemptions. Staff further recommends that the City Council declare null and void Planning Commission Resolution Nos. 2019-35, 2019-36, and 2019- 37 such that these resolutions are no longer in effect. The 2018 Approvals are valid and remain in full force and effect. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Sonia R. Carvalho, City Attorney Exhibit(s): 1. Letter Requesting Rescission of 2019 Approvals 2. Resolution 55A-3 EXHIBIT 1 <2 �aisute August 31, 2020 Honorable Mayor Miguel Pulido Honorable City Council Members City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Re: The Russell Fischer Partnership, LP 2019 Approvals Dear honorable Slayor Pulido and honorable City Council Members: In September 2019. the City of Santa Ana ("City') Planning Commission issued approvals to The Russell Fischer Partnership, L.P. ("RF'), for RF to develop an automated car wash, fuel station and convenience store ("2019 Project"). In connection with the 2019 Project, the Planning Commission issued the following approvals; Resolution No. 2019-35, approving Conditional Use Permit No. 2019-30 to allow a car wash, Resolution No. 2019-36, approving an amendment to Variance No_ 2018-10, and Resolution No. 2019.37, approving Conditional Use Permit No. 2019-31 to allow 24-hour operations of a retail store. The City determined that the 2019 Project was eligible for a CEQA Class 32 In -fill Development Exemption ("CEQA Exemption"). Resolution Nos. 2019-35, 2019-36 and 2019-37 and the CEQA Exemption are collectively the "2019 Approvals". RF has chosen to not move forward with the development of the 2019 Project. Due to dramatic changes in the economy caused by the COV ID-19 pandemic, RF sales and profits have substantially decreased. RF went almost two months without generating any income, while RF paid all business expenses, including employee wages. Therefore. by this letter. RF hereby requests the City Council to rescind the 2019 ,Approvals. As a condition precedent to Rl's request for rescission of the 2019 Approvals. the City Council is to approve the settlement agreement which has been reached between RF and the City_ This condition precedent may be vvatved, ifat all. solely by RF_ If the City does not approve the settlement agreement, then RF's request to rescind the 2019 Approvals is hereby withdrawn_ cc: Ms. Kristine Ridge Sonia C'arvalho. Esq. Alkha Winterswyck, Esq. "`"��` 55A-4 EXHIBIT 2 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA RESCINDING CITY COUNCIL RESOLUTION NO. 2019-099, UPHOLDING PLANNING COMMISSION'S ADOPTION OF RESOLUTION NOS. 2019-35, 2019-36, 2019-37: RESCINDING THE CITY'S CALIFORNIA ENVIRONMENTAL QUALITY ACT -RELATED FINDINGS; AND DECLARING NULL AND VOID PLANNING COMMISSION'S RESOLUTION NOS. 2019-35, 2019-36, AND 2019-37 PERTAINING TO THE PROPERTY 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. On October 8, 2018, the Planning Commission of the City of Santa Ana took the following actions with regard to the property located at 301 and 325 N. Tustin Avenue (the "2018 Project"): 1. Adopted Resolution No. 2018-28, approving Conditional Use Permit No. 2018-18 to allow a drive -through; 2. Adopted Resolution No. 2018-35, approving Variance No. 2018-10 to allow for reduced yards for a service station; B. On November 20, 2018, the City Council of the City of Santa Ana took the following actions with regard to the 2018 Project: 1. Adopted Resolution No. 2018-081, adopting Mitigated Negative Declaration Environmental Review No. 2016-156 and corresponding Mitigation Monitoring and Reporting Program; 2. Adopted Resolution No. 2018-082, approving General Plan Amendment No. 2018-05 for the property located at 301 N. Tustin Avenue, 431 N. Tustin Avenue, and 2321 East Fourth Street; 3. Introduced a first reading of Ordinance No. NS-2960, approving Amendment Application No. 2018-08 to rezone 301 and 325 N. Tustin Avenue, 401 N. Tustin Avenue, and 2320 East Fourth Street from Professional to General Commercial; Resolution No. 2020-m Page 1 of 4 55A-5 C. On December 4, 2018, after a second reading, the City Council of the City of Santa Ana adopted Ordinance No. NS-2960; D. Planning Commission Resolution Nos. 2018-28, 2018-35, and City Council Resolution Nos. 2018-081, 2018-082, and Ordinance No. NS-2960 shall be collectively referred to as the "2018 Approvals"; E. On September 9, 2019, the Planning Commission of the City of Santa Ana took the following actions with regard to the property located at 301 and 325 N. Tustin Avenue (the "2019 Project'): 1. Adopted Resolution No. 2019-35, approving Conditional Use Permit No. 2019-30 to allow a car wash; 2. Adopted Resolution No. 2019-36, approving an amendment to Variance No. 2018-10; 3. Adopted Resolution No. 2019-37, approving Conditional Use Permit No. 2019-31 to allow 24-hour operations of a retail store. 4. The City determined that the 2019 Project was eligible for a CEQA Class 32 In -fill Development Exemption. F. On October 15, 2019, the City Council upheld the Planning Commission's adoption of Resolution Nos. 2019-35, 2019-36, 2019-37, the City's CEQA Class 32 In - fill Development Exemption, and further determined that the 2019 Project was eligible for a CEQA Class 3 New Construction or Conversion of Small Structure Exemption after a duly noticed de novo public hearing on Appeal Application 2019-03, by City Council Resolution No. 2019-099. G. Planning Commission Resolution Nos. 2019-35, 2019-36, 2019-37, City Council Resolution No. 2019-099, and the City's CEQA Class 32 In -fill Development and Class 3 New Construction or Conversion of Small Structure Exemptions shall be collectively referred to as the "2019 Approvals"; H. By letter addressed to the City Council dated August 31, 2020 (Exhibit A attached hereto), the applicant for the 2019 Project, The Russell Fischer Partnership LP ("RF"), has chosen to not move forward with the development of the 2019 Project; I. Due to dramatic changes in the economy caused by the COVID-19 pandemic, RF sales and profits have substantially decreased, with little money coming in while RF still incurred and paid all business expenses, including employee wages. Therefore, RF has requested the City Council to rescind the 2019 Approvals because the 2019 Project is no longer financially feasible. Resolution No. 2020-x Page 2 of 4 y Section 2. The City Council hereby rescinds the following 2019 Approvals in their entirety and as such 2019 Approvals shall have no further force or effect: A. City Council Resolution No. 2019-099, upholding the Planning Commission's adoption of Resolution Nos. 2019-35, 2019-36, and 2019-37; B. City's determination that the 2019 Project is eligible for a CEQA Class 32 In -fill Development Exemption and Class 3 New Construction or Conversion of Small Structure Exemptions. Furthermore, the City Council hereby declares null and void Planning Commission Resolution Nos. 2019-35, 2019-36, and 2019-37 such that these Resolutions are no longer in effect. Section 3. The following 2018 Approvals have not expired and were not rescinded by the City, and therefore are valid and remain in full force and effect: A. Planning Commission Resolution No. 2018-28, approving Conditional Use Permit No. 2018-18 to allow a drive -through; B. Planning Commission Resolution No. 2018-35, approving Variance No. 2018-10 to allow for reduced yards for a service station; C. City Council Resolution No Declaration Environmental Review No. Monitoring and Reporting Program; 2018-081, adopting Mitigated Negative 2016-156 and corresponding Mitigation D. City Council Resolution No. 2018-082, approving General Plan Amendment No. 2018-05 for the property located at 301 N. Tustin Avenue, 431 N. Tustin Avenue, and 2321 East Fourth Street; E. Ordinance No. NS-2960, approving Amendment Application No. 2018-08 to rezone 301 and 325 N. Tustin Avenue, 401 N. Tustin Avenue, and 2320 East Fourth Street from Professional to General Commercial. Section 4. 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 day of , 2020. Miguel A. Pulido Mayor Resolution No. 2020-x Page 3 of 4 55A-7 APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa E. Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby certify the attached Resolution No. 2020 - to be the original resolution adopted by the City Council of the City of Santa Ana on 12020. Date: Clerk of the Council City of Santa Ana Resolution No. 2020-m Page 4 of 4 '• • REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: PUBLIC HEARING — AUTHORIZE THE SUBMISSION OF THE FISCAL YEAR 2019 CONSOLIDATED ANNUAL PERFORMANCE AND EVALUATION REPORT TO THE U. S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the submission of the Fiscal Year 2019 Consolidated Annual Performance and Evaluation Report to the U.S. Department of Housing and Urban Development. DISCUSSION The Five -Year Consolidated Plan is a comprehensive planning and application document that covers the three entitlement grants that the City receives annually from the U.S. Department of Housing and Urban Development (HUD). These three entitlement grants are the Community Development Block Grant (CDBG), Emergency Solutions Grant (ESG), and HOME Investment Partnerships Program (HOME). The Consolidated Plan outlines a strategy for using the three grants and other resources to meet community needs as they were identified in the Consolidated Plan.The Consolidated Plan also identifies five-year numeric goals for meeting the identified community needs that Santa Ana will work toward during the period covered. As part of the Consolidated Plan process, HUD requires the City to submit a Consolidated Annual Performance and Evaluation Report (CAPER) (Exhibit 1). The CAPER describes the activities and accomplishments for the three federal entitlement grants during the past Fiscal Year. It also reports on the City's success in achieving the five-year numeric goals and objectives that are established in the Five -Year Consolidated Plan. Fiscal Year 2019-2020 is the fifth year covered by the 2015 - 2020 Consolidated Five -Year Plan. The following table highlights accomplishments achieved during Fiscal Year 2019-2020 with funding from the CDBG, ESG, and HOME Program: 75A-1 Public Hearing — Submission of FY 2019 CAPER December 1, 2020 Page 2 General Activity Accomplishments Completed upgrades to the Senior Center HVAC system. Completed improvements to the Thornton Park parking lot. Capital Improvements • Completed street improvements in the Henninger Neighborhood Completed upgrades to HVAC system at the Santa Ana Senior Center. Completed the installation of ADA curb ramps. Economic Development Provided 48 small business incentive grants. Provided funding for 17 nonprofit organizations to administer 20 programs and served a total of 35,497 persons. These public service activities were selected through a NOFA process. Activities were targeted to meet the needs of specific populations, including the elderly, youth, persons with disabilities, and low-income individuals. Specific providers included Public Services Community Legal Aid, the Cambodian Family, YMCA, Second Chance of OC, Public Law Center, Hope Builders, Lutheran Social Services, Neutral Ground, Orange County Children's Therapeutic Arts Center, CASA of Orange County, DELHI, America on Track, Heritage Museum of Orange County, Charitable Ventures of Orange County, Community Health Initiative of Orange County, Boy's and Girl's Club, and Community Action Partnership of Orange County. Completed construction of a 75-unit affordable permanent supportive housing project with wrap -around supportive services for HUD -Veterans Affairs Supportive Housing (VASH) eligible homeless veterans (Heroes' Landing) of which three units are HOME -assisted units. Affordable Housing . Completed a total of ten rental rehabilitation projects funded by the HOME program. Provided CDBG down payment assistance to two income -eligible homebuying households. Committed $1,687,047 to support the rehabilitation of affordable rental units in the North Harbor Village 75A-2 Public Hearing — Submission of FY 2019 CAPER December 1, 2020 Page 3 CDBG funds were used to rectify and preserve the aging housing stock within the City through code enforcement activities in eligible CDBG areas. Code Enforcement . Code Enforcement staff responded to 4,857 complaints covering 3,437 residential properties of which 1,643 were single family residences and 1,794 were multi -family residences within the CDBG eligible deteriorating and deteriorated areas. Provided assistance to 802 individuals through street outreach, Homeless Services homeless prevention, rapid re -housing, and emergency shelter managed by the City of Santa Ana and four subrecipients. On April 21, the City of Santa Ana amended the 2019 Annual Action Plan to include special CDBG and ESG allocations from the CARES Act to target the impact of the COVID-19 pandemic in the City of Santa Ana. COVID-19 Response . Activities included launching an emergency rental relief fund, allocating funding to increase the prevalence of COVID-19 testing within the City, supporting food banks and food delivery services for seniors, and supporting small businesses impacted by COVID-19. The draft CAPER reflects numbers that were available in the HUD system as of October 1, 2020 and reflects all accomplishment data for the program year. The CAPER is due to HUD no later than December 27, 2020 and staff must use the information that is currently available. HUD regulations require that the CAPER be available for a 15-day public review and comment period prior to its submittal. On November 17, 2020, a public notice was published in the Orange County Register, La Opinion, and Nguoi Viet News indicating that the draft CAPER would be available for public review and comment from November 17 through December 1, 2020 and that a Public Hearing would be held on December 1, 2020. The draft CAPER will also be available for public review on the City's website. All comments received in written form and at the Public Hearing will be included in the final document submitted to HUD. Due to the timeframe for submission, the final document may include minor revisions pending final activity and expenditure reports. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Steven A. Mendoza, Executive Director — Community Development Agency Exhibit: 1. FY 2019 Draft Consolidated Annual Performance and Evaluation Report 75A-3 iwa:ulir DRAFT CITY OF SANTA ANA CONSOLIDATED ANNUAL PERFORMANCE & EVALUATION REPORT JULY 1, 2019 - JUNE 30, 2020 75A-4 i G u M. H S H fD fD J fD J d c J (U O K m v fD d C J O T M 3 fD S O 3 fD 6 C N O (U J H fD N C J fl rD a 3 n 0 Ln Gl O lu F D) 3 Q O C P" n O 3 (D N W f 75A-5 i V u L c -o o Q o c o 3 m — O N. D C 00 6 N � m � rD O N � O O w O on fD p� O n n 0 0 m 0 p 0 3 W W V O W O z m p ..� A m 0O j N 00 N A W O A ^ A OrD 7 S D 3 fDCL W r3Y N r3Y N R 6 D n N w c � c O O 3 (D N (D a D_ 3 O O O O 3 3 D N N A N N 04 O 04 O N a a W N to v lA R m A D t v M n p. I to n v D W W d t O w C N N �• n I I--` 01 v A V O O N lA 0 o n N N X 0 O O � n 3 fD a I w N v D O 0 0 c � d 3 I W n v 0 o 0 O m O n m n N O o d N 0 3 N F O M d C � — a rD `D "O n n 7 (D 3 co N 3 Q (D OC d0 n N 1 n O m to 3 n -o N f m (D 6 N Q OO_ 3 o 3 3 m o d n 3 G S H m O O c F rD 0 c 3 3 3 rD O\ m rD7 em► N rD 7 -O O 00 oo m O a 1 ^ d 3 ^ N d 3 o O O O p n O' „ O 3 rD _ 3 m d H n ' �. to O in c N 3 � ri OC O 1 3 rD N C (D N 07 N 75A-6 W f d 0 3 0 a o m fD 0 n 3 rD n m O M 0 m0 O O O ::p O ::p m 3 3 3 c o N O O 3 = fD ° 3 3 3 C N� N 6 D 6 N LA M fD 3 M 3 Dq in m to n v� n F+ V W V V A < m 00 .. m A W V W N M N 3 0 N 0 O D S S v+ N "O H m O n C J fD - ffDD "a ffDD ffDD O N. 3 N n 3 tD S— rD CO 3 nfD 6C f3D (D O' D N nw0 T n fD O < ' N fDN fD N On rD r N\ d dd J (D m 0 Dq O D w D S C S S •* 3 �^ C LA D O q' N L'. n 3 O O D O D O 3 O O fD � vi 3 H C of (D M 3 d 3 S 3 S S rD Q O O Q O Q O O F+ F+ W F+ N F+ W Ol O W 0 O In O O O O 0 O 0 0 W 0) O A O 00 ch to In W F+ F+ F+ F+ N O W O O O N 0 0 0 o a o F+ F+ W F+ W n N V O O N O O O 0 F+ F+ W F+ W N 0 O 00 P N F W l0 V f+ f+ f+ f+ f+ f+ 0 O O O In 75 f+ -7 0 0 W f i G u A x O D o O 6 i n. 6 fD "" "". < O 0fD n (D =. vDi N N ' ( 3 i 3 fD H M C O n z N Z x p n Z 2 O n z `m 3 3 3 3 3 J 3 3 3 O 3 O 3 x O 3 x 3 3 C z 3 N 3 3 C H 3 3 C Dy d (D DO rO.F DD H to n Oo o to n �n 0 m N n 0 L rn W A W N 0 L 0 N Ol fD O C O C i n O 61 3 = 6 fD n O N �, 3 ti' O' N O N O 3 S "�6 = > j =. uC+ (DD, �. .., n fD 5 = H M n N .. N m '�' O fD O. O C N fD .� fD x O 0 N .+ fD O N N C T O K, N O DO fD N 0 3 3 n fD D_ v+ O O_ fD O < 0 O Q fD O n .� -' C .t O in O 3 40 fD w D) v+ ID (D �' .�'r S N G N O_ O DO fD 3 DO fD O S v, m 0 fD v, m v, m u, m D p u, W N O N O N O N M O N M O 3 M fD O M fD O m fD O fD 3 fD O (D (D N fD O O- v+ � d (D N O 0 N O A W A V O1 0 O Lnn Ln O 0 O 0 W V L In O) L Vl W AO Ul f.. 00 O f+ A n F+ LO A In a) V N W V N OJ In o o �.Io o 0 00 O O N 00 N n A 00 N W F N O 0 W In V W F+ co A W V1 I--` In I--` A co A In 0 V O V 0 A 7 i A � R A ■ ./\ W f W v (D m i V u M 3 75A-9 fD 3 fD 3 03 x "6 C O 3rD 3 C y H G q 3 � M rDD 3 O A C N \ 6 rD M m N H fD = d O fD p �, n N D onrD D 0 S fD O O_ d O O Ul O O O o O 0 O O O 0 O 0 W f i C u u m v M fD D_ C 3 S a O fD .n+ N N O 3 a M fD D_ 3 C 3 fD N O N O 2 O 9 m O IQ O! 3 Up f i 75A-10 CR-10 - Racial and Ethnic composition of families assisted Describe the families assisted (including the racial and ethnic status of families assisted). 91.520(a) CDBG HOME ESG White 4,491 1 610 Black or African American 49 0 85 Asian 213 3 18 American Indian or American Native 48 0 44 Native Hawaiian or Other Pacific Islander 15 0 12 Other/ Multi -Racial 2,393 8 33 Total 7,209 12 802 Hispanic 5,777 7 479 Not Hispanic 11432 5 323 Table 2 —Table of assistance to racial and ethnic populations by source of funds [aIe1»C1 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-11 CR-15 - Resources and Investments 91.520(a) Identify the resources made available Source of Funds Source Resources Made Available Amount Expended During Program Year CDBG public - federal 8,327,893 $7,940,036 HOME public -federal 5,275,849 $426,822 ESG public - federal 493,582 $449,179 CDBG-CV public - federal 3,374,017 $845,751 ESG-CV public - federal 1,727,403 $10,590 Table 3 - Resources Made Available Narrative Identify the geographic distribution and location of investments Target Area Planned Percentage Actual Percentage Narrative Description of Allocation of Allocation Citywide 39 58% Citywide Low -and Moderate- Low -and Moderate - Income area 61 42% Income area Table 4— Identify the geographic distribution and location of investments Narrative OMB Control No: 2506-0117(exp. 06/30/2018) 75A-12 Leveraging Explain how federal funds leveraged additional resources (private, state and local funds), including a description of how matching requirements were satisfied, as well as how any publicly owned land or property located within the jurisdiction that were used to address the needs identified in the plan. Fiscal Year Summary— HOME Match 1. Excess match from prior Federal fiscal year $0 2. Match contributed during current Federal fiscal year $0 3 .Total match available for current Federal fiscal year (Line 1 plus Line 2) $0 4. Match liability for current Federal fiscal year $0 5. Excess match carried over to next Federal fiscal year (Line 3 minus Line 4) $0 Table 5 - Fiscal Year Summary - HOME Match Report [lIe1»L1 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-1 3 i u v o- m V I O 0 aq 'm 3 0 3 m w 0 N 7a W cch V 3 N W 7 3 n— m 3 vs MCQ . p 0 O M a 3 m m 6 3 O O m 3 D QQ cn L A O 0 O N C d 3' 3 N 0 � N ih� m O C J a c O 3 3 aq m (D C O W C OW 3 — w Co N O Ch m p p �. to O 3 Q R'. m fD � 3 o m o- o. o D 3 O C 3 rf 4� W X D m 3 a m Q M O 00 W M N cn 3 0 m Iv 6 3 3 N 'a N3 p' o a m 3 a x 0 m 07 Cm G W m rD 0 O I'T O �• N ^� Z v O n 0 = v M � 1� M Q A C o M _0 O 0 0 O f1 m 2 S Ol n X T K S O O � N in ry S O `n 3 i a ref V N O 7 m a S m m a S m v m — c c � M � C a { N m v � � O 3 ? N M M M d 1A O = � T = W N O a tia O N 3 M i L9d 75A-14 Minority Business Enterprises and Women Business Enterprises — Indicate the number and dollar value of contracts for HOME projects completed during the reporting period Total Minority Business Enterprises White Non - Hispanic Alaskan Native or American Indian Asian or Pacific Islander Black Non- Hispanic Hispanic Contracts Number 5 0 0 0 0 5 Dollar Amount $4,477,303 0 0 0 0 $4,477,303 Sub -Contracts Number 0 Dollar Amount 0 Total Women Business Enterprises Male Contracts Number 5 0 5 Dollar Amount $4,477,303 0 $4,477,303 Sub -Contracts Number 0 Dollar Amount 0 Table 8 - Minority Business and Women Business Enterprises Minority Owners of Rental Property— Indicate the number of HOME assisted rental property owners and the total amount of HOME funds in these rental properties assisted Total Minority Property Owners White Non - Alaskan Asian or Black Non- Hispanic Hispanic Native or Pacific Hispanic American Islander Indian Number 0 Dollar 0 d AmountI I Table 9 — Minority Owners of Rental Property [aIe1»I3 11 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-15 Relocation and Real Property Acquisition — Indicate the number of persons displaced, the cost of relocation payments, the number of parcels acquired, and the cost of acquisition Parcels Acquired Businesses Displaced Nonprofit Organizations Displaced Households Temporarily Relocated, not Displaced Households Total Minority Property Enterprises White Non - Alaskan Asian or Black Non- Hispanic Displaced Hispanic Native or Pacific Hispanic American Islander Indian Number 0 Cost 0 Table 10— Relocation and Real Property Acquisition [aIe1»C1 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-1 6 CR-20 - Affordable Housing 91.520(b) Evaluation of the jurisdiction's progress in providing affordable housing, including the number and types of families served, the number of extremely low-income, low-income, moderate -income, and middle -income persons served. One -Year Goal Actual Number of Homeless households to be provided affordable housing units 75 75 Number of Non -Homeless households to be provided affordable housing units 0 14 Number of Special -Needs households to be provided affordable housing units 0 0 Total 75 89 Table 11— Number of Households One -Year Goal Actual Number of households supported through Rental Assistance 0 Number of households supported through The Production of New Units 75 75 Number of households supported through Rehab of Existing Units 0 12 Number of households supported through Acquisition of Existing Units 0 2 Total 75 89 Table 12 — Number of Households Supported Discuss the difference between goals and outcomes and problems encountered in meeting these goals. The City of Santa Ana continues to actively market its CDBG rehabilitation and homebuyer assistance programs and the HOME rehabilitation programs through city publications, city website, and key stakeholders throughout the City. In June 2020, the Heros Landing development (formerly Veteran's Village) was opened, providing 75 units (71 1-bedroom and 4 2-bedroom) for formerly homeless veterans. Additionally, two households received homebuyer assistance through the CDBG homebuyer assistance program. In an effort to make this program more viable, the City had recently increased the maximum [aIe1»L1 13 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-17 amount of assistance from $40,000 to $80,000. Additionally, 12 housing units were rehabilitated through HOME funding during the program year. Discuss how these outcomes will impact future annual action plans. The City will continue to issue RFPs for CDBG and HOME funds to support the development and rehabilitation of affordable multi -family rental housing. Additionally, the City will continue to provide single-family rehabilitation and homebuyer assistance programs. Include the number of extremely low-income, low-income, and moderate -income persons served by each activity where information on income by family size is required to determine the eligibility of the activity. Number of Households Served CDBG Actual HOME Actual Extremely Low-income 0 3 Low-income 2 10 Moderate -income 0 0 Total 2 0 Table 13 — Number of Households Served The above table reflects actual HOME units assisted and does not include the total number of units developed in Heros Landing. 14 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-1 8 CR-25 - Homeless and Other Special Needs 91.220(d, e); 91.320(d, e); 91.520(c) Evaluate the jurisdiction's progress in meeting its specific objectives for reducing and ending homelessness through: Reaching out to homeless persons (especially unsheltered persons) and assessing their individual needs Santa Ana prioritizes effective, targeted, and safe outreach to individuals experiencing homelessness to support these individuals in identifying resources and establishing pathways to safe and sustainable housing. The City has outreach staff regularly working and interfacing with individuals experiencing homelessness to provide assistance and support in enrolling in shelter and/ or seeking other services. During FY2019, the City of Santa Ana worked towards the following objectives: 1. Prioritized street outreach through Quality of Life Teams 2. Preserved existing and increase the supply of permanent supportive housing 3. Preserved existing and increase the supply of affordable housing 4. Provided housing services and assistance to special needs populations 5. Improved critical services to low-income and special needs populations 6. Coordinated services within the City as well as regionally in collaboration with the Continuum of Care 7. Collaborated with all communities in Orange County to address homelessness with coordinated, regional approaches Addressing the emergency shelter and transitional housing needs of homeless persons The City of Santa Ana coordinated with Orange County who operates a year-round emergency shelter in the Civic Center of Santa Ana that provides safe sleep and emergency shelter for over 400 individuals each night, and food and supportive services for over 600 individuals on a daily basis. The ESG funded HEART outreach team, City Net and Illumination Foundation organizations provide outreach and engagement services in and around the shelter as well as other locations in the City. The County also ran an emergency cold -weather shelter in Santa Ana during the winter. In addition to these shelters, the City targeted actions to addres the needs of individuals who are homeless that includes unaccompanied women, victims of domestic violence, chronically homeless individuals and families, families with children, veterans and their families, and unaccompanied youth. The range of services include emergency shelter, transitional housing and permanent supportive housing. ESG funds provided assistance for street outreach services, homeless prevention and rapid re -housing. Helping low-income individuals and families avoid becoming homeless, especially extremely low-income individuals and families and those who are: likely to become homeless after [aIe1»L1 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-1 9 being discharged from publicly funded institutions and systems of care (such as health care facilities, mental health facilities, foster care and other youth facilities, and corrections programs and institutions); and, receiving assistance from public or private agencies that address housing, health, social services, employment, education, or youth needs Through the objective summarized above in the Outreach section, the City strives to hep individuals and families from becoming homeless. The ESG program funds homelessness prevention programs including utility and security deposit assistance as well as rental assistance. The HEART program, funded by ESG provides bus tickets for individuals interested in returning to their home; often following a release from a correctional facility. Additionally, the County of Orange is equipped to serve people discharged from publicly funded institutions or systems of care such as health care facilities or correction programs. Helping homeless persons (especially chronically homeless individuals and families, families with children, veterans and their families, and unaccompanied youth) make the transition to permanent housing and independent living, including shortening the period of time that individuals and families experience homelessness, facilitating access for homeless individuals and families to affordable housing units, and preventing individuals and families who were recently homeless from becoming homeless again The City supported a number of programs to assist low-income individuals and families to avoid becoming homeless, including Section 8 Housing Choice vouchers. Other support services, such as job and training assistance, food assistance, and counseling are also available to help individuals recover from homelessness and to avoid becoming homeless. The City worked closely with the Continuum of Care who provided oversight for the Vulnerability Index - Service Prioritization Decision Assistance Tool (VI-SPDAT) to prioritize the most vulnerable chronically homeless individuals. Case management services were offered in all programs to help prevent individuals from falling back into homelessness. [aIe1»C1 fi[.". OMB Control No: 2506-0117(exp. 06/30/2018) 75A-20 CR-30 - Public Housing 91.220(h); 91.320(j) Actions taken to address the needs of public housing N/A —The City does not have any public housing. Actions taken to encourage public housing residents to become more involved in management and participate in homeownership N/A —The City does not have any public housing. Actions taken to provide assistance to troubled PHAs N/A —The City's PHA is not designated as troubled. [aIe1»C1 IVA OMB Control No: 2506-0117(exp. 06/30/2018) 75A-21 CR-35 - Other Actions 91.220(j)-(k); 91.320(i)-(j) Actions taken to remove or ameliorate the negative effects of public policies that serve as barriers to affordable housing such as land use controls, tax policies affecting land, zoning ordinances, building codes, fees and charges, growth limitations, and policies affecting the return on residential investment. 91.220 0); 91.320 (i) The 2015-2019 Consolidated Plan identified several barriers to the development of affordable housing including the following: • Limited funding sources, financial costs, and the costs of development. • Market constraints primarily the availability, cost, and competition for land. • Available land in the City mostly consists of small parcels that must be assembled for significant new construction projects. Relocation costs and housing replacement requirements for redeveloping improved properties also presents barriers to the development of affordable housing. • The region's rents have continued to increase. Higher rents limited the ability of some lower income households to obtain decent and affordable housing. Households with no or poor credit history are severely impacted. In an effort to mitigate these barriers, Santa Ana undertook the following actions during the report period: • Continued to enforce the City's inclusionary housing ordinance in which new residential projects that meet the specified criteria must provide: 1) if the new residential project consists of units for sale, then a minimum of 15% of the total number of units in the project shall be sold or rented to low income households; 2) If the new residential project consist of rental units, a minimum of 15% of the units shall be rented to low income households, or 10% rented to very low income households; or 3) the developer may elect to satisfy these requirements for the project by payment of a fee in lieu of constructing some or all of the affordable units on -site. Actions taken to address obstacles to meeting underserved needs. 91.220(k); 91.320(j) Based on the 2019 Point in Time Count and Survey, there are 6,860 individuals experiencing homelessness in the County, with 1,769 in the City of Santa Ana. This is an increase of 769 individuals in Santa Ana since the 2017 Point in Time Count. A challenge for Santa Ana is that many individuals experiencing homelessness gravitate to specific cities, one of which is Santa Ana. A goal of the City is to work closely with community and faithbased groups, other municipalities and the County to provide a coordinated and regional effort to address homelessness throughout the County. In addition, several programs were funded by HOME, CDBG and ESG to assist underserved individuals. The number of persons assisted during the report period is highlighted throughout this report. Actions taken to reduce lead -based paint hazards. 91.220(k); 91.320(j) Lead -paint hazards are typically found in buildings constructed prior to 1978; the year lead based paint was banned in the United States. Until 2012, children were identified as having a blood lead "level of [aIe1»LI It-] OMB Control No: 2506-0117(exp. 06/30/2018) 75A-22 MOMMIMUffil concern" if blood tests resulted in 10 or more micrograms of lead per deciliter. Experts now use a reference level of 5 micrograms per deciliter to identify children with blood levels that are much higher than most children's levels. Although many children remain at risk exposure to harmful lead levels (i.e., blood lead levels greater than the CDC recommended level of 5 micrograms of lead per deciliter of blood), the CDC reported a decline in blood levels in children age five and younger, largely a result of the phase -out of leaded gasoline and efforts by federal, state, and local agencies to limit lead paint hazards in housing. Actions taken to reduce the number of poverty -level families. 91.220(k); 91.320(j) Santa Ana's anti -poverty strategy includes expanding housing opportunities and support services for low-income residents, and coordinating public and private resources to address their specific needs. Services and activities supported by the City included: • Housing rehabilitation, rental assistance, and creation of new affordable housing opportunities via new construction and acquisition/rehabilitation activities • Homeless assistance including prevention activities, emergency shelter, transitional housing, and access to permanent housing opportunities; appropriate support services were blended with these activities • Public facility improvements to improve the overall infrastructure of the City, but more specifically for older and/or lower income neighborhoods • Job training, job -search skills and job placement to provide those living in poverty with new employment opportunities that pay higher wages • Youth recreation and diversion services to provide youth living in poverty with alternatives to gang and crime activities Actions taken to develop institutional structure. 91.220(k); 91.320(j) The large number of non-profit organizations serving low-income communities in Santa Ana is both an asset and a challenge. With a long history of serving the community, the sheer number of non -profits leads to increased competition for limited resources. Conversely, the benefits of a rich variety of social service organizations often translates to more community -based and culturally competent services for low-income residents. In response to this, the City worked closely with local institutions to initiate programs that link economic incentives with neighborhood and community development objectives. These efforts included building relationships with neighborhood associations, community -based lending agencies, nonprofits, and educational institutions. The City also supported programs aimed at enhancing coordination among various City departments. Examples of actions undertaken during the report period to overcome gaps and enhance coordination included the following: • The City's Workforce Development Board played a key role in developing employment opportunities for lower income Santa Ana residents. The WDB is comprised of various community leaders representing private employment, education, social services and [aIe1»C1 IV] OMB Control No: 2506-0117(exp. 06/30/2018) 75A-23 government. This diversity in the board's representation ensures that the community's workforce needs are identified and addressed through a variety of public and private resources. This advisory board also brings key community contacts together resulting in enhanced coordination of program delivery and resource utilization. • The City participated in several homeless forums and committees. Specifically, the City served as the Chair for the Orange County Continuum of Care Board and participated in several committes including the Housing Opportunity Committee, the Emergency Shelter Committee and the Data and Performance Committee. The City also served on the Leadership Council for the United to End Homelessness campaign empowered by the United Way and participated on the Executive Committee. Through this participation, the City can ensure that barriers to housing and the needs of the homeless are identified and addressed through the coordinated regional implementation of limited funding and resources. • The City sought to encourage home ownership opportunities to promote neighborhood stability. With a high median purchase price of homes, homeownership remains a challenge for households earning less than 80% of county median income. Recent increases in housing costs have exacerbated this situation. • Neighborhood residents were encouraged to participate in the preparation and implementation of neighborhood assessments and plans, and were kept informed on homelessness issues. Santa Ana's Neighborhood Initiatives Program provided the means to facilitate this participation. This coordination included working with a variety of city departments, public utilities, property owners, tenants, nonprofit agencies and the school district. Actions taken to enhance coordination between public and private housing and social service agencies. 91.220(k); 91.3200) As in past years, Santa Ana made an effort to leverage federal funds with local and state funds to increase and preserve the City's supply of affordable rental housing. After the dissolution of Redevelopment Agencies in California, obtaining affordable housing resources has become more challenging; however, the City continues to seek resources that can be used to further affordable housing opportunities. Several affordable housing projects are moving forward currently in the City and two projects for individuals/veterans experiencing homelessness are in the pipeline. These are examples of how the City is coordinating with private developers and social service agencies to create affordable housing opportunities in Santa Ana. The City's owner -occupied housing rehabilitation programs have been instrumental in preserving housing units occupied by lower income households. Furthermore, homeownership opportunities for low- and moderate -income homebuyers were available via the City's participation in the City's Down Payment Assistance Program. The City worked closely with Habitat for Humanity in completing the last phase of the scattered site project where single family homes were developed to be sold at affordable price and to restrict to income qualified households for a period of at least 45 years. Additionally, the Santa Ana Housing Authority provided rental assistance vouchers to very -low income households. [aIe1»L1 Pit, OMB Control No: 2506-0117(exp. 06/30/2018) 75A-24 Participants in the Housing Authority's Family Self -Sufficiency (FSS) program were also referred to classes (available in English, Spanish and Vietnamese) on how to prepare for homeownership. City staff met regularly with public and private organizations to coordinate various efforts. The City's relationship with nonprofit organizations in the community allowed for an integrated approach for funding requests from local, state and federal agencies. The City worked with nonprofits as they applied for funds for activities consistent with the objectives in the Consolidated Plan. The City also communicated with various institutions to facilitate the exchange of information and to develop strategies to provide benefits and housing services. Homeless needs and priorities continue to be identified through the County's CoC system. The City consults with the County and local ESG entitlement grantees in regard to the use of new ESG funds. On- going meetings are held to coordinate the development of eligibility criteria, performance standards and outcome measurements, as well as to establish funding, policies, and procedures for the operation and administration of the Homeless Management Information System (HMIS). Identify actions taken to overcome the effects of any impediments identified in the jurisdictions analysis of impediments to fair housing choice. 91.520(a) A Regional Analysis of Impediments (AI) that covers program years 2015-2016 through 2019-2020 identified impediments to fair housing choice on a regional basis. It outlines strategies for regional partners to address identified fair housing impediments. In order to overcome impediments to fair housing choice identified in the regional Al, during the 2019-2020 reporting period the City of Santa Ana provided funding to the Fair Housing Council of Orange County for fair housing education, landlord/tenant counseling and enforcement services to combat housing discrimination and city administrative support for the residents of the City of Santa Ana. Funds went toward administrative/program staff and service contracts. [aIe1»C1 21 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-25 ANIM11llifi CR-40 - Monitoring 91.220 and 91.230 Describe the standards and procedures used to monitor activities carried out in furtherance of the plan and used to ensure long-term compliance with requirements of the programs involved, including minority business outreach and the comprehensive planning requirements To ensure program compliance, all CDBG, HOME and ESG activities are reviewed for eligibility prior to having funds committed. Activities by subrecipients are monitored through quarterly desk audits of invoices, a review of the subrecipient's Single Audits, and a risk assessment is conducted to identify high risk activities to perform on -site monitoring. Activities by City departments are monitored through a review of quarterly reports, inspection of completed projects, and review of procurement or other pertinent documentation prior to authorizing project delivery payments. A comprehensive HOME project -monitoring plan has been developed and implemented by the City. For rental projects, this plan calls for a regular review of project finances, tenant eligibility, ongoing HOME program compliance, and Housing Quality Standards (HQS) compliance. An annual recertification of CHDOs has also been implemented. The City is required to report HOME resources awarded to Minority Business Enterprises (MBE) and Women Business Enterprises (WBE) via contracts and subcontracts in the CAPER. In addition, CDBG requires that an effort be made to award agreements to MBE/WBE. Procurement advertisments state that MBE and WBE firms are encouraged to apply. Citizen Participation Plan 91.105(d); 91.115(d) The City published a notice in the general circulation of papers in English, Spanish and Vietnamese that its CAPER was available for review for public comment. The CAPER was made available for review at the Office of the Clerk of the Council, Community Development Agency 6th Floor Reception Area, and on the City's website.There was a 15-day public comment period prior to the submission of the CAPER to HUD. In addition, a public hearing was held by the Community Redevelopment and Housing Commission and at the City Council meeting to obtain public comments, with the City Council authorizing the submission of the report to HUD. In preparation for the 2020 Consolidated Plan, the City updated its Citizen Participation Plan to ensure ongoing compliance with program requirements and allowing residents and stakeholders adequate opportunity to participate in the design and implementation of HUD -funded programs. Describe the efforts to provide citizens with reasonable notice and an opportunity to comment on performance reports. The City published a notice in the general circulation of papers in English, Spanish and Vietnamese that its CAPER was available for review for public comment. The CAPER was made available for review at the Office of the Clerk of the Council, Community Development Agency 6th Floor Reception Area, and on the City's website.There was a 15-day public comment period prior to the submission of the CAPER to HUD. In addition, a public hearing was held by the Community Redevelopment and Housing Commission [aIe1»:1 0) OMB Control No: 2506-0117(exp. 06/30/2018) 75A-26 and at the City Council meeting to obtain public comments, with the City Council authorizing the submission of the report to HUD. [lIe1»C1 23 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-27 CR-45 - CDBG 91.520(c) Specify the nature of, and reasons for, any changes in the jurisdiction's program objectives and indications of how the jurisdiction would change its programs as a result of its experiences. The City of Santa Ana amended its 2019 Annual Action Plan on April, 21, 2020 for the inclusion of the CDBG-CV and ESG-CV grant programs, authorized by the CARES Act, to prevent, prepare for, and respond to coronavirus. Does this Jurisdiction have any open Brownfields Economic Development Initiative (BEDI) grants? No. [aIe1»t1 24 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-28 CR-50 - HOME 91.520(d) Include the results of on -site inspections of affordable rental housing assisted under the program to determine compliance with housing codes and other applicable regulations Please list those projects that should have been inspected on -site this program year based upon the schedule in §92.504(d). Indicate which of these were inspected and a summary of issues that were detected during the inspection. For those that were not inspected, please indicate the reason and how you will remedy the situation. The City of Santa Ana conducts onsite inspections of HOME -assisted rental units during the required affordability period to determine compliance with HUD property standards in accordance with 24 CFR 92.251. HOME -assisted rental projects with one to four units are inspected every three years, projects with five to 25 units are inspected every two years, and projects with 26 or more units are inspected annually. For the 2019-2020 fiscal year, xxx units out of xxx units were inspected. Of those units inspected, a total of xxx units had deficiencies observed, of which xxx units corrected the deficiencies at re -inspection. Issues detected during the inspections included general deferred maintenance repairs to the unit exteriors. Provide an assessment of the jurisdiction's affirmative marketing actions for HOME units. 92.351(b) The City's affirmative marketing procedures and requirements apply to rental and homebuyer projects containing 5 or more HOME or CDBG-assisted housing. These procedures and requirements do not apply to families with Section 8 tenant -based rental housing assistance or families with tenant -based rental assistance provided with HOME funds. The procedures include: Methods to inform the public about Federal fair housing laws: • The City displays the Equal Housing logo or slogan in housing -related press releases and solicitations for owners, and on the website page for the City's Housing and Neighborhood Development Division. • The City requests the County of Orange to include information on the City's HOME and CDBG- assisted rental units in its countywide Affordable Housing List maintained by the County. Requirements and practices owners must adhere to: • Owners must display the Equal Housing Opportunity logo or slogan in all correspondence with current or potential tenants, on lease agreements, and display the fair housing poster in their leasing offices, and develop written procedures for selecting tenants. • The City required owners of City HOME- and CDBG-assisted rental units to continuously review the demographic makeup of their tenants. If and when such review indicated that their tenants no longer reflected the City's minority population, they were required to inform the City of that fact and request City review and approval for the steps they took to correct that deficiency. [aIe1»L1 al OMB Control No: 2506-0117(exp. 06/30/2018) 75A-29 • Compliance with the City's affirmative marketing requirements and procedures will be made an obligation of all rental property owners receiving HOME or CDBG assistance from the City of Santa Ana, and will be enforceable by means of appropriate actions described in loan documents recorded through the County of Orange. Record keeping: • The City will require owners of its HOME- and CDBG- assisted rental units covered under this marketing plan to make an annual report to the City detailing the steps they have taken to comply with this Program. They will also be required to report on the ethnicity of their tenants, as well as rents, income levels, and other household characteristics. Reports will be made on a form that is acceptable to the City of Santa Ana, and that will enable the City to capture the data it needs to evaluate owner compliance with this Program. • The City will maintain records on owner reports and its evaluation of those reports for a period of not less than ten years after expiration of the affordability period required by applicable HUD regulations. Annual assessment: • Upon receipt of owner reports, the City will evaluate the ethnic and racial characteristics of tenants being served to determine if they reflect the City's housing market. If they do not, the City will direct the owner to take further affirmative marketing steps to correct the imbalance. The City will track and evaluate the steps taken to insure they have the desired effect. Refer to IDIS reports to describe the amount and use of program income for projects, including the number of projects and owner and tenant characteristics N/A Describe other actions taken to foster and maintain affordable housing. 91.220(k) (STATES ONLY: Including the coordination of LIHTC with the development of affordable housing). 91.320(j) The City coordinates HOME funding and activities with other federal, state, and local affordable housing resources to maximize the assistance provided in the City and construct and/ or rehabilitate affordable housing throughout the City. [aIe1»t1 PICA, OMB Control No: 2506-0117(exp. 06/30/2018) 75A-30 CR-60 - ESG 91.520(g) (ESG Recipients only) ESG Supplement to the CAPER in a -snaps For Paperwork Reduction Act 1. Recipient Information —All Recipients Complete Basic Grant Information Recipient Name SANTA ANA Organizational DUNS Number 083153247 EIN/TIN Number 956000785 Indentify the Field Office LOS ANGELES Identify CoC(s) in which the recipient or subrecipient(s) will provide ESG assistance ESG Contact Name Prefix First Name Middle Name Last Name Suffix Title ESG Contact Address Street Address 1 Street Address 2 City State ZIP Code Phone Number Extension Fax Number Email Address ESG Secondary Contact Prefix First Name Last Name Suffix Title Phone Number Mr Judson Brown Housing Division Manager 20 Civic Center Plaza, M-26 0 Santa Ana CA 92701- 7146672241 0 7146476549 jbrown@santa-ana.org Ms Mikelle Daily 0 Community Development Analyst 7146672256 [aIe1»L1 WA OMB Control No: 2506-0117 (exp. 06/30/2018) 75A-31 Extension Email Address 0 jbrown@santa-ana.org 2. Reporting Period —All Recipients Complete Program Year Start Date Program Year End Date 07/01/2019 06/30/2020 3a. Subrecipient Form — Complete one form for each subrecipient Subrecipient or Contractor Name: 2-1-1 Orange County City: Santa Ana State: CA Zip Code: 92705 DUNS Number: 884339003 Is subrecipient a victim services provider: No Subrecipient Organization Type: Nonprofit ESG Subgrant or Contract Award Amount: $20,750 Subrecipient or Contractor Name: Wise Place City: Santa Ana State: CA Zip Code: 92706 DUNS Number: 002322894 Is subrecipient a victim services provider: No Subrecipient Organization Type: Nonprofit ESG Subgrant or Contract Award Amount: $31,128 Subrecipient or Contractor Name: Interval House City: Long Beach State: CA Zip Code: 90803 DUNS Number: 113510176 Is subrecipient a victim services provider: Yes Subrecipient Organization Type: Nonprofit ESG Subgrant or Contract Award Amount: 36,315 [aIe1»t1 PV OMB Control No: 2506-0117(exp. 06/30/2018) 75A-32 Subrecipient or Contractor Name: Mercy House Transitional Living Center City: Santa Ana State: CA Zip Code: 92702 DUNS Number: 879797165 Is subrecipient a victim services provider: No Subrecipient Organization Type: Nonprofit ESG Subgrant or Contract Award Amount: 316,491 Subrecipient or Contractor Name: Santa Ana City: Santa Ana State: CA Zip Code: 92701 DUNS Number: 083153247 Is subrecipient a victim services provider: No Subrecipient Organization Type: Unit of Government ESG Subgrant or Contract Award Amount: 88,898 [aIe1»C1 M61 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-33 CR-65 - Persons Assisted See Appendix 1: Sage ESG CAPER Report. NINON kit, OMB Control No: 2506-0117(exp. 06/30/2018) 75A-34 IM:N:Il lIil CR-70 — ESG 91.520(g) - Assistance Provided and Outcomes 10. Shelter Utilization Number of New Units —Rehabbed 0 Number of New Units —Conversion 0 Total Number of bed - nigths available 60,365 Total Number of bed - nights provided 0 Capacity Utilization 0 Table 24 —Shelter Capacity 11. Project Outcomes Data measured under the performance standards developed in consultation with the CoC(s) City staff along with other the cities of Anaheim, Garden Grove and the County of Orange have formed the Orange County ESG Collaborative to discuss policies and procedures, how best to allocate ESG funds, as well as a variety of program and homeless issues. The City of Santa Ana along with this Collaborative continues to use mutually agreed upon forms including: intake forms, client participation agreements, checklists for monitoring and evaluating project and agency performance, and reimbursement forms for purposes of consistency and streamlining the process for all applicable parties. Staff consults with the CoC on a regular basis, attends numerous meetings and is involved in the Continuum of Care. 31 OMB Control No: 2506-0117(exp. 06/30/2018) 75A-35 CR-75 — Expenditures See Appendix 1: Sage ESG CAPER Report. NINON OMB Control No: 2506-0117(exp. 06/30/2018) 75A-36 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: PUBLIC HEARING - ADOPT A SECOND AMENDMENT TO THE COVID-19 RESPONSE FUNDING PLAN; AUTHORIZE APPROVAL OF AGREEMENTS TO IMPLEMENT THE PLAN; APPROVE A SECOND COVID-19 SUBSTANTIAL AMENDMENT TO THE FISCAL YEAR 2019- 2020 ANNUAL ACTION PLAN; APPROVE AN APPROPRIATION ADJUSTMENT RECOGNIZING $3,520,819 OF COMMUNITY DEVELOPMENT BLOCK GRANT CORONAVIRUS FUNDS (NON -GENERAL FUND) /s/ Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s' Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION 1. Adopt a Second Amendment to the COVID-19 Response Funding Plan for the allocation, administration and implementation of federal funding to respond to the Coronavirus (COVID- 19) pandemic to add $3,520,819 in Community Development Block Grant Coronavirus Funds, subject to adjustment by the City Manager as needed in response to shifting needs and priorities not to exceed the amount of funds available. 2. Direct the City Attorney to finalize and authorize the City Manager to enter into negotiations, execute agreements, and approve any other required actions necessary with various service providers, contractors, and sub -recipients, who will implement the Second Amendment to the COVID-19 Response Funding Plan, subject to non -substantive changes approved by the City Manager and City Attorney. 3. Approve a second COVID-19 Substantial Amendment to the Fiscal Year 2019-2020 Annual Action Plan in order to allocate and program $3,520,819 in Community Development Block Grant Coronavirus Funds (identified in second Amendment to the COVID-19 Response Funding Plan above) and $11,598,442 in Emergency Solutions Grant Coronavirus Funds that were added as the First Amendment to the COVID-19 Response Funding Plan on August 18, 2020. 75B-1 Public Hearing -Adopt Second Amendment to the COVID-19 Response Funding Plan December 1, 2020 Page 2 4. Approve an appropriation adjustment recognizing an allocation to the City of Community Development Block Grant Coronavirus third round funds from the U.S. Department of Housing and Urban Development in the amount of $3,520,819 (CDBG-CV3) in revenue account (No. 13518002-52008) and appropriating same to expenditure account (No. 13518788-various). DISCUSSION On April 21, 2020, the City Council adopted a COVID-19 Response Funding Plan (Plan) for the allocation, administration, and implementation of $6,486,644 in federal and state funding to respond to the coronavirus (COVID-19) pandemic including $1,385,224 in state Homeless Housing, Assistance and Prevention Program COVID-19 Funds, $3,374,017 in federal Community Development Block Grant Coronavirus Funds (CDBG-CV), and $1,727,403 in federal Emergency Solutions Grant Coronavirus Funds. On August 18, 2020, City Council adopted a First Amendment to the COVID-19 Response Funding Plan to add a second allocation of $11,598,442 Emergency Solutions Grant Coronavirus Funds (ESG-CV2) awarded to the City on June 9, 2020 by the U.S. Department of Housing and Urban Development (HUD). All funds in the COVID-19 Response Funding Plan are subject to adjustment by the City Manager as needed in response to shifting needs and priorities not to exceed the amount of funds available. On September 11, 2020, HUD awarded the City with a special allocation of CDBG-CV3 program funds in the amount of $3,520,819, as authorized by the CARES Act (Exhibit 1), increasing the cumulative amount for all CDBG-CV allocation rounds to $6,894,836. To most effectively address the needs of the community while complying with the eligible uses for this source of federal funds, staff has identified the following eligible activities for the use of these CDBG-CV3 funds: CDBG-CV3 Eligible Activity Allocation Subsistence Payments (Coronavirus Emergency Rental Relief for Tenants $1,103,328 Food Banks Food/Meal Insecurity, Food Pantries $763,327 Power of One Food Purchase of Non -perishables & Operating Costs $50,000 Healthcare Services Coronavirus Testing and Vaccine Distribution $500,000 Senior Services Medical Transportation, In -Home Care $200,000 Public Services (PPE for CDBG-funded Public Service Agencies and Nonprofits) $100,000 Youth Services (Project Hope Alliance WIFI Access to Unhoused Youth $100,000 Administrative Costs Allowance $704,164 TOTAL $3,520,819 These eight general activities have been consolidated into a Second Amendment to the COVID- 19 Response Funding Plan (Exhibit 2). The Plan provides more details on each activity that is proposed to be carried out with each source of funds. However, the Plan is subject to adjustment as needed in response to shifting needs and priorities so long as the amount of funds does not exceed the amount available. For example, staff may need to change one eligible activity to another eligible activity because there are insufficient funds in that activity account to fully carry it out, or 75B-2 Public Hearing -Adopt Second Amendment to the COVID-19 Response Funding Plan December 1, 2020 Page 3 there is less need for funding in one activity relative to another activity. Staff may also need to remove or replace an eligible activity entirely without returning to City Council for approval. The Plan may be adjusted in response to shifting needs and priorities to most effectively respond to the COVI D-19 pandemic on behalf of the community, but the amount of funds available for expenditure of these new CDBG-CV3 funds will not exceed $3,520,819. Second COVID-19 Substantial Amendment to the Fiscal Year 2019-2020 Annual Action Plan On June 4, 2019, City Council approved the Fiscal Year 2019-2020 Annual Action plan. The City of Santa Ana's Annual Action Plan details the funding strategy for the Community Development Block Grant (CDBG), Emergency Solutions Grant (ESG), and HOME Investment Partnerships programs each year. The Annual Action Plan implements our jurisdiction's Five -Year Consolidated Plan and was developed through significant public input, analyses, and planning. The Annual Action Plan describes in detail how these federal grant funds will be allocated and used to serve the community. Title 24 Section 91.505 of the Code of Federal Regulations stipulates that participating jurisdictions shall amend their approved plans whenever they make one of the following decisions: 1. To make a change in its allocation priorities or a change in the method of distribution of funds; 2. To carry out an activity, using funds from any program covered by the Consolidated Plan (including program income) not previously described in the action plan; or 3. To change the purpose, scope, location or beneficiaries of an activity. The City of Santa Ana has been awarded $3,520,819 in CDBG-CV3 funds and $11,598,442 in ESG-CV2 funds that were not previously described in the Fiscal Year 2019-2020 Annual Action Plan or the First COVID-19 Substantial Amendment. Per the regulations for these federal funds, a Second COVID-19 Substantial Amendment to the FY 2019-2020 Annual Action Plan is required (Exhibit 3). Usually a 30 day public comment period is required under the City's Citizen Participation Plan. HUD recognizes the efforts to contain COVID- 19 require limiting public gatherings, such as those often used to obtain citizen participation, and that there is a need to respond quickly to the growing spread and effects of COVID- 19. Therefore, in a memorandum dated March 31, 2020, HUD has waived 24 CFR 91.105(c)(2) and (k), 24 CFR 91.115(c)(2) and (i) and 24 CFR 91.401 to allow the City to determine what constitutes reasonable notice and opportunity to comment given their circumstances. The City has determined that five days constitutes reasonable notice and opportunity to comment given the circumstances surrounding the COVID-19 pandemic. City Council approved an update to the Citizen Participation Plan on April 21, 2020 to allow for a five day public comment period. As required by HUD, the Second COVID-19 Substantial Amendment to the Fiscal Year 2019-2020 Annual Action Plan was made available for a five day public comment review period from November 20, 2020 to November 24, 2020. A public notice was published on November 20, 2020 in the Orange County Register in English, La Opinion in Spanish, and the Ngoi Viet in Vietnamese 75B-3 Public Hearing -Adopt Second Amendment to the COVID-19 Response Funding Plan December 1, 2020 Page 4 to inform the public of the commencement of the five day public comment period and public hearing. Comments received will be included in the final submission of the Second Substantial Amendment to HUD. Following approval by City Council, staff will submit the Second COVID-19 Substantial Amendment to the FY 2019-2020 Annual Action Plan to HUD in order to draw down the $3,520,819 in CDBG- CV3 funds and $11,598,442 In ESG-CV2 funds. FISCAL IMPACT Approval of the appropriation adjustmentwill recognize $3,520,819 in the Community Development Block Grant Coronavirus revenue account (No. 13518002-52008) for expenditure as follows: Fiscal Year Accounting Unit- Account # Fund Description Accounting Unit, Account Description Amount Community FY 2020-21 13518788-various Development Block CDBG-CV3 $3,520,819 (Jan. -June Grant-Coronavirus Total $3,520,819 Staff anticipates expending the full grant allocation by end of the current fiscal year. However, any remaining funds will be carried forward to subsequent fiscal years to continue to provide services in response to the coronavirus. Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director- Finance and Management Services Agency Submitted By: Steven A. Mendoza, Executive Director - Community Development Agency Exhibits: 1. Award Letter for $3,520,819 in CDBG-CV3 Funds 2. Second Amendment to COVID-19 Response Funding Plan 3. COVID-19 Substantial Amendment # 2 to the FY 2019-2020 Annual Action Plan 75B-4 EXHIBIT 1 U.S. DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT IIIIIIII WASIUNGTON,DC 20410-7000 ASSISTANT SECRETARY FOR CDMMUNITY PLANNING AND DEVELOPMENT September 11, 2020 The Honorable Miguel Pulido Mayor of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701-4058 Dear Mayor Pulido: I am pleased to inform you of a special allocation to your jurisdiction of Community Development Block Grant funds to be used to prevent, prepare for, and respond to the coronavirus (COVID-19). This allocation was authorized by the Coronavirus Aid, Relief, and Economic Security Act (CARES Act), Public Law 116-136, which was signed by President Trump on March 27, 2020, to respond to the growing effects of this historic public health crisis. The CARES Act made available $5 billion in Community Development Block Grant Coronavirus (CDBG-CV) funds. Of this amount, the Department immediately allocated $2 billion on March 27, 2020, the same day President Trump signed the Act, based on the fiscal year 2020 CDBG formula; this constituted the first round of CDBG-CV funds. Next, $1 billion was required by the Act to be allocated to States and insular areas within 45 days of enactment of the Act; HUD accomplished this on May 11, 2020, and this constituted the second round of CDBG-CV funds. Finally, the remaining $2 billion in CDBG-CV funds was required by the Act to be allocated to states and local governments at the discretion of the Secretary on a rolling basis; HUD accomplished this on September 11, 2020, and this constituted the third round of CDBG-CV funds. Additionally, up to $10 million will be set aside for technical assistance. Accordingly, this letter informs you that your jurisdiction's allocation for the third round is $3,520,819. Your cumulative amount for all allocation rounds is $6,894,836. The CARES Act adds additional flexibility for both the CDBG-CV grant and, in some cases, for the annual FY2019 and FY2020 CDBG grants in these unprecedented times. The public comment period is reduced to not less than 5 days, grantees may use virtual public hearings when necessary for public health reasons, the public services cap is suspended during the emergency, and States and local governments may reimburse costs of eligible activities incurred for pandemic response regardless of the date. In addition, the CARES Act authorizes the HUD Secretary to grant waivers and alternative requirements of statutes and regulations the HUD Secretary administers in connection with the use of CDBG-CV funds and fiscal year 2019 and 2020 CDBG funds (except for requirements related to fair housing, nondiscrimination, labor standards, and the environment). Waivers and alternative requirements can be granted when necessary to expedite and facilitate the use of funds to prevent, www.hud.g'� � �=guol.hud.gov EXHIBIT 1 prepare for, and respond to coronaviras. The CDBG CARES Act Federal Register Notice (FR-6218-N-01) was released on August 10, 2020. The notice describes the allocations and grant procedures applicable to the CDBG-CV grants. It also describes the program flexibilities, waivers, and alternative requirements that apply to the CDBG-CV grants as well as the fiscal year 2019 and 2020 CDBG grants. As further such flexibilities become available, they will be posted on HUD's website and distributed to grantees. The Department will also support grantees with technical assistance. As you develop your plan for the use of these grant fimds, we encourage you to consider approaches that prioritize the unique needs of low- and moderate income persons and the development of partnerships between all levels of government and the private for -profit and non- profit sectors. You should coordinate with state and local health authorities before undertaking any activity to support state or local pandemic response. CDBG-CV grants will be subject to oversight, reporting, and the requirement that each grantee have adequate procedures to prevent the duplication of benefits (DOB). HUD will provide guidance and technical assistance on DOB, the prevention of fraud, waste, and abuse, and on documenting the impact of this program for beneficiaries. Reminder, all CPD Grantees must ensure they maintain active Dun and Bradstreet Numbering System (DUNS) numbers in the System for Award Management (SAM) system. Entities must have an active and unexpired DUNS before execution of grant agreements to avoid delays in the obligation of fimds- which will delay your ability to drawdown funds in the Integrated Disbursement & Information System (IDIS). Grantees are required to maintain an active SAMs registration by re -activating their DUNS number annually in the SAM system for the entire drawdown period of their grants. DUNS numbers can be registered and renewed each year at the following website: https://www.sam.gov/SAM/. The Office of Community Planning and Development (CPD) is looking forward to working with you to successfully meet the urgent and complex challenges faced by our communities. If you or any member of your staff has questions, please contact your local CPD Field Office Director or CPDOuestionsAnswerednn hud.Qov. Sincerely, /�4& John Gibbs Acting Assistant Secretary for Community Planning and Development U.S. Department of Housing and Urban Development 75B-6 iWa:11:111PA Second Amendment to COVID-19 Response Funding Plan As of December 1, 2020 NEWCommunity Development Block Grant-Coronavirus Round 3 Funds (CDBG-CV3) To prevent, prepare for, and respond to the coronavirus (COVID-19). Total General Description Detailed Description 1,103,328 Subsistence Payments (Coronavirus Emergency Public services contact to assis renters impacted by COVID-19 who are Rental Relief for Tenants) unable to pay their rent due to loss of income 763,327 Food Banks (Food/Meal Insecurity, Food Pantries) Food Delivery, Food Pantries 50,000 Power of One Food Purchase of Non -perishables & Operating Costs 500,000 Healthcare Services (Coronavirus Testing and Access, Education, Distribution Vaccine Distribution 200,000 Senior Services (Medical Transportation, In -Home Care 100,000 Public Services (PPE for CDBG-funded Public Service Agencies and Nonprofits) 100,000 Youth Services (Project Hope Alliance WIFI WIFI Access to Unhoused Youth (Educational Program) Access to Unhoused Youth 704,164 Administrative Costs Allowance (CDA) Recipients can use up to 20% of the allocation for administrative purposes. 3,520,819 Total Available Funds (Expenditure Deadline: September 11, 2026; must expend at least 80% of all CDBG-CV3 funds by To prevent prepare for, and respond to the coronavims (COVID-19) Emergency Solutions Grant Coronavirus Funds among individuals and families who are homeless or receiving (ESG-Cl9 homeless assistance; and to support additional homeless assistance and homelessness prevention activities to mitigate the impacts of COVID-19. Total General Description Detailed Description Operating costs to start up the Year -Round $ 1,353,700 Homeless Navigation Center and Recuperative Carnegie Shelter Care Facility at 1815 Carnegie Avenue 30,047 Supplies for Mercy House for COVID-19 expenses Extension of the interim 200-bed shelter at The 169,952 Link to March 31, 2021, while the new Homeless Extension of the Link to March 31, 2021, including overlap of operating time Navigation Center on Carnegie Avenue is under for the Carnegie Shelter deve lo ment 172,740 Administrative Costs Allowance (CDA) (207608) Recipients can use up to 10% of the allocation for administrative purposes. $ 1,726,439 JTotal Available Funds (Expenditure Deadline: September 30, 2022; must expend at least 80% of all ESG-CV funds by To prevent, prepare for, and respond to the coronavirus (COVID-19) Emergency Solutions Grant Coronavirus Round 2 Funds among individuals and families who are homeless or receiving (ESG-CV2) homeless assistance; and to support additional homeless assistance and homelessness prevention activities to mitigate the impacts of COVID-19. Total General Description Detailed Description Operating costs to start up the Year -Round $ 3,249,361 Homeless Navigation Center and Recuperative Carnegie Shelter Care Facility at 1815 Carnegie Avenue Extension of the interim 200-bed shelter at The 1,424,490 Link to March 31, 2021, while the new Homeless Extension of the Link to March 31, 2021, including overlap of operating time Navigation Center on Carnegie Avenue is under for the Carnegie Shelter development Eviction Prevention for Very -Low Income Families Homelessness Prevention / Eviction Prevention eligible ESG activities. 5,514,747 until August 2022 (Santa Ana Vital Eviction Prevention of evictions for very low-income families until August 2022. Solutions - SAVES Eviction Defense Fund for Very -Low Income If a landlord refuses to accept payment by the City through the Santa Ana 250,000 Families quaffed under Santa Ana Zero Eviction Zero Eviction Program, the law firm contracted by the City for this Fund will Program provide legal services to the family to require the landlord to accept payment. 1,159,844 Administrative Costs Allowance (CDA) Recipients can use up to 10% of the allocation for administrative purposes. $ 11 598,442 Total Available Funds (Expenditure Deadline: September 30, 2022; must expend at least 80% of all ESG-CV funds by 75B-7 Homeless Housing, Assistance and Prevention Program COWD-19 To protect the health and safety of homeless populations and reduce Funds (HHAP COVID-19 the spread of the COVID-19 outbreak. Total General Description Detailed Description Tenant improvements to start up the new $ 885,000.00 permanent emergency shelter sooner than planned Carnegie Shelter for COVID-19 homeless response (217750) $ 201,447.00 Servicing the trailers from the State of CA Retrofit and maintenance of the trailers by Mike Thompson RV and removal of black wastewater by A&J Portables. $ 205,000.00 Servicing the trailers from the State of CA Services for the trailers including janitorial services by Iclean and security services bv Santa Ana Security Services. $ 21,364.93 Servicin the trailers from the State of CA Generators for the trailers $ 43,199.00 Utilities at the Trailers Set-u of electrical infrastructure at the trailers provided by Leed Electric $ 25,425.56 Servicing the trailers from the State of CA ISupplies $ 3,787.50 IServicing the trailers from the State of CA lWeed Abatement $ 1,385,224 JTotal Available Funds Community Development Block Grant-Coronavinus Funds (CDBG- To prevent, prepare for, and respond to the coronavirus (COVID-19). CV) Total General Description Detailed Description Coronavrius Emergency Rental Relief Fund for Public services contact with the Salvation Army to assist renters impacted by $ 1,238,760 Tenants ("CARES for Tenants") - The Salvation COVID-19 who are unable to pay their rent due to loss of income. Arm 209506 Coronavrius Emergency Rental Relief Fund for Public services contact with the Catholic Charities to assist renters impacted 705,167 Tenants ("CARES for Tenants") - Catholic by COVID-19 who are unable to pay their rent due to loss of income. Charities 209507 Coronavrius Emergency Rental Relief Fund for Public services contact with the Community Action Partnership to assist 166,500 Tenants ("CARES for Tenants") - Community renters impacted by COVID-19 who are unable to pay their rent due to loss of Action Partnership 209508 income. 300,000 Economic Development - Small Business Incentive Expansion of City -run Small Business Incentive Program to provide additional Program 209501 loans and grants. Screening and testing operation in partnership with AftaMed, a non-profit 250,000 ALTA-Med COVID-19 Evaluation Center (209503) medical services provider. Testing, diagnosis, or other services at a fixed location. Grant agreement with ALTAMed for up to two weeks of testing for Santa Ana residents. 114,000 Food Distribution for Seniors and/or Residents Grant agreement with Meals on Wheels / SeniorSery to support food 209505 distribution to seniors Food Distribution for Seniors and/or Residents - MOU between City and PWA to contract out with CA Barricades to provide 52,235 Traffic Control (209504) traffic control services for food distribution servivices provided by nonprofits in the communit 547,355 Administrative Costs Allowance (CDA) (209500) $ 3,374,017 Total Available Funds (Expenditure Deadline: July 24, 2026; must expend at least 80% of all CDBG-CV funds by July 24, $ 21,604,941 TOTAL 75B-8 I0:I:ILyife3 ;- r .. e j! CITY OF SANTA ANA 2019 - 202o ANNUAL ACTION PLAN COVID-19 SUBSTANTIAL AMENDMENT #2 75B-9 ANIM1I:l1111111111e3 SUBSTANTIAL AMENDMENT # 2 TO THE FY 2019-2020 Substantial Amendment ANNUAL ACTION PLAN TO ADD COMMUNITY #2 DEVELOPMENT BLOCK GRANT—CORONAVIRUS (CDBG- CV3) AND EMERGENCY SOLUTIONS GRANT - CORONAVIRUS (ESG-CV2) FUNDS TABLE OF CONTENTS PAGE Introduction................................................................................................................. 2 Amendments.............................................................................................................. 3 PublicReview.............................................................................................................4 Exhibits Exhibit 1-Public Hearing Notice/Summary of Comments and Responses .................. 5 1z/z0z0 1 75B-10 IWOMM11:111111[c3 SUBSTANTIAL AMENDMENT # 2 TO THE FY 2019-2020 Substantial Amendment ANNUAL ACTION PLAN TO ADD COMMUNITY #2 DEVELOPMENT BLOCK GRANT — CORONAVIRUS (CDBG- CV3) AND EMERGENCY SOLUTIONS GRANT - CORONAVIRUS (ESG-CV2) FUNDS II'III I:is]1111611[a] kqI The City of Santa Ana's federal Annual Action Plan details the funding strategy for the Community Development Block Grant (CDBG), Emergency Solutions Grant (ESG), and HOME Investment Partnerships programs each year. These Annual Action Plans implement our jurisdiction's Five -Year Consolidated Plan and are developed through significant public input, analyses, and planning. This document is a Second Substantial Amendment to the City of Santa Ana's Fiscal Year 2019-2020 Annual Action Plan, which was submitted to the U.S. Department of Housing and Urban Development (HUD) in May 2019. Title 24 Section 91.505 of the Code of Federal Regulations stipulates that participating jurisdictions shall amend their approved plans whenever they make one of the following decisions: 1. To make a change in its allocation priorities or a change in the method of distribution of funds; 2. To carry out an activity, using funds from any program covered by the Consolidated Plan (including program income) not previously described in the action plan; or 3. To change the purpose, scope, location, or beneficiaries of an activity. 1212020 75B-11 IWOMM11:111111[c3 SUBSTANTIAL AMENDMENT # 2 TO THE FY 2019-2020 Substantial Amendment ANNUAL ACTION PLAN TO ADD COMMUNITY #2 DEVELOPMENT BLOCK GRANT — CORONAVIRUS (CDBG- CV3) AND EMERGENCY SOLUTIONS GRANT - CORONAVIRUS (ESG-CV2) FUNDS SUBSTANTIAL AMENDMENT On March 27, 2020 the United States Congress passed The Coronavirus Aid, Relief, and Economic Security Act (CARES Act), Public Law 116-136. The bill provided $5 billion for CDBG to rapidly respond to COVID-19 and the economic and housing impacts caused by it, including the expansion of community health facilities, childcare centers, food banks, and senior services. The bill also provided $1 billion for ESG to be used to prevent, prepare for, and respond to the coronavirus pandemic (COVID-19) among individuals and families who are homeless or receiving homeless assistance; and to support additional homeless assistance and homelessness prevention activities to mitigate the impacts of COVID-19. The City of Santa Ana will receive a second allocation from the third round of Community Development Block Grant— Coronavirus (CDBG—CV) Program funds in the amount of $3,520,819 and a second allocation of Emergency Solution Grant — Coronavirus (ESG-CV) Program funds in the amount of $11,598,442 that were not previously described in the Fiscal Year 2019-2020 Annual Action Plan or subsequent Substantial Amendment # 1. A Second Substantial Amendment to the FY 2019-2020 Annual Action Plan is required. Usually a thirty (30) day public comment period is required however, the U.S. Department of Housing and Urban Development (HUD) has waived this requirement provided that no less than five (5) days are provided for public comments on each substantial amendment. The CDBG-CV and ESG-CV funds allocated under the CARES Act may be used for a range of eligible activities that prevent and respond the spread of infectious diseases such as the coronavirus disease 2019 (COVID-19). The proposed activities must meet one of the three National Objectives as required by CDBG regulations: Benefit low -and -moderate income persons. Aid in the prevention or elimination of slums or blight, and Meet an urgent need. City staff is recommending to allocate the funds as follows: 1212020 75B-12 IWOMM11:111111[c3 SUBSTANTIAL AMENDMENT # 2 TO THE FY 2019-2020 Substantial Amendment ANNUAL ACTION PLAN TO ADD COMMUNITY #2 DEVELOPMENT BLOCK GRANT — CORONAVIRUS (CDBG- CV3) AND EMERGENCY SOLUTIONS GRANT - CORONAVIRUS (ESG-CV2) FUNDS CDBG-CV3 Eligible Activity Allocation Subsistence Payments (Coronavirus Emergency Rental Relief for Tenants $1,103,328 Food Banks Food/Meal Insecurity, Food Pantries $763,327 Power of One Food Purchase of Non -perishables & Operating Costs $50,000 Healthcare Services Coronavirus Testing and Vaccine Distribution $500,000 Senior Services Medical Transportation, In -Home Care $200,000 Public Services (PPE for CDBG-funded Public Service Agencies and Non rofits $100,000 Youth Services (Project Hope Alliance WIFI Access to Unhoused Youth $100,000 Administrative Costs Allowance CDA $704,164 TOTAL $3,520,819 ESG-CV2 Eligible Activity Allocation Operating costs to start up the Year -Round Homeless Navigation $3,249,361 Center and Recuperative Care Facility at 1815 Carnegie Avenue Extension of the interim 200-bed shelter at The Link beyond October 31, 2020, while the new Homeless Navigation Center on Carnegie $1,424,490 Avenue is under development Eviction Prevention for Very -Low Income Families until August $5,514,747 2022 (Santa Ana Zero Eviction Program) Eviction Defense Fund for Very -Low Income Families qualified $250,000 under Santa Ana Zero Eviction Program Administrative Costs Allowance (CDA) $1,159,844 TOTAL $11,598,442 In addition and for the purpose of an expedited use of the CDBG-CV3 and ESG-CV2 funding, the bill eliminates the cap on the amount of funds a grantee can spend on public services, removes the requirement to hold in -person public hearings in order to comply with national and local social gathering requirements, and allows grantees to be reimbursed for COVID-19 response activities regardless of the date the costs were incurred. Public Review Pursuant to HUD regulations, the City's Citizen Participation Plan and current HUD waivers for grant programs and consolidated plan requirements to prevent the spread of COVID-19, staff published a 5-day comment period and public hearing. Public comments and Council's allocation recommendations will be included in the Second Substantial Amendment to the FY 2019-2020 Annual Action Plan. 1212020 4 75B-13 [WRIM110-111 c3 SUBSTANTIAL AMENDMENT # 2 TO THE FY 2019-2020 Substantial Amendment ANNUAL ACTION PLAN TO ADD COMMUNITY #2 DEVELOPMENT BLOCK GRANT — CORONAVIRUS (CDBG- CV3) AND EMERGENCY SOLUTIONS GRANT - CORONAVIRUS (ESG-CV2) FUNDS EXHIBIT 1 SUMMARY OF PUBLIC COMMENTS PROOF OF PUBLICATION 5-DAY COMMENT PERIOD AND PUBLIC HEARING SUMMARY OF PUBLIC COMMENTS SUMMARY OF PUBLIC COMMENTS RECEIVED DURING 5-DAY COMMENT PERIOD AND STAFF RESPONSE: The draft amendment was available from November 20, 2020 to November 24, 2020 for HUD's required 5-day public comment period. A public notice was published on November 20, 2020 in the Orange County Register in English, La Opinion in Spanish and the Ngoi Viet in Vietnamese to inform the public of the commencement of the 5-day g. XX comments were submitted for the Substantial Amendment. 12/01/2020CITY COUNCIL MEETING PUBLIC HEARING: At its Regular Meeting on December 1, 2020, the City Council approved the SUBSTANTIAL AMENDMENT #2 TO THE FY 2019-2020 ANNUAL ACTION PLAN TO ADD COMMUNITY DEVELOPMENT BLOCK GRANT- CORONAVIRUS (CDBG-CV3) FUNDS AND EMERGENCY SOLUTIONS GRANT - CORONAVIRUS (ESG-CV2) FUNDS by a vote of (XX:XX). PROOF OF PUBLICATION 5-DAY COMMENT PERIOD AND PUBLIC HEARING 12/2020 5 75B-14 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: PUBLIC HEARING — APPEAL APPLICATION NO. 2020-02, APPEALING THE DECISION OF THE PLANNING COMMISSION TO APPROVE AN ADDENDUM TO THE TRANSIT ZONING CODE ENVIRONMENTAL IMPACT REPORT FOR THE 4TH AND MORTIMER MIXED -USE PROJECT, AND TO CONSIDER ENVIRONMENTAL REVIEW NO. 2018-13 AND AMENDMENT APPLICATION NO. 2020-04 TO ALLOW CONSTRUCTION OF THE 4TH AND MORTIMER MIXED -USE PROJECT LOCATED AT 409 AND 509 EAST FOURTH STREET (PROPERTY OWNER: NORTHGATE GONZALEZ RE, LLC AND APPLICANT: RED OAK INVESTMENTS, LLC) /s/ Kristine Ridq( CITY MANAGER CLERK OF COUNCIL USE ONLY: Fffl-T . -J-.7Z*TJWs, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO 1�1��►L�1�4 ]q:7 RECOMMENDED ACTION 1. Adopt a resolution denying Appeal Application No. 2020-02 and upholding the Planning Commission's approval of a resolution adopting an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Site Plan Review No. 2020-03 and Variance No. 2020-06. 2. Adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04. 3. Adopt an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). PROPERTY OWNER AND APPLICANT INFORMATION 1. Owner: Northgate Gonzalez Real Estate 2. Applicant: Red Oak Investments, LLC 3. Project Representative: Andrew Nelson PLANNING COMMISSION ACTION & BACKGROUND At its regular meeting on October 12, 2020, and after receiving public testimony on the item, the Planning Commission voted unanimously (7:0) to adopt a resolution approving an Addendum to the Environmental Impact Report (EIR) for the Transit Zoning Code Project (SCH NO. 2006071100), mitigation monitoring and reporting program, Site Plan Review No. 2020-03 (SPR) as conditioned, 75C-1 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 2 and Variance No. 2020-06 (VAR) as conditioned. The Planning Commission modified Condition No. 6 of Site Plan Review No. 2020-03 and Variance No. 2020-06 requiring a public art plan prior to issuance of the certificate of occupancy, instead of prior to issuance of a building permit. The modified condition also requires the art work to be completed within a year of completion of the project. In addition, the Planning Commission recommended that the City Council adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100), mitigation monitoring and reporting program, and an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). On October 22, 2020, Michael Lozeau with Lozeau Drury, LLP, on behalf of the Supporters Alliance for Environmental Responsibility (SAFER), submitted an appeal application pursuant to Section 41- 645 of the SAMC (Exhibit 1) appealing the Planning Commission's approval of the addendum to the TZC EIR in connection with the approval of the SPR and VAR based on three main reasons, including: (1) CEQA compliance; (2) HOO applicability; and (3) consideration of the Planning Commission regarding public comment letter received. Subsequently, on November 3, 2020, Lozeau Drury, LLP, on behalf of SAFER, provided a letter to the City further stating its concerns about the project's exemption from HOO requirements that are contained in Santa Ana Municipal Code Section 41-1900 et seq. (Exhibit 2). DISCUSSION Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate, is requesting approval of multiple entitlements to facilitate construction of a new mixed -use community on two City blocks located at 409 East Fourth Street (Site A) and 509 East Fourth Street (Site B). Specifically, the applicant is requesting approval of an addendum to the Environmental Impact Report for the Transit Zoning Code (TZC) as well as an amendment application (AA) to modify the sub - zoning designation of various parcels on Site B from the Urban Neighborhood 2 (UN-2) subzone to the Urban Center (UC) sub -zone. The project would contain a total of 169 residential rental units and 11,361 square feet of commercial space. It is recommended that the City Council approve the applicant's request due to the project's satisfaction of meeting the intent of the TZC to promote a pedestrian -oriented environment with a mix of land uses, facilitating the redevelopment of underutilized land with new development that is compatible with the surrounding community, encouraging increased employment opportunities within the City, the generation of additional property and sales taxes, and because the project will provide additional high -quality housing stock. Table 1: Proiect and Location Information Item Information Project Address 409 East Fourth Street and 509 East Fourth Street Nearest Intersection Fourth and French streets and Fourth and Mortimer streets General Plan Designation Site A — District Center (DC) Site B — Urban Neighborhood UN Zoning Designation Transit Zoning Code (Specific Development No. 84), Downtown subzone (Site A) and Urban Neighborhood 2 subzone Site B 75C-2 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 3 Item Information Surrounding Land Uses Commercial, Single- and Multi -Family North Commercial and Single -Family East Commercial and Multi -Family South Commercial and Parkin West Site Size 2.715 acres combined Site A: 1.423; Site B: 1.292 acres Existing Site Development Site A contains a commercial building (Northgate Gonzalez Market) and a surface parking lot; Site B contains vacant buildings and parcels. Use Permissions Mixed -use projects are permitted by Section 41-2006 and Section 41-2007 of the SAMC. Zoning Code Sections Affected Uses Table 2A, SAMC Sec. 41-2007. SPR required pursuant to SAMC Sec. 41- 2007; Development Standards Transit Zoning Code, SAMC Sec. 41- 2011, 41-2012 and 41-2023 Project Description The project includes demolition of an existing Northgate Gonzalez Market and surface parking lot at 409 East Fourth Street (Site A) as well as the demolition of an existing commercial automobile service building and ancillary structures at 509 East Fourth Street. The existing commercial facility, Ming's Auto Repair, located at the northeast corner of Fourth and Mortimer streets (501 East Fourth Street), is not part of the proposed project and will remain. Once the onsite buildings are demolished and the sites are cleared, the applicant proposes to construct a mixed -use community on two development sites, Site A and Site B, containing 169 residential units, 11,361 square feet of leasable commercial area, and 422 onsite parking spaces. Table 2 on the next pages provides a summary of the proposed project. Table 2: Project Summary Site A Site B Total Site Area 1.423 acres 1.292 acres 2.715 acres Residential 99 units 70 units 169 units Amenities/Leasing 8,075 S.F. None 8,075 S.F. Office Retail 11,361 S.F. None 11,361 S.F. Public/Common 15,345 S.F. 13,233 S.F. 28,578 S.F. Open Space Private Open 8,428 S.F. 2,832 S.F. 11,260 S.F. Space Parking 230 stalls 192 stalls 422 stalls Residential and Commercial Components Site A will contain a mixed -use commercial/residential structure with 99 residential units, a 3,847- square-foot tenant suite designed for an eating establishment, 7,514 square feet of retail space, a 75C-3 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 4 resident and leasing lobby, site amenities, a bicycle storage room, and a four -and -a -half story, aboveground parking garage with 230 parking spaces. The building frontage along Fourth Street, and the intersections of Fourth and French street and Fourth and Mortimer streets, would be seven -stories in height. The building would be five -stories in height along the French Street and Mortimer Street frontages. The proposed suite designed for an eating establishment would be located on the ground floor at the corner of Fourth and French street and is designed to allow both indoor and outdoor dining. Also fronting Fourth Street is the retail space and leasing office. The four -and -a -half story parking garage would be located at the intersection of French and Fifth streets and will be accessed from Fifth Street. Resident amenities will include a large pool, courtyard, and residential amenities on the third level, and a rooftop deck on the seventh floor overlooking Fourth Street. A total of 23,773 square feet of open space, including 8,428 square feet of private open space and 15,345 square feet of common open space will be included. Site B is designed to be residential only and will contain 70 units and a four-story, aboveground parking garage with 192 onsite parking spaces. The residential building will be accessed from a lobby on Mortimer Street and would be five stories in height across the site. Along the Fourth Street frontage, Site B would include a courtyard and residential units. The four-story parking garage would be located at the corner of Fifth and Minter streets and will be accessed from Fifth Street. Site B includes 16,065 square feet of open space, including 2,832 square feet of private open space and 13,233 square feet of common open space. Of the development's 169 units, 21 will be studios (12.5%), 38 will be one -bedroom (22.5%), 66 will be two -bedroom (39%), 9 will be three -bedroom (5%), and 35 will be four -bedroom units (21 %). Units will range from 458 to 529 square feet for the studio units, 650 to 739 square feet for the one -bedroom units, 938 to 1,185 square feet for the two -bedroom units, 961 to 1,237 square feet for the three -bedroom units, and 1,325 to 1,520 square feet for the four -bedroom units. All units will contain full kitchens, bedrooms, bathrooms, in -unit washer and dryers, and living/dining areas. Architecture and Amenities Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. The design's primary objective is to complement and expand the energy and character of downtown by taking cues from its urban scale and historic character. The ground floor of Building A is designed in the Main Street Commercial architectural style, consistent with identifiable patterns typical of downtown buildings. Building B's purely residential design complements the existing multi -family developments along Fourth Street. A landscape buffer is provided for each site creating a transitional space between the top of the structure and the street level while also providing screening at the lower level of the garages adjacent to the single-family residences. In addition, the building's architecture is designed to lessen the massing of the project with its elevations featuring articulation, multiple volumes, and varied architectural styles to mimic the appearance of multiple buildings. The building's varied height from five -stories to seven -stories generates a smooth transition from the higher -density character of the intersection of Fourth and French street to the lower -density character of the single-family residences to the north and to the east. 75C-4 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 5 Each site has its own unique architectural vernacular defined by scale, facade articulation, roof forms, materials, and detailing. A variety of window dimensions are provided where appropriate while the header/sill trim details vary between both sites. Varied material/color palettes are featured on both buildings, in addition to varied window recesses, and decorative elements. While color palette is varied across both sites, care has been taken to provide a unified look to correspond to the surrounding buildings. Both structures feature durable brick veneer, glass, smooth stucco finishes, metal awnings, and textured blocks/panels. Lastly, the building will feature prominent artwork/murals across both sites. To ensure that the art is reflective of Santa Ana and is a positive cultural impact on the surrounding neighborhood, staff included a condition of approval that requires the applicant to coordinate with the City's Arts and Culture Office and submit a Public Art Plan to the Planning Division for review and approval. The development will feature amenities commonly found at other upscale mixed -use developments in the region. These include a large courtyard with a pool, spa, clubroom, fitness room, and landscaping in the center of Site A; a roof terrace on the seventh floor of Site A, overlooking Fourth and French streets; a leasing office and lounge in Site A; a bike locker in Site A; and a ground -floor lobby and resident amenity area in Site B. In addition, the project features private open space/decks for 59 units on Site A and 48 units on Site B. Conditions of approval have been added to ensure the two -block project will be built and managed as a single community and all amenities will be accessible to residents from either site. Analysis of Appeal Pursuant to Section 41-645(a) of the SAMC, appeals can only be made on a decision or requirement made by the Planning Commission. Of the appeal reasons received, the only action taken by the Planning Commission was the action to adopt a resolution approving the addendum to the EIR for the TZC. The subsequent appeal items do not satisfy the requirements of SAMC Section 41-645(a) and should not be considered because: (1) No decision or action was taken by the Planning Commission regarding the HOO requirements because the HOO did not apply to the project; and (2) consideration of a public comment letter received does not constitute decision or requirement taken by the Planning Commission. Nonetheless, staff provides a comprehensive response below on all appeal items received. The appellant is requesting that the City Council overturn the Planning Commission's decision approving the addendum to the TZC EIR for the 4th and Mortimer Mixed -Use project and provides three main reasons to substantiate the request, including: (1) CEQA compliance; (2) HOO applicability; and (3) Consideration of the Planning Commission regarding public comment letter received: California Environmental Quality Act (CEQA) Compliance a. The appellant states that, "The City failed to comply with the California Environmental Quality Act (CEQA) by failing to prepare a project -specific EIR for the project." Summary of Appeal Reasoning: The appellant contends that because the 2010 TZC EIR was a Program and not a Project EIR, State CEQA Guidelines Section 15152 precludes use of an addendum, State CEQA Guidelines Section 15162 and 15164 75C-5 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 6 cannot apply, and the City must prepare a Supplemental or Subsequent EIR. The appellant further states that there is substantial evidence that the proposed project will have new environmental impacts that were not analyzed in the 2010 EIR. Moreover, the appellant states that: (1) There is significant evidence that the project will result in significant indoor air quality impacts; (2) The project will have significant impacts due to inconsistencies with the planning and zoning codes; (3) The project will have significant impacts to historic resources; (4) The project fails to implement mitigation measures required by the 2010 EIR; and (5) The project will have significant adverse air quality and greenhouse gas impacts. Staff Response: CEQA does permit the use of an addendum when the original EIR being relied upon was a Program EIR. Public Resources Code Section 21166 and CEQA Guidelines Section 15162 establish when an agency must prepare a Supplemental or Subsequent EIR, and when an agency is permitted instead to prepare an addendum. As established, one of the circumstances described in Public Resources Code Section 21166 or CEQA Guidelines Section 15162 must be present before either a Subsequent or Supplemental EIR is required. For the 4th and Mortimer Mixed -use project, none of those conditions are present. These conditions are: 1. Substantial changes are proposed which will require major revisions of the previous EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; 2. Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR due to the involvement of new significant effects or a substantial increase in the severity of previously identified significant effects; or 3. New information has come to light showing new impacts, substantially more severe impacts, that mitigation measures or alternatives previously found to be infeasible would actually be feasible, or that mitigation measures or alternatives previously not identified would reduce impacts. This is also consistent with CEQA Guidelines section 15152(f), which the appellant incorrectly claims prohibits use of addenda when the original EIR is a Program EIR. Section 15152(f) states, "A later EIR shall be required when the initial study or other analysis finds that the later project may cause significant effects on the environment that were not adequately addressed in the prior EIR." For the subject project, the "other analysis," includes the technical studies relating to shade and shadow, air quality and greenhouse gas emissions, cultural resources, traffic, parking, noise and vibration, Phase I environmental site assessment, hydrology, a preliminary water quality management plan, and sewer capacity. In addition, the analysis includes the text of the addendum, which found that no additional significant effects would occur 75C-6 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 7 beyond those already addressed in the 2010 EIR. Therefore, an addendum is the appropriate CEQA document. Land Use Impacts from Zone Change and Variance: The zone change and variance for the project do not result in land use impacts. The addendum prepared for the 4th and Mortimer Mixed -Use project analyzes whether the project (including its proposed zone change and variance) would result in incompatibilities with surrounding existing uses, result in the division of an established community, result in inconsistencies with regional land use plans, and consistency with the general plan and TZC. The addendum explains that the proposed zone change and the proposed variance on a single block would accommodate the proposed building type, density and massing. Further, the zone change and variance would improve consistency by permitting aesthetic consistency between the two buildings proposed for the project, would provide a better transition between lower and higher density than the current zoning allows, and the proposed buildings (including building type, density, and massing) would not result in any incompatibilities with adjacent buildings and uses. Although the TZC provides for a mixture of development types situated within walking distance of many modes of transit, it did not contemplate the precise route of the OC Streetcar at the time of its adoption in 2010. The 4th and Mortimer Mixed -Use project is proposed to be located adjacent to eastbound segments of the streetcar with a stop immediately adjacent at the intersection of Fourth and French streets. As a gateway project along the streetcar line, the proposed zoned change facilitates a design that better reflects a sense of downtown and builds upon allowable planning and architectural intensities, affirmatively addressing the pedestrian orientation and circulation at all street frontages. Furthermore, the zone change acknowledges the density and building envelope opportunities of the TZC to support the recent investment in the streetcar and maximizing development potential along the proposed routes. Thus, substantial evidence supports the addendum's conclusion that no land use impact would occur. Historic Resources: As explained in the addendum, none of the buildings on either site are a historic resource. Moreover, none of the buildings are considered eligible for listing on either the National Register or the California Register. The building on Site B was considered potentially eligible for local listing in 1980 but due to the building's significant alterations to the brick and stucco fagade, the double stepped parapet fagade, the removal of the metal cap pieces and double -hung windows, the building is no longer considered eligible for even local listing. There is no evidence available to support a conclusion that the building is historically significant. Therefore, demolition of the building does not constitute a new impact for purposes of CEQA. As such, its demolition does not preclude use of an addendum. Mitigation Measures from The Transit Zoning Code EIR: Should the City Council approve the project, the City Council would also adopt the Mitigation Monitoring and Reporting Program of the 2010 EIR. All mitigation measures from the 2010 EIR that apply to individual projects within the TZC area would apply to this project. Some 75C-7 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 8 examples of the mitigation measures include, but are not limited to, exceeding current Title 24 requirements by twenty -percent, ensuring that landscaping includes a drought resistant plant palette, ensuring that the project's design features incorporate light-colored roofing materials for energy conservation, and that the building provides proper shielding for all new mechanical systems. Mitigation Measures are made enforceable through the project's conditions of approval. Further technical review of the appellant's findings regarding the substantial evidence that the project will have several new environmental impacts not analyzed in the 2010 EIR (e.g., significant indoor air quality impacts, significant adverse air quality and greenhouse gas impacts, etc.) has been provided by the City's environmental consultant, Rincon Consultants, Inc. Rincon's detail response letter can be found as Exhibit 3 of this report. The technical review concluded that building material manufacturer compliance and regulations combined with the characteristics of formaldehyde would limit the potential of human health risks to a less than significant level pursuant to the Southern California Air Quality Management District (SCAQMD) significance threshold of 10 per million. Therefore, health risks related to formaldehyde, including impacts associated with the project, would not result in a new significant impact. Moreover, the review concluded that air quality impacts were adequately assessed according to methodologies recommended by the California Air Resources Board (CARB) and the SCAQMD. Therefore, the project would not result in a significant risk from airborne pollution or result in new or more severe impacts related to air quality or greenhouse gas emissions. As such, the prepared addendum supports the conclusion that changes to the project would not result in new or more severe impacts, including those related to Aesthetics, Air Quality, Cultural Resources, Noise, and Traffic, with implementation of applicable mitigation measures identified in the 2010 FEIR and included in the addendum discussion. b. The appellant contends that under Sierra Club v. County of Sonoma (1992) 6 Cal.AppAth 1307 and Sierra Club v. County of San Diego (2014) 231 Cal.AppAth 1152, the fair argument test applies to the question of whether a subsequent EIR should have been used. Summary of Appeal Reasoning: The appellant states that CEQA contains a strong presumption in favor of requiring a lead agency to prepare an EIR and that this presumption is reflected in the fair argument standard. The appellant further provides findings that the under the standard, a lead agency must prepare an EIR whenever substantial evidence in the whole record before the agency supports fair argument that project may have a significant effect on the environment. Staff Response: Courts have held that the fair argument test applies only to "preparation of an EIR in the first instance." Once an EIR has been prepared for a project, CEQA Guidelines Section 21166 prohibits agencies from requiring a subsequent or supplemental EIR unless substantial changes are proposed. 75C-8 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 9 For the subject project, the City has applied Section 21166 (see Section I(a) above) and determined that substantial evidence supports the determination that the changes required for the 4th and Mortimer Mixed -Use project (i.e., the site plan review, zone change, and variance) do not result in new significant impacts and does not require preparation of a Supplemental or Subsequent EIR. This determination is subject to the substantial evidence standard, and not the fair argument test. c. The appellant contends that the EIR for the Transit Zoning Code cannot have any informational value relative to the 4th and Mortimer Mixed -Use Development Project, because the 4th and Mortimer Mixed -Use Development Project seeks a zone change and variance. Summary of Appeal Reasoning: The appellant states that the 2010 EIR has no informational value to the project and since the project exceeds the density and massing analyzed in the 2010 EIR it is a new "project," and requires that the CEQA process start at the beginning. Staff Response: The appellant provides no legal citation for this statement, and the statement is untrue. The TZC EIR analyzes and documents the environmental impacts of zoning for the integration of new infill development into existing neighborhoods, the provision of a range of housing options in downtown, and the provision of a transit -supportive, pedestrian -oriented development framework to support the addition of new transit infrastructure. The 4th and Mortimer Mixed -Use project proposes a minor change to the zoning established in the TZC and analyzed in the TZC EIR. The project is consistent with the objectives of the TZC, and, as documented in the addendum, the TZC EIR's conclusions relating to aesthetics, air quality, biological resources, cultural resources, hazardous materials, hydrology, land use and planning, noise, population and housing, public services, transportation, and utilities remain unchanged, even with implementation of the 4th and Mortimer Mixed -Use project's zone change and variance. For each of these resource areas, the analysis in the TZC EIR still applies and is still correct for the downtown area. Therefore, the EIR has informational value relative to the 4th and Mortimer Mixed -Use Development project. d. The appellant contends that because the Transit Zoning Code EIR identified significant and unavoidable impacts, State CEQA Guidelines section 15152(f) and Communities for a Better Environment v. California Resources Agency (2002) 103 Cal.AppAth 98 the City cannot use an addendum. Summary of Appeal Reasoning: The appellant states that State CEQA Guidelines Section 15152(f) prohibits the use of an addendum when the original EIR identified significant and unavoidable impacts. Furthermore, the appellant provides findings that the Communities for a Better Environment v. California Resources Agency (2002) 103 Cal.App.4th 98 holds that an addendum cannot be used where the original EIR has identified significant and unavoidable impacts. 75C-9 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 10 Staff Response: CEQA Guidelines Section 15152(f) does not prohibit use of an addendum where the original EIR identified significant and unavoidable impacts. Instead, this section states, "A later EIR shall be required when the initial study or other analysis finds that the later project may cause significant effects on the environmental that were not adequately addressed in the prior EIR." As documented in the technical reports prepared for the 4th and Mortimer Mixed -Use project and the addendum, the 4th and Mortimer Mixed -Use project will not cause new significant effects that were not previously disclosed in the TZC EIR. Moreover, the cited court case does not apply. The case concludes that where a subsequent project would result in new significant impacts (thus requiring a subsequent or supplemental EIR), a statement of overriding considerations specifically tied to that project must be adopted. Again, the subject project has no new significant impacts, therefore no subsequent or supplemental EIR is required. II. The appellant states that, "The City failed to comply with the Housing Opportunity Ordinance ("HOO") by failing to require the developer to include affordable housing units in the project." Summary of Appeal Reasoning: The appellant claims that the project failed to comply with the Housing Opportunity Ordinance (HOO) pursuant to the Santa Ana Municipal Code (SAMC). Specifically, the appellant states that the HOO applies to the project because it "exceeds densities allowed by current general plan and zoning" and as such the project ,'must provide inclusionary housing for low-income residents." The appellant specifically sites SAMC Sections 41-1902(a) and (b). The appellant further provides findings regarding the project inconsistency with the zoning, massing and density allowed by the current general plan and zoning. The appellant suggests that the project requires amendments to the zoning that will increase the residential density allowed by the general plan and zoning code, thereby trigging the HOO and requiring that the developer provide affordable housing. Staff Response: The HOO does not apply to the project because the project does not exceed the residential density permitted in the general plan. As recently amended, the HOO only applies when a project requires a general plan amendment. The proposed development does not require a general plan amendment application. Site A is zoned Transit Zoning Code (TZC) with a downtown subzone designation and has a General Plan designation of District Center (DC). The development intensity in the DC for the downtown area is based on a combination of floor area ratio (FAR) and zoning overlay and/or development standards, but generally allows up to a maximum of 90 dwelling units per acre (du/ac) and a maximum FAR of 3.0 (City of Santa Ana General Plan Land Use Element, pg. A-11). Site A is approximately 1.423-acres in size and is proposed to be developed as a mixed - use commercial/residential structure with 99 residential units, a 3,847-square-foot eating establishment, and 7,514 square feet of retail space. As proposed, Site A would have a density of 69.6 du/ac and an FAR of 2.4. Therefore, Site A would not exceed the allowable density nor the allowable FAR by the DC general plan designation. 75C-10 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 11 Site B is zoned TZC with an Urban Neighborhood 2 subzone (UN-2) designation and has a General Plan Designation of Urban Neighborhood (UN). The residential density in the UN is based on a combination of FAR and zoning development standards, but allows a maximum FAR of 1.8 in the downtown area. The UN does not have a set maximum allowable density as the DC general plan designation does (i.e., 90 du/ac), but instead relies on the applicable zoning designation for the density. In the TZC, the recommended residential densities are a range based on the allowable building type, the maximum stories allowed, and the particular building size and massing allowed. Moreover, a residential project can exceed the density range identified if it meets the identified development standards (e.g., setbacks, open space, parking, etc.). The most "intense" density range in the UN-2 zoning designation is based on the Hybrid Courtyard housing type which ranges from 45-50 du/ac. Site B is approximately 1.292-acres in size and is proposed to be developed as residential only with 70 residential units. As proposed, Site B would have a density of 54.2 du/ac and FAR of 1.8. With approval of the variance application and the amendment application, Site B would be in compliance with the development standards in the TZC. Moreover, Site B would not exceed the density nor the allowable FAR by the UN general plan designation. The appellant's comment letter cites an outdated and superseded version of Section 41- 1902(b)(1). The HOO was amended on September 1, 2020, and the comment letter does not reflect the amended language. The updated HOO was in full force and effect when the Planning Commission took action on the project. While previously, Section 41-1902(b)(1) applied the HOO to any project that exceeded the maximum density permitted by zoning, the recent amendments remove this reference. As amended, the HOO now only applies when a residential project proposes a residential density above the general plan permitted density. As previously noted, the 4th and Mortimer Mixed -Use Development project is consistent with the general plan and no general plan amendment is required for the project. The project seeks only a zone change, on only a portion of the project site. Moreover, no density allowance above that currently permitted by the site's general plan designation is proposed. Therefore, the HOO does not apply. III. The appellant states that, "The Planning Commission abused its discretion by failing to read or consider comments submitted by Supporters Alliance for Environmental Responsibility (SAFER)." Summary of Appeal Reasoning: The appellant provided no additional information besides that they believed the Planning Commission failed to consider the comments provided by SAFER. Staff Response: During the public comment section of the public hearing, Richard Drury with Lozeau Drury, LLP, provided public comment on behalf of SAFER stating that they had provided a comment letter the day of the public hearing, approximately an hour before the start of the hearing. Furthermore, they stated their position that they did not think the project 75C-11 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 12 should be approved unless proper CEQA analysis was conducted. Their findings were consistent with the information provided in their appeal letter and attached to this report. The Planning Commission considered Mr. Drury's public comment and received input from the City Attorney and the City's environmental consultant regarding the whether the addendum prepared for the project was the appropriate document. Both the City Attorney and the consultant stated that no subsequent CEQA analysis was required for the project other than the addendum which was prepared. Again, this was based on the fact that the technical studies evidenced that an EIR Addendum to the previously -certified 2010 EIR was the appropriate CEQA document to evaluate and disclose the project's impacts. Analysis of the Issues Section 41-664 of the SAMC requires a public hearing for the proposed amendment application to be reviewed by the Planning Commission and the City Council, with the Planning Commission as a recommending body and the City Council as the approving body. Since the project is seeking approval of an amendment application for a zone change on Site B to change the subzone from UN- 2 to the Urban Center (UC), review and approval of an amendment application is required by the City Council. Amendment Application The proposed project includes construction of two new Lined Block buildings, one of which would be a maximum of seven stories in height with a floor area ratio (FAR) of 2.4 (Site A) and one that would be five stories in height with an FAR of 1.8 (Site B). However, the UN-2 subzone does not include Lined Block buildings as a permitted building type. Therefore, the project would require an amendment application for a zone change on Site B from the UN-2 subzone to the Urban Center (UC) subzone. The UC subzone was selected in order to maintain aesthetic consistency with the proposed building on Site A. In addition, under the current UN-2 subzone, residential buildings with densities of up to 50 dwelling units per acre (DU/acre) are permitted. The proposed project on Site B involves development of a residential building with a density of approximately 54 DU/acre, which represents a slightly higher intensity use than the UN-2 subzone recommended density range of up to 50 DU/acre. However, Site B is surrounded by properties with higher intensity developments that are zoned DT and UC to the west and south. In addition, a review of the existing TZC map seen in Exhibit 8 demonstrates that it is was the original intent of the TZC to place UC subzones as both a buffer and a transition between the uses permitted in the high density Downtown (DT) subzone and the less intense UN-2 neighborhoods surrounding it. While the adopted TZC allowed for the integration of new infill development into existing neighborhoods, reuse of existing buildings, and creation of new mixed use and transit -oriented development, it intended to transition the subzones with higher allowable densities to those that permitted lower density ranges. With the exception of Site B, all of the adjacent DT subzone parcels are surrounded by UC subzone parcels. The proposed change to the UC designation would be consistent with the existing adjacent parcels that surround the DT subzone (see Figure 1 below). 75C-12 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 13 HL II ��IN F:=]--tac)�W\' L�IJ W E �sn r�ros) la.mm..n.v uo tnn-�� FR S rump r.merUIDl �so nax Eli Fi IL J !'� � �` —I - �� _ �I �\ fir,-� 11 - •� T �1 ;9 1 1 -- .I� III i y am. r— I ,fH FFF is Figure 1. Proposed Transit Zoning Code Map Although the TZC provides for a mixture of development types situated within walking distance of many modes of transit (e.g., public transit, pedestrian, cyclists and automobiles), it did not contemplate the precise route of the OC Streetcar at the time of its adoption in 2010. An eastbound segment of the streetcar runs along the project site along Fourth Street with a stop immediately adjacent to the project at Fourth and French streets. The Streetcar then proceeds northbound one block to Mortimer Street, bisecting the two project sites and advancing to Santa Ana Boulevard towards the Santa Ana Regional Transportation Center. As a gateway project along the streetcar line, the UC subzone facilitates a design that better reflects a sense of downtown and builds upon allowable planning and architectural intensities, affirmatively addressing the pedestrian orientation at all street frontages, specifically along Fourth and Mortimer streets. Furthermore, the zone change acknowledges the density and building envelope opportunities of the TZC to support the recent investment in the streetcar and maximizing development potential along the proposed routes. Lastly, the zone change to the UC subzone would provide for a more harmonious design on both sites as they are being developed and managed together as one project. The building types under the UN-2 subzone are limited to lower density and shorter building height developments such as the Hybrid Court, Courtyard Housing, Live -Work, or Tuck -Under building type. Each of the allowable building types under the UN-2 would have resulted in a design on Site B that looked arbitrarily carved down and which presented an incongruous design. The UC subzone allows Site B to be designed in the same building type as Site A while allowing each site to have a unique architectural vernacular that complement the neighborhood and are integrated within the existing development pattern in downtown. Though the proposed project would develop Site B at a slightly higher density use than the existing TZC density range for UN-2, this use would be consistent with adjacent property uses and the intent of the TZC by enhancing the pedestrian environment, creating opportunities for higher- 75C-13 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 14 density transit -oriented residential development in proximity to jobs, and reactivating vacant land uses adjacent to the historical Downtown shopping district. Conformance to Transit Zoning Code Development Standards The project has been designed to conform to the development standards in the Transit Zoning Code, with the exception of the proposed building and massing standards on Site B. Furthermore, with approval of the amendment application for the zone change on Site B, the project would comply with the allowable building types. A full description of conformance to development standards is provided in Exhibit 10 to this staff report. Onsite Parking The overall parking proposed for the project is 422 spaces, including 394 residential stalls and 28 commercial visitor stalls. The proposed residential parking provides a ratio of 2.3 parking spaces per residential unit, with commercial parking provided at one space per 400 square feet of commercial area, which meets and exceeds the minimum requirements of the TZC (2.15 spaces per unit and one space per 400 square feet). Both parking garages will provide vehicular gates separating available commercial parking spaces (e.g., guest, commercial, employee, etc.) from the residential parking areas. Vehicular access will be provided from Fifth Street by one right -turn only driveway west of Mortimer Street and one full access driveway east of Mortimer Street. The on -site circulation would provide safe access for vehicle -pedestrian traffic and the driveway would provide sufficient throating such that access to parking spaces is not impacted by internal vehicle queuing/stacking. California Environmental Quality Act (CEQA) An addendum to a previously certified EIR is prepared when a lead agency is asked to approve modifications to an existing project for which an EIR has already been certified. An addendum evaluates the requested modifications and determines whether subsequent EIR review is required. Since none of the conditions specified in State CEQA Guidelines, section 15162 are present, an Addendum to the previously -certified 2010 EIR was prepared for the 4th and Mortimer project. Pursuant to State CEQA Guidelines section 15164(b), an addendum to a previously -certified EIR is not circulated for public review. Pursuant to State CEQA Guidelines section 15164(d), the City Council must consider the Addendum together with the TZC's original 2010 EIR before making a decision on the project. Previous CEQA Documentation The 2010 EIR (SCH No. 2006071100) was prepared to evaluate the potential impacts associated with the adoption of the Transit Zoning Code, which was anticipated to result in potential development of approximately 4,075 residential units, 387,000 square feet of retail development, and an additional 15.5 acres of open space within the City. Since the adoption of the TZC in 2010 there's been approximately 256 residential units and approximately 19,788 square feet of retail development constructed. The remaining residential capacity is approximately 3,819 units and the remaining retail square footage capacity is approximately 367,212 square feet. The 2010 EIR considered the environmental impacts relating to aesthetics; air quality; biological resources; cultural resources; hazards and hazardous materials; hydrology and water quality; land use; noise; population, housing, and employment; public services; transportation and traffic; 75C-14 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 15 utilities and service systems; and climate change. A mitigation monitoring and reporting program (MMRP), findings of fact, and a statement of overriding consideration were adopted with the 2010 EIR. As part of the 2020 Addendum to the 2010 EIR, the original MMRP must be readopted by the Planning Commission. All mitigation measures in the original EIR and associated MMRP have been enforced and are carried over within the 2020 Addendum, with exception of mitigation measure MM4.4-1(a) as part of the Cultural Resources which was revised after consultation with California Native American Tribes. Addendum Conclusions The Addendum focuses on the potential environmental impacts associated with the project, including the site plan review application, variance, and amendment application that might cause a change in the conclusions of the certified 2010 EIR, including changes in circumstances or new information of substantial importance that would substantially change those conclusions. To fully evaluate the proposed project's impacts on the site the development required preparation of studies relating to shade and shadow, air quality and greenhouse gas emissions, traffic, parking, hydrology, and sewer capacity, which were extensively peer reviewed by the City's CEQA consultant. In addition, additional studies relating to cultural resources, noise and vibration were prepared by the CEQA consultant (Attachments to the 2020 Addendum). In addition, the project is within a Transit Priority Area. Under Senate Bill 743, aesthetic and parking impacts cannot be considered a significant impact within a Transit Priority Area. The 4th and Mortimer development project Addendum concludes no new or substantially greater impacts would occur with implementation of the proposed development when compared to those identified in the 2010 EIR and finds that no supplemental or subsequent EIR is required for the proposed development. Therefore, the 2010 EIR's MMRP will continue to mitigate or lessen any impacts already identified by the TZC's original 2010 EIR. Economic Development A fiscal and economic impact analysis prepared by RSG, Inc. and The Concord Group was submitted for the project. The analysis estimates that the proposed development will result net positive fiscal impacts to the City, the Business Improvement District, and create over 800 new temporary or permanent jobs. Specifically, the analysis estimates the following impacts: $5.4 million net new General Fund revenues associated with the project over a 25-year period, resulting from: o A total of $7.8 million in additional City General Fund revenue, including $2.9 million in net new property tax revenues, construction period revenues, recurring site -specific tax, and other Project impacts over a 25-year period, and o $2.4 million in General Fund expenditures associated with the project over a 25-year period 806 direct, indirect, or induced new jobs resulting from the project, of which 35 would be permanent Approximately $205,424 in Business Improvement District (BID) funds 75C-15 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 16 Table 3: Public Notification & Community Outreach Public Notification, and Community Outreach each Required A community meeting was held on August 29, 2018 at 6:00 p.m. at 450 Measures West Fourth Street (Latino Health Access) in accordance with the provisions of the City's Sunshine Ordinance. This meeting was publicly noticed in the OC Register, posted on the City's website, and invitation/notices were mailed to property owners and occupants/tenants in a 500-foot radius from the project site. An estimated 100 members of the public attended, as well as City staff. The applicant provided all the required information to the City after the meeting. Details from the community meeting were posted to the project's webpage at https://www.santa-ana.orq/pb/planning-division/major-planning-proiects- and-monthly-development-protect-reports/4th-and. Notification by mail was mailed to all property owners, occupants, and other interested parties within 500 feet of the project site on November 20, 2020, in accordance with SAMC requirements. In addition, newspaper posting was published in the Orange County Register on November 20, 2020, in accordance with SAMC requirements. Additional The applicant met with several interested groups, neighborhoods, and/or Measures individuals between August 2018 and September 2020. Meetings include those with: • Neighboring condominium associations and apartment buildings: Spectrum Condominiums (450 E. 4th St.), Garden Court Apartments (300 E. Santa Ana Blvd.) and Parks Apartments (510 Mortimer St.) • Joint Meeting of Neighborhood Associations July 2020: French Park, French Court, Logan, Lacy, Downtown and French Park Plaza • Business organizations and individual leaders associated with the Santa Ana Business Council, Chamber of Commerce, Downtown Inc. • Historic preservation representative Tim Rush • Eight individual property owners as a result of surveying every residence across Fifth Street and Minter Street from development site CONCLUSION Based on the analysis provided within this report, staff recommends that the City Council adopt a resolution denying Appeal Application No. 2020-02 and upholding the Planning Commission's approval of a resolution approving Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO.2006071100), mitigation monitoring and reporting program, Site Plan Review No. 2020-03, and Variance No. 2020-06. Staff also recommends that the City Council adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code 75C-16 Appeal Application No. 2020-02, ER No. 2018-13 & AA No. 2020-04 — 4th and Mortimer Mixed -Use Development December 1, 2020 Page 17 Project (SCH NO. 2006071100) mitigation monitoring and reporting program, and an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). FISCAL IMPACT There is no fiscal impact associated with approval of this action. Submitted By: Minh Thai, Executive Director - Planning and Building Agency Exhibits: 1. Appeal Application No. 2020-02 — Lozeau Drury, LLP 2. Letter regarding 4th & Mortimer Project Housing Opportunity Ordinance Compliance — Lozeau Drury, LLP 3. Rincon's Response to Comments 4. Resolution Denying Appeal Application 2020-02 5. Resolution Approving 2020 Addendum 6. Ordinance Approving AA No. 2020-04 7. Planning Commission Staff Report 8. Existing TZC Zoning Map 9. Proposed TZC Zoning Map 10. Conformance to Development and Parking Standards 11. 2020 EIR Addendum and Technical Appendices 12. 2010 Transit Zoning Code El 13. Fiscal and Economic Impact Analysis 75C-17 EXHIBIT 1 Planning and Building Agency Planning Division 20 Civic Center Plaza P.O. Box 1988 (M-20) Santa Ana, CA 92702 (714)647-5804 I. OWNER/APPLICANT APPEAL APPLICATION Applicant Michael Lozeau on behalf of Supporters' Alliance for Environmental Responsibility ("SAFER") Full name of Person, Firm, or Corporation 1939 Harrison Street, Suite 150 Oakland, CA 94612 ( 510) 836-4200 Mailing Address Area Code Phone No. Legal Owner Name: Block/Site A: LOS ALTOS XXI, L.P. / Block/Site: B GON-REY, L.P. Legal Owner Address: Block/Site A: 1201 N Magnolia Ave. Anaheim, CA 92801 Block/Site B: 1201 N Magnolia Ave. Anaheim, CA 92801 Phone No.: (714 ) 687-7057 (714) 687-7075 Fax: ( ) (B o Site AT— (Block/Site B) II. PROPERTY INFORMATION Transit Zoning Code; Northgate Gonzalez Market, parking Downtown subzone; District Center & Urban Land Use lot & vacant buildings Urban Neighborhood Neighborhood Existing Land Use of Property and/or Building Zoning District General Plan Designation Location 409 E Fourth St & 509 E Fourth St Fourth and French St & 4th & Mortimer Sts Street Address Name of Nearest Intersecting Street SEE REVERSE SIDE FOR SUBMITTAL REQUIREMENTS III. REASON FOR REQUEST In the following provided space, please clearly specify and explain the error(s) of decision or requirement upon which you are basing this appeal. (If additional space is needed, please attach additional comments to the back of this application.) Please see attached The city failed to comply with the California Environmental Quality Act by failing to prepare a project -specific EIR for the project. (See details attached). The city failed to comply with the Housing Opportunity Ordinance by failing to require the developer to include affordable housing units in the project. The Planning Commission abused its discretion by failing to read or consider comments submitted by SAFER. Applicant's Signature: Date: APPEAL APPLICATION NO. OWL- 10Z� Z--t}(� cmlcmr-frrnlappeal 5/00 75C-18 T 530.836.4200 1939 Harrison Street, Ste. 150 www.lozeaudrury.com F 510.836.4205 Oakland, CA 94612 michael@lozeaudrury.com Via Overnight Mail October 21, 2020 Pedro Gomez, Associate Planner Planning Division City of Santa Ana 20 Civic Center Plaza, Ross Annex M-20 Santa Ana, CA 92701 Re: Filing Fee for Appeal of 4th & Mortimer Project Dear Mr. Gomez: Enclosed please find check no. 13227 for the amount of $456.16 dated October 21, 2020. This check is to pay the filing fee associated with the attached Appeal of the decision made by the Planning Commission on October 12, 2020 regarding the 4' & Mortimer Project (Site Plan Review No. 2020-03, Variance No. 2020- 06, Amendment Application No. 2020-04, and addendum to the Environmental Impact Report for the Transit Zoning Code Project). If you could please confirm receipt of this filing fee and appeal packet via email with my paralegal Komal Toor (komal(a,lozeaudrurv.com) it would be greatly appreciated. Thank you very much for your time. Sincerely, Michael Lozeau Lozeau Drury LLP Attorneys for SAFER 75C-19 T 510.836.4200 I 1939 Harrison Street, Ste. 150 www.lozeaudrury.com F 510.836.4205 Oakland, CA 94612 1 richard@lozeaudrury.com VIA E-MAIL AND US MAIL October 12, 2020 Chair Mark McLoughlin and Commissioners Planning Commission City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 eComments()santa-ana.org Ali Pezeshkpour, AICP Project Manager Planning and Building Agency City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 APezeshkpour(c)santa-ana.org Minh Thai, Executive Director City of Santa Ana Planning and Building Agency I M20 20 Civic Center Plaza Santa Ana, CA 92702 mthai@santa-ana.org Re: Comment on EIR Addendum for 4th & Mortimer Project (SCH NO. 2006071100) Chair McLoughlin and Members of the Planning Commission: I am writing on behalf of the Supporters' Alliance for Environmental Responsibility ("SAFER"), a California non-profit organization with members living in and around the City of Santa Ana, regarding the 4th & Mortimer Project, proposed to be located on two city blocks at 409 East 4th Street (Block A), and 509 East 4th Street (Block B). ("Project"). Staff contends that the potential environmental effects of the Project have been fully addressed by the Transit Zoning Code Environmental Impact Report certified a decade ago in 2010 ("2010 EIR"). Fundamentally, the proposed Project is an entirely different project than was analyzed in 2010 EIR ("2010 Project"). The proposed Project is inconsistent with the zoning, massing and land use analyzed in the 2010 EIR, and therefore requires zone changes. The proposed Project includes greater massing and higher population density than analyzed in the 2010 EIR. Also the Proposed Project fails to incorporate numerous mitigation measures required by the 2010 EIR. The Proposed Project will have several new and different environmental impacts that were not analyzed in the 2010 EIR. Finally, the 2010 EIR recognized that the 2010 Project would have many significant and unmitigated environmental impacts. As such a new draft EIR is required to analyze and mitigate the impacts of the proposed Project. 75C-20 4th and Mortimer CEQA Addendum October 12, 2020 Page 2 of 15 A number of highly qualified experts have reviewed the proposed Project and its environmental effects. Certified Industrial Hygienist, Francis "Bud" Offermann, PE, CIH, and Dr. Paul Rosenfeld, Ph.D. and Matthew Hagemann, C. Hg. of environmental consulting firm Soil Water Air Protection Enterprise ("SWAPE") have identified a number of significant impacts from the proposed Project including air quality impacts, as well as omissions and flaws in the documents relied upon by staff. These comments are attached as Exhibits A and B. By opting to proceed with an Addendum instead of the required EIR or supplemental EIR ("SEIR"), the City of Santa Ana ("City") has deprived the members of the public of the public review and circulation requirement available for EIRs. SAFER urges the Commission not to adopt the Addendum or approve the Project, and instead to direct staff to prepare a Draft EIR for the Project, and to circulate the Draft EIR for public review and comment prior to Project approval. PROJECT DESCRIPTION The Project involves a residential and commercial development that would consist of 169 residential units and 11,361 square feet of commercial retail space on two city blocks, 409 East 4th Street (Block A) and 509 East 4th Street (Block B). The City attempts to rely on a decade -old EIR certified in 2010 for the Transit Zoning Code ("TZC"). The TZC area covers over 100 blocks and 450 acres in the central core of Santa Ana. Under the TZC, Block A is currently zoned as "District Center - Downtown subzone," and Block B is zoned as "Urban Neighborhood 2 subzone" (UN-2). Block B is inconsistent with the zoning, massing and density studied in the 2010 EIR. The UN-2 zoning allows single-family duplexes, triplexes and quadraplexes, courtyard housing and rowhouses. UN-2 does not allow "lined block buildings" such as proposed by the Project. (Addendum 2-11). The Project exceeds the massing allowed in the UN-2 zone and therefore requires a variance from section 41-2023 of the zoning code. In particular, UN-2 requires that floors 3-5 of a building may cover no more than 85% of the ground floor, but the project proposes 100% coverage. (Addendum 2-11). The Project exceeds the density allowed in UN-2. UN-2 allows density of up to 50 dwelling units per acres, but the Project proposes 54 DU/acres. (Addendum 3.6-5). For these reasons, the Project proposes to rezone the property from UN-2 to Urban Center (UC). LEGAL STANDARD CEQA contains a strong presumption in favor of requiring a lead agency to prepare an EIR. This presumption is reflected in the fair argument standard. Under that standard, a lead agency must prepare an EIR whenever substantial evidence in the whole record before the agency supports a fair argument that a project may have a significant effect on the environment. Pub. Res. Code § 21082.2; Laurel Heights Improvement Ass'n v. Regents of the University of California (1993) ("Laurel Heights II") 6 Cal. 4th 1112, 1123; 75C-21 4th and Mortimer CEQA Addendum October 12, 2020 Page 3 of 15 No Oil, Inc. v. City of Los Angeles (1974) 13 Cal.3d 68, 75, 82; Quail Botanical Gardens v. City of Encinitas (1994) 29 Cal.AppAth 1597, 1602. A. Addendum Standard. The City relies on CEQA Guidelines § 15162 and 15164 to claim that no CEQA review is required. The court of appeal recently stated, "The addendum is the other side of the coin from the supplement to an EIR. This section provides an interpretation with a label and an explanation of the kind of document that does not need additional public review." "It must be remembered that an addendum is prepared where '(2) Only minor technical changes or additions are necessary to make the EIR under consideration adequate under CEQA; and (3) The changes to the EIR made by the addendum do not raise important new issues about the significant effects on the environment.' ([Guideline] 15164, subd. (a).)" Save Our Heritage Org. v. City of San Diego, 28 Cal. App. 5th 656, 664-65 (2018) (emphasis added). Section 15164(a) of the State CEQA Guidelines states that "the lead agency or a responsible agency shall prepare an addendum to a previously certified EIR if some changes or additions are necessary, but none of the conditions described in Section 15162 calling for preparation of a subsequent EIR have occurred." Pursuant to Section 15162(a) of the State CEQA Guidelines, a subsequent EIR or Negative Declaration is only required when: (1) Substantial changes are proposed in the project which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; (2) Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR or Negative Declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or (3) New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the negative declaration was adopted, shows any of the following: (A) The project will have one or more significant effects not discussed in the previous EIR or negative declaration; (B) Significant effects previously examined will be substantially more severe than shown in the previous EIR; (C) Mitigation measures or alternatives previously found not to be feasible would, in fact, be feasible and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or (D) Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more 75C-22 4th and Mortimer CEQA Addendum October 12, 2020 Page 4 of 15 significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative. B. Tiering Under CEQA CEQA permits agencies to 'tier' EIRs, in which general matters and environmental effects are considered in an EIR "prepared for a policy, plan, program or ordinance followed by narrower or site -specific [EIRs] which incorporate by reference the discussion in any prior [EIR] and which concentrate on the environmental effects which (a) are capable of being mitigated, or (b) were not analyzed as significant effects on the environment in the prior [EIR]." (Cal. Pub. Res. Code ("PRC") § 21068.5.) "[T]iering is appropriate when it helps a public agency to focus upon the issues ripe for decision at each level of environmental review and in order to exclude duplicative analysis of environmental effects examined in previous [EIRs]." (PRC § 21093.) The initial general policy -oriented EIR is called a programmatic EIR ("PEIR") and offers the advantage of allowing "the lead agency to consider broad policy alternatives and program wide mitigation measures at an early time when the agency has greater flexibility to deal with basic problems or cumulative impacts." (14 CCR §15168.) CEQA regulations strongly promote tiering of EIRs, stating that "[EIRs] shall be tiered whenever feasible, as determined by the lead agency." (PRC § 21093.) "Subsequent activities in the program must be examined in light of the program EIR to determine whether an additional environmental document must be prepared." (14 CCR § 15168(c).) The first consideration is whether the activity proposed is covered by the PEIR. Id. If a later project is outside the scope of the program, then it is treated as a separate project and the PEIR may not be relied upon in further review. (Sierra Club v. County of Sonoma (1992) 6 Cal.App.4th 1307.) The second consideration is whether the "later activity would have effects that were not examined in the program EIR." (14 CCR §§ 15168(c)(1).) A PEIR may only serve "to the extent that it contemplates and adequately analyzes the potential environmental impacts of the project." (Sierra Nevada Conservation v. County of El Dorado (2012) 202 Cal.AppAth 1156). If the PEIR does not evaluate the environmental impacts of the project, a tiered EIR must be completed before the project is approved. (Id.) For these inquiries, the "fair argument test" applies. (Sierra Club, 6 Cal.AppAth 1307, 1318; see also Sierra Club v. County of San Diego (2014) 231 Cal.AppAth 1152, 1164 ("when a prior EIR has been prepared and certified for a program or plan, the question for a court reviewing an agency's decision not to use a tiered EIR for a later project 'is one of law, i.e., the sufficiency of the evidence to support a fair argument."').) Under the fair argument test, a new EIR must be prepared "whenever it can be fairly argued on the basis of substantial evidence that the project may have significant environmental impact. (Id. at 1316 [quotations omitted].) When applying the fair argument test, "deference to the agency's determination is not appropriate and its decision not to require an EIR can be upheld only when there is no credible evidence to the contrary." (Sierra Club, 6 Cal. App. 4th at 1312.) "[I]f there is substantial evidence in the record that the later project may arguably have a significant adverse effect on the environment which was not examined in the prior program EIR, doubts must be resolved in favor of 75C-23 4th and Mortimer CEQA Addendum October 12, 2020 Page 5 of 15 environmental review and the agency must prepare a new tiered EIR, notwithstanding the existence of contrary evidence." (Sierra Club, 6 Cal.App.4th at 1319.) DISCUSSION A. CEQA REQUIRES THE CITY TO PREPARE A TIERED EIR FOR THE PROJECT INSTEAD OF AN ADDENDUM The City has incorrectly applied the CEQA criteria for preparing an addendum when, instead, the City should have applied CEQA's tiering provisions. The City relies on CEQA Guidelines section 15164, which applies to preparing an addendum to an existing EIR for a project. However, the 2010 EIR was not a project -specific EIR, which the CEQA Guidelines define as an "EIR[which] examines the environmental impacts of a specific development project." (14 CCR § 15161.) Rather, the 2010 EIR was a comprehensive policy and regulatory guidance document for the private use and development of all properties within the TZC area. Tiering is governed by CEQA Guidelines section 15152, not sections 15162 and 15164. The 2010 EIR made clear that the City was relying on CEQA's tiering provisions. li states, "This EIR will be used to tier subsequent environmental analysis for future development included within the Transit Zoning Code boundaries, as allowed by Section 16162 of the CEQA Guidelines." (2010 DEIR 2-4). There is no question that the 2010 TZC EIR was intended as a first tier CEQA document, and that second tier CEQA documents would be required for specific project proposals. The 2010 EIR states that it will "provide a basis for the preparation of subsequent environmental documentation for future development within the Transit Zoning Code area." (2010 DEIR 2-1). Thus the 2010 EIR clearly contemplated that specific projects would be subject to "subsequent environmental documentation." The 2010 EIR states, "the Transit Zoning Code does not constitute a commitment to any specific project ... Thus, the EIR will analyze these future actions at a programmatic level. Each future development proposal undertaken within the Transit Zoning Code must be approved individually by the City, as appropriate, in compliance with CEQA." (2020 DEIR 2-2). Despite these clear assurances that the 2010 EIR was a programmatic EIR and that project - specific environmental review would be required for individual projects, the City is now attempting to avoid the very project -specific review that is promised the public in 2010. The 2010 EIR is a Program EIR, which the CEQA Guidelines define as: An EIR which may be prepared on a series of actions that can be characterized as one large project and are related either: (1) Geographically, (2) As logical parts in the chain of contemplated actions, (3) In connection with issuance of rules, regulations, plans, or other general criteria to govern the conduct of a continuing program, or (4) As individual activities carried out under the same authorizing statutory or regulatory authority and having generally similar environmental effects which can be mitigated in similar ways. 75C-24 4th and Mortimer CEQA Addendum October 12, 2020 Page 6 of 15 (14 CCR § 15168.) Thus, instead of proceeding under the provisions of CEQA Guidelines section 15164, the City should have proceeded under section 15152 provisions for subsequent analysis for a Program EIR rather than an addendum to an existing project - specific EIR. B. THE 2010 EIR HAS NO INFORMATIONAL VALUE TO THE PROJECT. As the California Supreme Court explained in San Mateo Gardens, subsequent CEQA review provisions "can apply only if the project has been subject to initial review; they can have no application if the agency has proposed a new project that has not previously been subject to review." Friends of College of San Mateo Gardens v. San Mateo, 1 Cal.5th 937, 950 (2016) ("San Mateo Gardens"); see also, Mattis Camp Cmty. Assn v. Cty. of Placer, 53 Cal. App. 5th 569 (2020). As the Supreme Court explains, "[a] decision to proceed under CEQA's subsequent review provisions must thus necessarily rest on a determination — whether implicit or explicit — that the original environmental document retains some informational value." Id. at 951 (emph. added). Only if the original environmental document retains some informational value despite the proposed changes, changes in circumstances or new substantial information does the agency proceed to decide under CEQA's subsequent review provisions whether such changes or substantial new information will require major revisions to the original environmental document because of the involvement of new, previously unconsidered significant environmental effects. 1 Cal.5th at 952. Reviewing the 2010 EIR, the City cannot reasonably claim that it addresses the Project that exceeds the density and massing analyzed in the 2010 EIR. Since the Project exceeds the density and massing analyzed in the 2010, and requires a variance, it has never undergone CEQA review, it is a new project, and the City must start from the beginning of the CEQA process under section 21151, conduct an initial study, and determine whether there is substantial evidence of a fair argument that the project will have a significant environmental impact. Friends of College of San Mateo Gardens v. San Mateo, 1 Cal.5th at 951. The City Council should require CEQA review for the Project, and not approve the Project until CEQA review is completed. C. A TIERED EIR IS REQUIRED TO ANALYZE AND MITIGATE SIGNIFICANT UNAVOIDABLE IMPACTS IDENTIFIED IN THE 2010 EIR. The 2010 EIR admitted that the program would have significant unavoidable impacts in the areas of: • Aesthetics: shadows. (2010 DEIR 1-11) • Air Quality: inconsistency with 2007 Air Quality Management Plan; • construction emissions exceed significance thresholds; • mobile source emissions of VOC, NOx, CO and PM-10 exceed significance thresholds; 75C-25 4th and Mortimer CEQA Addendum October 12, 2020 Page 7 of 15 construction and operation emissions are cumulatively considerable in excess of significance thresholds for VOC, NOx, CO and PM-10. (2010 DEIR 1-11). • Cultural Resources: The TZC area includes historic buildings and an historic district. "The feasibility of retaining a historic structure/resource is determined on a case -by -case basis." (2010 DEIR 1-12). • Noise: significant noise and vibration from pile -driving and nearby rail operations. (2010 DEIR 1-12). • Traffic: Significant traffic impacts, includoing at the 1-5 northbound off -ramp at Santa Ana Blvd. to an unacceptable level of service. (2010 DEIR 1-12). Since the overall program will have significant unavoidable impacts, the City must conduct project -level supplemental EIRs for specific projects proposed within the program area. The supplemental EIRs are required to determine whether mitigation measures exist to reduce the significant unavoidable impacts identified in the 2010 EIR. In the case of Communities for a Better Environment v. Cal. Resources Agency (2002) 103 Cal.App.4th 98, 122-125, the court of appeal held that when a "first tier" EIR admits a significant, unavoidable environmental impact, then the agency must prepare second tier EIRs for later phases of the project to ensure that those unmitigated impacts are "mitigated or avoided." (Id. citing CEQA Guidelines §15152(f)) The court reasoned that the unmitigated impacts were not "adequately addressed" in the first tier EIR since they were not "mitigated or avoided." (Id.) Thus, significant effects disclosed in first tier EIRs will trigger second tier EIRs unless such effects have been "adequately addressed," in a way that ensures the effects will be "mitigated or avoided." (Id.) Such a second tier EIR is required, even if the impact still cannot be fully mitigated and a statement of overriding considerations will be required. The court explained, "The requirement of a statement of overriding considerations is central to CEQA's role as a public accountability statute; it requires public officials, in approving environmental detrimental projects, to justify their decisions based on counterbalancing social, economic or other benefits, and to point to substantial evidence in support." (Id. at 124-125) The court specifically rejected a prior version of the CEQA guidelines regarding tiering that would have allowed a statement of overriding considerations for a program -level project to be used for a later specific project within that program. (Communities for a Better Env't v. California Res. Agency (2001) 103 Cal.App.4th 98, 124, disapproved on other grounds by Berkeley Hillside Pres. v. City of Berkeley (2015) 60 Cal.4th 1086.) Even though "a prior EIR's analysis of environmental effects may be subject to being incorporated in a later EIR for a later, more specific project, the responsible public officials must still go on the record and explain specifically why they are approving the later project despite its significant unavoidable impacts." (Id., pp. 124-25.) 75C-26 4th and Mortimer CEQA Addendum October 12, 2020 Page 8 of 15 D. THE ADDENDUM'S CONCLUSIONS ARE NOT SUPPORTED BY SUBSTANTIAL EVIDENCE AND THERE IS SUBSTANTIAL EVIDENCE OF A FAIR ARGUMENT THAT THE PROJECT WILL HAVE SIGNIFICANT ENVIRONMENTAL IMPACTS. Even if the addendum provisions applied to the Project (which they do not), a supplemental EIR would be required to analyze new significant impacts of the Project resulting from changes to the 2010 Project and new impacts that were not analyzed in the 2010 EIR. 1. There is Substantial Evidence that the Project Will Result in Significant Indoor Air Quality Impacts. Certified Industrial Hygienist, Francis "Bud" Offermann, PE, CIH, has conducted a review of the proposed Project and relevant documents regarding the Project's indoor air emissions. Indoor Environmental Engineering Comments (Exhibit A). Mr. Offerman concludes that it is likely that the Project will expose future residents of the Project's residential units to significant impacts related to indoor air quality, and in particular, emissions of the cancer -causing chemical formaldehyde. Mr. Offermann is one of the world's leading experts on indoor air quality and has published extensively on the topic. See attached CV. Mr. Offermann explains that many composite wood products typically used in modern home construction contain formaldehyde -based glues which off -gas formaldehyde over a very long time period. He states, "The primary source of formaldehyde indoors is composite wood products manufactured with urea -formaldehyde resins, such as plywood, medium density fiberboard, and particle board. These materials are commonly used in building construction for flooring, cabinetry, baseboards, window shades, interior doors, and window and door trims." Offermann Comment, pp. 2-3. Mr. Offermann states: Indoor air quality in homes is particularly important because occupants, on average, spend approximately ninety percent of their time indoors with the majority of this time spent at home (EPA, 2011). Some segments of the population that are most susceptible to the effects of poor IAQ, such as the very young and the elderly, occupy their homes almost continuously. Additionally, an increasing number of adults are working from home at least some of the time during the workweek. Offermann Comment, p. 1. Formaldehyde is a known human carcinogen. Mr. Offermann states that there is a fair argument that residents of the Project will be exposed to a cancer risk from formaldehyde of between 112 and 180 per million. (Offermann Comment, pp. 2-3.) This is far above the South Coast Air Quality Management District (SCAQMD) CEQA 75C-27 4th and Mortimer CEQA Addendum October 12, 2020 Page 9 of 15 significance threshold for airborne cancer risk of 10 per million. Even if the Project uses modern "CARB-compliant" materials, Mr. Offermann concludes that formaldehyde will create a cancer risk more than ten times above the CEQA significance threshold. Offermann Comment, p. 3. Mr. Offermann concludes that this significant environmental impact should be analyzed in an EIR and mitigation measures should be imposed to reduce the risk of formaldehyde exposure. Mr. Offermann concludes that this significant environmental impact should be analyzed in an EIR and mitigation measures should be imposed to reduce the risk of formaldehyde exposure. Id., pp. 4. Mr. Offermann identifies mitigation measures that are available to reduce these significant health risks, including the installation of air filters and a requirement that the applicant use only composite wood materials (e.g. hardwood plywood, medium density fiberboard, particleboard) for all interior finish systems that are made with CARB approved no -added formaldehyde (NAF) resins or ultra -low emitting formaldehyde (ULEF) resins in the buildings' interiors. Offermann Comments, pp. 11-12 The City has a duty to investigate issues relating to a project's potential environmental impacts, especially those issues raised by an expert's comments. See Cty. Sanitation Dist. No. 2 v. Cty. of Kern, (2005) 127 Cal.App.4th 1544, 1597-98 ("under CEQA, the lead agency bears a burden to investigate potential environmental impacts"). In addition to assessing the Project's potential health impacts to residents and workers, Mr. Offermann identifies the investigatory path that the City should be following in developing an EIR to more precisely evaluate the Project's future formaldehyde emissions and establishing mitigation measures that reduce the cancer risk below the SCAQMD level. Offermann Comments, pp. 5-9. Such an analysis would be similar in form to the air quality modeling and traffic modeling typically conducted as part of a CEQA review. The failure to address the project's formaldehyde emissions is contrary to the California Supreme Court's decision in California Building Industry Ass'n v. Bay Area Air Quality Mgmt. Dist. (2015) 62 Cal.4th 369, 386 ("CBIA"). At issue in CBIA was whether the Air District could enact CEQA guidelines that advised lead agencies that they must analyze the impacts of adjacent environmental conditions on a project. The Supreme Court held that CEQA does not generally require lead agencies to consider the environment's effects on a project. CBIA, 62 Cal.4th at 800-801. However, to the extent a project may exacerbate existing adverse environmental conditions at or near a project site, those would still have to be considered pursuant to CEQA. Id. at 801 ("CEQA calls upon an agency to evaluate existing conditions in order to assess whether a project could exacerbate hazards that are already present"). In so holding, the Court expressly held that CEQA's statutory language required lead agencies to disclose and analyze "impacts on a project's users or residents that arise from the project's effects on the environment." Id. at 800 (emphasis added).) The carcinogenic formaldehyde emissions identified by Mr. Offermann are not an existing environmental condition. Those emissions to the air will be from the Project. Residents will be users of the residential units, and employees will be users of the hotel and offices. Currently, there is presumably little if any formaldehyde emissions at the site. 75C-28 4th and Mortimer CEQA Addendum October 12, 2020 Page 10 of 15 Once the Project is built, emissions will begin at levels that pose significant health risks. Rather than excusing the City from addressing the impacts of carcinogens emitted into the indoor air from the project, the Supreme Court in CBIA expressly finds that this type of effect by the project on the environment and a "project's users and residents" must be addressed in the CEQA process. The Supreme Court's reasoning is well-grounded in CEQA's statutory language. CEQA expressly includes a project's effects on human beings as an effect on the environment that must be addressed in an environmental review. "Section 21083(b)(3)'s express language, for example, requires a finding of a 'significant effect on the environment' (§ 21083(b)) whenever the 'environmental effects of a project will cause substantial adverse effects on human beings, either directly or indirectly."' CBIA, 62 Cal.4th at 800 (emphasis in original). Likewise, "the Legislature has made clear —in declarations accompanying CEQA's enactment —that public health and safety are of great importance in the statutory scheme." Id., citing e.g., §§ 21000, subds. (b), (c), (d), (g), 21001, subds. (b), (d). It goes without saying that the thousands of future residents and employees at the Project are human beings and the health and safety of those workers is as important to CEQA's safeguards as nearby residents currently living near the project site. The Addendum fails to disclose, analyze, or mitigate these new significant impacts. Because Mr. Offermann's expert review is substantial evidence of a fair argument of a significant environmental impact to future users of the project, an EIR must be prepared to disclose and mitigate those impacts. 2. The Project Will Have Significant Impacts Due to Inconsistencies with the Planning and Zoning Code. The proposed Project exceeds massing and density allowed by the zoning code. Urban Neighborhood zone (UN-2) allows single-family, duplexes, triplexes, and quadplexes, courtyard housing and rowhouses. The Project is much more intense than quadplexes. UN-2 does not permit Lined Block buildings, such as the Project. (Addendum 2-11). The Project requires a variance for massing since Zoning Code section 41-2023 requires floors 3-5 may occupy no more than 85% of ground floor, but the Project proposes 100% coverage. (Addedum 2-11). The UN-2 zone allows density up to 50 dwelling units per acre, but this Project has 54 DU/acre. (Addendum 3.6-5). These inconsistencies with the zoning code and zoning designations are significant impacts under CEQA that must be analyzed and mitigated in a supplemental EIR. Of course, these impacts were not analyzed in the 2010 EIR since that document assumed that future projects would comply with the designated zoning and land use laws. Where a local or regional policy of general applicability, such as an ordinance, is adopted in order to avoid or mitigate environmental effects, a conflict with that policy in itself indicates a potentially significant impact on the environment. (Pocket Protectors v. Sacramento (2005) 124 Cal.App.4th 903.) Indeed, any inconsistencies between a proposed project and applicable plans must be discussed in an EIR. (14 CCR § 75C-29 4th and Mortimer CEQA Addendum October 12, 2020 Page 11 of 15 15125(d); City of Long Beach v. Los Angeles Unif. School Dist. (2009) 176 Cal. App. 4th 889, 918; Friends of the Eel River v. Sonoma County Water Agency (2003) 108 Cal. App. 4th 859, 874 (EIR inadequate when Lead Agency failed to identify relationship of project to relevant local plans).) A Project's inconsistencies with local plans and policies constitute significant impacts under CEQA. (Endangered Habitats League, Inc. v. County of Orange (2005) 131 Cal.App.4th 777, 783-4, 32 Cal.Rptr.3d 177; see also, County of El Dorado v. Dept. of Transp. (2005) 133 Cal.App.4th 1376 (fact that a project may be consistent with a plan, such as an air plan, does not necessarily mean that it does not have significant impacts).) Californians for Alternatives to Toxics v. Department of Food and Agriculture (2005) 136 Cal.App.4th 1, 17 ("[c]ompliance with the law is not enough to support a finding of no significant impact under the CEQA."). The recent Georgetown Preservation Society v. County of El Dorado (2018) 30 Cal.App.5th 358 echoes Pocket Protectors. These both apply the fair argument standard to a potential inconsistency with a plan adopted for environmental protection. Protect the Historic Amador Waterways v. Amador Water Agency (2004) 116 Cal.App.4th 1099 holds that an EIR needs to analyze any topic for which a fair argument of significant impact is raised. Since the proposed Project is inconsistent with the zoning code, and requires a zone change and variance, it will have significant impacts that must be analyzed in a tiered EIR. These impacts were not analyzed in the 2010 EIR. 3. The Project Will Have Significant Impacts to Historic Resources. The proposed Project may have significant impacts to historic resources, and the City has failed to implement applicable mitigation measures from the 2010 EIR with respect to this impact. The downtown zone is a National Historic District (2010 DEIR 1-5). The 2010 DEIR required development to be "context -sensitive infill development." (Id.) The Addendum admits that the Project site includes a historically significant building on the Built Environment Resources Directory ("BERD") database. (Addendum 3.3-3). The historic building is the Santa Ana Car Salon, located at 509-515 East 41h Street. (Addendum Appendix C, Cultural Resources, p.3, 8). The historic resource is a "rare example of the Western False Front Style in Santa Ana." (Id.) This historic building will be demolished as part of the Project, and the Project will therefore have adverse impacts on an historic resource. The 2010 EIR required a case -by -case historic analysis for future projects, and required that for each project an historic resource expert must be retained to conduct an analysis and to suggest measures to minimize impacts. (2010 DEIR 1-24). However, no such historic resource analysis was done for the Project due to "constraints surrounding COVID-19." (Addendum 3.1-1). Since the City has failed to implement mitigation measures required by the 2010 EIR, a subsequent EIR is required. If the agency fails to implement mitigation measures required by a prior EIR, this requires CEQA review, even for an otherwise ministerial project. Katzeff v. Dept. of Forestry (2010) 181 Cal.App.4th 601, 611, 614; Lincoln Place Tenants v. City of Los Angeles (2005) 130 Cal.App.4th 1491, 1507-1508. The purpose of this requirement "is to ensure that feasible mitigation measures will actually be 75C-30 4th and Mortimer CEQA Addendum October 12, 2020 Page 12 of 15 implemented as a condition of development, and not merely adopted and then neglected or disregarded." Federation of Hillside and Canyon Associations v. City of Los Angeles (2000) 83 Cal.App.4th 1252, 1260-1261. The decision to abandon an adopted mitigation measure is a discretionary decision. An agency fails proceed in a manner required by law when it fails to comply with adopted CEQA mitigation measures. Lincoln Place, 130 Cal.AppAth at 1508, 1510 ("[h]aving placed these conditions ... the city cannot simply ignore them. Mitigating conditions are not mere expressions of hope ... [i]n the present case the city failed to proceed according to law ..."). "[T]his rule is applicable even if one of the smaller parts might require only ministerial, rather than discretionary, approval." Katzeff, 181 Cal.AppAth at 611; Lincoln Place, 130 Cal.AppAth 1491, 1507 n22 ("it cannot be argued CEQA does not apply to the ... demolition on the ground the demolition permits are ministerial acts.") Since the Project may have significant impacts to historic resources, and the City has failed to comply with mitigation measures required by the 2010 EIR, a supplemental EIR is required to analyze this impact. 4. The Project Fails to Implement Mitigation Measures Required by the 2010 EIR. The Project fails to implement several mitigation measures required by the 2010 EIR. As discussed above, the failure to implement mitigation measures set forth in a prior EIR itself requires preparation of a supplemental EIR. In addition to the historic resources mitigation measure, the Addendum fails to implement energy conservation and greenhouse gas mitigation measure 4.2-22, which requires projects to exceed Title 24 energy standards by 20%. (2010 DEIR 1-18). However, the Addendum fails to implement this measure, since the Project will merely comply with Title 24, not exceed Title 24 by 20%. The 2010 EIR included numerous air quality mitigation measures that are not required in the Addendum for the Project. (2010 EIR 1-18, MM 4.2-21, 4.2-22). The failure to implement these mitigation measures requires preparation of a supplemental EIR. 5. The Project Will Have Significant Adverse Air Quality and Greenhouse Gas Impacts. We submit herewith the comments of Dr. Paul Rosenfeld, Ph.D. and Matthew Hagemann, C. Hg, P.G. of the environmental consulting firm SWAPE. They conclude that the Addendum's air quality analysis is riddled with errors due to unsubstantiated input parameters used to estimate Project emissions. (SWAPE 1). Correcting for these errors, SWAPE concludes that the Project will create a cancer risk from airborne pollution of up to 210 per million. (SWAPE 18). This is over twenty times above the South Coast Air 75C-31 4th and Mortimer CEQA Addendum October 12, 2020 Page 13 of 15 Quality Management District (SCAQMD) CEQA significance threshold of 10 per million. SWAPE also calculates that the Project will have significant greenhouse gas impacts. (SWAPE 23). SWAPE concludes that the Addendum fails to impose all feasible mitigation measures to reduce the Project's air quality impacts. Exceedance of Air District thresholds establishes a significant impact under CEQA. Indeed, in many instances, such air quality thresholds are the only criteria reviewed and treated as dispositive in evaluating the significance of a project's air quality impacts. See, e.g. Schenck v. County of Sonoma (2011) 198 Cal.App.4th 949, 960 (County applies BAAQMD's "published CEQA quantitative criteria" and "threshold level of cumulative significance"). See also Communities fora Better Environment v. California Resources Agency (2002) 103 Cal.App.4th 98, 110-111 ("A 'threshold of significance' for a given environmental effect is simply that level at which the lead agency finds the effects of the project to be significant"). The California Supreme Court recently made clear the substantial importance that a BAAQMD significance threshold plays in providing substantial evidence of a significant adverse impact. Communities for a Better Environment v. South Coast Air Quality Management Dist. (2010) 48 CalAth 310, 327 ("As the [South Coast Air Quality Management] District's established significance threshold for NOx is 55 pounds per day, these estimates [of NOx emissions of 201 to 456 pounds per day] constitute substantial evidence supporting a fair argument for a significant adverse impact"). An EIR is required to analyze and mitigate the Project's significant air quality and greenhouse gas impacts. E. EVEN IF THE 2010 EIR WERE STILL RELEVANT TO THE PROJECT, A SUPPLEMENTAL OR SUBSEQUENT EIR IS NECESSARY BECAUSE SUBSTANTIAL CHANGES WILL RESULT IN NEW AND MORE SIGNIFICANT ENVIRONMENTAL IMPACTS. Even assuming that the 2010 EIR had some relevance to evaluating the environmental impacts of this Project, numerous substantial changes in the development plans have occurred such as the increase in massing and density, new information of substantial importance has arisen, and substantial changes in circumstances have taken place that require a wholesale revision of the dated 2010 EIR. When changes to a project's circumstances or new substantial information comes to light subsequent to the certification of an EIR for a project, the agency must prepare a subsequent or supplemental EIR if the changes are "[s]ubstantial" and require "major revisions" of the previous EIR. Friends of Coll. of San Mateo Gardens v. San Mateo Cty. Cmty. Coll. Dist. (2016) 1 Cal.5th 937, 943. "[W]hen there is a change in plans, circumstances, or available information after a project has received initial approval, the agency's environmental review obligations "turn[ ] on the value of the new information to 75C-32 4th and Mortimer CEQA Addendum October 12, 2020 Page 14 of 15 the still pending decisionmaking process." Id., 1 Cal.5th at 951-52. The agency must "decide under CEQA's subsequent review provisions whether project changes will require major revisions to the original environmental document because of the involvement of new, previously unconsidered significant environmental effects." Id., 1 Cal.5th at 952. Section 21166 and CEQA Guidelines § 15162 "do[] not permit agencies to avoid their obligation to prepare subsequent or supplemental EIRs to address new, and previously unstudied, potentially significant environmental effects." Id., 1 Cal.5th at 958. The evidence indicates that the project considered by the 2010 EIR has undergone significant changes to the project and its circumstances requiring substantial revisions to that 10-year old EIR. A. A New EIR is Required Because the Increase in Massing and Density is a Substantial Change from the 2010 Project and there is Substantial Evidence that the Project Will Result in Emissions of Formaldehyde to the Air that Will Have a Significant Health Impact on Future Residents. Even if the 201 EIR were somehow relevant to the current Project, the City would still be required to prepare an SEIR. The increase in massing and density, the failure to conduct a historic resource analysis, and zoning changes and variances required as part of the Project is a substantial change from the 2010 project. "The purpose behind the requirement of a subsequent or supplemental EIR or negative declaration is to explore environmental impacts not considered in the original environmental document." Friends of College of San Mateo Gardens v. San Mateo (2016) 1 Cal.5th 937, 949 (quoting Save Our Neighborhood v. Lishman (2006) 140 Cal.AppAth 1288, 1296). For example, in the case of Ventura Foothill Neighbors, a mere increase in the height of a building by 15 feet required a supplemental EIR, not an addendum. Ventura Foothill Neighbors v. Cty. of Ventura, 232 Cal. App. 4th 429 (2014). As discussed above, the expert opinion of Mr. Offermann constitutes substantial evidence that the residential component of the Project will result in a significant air quality impact to residential occupants of the Project. This impact is significant and new. It could not have been known in 2010 because the science in this area did not exist until 2015. Accordingly, the City violated CEQA by not preparing an SEIR to analyze and mitigate this new significant impact. There is no substantial evidence in the record to support a conclusion that the Project will not have a new significant indoor air quality impact as a result of significant changes to the Project when compared to the project analyzed in the 2010 EIR. Accordingly, the City's decision to prepare an Addendum rather than an SEIR is not supported by substantial evidence, and approval of the Project based on the Addendum would constitute an abuse of discretion. For the above and other reasons, the Planning Commission should decline to recommend the City Council approve the Addendum, and instead direct Planning Staff to 75C-33 4th and Mortimer CEQA Addendum October 12, 2020 Page 15 of 15 prepare and circulate an EIR for public review. The City may not rely on the 10-year old 2010 EIR. Sincerely, Richard Toshiyuki Drury LOZEAU DRURY LLP 75C-34 ATTACHMENT A 75C-35 IEE INDOOR ENVIRONMENTAL ENGINEERING HEE 1448 Pine Sheet, Suite 103 San Francisco, California 94109 Telephone: (415) 567-7700 E-mail: offermwnm IEE-SF.com htto://w .ice-sfcom Date: October 12, 2020 To: Richard Drury Lozeau I Drury LLP 1939 Harrison Street, Suite 150 Oakland, California 94612 From: Francis J. Offermann PE CIH Subject: Indoor Air Quality: 4a' and Mortimer Project, Santa Ana, CA (IEE File Reference: P-4394) Pages: 19 Indoor Air Quality Impacts Indoor air quality (IAQ) directly impacts the comfort and health of building occupants, and the achievement of acceptable IAQ in newly constructed and renovated buildings is a well - recognized design objective. For example, IAQ is addressed by major high-performance building rating systems and building codes (California Building Standards Commission, 2014; USGBC, 2014). Indoor air quality in homes is particularly important because occupants, on average, spend approximately ninety percent of their time indoors with the majority of this time spent at home (EPA, 2011). Some segments of the population that are most susceptible to the effects of poor IAQ, such as the very young and the elderly, occupy their homes almost continuously. Additionally, an increasing number of adults are working from home at least some of the time during the workweek. Indoor air quality also is a serious concern for workers in hotels, offices and other business establishments. The concentrations of many air pollutants often are elevated in homes and other buildings relative to outdoor air because many of the materials and products used indoors contain and release a variety of pollutants to air (Hodgson et al., 2002; Offermann and Hodgson, 75C-36 2011). With respect to indoor air contaminants for which inhalation is the primary route of exposure, the critical design and construction parameters are the provision of adequate ventilation and the reduction of indoor sources of the contaminants Indoor Formaldehyde Concentrations Impact. In the California New Home Study (CNHS) of 108 new homes in California (Offermann, 2009), 25 air contaminants were measured, and formaldehyde was identified as the indoor air contaminant with the highest cancer risk as determined by the California Proposition 65 Safe Harbor Levels (OEHHA, 2017a), No Significant Risk Levels (NSRL) for carcinogens. The NSRL is the daily intake level calculated to result in one excess case of cancer in an exposed population of 100,000 (i.e., ten in one million cancer risk) and for formaldehyde is 40 µg/day. The NSRL concentration of formaldehyde that represents a daily dose of 40 µg is 2 µg/m3, assuming a continuous 24-hour exposure, a total daily inhaled air volume of 20 m3, and 100% absorption by the respiratory system. All of the CNHS homes exceeded this NSRL concentration of 2 µg/m3. The median indoor formaldehyde concentration was 36 µg/m3, and ranged from 4.8 to 136 µg/m3, which corresponds to a median exceedance of the 2 µg/m3 NSRL concentration of 18 and a range of 2.3 to 68. Therefore, the cancer risk of a resident living in a California home with the median indoor formaldehyde concentration of 36 µg/m3, is 180 per million as a result of formaldehyde alone. The CEQA significance threshold for airborne cancer risk is 10 per million, as established by the South Coast Air Quality Management District (SCAQMD, 2015). Besides being a human carcinogen, formaldehyde is also a potent eye and respiratory irritant. In the CNHS, many homes exceeded the non -cancer reference exposure levels (RELs) prescribed by California Office of Environmental Health Hazard Assessment (OEHHA, 2017b). The percentage of homes exceeding the RELs ranged from 98% for the Chronic REL of 9 µg/m3 to 28% for the Acute REL of 55 µg/m3. The primary source of formaldehyde indoors is composite wood products manufactured with urea -formaldehyde resins, such as plywood, medium density fiberboard, and 796117 particleboard. These materials are commonly used in building construction for flooring, cabinetry, baseboards, window shades, interior doors, and window and door trims. In January 2009, the California Air Resources Board (CARB) adopted an airborne toxics control measure (ATCM) to reduce formaldehyde emissions from composite wood products, including hardwood plywood, particleboard, medium density fiberboard, and also furniture and other finished products made with these wood products (California Air Resources Board 2009). While this formaldehyde ATCM has resulted in reduced emissions from composite wood products sold in California, they do not preclude that homes built with composite wood products meeting the CARB ATCM will have indoor formaldehyde concentrations below cancer and non -cancer exposure guidelines. A follow up study to the California New Home Study (CNHS) was conducted in 2016-2018 (Chan et. al., 2019), and found that the median indoor formaldehyde in new homes built after 2009 with CARB Phase 2 Formaldehyde ATCM materials had lower indoor formaldehyde concentrations, with amedian indoor concentrations of 22.4 µg/m3 (18.2 ppb) as compared to a median of 36 µg/m3 found in the 2007 CNHS. Thus, while new homes built afterthe 2009 CARB formaldehyde ATCM have a38% lower median indoor formaldehyde concentration and cancer risk, the median lifetime cancer risk is still 112 per million for homes built with CARB compliant composite wood products. This median lifetime cancer risk is more than 11 times the OEHHA 10 in a million cancer risk threshold (OEHHA, 2017a). With respect to 0 and Mortimer Project in Santa Ana, CA the buildings consist of multi- family residential buildings and commercial buildings. The employees of the commercial spaces are expected to experience significant indoor exposures (e.g., 40 hours per week, 50 weeks per year). These exposures for employees are anticipated to result in significant cancer risks resulting from exposures to formaldehyde released by the building materials and furnishing commonly found in offices, warehouses, residences and hotels. 7d6138 Because these commercial spaces will be constructed with CARB Phase 2 Formaldehyde ATCM materials, and be ventilated with the minimum code required amount of outdoor air, the indoor formaldehyde concentrations are likely similar to those concentrations observed in residences built with CARB Phase 2 Formaldehyde ATCM materials, which is a median of 22.4 µg/m3 (Chan et. al., 2019) Assuming that the commercial spaces employees work 8 hours per day and inhale 20 m3 of air per day, the formaldehyde dose per work -day at the offices is 149 µg/day. Assuming that these employees work 5 days per week and 50 weeks per year for 45 years (start at age 20 and retire at age 65) the average 70-year lifetime formaldehyde daily dose is 65.8 µg/day This is 1.64 times the NSRL (OEHHA, 2017a) of 40 µg/day and represents a cancer risk of 16.4 per million, which exceeds the CEQA cancer risk of 10 per million. This impact should be analyzed in an environmental impact report ("EIR"), and the agency should impose all feasible mitigation measures to reduce this impact. Several feasible mitigation measures are discussed below and these and other measures should be analyzed in an EIR. The residential occupants will potentially have continuous exposure (e.g., 24 hours per day, 52 weeks per year) to formaldehyde released by the building materials and furnishing commonly found in residential construction. These exposures to formaldehyde are anticipated to result in significant cancer risks. Because these residences will be constructed with CARB Phase 2 Formaldehyde ATCM materials and ventilated with the minimum code required amount of outdoor air, the indoor residential formaldehyde concentrations are likely similar to those concentrations observed in residences built with CARB Phase 2 Formaldehyde ATCM materials, which is a median of 22.4 µg/m3 (Chan et. al., 2019) Assuming that the residential occupants inhale 20 m3 of air per day, the average 70-year 796119 lifetime formaldehyde daily dose is 448 µg/day for continuous exposure in the residences. This exposure represents a cancer risk of 112 per million, which is more than 11 times SCAQMD's CEQA significance threshold for airborne cancer risk of 10 per million (SCAQMD, 2015). For occupants that do not have continuous exposure, the cancer risk will be proportionally less but still substantially over this CEQA cancer risk of 10 per million (e.g. for 12/hour/day occupancy, more than 5 times the OEHHA cancer risk of 10 per million). Appendix A, Indoor Formaldehyde Concentrations and the CARB Formaldehyde ATCM, provides analyses that show utilization of CARB Phase 2 Formaldehyde ATCM materials will not ensure acceptable cancer risks with respect to formaldehyde emissions from composite wood products. Even composite wood products manufactured with CARB certified ultra low emitting formaldehyde (ULEF) resins do not insure that the indoor air will have concentrations of formaldehyde below the CEQA cancer risks. The permissible emission rates for ULEF composite wood products are only 11-15% lower than the CARB Phase 2 emission rates. Only use of composite wood products made with no -added formaldehyde resins (NAF), such as resins made from soy, polyvinyl acetate, or methylene diisocyanate can insure that the CEQA cancer risk of 10 per million is met. The following describes a method that should be used, prior to construction in the environmental review under CEQA, for determining whether the indoor concentrations resulting from the formaldehyde emissions of specific building materials/furnishings selected exceed cancer and non -cancer guidelines. Such a design analyses can be used to identify those materials/furnishings prior to the completion of the City's CEQA review and project approval, that have formaldehyde emission rates that contribute to indoor concentrations that exceed cancer and non -cancer guidelines, so that alternative lower emitting materials/furnishings may be selected and/or higher minimum outdoor air ventilation rates can be increased to achieve acceptable indoor concentrations and incorporated as mitigation measures for this project. 76 140 Pre -Construction Building Materlal/Fumishlna Formaldehvde Emissions Assessment This formaldehyde emissions assessment should be used in the environmental review under CEQA to assess the indoor formaldehyde concentrations from the proposed loading of building materials/furnishings, the area -specific formaldehyde emission rate data for building materials/furnishings, and the design minimum outdoor air ventilation rates. This assessment allows the applicant (and the City) to determine, before the conclusion of the environmental review process and the building materials/furnishings are specified, purchased, and installed, if the total chemical emissions will exceed cancer and non -cancer guidelines, and if so, allow for changes in the selection of specific material/furnishings and/or the design minimum outdoor air ventilations rates such that cancer and non -cancer guidelines are not exceeded. 1.) Define Indoor Air Quality Zones. Divide the building into separate indoor air quality zones, (IAQ Zones). IAQ Zones are defined as areas of well -mixed air. Thus, each ventilation system with recirculating air is considered a single zone, and each room or group of rooms where air is not recirculated (e.g. 100% outdoor air) is considered a separate zone. For IAQ Zones with the same construction material/fumishings and design minimum outdoor air ventilation rates. (e.g. hotel rooms, apartments, condominiums, etc.) the formaldehyde emission rates need only be assessed for a single IAQ Zone of that type. 2.) Calculate Materlal/Fumishlna Loading. For each IAQ Zone, determine the building material and furnishing loadings (e.g., m2 of materiaUm2 floor area, units of furnishings/m2 floor area) from an inventory of all potential indoor formaldehyde sources, including flooring, ceiling tiles, furnishings, finishes, insulation, sealants, adhesives, and any products constructed with composite wood products containing urea -formaldehyde resins (e.g., plywood, medium density fiberboard, particleboard). 3.) Calculate the Formaldehyde Emission Rate. For each building material, calculate the formaldehyde emission rate (µg/h) from the product of the area -specific formaldehyde emission rate (µg/m2-h) and the area (m) of material in the IAQ Zone, and from each furnishing (e.g. chairs, desks, etc.) from the unit -specific formaldehyde emission rate (µg/unit-h) and the number of units in the IAQ Zone. 79v141 NOTE: As a result of the high-performance building rating systems and building codes (California Building Standards Commission, 2014; USGBC, 2014), most manufacturers of building materials furnishings sold in the United States conduct chemical emission rate tests using the California Department of Health "Standard Method for the Testing and Evaluation of Volatile Organic Chemical Emissions for Indoor Sources Using Environmental Chambers," (CDPH, 2017), or other equivalent chemical emission rate testing methods. Most manufacturers of building furnishings sold in the United States conduct chemical emission rate tests using ANSI/BIFMA M7.1 Standard Test Method for Determining VOC Emissions (BIFMA, 2018), or other equivalent chemical emission rate testing methods. CDPH, BIFMA, and other chemical emission rate testing programs, typically certify that a material or furnishing does not create indoor chemical concentrations in excess of the maximum concentrations permitted by their certification. For instance, the CDPH emission rate testing requires that the measured emission rates when input into an office, school, or residential model do not exceed one-half of the OEHHA Chronic Exposure Guidelines (OEHHA, 2017b) for the 35 specific VOCs, including formaldehyde, listed in Table 4-1 of the CDPH test method (CDPH, 2017). These certifications themselves do not provide the actual area -specific formaldehyde emission rate (i.e., µg/m2-h) of the product, but rather provide data that the formaldehyde emission rates do not exceed the maximum rate allowed for the certification. Thus, for example, the data for a certification of a specific type of flooring may be used to calculate that the area -specific emission rate of formaldehyde is less than 31 µg/m2-h, but not the actual measured specific emission rate, which may be 3, 18, or 30 µg/m2-h. These area -specific emission rates determined from the product certifications of CDPH, BIFA, and other certification programs can be used as an initial estimate of the formaldehyde emission rate. If the actual area -specific emission rates of a building material or furnishing is needed (i.e. the initial emission rates estimates from the product certifications are higher than desired), then that data can be acquired by requesting from the manufacturer the complete chemical emission rate test report. For instance if the complete CDPH emission test report is requested for a CDHP certified product, that report will provide the actual area -specific 79v 142 emission rates for not only the 35 specific VOCs, including formaldehyde, listed in Table 4-1 of the CDPH test method (CDPH, 2017), but also all of the cancer and reproductive/developmental chemicals listed in the California Proposition 65 Safe Harbor Levels (OEHHA, 2017a), all of the toxic air contaminants (TACs) in the California Air Resources Board Toxic Air Contamination List (CARB, 2011), and the 10 chemicals with the greatest emission rates. Alternatively, a sample of the building material or furnishing can be submitted to a chemical emission rate testing laboratory, such as Berkeley Analytical Laboratory (httns://berkeleyanalytical.com), to measure the formaldehyde emission rate. 4.) Calculate the Total Formaldehyde Emission Rate. For each IAQ Zone, calculate the total formaldehyde emission rate (i.e. µg/h) from the individual formaldehyde emission rates from each of the building material/furnishings as determined in Step 3. 5.) Calculate the Indoor Formaldehyde Concentration. For each IAQ Zone, calculate the indoor formaldehyde concentration (µg/m3) from Equation 1 by dividing the total formaldehyde emission rates (i.e. µg/h) as determined in Step 4, by the design minimum outdoor air ventilation rate (m3/h) for the IAQ Zone. ELLL Cin = (Equation 1) Qoa where: Co = indoor formaldehyde concentration (µg/m3) Etow = total formaldehyde emission rate (µg/h) into the IAQ Zone. Qoa = design minimum outdoor air ventilation rate to the IAQ Zone (m3/h) The above Equation 1 is based upon mass balance theory, and is referenced in Section 3.10.2 "Calculation of Estimated Building Concentrations" of the California Department of Health "Standard Method for the Testing and Evaluation of Volatile Organic Chemical Emissions for Indoor Sources Using Environmental Chambers", (CDPH, 2017). 79v 143 6.) Calculate the Indoor Exposure Cancer and Non -Cancer Health Risks. For each IAQ Zone, calculate the cancer and non -cancer health risks from the indoor formaldehyde concentrations determined in Step 5 and as described in the OEHHA Air Toxics Hot Spots Program Risk Assessment Guidelines; Guidance Manual for Preparation of Health Risk Assessments (OEHHA, 2015). 7.) Mitigate Indoor Formaldehydeposures of exceeding the CEQA Cancer and/or Non - Cancer Health Risks. In each IAQ Zone, provide mitigation for any formaldehyde exposure risk as determined in Step 6, that exceeds the CEQA cancer risk of 10 per million or the CEQA non -cancer Hazard Quotient of 1.0. Provide the source and/or ventilation mitigation required in all IAQ Zones to reduce the health risks of the chemical exposures below the CEQA cancer and non -cancer health risks. Source mitigation for formaldehyde may include: 1.) reducing the amount materials and/or furnishings that emit formaldehyde 2.) substituting a different material with a lower area -specific emission rate of formaldehyde Ventilation mitigation for formaldehyde emitted from building materials and/or furnishings may include: 1.) increasing the design minimum outdoor air ventilation rate to the IAQ Zone. NOTE: Mitigating the formaldehyde emissions through use of less material/furnishings, or use of lower emitting materials/furnishings, is the preferred mitigation option, as mitigation with increased outdoor air ventilation increases initial and operating costs associated with the heating/cooling systems. Further, we are not asking that the builder "speculate" on what and how much composite materials be used, but rather at the design stage to select composite wood materials based on the formaldehyde emission rates that manufacturers routinely conduct using the California Department of Health "Standard Method for the Testing and Evaluation of 79v6144 Volatile Organic Chemical Emissions for Indoor Sources Using Environmental Chambers," (CDPH, 2017), and use the procedure described earlier above (i.e. Pre - Construction Building Material/Fumishing Formaldehyde Emissions Assessment) to insure that the materials selected achieve acceptable cancer risks from material off gassing of formaldehyde. Outdoor Air Ventilation Impact. Another important finding of the CNHS, was that the outdoor air ventilation rates in the homes were very low. Outdoor air ventilation is a very important factor influencing the indoor concentrations of air contaminants, as it is the primary removal mechanism of all indoor air generated contaminants. Lower outdoor air exchange rates cause indoor generated air contaminants to accumulate to higher indoor air concentrations. Many homeowners rarely open their windows or doors for ventilation as a result of their concerns for security/safety, noise, dust, and odor concerns (Price, 2007). In the CNHS field study, 32% of the homes did not use their windows during the 24-hour Test Day, and 15% of the homes did not use their windows during the entire preceding week. Most of the homes with no window usage were homes in the winter field session. Thus, a substantial percentage of homeowners never open their windows, especially in the winter season. The median 24-hour measurement was 0.26 air changes per hour (ach), with a range of 0.09 ach to 5.3 ach. A total of 67% of the homes had outdoor air exchange rates below the minimum California Building Code (2001) requirement of 0.35 ach. Thus, the relatively tight envelope construction, combined with the fact that many people never open their windows for ventilation, results in homes with low outdoor air exchange rates and higher indoor air contaminant concentrations. The 4"' and Mortimer Project located in Santa Ana, CA is close to roads with moderate to high traffic (e.g., E. 4th Street, E. 5"' Street, French Street, Mortimer Street, and N. Minter Street, etc.) as well as close to the AT&SF rail line. As a result of the outdoor vehicle traffic noise, the Project site is likely to be a sound impacted site. According to the 41' and Mortimer Project —Environmental Impact Report Addendum, SCH #2006071100, (City of Santa Ana, 2020) the ambient noise level exceeds 65 dBA CNEL. 796145 As a result of the high outdoor noise levels, the current project will require a mechanical supply of outdoor air ventilation to allow for a habitable interior environment with closed windows and doors. Such a ventilation system would allow windows and doors to be kept closed at the occupant's discretion to control exterior noise within building interiors. PM2.5 Outdoor Concentrations Impact. An additional impact of the nearby motor vehicle traffic associated with this project, are the outdoor concentrations of PM2.5. According to the 4a' and Mortimer Project — Environmental Impact Report Addendum, SCH #2006071100, (City of Santa Ana, 2020), the Project is located in South Coast Air Basin, which is a State and Federal non -attainment area for PM2.5. An air quality analyses should to be conducted to determine the concentrations of PM2.5 in the outdoor and indoor air that people inhale each day. This air quality analyses needs to consider the cumulative impacts of the project related emissions, existing and projected future emissions from local PM2.5 sources (e.g. stationary sources, motor vehicles, and airport traffic) upon the outdoor air concentrations at the Project site. If the outdoor concentrations are determined to exceed the California and National annual average PM2.5 exceedence concentration of 12 µg/m3, or the National 24-hour average exceedence concentration of 35 µg/m3, then the buildings need to have a mechanical supply of outdoor air that has air filtration with sufficient removal efficiency, such that the indoor concentrations of outdoor PM2.5 particles is less than the California and National PM2.5 annual and 24-hour standards. It is my experience that based on the projected high traffic noise levels, the annual average concentration of PM2.5 will exceed the California and National PM2.5 annual and 24-hour standards and warrant installation of high efficiency air filters (i.e. MERV 13 or higher) in all mechanically supplied outdoor air ventilation systems. Indoor Air Quality Impact Mitigation Measures The following are recommended mitigation measures to minimize the impacts upon indoor quality: 796 16 Indoor Formaldehvde Concentrations Mitigation. Use only composite wood materials (e.g. hardwood plywood, medium density fiberboard, particleboard) for all interior finish systems that are made with CARB approved no -added formaldehyde (NAF) resins (CARB, 2009). CARB Phase 2 certified composite wood products, or ultra -low emitting formaldehyde (ULEF) resins, do not insure indoor formaldehyde concentrations that are below the CEQA cancer risk of 10 per million. Only composite wood products manufactured with CARB approved no -added formaldehyde (NAF) resins, such as resins made from soy, polyvinyl acetate, or methylene diisocyanate can insure that the OEHHA cancer risk of 10 per million is met. Alternatively, conduct the previously described Pre -Construction Building Material/Fumishing Chemical Emissions Assessment, to determine that the combination of formaldehyde emissions from building materials and furnishings do not create indoor formaldehyde concentrations that exceed the CEQA cancer and non -cancer health risks. It is important to note that we are not asking that the builder "speculate" on what and how much composite materials be used, but rather at the design stage to select composite wood materials based on the formaldehyde emission rates that manufacturers routinely conduct using the California Department of Health "Standard Method for the Testing and Evaluation of Volatile Organic Chemical Emissions for Indoor Sources Using Environmental Chambers", (CDPH, 2017), and use the procedure described above (i.e. Pre -Construction Building Material/Fumishing Formaldehyde Emissions Assessment) to insure that the materials selected achieve acceptable cancer risks from material off gassing of formaldehyde. Outdoor Air Ventilation Mitigation. Provide each habitable room with a continuous mechanical supply of outdoor air that meets or exceeds the California 2016 Building Energy Efficiency Standards (California Energy Commission, 2015) requirements of the greater of 15 cfm/occupant or 0.15 cfm/ft2 of floor area. Following installation of the system conduct testing and balancing to insure that required amount of outdoor air is entering each habitable room and provide a written report documenting the outdoor airflow rates. Do not use 7 ] ��qf 1� exhaust only mechanical outdoor air systems, use only balanced outdoor air supply and exhaust systems or outdoor air supply only systems. Provide a manual for the occupants or maintenance personnel, that describes the purpose of the mechanical outdoor air system and the operation and maintenance requirements of the system. PM2.5 Outdoor Air Concentration Mitigation. Install air filtration with sufficient PM2.5 removal efficiency (e.g. MERV 13 or higher) to filter the outdoor air entering the mechanical outdoor air supply systems, such that the indoor concentrations of outdoor PM2.5 particles are less than the California and National PM2.5 annual and 24-hour standards. Install the air filters in the system such that they are accessible for replacement by the occupants or maintenance personnel. Include in the mechanical outdoor air ventilation system manual instructions on how to replace the air filters and the estimated frequency of replacement. References BIFA. 2018. BIFMA Product Safety and Performance Standards and Guidelines. www.bifma.org/vage/standardsoverview California Air Resources Board. 2009. Airborne Toxic Control Measure to Reduce Formaldehyde Emissions from Composite Wood Products. California Environmental Protection Agency, Sacramento, CA. httns://www.arb.ca.gov/regact/2007/comywood07/fro-final.ndf California Air Resources Board. 2011. Toxic Air Contaminant Identification List. California Environmental Protection Agency, Sacramento, CA. httns://www.arb.ca.gov/toxics/id/taclist.htm California Building Code. 2001. California Code of Regulations, Title 24, Part 2 Volume 1, Appendix Chapter 12, Interior Environment, Division 1, Ventilation, Section 1207: 2001 California Building Code, California Building Standards Commission. Sacramento, CA. 7 �f 1 8 California Building Standards Commission (2014). 2013 California Green Building Standards Code. California Code of Regulations, Title 24, Part 11. California Building Standards Commission, Sacramento, CA http://www.bsc.ca.gov/Home/CALGreen.aspx. California Energy Commission, PIER Program. CEC-500-2007-033. Final Report, ARB Contract 03-326. Available at: www.arb.ca.gov/research/anr/nast/03-326.ndf. California Energy Commission, 2015. 2016 Building Energy Efficiency Standards for Residential and Nonresidential Buildings, California Code of Regulations, Title 24, Part 6. http://www.enerpy.ca.gov/2015nublications/CEC-400-2015-037/CEC-400-2015-037- CMF.pdf CDPH. 2017. Standard Method for the Testing and Evaluation of Volatile Organic Chemical Emissions for Indoor Sources Using Environmental Chambers, Version 1.1. California Department of Public Health, Richmond, CA. https://www.cdph.ca.gov/Programs/CCDPHP/ DEODC/EHLB/IAQ/Pages/VOC.aspx. Chan, W., Kim, Y., Singer, B., and Walker I. 2019. Ventilation and Indoor Air Quality in New California Homes with Gas Appliances and Mechanical Ventilation. Lawrence Berkeley National Laboratory, Energy Technologies Area, LBNL-2001200, DOI: 10.20357/B7QC7X. City of Santa Ana. 2020. 4"' and Mortimer Project — Environmental Impact Report Addendum, SCH #2006071100. EPA. 2011. Exposure Factors Handbook: 2011 Edition, Chapter 16 — Activity Factors. Report EPA/600/R-09/052F, September 2011. U.S. Environmental Protection Agency, Washington, D.C. Hodgson, A. T., D. Beal, J.E.R. McIlvaine. 2002. Sources of formaldehyde, other aldehydes and terpenes in a new manufactured house. Indoor Air 12: 235-242. 7 L46f l49 OEHHA (Office of Environmental Health Hazard Assessment). 2015. Air Toxics Hot Spots Program Risk Assessment Guidelines; Guidance Manual for Preparation of Health Risk Assessments OEHHA (Office of Environmental Health Hazard Assessment). 2017a. Proposition 65 Safe Harbor Levels. No Significant Risk Levels for Carcinogens and Maximum Allowable Dose Levels for Chemicals Causing Reproductive Toxicity. Available at: httD://www.oehha.ca.2ov/DrOD65/ndf/safeharbor08l5l3.Ddf OEHHA - Office of Environmental Health Hazard Assessment. 2017b. All OEHHA Acute, 8-hour and Chronic Reference Exposure Levels. Available at: httD:Hoehha.ca.2ov/air/allrels.html Offermann, F. J. 2009. Ventilation and Indoor Air Quality in New Homes. California Air Resources Board and California Energy Commission, PIER Energy -Related Environmental Research Program. Collaborative Report. CEC-500-2009-085. https://www.arb.ca.gov/research/gpr/past/04-310.pdf Offermann, F. J. and A. T. Hodgson. 2011. Emission Rates of Volatile Organic Compounds in New Homes. Proceedings Indoor Air 2011 (121h International Conference on Indoor Air Quality and Climate 2011), June 5-10, 2011, Austin, TX. South Coast Air Quality Management District (SCAQMD). 2015. California Environmental Quality Act Air Quality Handbook. South Coast Air Quality Management District, Diamond Bar, CA, httv://www.agmd.gov/home/rules-compliance/cega/air-quality- analysis-handbook USGBC. 2014. LEED BD+C Homes v4. U.S. Green Building Council, Washington, D.C. htty://www.usgbc.org/credits/homes/v4 796 190 APPENDIX A INDOOR FORMALDEHYDE CONCENTRATIONS AND THE CARB FORMALDEHYDE ATCM With respect to formaldehyde emissions from composite wood products, the CARB ATCM regulations of formaldehyde emissions from composite wood products, do not assure healthful indoor air quality. The following is the stated purpose of the CARB ATCM regulation - The purpose of this airborne toxic control measure is to "reduce formaldehyde emissions from composite wood products, and finished goods that contain composite wood products, that are sold, offered for sale, supplied, used, or manufactured for sale in California". In other words, the CARB ATCM regulations do not "assure healthful indoor air quality", but rather "reduce formaldehyde emissions from composite wood products". Just how much protection do the CARB ATCM regulations provide building occupants from the formaldehyde emissions generated by composite wood products? Definitely some, but certainly the regulations do not "assure healthful indoor air quality" when CARB Phase 2 products are utilized. As shown in the Chan 2019 study of new California homes, the median indoor formaldehyde concentration was of 22.4 µg/m3 (18.2 ppb), which corresponds to a cancer risk of 112 per million for occupants with continuous exposure, which is more than 11 times the CEQA cancer risk of 10 per million. Another way of looking at how much protection the CARB ATCM regulations provide building occupants from the formaldehyde emissions generated by composite wood products is to calculate the maximum number of square feet of composite wood product that can be in a residence without exceeding the CEQA cancer risk of 10 per million for occupants with continuous occupancy. For this calculation I utilized the floor area (2,272 ft), the ceiling height (8.5 ft), and the number of bedrooms (4) as defined in Appendix B (New Single -Family Residence Scenario) ofthe Standard Method for the Testing and Evaluation of Volatile Organic Chemical Emissions for Indoor Sources Using Environmental Chambers, Version 1.1, 2017, California Department of Public Health, 7G�f--11 Richmond, CA. https://www.edph.ca.gov/Programs/CCDPHP/ DEODC/EHLB/IAQ/Pages/VOC.aspx. For the outdoor air ventilation rate I used the 2019 Title 24 code required mechanical ventilation rate (ASHRAE 62.2) of 106 cfm (180 m3/h) calculated for this model residence. For the composite wood formaldehyde emission rates I used the CARB ATCM Phase 2 rates The calculated maximum number of square feet of composite wood product that can be in a residence, without exceeding the CEQA cancer risk of 10 per million for occupants with continuous occupancy are as follows for the different types of regulated composite wood products. Medium Density Fiberboard (MDF) — 15 ft2 (0.7% of the floor area), or Particle Board —30 ft2 (1.3% of the floor area), or Hardwood Plywood — 54 ft2 (2.4% of the floor area), or Thin MDF — 46 ft2 (2.0 % of the floor area). For offices and hotels the calculated maximum amount of composite wood product (% of floor area) that can be used without exceeding the CEQA cancer risk of 10 per million for occupants, assuming 8 hours/day occupancy, and the California Mechanical Code minimum outdoor air ventilation rates are as follows for the different types of regulated composite wood products. Medium Density Fiberboard (MDF) — 3.6 % (offices) and 4.6% (hotel rooms), or Particle Board — 7.2 % (offices) and 9.4% (hotel rooms), or Hardwood Plywood — 13 % (offices) and 17% (hotel rooms), or Thin MDF — 11 % (offices) and 14 % (hotel rooms) Clearly the CARB ATCM does not regulate the formaldehyde emissions from composite wood products such that the potentially large areas of these products, such as for flooring, baseboards, interior doors, window and door trims, and kitchen and bathroom cabinetry, could be used without causing indoor formaldehyde concentrations that result in CEQA 7 � 6 is cancer risks that substantially exceed 10 per million for occupants with continuous occupancy Even composite wood products manufactured with CARB certified ultra low emitting formaldehyde (ULEF) resins do not insure that the indoor air will have concentrations of formaldehyde the meet the OEHHA cancer risks that substantially exceed 10 per million. The permissible emission rates for ULEF composite wood products are only 11-15% lower than the CARB Phase 2 emission rates. Only use of composite wood products made with no -added formaldehyde resins (NAF), such as resins made from soy, polyvinyl acetate, or methylene diisocyanate can insure that the OEHHA cancer risk of 10 per million is met. If CARB Phase 2 compliant or ULEF composite wood products are utilized in construction, then the resulting indoor formaldehyde concentrations should be determined in the design phase using the specific amounts of each type of composite wood product, the specific formaldehyde emission rates, and the volume and outdoor air ventilation rates of the indoor spaces, and all feasible mitigation measures employed to reduce this impact (e.g. use less formaldehyde containing composite wood products and/or incorporate mechanical systems capable of higher outdoor air ventilation rates). See the procedure described earlier (i.e. Pre -Construction Building Material/Furnishing Formaldehyde Emissions Assessment) to insure that the materials selected achieve acceptable cancer risks from material off gassing of formaldehyde. Alternatively, and perhaps a simpler approach, is to use only composite wood products (e.g. hardwood plywood, medium density fiberboard, particleboard) for all interior finish systems that are made with CARB approved no -added formaldehyde (NAF) resins. 7G�f--13 Francis (Bud) J. Offermann III PE, CIH Indoor Environmental Engineering 1448 Pine Street, Suite 103, San Francisco, CA 94109 Phone: 415-567-7700 Email: Offermann@iee-sf com http://w .iee-sf.com Education M.S. Mechanical Engineering (1985) Stanford University, Stanford, CA. Graduate Studies in Air Pollution Monitoring and Control (1980) University of California, Berkeley, CA. B.S. in Mechanical Engineering (1976) Rensselaer Polytechnic Institute, Troy, N.Y. Professional Experience President: Indoor Environmental Engineering, San Francisco, CA. December, 1981 - present. Direct team of environmental scientists, chemists, and mechanical engineers in conducting State and Federal research regarding indoor air quality instrumentation development, building air quality field studies, ventilation and air cleaning performance measurements, and chemical emission rate testing. Provide design side input to architects regarding selection of building materials and ventilation system components to ensure a high quality indoor environment. Direct Indoor Air Quality Consulting Team for the winning design proposal for the new State of Washington Ecology Department building. Develop a full-scale ventilation test facility for measuring the performance of air diffusers; ASHRAE 129, Air Change Effectiveness, and ASHRAE 113, Air Diffusion Performance Index. Develop a chemical emission rate testing laboratory for measuring the chemical emissions from building materials, furnishings, and equipment. Principle Investigator of the California New Homes Study (2005-2007). Measured ventilation and indoor air quality in 108 new single family detached homes in northern and southern California. Develop and teach IAQ professional development workshops to building owners, managers, hygienists, and engineers. 75C-54 Air Pollution Engineer: Earth Metrics Inc., Burlingame, CA, October, 1985 to March, 1987. Responsible for development of an air pollution laboratory including installation a forced choice olfactometer, tracer gas electron capture chromatograph, and associated calibration facilities. Field team leader for studies of fugitive odor emissions from sewage treatment plants, entrainment of fume hood exhausts into computer chip fabrication rooms, and indoor air quality investigations. Staff Scientist: Building Ventilation and Indoor Air Quality Program, Energy and Environment Division, Lawrence Berkeley Laboratory, Berkeley, CA. January, 1980 to August, 1984. Deputy project leader for the Control Techniques group; responsible for laboratory and field studies aimed at evaluating the performance of indoor air pollutant control strategies (i.e. ventilation, filtration, precipitation, absorption, adsorption, and source control). Coordinated field and laboratory studies of air-to-air heat exchangers including evaluation of thermal performance, ventilation efficiency, cross -stream contaminant transfer, and the effects of freezing/defrosting. Developed an in situ test protocol for evaluating the performance of air cleaning systems and introduced the concept of effective cleaning rate (ECR) also known as the Clean Air Delivery Rate (CADR). Coordinated laboratory studies of portable and ducted air cleaning systems and their effect on indoor concentrations of respirable particles and radon progeny. Co -designed an automated instrument system for measuring residential ventilation rates and radon concentrations. Designed hardware and software for a multi -channel automated data acquisition system used to evaluate the performance of air-to-air heat transfer equipment. Assistant Chief Engineer: Alta Bates Hospital, Berkeley, CA, October, 1979 to January, 1980. Responsible for energy management projects involving installation of power factor correction capacitors on large inductive electrical devices and installation of steam meters on physical plant steam lines. Member of Local 39, International Union of Operating Engineers. Manufacturing Engineer: American Precision Industries, Buffalo, NY, October, 1977 to October, 1979. 756-55 Responsible for reorganizing the manufacturing procedures regarding production of shell and tube heat exchangers. Designed customized automatic assembly, welding, and testing equipment. Designed a large paint spray booth. Prepared economic studies justifying new equipment purchases. Safety Director. Project Engineer: Arcata Graphics, Buffalo, N.Y. June, 1976 to October, 1977. Responsible for the design and installation of a bulk ink storage and distribution system and high speed automatic counting and marking equipment. Also coordinated material handling studies which led to the purchase and installation of new equipment. PROFESSIONAL ORGANIZATION MEMBERSHIP American Society of Heating, Refrigeration and Air Conditioning Engineers (ASHRAE) • Chairman of SPC-145P, Standards Project Committee - Test Method for Assessing the Performance of Gas Phase Air Cleaning Equipment (1991-1992) • Member SPC-129P, Standards Project Committee - Test Method for Ventilation Effectiveness (1986-97) - Member of Drafting Committee • Member Environmental Health Committee (1992-1994, 1997-2001, 2007-2010) - Chairman of EHC Research Subcommittee - Member of Man Made Mineral Fiber Position Paper Subcommittee - Member of the IAQ Position Paper Committee - Member of the Legionella Position Paper Committee - Member of the Limiting Indoor Mold and Dampness in Buildings Position Paper Committee • Member SSPC-62, Standing Standards Project Committee - Ventilation for Acceptable Indoor Air Quality (1992 to 2000) - Chairman of Source Control and Air Cleaning Subcommittee • Chairman of TC-4.10, Indoor Environmental Modeling (1988-92) - Member of Research Subcommittee • Chairman of TC-2.3, Gaseous Air Contaminants and Control Equipment (1989-92) - Member of Research Subcommittee American Society for Testing and Materials (ASTM) • D-22 Sampling and Analysis of Atmospheres - Member of Indoor Air Quality Subcommittee • E-06 Performance of Building Constructions American Board of Industrial Hygiene (ABIH) American Conference of Governmental Industrial Hygienists (ACGIH) • Bioaerosols Committee (2007-2013) 756-56 American Industrial Hygiene Association (AIHA) Cal -OSHA Indoor Air Quality Advisory Committee International Society of Indoor Air Quality and Climate (ISIAQ) • Co -Chairman of Task Force on HVAC Hygiene U. S. Green Building Council (USGBC) - Member of the IEQ Technical Advisory Group (2007-2009) - Member of the IAQ Performance Testing Work Group (2010-2012) Western Construction Consultants (WESTCON) PROFESSIONAL CREDENTIALS Licensed Professional Engineer - Mechanical Engineering Certified Industrial Hygienist - American Board of Industrial Hygienists SCIENTIFIC MEETINGS AND SYMPOSIA Biological Contamination, Diagnosis, and Mitigation, Indoor Air'90, Toronto, Canada, August, 1990. Models for Predicting Air Quality, Indoor Air'90, Toronto, Canada, August, 1990. Microbes in Building Materials and Systems, Indoor Air '93, Helsinki, Finland, July, 1993. Microorganisms in Indoor Air Assessment and Evaluation of Health Effects and Probable Causes, Walnut Creek, CA, February 27, 1997. Controlling Microbial Moisture Problems in Buildings, Walnut Creek, CA, February 27, 1997. Scientific Advisory Committee, Roomvent 98, 61h International Conference on Air Distribution in Rooms, KTH, Stockholm, Sweden, June 14-17, 1998. Moisture and Mould, Indoor Air '99, Edinburgh, Scotland, August, 1999. Ventilation Modeling and Simulation, Indoor Air '99, Edinburgh, Scotland, August, 1999. Microbial Growth in Materials, Healthy Buildings 2000, Espoo, Finland, August, 2000. 756-57 Co -Chair, Bioaerosols X- Exposures in Residences, Indoor Air 2002, Monterey, CA, July 2002. Healthy Indoor Environments, Anaheim, CA, April 2003. Chair, Environmental Tobacco Smoke in Multi -Family Homes, Indoor Air 2008, Copenhagen, Denmark, July 2008. Co -Chair, ISIAQ Task Force Workshop; HVAC Hygiene, Indoor Air 2002, Monterey, CA, July 2002. Chair, ETS in Multi -Family Housing: Exposures, Controls, and Legalities Forum, Healthy Buildings 2009, Syracuse, CA, September 14, 2009. Chair, Energy Conservation and IAQ in Residences Workshop, Indoor Air 2011, Austin, TX, June 6, 2011. Chair, Electronic Cigarettes: Chemical Emissions and Exposures Colloquium, Indoor Air 2016, Ghent, Belgium, July 4, 2016. SPECIAL CONSULTATION Provide consultation to the American Home Appliance Manufacturers on the development of a standard for testing portable air cleaners, AHAM Standard AC-1. Served as an expert witness and special consultant for the U.S. Federal Trade Commission regarding the performance claims found in advertisements of portable air cleaners and residential furnace filters. Conducted a forensic investigation for a San Mateo, CA pro se defendant, regarding an alleged homicide where the victim was kidnapped in a steamer trunk. Determined the air exchange rate in the steamer trunk and how long the person could survive. Conducted in situ measurement of human exposure to toluene fumes released during nailpolish application for a plaintiffs attorney pursuing a California Proposition 65 product labeling case. June, 1993. Conducted a forensic in situ investigation for the Butte County, CA Sheriff's Department of the emissions of a portable heater used in the bedroom of two twin one year old girls who suffered simultaneous crib death. Consult with OSHA on the 1995 proposed new regulation regarding indoor air quality and environmental tobacco smoke. 75C-58 Consult with EPA on the proposed Building Alliance program and with OSHA on the proposed new OSHA IAQ regulation. Johnson Controls Audit/Certification Expert Review; Milwaukee, WI. May 28-29, 1997. Winner of the nationally published 1999 Request for Proposals by the State of Washington to conduct a comprehensive indoor air quality investigation of the Washington State Department of Ecology building in Lacey, WA. Selected by the State of California Attorney General's Office in August, 2000 to conduct a comprehensive indoor air quality investigation of the Tulare County Court House. Lawrence Berkeley Laboratory IAQ Experts Workshop: "Cause and Prevention of Sick Building Problems in Offices: The Experience of Indoor Environmental Quality Investigators", Berkeley, California, May 26-27, 2004. Provide consultation and chemical emission rate testing to the State of California Attorney General's Office in 2013-2015 regarding the chemical emissions from e- cigarettes. PEER -REVIEWED PUBLICATIONS: F.J.Offermann, C.D.Hollowell, and G.D.Roseme, "Low -Infiltration Housing in Rochester, New York: A Study of Air Exchange Rates and Indoor Air Quality," Environment International, 8, pp. 435-445, 1982. W.W.Nazaroff, F.J.Offermann, and A.W.Robb, "Automated System for Measuring Air Exchange Rate and Radon Concentration in Houses," Health Physics, 45, pp. 525-537, 1983. F.J.Offermann, W.J.Fisk, D.T.Grimsrud, B.Pedersen, and K.L.Revzan, "Ventilation Efficiencies of Wall- or Window -Mounted Residential Air -to -Air Heat Exchangers," ASHRAE Annual Transactions, 89-2B, pp 507-527, 1983. W.J.Fisk, K.M.Archer, R.E Chant, D. Hekmat, F.J.Offermann, and B.Pedersen, "Onset of Freezing in Residential Air -to -Air Heat Exchangers," ASHRAE Annual Transactions, 91- 1B, 1984. W.J.Fisk, K.M.Archer, R.E Chant, D. Hekmat, F.J.Offermann, and B.Pedersen, "Performance of Residential Air -to -Air Heat Exchangers During Operation with Freezing and Periodic Defrosts," ASHRAE Annual Transactions, 91-1B, 1984. F.J.Offermann, R.G.Sextro, W.J.Fisk, D.T.Grimsrud, W.W.Nazaroff, A.V.Nero, and K.L.Revzan, "Control of Respirable Particles with Portable Air Cleaners," Atmospheric Environment, Vol. 19, pp.1761-1771, 1985. 75d-59 R.G.Sextro, F.J.Offermann, W.W.Nazaroff, A.V.Nero, K.L.Revzan, and J.Yater, "Evaluation of Indoor Control Devices and Their Effects on Radon Progeny Concentrations," Atmospheric Environment, 12, pp. 429-438, 1986. W.J. Fisk, R.K.Spencer, F.J.Offermann, R.K.Spencer, B.Pedersen, R.Sextro, "Indoor Air Quality Control Techniques," Noyes Data Corporation, Park Ridge, New Jersey, (1987). F.J.Offermann, "Ventilation Effectiveness and ADPI Measurements of a Forced Air Heating System," ASHRAE Transactions , Volume 94, Part 1, pp 694-704, 1988. F.J.Offermann and D. Int-Hout "Ventilation Effectiveness Measurements of Three Supply/Return Air Configurations," Environment International, Volume 15, pp 585-592 1989. F.J. Offermann, S.A. Loiselle, M.C. Quinlan, and M.S. Rogers, "A Study of Diesel Fume Entrainment in an Office Building," IAO '89, The Human Equation: Health and Comfort, pp 179-183, ASHRAE, Atlanta, GA, 1989. R.G.Sextro and F.J.Offermann, "Reduction of Residential Indoor Particle and Radon Progeny Concentrations with Ducted Air Cleaning Systems," submitted to Indoor Air, 1990. S.A.Loiselle, A.T.Hodgson, and F.J.Offermann, "Development of An Indoor Air Sampler for Polycyclic Aromatic Compounds", Indoor Air, Volt, pp 191-210, 1991. F.J.Offermann, S.A.Loiselle, A.T.Hodgson, L.A. Gundel, and J.M. Daisey, "A Pilot Study to Measure Indoor Concentrations and Emission Rates of Polycyclic Aromatic Compounds", Indoor Air , Vol 4, pp 497-512, 1991. F.J. Offermann, S. A. Loiselle, R.G. Sextro, "Performance Comparisons of Six Different Air Cleaners Installed in a Residential Forced Air Ventilation System," IAQ'91, Healthy Buildings, pp 342-350, ASHRAE, Atlanta, GA (1991). F.J. Offermann, J. Daisey, A. Hodgson, L. Gundell, and S. Loiselle, "Indoor Concentrations and Emission Rates of Polycyclic Aromatic Compounds", Indoor Air, Vol 4, pp 497-512 (1992). F.J. Offermann, S. A. Loiselle, R.G. Sextro, "Performance of Air Cleaners Installed in a Residential Forced Air System," ASHRAE Journal, pp 51-57, July, 1992. F.J. Offermann and S. A. Loiselle, "Performance of an Air -Cleaning System in an Archival Book Storage Facility," IAO'92, ASHRAE, Atlanta, GA, 1992. S.B. Hayward, K.S. Liu, L.E. Alevantis, K. Shah, S. Loiselle, F.J. Offermann, Y.L. Chang, L. Webber, "Effectiveness of Ventilation and Other Controls in Reducing Exposure to ETS in Office Buildings," Indoor Air '93, Helsinki, Finland, July 4-8, 1993. 756-60 F.J. Offermann, S. A. Loiselle, G. Ander, H. Lau, "Indoor Contaminant Emission Rates Before and After a Building Bake -out," IA 93, Operating and Maintaining Buildings for Health, Comfort, and Productivity, pp 157-163, ASHRAE, Atlanta, GA, 1993. L.E. Alevantis, Hayward, S.B., Shah, S.B., Loiselle, S., and Offermann, F.J. "Tracer Gas Techniques for Determination of the Effectiveness of Pollutant Removal From Local Sources," IA '93, Operating and Maintaining Buildings for Health, Comfort, and Productivity, pp 119-129, ASHRAE, Atlanta, GA, 1993. L.E. Alevantis, Liu, L.E., Hayward, S.B., Offermann, F.J., Shah, S.B., Leiserson, K. Tsao, E., and Huang, Y., "Effectiveness of Ventilation in 23 Designated Smoking Areas in California Buildings," IAQ '94, Engineering Indoor Environments, pp 167-181, ASHRAE, Atlanta, GA, 1994. L.E. Alevantis, Offermann, F.J., Loiselle, S., and Macher, J.M., "Pressure and Ventilation Requirements of Hospital Isolation Rooms for Tuberculosis (TB) Patients: Existing Guidelines in the United States and a Method for Measuring Room Leakage", Ventilation and Indoor air quality in Hospitals, M. Maroni, editor, Kluwer Academic publishers, Netherlands, 1996. F.J. Offermann, M. A. Waz, A.T. Hodgson, and H.M. Ammann, "Chemical Emissions from a Hospital Operating Room Air Filter," IA '96, Paths to Better Building Environments, pp 95-99, ASHRAE, Atlanta, GA, 1996. F.J. Offermann, "Professional Malpractice and the Sick Building Investigator," IA '96, Paths to Better Building Environments, pp 132-136, ASHRAE, Atlanta, GA, 1996. F.J. Offermann, "Standard Method of Measuring Air Change Effectiveness," Indoor Air, Vol 1, pp.206-211, 1999. F. J. Offermann, A. T. Hodgson, and J. P. Robertson, "Contaminant Emission Rates from PVC Backed Carpet Tiles on Damp Concrete", Healthy Buildings 2000, Espoo, Finland, August 2000. K.S. Liu, L.E. Alevantis, and F.J. Offermann, "A Survey of Environmental Tobacco Smoke Controls in California Office Buildings", Indoor Air, Vol 11, pp. 26-34, 2001. F.J. Offermann, R. Colfer, P. Radzinski, and J. Robertson, "Exposure to Environmental Tobacco Smoke in an Automobile", Indoor Air 2002, Monterey, California, July 2002. F. J. Offermann, J.P. Robertson, and T. Webster, "The Impact of Tracer Gas Mixing on Airflow Rate Measurements in Large Commercial Fan Systems", Indoor Air 2002, Monterey, California, July 2002. M. J. Mendell, T. Brennan, L. Hathon, J.D. Odom, F.J.Offermann, B.H. Turk, K.M. Wallingford, R.C. Diamond, W.J. Fisk, "Causes and prevention of Symptom Complaints 756-61 in Office Buildings: Distilling the Experience of Indoor Environmental Investigators", submitted to Indoor Air 2005, Beijing, China, September 4-9, 2005. F.J. Offermann, "Ventilation and IAQ in New Homes With and Without Mechanical Outdoor Air Systems", Healthy Buildings 2009, Syracuse, CA, September 14, 2009. F.J. Offermann, "ASHRAE 62.2 Intermittent Residential Ventilation: What's It Good For, Intermittently Poor IAQ", IAQVEC 2010, Syracuse, CA, April 21, 2010. F.J. Offermann and A.T. Hodgson, "Emission Rates of Volatile Organic Compounds in New Homes", Indoor Air 2011, Austin, TX, June, 2011. P. Jenkins, R. Johnson, T. Phillips, and F. Offermann, Chemical Concentrations in New California Homes and Garages", Indoor Air 2011, Austin, TX, June, 2011. W. J. Mills, B. J. Grigg, F. J. Offermann, B. E. Gustin, and N. E. Spingarm, "Toluene and Methyl Ethyl Ketone Exposure from a Commercially Available Contact Adhesive", Journal of Occupational and Environmental Hygiene, 9:D95-D102 May, 2012. F. J. Offermann, R. Maddalena, J. C. Offermann, B. C. Singer, and H, Wilhelm, "The Impact of Ventilation on the Emission Rates of Volatile Organic Compounds in Residences", HB 2012, Brisbane, AU, July, 2012. F. J. Offermann, A. T. Hodgson, P. L. Jenkins, R. D. Johnson, and T. J. Phillips, "Attached Garages as a Source of Volatile Organic Compounds in New Homes", FIB 2012, Brisbane, CA, July, 2012. R. Maddalena, N. Li, F. Offermann, and B. Singer, "Maximizing Information from Residential Measurements of Volatile Organic Compounds", FIB 2012, Brisbane, AU, July, 2012. W. Chen, A. Persily, A. Hodgson, F. Offermann, D. Poppendieck, and K. Kumagai, "Area -Specific Airflow Rates for Evaluating the Impacts of VOC emissions in U.S. Single -Family Homes", Building and Environment, Vol. 71, 204-211, February, 2014. F. J. Offermann, A. Eagan A. C. Offermann, and L. J. Radonovich, "Infectious Disease Aerosol Exposures With and Without Surge Control Ventilation System Modifications", Indoor Air 2014, Hong Kong, July, 2014. F. J. Offermann, "Chemical Emissions from E-Cigarettes: Direct and Indirect Passive Exposures", Building and Environment, Vol. 93, Part 1, 101-105, November, 2015. F. J. Offermann, "Formaldehyde Emission Rates From Lumber Liquidators Laminate Flooring Manufactured in China", Indoor Air 2016, Belgium, Ghent, July, 2016. F. J. Offermann, "Formaldehyde and Acetaldehyde Emission Rates for E-Cigarettes", Indoor Air 2016, Belgium, Ghent, July, 2016. 756-62 OTHER REPORTS: W.J.Fisk, P.G.Cleary, and F.J.Offermann, "Energy Saving Ventilation with Residential Heat Exchangers," a Lawrence Berkeley Laboratory brochure distributed by the Bonneville Power Administration, 1981. F.J.Offermann, J.R.Girman, and C.D.Hollowell, "Midway House Tightening Project: A Study of Indoor Air Quality," Lawrence Berkeley Laboratory, Berkeley, CA, Report LBL-12777, 1981. F.J.Offermann, J.B.Dickinson, W.J.Fisk, D.T.Grimsrud, C.D.Hollowell, D.L.Krinkle, and G.D.Roseme, "Residential Air -Leakage and Indoor Air Quality in Rochester, New York," Lawrence Berkeley Laboratory, Berkeley, CA, Report LBL-13100, 1982. F.J.Offermann, W.J.Fisk, B.Pedersen, and K.L.Revzan, Residential Air -to -Air Heat Exchangers: A Study of the Ventilation Efficiencies of Wall- or Window- Mounted Units," Lawrence Berkeley Laboratory, Berkeley, CA, Report LBL-14358, 1982. F.J.Offermann, W.J.Fisk, W.W.Nazaroff, and R.G.Sextro, "A Review of Portable Air Cleaners for Controlling Indoor Concentrations of Particulates and Radon Progeny," An interim report for the Bonneville Power Administration, 1983. W.J.Fisk, K.M.Archer, R.E.Chant, D.Hekmat, F.J.Offermann, and B.S. Pedersen, "Freezing in Residential Air -to -Air Heat Exchangers: An Experimental Study," Lawrence Berkeley Laboratory, Berkeley, CA, Report LBL-16783, 1983. R.G.Sextro, W.W.Nazaroff, F.J.Offermann, and K.L.Revzan, "Measurements of Indoor Aerosol Properties and Their Effect on Radon Progeny," Proceedings of the American Association of Aerosol Research Annual Meeting, April, 1983. F.J.Offermann, R.G.Sextro, W.J.Fisk, W.W. Nazaroff, A.V.Nero, K.L.Revzan, and J.Yater, "Control of Respirable Particles and Radon Progeny with Portable Air Cleaners," Lawrence Berkeley Laboratory, Berkeley, CA, Report LBL-16659, 1984. W.J.Fisk, R.K.Spencer, D.T.Grimsrud, F.J.Offermann, B.Pedersen, and R.G.Sextro, "Indoor Air Quality Control Techniques: A Critical Review," Lawrence Berkeley Laboratory, Berkeley, CA, Report LBL-16493, 1984. F.J.Offermann, J.R.Girman, and R.G.Sextro, "Controlling Indoor Air Pollution from Tobacco Smoke: Models and Measurements,", Indoor Air, Proceedings of the 3rd International Conference on Indoor Air Quality and Climate, Vol 1, pp 257-264, Swedish Council for Building Research, Stockholm (1984), Lawrence Berkeley Laboratory, Berkeley, CA, Report LBL-17603, 1984. 756 63 R.Otto, J.Girman, F.Offermann, and R.Sextro,"A New Method for the Collection and Comparison of Respirable Particles in the Indoor Environment," Lawrence Berkeley Laboratory, Berkeley, CA, Special Director Fund's Study, 1984. A.T.Hodgson and F.J.Offermann, "Examination of a Sick Office Building," Lawrence Berkeley Laboratory, Berkeley, CA, an informal field study, 1984. R.G.Sextro, F.J.Offermann, W.W.Nazaroff, and A.V.Nero, "Effects of Aerosol Concentrations on Radon Progeny," Aerosols, Science, & Technology, and Industrial Applications of Airborne Particles, editors B.Y.H.Liu, D.Y.H.Pui, and H.J.Fissan, p525, Elsevier, 1984. K.Sexton, S.Hayward, F.Offermann, R.Sextro, and L.Weber, "Characterization of Particulate and Organic Emissions from Major Indoor Sources, Proceedings of the Third International Conference on Indoor Air Quality and Climate, Stockholm, Sweden, August 20-24,1984. F.J.Offermann, "Tracer Gas Measurements of Laboratory Fume Entrainment at a Semi - Conductor Manufacturing Plant," an Indoor Environmental Engineering R&D Report, 1986. F.J.Offermann, "Tracer Gas Measurements of Ventilation Rates in a Large Office Building," an Indoor Environmental Engineering R&D Report, 1986. F.J.Offermann, "Measurements of Volatile Organic Compounds in a New Large Office Building with Adhesive Fastened Carpeting," an Indoor Environmental Engineering R&D Report, 1986. F.J.Offermann, "Designing and Operating Healthy Buildings", an Indoor Environmental Engineering R&D Report, 1986. F.J.Offermann, "Measurements and Mitigation of Indoor Spray-Applicated Pesticides", an Indoor Environmental Engineering R&D Report, 1988. F.J.Offermann and S. Loiselle, "Measurements and Mitigation of Indoor Mold Contamination in a Residence", an Indoor Environmental Engineering R&D Report, 1989. F.J.Offermann and S. Loiselle, "Performance Measurements of an Air Cleaning System in a Large Archival Library Storage Facility", an Indoor Environmental Engineering R&D Report, 1989. F.J. Offermann, J.M. Daisey, L.A. Gundel, and A.T. Hodgson, S. A. Loiselle, "Sampling, Analysis, and Data Validation of Indoor Concentrations of Polycyclic Aromatic Hydrocarbons", Final Report, Contract No. A732-106, California Air Resources Board, March, 1990. 756-64 L.A. Gundel, J.M. Daisey, and F.J. Offermann, "A Sampling and Analytical Method for Gas Phase Polycyclic Aromatic Hydrocarbons", Proceedings of the 5th International Conference on Indoor Air Quality and Climate, Indoor Air'90, July 29-August 1990. A.T. Hodgson, J.M. Daisey, and F.J. Offermann "Development of an Indoor Sampling and Analytical Method for Particulate Polycyclic Aromatic Hydrocarbons", Proceedings of the 5th International Conference on Indoor Air Quality and Climate, Indoor Air '90, July 29-August, 1990. F.J. Offermann, J.O. Sateri, "Tracer Gas Measurements in Large Multi -Room Buildings", Indoor Air '93, Helsinki, Finland, July 4-8, 1993. F.J.Offermann, M. T. O'Flaherty, and M. A. Waz "Validation of ASHRAE 129 - Standard Method of Measuring Air Change Effectiveness", Final Report of ASHRAE Research Project 891, December 8, 1997. S.E. Guffey, F.J. Offermann et. al., "Proceedings of the Workshop on Ventilation Engineering Controls for Environmental Tobacco smoke in the Hospitality Industry", U.S. Department of Labor Occupational Safety and Health Administration and ACGIH, 1998. F.J. Offermann, R.J. Fiskum, D. Kosar, and D. Mudaari, "A Practical Guide to Ventilation Practices & Systems for Existing Buildings", Heating/Piping/Air Conditioning Engineering supplement to April/May 1999 issue. F.J. Offermann, P. Pasanen, "Workshop 18: Criteria for Cleaning of Air Handling Systems", Healthy Buildings 2000, Espoo, Finland, August 2000. F.J. Offermann, Session Summaries: Building Investigations, and Design & Construction, Healthy Buildings 2000, Espoo, Finland, August 2000. F.J. Offermann, "The IAQ Top 10", Engineered Systems, November, 2008. L. Kincaid and F.J. Offermann, "Unintended Consequences: Formaldehyde Exposures in Green Homes, AIHA Synergist, February, 2010. F.J. Offermann, " IAQ in Air Tight Homes", ASHRAE Journal, November, 2010. F.J. Offermann, "The Hazards of E-Cigarettes", ASHRAE Journal, June, 2014. PRESENTATIONS: "Low -Infiltration Housing in Rochester, New York: A Study of Air Exchange Rates and Indoor Air Quality," Presented at the International Symposium on Indoor Air Pollution, Health and Energy Conservation, Amherst, MA, October 13-16,1981. 756-65 "Ventilation Efficiencies of Wall- or Window -Mounted Residential Air -to -Air Heat Exchangers," Presented at the American Society of Heating, Refrigeration, and Air Conditioning Engineers Summer Meeting, Washington, DC, June, 1983. "Controlling Indoor Air Pollution from Tobacco Smoke: Models and Measurements," Presented at the Third International Conference on Indoor Air Quality and Climate, Stockholm, Sweden, August 20-24, 1984. "Indoor Air Pollution: An Emerging Environmental Problem", Presented to the Association of Environmental Professionals, Bar Area/Coastal Region 1, Berkeley, CA, May 29, 1986. "Ventilation Measurement Techniques," Presented at the Workshop on Sampling and Analytical Techniques, Georgia Institute of Technology, Atlanta, Georgia, September 26, 1986 and September 25, 1987. "Buildings That Make You Sick: Indoor Air Pollution", Presented to the Sacramento Association of Professional Energy Managers, Sacramento, CA, November 18, 1986. "Ventilation Effectiveness and Indoor Air Quality", Presented to the American Society of Heating, Refrigeration, and Air Conditioning Engineers Northern Nevada Chapter, Reno, NV, February 18, 1987, Golden Gate Chapter, San Francisco, CA, October 1, 1987, and the San Jose Chapter, San Jose, CA, June 9, 1987. "Tracer Gas Techniques for Studying Ventilation," Presented at the Indoor Air Quality Symposium, Georgia Tech Research Institute, Atlanta, GA, September 22-24, 1987. "Indoor Air Quality Control: What Works, What Doesn't," Presented to the Sacramento Association of Professional Energy Managers, Sacramento, CA, November 17, 1987. "Ventilation Effectiveness and ADPI Measurements of a Forced Air Heating System," Presented at the American Society of Heating, Refrigeration, and Air Conditioning Engineers Winter Meeting, Dallas, Texas, January 31, 1988. "Indoor Air Quality, Ventilation, and Energy in Commercial Buildings", Presented at the Building Owners &Managers Association of Sacramento, Sacramento, CA, July 21, 1988. "Controlling Indoor Air Quality: The New ASHRAE Ventilation Standards and How to Evaluate Indoor Air Quality", Presented at a conference "Improving Energy Efficiency and Indoor Air Quality in Commercial Buildings," National Energy Management Institute, Reno, Nevada, November 4, 1988. "A Study of Diesel Fume Entrainment Into an Office Building," Presented at Indoor Air '89: The Human Equation: Health and Comfort, American Society of Heating, Refrigeration, and Air Conditioning Engineers, San Diego, CA, April 17-20, 1989. 756-66 "Indoor Air Quality in Commercial Office Buildings," Presented at the Renewable Energy Technologies Symposium and International Exposition, Santa Clara, CA June 20, 1989. "Building Ventilation and Indoor Air Quality", Presented to the San Joaquin Chapter of the American Society of Heating, Refrigeration, and Air Conditioning Engineers, September 7, 1989. "How to Meet New Ventilation Standards: Indoor Air Quality and Energy Efficiency," a workshop presented by the Association of Energy Engineers; Chicago, IL, March 20-21, 1989; Atlanta, GA, May 25-26, 1989; San Francisco, CA, October 19-20, 1989; Orlando, FL, December 11-12, 1989; Houston, TX, January 29-30, 1990; Washington D.C., February 26-27, 1990; Anchorage, Alaska, March 23, 1990; Las Vegas, NV, April 23-24, 1990; Atlantic City, NJ, September 27-28, 1991; Anaheim, CA, November 19-20, 1991; Orlando, FL, February 28 - March 1, 1991; Washington, DC, March 20-21, 1991; Chicago, IL, May 16-17, 1991; Lake Tahoe, NV, August 15-16, 1991; Atlantic City, NJ, November 18-19, 1991; San Jose, CA, March 23-24, 1992. "Indoor Air Quality," a seminar presented by the Anchorage, Alaska Chapter of the American Society of Heating, Refrigeration, and Air Conditioning Engineers, March 23, 1990. "Ventilation and Indoor Air Quality", Presented at the 1990 HVAC & Building Systems Congress, Santa, Clara, CA, March 29, 1990. "Ventilation Standards for Office Buildings", Presented to the South Bay Property Managers Association, Santa Clara, May 9, 1990. "Indoor Air Quality", Presented at the Responsive Energy Technologies Symposium & International Exposition (RETSIE), Santa Clara, CA, June 20, 1990. "Indoor Air Quality - Management and Control Strategies", Presented at the Association of Energy Engineers, San Francisco Bay Area Chapter Meeting, Berkeley, CA, September 25, 1990. "Diagnosing Indoor Air Contaminant and Odor Problems", Presented at the ASHRAE Annual Meeting, New York City, NY, January 23, 1991. "Diagnosing and Treating the Sick Building Syndrome", Presented at the Energy 2001, Oklahoma, OK, March 19, 1991. "Diagnosing and Mitigating Indoor Air Quality Problems" a workshop presented by the Association of Energy Engineers, Chicago, IL, October 29-30, 1990; New York, NY, January 24-25, 1991; Anaheim, April 25-26, 1991; Boston, MA, June 10-11, 1991; Atlanta, GA, October 24-25, 1991; Chicago, IL, October 3-4, 1991; Las Vegas, NV, December 16-17, 1991; Anaheim, CA, January 30-31, 1992; Atlanta, GA, March 5-6, 1992; Washington, DC, May 7-8, 1992; Chicago, IL, August 19-20, 1992; Las Vegas, 756 67 NV, October 1-2, 1992; New York City, NY, October 26-27, 1992, Las Vegas, NV, March 18-19, 1993; Lake Tahoe, CA, July 14-15, 1994; Las Vegas, NV, April 3-4, 1995; Lake Tahoe, CA, July 11-12, 1996; Miami, Fl, December 9-10, 1996. "Sick Building Syndrome and the Ventilation Engineer", Presented to the San Jose Engineers Club, May, 21, 1991. "Duct Cleaning: Who Needs It ? How Is It Done ? What Are The Costs ?" What Are the Risks ?, Moderator of Forum at the ASHRAE Annual Meeting, Indianapolis ID, June 23, 1991. "Operating Healthy Buildings", Association of Plant Engineers, Oakland, CA, November 14, 1991. "Duct Cleaning Perspectives", Moderator of Seminar at the ASHRAE Semi -Annual Meeting, Indianapolis, IN, June 24, 1991. "Duct Cleaning: The Role of the Environmental Hygienist," ASHRAE Annual Meeting, Anaheim, CA, January 29, 1992. "Emerging IAQ Issues", Fifth National Conference on Indoor Air Pollution, University of Tulsa, Tulsa, OK, April 13-14, 1992. "International Symposium on Room Air Convection and Ventilation Effectiveness", Member of Scientific Advisory Board, University of Tokyo, July 22-24, 1992. "Guidelines for Contaminant Control During Construction and Renovation Projects in Office Buildings," Seminar paper at the ASHRAE Annual Meeting, Chicago, IL, January 26, 1993. "Outside Air Economizers: IAQ Friend or Foe", Moderator of Forum at the ASHRAE Annual Meeting, Chicago, IL, January 26, 1993. "Orientation to Indoor Air Quality," an EPA two and one half day comprehensive indoor air quality introductory workshop for public officials and building property managers; Sacramento, September 28-30, 1992; San Francisco, February 23-24, 1993; Los Angeles, March 16-18, 1993; Burbank, June 23, 1993; Hawaii, August 24-25, 1993; Las Vegas, August 30, 1993; San Diego, September 13-14, 1993; Phoenix, October 18-19, 1993; Reno, November 14-16, 1995; Fullerton, December 3-4, 1996; Fresno, May 13-14, 1997. "Building Air Quality: A Guide for Building Owners and Facility Managers," an EPA one half day indoor air quality introductory workshop for building owners and facility managers. Presented throughout Region IX 1993-1995. "Techniques for Airborne Disease Control", EPRI Healthcare Initiative Symposium; San Francisco, CA; June 7, 1994. 756'-68 "Diagnosing and Mitigating Indoor Air Quality Problems", CIHC Conference; San Francisco, September 29, 1994. "Indoor Air Quality: Tools for Schools," an EPA one day air quality management workshop for school officials, teachers, and maintenance personnel; San Francisco, October 18-20, 1994; Cerritos, December 5, 1996; Fresno, February 26, 1997; San Jose, March 27, 1997; Riverside, March 5, 1997; San Diego, March 6, 1997; Fullerton, November 13, 1997; Santa Rosa, February 1998; Cerritos, February 26, 1998; Santa Rosa, March 2, 1998. ASHRAE 62 Standard "Ventilation for Acceptable IAQ", ASCR Convention; San Francisco, CA, March 16, 1995. "New Developments in Indoor Air Quality: Protocol for Diagnosing IAQ Problems", AIHA-NC; March 25, 1995. "Experimental Validation of ASHRAE SPC 129, Standard Method of Measuring Air Change Effectiveness", 16th AIVC Conference, Palm Springs, USA, September 19-22, 1995. "Diagnostic Protocols for Building IAQ Assessment", American Society of Safety Engineers Seminar: `Indoor Air Quality — The Next Door'; San Jose Chapter, September 27, 1995; Oakland Chapter, 9, 1997. "Diagnostic Protocols for Building IAQ Assessment", Local 39; Oakland, CA, October 3, 1995. "Diagnostic Protocols for Solving IAQ Problems", CSU-PPD Conference; October 24, 1995. "Demonstrating Compliance with ASHRAE 62-1989 Ventilation Requirements", AIHA; October 25, 1995. "IAQ Diagnostics: Hands on Assessment of Building Ventilation and Pollutant Transport", EPA Region IX; Phoenix, AZ, March 12, 1996; San Francisco, CA, April 9, 1996; Burbank, CA, April 12, 1996. "Experimental Validation of ASHRAE 129P: Standard Method of Measuring Air Change Effectiveness", Room Vent `96 / International Symposium on Room Air Convection and Ventilation Effectiveness'; Yokohama, Japan, July 16-19, 1996. "IAQ Diagnostic Methodologies and RFP Development", CCEHSA 1996 Annual Conference, Humboldt State University, Arcata, CA, August 2, 1996. "The Practical Side of Indoor Air Quality Assessments", California Industrial Hygiene Conference `96, San Diego, CA, September 2, 1996. 756-69 "ASHRAE Standard 62: Improving Indoor Environments", Pacific Gas and Electric Energy Center, San Francisco, CA, October 29, 1996. "Operating and Maintaining Healthy Buildings", April 3-4, 1996, San Jose, CA; July 30, 1997, Monterey, CA. "IAQ Primer", Local 39, April 16, 1997; Amdahl Corporation, June 9, 1997; State Compensation Insurance Fund's Safety & Health Services Department, November 21, 1996. "Tracer Gas Techniques for Measuring Building Air Flow Rates", ASHRAE, Philadelphia, PA, January 26, 1997. "How to Diagnose and Mitigate Indoor Air Quality Problems"; Women in Waste; March 19, 1997. "Environmental Engineer: What Is It?", Monte Vista High School Career Day; April 10, 1997. "Indoor Environment Controls: What's Hot and What's Not", Shaklee Corporation; San Francisco, CA, July 15, 1997. "Measurement of Ventilation System Performance Parameters in the US EPA BASE Study", Healthy Buildings/IAQ'97, Washington, DC, September 29, 1997. "Operations and Maintenance for Healthy and Comfortable Indoor Environments", PASMA; October 7, 1997. "Designing for Healthy and Comfortable Indoor Environments", Construction Specification Institute, Santa Rosa, CA, November 6, 1997. "Ventilation System Design for Good IAQ", University of Tulsa 10t" Annual Conference, San Francisco, CA, February 25, 1998. "The Building Shell", Tools For Building Green Conference and Trade Show, Alameda County Waste Management Authority and Recycling Board, Oakland, CA, February 28, 1998. "Identifying Fungal Contamination Problems In Buildings", The City of Oakland Municipal Employees, Oakland, CA, March 26, 1998. "Managing Indoor Air Quality in Schools: Staying Out of Trouble", CASBO, Sacramento, CA, April 20, 1998. "Indoor Air Quality", CSOOC Spring Conference, Visalia, CA, April 30, 1998. "Particulate and Gas Phase Air Filtration", ACGIH/OSHA, Ft. Mitchell, KY, June 1998. 756-70 "Building Air Quality Facts and Myths", The City of Oakland / Alameda County Safety Seminar, Oakland, CA, June 12, 1998. "Building Engineering and Moisture", Building Contamination Workshop, University of California Berkeley, Continuing Education in Engineering and Environmental Management, San Francisco, CA, October 21-22, 1999. "Identifying and Mitigating Mold Contamination in Buildings", Western Construction Consultants Association, Oakland, CA, March 15, 2000; AIG Construction Defect Seminar, Walnut Creek, CA, May 2, 2001; City of Oakland Public Works Agency, Oakland, CA, July 24, 2001; Executive Council of Homeowners, Alamo, CA, August 3, 2001. "Using the EPA BASE Study for IAQ Investigation / Communication", Joint Professional Symposium 2000, American Industrial Hygiene Association, Orange County & Southern California Sections, Long Beach, October 19, 2000. "Ventilation," Indoor Air Quality: Risk Reduction in the 21" Century Symposium, sponsored by the California Environmental Protection Agency/Air Resources Board, Sacramento, CA, May 3-4, 2000. "Workshop 18: Criteria for Cleaning of Air Handling Systems", Healthy Buildings 2000, Espoo, Finland, August 2000. "Closing Session Summary: `Building Investigations' and `Building Design & Construction', Healthy Buildings 2000, Espoo, Finland, August 2000. "Managing Building Air Quality and Energy Efficiency, Meeting the Standard of Care", BOMA, MidAtlantic Environmental Hygiene Resource Center, Seattle, WA, May 23'a, 2000; San Antonio, TX, September 26-27, 2000. "Diagnostics & Mitigation in Sick Buildings: When Good Buildings Go Bad," University of California Berkeley, September 18, 2001. "Mold Contamination: Recognition and What To Do and Not Do", Redwood Empire Remodelers Association; Santa Rosa, CA, April 16, 2002. "Investigative Tools of the IAQ Trade", Healthy Indoor Environments 2002; Austin, TX; April 22, 2002. "Finding Hidden Mold: Case Studies in IAQ Investigations", AIHA Northern California Professionals Symposium; Oakland, CA, May 8, 2002. "Assessing and Mitigating Fungal Contamination in Buildings", Cal/OSHA Training; Oakland, CA, February 14, 2003 and West Covina, CA, February 20-21, 2003. 756-71 "Use of External Containments During Fungal Mitigation", Invited Speaker, ACGIH Mold Remediation Symposium, Orlando, FL, November 3-5, 2003. Building Operator Certification (BOC), 106-IAQ Training Workshops, Northwest Energy Efficiency Council; Stockton, CA, December 3, 2003; San Francisco, CA, December 9, 2003; Irvine, CA, January 13, 2004; San Diego, January 14, 2004; Irwindale, CA, January 27, 2004; Downey, CA, January 28, 2004; Santa Monica, CA, March 16, 2004; Ontario, CA, March 17, 2004; Ontario, CA, November 9, 2004, San Diego, CA, November 10, 2004; San Francisco, CA, November 17, 2004; San Jose, CA, November 18, 2004; Sacramento, CA, March 15, 2005. "Mold Remediation: The National QUEST for Uniformity Symposium", Invited Speaker, Orlando, Florida, November 3-5, 2003. "Mold and Moisture Control", Indoor Air Quality workshop for The Collaborative for High Performance Schools (CHPS), San Francisco, December 11, 2003. "Advanced Perspectives In Mold Prevention & Control Symposium", Invited Speaker, Las Vegas, Nevada, November 7-9, 2004. "Building Sciences: Understanding and Controlling Moisture in Buildings", American Industrial Hygiene Association, San Francisco, CA, February 14-16, 2005. "Indoor Air Quality Diagnostics and Healthy Building Design", University of California Berkeley, Berkeley, CA, March 2, 2005. "Improving IAQ = Reduced Tenant Complaints", Northern California Facilities Exposition, Santa Clara, CA, September 27, 2007. "Defining Safe Building Air", Criteria for Safe Air and Water in Buildings, ASHRAE Winter Meeting, Chicago, IL, January 27, 2008. "Update on USGBC LEED and Air Filtration", Invited Speaker, NAFA 2008 Convention, San Francisco, CA, September 19, 2008. "Ventilation and Indoor air Quality in New California Homes", National Center of Healthy Housing, October 20, 2008. "Indoor Air Quality in New Homes", California Energy and Air Quality Conference, October 29, 2008. "Mechanical Outdoor air Ventilation Systems and IAQ in New Homes", ACI Home Performance Conference, Kansas City, MO, April 29, 2009. "Ventilation and IAQ in New Homes with and without Mechanical Outdoor Air Systems", Healthy Buildings 2009, Syracuse, CA, September 14, 2009. 756 72 "Ten Ways to Improve Your Air Quality", Northern California Facilities Exposition, Santa Clara, CA, September 30, 2009. "New Developments in Ventilation and Indoor Air Quality in Residential Buildings", Westcon meeting, Alameda, CA, March 17, 2010. "Intermittent Residential Mechanical Outdoor Air Ventilation Systems and IAQ", ASHRAE SSPC 62.2 Meeting, Austin, TX, April 19, 2010. "Measured IAQ in Homes", ACI Home Performance Conference, Austin, TX, April 21, 2010. "Respiration: IEQ and Ventilation", AIHce 2010, How IH Can LEED in Green buildings, Denver, CO, May 23, 2010. "IAQ Considerations for Net Zero Energy Buildings (NZEB)", Northern California Facilities Exposition, Santa Clara, CA, September 22, 2010. "Energy Conservation and Health in Buildings", Berkeley High SchoolGreen Career Week, Berkeley, CA, April 12, 2011. "What Pollutants are Really There ?", ACI Home Performance Conference, San Francisco, CA, March 30, 2011. "Energy Conservation and Health in Residences Workshop", Indoor Air 2011, Austin, TX, June 6, 2011. "Assessing IAQ and Improving Health in Residences", US EPA Weatherization Plus Health, September 7, 2011. "Ventilation: What a Long Strange Trip It's Been", Westcon, May 21, 2014. "Chemical Emissions from E-Cigarettes: Direct and Indirect Passive Exposures", Indoor Air 2014, Hong Kong, July, 2014. "Infectious Disease Aerosol Exposures With and Without Surge Control Ventilation System Modifications", Indoor Air 2014, Hong Kong, July, 2014. "Chemical Emissions from E-Cigarettes", IMF Health and Welfare Fair, Washington, DC, February 18, 2015. "Chemical Emissions and Health Hazards Associated with E-Cigarettes", Roswell Park Cancer Institute, Buffalo, NY, August 15, 2014. "Formaldehyde Indoor Concentrations, Material Emission Rates, and the CARB ATCM", Harris Martin's Lumber Liquidators Flooring Litigation Conference, WQ Minneapolis Hotel, May 27, 2015. 756 73 "Chemical Emissions from E-Cigarettes: Direct and Indirect Passive Exposure", FDA Public Workshop: Electronic Cigarettes and the Public Health, Hyattsville, MD June 2, 2015. "Creating Healthy Homes, Schools, and Workplaces", Chautauqua Institution, Athenaeum Hotel, August 24, 2015. "Diagnosing IAQ Problems and Designing Healthy Buildings", University of California Berkeley, Berkeley, CA, October 6, 2015. "Diagnosing Ventilation and IAQ Problems in Commercial Buildings", BEST Center Annual Institute, Lawrence Berkeley National Laboratory, January 6, 2016. "A Review of Studies of Ventilation and Indoor Air Quality in New Homes and Impacts of Environmental Factors on Formaldehyde Emission Rates From Composite Wood Products", AIHce2016, May, 21-26, 2016. "Admissibility of Scientific Testimony", Science in the Court, Proposition 65 Clearinghouse Annual Conference, Oakland, CA, September 15, 2016. "Indoor Air Quality and Ventilation", ASHRAE Redwood Empire, Napa, CA, December 1, 2016. 756-74 ATTACHMENT B 75C-75 SWA P E Technical Consultation, Data Analysis and Litigation Support for the Environment 2656 291h Street, Suite 201 Santa Monica, CA 90405 Matt Hagemann, P.G, C.Hg. (949)887-9013 mhagemann@swape.com Paul E. Rosenfeld, PhD (310)795-2335 prosenfeld@swape.com October 12, 2020 Richard Drury Lozeau I Drury LLP 1939 Harrison Street, Suite 150 Oakland, CA 94618 Subject: Comments on 4`h and Mortimer Project (SCH No. 2006071100) Dear Mr. Drury, We have reviewed the October 2020 Environmental Impact Report Addendum ("Addendum") for the 41h and Mortimer Project ("Project") located in the City of Santa Ana ("City"). The Project proposes to demolish two existing buildings as well as construct a 93,117-SF mixed -use residential structure containing 99 apartment units, a 74,986-SF multi -family residential structure containing 70 units, 8,075- SF of leasing/amenity areas, 3,847-SF of restaurant space, 7,514-SF of retail space, and 422 parking spaces on the 2.7-acre site. Our review concludes that the Addendum fails to adequately evaluate the Project's air quality, health risk, and greenhouse gas impacts. As a result, emissions and health risk impacts associated with construction and operation of the proposed Project are underestimated and inadequately addressed. An EIR should be prepared to adequately assess and mitigate the potential air quality, health risk, and greenhouse gas impacts that the project may have on the surrounding environment. Air Quality Unsubstantiated Input Parameters Used to Estimate Project Emissions The Addendum's air quality analysis relies on emissions calculated with CalEEMod.2016.3.2.1 CalEEMod provides recommended default values based on site -specific information, such as land use type, meteorological data, total lot acreage, project type and typical equipment associated with project type. If more specific project information is known, the user can change the default values and input project- 1 CAPCOA (November 2017) CalEEMod User's Guide, http://www.aqmd.gov/docs/default- source/ca I eemod/01_use r-39-s-gu id e2016-3-2_15 nove m be r2017. pdf?sfvrsn=4. 75C-76 specific values, but the California Environmental Quality Act ("CEQA") requires that such changes be justified by substantial evidence.' Once all of the values are inputted into the model, the Project's construction and operational emissions are calculated, and "output files" are generated. These output files disclose to the reader what parameters were utilized in calculating the Project's air pollutant emissions and make known which default values were changed as well as provide justification for the values selected.' When reviewing the Project's CaIEEMod output files, provided in the Air Quality Assessment as Appendix B to the Addendum, we found that several model inputs were not consistent with information disclosed in the Addendum. As a result, the Project's construction and operational emissions are underestimated. A Project -specific EIR should be prepared to include an updated air quality analysis that adequately evaluates the impacts that construction and operation of the Project will have on local and regional air quality. Use of an Underestimated CO2 Intensity Factor Review of the Project's CaIEEMod output files demonstrates that the default CO2 intensity factor was manually reduced from 702.44 pounds per megawatt hour ("Ibs/MWh") to 510.44 Ibs/MWh (see excerpt below) (Appendix B, pp. 80, 112, 232). I Table Name I Column Name I Default Value I New Value I 1671 ro. dbh , °leri ;t 66ilierellyFechtlr ............................. a.............................. 702.44 1 510.44 As you can see in the excerpt above, the default CO2 intensity factor was artificially reduced by approximately 27%. As previously mentioned, the CaIEEMod User's Guide requires any changes to model defaults be justified.' According to the "User Entered Comments & Non -Default Data" table, the justification provided for these changes is: "CO2 Intensity Factor adjusted per the SCE 2018 CRSR. The report provides intensity factor of CO2e, The CO2 intensity factor is calculated as 513-25*0.029-298*0.00617=510.4363 to avoid double counting" (Appendix B, pp. 79, 111, 231). However, review of the Edison International 2018 Sustainability Report demonstrates that the CO2 intensity factor is 513 Ibs/MWh.' As the Project fails to provide an adequate source for the values and calculations utilized in the "User Entered Comments & Non -Default Data" table justification, we cannot verify the revised value of 510.44 Ibs/MWh. As such, the Project should have used the 513 Ibs/MWh carbon intensity value. This underestimation presents an issue, as CaIEEMod uses the CO2 intensity 'Ca I EEMod User Guide, available at: http://www.caleemod.com/, p. 1, 9. 'Ca I EEMod User Guide, available at: http://www.caleemod.com/, p. 11, 12-13. A key feature oft he CaIEEMod program is the "remarks" feature, where the user explains why a default setting was replaced by a "user defined" value. These remarks are included in the report. 'CaIEEMod User Guide, available at: http://www.caleemod.com/, p. 2, 9 ' Edison International 2018 Sustainability Report, available at: http://www.aamd.gov/docs/default- source/caleemod/01 user-39-s-euide2016-3-2 15november2017.pdf?sfvrsn=4%20, p. 10 75C-77 factor to calculate the Project's greenhouse gas ("GHG") emissions associated with electricity use.' Thus, by including an underestimated CO2 intensity factor, the model underestimates the Project's GHG emissions and should not be relied upon to determine Project significance. Use of an Underestimated Land Use Size According to the Addendum, the proposed Project on Block A would include: "a mixed -use residential structure containing 99 apartment units, with approximately 93,117 square feet of residential space, 8,075 square feet of leosinalomenity areas, a 3,847-square foot restaurant, and 7,514 square feet of retail space. On Block B, a 70-unit multi -family residential structure would be constructed, with 74,986 square feet of residential space, as well as an aboveground parking structure with approximately 192 stalls" (emphasis added) (p. 2-10). Thus, the Project would include 8,075-SF of leasing/amenity areas, in addition to the proposed 93,117- SF of residential land use space on Block A and 74,986-SF of residential land use space on Block B. As such, the Project's CalEEMod should have a total of 176,178-SF of residential land use space.7 However, review of the Project's CalEEMod output files demonstrate that the model includes only 169,000-SF of "Apartments Mid Rise" (see excerpt below) (Appendix B, pp. 78, 110, 230). Lend uses sdre Metrlo WFaeapa Floc, suhm Alm I EOpW Ewc ed Farki, wan Elwr ..............................1........... MgM1 Tumprxr (Sl Opwn Reateurarrt) � 902.00 ................... $.� Spore 1.0 1..__••__••__•I•__••__••__••__••_f__•___..__.._-0.................. OOOsgll 0.09 1888XIM ' ....... 385000 9 ....... Apea sMy Rise 100.50 I]waeing Vhl I 18p.000W eg3 S pMall 7.51 1000a O 0.17 7.5MM 0 As you can see in the excerpt above, the "Apartment Mid Rise" land use was underestimated by 7,178- SF. This underestimation presents an issue, as the land use size feature is used throughout CalEEMod to determine default variable and emission factors that go into the model's calculations. The square footage of a land use is used for certain calculations such as determining the wall space to be painted (i.e., VOC emissions from architectural coatings) and volume that is heated or cooled (i.e., energy impacts). Furthermore, CalEEMod assigns each land use type with its own set of energy usage emission factors.' By underestimating the proposed residential land use size, the model underestimates the Project's construction -related and operational emissions and should not be relied upon to determine Project significance. Unsubstantiated Changes to Individual Construction Phase Lengths Review of the Project's CalEEMod output files demonstrates that the model includes unsubstantiated changes to the Project's anticipated individual construction phase lengths (see excerpt below) (Appendix B, pp. 80, 112, 232). 6 "CalEEMod User's Guide." CAPCOA, November 2017, available at: http://www.caleemod.com/, p. 17. 7 (93,117-SF of residential space on Block A) + (8,075-SF of leasing/amenity areas on Block A) + (74,986-SF of residential space on Block B) = 176,178-SF total. e "CalEEMod User's Guide, Appendix D." CAPCOA, September 2016, available at: http://www.agmd.gov/docs/default-source/caleemod/upgrades/2016.3/05 appendix-d2016-3-1.pdf?sfvrsn=2 75C-78 SHC4nSWs OnPha" NumDays 10,00 53.00 ................. ............ i............................. --- ------------------------- .......................... thLOra CtDnPhase NumDays 220.00 307.00 ............... .............. d_....___._..__._.._..__._.._.>_----------------------------- -------------------------- thc( -Sftd Maw NumDays 20,00 23,00 ............d............................. d•--- —_--- _________ ......_ ......... I--------------- Num0a --- 44.00 I........tionP... NumDays 10.00 24.00 As a result of these changes, the model includes a construction schedule as follows (Appendix B, pp. 84, 116, 237): NUMW ......_I ... ......................... i •SiK Pray..... 1_______________. •Silo ......_�........... ... .. ........ •Grating 1_______________. ------- •Grading 1_____------- ____________ l___di nO Construs - I... 1------------- COOOng As demonstrated in the excerpts above, the demolition construction phase is increased by 15%, from the default value of 20 to 23 days; the site preparation remains at the default value of 3 days; the grading construction phase is increased by approximately 633%, from the default value of 6 to 44 days; the building construction phase is increased by approximately 40%, from the default value of 220 to 307 days; the paving construction phase is increased by 140%, from the default value of 10 to 24 days; and the architectural coating phase is increased by 430%, from the default value of 10 to 53 days. As previously mentioned, the CalEEMod User's Guide requires any changes to model defaults be justified.' According to the "User Entered Comments & Non -Default Data" table, the justification provided for these changes is: "Estimated construction schedule based on construction questionnaire" (Appendix B, pp. 79, 111, 231). However, the Addendum and associated documents fail to disclose a construction questionnaire. Furthermore, the Addendum states that "[c]onstruction is anticipated to take 21 to 24 months is expected to begin in September 2021" (p. 2-11). However, while the total construction schedule is approximately 21 months, from 9/1/2021 to 5/29/2023, the Addendum and associated documents fail to provide the specific individual construction phase lengths. As a result, we cannot verify the reivsed construction schedules and individual construction phase lengths included in the model. These unsubstantiated changes improperly spread out construction emissions over a longer period of time for some construction phases and not others. According to the CalEEMod User's Guide, each construction phase is associated with different emissions activities (see excerpt below)." 'Ca I EEMod User Guide, available at: httD://www.caleemod.com/. p. 2, 9 10 "CalEEMod User's Guide." CAPCOA, November 2017, available at: httD://www.aamd.gov/docs/default- source/caleemod/01 user-39-s-euide2016-3-2 15november2017.Ddf?sfvrsn=4, p. 31. 75C-79 Demolition involves removing buildings or structures Site Preparation involves clearing vegetation (grubbing and treelstump removal) and removing stones and other unwanted material or debris prior to grading. Grading_involves the cut and fill of land to ensure that the proper base and slope is created for the foundation. Building Construction involves the construction of the foundation, structures and buildings. Architectural Coatlno involves the application of coatings to both the interior and exterior of buildings or structures, the painting of parking lot or parking garage striping, associated signage and curbs, and the painting of the walls or other components such as stair railings inside parking structures. Paving involves the laying of concrete or asphalt such as in parking lots, roads, driveways, or sidewalks. As such, by disproportionately altering individual construction phase lengths without proper justification, the model's calculations are altered and underestimate emissions. Thus, by including unsubstantiated changes to the Project's anticipated individual construction phase lengths, the model may underestimate the Project's maximum daily construction -related emissions and should not be relied upon to determine the significance of the Project's air quality impacts. Unsubstantiated Amount of Demolition According to the CalEEMod User's Guide, "[h]aul trips are based on the amount of material that is demolished, imported or exported assuming a truck can handle 16 cubic yards of material."11 Therefore, the air model calculates a default number of hauling trips based upon the amount of demolition material inputted into the model. Regarding the amount of demolition required for Project construction, the Addendum states: "The proposed project involves demolition of two existing buildings, Northgate Gonzalez Market and Munoz Auto & Tire Repair" (p. 2-10). Furthermore, review of the Project's CalEEMod output files demonstrates that the model calculated a default value of 267 hauling truck trips (see excerpt below) (Appendix B, pp. 86, 118, 239). Number 1 Number Demolition • 5i 1100, 0.00 257.00 -•-----•-•-----•1-----'"_-_-_-'I•-•-•--b.- SilePreparetion -•.•-----------�"-------------I---•-----• 31—f-6.OD� 0 0.00: ---------1 Grernng 41—h1000, 0.00 000� -- -- ---------------------- -►---------- I...... - ---------! Builring ConsWction 81 19TOO, 48.00 0.00� -----------'------ ---------- i---•----- ---------� Pevirg 61 15.00� 0.00 0.00: Mchitedural Coating 1 39.00; 0.0 0.00• " htto://www.agmd.gov/dots/default-source/caleemod/02 appendix-a2016-3-2.odf?sfvrsn=6. p. 14 75C-80 As you can see in the excerpt above, the model calculates 267 hauling truck trips for demolition. According to the "User Entered Comments & Non -Default Data" table, the justification provided for these changes is: "Estimated tons of demolished material based on AQconstruction questionnaire" (Appendix B, pp. 79, 111, 231). However, this justification is incorrect for two (2) reasons. First, the Addendum and associated documents fail to provide an AQ construction questionnaire, as referenced. As such, we are unable to verify the inputted amount of demolition material as claimed. Second, the Addendum fails to disclose the specific square footage of facilities to be demolished or the tons of debris resulting from this demolition. Thus, we cannot verify that the hauling trip number calculated in the model is the result of the input of the correct amount of demolition. As such, demolition may be underestimated. This potential underestimation presents an issue, as the total amount of demolition material is used by CaIEEMod to determine emissions associated with this phase of construction. The three primary operations that generate dust emissions during the demolition phase are mechanical or explosive dismemberment, site removal of debris, and on -site truck traffic on paved and unpaved road.12 Thus, by failing to substantiate the demolition of existing structures and hardscape, emissions associated with fugitive dust, site removal, and exhaust from hauling trucks traveling to and from the site may be underestimated. As a result, the model may underestimate the Project's construction -related emissions and should not be relied upon to determine the significance of the Project's air quality impacts. Use of Underestimated Operational Vehicle Trips According to the Traffic Impact Analysis ("TIA"), provided by Appendix K to the Addendum, the proposed Project is expected to generate 1,171 daily vehicle trips throughout operation (Appendix K, pp. 314, Table 5-1). However, review of the "Project Traffic Generation Forecast Table" demonstrates that a 5% non -auto trip reduction was applied to the Project's daily vehicle trip estimate, resulting in a reduction of 59 vehicle trips (see excerpt below) (Appendix K, pp. 314, Table 5-1). "CalEEMod User Guide, Appendix A, p. 11, available at: http://www.caleemod.com/ 75C-81 Daily Description 2-Way /BI Proposed Project 221: Residential (169 Dil) 919 Internal Captu e7 -120 Residential Subtotal 799 O 820: Retail Shops (7.514 SF) 284 Internal Capture7 -163 Retail Subtotal 121 O 932: High -Turnover Restaurant (3.847 SF) 432 Internal Caphlre7 -181 Retail Subtotal 251 Total Project Trip Generation 1,171 %on -Auto Trip Adjustment (50/6) -59 (Bj 'Net Project Trip Generation 1,112 As the above excerpt demonstrates, the TIA includes a 5% reduction to the trip generation calculations to account for non -vehicle transport. Regarding the 5% non -auto trip reduction, the TIA states: "Please note that a 5% non -auto trip reduction was applied to the trip generation to account for other modes of transportation within a downtown area (i.e. public transit, walking, biking, etc.). It is our understanding that the City of Santa Ana and Garden Grove have partnered with OCTA to develop the "CC Streetcar" which will further enhance mobility throughout Downtown Santa Ana, beyond the current transit opportunities that are now availability. In addition, the Santa Ana Renaissance Specific Plon Traffic Study prepared by KOA dated January 2010 utilized a similar 5% mode adjust" (Appendix K, pp. 312-313). However, this justification is insufficient for three (3) reasons. First, while the TIA cites to the Santa Ana Renaissance Specific Plon Traffic Study, which supposedly includes a similar adjustment, the TIA fails to provide a source for the 5% non -auto trip reduction applied to the proposed Project. Second, simply because a Traffic Study in 2010 includes a similar 5% mode adjustment does not substantiate the inclusion of the reduction for the current Project. Third, the TIA fails to provide sufficient evidence that the development of the "CC Streetcar" would specifically result in a 5% reduction in vehicle trips for the proposed Project. As such, we cannot verify the 5% non -auto trip reduction, and the Addendum's CaIEEMod model should have included 1,171 daily trips instead of 1,112 trips. By including an unsubstantiated reduction to the Project's daily operational vehicle trips, the model underestimates the Project's mobile -source operational emissions and should not be relied upon to determine Project significance. 75C-82 Incorrect Application of Construction -Related Mitigation Measures Review of the Project's CalEEMod output files demonstrates the model includes the following five (5) construction -related mitigation measures: "Replace Ground Cover," "Water Exposed Area," "Water Unpaved Roads," "Reduce Vehicle Speed on Unpaved Roads," and "Clean Paved Roads" (see excerpt below) (Appendix B, pp. 86, 118, 239). 3.1 Mitigation Measures Construction Replace Ground Cover Water Exposed Area Water Unpaved Roads Reduce Vehicle Speed on Unpaved Roads Clean Paved Roads As a result, the model includes a 6% clean paved road reduction, 12% unpaved road moisture content, and 15 miles per hour ("MPH") vehicle speed (see excerpt below) (Appendix B, pp. 80, 112, 232). Table Nave I fd. Nave I DeiaWt Va.- I N,n VALe t--------------- W-------------Mus------ -- h -- a___________ As previously mentioned, the CalEEMod User's Guide requires any changes to model defaults be justified.13 According to the "User Entered Comments & Non -Default Data" table, the justification provided for these changes is: "Per SCAQMD Rules and Regulations" (Appendix B, pp. 79, 111, 231). Furthermore, in regard to the Project's construction emissions, the Addendum states: "Emission data is pulled from 'mitigated' results, which include SCAQMD regulatory requirements including Rule 403 and Rule 1113. SCAQMD Rule 403 Fugitive Dust applied. The Rule 403 reduction/credits include the following: properly maintain mobile and other construction equipment; replace ground cover in disturbed areas quickly; water exposed surfaces three times daily; cover stockpiles with tarps; water all haul roads twice daily; and limit speeds on unpaved roads to 15 miles per hour" (p. 3.2-4). However, as the excerpt above demonstrates, while the Addendum indicates which mitigation measures were included in the model, the Addendum does not explicitly require the Project to include onv of the above -mentioned construction -related mitigation measures. Thus, the Addendum fails to demonstrate a commitment to the implementation, monitoring, and enforcement of any construction -related mitigation measures, and we cannot verify their inclusion in the model. 13 CalEEMod User Guide, available at: htto://www.caleemod.com/, p. 2, 9 e 75C-83 Furthermore, according to SCAQMD Rule 403, Projects can either water unpaved roads 3 times per day, water unpaved roads 1 time per day and limit vehicle speeds to 15 mph, or apply a chemical stabilizer (see excerpt below) (p. 403-21, Table 2). 14 Table 2 Woutintted) FUGITIVE DUST SOURCECATEGORY CONTROL ACTIONS Unpaved Roads (48) Water all roads used for any vehicular tret£c at least once per every two hours of active operations [3 times per normal 8 hour work day]; OR (4b) Water all roads used for any vehicular traffic once daily and restrict vehicle speeds to 15 nules per hour OR. (4c) Apply a chemical stabilizer to all unpaved road surfaces in sufficient quaoti[y and frequency to maintain a stabilized surface. As you can see in the above excerpt, to simply comply with SCAQM D Rule 403, the Project may either water unpaved roads 3 times per day, water unpaved roads 1 time per day and limit vehicle speeds to 15 mph, or apply a chemical stabilizer. Thus, none of the measures included in the CaIEEMod model are explicitly required by SCAQMD Rule 403, and we cannot verify their inclusion in the model. By including construction -related mitigation measures without properly committing to their implementation, the model may underestimate the Project's construction -related emissions and should not be relied upon to determine Project significance. IncorrectApplication of Operational Mitigation Measures Review of the Project's CaIEEMod output files demonstrates that the model incorrectly includes several mobile-, area-, and water -related operational mitigation measures. As a result, the Project's operational emissions may be underestimated, and the model should not be relied upon to determine Project significance. First, the Project's CaIEEMod output files reveal that the model included the following two (2) mobile - related operational mitigation measures: "Increase Density' and "Increase Diversity' (see excerpt below) (Appendix B, pp. 102, 134, 255). 4.1 Mitigation Measures Mobile Increase Density Increase Diversity Second, the Project's CaIEEMod output files reveal that the model included the "Use only Natural Gas Hearths" area -related operational mitigation measure (see excerpt below) (Appendix B, pp. 106, 138 261). 14 "RULE 403. FUGITIVE DUST." SCAQMD, June 2005, available at: htto://www.agmd.gov/docs/default-source/rule- b oo k/ r u l e-i v/ r u l e-403. o d f. 75C-84 6.1 Mitigation Measures Area Use only Natural Gas Hearths Third, the Project's CaIEEMod output files reveal that the model included the following five (5) water - related operational mitigation measures: "Install Low Flow Bathroom Faucet," "Install Low Flow Kitchen Faucet," "Install Low Flow Toilet," "Install Low Flow Shower," and "Use Water Efficient Irrigation System (see excerpt below) (Appendix B, pp. 108, 140, 263). 7.1 Mitigation Measures Water Install Low Flow Bathroom Faucet Install Low Flow Kitchen Faucet Install Low Flow Toilet Install Low Flow Shower Use Water Efficient Irrigation System However, the inclusion of the above -mentioned energy-, mobile-, and water -related operational mitigation measures is unsubstantiated according to the relevant guidance. According to the CaIEEMod User's Guide: "The mitigation measures included in CaIEEMod are largely based on the CAPCOA Quantifying Greenhouse Gas Mitigation Measures (http://www.capcoa.org/wp- conte nt/uploads/down loads/2010/09/CAPCOA-Qua ntificatio n- Repo rt-9-14-Fina I. pdf) document. The CAPCOA measure numbers are provided next to the mitigation measures in CaIEEMod to assist the user in understanding each measure by referencing back to the CAPCOA document."15 However, review of CAPCOA's Quantifying Greenhouse Gas Mitigation Measures document demonstrates that the Addendum fails to substantiate several of the mitigation measures included in the model (see table below). is "CaIEEMod User's Guide." CAPCOA, November 2017, available at: http://www.caleemod.com/, p. 53. 16 "Quantifying Greenhouse Gas Mitigation Measures." CAPCOA, August 2010, available at: http://www.ca ijcoa.org/wp-content/up loads/2010/11/CAPCOA-Qua nt ificati on-Report-9-14-Fi na I. pdf. 10 75C-85 Measure LUT-1 Increase Density 'The reductions in GHG emissions are quantified based on reductions to VMT. The relationship between density and VMT is described by its elasticity." VMT Reduction = A * B, where: A = % increase in housing units orjobs/acre B = Elasticity of VMT with respect to density The following information needs to be provided by the Project Applicant: • Number of housing units per acre or jobs per job acre Measure LUT-3 Increase Diversity "Having different types of land uses near one As previously mentioned, the CalEEMod User's Guide requires any changes to model defaults be justified. Here, however, the "User Entered Comments & Non -Default Data" table fails to mention or substantiate the inclusion of this measure whatsoever (Appendix B, pp. 79, 111, 231). While the Greenhouse Gas ("GHG") Emissions Assessment, provided by Appendix D to the Addendum, states that the Project "would result in 169 dwelling units per acre over the 2.715-acre site," the Addendum and associated documents completely fail to mention or evaluate the increased density "based on reductions to VMT." as stated in the measure (Appendix D, pp. 217). The Addendum and associated documents also fail to mention the % increase in housing units or jobs/acre or the elasticity of VMT with respect to density, as stated in the measure. Finally, the Addendum and associated documents fail to provide any calculations or assumptions used to include this measure in the model. As such, this measure is unsubstantiated, and the model should not be relied upon to determine Project significance. As previously mentioned, the CalEEMod User's Guide requires any changes to model defaults be justified. Here, however, the "User Entered another can decrease VMTsince trips between land I Comments & Non -Default Data" table fails to use types are shorter and may be accommodated by non -auto modes of transport." The following information needs to be provided by the Project Applicant: • Percentage of each land use type in the project (to calculate land use index) 11 mention or substantiate the inclusion of this measure whatsoever (Appendix B, pp. 79, 111, 231). In regard to Measure LUT-3, the GHG Emissions Assessment states: "The measure requires at least three different land uses within 0.25 mile. The Project proposes residential, retail, and restaurant uses, and there are also residential, retail, and office land uses within this distance from the Project" (Appendix D, pp. 217). However, the Addendum and associated documents fail to provide the percentage of each land use type in 75C-86 the project to calculate the land use index, as stated in the measure. As such, this measure is unsubstantiated, and the model should not be relied upon to determine Project significance. Water Measures Measure WUW-1 Install Low -Flow Water Fixtures As previously mentioned, the CalEEMod User's Guide requires any changes to model defaults "Installing low flow or high -efficiency water fixtures be justified. Here, however, the "User Entered in buildings reduces water demand, energy Comments & Non -Default Data" table fails to demand, and associated indirect GHG emissions." mention or substantiate the inclusion of this The following information needs to be provided by measure whatsoever (Appendix B. pp. 79, 111, the Project Applicant: 231). While the Addendum states that the • Total expected indoor water demand, proposed Project's water demand is 29.6 acre - without installation of low -flow or high- feet per year ("AFY"), the Addendum fails to efficiency fixtures (million gallons), AND specify whether this total expected water • Total expected indoor water demand, after demand is after the installation of low -flow or installation of low -flow or high -efficiency high -efficiency fixtures. Thus, the Addendum fixtures (million gallons), OR and associated documents fail to provide the • Commitment to low -flow or high -efficiency total expected indoor water demand, without water fixtures (toilets, showerheads, sink installation of low -flow or high -efficiency faucets, dishwashers, clothes washers, or fixtures, and total expected indoor water all of the above) demand, after installation of low -flow or high - efficiency fixtures, or a commitment to low - flow or high -efficiency water fixtures, as is required in the measure. Furthermore, the Addendum states that "[t)he project would utilize energy -efficient LED lighting, a drought tolerant plant palette, and low -flow water fixtures to increase building sustainability" (p. 3.5-3). However, the Addendum only states this to demonstrate consistency with the City's Climate Action Plan ("CAP"). Thus, the Project fails to include low -flow water fixtures as a product design feature or mitigation measure, and the Addendum fails to demonstrate that the Project actually intends to install low -flow water fixtures at the Project site. As such, this measure is unsubstantiated, and the model 12 75C-87 Measure WUW-4 Use Water -Efficient Landscape Irrigation Systems "Using water -efficient landscape irrigation techniques such as "smart" irrigation technology reduces outdoor water demand, energy demand, and the associated GHG emissions." The following information needs to be provided by the Project Applicant: • Total expected outdoor water demand, without installation of smart landscape irrigation controller (million gallons). • (Optional) Project -specific percent reduction in outdoor water demand, after installation of smart landscape irrigation controller. Percent reduction must be verifiable. Otherwise, use the default value of 6.1%. should not be relied upon to determine Project significance. As previously mentioned, the CalEEMod User's Guide requires any changes to model defaults be justified. Here, however, the "User Entered Comments & Non -Default Data" table fails to mention or substantiate the inclusion of this measure whatsoever (Appendix B, pp. 79, 111, 231). Furthermore, the Addendum states that "water -efficient irrigation systems would be used" (p. 3.5-4). However, the Addendum only states this to demonstrate consistency with CARB's 2017 Scoping Plan. Thus, the Project fails to include water -efficient landscape irrigation systems as a product design feature or mitigation measure, and the Addendum fails to demonstrate that the Project actually intends to implement water -efficient landscape irrigation techniques at the Project site. Furthermore, the Addendum and associated documents fail to provide the total expected outdoor water demand, without installation of smart landscape irrigation controller and/or the Project -specific percent reduction in outdoor water demand, after installation of smart landscape irrigation controller, as required in the measure. As such, this measure is unsubstantiated, and the model should not be relied upon to determine Project significance. As shown above, the Addendum fails to justify several of the mitigation measures utilized in the Project's CalEEMod model according to the relevant guidance. As a result, the inclusion of these measures in the model is unsubstantiated and the model should not be relied upon to determine the significance of GHG impacts from the Project. Diesel Particulate Matter Health Risk Emissions Inadequately Evaluated The Addendum concludes that the Project's health risk impacts would be less than significant without conducting a quantified construction or operational health risk assessment ("HRA") (p. 6). Specifically, regarding the health risk impacts associated with Project construction, the Addendum states: 13 75C-88 "California Office of Environmental Health Hazard Assessment has not identified short-term health effects from DPM. Construction activities would be temporary and transient throughout the site (i.e., move from location to location), and would not generate emissions in a fixed location for extended periods of time. Construction activities would also be subject to and would comply with California regulations limiting the idling of heavy-duty construction equipment to no more than five minutes to further reduce nearby sensitive receptors' exposure to temporary and variable DPM emissions. As such, project construction DPM impacts to sensitive receptors would be less than significant and would not result in a substantial increase in the severity of DMP impacts beyond those analyzed in the 2010 FEIR" (p. 3.2-7). However, the Addendum's evaluation of the Project's health risk impacts, as well as the subsequent less than significant impact conclusion, is incorrect for four (4) reasons. First, the Addendum's claims that the health risk impacts associated with Project construction would be less than significant because Project construction "would be temporary and transient," "would not generate emissions in a fixed location for extended periods of time," and "would also be subject to and would comply with California regulations limiting the idling of heavy-duty construction equipment" are unsupported. As the Addendum fails to provide substantial evidence, including sources or calculations, to substantiate these claims, we are unable to verify that they are correct. Without providing a quantified construction HRA, the Addendum lacks substantial evidence to demonstrate that health risk impacts associated with Project construction would be less than significant. Second, by failing to prepare a construction HRA, the Project is inconsistent with the most recent guidance published by the Office of Environmental Health Hazard Assessment ("OEHHA"), the organization responsible for providing guidance on conducting HRAs in California. OEHHA released its most recent Risk Assessment Guidelines: Guidance Manual for Preparation of Health Risk Assessments in February 2015Y This guidance document describes the types of projects that warrant the preparation of an HRA. Construction of the Project will produce emissions of diesel particulate matter ("DPM"), a human carcinogen, through the exhaust stacks of construction equipment over a construction period of approximately 21- to 24-months (p. 2-11). The OEHHA document recommends that all short-term projects lasting at least two months be evaluated for cancer risks to nearby sensitive receptors." As the Project's proposed 21- to 24-month construction duration vastly exceeds the 2-month requirement set forth by OEHHA, it is clear that the Project meets the threshold requiring a quantified HRA under OEHHA guidance (p. 2-11). Thus, we recommend that health risk impacts from Project construction be evaluated in an EIR, per OEHHA guidelines, in order to determine the nature and extent of the Project's health risk impacts. Third, the Addendum fails to mention or evaluate the potential health risk impacts associated with Project operation whatsoever. As previously stated, the TIA indicates that Project operation would 17 "Risk Assessment Guidelines Guidance Manual for Preparation of Health Risk Assessments." OEHHA, February 2015, available at: htti)://oehha.ca.aov/air/hot spots/hotspots2015.html 18 "Risk Assessment Guidelines Guidance Manual for Preparation of Health Risk Assessments." OEHHA, February 2015, available at: htti)://oehha.ca.aov/air/hot spots/2015/2015GuidanceManual.pdf. p. 8-18 14 75C-89 generate 1,112 daily vehicle trips, or 1,171 daily vehicle trips without the non -auto trip adjustment, which will generate additional exhaust emissions and continue to expose nearby sensitive receptors to DPM emissions (Appendix F, p. 10, Table 5-1). Furthermore, the omission of a quantified operational HRA is inconsistent with the most recent guidance published by the Office of Environmental Health Hazard Assessment ("OEHHA"). The OEHHA document recommends that exposure from projects lasting more than 6 months be evaluated for the duration of the project, and recommends that an exposure duration of 30 years be used to estimate individual cancer risk for the maximally exposed individual resident ("MEIR").'9 Even though we were not provided with the expected lifetime of the Project, we can reasonably assume that the Project will operate for at least 30 years, if not more. Therefore, we recommend that health risk impacts from Project operation also be evaluated, as a 30-year exposure duration vastly exceeds the 6-month requirement set forth by OEHHA. These recommendations reflect the most recent state health risk policies, and as such, we recommend that an updated assessment of health risk impacts posed to nearby sensitive receptors from Project operation be included in an EIR for the Project. Fourth, by claiming a less than significant impact without conducting a quantified HRA to disclose the exposure levels to nearby, existing sensitive receptors as a result of Project construction and operation, the Addendum fails to compare the excess health risk to the SCAQMD's specific numeric threshold of 10 in one million.20 Thus, the Addendum cannot conclude less than significant health risk impacts resulting from Project construction and operation without quantifying emissions to compare to the proper threshold. Screening -Level Analysis Demonstrates Significant Impacts In an effort to accurately estimate the emissions associated with the Project, we prepared an updated CaIEEMod model, using the Project -specific information provided by the Addendum. In our updated model, we corrected the CO2 intensity factor, residential land use size, and operational vehicle trip rates; proportionally revised the construction phase lengths to achieve an overall construction period of 21 months; and omitted the unsubstantiated construction -related and operational mitigation measures. Utilizing our updated model, and in an effort to demonstrate the potential health risk posed by Project construction and operation to nearby, existing sensitive receptors utilizing a site -specific emissions estimates, we prepared a simple screening -level HRA. The results of our assessment as described below, demonstrate that the proposed Project may result in a significant impact not previously identified or addressed in the Addendum. In order to conduct our screening -level risk assessment we relied upon AERSCREEN, which is a screening level air quality dispersion model." The model replaced SCREEN3, and AERSCREEN is included in the 19 "Risk Assessment Guidelines Guidance Manual for Preparation of Health Risk Assessments." OEHHA, February 2015, available at: http://oehha.ca.gov/air/hot spots/2015/2015GuidanceManual.pdf, p. 8-6, 8-15 21 "South Coast AQMD Air Quality Significance Thresholds." SCAQMD, April 2019, available at: htti)://www.a a m d.gov/d ocs/defa ul t-source/cea a/hand book/scan and -a i r-a ua I ity-si gni fi ca nce-threshold s. pd f. 21 U.S. EPA (April 2011) AERSCREEN Released as the EPA Recommended Screening Model, http://www.epa.gov/ttn/scram/guidance/clarification/20110411 AERSCREEN Release Memo.pdf 15 75C-90 OEHHA22 and the California Air Pollution Control Officers Associated ("CAPCOA" )` guidance as the appropriate air dispersion model for Level 2 health risk screening assessments ("HRSAs"). A Level 2 HRSA utilizes a limited amount of site -specific information to generate maximum reasonable downwind concentrations of air contaminants to which nearby sensitive receptors may be exposed. If an unacceptable air quality hazard is determined to be possible using AERSCREEN, a more refined modeling approach is required prior to approval of the Project. We prepared a preliminary HRA of the Project's construction and operational health -related impact to residential sensitive receptors using the annual PM10 exhaust estimates from the SWAPE CalEEMod output files. Consistent with recommendations set forth by OEHHA, we assumed residential exposure begins during the third trimester stage of life. SWAPE's CalEEMod model indicates that construction activities will generate approximately 188 pounds of DPM over the 636-day construction period. The AERSCREEN model relies on a continuous average emission rate to simulate maximum downward concentrations from point, area, and volume emission sources. To account for the variability in equipment usage and truck trips over Project construction, we calculated an average DPM emission rate by the following equation: grams 188.4 lbs 453.6 grams 1 day 1 hour Emission Rate = x x x = 0.001556 g/s second 636 days lbs 24 hours 3,600 seconds Using this equation, we estimated a construction emission rate of 0.001556 grams per second ("g/s"). Subtracting the 636-day construction period from the total residential duration of 30 years, we assumed that after Project construction, the sensitive receptor would be exposed to the Project's operational DPM for an additional 28.26 years, approximately. The Project's operational CalEEMod emissions indicate that operational activities will generate approximately 64 pounds of DPM per year throughout operation. Applying the same equation used to estimate the construction DPM rate, we estimated the following emission rate for Project operation: grams 64.4 lbs 453.6 grams 1 day 1 hour Emission Rate (second) 365 days X lbs X 24 hours X 3,600 seconds — 0.000926 g/s Using this equation, we estimated an operational emission rate of 0.000926 g/s. Construction and operational activity was simulated as a 2.72-acre rectangular area source in AERSCREEN with dimensions of 157 by 70 meters. A release height of three meters was selected to represent the height of exhaust stacks on operational equipment and other heavy-duty vehicles, and an initial vertical dimension of one and a half meters was used to simulate instantaneous plume dispersion upon release. An urban meteorological setting was selected with model -default inputs for wind speed and direction distribution. The AERSCREEN model generates maximum reasonable estimates of single -hour DPM concentrations from the Project site. EPA guidance suggests that in screening procedures, the annualized average 22 "Risk Assessment Guidelines Guidance Manual for Preparation of Health Risk Assessments." OEHHA, February 2015, available at: htti)://oehha.ca.aov/air/hot spots/2015/2015GuidanceManual.pdf 23 CAPCOA (July 2009) Health Risk Assessments for Proposed Land Use Projects, htti)://www.cal)coa.ora/wp- content/uploads/2012/03/CAPCOA HRA LU Guidelines 8-6-09.pdf. 16 75C-91 concentration of an air pollutant be estimated by multiplying the single -hour concentration by 10%.24 According to the Addendum, the nearest sensitive receptors are located approximately 55 feet, or 17 meters, from the Project boundary (p. 3.2-6). However, review of the AERSCREEN output files demonstrates that the MEIR is located approximately 75 meters from the Project site. Thus, the single - hour concentration estimated by AERSCREEN for Project construction is approximately 3.914 µg/m3 DPM at approximately 75 meters downwind. Multiplying this single -hour concentration by 10%, we get an annualized average concentration of 0.3914 µg/m3 for Project construction at the MEIR. For Project operation, the single -hour concentration estimated by AERSCREEN is 2.332 µg/m3 DPM at approximately 75 meters downwind. Multiplying this single -hour concentration by 10%, we get an annualized average concentration of 0.2332 µg/m3 for Project operation at the MEIR. We calculated the excess cancer risk to the MEIR using applicable HRA methodologies prescribed by OEHHA. Consistent with the Addendum's proposed 21- to 24-month construction schedule, the annualized average concentration for Project construction was used for the entire third trimester of pregnancy (0.25 years) and the first 1.49 years of the infantile stage of life (0 — 2 years) (p. 2-11). The annualized averaged concentration for operation was used for the remainder of the 30-year exposure period, which makes up the remaining 0.51 years of the infantile stage of life, the entire child stage of life (2 —16 years), and the entire the adult stage of life (16 — 30 years). Consistent with OEHHA, as recommended by the SCAQMD, BAAQMD, and SJVAPCD guidance, we used Age Sensitivity Factors ("ASF") to account for the heightened susceptibility of young children to the carcinogenic toxicity of air pollution.",z6," According to this guidance, the quantified cancer risk should be multiplied by a factor of ten during the third trimester of pregnancy and during the first two years of life (infant) as well as multiplied by a factor of three during the child stage of life (2 —16 years). We also included the quantified cancer risk without adjusting for the heightened susceptibility of young children to the carcinogenic toxicity of air pollution in accordance with older OEHHA guidance from 2003. This guidance utilizes a less health protective scenario than what is currently recommended by SCAQMD, the air quality district with jurisdiction over the City, and several other air districts in the state. Furthermore, in accordance with the guidance set forth by OEHHA, we used the 95`h percentile breathing rates for ""Screening Procedures for Estimating the Air Quality Impact of Stationary Sources Revised." EPA, 1992, available at: htti)://www.ei)a.gov/ttn/scram/guidance/guide/EPA-454R-92-019 OCR.pdf; see also "Risk Assessment Guidelines Guidance Manual for Preparation of Health Risk Assessments." OEHHA, February 2015, available at: htti)s://oehha.ca.gov/media/downloads/crnr/2015guidancemanual.1)df p. 4-36. 25 "Draft Environmental Impact Report (DEIR) for the Proposed The Exchange (SCH No. 2018071058)." SCAQMD, March 2019, available at: http://www.agmd.gov/docs/default-source/cega/comment- letters/2019/march/RVC190115-03.pdf?sfvrsn=8, p. 4. 26 "California Environmental Quality Act Air Quality Guidelines." BAAQMD, May 2017, available at: http://www.baagmd.gov/—/media/files/planning-and-research/cega/cega guidelines may2017-pdf.pdf?la=en, p. 56; see also "Recommended Methods for Screening and Modeling Local Risks and Hazards." BAAQMD, May 2011, available at: http://www. baag md.gov/—/media /Files/Planning%20a nd%2OResea rch/CEQA/BAAQMD%20M ode I i ng%2OApp roa c h.ashx, p. 65, 86. 27 "Update to District's Risk Management Policy to Address OEHHA's Revised Risk Assessment Guidance Document." SIVAPCD, May 2015, available at: https://www.vallevair.org/busind/pto/staff-report-5-28-15.pdf, p. 8, 20, 24. 17 75C-92 infants.28 Finally, according to SCAQMD guidance, we used a Fraction of Time At Home ("FAH") Value of 1 for the 3rd trimester and infant receptors.29 We used a cancer potency factor of 1.1 (mg/kg-day)-' and an averaging time of 25,550 days. The results of our calculations are shown below. The Maximum Exposed Individual at an Existing Residential Receptor (MEIR) Cancer Duration Concentration Breathing Cancer Risk Activity ASF Risk with (years) (ug/m3) Rate (L/kg-day) without ASFs* ASFs* Construction 0.25 0.3914 361 5.3E-07 10 5.3E-06 3rd Trimester 3rd Trimester 0.25 5.3E-07 5.3E-06 Duration Exposure Construction 1.49 0.3914 1090 9.6E-06 10 9.6E-05 Operation 0.51 0.2332 1090 1.9E-06 10 1.9E-05 Infant Exposure Infant 2.00 1.2E-05 1.2E-04 Duration Exposure Operation 14.00 0.2332 572 2.8E-05 3 8.4E-05 Child Exposure Child 14.00 2.8E-05 8.4E-05 Duration Exposure Operation 14.00 0.2332 261 9.4E-06 1 9.4E-06 Adult Exposure Adult14.00 9.4E-06 9.4E-06 Duration Exposure Lifetime Exposure Lifetime 30.00 5.0E-05 2.1E-04 Duration Exposure *We, along with CARB and SCAQMD, recommend using the more updated and health protective 2015 OEHHA guidance, which includes ASFs. As demonstrated in the table above, the excess cancer risk to adults, children, infants, and during the 3rd trimester of pregnancy at the MEIR located approximately 75 meters away, over the course of Project construction and operation, utilizing age sensitivity factors, are approximately 9.4, 84, 120, and 5.3 in one million, respectively. The excess cancer risk over the course of a residential lifetime (30 years), utilizing age sensitivity factors, is approximately 210 in one million. The infant, child, and lifetime cancer risks all exceed the SCAQMD threshold of 10 in one million, thus resulting in a potentially significant impact not previously addressed or identified by the Addendum. Utilizing age sensitivity factors is the most conservative, health -protective analysis according to the most recent guidance by OEHHA and reflects recommendations from the air district. Results without age sensitivity factors are presented in 2s "Supplemental Guidelines for Preparing Risk Assessments for the Air Toxics'Hot Spots' Information and Assessment Act," July 2018, available at: http://www.agmd.gov/docs/default-source/planning/risk- assessment/ab2588supplementalauidelines.pdf, p. 16. "Risk Assessment Guidelines Guidance Manual for Preparation of Health Risk Assessments." OEHHA, February 2015, available at: httl)s://oehha.ca.gov/media/downloads/crnr/2015guidancemanual.1)df 21 "Risk Assessment Procedures for Rules 1401, 1401.1, and 212." SCAQMD, August 2017, available at: http://www.ag m d.aov/d ocs/default-sou rce/ru le-book/Proposed- Rules/1401/riskassessmentprocedures 2017 080717.pdf, p. 7. 18 75C-93 the table above, although we do not recommend utilizing these values for health risk analysis. Regardless, the excess cancer risk to adults, children, infants, and during the 3'd trimester of pregnancy at the MEIR located approximately 75 meters away, over the course of Project construction and operation, without age sensitivity factors, are approximately 9.4, 28, 12, and 0.53 in one million, respectively. The excess cancer risk over the course of a residential lifetime (30 years), without age sensitivity factors, is approximately 50 in one million. The infant, child, and lifetime cancer risks, without age sensitivity factors, all exceed the SCAQMD threshold of 10 in one million, thus resulting in a potentially significant impact not previously addressed or identified by the Addendum. While we recommend the use of age sensitivity factors, health risk impacts exceed the SCAQMD threshold regardless. An agency must include an analysis of health risks that connects the Project's air emissions with the health risk posed by those emissions. Our analysis represents a screening -level HRA, which is known to be conservative and tends to err on the side of health protection. 30 The purpose of the screening -level construction and operational HRA shown above is to demonstrate the link between the proposed Project's emissions and the potential health risk. Our screening -level HRA demonstrates that construction and operation of the Project could result in a potentially significant health risk impact, when correct exposure assumptions and up-to-date, applicable guidance are used. Therefore, since our screening -level HRA indicates a potentially significant impact, the City should prepare a Project -specific EIR with an HRA which makes a reasonable effort to connect the Project's air quality emissions and the potential health risks posed to nearby receptors. Thus, the City should prepare an updated, quantified air pollution model as well as an updated, quantified refined health risk assessment which adequately and accurately evaluates health risk impacts associated with both Project construction and operation. Greenhouse Gas Failure to Adequately Evaluate Greenhouse Gas Impacts The Addendum estimates that the Project would generate net annual GHG emissions of 1,493 metric tons of CO2 equivalents per year ("MT CO2e/year') (p. 3.5-2, Table 3.5-1). As a result, the Addendum concludes that the Project would result in a service population efficiency value of 2.0 metric tons of CO2 equivalents per service population per year ("MT CO2e/SP/year"), based on a service population value of 747 people (see excerpt below) (p. 3.5-2, Table 3.5-1). ""Risk Assessment Guidelines Guidance Manual for Preparation of Health Risk Assessments." OEHHA, February 2015, available at: https://oehha.ca.aov/media/downloads/crnr/2015auidancemanual.pdf, p. 1-5 19 75C-94 Table 3.5-1 Conshucfion and GHG Emissions CORiructlon Emissions Amortned over 30 Years 29, operabomaEmisgons Area 36 Energy 597 Waste 33 Water 29 Mobile 733 Total Project Emissions Project 5e Moe Population (Residents andEmployees) U Total Project Emissions per service population IMTC%e per service papulatlmn per year) 2AID FEIR Emissions 99,AU 201D FEIR service Population 11,794 Total 2010 FEIR Emissions per service population 93 [MTCoye perservice population per year) However, the Addendum fails to compare the Project's emissions to the relevant SCAQMD quantitative GHG threshold, instead relying upon the City of Santa Ana's 2010 Programmatic Final EIR ("FEIR"), stating: "[T]he project would not result in any new or substantially more severe GHG emissions impacts than what was analyzed in the 2010 FEIR and project GHG emissions would not be significant" (p. 3.5-2). Finally, the Addendum relies upon the Project's consistency with the City of Santa Ana's Climate Action Plan ("CAP") and CARB's 2017 Scoping Plan in order to conclude that the Project would result in a less than significant GHG impact (p. 3.5-3 - 3.5-4). However, the Addendum's quantitative and qualitative GHG analyses, as well as the subsequent less than significant impact conclusion, are incorrect for seven (7) reasons. (1) The Addendum's quantitative GHG analysis relies upon an incorrect and unsubstantiated air model; (2) The Addendum's quantitative GHG analysis relies upon an overestimated service population; (3) The Addendum fails to apply the relevant SCAQMD quantitative GHG threshold; (4) The Addendum fails to identify a potentially significant GHG impact; (5) The Addendum incorrectly relies upon the City's CAP; (6) The Addendum fails to demonstrate that the Project would be consistent with CARB's Scoping Plan; and (7) SWAPE's updated analysis indicates a potentially significant GHG impact. 20 75C-95 (1) Incorrect and Unsubstantiated Quantitative GHG Analysis As discussed above, the Addendum estimates that the Project would generate net annual GHG emissions of 1,493 MT CO2e/year, resulting in a service population efficiency of 2.0 MT CO2e/SP/year (p. 3.5-2, Table 3.5-1). However, the Addendum's quantitative GHG analysis should not be relied upon, as it relies upon an unsubstantiated air model. As previously discussed, when we reviewed the Project's CaIEEMod output files, provided in the Air Quality Assessment as Appendix B to the Addendum, we found that several of the values inputted into the model are not consistent with information disclosed in the Addendum and associated documents. As a result, the model underestimates the Project's GHG emissions, and the Addendum's quantitative GHG analysis should not be relied upon to determine Project significance. An EIR should be prepared that adequately assesses the potential GHG impacts that construction and operation of the proposed Project may have on the surrounding environment. (2) Reliance Upon an Overestimated Service Population As discussed above, the Addendum concludes that the Project would result in a service population efficiency value of 2.0 MT CO2e/SP/year, based on a service population value of 747 people (p. 3.5-2, Table 3.5-1). However, the Addendum's quantitative GHG analysis is unsubstantiated, as it relies upon an unsupported service population of 747 people. According to CAPCOA's CEQA & Climate Change report, service population is defined as "the sum of the number of residents and the number of jobs supported by the project."31 The Addendum indicates that the proposed Project would provide housng for up to 507 residents, "[u]sing the household size ratio from the 2010 FOR of 3.0 persons per household" (p. 3.9-5). However, this household size ratio should not be relied upon as it is from approximately 10 years ago and fails to take into account the type of housing development or number of units per structure. Rather, the more recent 2020 Draft Program Environmental Impact Report ("DPEIR") for the City of Santa Ana General Plan Update reveals that this value is incorrect. Rather, the DPEIR indicates that structures including over 50 units would have household size ratios of 2.77- and 2.45-persons per household 2018 and 2045, respectively (see excerpt below).32 Table 4: Persons per Household Assumptions Units in Structure 2000 2010 2011 2D12 2D13 2D14 2015 2016 2017 2018 2045 Citywide 4.37 4.30 4.26 4.41 4.14 3.97 4.33 4.20 4.11 3.97 3.62 Single family' 5.09 4.92 4.98 4.94 4.84 4.81 5-OD 4.95 4.73 4.693 4.30^ Mugs-famil2 4.07 4.01 3.86 4.15 3.82 3.51 4.01 3.66 3.74 3.583 3.124 2 to 4 440 484 409 477 390 356 449 4.37 4.01 403 343 5 tc 19 393 378 375 431 369 355 401 3.85 3.53 399 3 60 20 to 49 467 420 435 449 431 381 4.1 D 420 3.92 50 or more 3.71 3.58 3.67 3.55 3.71 3.19 3A3 3.18 3.74 2.77 2.41 " CAPCOA (Jan. 2008) CEQA & Climate Change, p. 71-72, http://www.capcoa.org/wp- conte nt/up load s/2012/03/CAPCOA-W h ite-Pa per. pd f. 32 "Santa Ana General Plan Update Draft Program Environmental Impact Report." August 2020, available at: htti)s://www.sa nta-a na.ora/sites/d efa u It/files/D b/ae ne ra (- plan/documents/Draft%20EIR/Complete%20Draft%20PEIR.i)df, p. B-b-11, Table 4. 21 75C-96 Thus, the Addendum should have relied upon a household size ratio of 2.45-persons per household, in order to maintain consistency with the City's General Plan and conduct the most conservative analysis. As such, the Addendum should have estimated a residential service population value of 407 people.33 Furthermore, the Addendum fails to disclose any calculations used to estimate the number of jobs supported by the Project. However, the DPEIR indicates that commercial land uses generate approximately 1 employee per 500-SF of building space (see excerpt below).34 Table 3: Employment Factors Em fie merit Generation Factors Land Use Existing Factor Buildout Factor Commercial 500 sq_ fl_ Imp 500 s _ fl_ I em Office I Office Park 286 s _ It Imp 364 s _ ft I ern Business Park! R80 300 s .fit. I em p. 333 sq. It I em Light Industrial 400 s _ fl_ Imp _ 500 s _ fit Imp Heavy Industrial. 500s _fl_Imp _ KID s _ft Imp Warehouse 300 s . ft.1 em . 800 s . B. I em Medical 400 sIt Imp _ 222 sft Imp Govemment Office 286 sq. ff. l emp. 286 sq. it I emp. Hospital 400 s . R.1 em . 364 s . ft I em Religious Institution 800 sq It Imp _ aw s _ ft I ern Hotel I Motel 0.91 room 0.91 roan School 0.11 student 011 student Park 0. 751 acre 0 751 acre As such, we estimate that the Project would create approximately 23 new employees.35 Thus, we estimate that the Project's total service population would be approximately 430 people.36 As a result, the Addendum's service population is overestimated, and the subsequent quantitative GHG analysis should not be relied upon. (3) Failure to Apply the Relevant SCAQMD Threshold As discussed above, the Addendum estimates that the Project would generate net annual GHG emissions of 1,493 MT COze/year, resulting in a service population efficiency value of 2.0 MT COze/SP/year (p. 3.5-2, Table 3.5-1). However, while the Addendum quantifies the Project's GHG emissions, the Addendum fails to mention or compare the Project's annual GHG emissions to the applicable SCAQMD thresholds. This is incorrect, as the SCAQMD provides GHG thresholds that can be used to determine a project's significance. In September 2016, Governor Brown signed Senate Bill 32, enacting HEALTH & SAFETY CODE § 38566.37 This statute ("SB 32") requires California to achieve a new, more aggressive 40% reduction in GHG 33 Calculated: 169 units * 2.41 persons per household = 407 residents. 34 "Santa Ana General Plan Update Draft Program Environmental Impact Report." August 2020, available at: https://www.sa nta-a na.ora/sites/d efa u It/files/p b/ae ne ra (- plan/documents/Draft%20EIR/Complete%2ODraft%20PEIR.pdf, p. 3-b-11, Table 3. " Calculated: (3,850-SF of "High Turnover (Sit Down Restaurant)" + 7,510-SF of "Strip Mall") / (500 SF/Employee) _ 23 employees. 36 Calculated: 23 employees + 407 residents = 430 people. 37 HEALTH & SAFETY CODE 38566, available at: htti)s://Ieginfo.legislature.ca.gov/faces/codes displav5ection.xhtml?lawCode=HSC&sectionNum=38566. 22 75C-97 emissions over the 1990level by the end of 2030. As a result, the Project should comply with SB 32, which requires a more aggressive GHG threshold. Thus, we recommend that the Project rely upon the SCAQMD efficiency threshold of 3.0 MT CO,e/year for the year 2035, which was calculated based on a 40% reduction from the 2020 GHG efficient target.38 By failing to compare the Project's estimated GHG emissions to the SCAQMD GHG threshold, the Addendum leaves a gap in its quantitative GHG analysis. (4) Failure to Identify a Potentially Significant GHG Impact The Addendum's incorrect and unsubstantiated air model indicates a potentially significant GHG impact, when applying the relevant SCAQMD efficiency threshold of 3.0 MT CO,e/year for the year 2035.39 Specifically, the Addendum estimates that the Project would generate net annual GHG emissions of 1,493 MT CO2e/year (p. 3.5-2, Table 3.5-1). Furthermore, as described above, we estimate that the Project's service population would be 430 people. Dividing the Project's GHG emissions, as estimated by the Addendum, by a service population value of 430 people, we find that the Project would emit approximately 3.47 MT CO2e/SP/year (see table below).41 Addendum Service Population Efficiency Project Phase Proposed Project (MT CO2e/year) Total 1493.00 Service Population 430 Service Population Efficiency 3.47 Threshold Exceed? 3.0 Yes When we compare the Project's per service population GHG emissions to the SCAQMD 2035 efficiency target of 3.0 MT CO2e/SP/year, we find that the Project would result in a significant GHG impact not previously identified or addressed by the Addendum. According to CEQA Guidelines § 15064.4(b), if there is substantial evidence that the possible effects of a particular project are still cumulatively considerable notwithstanding compliance with the adopted regulations or requirements, a full CEQA analysis must be prepared for the project. Therefore, a Project -specific EIR should be prepared and recirculated for the Project, and mitigation should be implemented where necessary, per CEQA Guidelines. (S) Incorrect Reliance on the City's CAP As previously mentioned, the Addendum relies upon the Project's consistency with the City's CAP in order to conclude that the Project would result in a less than significant GHG impact (p. 3.5-3 - 3.5-3). ""Minutes for the GHG CEQA Significance Threshold Stakeholder Working Group #15." SCAQMD, September 2010, available at: http://www.agmd.gov/docs/default-source/cega/handbook/greenhouse-gases-(ghg)-cega- significance-thresholds/year-2008-2009/ghg-meeting-15/ghg-meeting-15-minutes.pdf, p. 2. 39 "Minutes for the GHG CEQA Significance Threshold Stakeholder Working Group #15." SCAQMD, September 2010, available at: http://www.agmd.gov/docs/default-source/cega/handbook/greenhouse-gases-(ghg)-cega- significance-thresholds/year-2008-2009/aha-meeting-15/aha-meeting-15-minutes.adf, p. 2. 40 Calculated: (1,493 MT CO2e/year) / (430 service population) = (3.47 MT CO2e/SP/year). 23 75C-98 However, review of the City's CAP demonstrates that the CAP is designed to help the City achieve it's 2020 GHG reduction goal and needs to be updated in order to meet the City's 2035 GHG reduction goal.41 Specifically, the CAP states: "The measures in this CAP are projected to accomplish the goal of a 15% reduction in community -wide emissions bv2020, and to nearly reach the 30% reduction by 2035 goal, as shown in Figure 3.1. It is anticipated that new policy and technology options for reducing emissions may become available before 2035; the CAP will need to be updated and additional measures mayneed to be added to meet the 2035 goal. The CAP measures affecting municipal operations are projected to accomplish both the 30% reduction by 2020 goal and the 40% reduction by 2035 goal" (emphasis added).41 As such, the City of Santa Ana's CAP is only applicable to projects that will be fullyoperational bv2020, as the CAP should be updated to meet the City's 2035 GHG reduction goal. Given that it is already October 2020 and the Project has yet to be approved, we know that the Project will not become operational by 2020. Thus, the City's CAP is inapplicable to the proposed Project, and the Addendum's reliance upon the City's CAP is incorrect. As a result, the Addendum's less than significant impact conclusion regarding the City's CAP should not be relied upon. (6) Failure to Demonstrate Consistency with CARB's 2017Scoping Plan As discussed above, the Addendum relies upon the Project's consistency with the CARB's 2017 Scoping Plan in order to conclude that the Project would result in a less than significant GHG impact (p. 3.5-3 - 3.5-4). However, review of CARB's 2017 Scoping Plan reveals that the proposed Project is inconsistent with numerous measures, including but not limited to the analysis below: Measures — Construction Require construction vehicles to operate with the Here, the Addendum states that "[a]pplicable highest tier engines commercially available construction mitigation measures include all diesel fuel construction equipment classified U.S. Environmental Protection Agency (U.S. EPA) Tier II or better" (p. 3.5-1). However, Tier 4 Final engines are the highest tier commercially available. As such, the Project fails to require construction vehicles to operate with the highest tier engines commercially available, as the measure requires. Furthermore, the Addendum fails to evaluate the 41 "Santa Ana Climate Action Plan." ICLEI-USA, December 2015, available at: https://www.santa- ana.org/sites/default/files/Documents/climate action plan.pdf, p. 26. 42 "Santa Ana Climate Action Plan." ICLEI-USA, December 2015, available at: https://www.santa- ana.org/sites/default/files/Documents/climate action plan.pdf, p. 26. 43 California Air Resources Board ("CARB") (Jan. 2017) 2017 Scoping Plan, Appendix B-Local Action, availableat: htti)s://ww3.arb.ca.gov/cc/scoi)ingi)lan/2030si) appb localaction final.pdf, p. 8-10. 24 75C-99 feasibility of implementing this measure. As such, we are unable to verify that it will actually be implemented, monitored, and enforced on the Project site. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Divert and recycle construction and demolition Here, while the Addendum briefly discusses waste, and use locally -sourced building materials Mitigation Measure 4.13-6 which incorporates the with a high recycled material content to the "reuse and recycling of construction and greatest extent feasible demolition waste," the Addendum and associated documents fail to demonstrate that the Project will implement, monitor, and enforce this measure on the Project site (p. 3.5-1). Furthermore, the Addendum also fails to mention or discuss the feasibility of using locally -sourced building materials with a high recycled material content, as the measure indicates. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Minimize tree removal, and mitigate indirect GHG Here, the Addendum and associated documents emissions increases that occur due to vegetation fail to mention or minimize tree removal removal, loss of sequestration, and soil disturbance whatsoever. Furthermore, the Addendum and associated documents fail to mitigate the indirect GHG emissions increases that occur due to vegetation removal, loss of sequestration, and soil disturbance, as the measure discusses. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Increase use of electric and renewable fuel Here, while the Addendum mentions using electric powered construction equipment and require construction equipment, the Addendum fails to renewable diesel fuel where commercially mention or require renewable diesel fuel where available commercially available, as the measure states (p. 3.4-2). As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require diesel equipment fleets to be lower Here, the Addendum fails to evaluate the feasibility emitting than any current emission standard of or require diesel equipment fleets to be lower emitting, as the measure discusses. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Measures —operation 25 75C-100 Require on -site EV charging capabilities for parking Here, the GHG Assessment states that "[t)he spaces serving the project to meet jurisdiction- Project includes energy efficient features in wide EV proliferation goals. compliance with the 2019 Title 24 Energy Efficiency Standards such as energy efficient appliances and electric vehicle charging stations" (Appendix D, pp. 225). However, the GHG Assessment states this only to demonstrate consistency with the City's CAP, and does not include EV charging spaces in the Project description or design features. Furthermore, the Addendum fails to demonstrate that the Project will actually implement, monitor, and enforce this measure at the Project site. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Allow for new construction to install fewer on -site Here, the Addendum and associated documents parking spaces than required by local municipal fail to mention or allow the Project to install fewer building code, if appropriate on -site parking spaces than required by local municipal building code. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Dedicate on -site parking for shared vehicles Here, the Addendum and associated documents fail to mention or require on -site parking for shared vehicles. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require on -site renewable energy generation Here, the Addendum and associated documents fail to mention or require on -site renewable energy generation. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require cool roofs and "cool parking" that Here, while the Mitigation Monitoring and promotes cool surface treatment for new parking Reporting Program, provided as Appendix K to the facilities as well as existing surface lots undergoing Addendum, states that the Project will exceed resurfacing current Cool Roof Coatings performance standards, the Addendum and associated documents fail to mention or require "cool parking," as the measure states (Appendix K, pp. 1,734). Furthermore, the Addendum and associated documents fail to mention or require that existing surface lots undergo resurfacing. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. 26 75C-101 Require organic collection in new developments Here, the Addendum and associated documents fail to mention or require organic collection in new developments whatsoever. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Achieve Zero Net Energy performance building Here, the Addendum and associated documents standards prior to dates required by the Energy fail to demonstrate that the Project would achieve Code Zero Net Energy performance building standards prior to dates required by the Energy Code, as the measure describes. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require preferential parking spaces for park and Here, the Addendum and associated documents ride to incentivize carpooling, vanpooling, fail to mention or require preferential parking commuter bus, electric vehicles, and rail service spaces for park and ride to incentivize carpooling, use vanpooling, commuter bus, electric vehicles, and rail service use, as the measure states. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require a transportation management plan for Here, the Addendum and associated documents specific plans which establishes a numeric target fail to mention or require a transportation for non-SOV travel and overall VMT management plan for specific plans which establishes a numeric target for non-SOV travel and overall VMT, as the measure indicates. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Develop a rideshare program targeting commuters Here, the Addendum and associated documents to major employment centers fail to mention or require the development of a rideshare program targeting commuters to major employment centers. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require the design of bus stops/shelters/express Here, while Addendum states that "[tjhe location lanes in new developments to promote the usage of the project site is in close proximity to several of mass -transit bus stops," the Addendum and associated documents fail to mention or require the design of bus stops/shelters/express lanes in new developments to promote the usage of mass - transit (p. 3.4-6). As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. 27 75C-102 Require gas outlets in residential backyards for use Here, the Addendum and associated documents with outdoor cooking appliances such as gas fail to mention or require gas outlets in residential barbeques if natural gas service is available backyards for use with outdoor cooking appliances such as gas barbeques if natural gas service is available. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require the installation of electrical outlets on the Here, the Addendum and associated documents exterior walls of both the front and back of fail to mention or require electrical outlets on the residences to promote the use of electric exterior walls of both the front and back of landscape maintenance equipment residences to promote the use of electric landscape maintenance equipment. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require the design of the electric outlets and/or Here, the Addendum and associated documents wiring in new residential unit garages to promote fail to mention or require the design of the electric electric vehicle usage outlets and/or wiring in new residential unit garages to promote electric vehicle usage. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require the installation of energy conserving Here, the Addendum and associated documents appliances such as on -demand tank -less water fail to mention or require the installation of energy heaters and whole -house fans conserving appliances such as on -demand tank -less water heaters and whole -house fans, as the measure indicates. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require each residential and commercial building Here, the Addendum states that "[n]atural gas and equip buildings with energy efficient AC units and electricity would be used for heating and cooling heating systems with programmable systems" (p. 3.4-3). As such, the Addendum fails to thermostats/timers mention or specify that such heating and cooling systems are energy efficient, as the measure specifies. Furthermore, the Addendum and associated documents fail to mention or require that each residential or commercial building have AC units and heating systems with programmable thermostats/timers. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require large-scale residential developments and Here, the Addendum and associated documents commercial buildings to report energy use, and set fail to mention or require that the Project report specific targets for per -capita energy use energy use, or set specific targets for per -capita 28 75C-103 energy use. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require the use of energy -efficient lighting for all Here, the while the Addendum states that the street, parking, and area lighting "project would use utilize energy -efficient LED lighting," the Addendum and associated documents fail to mention or specify that energy - efficient lighting would be require for all street, parking, and area lighting, as the measure states (p. 3.5-3). As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require the landscaping design for parking lots to Here, the Addendum and associated documents utilize tree cover and compost/mulch fail to mention or require the landscaping design for parking lots to utilize tree cover and compost/mulch, as the measure indicates. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Incorporate water retention in the design of Here, the Addendum and associated documents parking lots and landscaping, including using fail to mention or incorporate water retention in compost/mulch the design of parking lots and landscaping, including using compost/mulch. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. Require the development project to propose an Here, the Addendum and associated documents off -site mitigation project which should generate fail to mention or require the Project to propose an carbon credits equivalent to the anticipated GHG off -site mitigation project to generate carbon emission reductions. This would be implemented credits, as required. As such, the proposed Project via an approved protocol for carbon credits from is not consistent with this measure and the California Air Pollution Control Officers Association Addendum lacks substantial evidence to support its (CAPCOA), the California Air Resources Board, or consistency determination. other similar entities determined acceptable by the local air district Require the project to purchase carbon credits Here, the Addendum and associated documents from the CAPCOA GHG Reduction Exchange fail to require the Project to purchase carbon Program, American Carbon Registry (ACR), Climate credits whatsoever. In addition, the Addendum and Action Reserve (CAR) or other similar carbon credit associated documents fail to mention the CAPCOA registry determined to be acceptable by the local GHG Reduction Exchange Program, ACR, CAR, or air district other similar carbon credit registries. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination. 29 75C-104 Consider generating or purchasing local and California -only carbon credits as the preferred mechanism to implement its offsite mitigation measure for GHG emissions and that will facilitate the State's efforts in achieving the GHG emission reduction goal Here, the Addendum and associated documents fail to consider or indicate that the proposed Project will generate or purchase any local or California -only carbon credits. As such, the proposed Project is not consistent with this measure and the Addendum lacks substantial evidence to support its consistency determination As the above table indicates, the Addendum and associated documents fail to provide sufficient information and analysis to determine Project consistency with various measures under CARB's 2017 Scoping Plan. Thus, we cannot verify that the Project would be consistent with CARB's 2017 Scoping Plan, as stated in the Addendum. As a result, we recommend that an EIR be prepared to include further information and analysis demonstrating the Project's consistency. (7) Updated Analysis Indicates a Potentially Significant GHG Impact Applicable thresholds and site -specific modeling demonstrate that the proposed Project would result in a significant GHG impact not previously mitigated by the Addendum. The CalEEMod output files, modeled by SWAPE with Project -specific information, disclose the Project's mitigated emissions, which include approximately 996 MT CO2e of total construction emissions (sum of 2021, 2022, and 2023) and approximately 1,993 MT CO2e/year of net annual operational emissions (sum of area, energy, mobile, waste, and water -related emissions), for a net annual GHG emissions of 2,026 MT CO2e/year. Furthermore, as described above, we estimate that the Project's total service population would be approximately 430 people. When dividing the Project's GHG emissions (amortized construction + operational) by a service population value of 430 people, we find that the Project would emit approximately 4.71 MT CO2e/SP/year.44 As demonstrated in the table below, the service population efficiency value of 4.71 MT CO2e/SP/year exceeds the SCAQMD 2035 efficiency target of 3.0 MT CO2e/SP/year (see table below).41 SWAPE Service Population Efficiency Proposed Project Phase Project (MT Construction (amortized over 30 years) 33.21 Area 37.63 Energy 599.40 Mobile 1,214.56 Waste 66.11 Water 75.23 "Calculated: (2,026.12 MT CO2e/year) / (430 service population) _ (4.71 MT CO2e/SP/year). 45 "Minutes for the GHG CECA Significance Threshold Stakeholder Working Group #15." SCAQMD, September 2010, available at: http://www.agmd.gov/docs/default-source/cega/handbook/greenhouse-gases-(aha)-cega- sianificance-thresholds/year-2008-2009/aha-meeting-15/aha-meeting-15-minutes.pdf, p. 2. 30 75C-105 Total 2,026.12 Service Population 430 Service Population Efficiencv 4.71 Threshold 3 Exceed? Yes As the above table indicates, the Project's service population efficiency exceeds the SCAQMD 2035 efficiency target of 3.0 MT CO2e/SP/year, respectively, thus resulting in a significant impact not previously mitigated in the Addendum. As previously stated, according to CEQA Guidelines § 15064.4(b), if there is substantial evidence that the possible effects of a particular project are still cumulatively considerable notwithstanding compliance with the adopted regulations or requirements, a full CEQA analysis must be prepared for the project. Therefore, a Project -specific EIR should be prepared and recirculated for the Project, and mitigation should be implemented where necessary, per CEQA Guidelines. SWAPE has received limited discovery regarding this project. Additional information may become available in the future; thus, we retain the right to revise or amend this report when additional information becomes available. Our professional services have been performed using that degree of care and skill ordinarily exercised, under similar circumstances, by reputable environmental consultants practicing in this or similar localities at the time of service. No other warranty, expressed or implied, is made as to the scope of work, work methodologies and protocols, site conditions, analytical testing results, and findings presented. This report reflects efforts which were limited to information that was reasonably accessible at the time of the work, and may contain informational gaps, inconsistencies, or otherwise be incomplete due to the unavailability or uncertainty of information obtained or provided by third parties. Sincerely, Matt Hagemann, P.G., C.Hg. (,, I C_Z, �J A Paul E. Rosenfeld, Ph.D. 31 75C-106 wo ON N 0 mo C C Q T V C 0 � �O C0J O) � 0 � C o co d d w d �_ � � o U a c x O � g � O i L c� G C co L_ N M O N 0 2 W W co c 0 N a� 0 2 W w co U a 0 a O 10 10 10 U I I I a I I I a rn � N � I I I I I I I I M IpI IM jr N 10 IN I N O O M N J I I I I I I I I I I I I LL Y I I I I I I c 0 jp - I N N v a a N a c N U a+ N c a `o m a+ U s !C rn 7 a ' IL a o> 6 a c Q d 0 a C F r N s " H a E 0 U T I T T i m 0 7 w N 0 0 O Z oa N C d E E O U v m c W N 7 M WE Lol u O) co O N N m co a N fM (O O N 0 2 w w N U C O .N d 0 2 w w N U it :: LL U O N a7 + -O Q O O m N N � U N O. Cc Q N N N C N NO N m LL E v�U) n � N M N O) N O N C N � N — C C NO (0 N Co C � O NLL 00 0 Co (O r- C E I^ m U O w- ¢m U U U N a)N N — U rNn 'NO c LL Co U u ►_ N I5C-108 WE TI IN ci N fM O N 0 O 2 W W_ cu C O .N a) 7 O 2 W W m U I I I I I I I I I 2 'o �06 'M '� 'On 't0 '�O '� '�O 'M 'N 't0 '(V 'V 'O] IW � I I I I I I I I I I �5.m la T T T T T T; l0 LL K E z 'Z 'Z 'Z 'Z 'Z a m o o c 'NI 'NI 'NI 'co N� N� �O� COI SDI N N � (0 � (0 � N � N � ld ' •C ' 41 ' 41 ' N ' 41 ' N ' 41 ' N ' 41 ' 41 ' 41 ' 41 O L L L L L L y d p p p p p p p p p O O E C C a- C C Z o .4 ii :.4 ;t n s u - u u u - u u u o N 'L 'L 'G 'L 'L 'L 'L 'L 'L H22222 �LL d o o o o o o U ;U ;U ;U ;U ;U wo P,+ Lol U 0) co O v N m N a N M co N 0 c0 G w W_ ld U c O .N N 0 2 W w_ co U N p m ,f0 1 N p o to 0 0 O �O 'O O ---- 1---- , ____ 1 I V IN ,O N , Iy Oi`yy� a O F N e m r- , e a m O n iyy a p Z N e m �m o 0 0 a m 0 NO m N— I � IN If0 N I� io g o o iN IN '<o 0 N m , 1 jN O 10 ,N O OIL O 'O 'O O LLa o o 'o , ---- O� N 1 f0 ; V N , 1 N IN ,V N j� LE O Ie A O O O e O Wa y1 O , 1 LLd O �O 'O O , 1____ ____ . . 1 N OM :am 'CTM aM p �O 1�0 ;NO aO N AO INO ,NO NO r ,N r 1 , 1 A 0 N N p 6I 1 N f0 N U n Fm O �'O N N N , ____1____ ____ . . 1 N N N N C'I pX m h n Z m , N N 1 , 1 C7 a im n p O e N N M n 'o A o to 0 E E d N N N O ON O ' 'k N 10 11I m 1 0 0 0 0 p 1 . e IN 10 N V 'aO IyM N VO cl O p N N A N N N N 0-0 N e b Z N -------------- o 0 0 0 0 m N I N N N @ I NN IN1, O N O] ' jN O 10 IN O aN 'W 'N m th LLa o �o �o 0 I 1 I IN a in w I 1 _ 1 LLd O �O �O O I---- I1 ____ OM 'CTM :am aM N ;,O p INO W,O N AO INO INO NO II- IN r 1 A 0 N N p m IN lao N U c A 'ro O ;N :O N ____I1 ____ l N N N O M r N m A Z ----I CD In I V I n N p O V N N M A n E ;y ;N E E > N N N q E G 7 ON 1� n N 0 M N M 0 N O W L co U rm O N \W a 0 W W m U i m v O X O Z O m I m v m O N I N r N r r r � (O 22 a u m m E E E k m v `m v N O O Z a o 0 0 0 0 0 u m m E E E k m P « H N N N H Ih 17 Q N N N N N N N t c ry m m ry m S W N N W N N N N N N N N N N N N y OI 17 O OI 17 v m a 7 wo l Ur M O co N m N a N fM co O N O 2 w W m U C N 0 O 2i W W co p cNv rm 1 1 m o o h m O ov lom �o to to 00 INO 'O 'O 10 O 1 � 1 1 d IW �O IOI Im O V O m 1 r OI f0 1 O] N Z m0 10 'O 'LP IV O U o �O IO ____ 'cN'I IN NO `y i` iN r0'f U 1� �Im ly m m Im �cim to .5 r Im F m N 1____ N 0 � 1 ____ ____1____ O M i1° �ci <o io im vm 2 1 ------------------ 1 TZ O •-•-.T-.-•-•-•� ............... 1p m N O O 10 N g o 0 7o Im l0 70 o°i a~ o ;o :o �o ;o 0 1 ____ ____i ____ iVI 1O U1 1O 1O O Qom O 'oo to 10 to 0 c N old 1 ' M 1 m LL 1 • � 1 1 •----• • O_ 0 V 10 10 O N N 'O 1 10 N 1 1 1 10 U1 10 10 N j� N 1� Qom O 10 N y 0 1 1 Olg oa 1 1 ' N 1 1 N LL I 1 d IN m N V 1 O V 1 > 0 00 m In �0 1 0 N Im 1 1 1 1 1 a 0 n r O U n to 'm 1 1 1 o r .a o X 6 0 N O M m Z 1 1 1 (' W N O 0 O N m 'O O 10 1 m N U W 75C-'11 G 7 ON 1•.,. N 0 M N Ch O N 0 2 W W co U rm O N 0 2 W w co 0 u N p p y 'm ,a 1 1 Z O O ov ioM 'o �o �o m , 1 1 ' ' O U o o 1 U O M IM ,M_O I(O I(O NO F 1 y M 1� �M 10 IrM O m O N O z NO m m i� �� io ivri °1 p • • �O •• N C~ O i` i0 N i I I �m o H� to to to p yl 0 0 0 ____,____I ____I ____ LL O_ {p 0 V 0 0 N Np d~ O 10 10 10 O NO 1 1 10 ,Q 100 100 N >< a yf N >p wa o io �m io io p q 0 1 , 1 1 1 1 oa p o NO 1 ,M 1 M LL d 1 1 ' N O ry QV ITV ,� 1 O 1000 ,O 1 000 M r 1 p O N 1W 1 p O v 0 r r °r' O M N ' 1 1 Z p p m Ir �v 1 p O m Im N 1 Q IM �m 1 z , 1 1 'O O 10 1 Q r a Hm A .75C-1 �a we W M (5 00 Q) m co a 0 Q N d m m m s a w v -Fh -FO -FN -Fh -fr � I Z i1J ��Il ��fl rI1J �i1J -��IJ y I T I N � d I E � I J I I I I I Z I I I I I I m m I I � I I m I I `ID __ I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I d I I I O I I T p I F U I ry N I C I I J I I O �/+ I O I I r I I U Im N C I ry I I U I I J O I O I I I I V I d I O I m I I m Z a ;o �U m CO J O � � N � U L a '� ,a ;m a a �U `m y �m r J aZ Y L IL IL a a 0 w N 0 O 7 O d a .N K C O Z 0 v 0 r 0 O C d O y C O Z O N Qf co r L O N r L a N C C d 07 O w cca O cc O m a. V CL o — E! rn o cc a c n 0 Ln u A M L t _ C O U a) E cc m > co m C7 C7 a f0 w O O O c O ayi a aNi 7EPCJA4o ayi co WE TI IN EO M w (5 co m m a N M O N 0 O 2 W W m U c O .N a`) O 2 W W m U -- � � � � r ---------------r--r r r- --------- r -r r r -r -r r r r - - ---------------------- W_In In In In In In In In I' 1� I In IN to In I� � O) W t0 OJ W � Ol M OJ � OJ V M M OJ OJ I n IN I I� IM I I� IN I IN I I I I I I� I� I I I N I I I I I I I I I I I I I I I I I I I 3 I I I I I I I I I I I I I I I I I I I p I I I I I I I I I I I I I I I I I I I a I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I O I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I x I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I `-- ----------------------------------------------------------------------- 0 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 to N o 10 10 10 10 10 10 10 10 10 10 10 16 10 10 10 10 10 10 to OJ Iof Iof Iof Iof 11� Iof Iof In Iof In co I(coIcoIIof Iof coIIof I(p J I I I I I I I I I I I I I I I I I I I O I I I I I I I I I I I I I I I I I I I x I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I {Q I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I I __1--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- -- I� I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I E I I I I I I I I I I I I I I I I I I Q I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I d I I I I I I I I I I I I I I I I I I I T I I I I I I I I I I I I I I I I I I I r I I N I I I N I I I N I I I I N I I I I I I N I I I N I I I N I I I N I I I I N I I12I I I I N I C N I I O I I I O I I I o I I I I O I I N I I I I O I N 3 I It I I IL I I IL I I I It I I X I I I IL I E N I I V I I I V I I I V I I I I V I I I I I I V I p U1 I I (Q I I I {Q I I12I (p I I I I {Q I I I I I I (Q I '> IN Im I I IC I IN IM I I I Im p. W i 1 1 1 oN � NN m 13 0o � IJ0 I I I I LOw1O � E2 6 1 I� 1 N 1 N 1 m I I� I 1 1 1 I E I E 1d 10 1N 14 10 10 1d 10 1N 1pX- 1 10 1N 1N 1i I� 1i 10 10 o i� i T i� i� i m i�i� i� p U 1d• 1F- 1C7 1N 1r 1U' 1a' 1F- 1U 110LL 1C7 1 1� 1U 14 14 1K 1 IQ .. .L .. .L .. .L .. .L .. .L .. .L ...L .. .L .. .L .. .L .. .L .. .L .. .L . . . L . . . L ...L ...L .. .L ...L .. m E z O O O O p m ' o ' o ' o ' o ' o c ,m ,U o o o o o ,V ,U o o ,V ,V ,V� rn ; ';';'o ,d ,d ,d ���c ° 1 : WE N Cl) O N 0 O 2 W W U c O i N O 2 W w U N ld mU N 'h N I I I I O I I I I O U I I I I > O F- > I0_ Ip_ I0_ IF7F- I A A A A I I _t N U > N N yU x' x ' x ' x ' x I x O � p� i OI i pl i ❑� i O� 7 ❑� _I_J__ IJ ¢ O 10 10 10 10 10 C O N 7 J N = I I I ¢ 00l ;001 ;001 ;m ;m Im H« ro Iao Ico Im I� i� `0 c a N I � J I > 0 0 7G 0 0 to ¢ n In In In In In Y N I O J I I I L------------------- -- ¢ o io io io io io a1E I I I I I o +o +o +o +o +o � o to to I� Id Id I I I I I OO J aciZ > I I I I I 10 1II� I� I0 � io M I W 1 1 M 0 � Z c N E I ¢ I � � I 0 0 W .a U I m I Q 0 O ` ' c O � N U �o �m Llo n U o 0 'U) O U 7 U) c C O U U) L O N O O N N O O :.I O O CO) E C M 5 116 ry o N 0 N O O O U m u M O I+i O Q O O N O O z O O O Oy O O U ai of � N Q U m m O M M Q U N N b m m z M M N U o 0 U o 0 0 0 O O O m O O N N Ip (O m N a~ o N 0 N qN N 10 m wa o 0 jN c N w� LLa _ oA n n n n 0 Wa o r io m� LLa d a, N O V O Q N V Q O � � U N N 0 m 0 m Ux v M a M z M M O- ° O m C7 O M m � o 0 0 0 0 1° O d � O ~ U O wo Lol U r N O N G W O E 0 N M O O M ro N 1 O 0 O O Q O 10 O O N z O 0 O O 1 O 10 �Op Op 1 I 1 N O 10 10 O U o to In r O O N N p O O i0 i0 O N 10 IN N U O o 10 to �O n O n z O O N N O 1 O O O N Q N � g O o 10 l0 IOp loo O� 00 a~ 0 10 im o In u N 1=ON O :n 0 '00 0O0O Lg W LL O, o i o 0 1 O 0 0 > V V a o i� �vo <o lid � ---- I 1 � 9 O o 0 O 1 M O o O M oO a~ o In IVo C IN 1 1 O N ryO O 1n 10 nn 00 OO xa o n inn 0 0 W 2 y C p IN I O 10 �� N NO 1n M M LLa o io �Mp �v, MO v N 1 ry O O O N y O N O N N N 100 00 IN ____I ____r____ 1 O O $ N 0 COC O O 1n 'O MO U oo io iCo Mo 1w 0 nn b Ox o io :oo 00 Z � 10 �V 1 1 O oo �o goo $o ¢ O 1 n 1 O] �O U :7 C- 17 m o 0 NO O N O U <p u M O M O Q O O O O N z O O O Oy O O U ai of Q N N U N N � W M M M � Q N N U N N O W N m L M Z N Q O O U o 0 0 0 o 0 0 m o 0 N O N N A g p O O N N N N p O O W d O O MN o d n r o- n n 165 WLL 0 o O j0 �a LL N N O V N o V O � v e U o u U N N 0 m 0 m Ux M -z M M O m O n 0 Q M M O p O M d � O ~ U O wo l Ur N M co N 0 O 2 W W co U C O N W i a 0 2i L w co N CD C O O E 0 N M O O m ro N U U o .o Ni of 1 O 0 O O Q O 10 O O N z O 0 O O 1 O 'O 'Op Op U o io Io 0 Iv 1 I I 1 < N O 10 10 O U o to In r O O N N p O O i0 i0 O N 10 IN N U O o 10 to IO n O n z O O N N O 1 O O O N Q N � g O o 10 l0 IOp loo O� 00 a~ 0 10 im 1 u 00O 1=ON O 'O '00 0 Wd o io Io 1 ry 0 O y a o i� No <o lid 'ro 1 � ---- I 1 u o O l0 1, 79 0 10 0 1 M 00 M 00 a� oo to N0 "I IN I 1 O ryO O 'O 'O OO 00 OO Lg xa O o 10 inn o 0 W 2`, C 1 IN � � 1 N 'O pl� LLd O i0 'Mp V MO V - 1 N Q O O 0 0 0 0 N 1� IN 00 'N 1 O O $ N 0 O O O Q O U oo io iCo Mo Iw i ____ 0 0 b O% o io goo 00 z O 0 V IN 1 I 1 C N oo �o goo $e ¢ 0 o Io; ....__L m �O U :7 C- N M N C IC IC O Cl) a V TY � ? � o 0 O N N Q O 0 O O O O O 1 $1 01 U I N 0 O I fp m 0 o im m ry O M M oo Im m N 0 p O M M p] O � N N Z O O O N Q m OV pM _ Np ND ar IpM OO I O Mo a0 00 Imo N 2N � O ISM O �f000 �M �00 W d O m 00 O u 00 O > N Wg lia a v O u g o mo Imo roo dr o In O y O IOM ti �M N O R� O ENO NO xa o Ino 1.0 W C O N y NO ply m� m� a m m m ri O N ion 00 1 OI m O �o in 0 r z �o 0 � Imo mo Z I M ' ei _ p U 0 u ;O WE l Ur N Co N C 0 M L 16 Q i a V 1 O 10 �O O O O 10 O O O O 'O O O �O 'O O ____1____ ____ I I O 10 in O V O 10 O O = o 0 0 0 U o �o �o 0 O O 10 IV O U o �o IM M r 1 N O O 10 �V V U o to M M 2 , N 0 0 0 0 �o 0 N O 10 IOp Op 00 g o 0 C 0 ar o io im u 1 N O 0 O O �N O O O O Lg O O 'O O La o :o 0 0 1 ry y d ILA O 10 i00 00 0 1 I - ---- o- O o I o 0 1 d op d o� o 0 00 Ho aF9 Ni ININ N I 1 O 10 :O O Lg O 0 O O O O O y 1 � 1 N - 1 O 10 �O O N O 10 O O 1 0 0 op a 0 0 0 U oo goo 'oo IrN no N 1 0 0 O z 1 U'O 00 CON i00 SON 0 0 0 O C 0 10 �n n �O C- 19 p O O O 10 O O O O O 1 $1 01 U O r � 1� I I N O O I fp 10 0 o im m ry O M M r , 00 1 fp 0 N � z N m OV IpM pM _ Np ND ar OO , O Mo a0 00 ,moo N � 2N � O ISM O �f000 �M �00 m 00 O u 00 O > N Wg li a V IN �M IOM V �M O N g o mo Imo roo ar o In O y ti N O R� O ENO NO xa o Ino 1.0 W r p - m OM y OM mo w� mo mo a m m o ri O N ion 00 'ro irn 'o u o 0 O U �o it 0 r z �o 0 d IMO MC Z I M � ei _ p U u ;O wo l Ur N CM D O N 0 c G W W co U C O N w i 0 O 2i L w m 0 N M N C 0 M L 16 Q .a V O M M N O O 1 O 0 O O O O 10 O O O O 'O O O �O 'O O ____1____ . .____ O 0 in O V_ O 0 O O U O o 0 �o O :o O 0 ____ I 1 N O O 10 IV O U o to IM M N O U o to M M Z 1 N O 0 0 0 0 �o 0 'p- o to IO N O 10 IOp 0Op g o to loo 0 a~ o io im u 1 N O 10 O O �N O 0 O O Lg O 0 'O O x o :o 0 0 m� > o O o t �$+ 10 N N d ILA O 10 i00 'm 00 m 1 � O— F O O I o 10 1 d IOp d O� O O 0 0 0 0 d~ p Ip INO IN NO N I 1 O 10 :O O Lg O 0 0 O O O O y 1 � 1 oo� o Io �o LLd i� 'oo N N N . .- 1 O 10 �O O N O 0 O O O N O 0 O O O O O O 1 I 1 0 0 o o 0 0 0 d U oo Ioo 'oo -rN no N 1 o l 0 O z oo io IrN N 1 O O $ 01 CON i0 :ON 0 0 0 O C 0 10 �n n OI �C ems. �O U :7 C- N C7 N 0) C 'v G � O O o N U o � pi ei O O 0 O O O O O 1 $1 01 OMO U O 'MO m m O 1 N (V I o Im m N O 0 ry O O O p O im Im m m N 0 o p O O O p] O � m m Z O O O N O U o 0 0 0 0 0 0 0 0 0 m @ N a� o IN p o m o O N 2� 'OM Q ;NOO OM HOO wa � ly O e O c N mg LL6 O I W I $1 N I M O M M O Vp O oo 00 a� Ih0 ly NO O 1� O M d O M R� Q �EO R,O Xd INO m0 0 m m mo d O O O C�N im m Io m m 0 � U �o 0 z �o 0 Z I pi ' ei _ p U 0 u ;O WE T l Ur N fM co O N 0 O 2 W W_ a1 U C O N i 0 O 2 W w co 0 N M N C L 1 O 10 �O O O O 10 O 'O O N O 10 1 'O O 'Op Op 1 I 1 N O O 10 1(O m U o to IN m O O N N � o to to 0 1 N O O 10 �N m 2 1 N N � O 10 IOe Oe 00 g o l0 loo I 1� 1 N O 0 O O �N O O O O x wa 1 > O 10 V e a ILA O 10 'NO m0 1 ---- O O I I O 1 1 V O V 9 O O Oo O 00 O a H p I p ' '(I 1N N I 1 1 x O O O O O Wa y 1 � 1 > 0 oo� o 10 'o a e 00 'oo lrN N O O O 0 0 0 0 N 1� �OOO 0a. 1 � 1 0 oo 0o $ g O ' 'oo 00 U oo Io 1 I ____ 0 0 OX o io :oo 00 Z 1 0 N N 1 1 o to 1 �C �O U :7 C- 21 � o .N- U O O 10 O O O O O 1 $1 01 OMO U O 'MO Im m f � � I o Im m N O 0 0 o i of oo Irn of m N � pj o � of of 2 O O O N O 0 0 o �o 0 0 o m I g O Ci n O a� o IN le o m o p N 2� 'OM Q ;NOp OM HOO wa O O c N wg LL6 p I N $ N IpM O M M pVp oo 00 a� Imo ly NO O 1� O ly d O M R Q O O Xd INp NO 0 N m Np d O O O N :N N m m O �o 0 z �O O Z � of ' O m ei _ 0 U u ;O WE ON N m 0 N M 0 N 0 O 2 W L co U c O N N 0 2 W W co U N O N rn c 'v m V M 1 O 10 �O O Q O 10 O 'O O N O 10 O ____1____ 1 ____ O O U o to �o 0 i g I 1 N Q O 10 I(O O U o to Im m p O 10 10 O ~ 1 1 N U o to m m Z 1 N h� o to 10 IQ� 100 o� N g O o to loo OO 00 1 I 1 1 "'gyp O 10 �O O ryN O 0 O O Lg O 10 'O O > o 0 0 0 V V QO ILA O 10 ��O SO o- 79 O I IO 1 loy o� 0 0 00 SO No d F9 o la I�o 1i N I 1 1 Lg o O 0 10 0 'O 0 O y 1 I 1 oo� o 1 to V V ao 'oa N I ip N 1 1. 16 N 1 00 i O o 0 00 �oo U oo io �vo e 1 'oy e.o- x o �o Q Z O o ;S 'mac 6 O o 0 00 00 W O o to O 1 pr m = O a N s `o 18 P F U x �7 N O N c O U 7 N c O U rn c L' u Kd� m N o m 0 GI Q (O 10 U o 0 v O v O Q O O N Z O O O O O N O N v om om x U o0 mo 00 mo U m m O O V O V r U m m O � � m O V O V Z N Q O O U o 0 0 0 o 0 0 m o 0 M m Nyp M N g p O O M m y M N � � W d O O m M �d m Kl m N mo p g O O WLL 0 o r io �a LL N N N O V O V O � mo mo v 0 v 0 O � � Q N N 0 0 o 0 0 O m m Q M m � o 0 0 0 o m _ o m m � o ~ U O WE Lol U N M co O N 0 O 2 w W co U C O N N a 0 2 W w co 0 N Co N C U 7 L N c O U rn C L' T N O , CI 1lI m o] p O O 0 10 O O O N z O 0 O _I _ O m0 '00 00 U O O �Lq In Z' H � O IW �n � ICO'I N N O U W IM N r N I- I 1 N N OIm 'CI N � O 1 'lI � N, W IN �C] vI Z N p o o 0 O 'o Io I. ' o Io 0 0 m o o o In In i"I I. �� m vI g o o IoOo to 0 a~ o I'? to I' 1 0 �N O IOp 'Op O� O wLL I-: 'N 1 V Ila O �n 1 1. O I N O W 'O � r---- 1 IN 1 O O N O O O LL O o to 0 I 1 o a v V e O� xa O rn ro ti y 1 � 1 00 N j0 O 100 Ioq 'V '0 O a o o 0 0 ---- 1---- ____ 1 Q N O O O 100 1Ci IN '00 '00 rn 00 00 N 1 O 0 G V O o N D M U o 0 O N O O 0 O Z Dp 1 1 7 0 C IOM �V u 'O O 0 ---------------- N 0 0 C- 23 N N O Ol O m Q <O 10 U o 0 V O O O p O O O O N O Oy O O = mo mo U F n n U m m O O V O O r Q ` N U m m m O O N p O O p o 0 0 0 o 0 0 m o 0 m N O N m N m W d O O �N �d m m o- m m N 165 WLL 0 o r j0 �a LL N N N O V o Q Q U mo mo V O Q O O m m U N N 0 � 0 N O N N Z C) CI 0 0 (7 m m Q m N � o 0 0 0 0 1° o gym, m � o ~ U O WE Lol U N M co O N 0 O 2 w W co U C O W a 0 2 W w co N O N C 0 U 7 L N c O U rn C L• T O N N O le m IN N b m O O N m U p N VI 1� Q O O 10 10 O O to O N O O 0 O 'O O O �O 'O _I _ O O m0 '00 00 O II- Yl H O IW n ICm'I N N IN O U m IM N I Ip 1 N m r N I- I 1 m N O Im Im N 'p O 1 Ip I N, m m � IN IN IN IN � Z N Q o to to o m o o to In to n � � m I+l g o IOmo to 0 a~ o I'? to I' 1 0 �N O IOe 'Oe Oe O wLL 1 Ip 1 I 1 V jlp 00 1$1 IN m O 10� IO O rn� LLd O �n 1 1. O 'O I r---- 1 p O N O O I m W IN 1 O m O p, l- O to to 0 I 1 L� O 10� IOQ O� xa o 1D? Iro ti y p 1 I 1 00 I$1 IN j0 o Irno 'o a o ih o 0 0 ---- 1---- I ____ 1 O N O O O 100 100 m '00 100 rn 00 00 N 1N I____I ____ O 0 V G e O oo IN to 'o M U o I x ZO o 0 om 'IDp m O o Io :m I____I____ 1 1 o 7 0 a om .e m m 0 O O iNp 'O O O N O _ O U :7 C- N N O N C 0 U 7 L N c O U rn C L• L'I m m d W ro Q N N U � � N O N O Q O O N O O O O U O O 0 0 H N OU w m 5 m m p (O m r N N N O rn m p 6i m m m m Z N N N Q O O U o 0 0 0 o 0 0 m o 0 p N @ N W m N m q W d O O �N (L M rv+ m o WLL o 0 r j0 �a LL N N O m N o O V) N O H O M rn I+! m O N m U m N m m Ox m m m m z m N m N U U N N K O O 0 o gym, m � o ~ U O WE Lol U N M co O N 0 O 2 w W co U c O N W a 0 2i W w co 0 N N Co N C U 7 N c O U rn C L' O oo m m 1. vi 1 O 10 �O O Q O 10 O 'O O N O 10 O 1 U O o0 o 0 Lq o io �v o H ____1F---- F____ N O U oo I Ig 1� 1 o O O IV N IN A ~ ---- I ---- I Nf N U o Ig �m o m O 1p 2 1 N Ip_ O I IV 1 It+f 1� g o 0 1 0 0 a~ o o to 0 I 1 iCT :$m am N Lg O O 'O O n iO CIO n0 1 m� oo Im �n o to 'o oo� LLa o o �o 'o 0 O _ O O I V 10 In Im M M g p 0 N M aO �" o a om tg O m 1Inn m ,Ng xa o :m pmj� m C p o � � 1 >O 00 Ipmj �N Op - 1 Ol� O 10 'N 1`N] a o o 'o 0 1 NO oo CT lom 'oo Oo N IVIO O 00 �IpO 'N V ____I 1 o m m m OU o m m 0 0 'o 0 1 o O n m xx O p p Z o n o m 7 o In 1 ' 'm v O W 'O O 1° U :7 C- 25 0 0 m � m Q N N U � n N O N O Q O O O O N O O = U N o N 0 0 0 g O m m U m o m m y ai of p (p m r N o] N Q m U m m m m o m of of <o m Z N N N Q O O U o 0 0 0 o 0 0 m o 0 � N g p O O m N W d O O �N o d M rv+ m o Wa o 0 O j0 olg W'a m N OCI y Om O V) N O H O M w 1+! m O N N U m N m m Ox W o m m Z m N m N � N N � O O 0 1° p gym, m � o ~ U O WE Lol U M O O N N m (0 a N M co O N 0 O 2 w W co U c O W a 0 2i W w co N N O N C 0 U 7 N c O U rn C L• T O O N O 'M n U ' of ' id vi O 'V 'N �N 1 M M O 0 O O Q O 10 O 'O O N O 10 O 1 Uoo 0 to 'no 0 O io iy o 1 O U O 10 I 1 IOI O O O IV N IN A ~ ---- I ---- I M N U o Ig �m o m O 1p 2 N Q ------------- N_ O I IV 1 IM 1� g o l0 to 0 a~ o to to 0 I 1 I 1 iCT :$M am N Lg O O 'O O n iO CIO n0 1 m� oo IM �n o to oo� LLa o o �o 'o 'o 0 _ O I 10 1 IM M g O p 0 N M F" o a OM tg O M 1nn M ,Ng xa to �m pmj� C � o � � 1 >O 00 IpMj �N Op - 1 lia o �o 'o 0 1 NO oo CT loo 'oo 00 m 0o Ih0 o „Oo 00 'N V 1 o m m m OU o m m 1 o O n m xx o m n 'm Z o U0 0 U o In m v 0 Cl) N O N C 0 U 7 N c O U rn C L• G m m m Q U <o u r O n O Q O O N O O O O = a a U o 0 0 0 pg M M U � � m m n n QM U � � o m m m n 2 N Q O O U o 0 0 0 o 0 0 m o 0 Ng 0 N N 0 0 N m q N W d O O �N o d O 5 N N N N N O Wa o 0 O j0 olg W'a o O y m m m m O m m U 0 M 0 M Ox r m n m 0 0 o N N O o m O O Fa. ~ O WE P,+ Lol U N fM co O N 0 O 2 w w co U c O N W a 0 2i w w co M N Co N C U 7 N c O U rn C L' T o n rn O ,m ,o 1 0 0 0 0 p o to 0 0 N z O 0 O O _I _ OO 'm0 OO U O o I� N 2' O I 1(pp V r N O U O Irn 1m '� r O IV Im m N O U o Im �m 1O Z IV jm N p LP rn p NW O IOM IN N g o INo to 0 IM 1 O 100 '00 o 00 1=ON o wa V u m� o0 � 1 in 'o 0 LLa o ��p 'o 0 Ici 1 I l ---- 1 o to Im to -ag 0 a�o " xa IV ,o v y 0 1 � 1 00 to �m o mo oo� o to 'o 0 lia o �o 'o 0 NO oo loo loo 'oo goo 00 N O o 1n mo o y - 1 I 1 O rn V N pU '7 O 0 N 0 0 'o 1 o m m 0 o px O m 7 V M Z o o 0 0 'o 0 M 0 O 'O O O iNpp O O C-I ' 1° U :7 C- 27 m m m Om U <o u r 0 n 0 p o 0 N O O O O = a a p o 0 0 0 g p N N U � � m m o n n — Q N U � � o m m m n 2 N p O O U o 0 0 0 o 0 0 m o 0 Ng N N 0 0 0 N m q N w d O O m N c� d O 5 N N N N N O Wa o 0 r io olg W'a m N ov �a O y ai m of m O m m U 0 fh 0 M px r m n rn 0 0 N N 0 p <o m O O 0 o gym, m � o ~ U O wo P,+ l Ur M O N N a) m W a N fM D O N 0 O 2 W W co U c O N a� a O 2i W w co U M N O N C O U 7 U) c G O U O) C L• 0 1 p N z O O O O _I ---- '00 OO p In n ,� N O ----10 I 1 p V r N O U O Irn 1O '� r O IV 10 O N O U o Im ,rn 1O N p I Ip O N� O IOM IN N g o INo to 0 IM 1 try O O '00 ry '00 00 1=ON o WLL 1� ,a 1 u 1 I , 1 o o o to M 'n 'o -ag 0 o. �" a'O O 10 ,O O xa IV ,o v y 1 , 1 p O '00 100 '00 ,00 00 N O yl0 y , 1 , - 1 O rn V N pU ,7 O O N o �o 'o 1 , 1 o m o 0 0 Ux o m a w Z o o 0 0 'o 1 , 1 0 M o 'o 0 0 :in 0 0 U :7 C- M N M N C C a p p o 0 0 O �O Oy U g O N o I � H N 2 N p m �o OM 10 ON N � a0 � 00 to 00 v,o to M I vo M N N O 2N OO 'O OO 00 'O OO W a M 1 0 ly m ,o c� d rn d 10 rnM gN ,rn a� mo to uo c] I M! 165 10 am am ry OO 'O 00 0 io olg �a LL N N O V N O C p N N O N O RI M O m m U o 0 0 0 M M px Z n o r 0 0 0 00 'o 00 0 Irn ¢ vo v= n to n :a F U O WE l Ur N fM co O N 0 O 2 W W_ co U c O N a O 2i W w co 0 M N M N Ol C .; M a O M M N O O 1 O 0 O O Q O 10 O O N z O 0 O O 1 U O O 'Op o Op 0 'N 1 I 1 N N O O 10 Im m U o to 'ro m N O U O 10 N N Z 1 N Q m o In I. 0 N O 10 IOe Oe 00 g o 0 cq a~ O to I Io 1 000 1=ON O 'O '00 g WLL o io to 0 , 1 > o o 'mom e e ILa o O �o 1O 'oo ,m no m O o I l0 1, 1� u 9 aF" o Vo o to 'V 1 I 1 d Lg 'O 'Op 00 WLL O o �o 'o 0 ZI� y 1 I 1 > o ACT 9 to M M LLa o io Iv, e ____1____ I ____ 1 1 O O 0 Q 0 0 0 N 0 0 I� 0 0a. 1 I 1 O 0 Ia g O o 0 00 00 U 1 i ____ 0 0 O a oo io innn ,N N I 0 oo 0 CT0 io lov pe N O N. N O o 6 to IV ! ____s U :7 C- 29 'O O O 0 O Q O O O O �O Oy U F g O N o � c] I � I M! r N Z N Q 0 0 0 0 m to OM 10 0 OM N a0 � 00 to op v,o to M I ep M N d O 2N OO 'O OO 00 'O Op W a M 1 O M d N c� d o d 10 O y O N M I O ly d� wo 100' b0 M! N O 0am ry OO 'O 00 0 io �a LL N d O V d O C O N N O N O M M O m m U o 0 0 0 O M M Z n o r 0 0 0 00 'o 00 0 ¢ vo ap n to n U O wo l Ur M O N a) m W a N CM co O N O 2 W W m U c 0 N 7 O LU W w co U Cl) N C7 N O) C .5 Im a 1 O 10 �O O O O 10 O 'O O N O 10 O 1 O O 'Op Op U o 0 'N 1 N O O 10 Im m U o to 'ro m 1 N O U o O to 10 �m N m N z 1 N N g O o 10 0 IOp cq O.6 00 ar o Ip I 1 M 000 1=ON O 'O 'O '00 Lg Wd O, 'OO o io �o 1 1 O OO 0 'mom 10 V V ILa o �o 'oo O 1O Im I I 1 no m 0 0 o 0o l0 io 1� ioo u 000 aF" o to 'V o 1 I 1 'O 'Op Vo d 00 Lg O Z y 1 � to LLa p io �c o 0 00 e So p N oo io goo 1 1 o to 00 O o 'o 'oo 00 C] 1 0 0 1+! O z oo io �mn m � IN p Ip �O oo T N y O io �Ci oe O ENO NO 10 'V Q �O C- Ca] O o C4 U O 'N N O O 10 O O O O O O V_ O 'Op Op r � � I O IM M N O U o to o I� 0 m 4 r I O IM M N O U o 0 0 0 pj 4 O N N z N �� I y7 O 10 N O Nyp 0 a r oa o loo Od I 00 Iw b N O O N 2� 'Op Q ;OOp Q O00 O W a O 1 fp Ip c N mg LLa O V 00 V g o 00 loo 00 ar o 0 0 I� I, O O b N p d� Q O acO xa 0 loo 00 W 2, 0 1 ro di d O O N ion 00 I M �v ei a O IN N �o 0 �o 0 O IOM m O m O a` WE l Ur M O LO N a) m W a N fM co O N O 2 W W m U c 0 N W i a O 2 W w a7 U M N M N Ol C 0 O U i U t U L 1 y O O O 10 0 O O O O N O O 'O O O �O 'O 1 O 0 O U O 10 'Op Op o �N 1 I 1 O 0 N 6 N N O U o o to o IN m N m is p O N r 10 IN O 0 N N N O U o o N p o 10 IWm m z 1 ' 'O 'o O N U o o 'o o 'o 0 o O to 10 LP N o to inn Op O� 00 ar O 10 ICI A 1 O In $1 01 000 °' N 1=ON O 1 10 '00 L� Wd O o i0 o 'OO IN OO r 1 o c 'mom o to �o a 'oo < no a O O IL 1 � OI I 1 o l0 1� O 0 OI o Oo O M o0 M 00 dF9 o tImo IM 1 O �o Ii ryO O 10 '00 00 OO xa o 0 0 0 W 2 y C 1 N I 10 �� O 10 M N M > a O 0 IN I 1 l 1 N �o p o to 'oo N oo Io goo IM I 1 0 0 00 O o o to ':$oo 00 U o 'Io O 10 �N 1 � 1 'moo N O z o io 1 � 1 o to :a O � i0 0 OM OM K o 1 to goo 00 C- 31 O o C4 U O 'N N O O 10 O O O O V_ O O U O O p 1 ci O p M r � 1 I O IM M N O U o to o I� 0 m r I O IM M N O U o 0 0 p N N z N O 10 O d p N o a r loa o loo o I 00 IN b N O O 2N � 'Op Q 1000 OQ W a O fp O00 p c N w� LLa ge g o 00 loo 00 dr O 0 O I� O O b N O R� Q O �O xa 0 loo 00 W 2, O 1 ro u N O ma O N ion 00 1 ci �v ei a O IN N �O 'oo O 0 I 0 O IOM m ° 0 m p 0 m wo ON N m 0 M w O co N N m co d N M O N 0 0 2 w w m U c O N N i O 2 W W co 0 M N O N rn c m O U 7 U r 1 t 1 O 10 �O O O O 10 O 'O O N O 10 O ____11 ____ ____ O O O 10 'Op Op i g 1 I 1 N O O 10 1� N U o 10 1in m p O 10 IN N N U o o 'm N 0 0 m 'N N Z 1 IN N I I 16 g p o to loo oa 1 10 '00 1=ON O 00 Wd o io �� 1 1 V ry V li a o 1 0 � m 1 o l 0 1. O 10 lom ai u om o- 79 0 0 00 00 dF9 0 1a Imo Im I 1 1 O 0 O `b°o ON It L2 O 10 'Op Op xa o Q o 0 W ? N C N r r 1 N 1 m m old o to 'e oo po Irm 1 I r 16 N IrM 1 I 1 M O O Q N O N O 0 x16 0 z 'oo d 16 0m o to 00 o to '7 ■ C- d 34- d WE IN Lol LJ N fM O N O 2 W W m U c O .N a) cO G W W co ' N O UOI N 'N pvn 'vn p o jo o 0 0 0 z o to o to v o �O rn Irn U o to O i0 T N N c] M N Q N NO 1C�0 p N IN -h m 'rn N 1 O U 0 m c2 o M w m Z N IN -L O O O 'O N Q o �o y I I� V V N 0 I O� �N IOC xa w voio Ivoio of I of hN ' N N m � I IN+I LLd O 10 6 O_ A a a N IN a� 1� 1 NO L� ry 1ry ON ION O 10 fO Op xa I<OO 1� W 2, 0 w 1rn 1 LLd N 1Ci Ci 1 N 1 C2 0 O 0 O 10 O n �n h N U m IM M IM 1 1 N N Z q Iq o 'o 1 L7 ' Q a N h N N o to � 77 m d _rn C O E O C 16 E E 7 Q H 750- > W M 0 ¢C m > _ E F M N:p r <'M M Q N : N M C_ I I I 1 'O M OO �N COI N ❑ (n rl INI� (T I I I N I a T r y M'O�N�W m m'o o r d W�O'lt)�N r 'N' m >m•N• m � • 3 • a • m V w. C.❑.a O F- � C d 6' N ' O E. U.� C:L. .W•=. 3 C O E w c m Q H Q H M a a a O FL a r F- ❑ ld a` Z a o� �a poi �m O o _Y__ __ 1 U o- C N101� F- D7 1 IN 'V 1 i > i I Z 0 of ; t6 ; (6 ; (6 U m m U L6 a a a O lA ' W ' W ' W x . Q >m; c ; m•m •3� w O E 0) I. n•a�•~ W WE rn 'rn 'rn 'o = o 0 0 0 ,o ,o -I y m 0 0 'O 10 NO IO U o , I g o ,o 'o ,o I _ I -I N IN N IN IQ ,0 j0 n7 O I0 p 10 I _ I -I N n Ir r Ir n7 O 10 ,0 10 O ,O ;O 10 I _ I -I W IW 9 IW = N IN 'N IV1 I 1 -- -ivv ro Im ;� IM ry n Ir r Ir O O 'O 10 J O 10 ,0 10 O ,O ;O 10 O 10 ;O 10 J O IO 'O IO I _1 -I � rn Im m Im O o O 'O 10 _ I I� I _ 1 m Im m Im ry N ,N N IN J N Iry �ry 10N I 1 0 -0 10 O 10 O 10 M In �M IM o g Ig ;g 1g I I I a. ....... `o ' 3 N �W 'o a — °J N E m E XMIX. Q Q ' _W ;C W 0 ii .. 750-134 v NO n ,r M m o 0 V , V O Z m m 1 m m 0 0 0 0 OO 'p0 O O CO W N m N N -------------- IW 1 U o 'o Ioo loo F O 10 IM iM F---- n in Icr2 0 ;M p m 17I� r c] c] VI 1 VI M V V Q o m v ;p ,� O O O O N Q y ... I ,n� I I , oo Ioo Io io � O a~ o to to Io o Io Io ,o •---- I•____f ---- ",p ryN O 10 10 ;O O O Ig 'o 'o wa o In o ;o ;o to 1 , LL 1 • I I O q I o to o ;o o I nn , O a� O O O O 11 o ;o 16 106 I I ' yo p � SH 0 0 0 ;o O O In , O O O Z 1 p 1 LL , 1 1 Ioo Ioo o n n 1W 1ro 1 o , 0 0 m m U 1 ;0 10 1 1n ;n m m 1 O Im Z 1 ;0 10 1 O 0 ,0 10 1 ;mod ;(Dm W W. Z ,2 WE IN N 7 C C Q C 0 0 U N O) C N U M U O N N d a D X N E GO G c co L N N M M U co O N L w O l6 O w 1 w co n N U � � O M m J O LU LU a l co LJJ E U N a Lei 7 oCO U °0 1 m o 'o 'oo goo u 0 Z oo mo io Imo ioo 00 mo , 1 N U WO 10 'N� '00 NO � m Ip' r N ,o Io 1N , 1 IN 0 N M O iOp ;n W in 0 U o IQ n o 'o o_ m ri O io p �m N 0 n N Z O ------------- O O O O p mo 70 loo loo Cy o d~ ISO Igo �o jo � O lO IM IN :a :N oO 0 O w.N N x� LL O p O .no ioo 0 o W r 1 1 pI 1 (pp j N . N 52 i LL LL 1 i____ d 0 0 , r____1 ,____ :8 18 o a o mp n io .no ioo ro 0 1 i ________r____ d l0 00� 100 Ir f � 1 a 8 :amIp NO MOp O RO L� mp l0 O 'N'Op o xa Ip' 1 y 0 1 1 1 1 IrM Ir- I 1 j p _ V � 1 LL 1 I pd 0 V I O , 1 1 I 0 1 p V O O V N ip 0 �ppj0 j0 0 b� N 1 ____I ---- m 10 N I ---- I ____ p 0 0U o in 1 0 0 , 1 O CT O o Io 0 'a 'oo 0 00 Z o Io 'o in o 1 O �O , 1 1, ry (+I ry O �O 'N '00 N U' O io 00 im ioo 0 0 o h C o 1 � 1 (7 I Im IN 10 I Z I C �iLu .5E m gN d ,g0. oK �9 � Q o c ; ff— 3 w WE IN N N M M U c O N L w O l6 O w 1 W co n N U � � M O m J N M O a W m c W 9 U N '• LO � oCO U °0 1 m o 'o 'oo goo u 0 Z oo mo io Imo ioo 00 mo , 1 N U WO 10 'N� '00 NO � m Ip' r N ,o Io 1N , 1 IN 0 N M O iOp ;n W in 0 U o IQ n o 'o o_ m ri O io p �m N 0 n N Z O ------------- O O O O p mo 70 loo loo Cy o d~ ISO Igo �o jo � O lO IM IN :a :N oO 0 O w.N N x� O O .no ioo 0 W LL r 1 p 1 o 1 pI (pp j N . N 52 i LL LL 1 i____ d 0 0 , r____1 ,____ :8 18 o a o mp n io .no ioo ro 0 1 i ________r____ d 0 00� 100 Ir f � 1 :8 :am Ip NO O RO L� mp 10 O O 'Np 'Op o xa Ip' ,I6 l0 O' y 0 1 1 1 1 IrM Ir- I 1 j p _ V � 1 LL 1 I d 0 p V I O , 1 1 I 1 0 1 p V I O O V N Ip �ppj0 j0 b� Lo 10 ____I ---- m 10 IN 10 I ---- I ____ p! 0 0U o in 1 0 0 , 1 O CT O o Io 0 'a 'oo 0 00 Z o Io 'o in o 1 O �O , 1 1, ry (+I ry O �O 'N '00 N U' O io 00 im ioo 0 0 o h C o 1 � 1 (7 I Im IN 10 I Z I �y c m Lu � Q c ; off— 3 W G 7 ON 1�.,. n N 0 mo C C Q T C O U a� m c m O rn M U O N O M d N N co m y d Q) N x_ N E O C co L V N T M +' co G O U O W LU W a) N co U 'a m o N J > cO G t III, w C m W ' U M Ld 7 1 O d om IV lom �d Id Gov lov d om Z m� Imo goo loo Ma F i IN �m IN 1 1 N a om 1� Qom lom v U � to 1 Ol IN �m Ir 0 p N O IN • V 2 co Vim' Im Vic. W m ..... m m- g E�mw ttO" r m 3 Q 'W G 7 ON 1�.,. n N 0 M U N O d N J1 N X_ N E r O C co L V N M O N O 2 LU W co U c O a� i O 2 W W m U L'M Ld m N 0 1 O od m V lom d d lov d om Z m� Imo Iov Ioo loo Ma F IN Im IN 1 N V_ d om 10 1� IN IN Iom lom m O U WO 1� TWO Imo C 1 1 I 1 Ol IN Im Ir O N O U � Ir Im Im IN V zl im m s 3 ,Q m Q i N m C 0 L r co N co w U m co Z T c O J1 WE Lol LJ M 0 M a) a N M co N 0 2 W W co U C 0 .N a) 0 2 W W a) U O 1 oo ioo z oo 'oo M IM z m 1 1 �o 'moo U yo �yo M IM O — Iln M M F O O Yl 1 N M M m Z C^] IC^] _L ro d ,o .i .. 1 a� o to 1 Nh 1� io wa o O � 1 1 N p1� 1 1 LL LL 1 -r 1 O a� O 10 o to 1 1 r 1� r O ' I I ;O m� LLa I N I I O 00 1O0 I . N IN O V �V Ip I Ip o jm rn Irn o to U' I m Im I O d. Z W IW o io ;m � NIR O O O m N OZ u oo io �16 b 1 ,� 1 , 1 u s o �o goo ��o Mo I+i ---- ,---- 1---- F . . 1 N M M Z ._ ..T_..- .� r...... o IM I I I 1 o ycj NN 'Op 'Op N L� O O �O CVO If^00 O WLL O 10 10 ,N Im O 1 j h c N ' LL 1 , ----1 •, 1 O� O 10 oo io imp ar �vo o ,N 'O 1 , 1 1 O 10 xa � i� �vo imp o c0 Ir - 1 1 O O oa 1 LL 1 , 1 1 N 1 ,QV ICTVI aQ 1 1 '00 ,OI '00 10 00 m 1O 1 , 1 1 ' N O 1 ,O 1 , 1 1 m rn O m m x p o 0 0 Z ____1____ ^ N ' o 0 I ____ ____ , 1 . . 1 p � 0 IM M IM 0 m r p' 1 a 1EIjF- Q U m ,J wo J Lrl N M co N O 2 W W co U C 0 N O LU W W a7 U ,CN 'N m 1 OZ oo io �Mo �o roio 1 1 , 1 :9 0 0 8 u U � r O 1 O 1 ____ ____,1 . o io 10 1n ,f0 1 N .____ .Inn in e Nf O� U o 0o 10 Q 1m e n iC m iN m 1 o to 'n in N O U o 0o to to �rn 1e n �� m m 0 m o to 1 1y 1m �N r m Z U o 0 0 0 0 0 0 0 0 ,o ,o 0 0 m ..........- .I . ww.r...... o to I� 1, N O O in in IOm Imp IOm Innin N O LLr O in N I(I �N O O 10 0 ,CT m 1$1 m nn N L� O :Vn O WLL 10 1(n00 1 1 1 d c N � d 1 1 1 , ----1• ;C O 0 S 10' Iv Im LLr o 1 1 IN 'O o O O 0 O 'O ry IO lO ry 10 N xa io �vo ilno,� ro W 2, y 0 O 10 1 1 ' IN Im I I O o _ �g 1 1 oLL LL 1 . 1 I . 1 CT N O N I 1 '.n ICO In 10n 00 MO . 1 1 ' . IO I 1 In 10] N e O 1 1 IO 1 1 11 'rn o rn x O o 0 0 z n p N m in m 1m o w 0 (O Im 00 0 N I O O m 0 O 0 1 1 V ICE O O n U m m y o d y o I - a u U BULL ,7 n ¢`140 ■E- WE TI IN Lol N fM co O N 0 0 2 w w co U C O .N a) 7 O 2 w w_ a1 U IlI ' N O N ;N U N N n 'n o to z o to o to I v m m Im 2 U V IV o to N O m IN U v IV r I �N _ m m o0o 1 0 O to 'o po loo T 1 � v � to gym, Im m 1 75 m o o o v 'n m r ' V �m I �o loo n 3 mo G 7 ON 1�.,. n N 0 M N M O N 0 O 2 LU LU co U C O N N 0 O 2 LU LU co U cc N S 1 U om �o 'oy 'oy o O Z 00 1� 1VO I(00 O m 10 �m IV a � 1 � 1 v r � to to �m Im m to m m 1 � 1 U o to o v m 'r v m O D t0 m m to Imp INa m I-o Gov � o� •- I � Imo o m n L 3 a �w14 WE TI IN Lol N ai co O N 0 0 2 W W_ a] U C .N a) O 2 W W_ a1 U I N O O O p o jo o 0 O 10 z o to o to v m m p N IN N I O r N IN I � rn (1) U) m J T d d N 750-6z 3 O O 1 p o o to to �o to 0 0 0 0 r 1 �n in V m N to 1 O OI V m 'O o 1 io � iao M O U m r to 10 �o to Im m m N "y 'O 1� lV I I m o v cq �p In I gig' '----I �Ul c x o ' n 3 mo G 7 N 0 ci N M O N O 2 w w co U C O N a� 0 2 W W co U N 7 m J N O S_ N W N O m O Q �o V �o �m o I o to �o io 0 H O O O O O T � i v <o to to �r it m v m o I � i r I I mo a 10 1N in m n O r I� I ----I s``o Nt2 "u0i 'd N d 2« '� r a 'mow `w °" F E� n 3 a �w e O N LL N O J c � m m T T F •� C C E E W Q Q a w w c L O N 001 u M G 7 ON 1� n N 0 M N M O N 0 O 2 W W co U c O N a) 0 O 2 W W co 0 75C-145 WE N 0 N m 0 a) m m d N M O N 0 2 W W co U C O N a� 0 2 w W m 0 a a � a U O 10 10 10 I I I a LL I I I I I I I d rn I I I I N m d I I M IpI IM �r O M O N co N Q 10 I� 10 O I I I O J I I I I I I I I I I I LL Y T c r r O as I I,J I Q Q V a 02 U d I I I m jo j c jo a o O Na Z- I I I N O N O N d o ' , o � N co a a t lC a y U= N c a O Z U a W oa Ul m N G i c y i:• � N O C fp L tm .a y •- c ¢ G7 V J '> N a N w ; ; a T .O Na Q = d O O H L N U L ^-, a L C YL W �L�. 0 d 0 a M N fM (O O N 0 2 w w N U C O .N d 0 2 w w N U it :: LL U 0, 07 F + -O Q � O O m N N � U N O. Cc Q N N N C N NO N m E LL v) n � N M N O) � N O N C N � N — 'O N C O (0 N Co C � O NLL 00 0 Co (O r- C E 11 m U O w- ¢m U U U N N N N — U rNn 'NO Co c LL J U u aNi m N E C O m T N C O d O O a N E E O w aa) c O m ►_ N I5C-147 E E U) C 0 O U m m c m M Q w U O � M � 0 a m a m w a � a X_ a� E r 0 co L ►i N fM O N 0 O 2 W W_ cu C O .N a) 7 O 2 W W m U I I I I I I I I I I :06 'N 'N 't0 'M '00 '01 'M '� 'On 't0 '�O '� 'LO'O] IW � I I i I I I i I I .5.m la T T T T T T; l0 LL K E z 'Z 'Z 'Z 'Z 'Z a o o o . c N� �O� COI SDI �a '7c � � � � � c � � E � y N � � � � U �z 'o 'J 'J 'N �E N N � (0 � (0 � N � N � ld ' •C ' 41 ' 41 ' N ' 41 ' N ' 41 ' N ' 41 ' 41 ' 41 ' 41 O L L L L L L y o a a a a a a a a a o o E C C a- C C Z o .4 ii :.4 ;t n s u - u u u - u u u o N 'L 'L 'G 'L 'L 'L 'L 'L 'L H 2 2 2 2 2 17, ,J 'J 'J m m m m m m m m m o o d o o o o o o U ;U ;U ;U ;U ;U l " wo ►i N fM co O N 0 c0 G w w co U C .N i O 2 w w_ co U N W ICI IN � O coo 'nm �m mo N IN IN 1 N p o Io ;o o Io 0 0 0 1 N 10 ,n N Q m Io o m T O 10 �O O a_ N Q N N m N U m :m ;In m I� �O INN INN N ' Q O N Im m N 'y m 0 Q N p m U m m ;h O INN 'nN O O m N m Q m N I V N m 'VI N U o Io Io 0 m N- m to m lw M 1. g O N 1Cl IN N d ~ Qi I V I wN N N N 1 CI Q N wa o �o 'o 0 ____ I.____ I I.____ >_N r :N N n 'O1� Cm'I I IL a Ci � o ' in ri 1 I O m 1 O _ o m m m o O h N N I m ICI IN m Q W T a . . In ;n LLa I m ' VOI iC N b e I n n ;m n Np n m N N N 'N n N m O IO 'O O I 1 n O IN 1� Io N IN IN N . . X p m Im m m Z m N o Ir m m o N N 1 I r- 1 Im Irn O m IQ N IN ,n n E `m i • m o m ,rn m ICI IN M Qm0 'nm N m0 U loo ;h It u � IN IN 1 N p o Io Io o o Io 0 0 1 m Io m v s �o � n U 1h 'umi O ____1____ I 'O Q N O m IN 1� m p m Im IIn m 2 �OINN 1IN N m Q 'N 'V O N (O 10 N N IN . NO IQ N O N m p m Im n m �O '(VN InN O O m N m Q m 'N 'Q N m U o Io Io 0 m N_ I c'I IO iN av 2. N Icm'I iN N I.____ NN 1M p N N ' N X� m 'I 'loo m wa o 0 n 0 I.---- :N M 'mg M 'm <n6 ' ro o ri I o� m Io Irn m N : Ci n I ,____I.____ �'O m ICI IN O Q O W T 9 I.-Ir---- I 1 0 _ w IL a In m c� N u ----1 1 n In Im n NO n m IN n I 1 n In n O IN mj 16 N IN IN N 1 X N O m Irn m m Z NI 0 o n m o N 1� N 1 1 Irn C7 Q 1°n' In n E `m ;N N m E N N 'N x Y N N III WE N 0 N M O N m co d N M O N a O 2 w w co U c 0 N a� a 0 LU w w m 0 75C-150 wo N E E U) In C 0 O U N m C N 0 N M U O N co O a` 0) a) a a cX G N E r 0 C co L ►i N fM co O N 0 O 2 W W co U 0 0 0 0 N N al > 0 0 7 CO G � � W W > 0 co C C N 7 NO 1 p m Q N In N M , ____1____ ____ • • 1 n IN ,m m Q N Im n m T O 10 �O O d_ ____I____, • •____ O M m m N p O 1 m f0 m O Q N F M r- 'n O M m m N O Im m m U I nN 1� Mn Om m o e n U o 0 0 0 0 m 0 0 0 0 N -,a I N g N, i O I N a~ �m o ;o � N yN o n m �N 0 10 m m � x wa o :o 'o 0 , 1 I cd N N I m� ' 'W � d 1 1 I 1 o m o to m I 1 M WLL T O �O 'O O a • • 1 _ 1 rn? o 0 oa LL 1 In n I • • 1 O 1� In Q N O OM 'n m No NQ O ''O o �^� o 0 I 1 p o Im m p o e m It N 10 IW R M 1 I m M N X O e m N ' n o m z uei ' cii N 10 �N m 1 0 N (' m p O KO V Q e 0 m m m m a ,o e 16 '■7 51 ONO 'n m QM 1 m Q N O N N M Z ---- 1____ n IN Irn m V U N Im In o N m m T o O �O 10 O O • ----1•____ O M m N O U — o Irn Imm N N �cin m om nN � Im F M lrn O y Im m N O I m m m U o n N M n O m N o m IQ 'N m m o z -- -- op 0 U o 0 0 0 0 m 0 0 0 0 I � N 1 0 i ONi N , 1 N'n o Io I� mm N ' L� N 'O 'O M wa o :o :o 0 I 1 e a G N m�I m m d LL I 1` 1 om o n o Io m W Im I 1 9 a 1 Ir ____1____ 1 o n I� a NO `O 'oo 'n m 'NO to 0 N o o iy �o 0 I I� 1 o 0 o iy irn < In �o Ico 1� < M 1 m M N X Q m N W z z n O M N �O IN m ----I 1 IM N m ;O Q 0 T 0 ,N :0 m m a e Q 0 ItW wo N m 0 N M O r N m m d N M O N O 2 W L m U C O N O 2 W L co rx a Q N m m m N a m I J Z w I � y I m d I � � I J I I I I I Z I I m I m I I � I o ,o � I N I m I N 'N '2 'M I(O I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I T I I I O I I O I I I U I I ry N I C I I J I I O y I O I I I r I I ma I ry I I U I I J O I O I I I I V I d I m I m I I a I a 1— I� I U m. Lm. 1 (D I m. I L¢ C Z O ; O U O C J O r a '� ,a ;m O , ¢ U o 'in 'c7 'm 'a '¢ ... ... ... ... .. . N d N .75 1� a J z J. A a a y C O Z O N of 00 r ►i N M (6 O N 0 O 2 W W m U 0 0 .N a`) O 2 W W m U -- �- � � � � � � � r -------------------------- r -r r r -r -r r r r - - ---------------------- W_In In In In In In In In I' 1� I In IN lO In I� � O) OJ (O OJ OJ � Ol M OJ � OJ V M M OJ OJ I n IN I I� IM I I� IN I IN I I I I I I� I� I I I N I I I I I I I I I I I I I I I I I I I 3 I I I I I I I I I I I I I I I I I I I p I I I I I I I I I I I I I I I I I I I a I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I O I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I x I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I ____________________________________________________________________ 0 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 to N o 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 10 to OJ Iof Iof Iof Iof 11� Iof Iof In Iof In Iof I(O Iof Iof Iof Iof Iof Iof I(p J I I I I I I I I I I I I I I I I I I I O I I I I I I I I I I I I I I I I I I I x I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I {Q I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I __1--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- _ _ I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I E I I I I I I I I I I I I I I I I I I Q I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I d I I I I I I I I I I I I I I I I I I I T I I I I I I I I I I I I I I I I I I I r I I N I I I N I I I N I I I I N I I I I I I N I I I N I I I N I I I N I I I I N I IE2 I I I I N I C N I I O I I I O I I I O I I I I O I I N I I I I O I N 3 I It I I IL I I IL I I I It I I X I I I IL I p U1 10 I I I I {Q I 1 0 1 (p I I I I D I I I I I I (Q I '> � 1N 1m 1 1 1m' 1 10 1m 1 1 1 1m' p. .Y I N I` I I I` I I N I` I I I I` I I I I c I I` I W I O I I I I I I O I I I I I I I O I I N I I I i N I A 1 N 1 1 1 U1 1 1 O 1 N 1 1 1« 1 N 1 1 1 1 E 1 1 N I o � I I I NNO 1I�m 11I 11I3 11I I1IJ�0o II1 � IJ0 I I IJ I LOw1� E2 N6 1 I� 1 N 1 N 1 m I I� I 1 1 1 I E I E 1d 10 1N 14 10 10 1d 10 1N 1pX- 1 10 1N 1N 1i I� 1i 10 10 T i2 i� i m i4 pi> i> i- i p i U U 1d• 1F- 1C7 1m 1r 1U' 1a' 1F- 1U 110LL 1C7 1 1 1U 14 14 1K 1 IQ .. .L .. .L .. .L .. .L .. .L .. .L ...L .. .L .. .L ...L .. .L .. .L .. .L ...L ...L ...L ...L ...L ...L .. m E z O p p p ; O m ' o ' o ' o ' o ' o c ,m ,m ,5m o o o o o ,V ,U o o ,V ,V ,V� rn rn ; rn ; ';', d , a., d WE ON n,. ►i N Cl) O N 0 O 2 W W N U c O i N O 2 W w U N N c_U 75 N = L m I I I I m I I I I NU 21 I2 > m 10_ I IL I I _ N U N y >N N yU x' x ' x ' x ' x I x `a p� iOI ipl ip- ip� 7❑� I_J___I_J__ IJ 6 O 10 10 10 10 10 C C N 7 J m = I I I I -- ---Ir H« ro lao Ico Im I� i� `p c I a N I C J I N i I 0 0 0 0 0 to d n In In In In In x75) ' 0 J I I I 6 0 to l0 10 10 to mz H N O 10 10 10 10 10 alE I I I I I - � o +o +o +o +o +o � o to to I� Id Id I I I I I OO J CZ I I I I I g o io io io io io M I W 1 0 I � IL6 16 w Eo � Z c N E I a I � � I 0 0 W U I a I Q I 0 O ` ' c o � N ,U �m o a U a o 'm c O U 7 U) c O U U) L O N N O O N N O O O O CO) E C M 5 154 N N � N N b N N Q r W n m U M M N N O Z 0 0 U N N T O C n U n N IN+f H N r N n O U n n N N ° m M M Z N _ N N O U m m m a~ o N 0 N NN AN n r m m wa o 0 jN N wm LL LL m m gF o 0 a m m 0 0 0 wLL T 1 a - jo m� LL LL v N NO N N N O O O O O m m U � e v N v e O � m Z m- 0 0 p m � m 0 1° O d � O ~ U O wo ►i N fM co O N 0 O 2 W W_ c U N o O N y 1 N 0 i � O n o O W E Wco O U N M O �m In 1 O 1 2 1 1 i o l 0 = o to 'Mo "olo T O Ip �N N O O 10 IN N U o 00 to IOp Im In m A pO �O �Cm'I Im+l ~ I 1 N O U o to m m 'N p z2 M m -------------- 11 O U 0 m N_ 0 I 0 1 Ie e N g O o 10 o Im M 0 a~ o o 10 to 0 I 1 N o I 1=ON O 1 10 '00 00 Lg Wd o in 'po �ro Oo m >`� to Iro o m Iyd O �O 'O ---- O 1. Im M O o to IN m g 9 o to a�" o � o �o d 'n� oo to 'po 00 Lg O, 10 'Op OO xa W T O I O Ie I CI e OI a_ >O_ O 0 N N o� o p d o to in 0 0 1 ry y N O O O M O M O N 1� �C]O MO O 10 O m O m m U o in o M M o in 'o 0 1 l o Ip :e e Ox o O o O 10 m N 'O m N Z O O 1 l (7 00 Ip 0 'f00 b O o o e e 'o o to 0 1 U :7 C- Nil N N m N N m N N Q r m M m U M M N N O Z 0 0 U N N T O O ~ O U r n N� New 'IS INj IN+I H N N O U r 1 N � N - � m M M 2 N - N N O o 0 U o 0 0 0 o 0 0 m o 0 O r � m m N N N N N Wa o 0 �N p O � a� m m mo 0� 0 0 d o 0 W N > O mg W'a Q N N N O O O N O N O m m v v OIqu Z a O O M M O o m � o m 0 1° o m m � o ~ U O wo E E In c J O U N m C N O N M 0 U O N �O a` m c N a � a X_ N E r cO co C L ►i N fM co O N 0 O 2 w w co U N o O N N 1 \N G / O W o O w E co w 00 U N M O 'm In 1 0 1 z ' 1 o l 0 = o 'o U Im m T O Ip IN N O O I O 1 IlI m U o Ip Im m 0o Ipo Ir r ~ I 1 N O U o Ip m m p 'm z2 M m -------------- 11 O U 0 m I 1 e NM g 0 o 10 p IM m 0 a~ o o 10 to 0 I 1 °'m o I 1=ON O 'O 'O '00 00 Lg wa p in 'po :ro Oo ro 1 Iyd O �O 'O ---- O 1. Im M O _ O 10 Im m g O, I O a0 F" o �o �o a Lg O 'O 'Op OO xa W T O I O Ie I CI e OI a_ 'O 'm >O_ O m Iyd O �O 'O O 1 l 1 O O O 0 0 0 0 N 1� IC]O MO o to rn m O m m U o in o M M o in 0 0 1 : o Ip :e e Ox o O o O m N m N Z O 'O 'O O 1 I 0 0 'o e O o p e e a O 'O O O O O �O O �C �O U :7 C- Ti, 4i� rn m O O mN U �C�N o M M �N N z .e a U O o 0 im m o n N N N H p M �N m M N M m N O U �m m 'nN AN O i O U 0 m I m r �° a� o to i 0 mm N O IlI m b Wx a O m m m m c N fwg LL 6 O ---- Ir ---- I m m m OV g LO N a� io r 0 Kd o �o 0 W � a _ _ a O O Im m 'O O N �O O U Io 0 Z IN I of N m 0 U « 0 u ;O wo C� G E U) In c J O U N m C N O N M 0 U O N N O � a m c N a � x x N E r cO G C co L ►i N fM co O N 0 O w N W C W_ N ld U � c O O Im \W Im / CL L o d W y W _ N O p N N 1 1 O 1 1 z 1 1 O O 10 IN N U O Q Ip Ip In 1� � p Ip I IW 1 m I 1 N O U O oo 10 IQ �n n m O 10 W Z �W N O U 0 m N_ 0 I 0 M M N g O o 10 I p IN O N o a~ o to In 0 I I 1 1 N o Ip ryry O y O 1=ON O 'O 'O '00 00 Lg wa O i0 'po I1Ld Oo 6 >`n Io �Cr'I «N o O O 'N wri N LLd O O o O 0 1 l ---- O� p Ip Ip O _ O 10 10 O g O p 1 0 O O a o o in 0 1 'O 'Op OO Lg xa O O O Im m W T a 1 I VI 1 � N m - o to .a < O LLd O �O 'O O 1 I 1 OpC �p 00 N 0 I Im O m o l0 :O o OU o to M M O O N N 0 0 0 0 1 l O I. m O 10 ` r OX 0 0 'o 0 Z o O o O 'O O 1 l U o O to 0 m m m m O O 0 N 'O N a O 10 'O O O 10 O ____I _________ �C �O U .7 C- 57 rn m mN U o M M �N N Z .a a U N O o 0 im m o n N N N H p M �N m M N m O U �m m 'nN AN O Z :N i N �p o I m Ir n m r h_ �° a� o to i o it 0 r m� N O IlI N Wa o �o m 0 m C, c fwg LL 6 O ---- I---- m Im O I� m N OV g LO N a� io o irn r m "p 0 Kd o �o 0 W � a _ _ a o 0 IIA N O O �O O U to 0 OIm m Z N IW N M z _ 0 U « u ;O WE ON R N 0 N M O N 0 O 2 L L co U c O N W i O 2 W W co U cn M M N O O o O �o N N 1 O 1 ' z 1 1 O O 'O 'Op Op U O Im m T o io a_ 1 � N O U O Ip Ir Ip 'm O I 1 I 1 m N O o to O ' 2 ' N O U 0 m h- o I to 1 IM m N � g � O o 10 to IN to N 0 a~ o to to 0 I 1 'N O 10 Id N 'O '00 00 1=ON tg O o 'o 'oo 00 Wd o io �iMri N 1 LLd O �O 'O O I 1 O 10 10 O g o 0 0 0 0 a o 0 0 0 0 u 0 0 0 0 Lg O 'O 'Op xa 1 I� mOp a_ 1 - 1 LLd O �O 'O O N O O O y O p O Q IQ Ip� p0 IW 0 1 I 1 0 0 0 0 O 1 O 0 N Qp O O O Z 1 I 1 0 0 o o m m m m 0 O p = o ;W m P? ` 0 r 1 C- mij r n �N N Z Ia v U a a i N 0 0o Imp me o a ~ I f O i0 V N V Z N O U 0 m I N r9 o O N _ V a� M to i sr NM O IM N N O N N Wa o �o 0 d M (7 I M I OJ a� m ip r mg o 'm m A a _ m� N IA N N -d O O 10 m NO O 'N O N �O O �v v � of ai IN N z I 0 IN N N Q N N O m U - ;O LL WE ON N 0 N M O N 0 O 2 W !U co U c O N N i O 2 W W co U N O N C1 C F5 m M U ' iri N 1 1 0 1 z ' 1 _ o 0 'O 'Op Np U O N N T O 10 IN N a I 1y y N O - o to Im m 0 00 0 �00 �N N N N 1 N 2 � N O U 0 m N_ O I 10 1 �M 17 g � o to Io 0 a~ o to Io 0 I 1 N 'O '00 00 1=ON tg O o 'o 'oo 00 Wd O io �m e 1 > o o m m N LLd O �O 'O O O I 10 1 IN N p� O 10 IN p p aO F" 1. 0 u 0 0 0 0 Lg O 'O 'Op xa W T O 1 10 ry r NOp h a 1 jp — 00 100 1 �O OJ - LLd O �O 'O O 1 1. N O O O M O M O � 1� 100 00 1 o Io �r n 1 O O N N Ox Z O O O O I 1 p Ip IF`o r 59 r n �N N z �v v U 9 O O i (O 0 f0 0o Imp me 0 0 ~ I U io 0 N V N V o m 'm m m Z m N �o 0 I O N N g 6 9 V M I OJ N a� M to i sr NN O IN N N O N N Wa o �o 0 d M (7 I O N M I OJ I N O a� m io r p O 1m O mg O IN o 'm N m m a _ N N 10 m O 'N O O N �O O �v v � of ai IN N Z I O IN N N 'N N Q N m U - ;O � LL WE N 0 N M O N 0 O 2 W L co U c O N W 0 2 W W co U N O N rn c 'v m V M U ' iri N 1 1 O 1 2 1 1 i _ o O 10 'Op Np O T O 10 �N N a I 1y y N O — o to Im m 0 00 0 �00 �N N N N 1 �m m N � o0 100 10 'N O N z O O O O Z 1 N O U 0 m N- o I to 1 Im m g o o to to 0 a~ o to to 0 I 1 u 10 '00 00 1=ON tg O o to 'oo 00 WLL o io �m e 1 LLd O �O 'O O ____I ____ ____ O I 10 1 IN N O� O 10 IN N g p o a0 F" 0 �w d 0 0 0 0 Lg O 10 'Op Op xa W T O 1 10 �ry �r N h a 1 j0 — 00 100 �W m _ 1 oo� lia o o l o �o 'o 0 'om 16m N 1 1 o to �r n p O 10 'O U o to 'm O m 1 O O N N Ox z o 0 0 0 1 O 10 'm p o to m IF`o F 1 N N N c 0GO 7 c O U rn c L' u xy m m m m QO N O N U � m N N O 2 m m U V V T O O p m m m N m m N m N N � N N N N N O m m p m m W N W N O m m N m N Z N N N O U 0 m a N g o W r W n N Wa o 0 wg LL LL m m o m r n m m g m m WLL T o 0 9 �o olg 0 0 Np N N N N N O O O m O m p t9 N N U � N v v p O O z � e O o 0 � N ° o m m � o ~ U O wo ►i N fM co O N N Co p N O w 0 w o W y (p U U c y O � p > U a � o 2i LU w co U LO M M N N d O 'r 'OI 100 N 'NM 'CI IGe U o N O M �N 1 M 1 O 1 1 z 1 1 O IN �Q IO U d_ IQ IN fO N O U O 10 IN O Iry Im o Q Im0 Ind �N O I IN :N M N O O 0 ' N U O IN W, O O Z IN -- M N O U 0 m I 1 O N M g � o to Ib m a~ o to IC) o I 1 1 N o C ryN O 100 '� N ti o 1'no 'o 0 1 1O m� Iyd O 'IlI O �O 'O 10 O ---- O� I O 10 IM M _ O I(O If0 N O M IN a�"O 1 L� O INm 'O O xa Im 'O O O W pT O a Im I 1 m� O ICO'I 'N N 1 o IM �m u O 10 'O O N 1 O IM �VI r OU O IN 'OMi N 'vi n 1 l 1 O N M O M O M Ox O O M m Z 1 I 1 U :7 C- 61 m M d � � QOUI ON U m M N N O Z m M U Q Q T O O p — m m m m O]N W mN 0 N N H N i(I N N N O m M p m o W i(I M N O m m N M N Z N N N p o 0 p o 0 0 0 o 0 0 m o 0 m IpN � OJ m Wa o 0 a N =1m LL LL m m m M ' g m m WLL T o 0 13 a_ �o olg LL LL 0 0 Np UI O N O O O pO� p N to N u U � n Q v � n O O O z � u p O O � N N o o gym, m � o ~ U O wo ►i M N N 'CI 1m0 N O 'NM 'CIN IGV 'N 1 M O 1 1 z 1 1 O IN �V m U O U O 10 IN O Iry Im o Q Im0 Ind �m O I IN M N O O 0 N 'm, N U O IN O m Imo ;n'n �m 0 Z -- M N O U 0 m I 1 O N M g � o to Ib m a~ o to to 0 I 1 1 N o C ryN O 100 '� N ti o IIIIp 'o 0 1 Iyd O �O 'O O ---- O� p Ip IM M O N M N aO F" 1 L� O INm 'O O xa IM 'O O O W pT O a Im 1 I 1 O ICO'I 'N N m� Iyd O �O 'N N 1 o Im �m m N O O N O O N M N 1 O M V h O U O IN 'Ol N 'VI r 1 l 1 o N m o M o M Ox 0 o M M Z 1 l 1 m w m 0 O U :7 C- N N 04 N C O u U 7 N C O U rn C L• Lul M M N CO M O O O O O U m M N N O Z = U a T O O NO U - m N m N 6IM m mM m N N H N N N O m m U N N mM mwM o m m N m N Z N N N O U 0 m n75M M ^ �o to m N m Wa o 0 �M N N O 5 N g o 0 0 N N N p N N �o - mg LL LL 0 0 NO m O O O O M O M p M M m U M M V O e O m � v e O M m O ¢ m m 0 1° o gym, m � o ~ U O wo ►i N fM co N Co p N O w 0 w o W y (p U U c y O � p > U a � O 2i W w co U LO M N 'OI (O 'ISM IGm 1 wi 1 O 1 1 z 1 1 O 10 �M M a o Im o m U a_ 1 � I N If0 m N O O O iN i0 N .I$ � jnN j�V tim H O -- I rn I 1 'O IN+i O O ICN'I Im+l U o o m O Inn �(I Im no 0 z O 1` 1 11-------------- N N O U 0 m h- o Io IO m N g o O Im 1m 0 o N pNj m a~ o In In o I I 1 ryN O 100 '� fOY tg o Imo 'o 0 wa o in 'o 0 Im in >� O N Iyd O �O 'O ---- o� o Im to m _ o IV 10 0 g O M N N a�"O IO It O M V N Xg xa W a 1� 1 I O_ - o : n O n > O I(p N m m� O ICO'I 'N N Iyd O �O 'N N 1 o In �o n O 10 'O O N O N V n O o n m m U 1 I O N m O o o m o px O m m 'M N Z O N o �v 'o m a 1 I U' O 10 in N p o w n 'm m a O n 0 0 In 0 C- 63 M M N CO M p O O O O U M M N N O Z n n = U a T O O a � p N N m M OJ m M m N N H N N N O m m U nl N oM mwM o m m N m N Z N N N p o 0 p o 0 0 0 o 0 0 m o 0 g o m m N m Wa o 0 �N N N O 5 N g o 0 0 N N N O N m �o - mg LL LL 0 0 Np ilI m � O O O M O M p M in M m U M M v v O � m � V V ¢ CJ m o o gym, m � o ~ U O wo ►i N O 'OI (O 'ICI IGO 1 wi O 1 1 z 1 1 O 10 ICI m V_ O Im O m U O O O iN i0 N .I$ � jnN jmV tim H O -- I rn I 1 'O IN+i O O ICN'I Im+l U o o m O Inn �(I Im no 0 O 1` m N z 1 -------------- N O 0 m I I h- I 1 o to Im m N � g � O I pmj 1 pmj o to IN pNj m a~ o to to 0 I 1 1 ryN O 100 '� tg o Imo 'o fOY 0 wa o in 'o 0 INI Iyd O �O 'O o� I 1 o Im to m _ o IV 10 0 g O CI N N a�"O 1 It O V N Xg xa W T � a 1� 1 I > - o n O n O ICO'I 'N N m� Iyd O �O 'N N 1 o In �o n N O O p O N N O N V n O o n m m U 1 l O N O O O o O m o o m m IN Z O 1 I 1 p U :7 C- M N O N C O u U 7 N c O U rn C L• n n N N M p om om U M M N N O Z O O = C] Ih U ? ? T O O N_ O p h N y OI CI m Of N m N N H N N p N N p N N m CI ei M o m m N m N Z N N N O U 0 m 0 0 o 0 m N of m Wa o 0 �N o5 go m a O m m M N O t0 � m to m �o mg LL LL 0 0 Np O m O N O O v p U N, N � v M O � m Z C) M O n K � 0 m ~ U O wo CN G E U) In C J O U N m C N O N M 0 U O N p T N d a 0 N c a a X_ rN C r cO G C co L ►i N fM c M O N N Co p N O w 0 W p W (p U U c y O � p > U a � o 2i W w co U LO M r VI N N O O O p r 1 wi O 1 1 z 1 1 V_ O U p n oo it �ry m m 0 1mV Im v1 nm pO IN Im � r 1 1 I 1 m r O N O jr N T O INp Im 111 Nm o m o 1 Im Z IN -- N O U 0 m h— I 1 0 10 Im m N� g � O I pNj 1 pmj o Im Ib 0 m LL~ o to Io 0 I 1 1 Lg O 10� 'O O Im Iy >� O 10 N m� Iyd O 'N O �O 'O t0 ---- o� 1 o Ih In n _ O 10 IN m g M O N N aO �" 1 10g xa oo Ino 'o 0 W Imo O IM 'O O pT O a 1 l 1 m� O Ici 'N N d O O 'N N 1 O IM �N m wO 0 O O 1 O o 0 0 0 U O 17 'N M 1 l 1 o N m M o n M m px Z o n m o �ci 'o ri 1 I If- w ' m 0 O �m 'M N o 'm n � Io U :7 C- 65 n n N M M p om om U M M N N O Z O O = M M U ? ? T O O M N_ O U h N OIM m wM m � N N H (V N O N N p N N mM wM o m m N m N Z N N N p o 0 p o 0 0 0 o 0 0 m o 0 0 0 o 0 m� N of m Wa o 0 �N �d m o 5 gF m a O m m M N O t0 � m WLL Io o 0 N �o mg LL LL O O Np m N O O O O v p U N, N v v M O � m Z M 1+! U M M O n K � 0 TU o gym, m � o ~ O wo N E E In c J O U N m C N O N M 0 U O N T N d a 0 N c a a X_ N E r cO G C co L ►i N fM c M N O p N O w 0 W p (p U U � c y O � p > U a O 2i i3 W W m co U LO ri r VI N N O O O p r 1 wi O 1 1 z 1 , 1 Q_ O U p n oo it �ry m m 0 1mQ Im VI nm 0 1N 'rn 0 I 1 m O N N o n m O INQ III 0 m o Im 'w 2 IN � -------------- O 0 m I I h- I 1 0 10 Im m N � g ° o Im Iq o l0 1m m m LL~ o to to 0 I 1 1 Lg O 10� 'O O I 1 I > O 'm Q N Iyd O �O 'O I I ---- m� 1 o 1. I n n _ O 10 IN m g O N m N a° F" 1 �� o Iom IM r 10g xa oo Ino 'o 0 W T Imo O IM 'O O a I m - o In �o r O 'ci 'N N m� Iyd O �O 'N N 1 I 1 O Im IN m N oo m M ON 0 0 0 o 1 I 1 o m o m O o 0 0 0 U 1 I 1 o N m M o n M m px Z o In O 'N 'm m N o �ci 'o ri 1 I If- '� m 0 U :7 C- M N 0 N 0I C a ATUll14 h O N N p ciQ goo wia U � �o N n Z O O = Q Q p uI uI N I N N O 0 y om io o1O ~ I N O m m p m m of m of m 0 m 0 � 0 ^ 2 N O U 0 m I o 0 0 I 0 a� o Io i 0 N O M N O O O 10� v 'o wa Wa o �o 0 In > (L I m o m O 5 CJ 10 M g v o a a� o io 0 mo m io m m o M KLL W o �o 0 � a a � �o mg �a LL m w NO r n 0 m o 0 0 p m m U Io m m m m w px 0 0 m m a F U O wo N E E U) In c J O U N m C N N 0 M 0 U O N N O N d a 0 N c a a X_ N E r cO G C co L ►i N fM co O N 0 O 2 W W co 04 c O M y O N O c W M co a U cc M O O O N O O 1 0 1 z ' 1 o In S o 'o 'oo 00 T O 0 N N a e e N O 00 00 16 �v e ~ I 1 in n N O U o o 16 C N O U 0 m I 1 N g O 0 e e a~ o to to 0 I 1 I 10 000 1=ON O 'O '00 x wLL o 0 00 00 , > 'o «N o a a N� O O O 'O e O e O LLd O 1O O , , ---- o 1 1. n n O 0 10 �m m ° o 0 o m a o in :o 6 o In a �� o to ,OM oM Lg O 'O wLL T in O O a_ I I >o 0 n n in lia o �o 'o 0 1 , 1 ry 'OM y N O iO OM O o o .o eo O o I O I e e 1 , o to m O o o :W m U o o M M 1 , 0 0 0 0 o ,o n n Ox O O 'O N 'O N Z O O 1 , O 0 1O o m 'e N m 0 o �o 'o e o Io 'o 0 o �o 0 U :7 C- 67 h O N N p civ :oo wia U � ,o N n z 0 0 = a e p ,n in N I N N O 0 y om io o1O ~ I N O m m p o m ai m of m 0 m 0 r 0 n 2 N p O O p o 0 0 0 o 0 o 0 0 m I 0 o In i 0 N m I M N O O O Wa o �o 0 �d I W o m O 5 CJ IO M g v o a a� o io 0 mo m o M XLl W T O �O O m a a � >o mg �a LL o w NO n n 0 O o 0 0 p m m U ° m m m o w OX Z 0 0 'R W m o 'o N :a F U O wo N E E In c J O U N m C N O N M 0 U O N M O N d a 0 N c a a X_ N E r cO G C co L ►i N M co N 0 O 2 W W co U O M N N CD 7 N O al � O W m co a U cc M O O O O N O 1 0 1 z ' 1 o In S o 00 00 p o o ICo Co T O 10 I N a e a N O - 0 n n U O 00 in 00 16 is O in :V e ~ 1 n N O U o o to o 16 0 'o z 4 o o V C 2 N O U 0 m h— 0 I 10 1 Iv e N � g � O o 10 to le to e 0 a~ o to to 0 I 1 to 1=ON O 'O 'o '00 00 tg WLL o O io 'oo �m 00 m > o o a v N� O 'O 'O O LLd O �O 'O , , ---- o 1 1. n n O 0 10 �o m 9 o0 1 00 1 <o m a o in :o 6 o to a It oo 'o 'oo 00 Lg O 'O wLL T O in ,O O a_ >o 0o n n o� o 'o lia o �o 'o 0 1 , 1 o 'o 'oo Qo p 'o 'mo 'moo N o O 10 1 e e , O 10 m O o o m m U o ' o :n m o in 'o 0 1 , O 0 O O o n n Ox O in O N N Z O O O O 1 , U' O O 1O O m 'e N m p o �o e o :o 0 'O 0 O �O O ,C ,O U :7 ol Cl) N O N 01 c W 0 O U m L U r0.. t U 21 ,o 0 p 00 'm m ,N N z �m m = 1m m O o im � O I Im p O m NO o 'm m z Z 'N N N O U 0 m I O O ' O O In0 C a� o to i 0 m� o im m N O O O Wa o �o 0 c N wg LL LL I O m m oA o to 0 g o 0 0 a� o io 0 "o o im m mg 0 0 o 0 0 'o 9 a w� _ d O N rno mo 'N N 'o 0 ry In CD O m ° m n io ti rn U ;O F a` wo N E E U) In c J O U N m C N O N M 0 U O N 7 T N d a 0 N c a x x N E r cO co C L ►i 'ro m o o 'M m O O O � 6 0• ,M 1 M 1 O 1 � z 1 1 'O U O VO O d0 O T O 1 10 N ,n N M a ____I____,____ I M N O U - o o to o0o nM h ti m 00 rn m m p O O n 1` r i iM :n M n N O U o o ,o 'rn m 0 'o 0 Cp m z -- n M N O U 0 m C 0 I 0 1 g p o l0 1� a~ o to Io 0 I 1 In 1=ON O 'O 'o '00 00 tg wa o o o 00 I 00 r 1 « N ' 1 , ---- o o I t o 1 n n o ,o ,m m o o a a aF"p ' o ,o 'o 'o 00 xa O in 0 V do W T a_ I ____,____ I I N iO IM N >O - O 1 :M It 1 , 1 m oo io :mo mo ,M O 10 O O O o o m w U o 'o 0 0 o in , O 10 O O O O OX 0 o 'o n n Z o o :o 0 'o 0 0 1 , o 'o e o o :o :o 'o 0 1 ,C ,O U :7 C- ,o 0 O 00 'm m U o 'ro m ,N N Z Im m = 1m m U oo Ip I � O IW p o m o N 'o 0 I O O I O O In0 C a� o to i 0 m� N O O O Wa c N wg LL LL I O Im m oA o to m gp o to 0 a� o io 0 mg 0 0 o 0 0 'o 9 a m� _ d O N rno mo 'N N 'O O ry In m n :o ti rn a` 7 N 0 N M O N 0 2 W W co U c O N a� 0 2 w w co U M N O N O] C m O U m u r 1 O O N O ,m 1 m O 1 � z 1 1 O O iJ , ,NO NO a I____,____ m m N O 00 loo ,m m ai ai N O U o , o in in o O r n z Z-------------- 0 U 0 m 10 O I O W m N 1 a~ o to to 0 I 1 1 10 '00 00 1=ON tg O o to 'oo 00 Wd o io �N ry 1 « N � 10 m� O ____I ____ ____ I 1 0 o m m g � o to ly > F" N N Lg �O 'Np Np O O W T 10 ,N ____I____,____ N - 1 old O 1 O ' V V , ____ N O O O m '�O O m O O O �O ,M M 1 , 1 0 0 0 0 O o o m U 0 o �o 1 , 1 0 0 o 0 0 0 Ox 0 o r n Z 1 , 1 O 10 �O C ;W m = x 1 ,s18 U '7 , ■ C- d 7 Va d we N E E U) c J O m c m O N M 0 U O N c N d a m N m a a x E_ r O a C co L ►i s ,o n 'r I o ' z ' I U ry N IN O i0 <o to p N air 'ain m I OI 'n I h o r - r` o 17— o p 'n n ain 'ain o w Im Z n L- - O U m y I I� rn jm N 0 � a� I� N n 'r I L� O 10 wa o to j VI V I V m� LLd W IW I� n �n d~ n In 1 1 L� wa O 10 o 'o T 9 a rn �rn >o 61� LLd o to r iA n �n O 10 O 10 o 'o p w im 12 o o 0 Z N 1 IlI 1 O y ly :'. m d _rn C O E O c 16 E E 7 Q H 750- > � i N _ E O M N16 �N Q N, C M -4-4-y. C C N I I I r I I I T'O MOO �N COI N ❑ (n rl INI� (T I I I N > a T r y M'O�N ;OJ d OJ;O'ln;N •m:m: m•>m•N• m � • 3 • a • m V w. C.❑.a O I- � n•d•E• E. U.� •CAL• .W•=• 1 C O E w c N Q H Q H M a a a l F � a r c m a` Z U ;oo a o� a poi poi O o _i __ __ 1 'o U n U o is 0 c N 101Ll� F- x 1 i > I x I ' z Z U m U x .o M >C . m•m •3� w p o . c : :E J .d.-I.N : W : N LL V V' 7 ►i rn 'rn 'rn 'o y m im O O 'O 10 N I I O 1p 'O 10 O ,O :O 10 I _ I 0 Ip Q ,Q 10 n7 p p IO 10 I _ I N n 1r r Ir n7 O 10 ,O O o 10 'O 1,0O O ,O W II _ I W Ory0 IW O O 'O 1O 0 1 I I ro Im �� IW ry n In n Ir p In , In ' In I In O O 'O 10 J O Ip ,p 10 I0 O 10 J O 1O 'O O I _ I Im m Im > m Im O 10l O o 10 'O 10 _ jI� I0 10 I _ I I" m Im m Im ry N ,N ry IN r m ,m ,O Im J N Iry �ry Iry O iI _ I 0 O 10 o ,O O 10 IM I . O 10 �O 10 I I ... ....... `0 1 3 m m N W 10 ly a — °J N E `0 Emm,U Q ' _W ;W R N A d C W 0 ii .. 750-172 N ,N NO n n m ,rn O I N z O 10 O 10 -F I U T o to o tLo I O U � I� ai 1 of I � m ILm -f m m m 1m N O U o m im Z m m O U o_ I I a~ o to I � N tg I o to Wa o to � � c N I I I m� I � d LL I I � O a� O 10 o to I I yo S� o to I O 10 W 11 T O 1 0 jo _ q� I I I LLa I I � 1 I 1po O 0 o0 ro Ino I V IV I U v ly o io Ox m m Z n n o io U, I o io K o 0 o io i IL yv (7 m d ? ' N OI U V Zf :2= wo N E E C U d m C N 0 N Cl) O N 00 O N d N m N N � a a X N E r cU co co L ►i N N M M _co O N M L w o l6 O w 1 W W to co U � M � J CO LLJ W m W E U N a L6 7 N O O n n M �o m m 1 a o 8o a p to ';aonIOo ti Imo ioo 0 1 1 � 1 m 2 � Ig 'oo Ioo 'moo 0 p o �o �o0 m io �rn im m O p r o o m n a 1O N N iO Of W 10 Im ICI q p U v o w p Im O_ m N O in OI Z (NO ------------- I CN] U U 0 Fim1 V 0 tm+I O 10 10 '' ''C o io 'o �,.i o 1 I I j N . N 52 i LL LL I 1 1 I I g o o to 'o 'oo 0 1 1 I I m � a 1 1 I I 1 V � 1 LL I 0 I I 1 I I N OCI 10 Ig IO CI ION IOg OCI �g 1�p I O 0 p� n 10 1 N 0 1 N O m pU n to N Iom 'N 'mO o in N 1 0 o Ioi I I N o m p W v, 10 to 'N '00 'N 'CIo N n Z o in 'o 1y o - in I I pO ' o 'oo IN Iov 'o Apo n 0 o to 'o o to Iy N Z' O• I i M I O F m In 1 1N N 1m 17 I_L Z x N _L � 1N 1V [UE �� c ; Cjy��,/Y(g w �r wo N E E C O U d m C N 0 N Cl) O N p) 'O N d N N m N co a a X N E r cO co co L ►i U) M a M w l6 Z N N C IC J a M a Ol � N W N L6 2 N O O n n M �o m m E 1 a o :am a p to IOo ti Imo ioo 0 1 1 , 1 m 2 � Ig 'oo Ioo 'moo 0 p o �o �o0 m io �rn im m O p r o o m n a , Im N N i0 OI W 10 ,ONI ICI q p U v o w p Im O_ m N O in OI Z (NO ------------- I CN] O U 0 m � m to �o b o 70 o 2,2 0 looa to g o o ;o 1 V 10 10 IV ry �N ryN L� tm+I O 10 10 'N '00 b wa o io 'o ici o 1 I I j N . N 52 i LL LL 1 1In I I o� g o o t a�" o �o o 'o �� o 1 I ---- • I , L� O 10 'O '00 O m � a 1 1 I I 1 V � 1 LL I 0 10 I I 1 I I IO CI ION N OCI �g Ig 1�p IOg I O 0 OCI p� n 10 1 N 0 1 N O m pU n to N Iom 'N 'm0 O in N 1 0 'O Imi I I N O m O W y 10 10 'N '00 'N 'CIO N A Z o in 'o 1y o o O N o o N ov 'o Apo 0 � O to 'O O 10 Ip 1 m m ry N Io 7n to Z IN Io �,gy F g 'cw m n o Ex �0 r Q c 3 C W I/ wo ►i N Ci co O N O 2 w W_ ld U C 0 .N N O 2 W W co U n n O U o 0 M c] O m m � IN Z O 10 O 10 -h N N 1 U o to o to 1 o --ho- N IN N o U F O 0 M IM -h O 0 N O Ili O rN I�N (O Ifp m Z O 10 M IN -L o ,o m o to O 1 N O 10 N N� 1 1 N IN wa o to O � 1 1 N p1� 1 1 LL LL 1 -h o A o ;rn o 10 ° N N yo 1 0o to 1 xa x W � a_ N IN o Ip 1 1 I jo Olg I I oa LL I I O �O N O 10 O 10 I� p o io p o to VI I N I N ZVpI I N iN I p Z m Im ;m � E U g 0 V U 7 � d L 75CA75 O NO m 'm m 1 O 1 h ' m 1 IlI m , 1 . . 1 V 1 m V N U 1 O O 10 ,O. Ip N IN F i cli . - — IN O 1 O O 1 NO IN AN O V m IN------------------- M Z i O O p U 'o 'o 0 0 ,o 0 m N- o to I I In Iv o ,p 10 N I 1 N 'lI O 10 'N In O N 1 I I 1 j h 1 c N am 1 �LL LL 1 1 I 1 1 'm �O O 10 'O N I I 1 j 0 0 : 'N O 'I� m O a_ 1 I I 1 io _ 1 1 pl� 1 oa 1 LL 1 I 1 ---- •, ITV m 1 'O I000 O 'O 1 III O I I 1 1 �O p a m o p 1 Io Irn o M m 1 I I rn N % N m p L m C m 1 'N :O N ____1____ ____ ____ I 1 . . IM 1 m ry a m E° N A N a 2 BoaF- Ho Q U m ,J wo 7 ►i 0 o n m m ,o ,rn m NO CO U o 0 o v o 1 M N Ili O 1 N N . 1 , 1 . V 1 O] V N U 1 a ____I ____,____I . 1 ____ . ,O IN N O p O 10 O. ICi N _ 00 100 NO IN INN « V 1 1(I F i . O . IN O O 1 O O 1 NO IN nN O O p U o �o O 0 ,o 0 m N- 0 7o In Iv o m o to IN In o go 0 7o IO1 to cni NN O 10 ,n IV O O 10 N n O L2 1 , 1 d N 1 c N 1 m� 1 o d 1 LL 1 1 1 , 1 o to �n Iv o 1 , 1 o to �n Iv o WLL O �O 'O �O O pT C a . 1 . 1 oa 1 LL 1 , 1 b O ,o i it o 1 , 1 0 p 1 ,a im o p o m o 1 1 (+I N . 1 , 1 . N C p% m o " a z ^ ----1. ____ 1 ,. 1 ____ ____ n 10 ,OI IN CI m N ro c m 0 � 'o o Ici �o v n m m o o y d y h7 a U BULL , rn ¢` 7 .■ �C ■ O G 7 N 0 N M O N 0 O 2 W W co U c O N N O 2 W W co U L d O m C d E n ~ ~ C m E E W E Q N Q y W C W � 0 i d O 7 � 5C-177 wo N 0 N >C +"' T V C d � �O C0J m m N a 0 : c N d M K � Q) T 0 0 c m a 0 o d a. rn c x O � O Q E C r L c0 V G C co L V N M O N 0 2 W W co c 0 N a� 0 2 W w co U ° 0 a O 10 10 10 U I I I a I I I a rn � N � I I I I I I I I M IpI IM jr N 10 IN I N O O M N J I I I I I I I I I I I I LL Y I I I c a m Io I c to a O N N a o 'co ,o v a a N a c N U a+ N c a `o m a+ U s !C rn 7 a ' IL a °>n c a 6 a c Q d ° a C F r N b. I T T i 0 7 w N 0 0 O Z oa N C d E E O U v m c W N 7 M WE Lol u N Cl) O N N m N a N fM (O O N 0 2 w w N U C O .N d 0 2 w w N U it :: LL U O N W + -O Q � O O m N N � U N O. Cc Q N N N C N NO N m LL E v�U) n N M N N O N C N � N — 'O N C O (0 N Co C � O NLL 00 0 Co CD r- C E 11 m U O w- ¢m U U U N a)N N — U rNn 'NO c LL Co U u N N ca O_ 0 d N N E E O w a U) N U N o. O) N C U N L U' > N m N E C O m .E N C O d O O a co E E O w aa) c O m m ►_ N I5C-179 WE N fM O N 0 O 2 W W_ cu C O .N a) 7 O 2 W W m U I I I I I I I I I I �N :� N 'N 'N :O '� 'M 'a0 'M '� 'On to '�[l 'L6 o] IW � I I I I I I I I I E'erto m E z 'Z 'Z 'Z 'Z 'Z a m o o c 'NI 'NI 'NI 'yl N� N� �O� COI SDI �a '7c �� �� �c �� �� E �y �� �� �� �o U ,z '� 'J 'J 'N :E c O z 0 �J :Z N N � (0 � (0 � N � N � ld ' •C ' 41 ' 41 ' N ' 41 ' N ' 41 ' N ' 41 ' 41 ' 41 ' 41 E L L L L L L y d p p p p p p p p p U U E C C a- C C z o .4 ii :.4 ;t n s u - u u u - u u u o N 'L 'L 'G 'L 'L 'L 'L 'L 'L H22222 �LL d o o o o o o U ;U ;U ;U ;U ;U .a ,a ,a ,a ,a ,a ;a -9 8A WE Lel LJ N Cl) O N m co a N fM co O N 0 c G W W co U c O .N 0 2 W w_ co U m r M ,rn Q Nm Nm U 'mn 'NN N v m N 1 o to ;o 0 z o n 0 o �o 'o 0 0 1 N IV N V Z rn IN :NN m m m 'N 'N W m p � n N Q Im m m rn N m m� No ,an O IN aim O N :'°n' ro mN V m N Z N -- -- O O N O QO ._ ..T_..- . N— I m 7m Im M g � N icm'I, IN N I wN �N N 1 V V N ti m m m m x o 0 0 0 >N n :N N n mi M m 'm m LLa ci �o 'o ri 1 I 1 i O 'lI, 'N 'p N ci ' ci r 1 � 1 m Im ;N m a W T 1 a . . 1 _ 1 rni m h N n 'N e N IV ,m N NQ m �N y m p m m N VIn �o C to N IN ,N N . . 1 X Q m In o ON Z rn N N, o Im n O O N 1, N N ..... E ;m N E d N :N O O O 'N '7 'x % N � m r M ,rn o 'W Q Nm war ;NN 4M U � �y Im N 1 o to to 0 1 U O---- a 1____ N Im im N N m M N O` 'NO IVr C' 2 'y 'M � N N ei m cQ N aim vo Ivn mV Z M -- -- I I O O N N O QO U o 'o 0 0 0 0 ,o 0 0 N_ I m IM im M �� N Icm'I iN N 1 N ' 'N >N r IN 1` LLa ri �o �o wi I O� O Im m _ o m o 0 ' N ' p N I "o m Im IN m V W T 9 a . 1 �o _ 1 ----1 1 N 1 V 1 m N NQ m N I V Kl 'N N m N I 1 to � im N 'o to N N IN N 1 ' X m n o m O Z rn IN IN o 'm In m o 1 [7 v Iv Im In n E E g E WE N 0 Al ci N M O N O 2 W W co U c 0 N a� 0 0 2 w w m 0 75C-182 WE Lel u N Cl) O c a- a N fM co N 0 O 2 W W_ co U c O N 0 CQ G w W_ co U 'fO M OI N �N �N 1 W IV N z o to 0 n ,N „n a V N M r '" M Z o to 'N M M Q T o O 10 �O O • • p O O 1N N, 17 C (ON ''nN .�. IM O y 'N Nm F M M 'n 'OIN 0 rN 1� 1`m m o m N y 'N N 2 I r M -- U o 0 0 0 0 m 0 0 0 0 I g� N, i O I ONl N y� o m o �N X� N O O M wa 1 1 �v cdin N 1 a � d 1 1 • •---- O 1� �m C N O ' O M LL� o o 'n n 1 l 1 L� O O M W LL T N O O ' O O a • • 1 ' 'rn m O O 0 �LL LL 'II- r I •____ •____ 1 O V Q 1 p O p N o M 1 1 W n m x a rn n 1 n N Zupi. ' In N O 'V 1 C7 m m m o a m K m *16 m m a ,o e I- �w '■ �g 7 ' M 6f t0 N 1 o] 1 V 1 N h ti n 1 N I V V UO N IM ,n 'O IN O M N O • • O M M p N N N N C M of '� 'V IN Np F O :M Irn M �n M MN < O o IOI IN O O nN � ,OIN 'Of N o 'N N N p Z IM M - - -- NO o 0 U o 0 0 0 0 m 0 0 0 0 ' - h I 00 O M a � N I O i W N a� O i0 N 1 Nh o 'o ti N 1 � X N O I 0 M wa 1 G N LL 1` ----• I 1 75 O W C I IN m � X o 0 0 IV N 0 0 M WLL 9 a 1 1•____ 1 O 1$1 IV oo 'n m o INo to 0 rn o iy �o 0 I 1 0 Ip N Q o ly IN u ;O W M 1 IM In m x v rn ,n N In VI O ----1 1 C7 m �o In m p m m IM. M T 0 ,N TO .a e Q 0 U wo 0 ON N m 0 N M O N O 2 W L m U C O N O 2 W L co a n N m m m N a m I J I w I � y I m d I E3 I J I I I I I z I I I I I I I I I I m m I I � I I N I N 'N '2 'M I(O I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I T I I I O I I O F I t6 I I I U I I ry N I C I I J I I O y I O I N V C I ry I U I J O I O I I I I I d I m I m I I I U m. Lm. L.. Lm. La. L¢ C Z � O ; O) U O C J O r a '� ,a ;m O , ¢ ,U 0 'U) ... ... ... ... .. . N d a J z J. WE Eo U M O co d m a7 a N M mi O N 0 O 2 W W m U E O .N a`) O 2 W W m U -- � � � � r ---------------r--r r r- --------- r ---r --r r -r -r r r r- ------------------- _In In In In In In In In I' 1� I In IN to In I� � pJ V M M OJ OJ I n IN I I� IM I I� IN I IN I I I I I I� I� I I I N I I I I I I I I I I I I I I I I I I I 3 I I I I I I I I I I I I I I I I I I I p I I I I I I I I I I I I I I I I I I I a I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I O I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I x I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I N 0 110--10--10--10 -710 710 -710 -710n -7 I0of 7 I0n --Io--0--0- ow o0 0o0o0o0� 0o0o0 0 0 10 110 .0 -----------00----11oo--- `IIo of 6 of of oofof(o-p - J I I I I I I I I I I I I I I I I I I I O I I I I I I I I I I I I I I I I I I I x I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I {Q I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I _ I 1__1__1__1__1 -- I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I E I I I I I I I I I I I I I I I I I I Q I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I N I I I I I I I I I I I I I I I I I I I d I I I I I I I I I I I I I I I I I I I T I I I I I I I I I I I I I I I I I I I r I I N I I I N I I I N I I I I N I I I I I I N I I I N I I I N I I I N I I I I N I I12I I I I N I C N I I O I I I O I I I o I I I I O I I N I I I I O I N 3 I It I I IL I I IL I I I It I I X I I I IL I p U1 10 I N I I I COI 10 I (p I I I I D I I I I I I (Q I '> � IIm I I II IN Im I I I Im' W I O I I I I I I O I I I I I I I O I I N I I I i N I A I N I I I U1 I I O I N I I I« I N I I I I E I I N I o �Q CdU.. .IIIIi1L �.Id_-d.• . .III1i1L J�0 �o III1IIIXIII NN 1I9Q Ii1Qop IIiI UQ� O J J I8. O w 0 I 2 I E 0 �Ndo �0d N � o Ii m 10 IO i E i1-5 i-o F- CU1414K1Lr..a. ..U.LLL.. . . L .. . L . . . L ...IL .. N .L .. .L .. .L .. m E z z 0 0 0 0 0 m ' o ' o ' o ' o ' o c 0 o o o o o ; ,V ,U ,V ,V ,V� 'o ;'o d , d , d WE N Cl) O N 0 O 2 W W N U c O i N O 2 W w U N N mU N N U F- ,h ,h ,h ,F- ,h m I I I I m I I I I > m F- I0_ Ip_ I0_ IF- 7F- > ILI I N U N y >N N yU x' x ' x ' x ' x I x `a � p� i pl i pl i ❑� i O� 7 ❑� _I_J__ IJ 6 O 10 10 10 10 10 C C m 7 J m F- " 0 c a N I C J I N i I 0 0 0 0 0 +o d n In In In In In Y N I I O J I I I I �------------------- -- 6 0 to l0 10 10 to H N O 10 10 10 10 10 alE I I I I I o +o +o +o +o +o o to to I� Id Id ~ I I I I I p J I I I I I N Z I I I I I g io o io � Z c N E I a I � � I 0 0 W I U I a I Q � I O ` ' c o � N U E c o m o n U a o 0 'y '(7 'Co 'a '¢ O U 7 U) c O U U) L O N N O O N N O O O O CO) E C M 5 N N � N N b N N Q r W n m U M M N N O Z 0 0 U N N T O C n O n U n N IN+f H N r N n O U n n N N 9 m M M Z N N N O U m m m a~ o N 0 N qN m m W a o- o jN c N w� LL LL m m oR gF v o � 0 a m m 0 0 0 wLL T 1 a_ - >O m� LL LL N N NO N N O N O O O O m m U � e v N v e x O m Z m- 0 0 OO m � m 0 O d � O ~ U O WE 101 LJ N M w O 0 c cc N fM co O N 0 O 2 w W_ co U c O N N i O 2 w w co N 0 N G O O E N 0 N M O N O O N N p ' of of 1 O 1 2 ' 1 i U 1. T O 10 N ,N N a N N N O U o io �v V ~I 1 m N O O 10 ,W 2 -------------- N O 0 m I 1 N g O o 10 o ICC' M 0 a~ o o 10 to 0 I 1 N o In 1=ON O 'O io '00 00 tg wa o O in 00 ro 00 ro 1 LLd O �O 'O , , ---- O 1. ImM O O g 9 o in o a o in in 1 Lg O �O 'Op Op xa W T O 0 e I e M a_ 1 old o 'o 'p lia o �o 'o 0 , 1 , ry y N O O CI O ly O N 1n ,MO 1'10 , 1 O 0 e e O o o m u U o io 'M m o in 'o 0 1 , 1 00 ` N x O i00 O h Z O O O O 1 , O 0 10 o 'm m 0 O O � N 'o N � o �o 0 1 C- N N � N N b N N p nm rm U M M N N O Z 0 0 U N N T O O O U c` N N M CN9 H N N 0 p r 1 N � N - � m M M 2 N - N O o 0 p o 0 0 0 o 0 0 m o 0 O r � m m N N N N N Wa o 0 �N �d M O � a� m m mo 0 0 d W N > O mg W'a Q N N W O O O N O N p m m v v x u O N u Z a O O M M p o m � o m 0 1° o m m � o ~ U O wo N 0 M N M O N 0 O 2 L W co U c O N \W O 2 W w co N C N C O O E N 0 N M U ' ai ai 1 1 0 1 z ' 1 0 0 U r Ir T O 10 �N N d_ I IN N N O O I O 1 OJ OJ 00 e O O loo 10 �e m m N ~ 1� I 1 1 W N O U O o 10 � o �W in in Z -------------- N O U 0 m N_ O I 10 1 Ie e N � g � O o 10 to IM to M 0 a~ o to to 0 I 1 'N o t u 'O '00 00 1=ON tg O o 'o 'oo 00 Wd o io :a 1 � 7 d LL O 10 �O O o I to 1 IM m o� 1. 0 u 0 0 0 0 Op a_ 1 LLd O �O 'O O 1 1. 'OM N O �O OM O Mo o io ��o 1 1 o to :e e 1 I 1 o o xx 0 o m m z o 0 0 0 1 l 1 o to O m O _ O IN m P o r U :7 C- A, i ij m m QQ 'NN NN �N N z :e e U 9 O o im 0 m O INN NN m R n Im r o m O m m U m m N N 'n N N O n m Z M 'N m N N O U 0 m I OJ In N N_ a� o io I 0 Wa o �o 0 mg LL6 O � O I O A m m O I o N a� io ry I ry� 0 00 �O O Kd o �o 0 W � a _ _ a o 0 1� N N N O �o 0 to 0 U ;O LL wo 0 ON M N M O N 0 O 2 L W co U c O N \W O 2 W w co CO M M N Op O O ;O 1 O 1 ' z 1 1 O 'Op O 10 Op U O �r r r o io a 1 � N O U o Ip 1m o � p Ip Ir I 1 r N O O 10 m o IQ �m m z N O U 0 m h- o I to 1 Im m N � g � O o 10 to IN to N 0 a~ o to to 0 I 1 'N o t u 'O '00 00 1=ON tg O o to 'oo 00 1 LLd O �O 'O O o I to 1 Ip o p� _ O 10 10 O g O O 0 0 O a o o p o 0 u 0 0 0 0 L 2 O, 10, 'Op Op x a W T O I 10 o m N a_ 1 _ 1 LLd O �O 'O O 1 1. N O O O y O p U N 0 0 Ir0 0 0 1 I 1 O 0 N N U U O 10 'N N 1 l 1 O 0 N N p p p O 0 0 Z 1 l 1 o to �r r Q 'O O 10 O I---- _---- m _ ;W m P o r U :7 C- m m QQ 'NN NN �N N Z 1v v U a a i m N 0 O INN q r NN r o Im m M N 0 W W N N N N N 'p o I OJ In N N_ �O a� o io I 0 H� o it n Wa o �o 0 c N fmg LL6 O O I O A m m O I o N a� io ry I "p o im m ry� 0 00 �O O Kd o �o 0 W � a _ _ a o 0 LZ 1� N �O O 10 O U ;O LL G 7 0 ON N M 0 N 0 O 2 L W co U c O N N i O 2 W W co U CO M M N Op O 0 ;O 1 O 1 ' z 1 1 O 'Op O 'O Op U O �r n r o io a 1 � N O U O Ip 1m o � p Ip Ir I 1 n N O o to m o IQ �m m 2 ' N O U 0 m h- o I to 1 IM m N � g � O o 10 to IN to N 0 a~ o to to 0 I 1 'N O 1 N 'O '00 00 1=ON tg O o 'o 'oo 00 Wd o io �iMri N 1 LLd O �O 'O O I 1 o to to 0 g o 0 0 0 0 a o 0 0 0 1. 0 u 0 0 0 0 Op xa 1 �m m a_ 1 1 - LLd O �O 'O O 1 1. N O O O y O p U N 1 � r- 1 O 0 N N O 1 O 0 N N p p 0 p 0 O Z 1 l 1 o to �r n O l____L o m = ;o o ;w m Pp o `I r 1 C- r n �N N Z la v U a a i N O - o iI 0 0o Imp me 0 ~ 0 I Z N O U 0 m I O N N g 6 9 V M I OJ N a� M io I sr NM O IM N N O N N Wa o �o 0 d M (7 I M I OJ a� m ip r p O I W mg o 'm m A a _ N N Z O O 10 m NU O 'N O N �O O �v v � of ai U N N z to 0 IN N 1-- ;O LL G 7 0 ON N M O N 0 O 2 W !U co U c O N W i O 2 W W co U N CD C1 C F5 m M 1 1 O 1 1 z 1 1 O O U T O 1 10 IN N a I 1 N U O to Im m I 1 1 N O o to m o to �m m 2 N O U 0 m N_ O I 10 1 IM 17 g � o to to 0 a~ o to to 0 I 1 'N O 1 N 'O '00 00 1=ON tg O o 'o 'oo 00 Wd o io �m e 1 � >N o o m m 0 7 d LL O 10 �O O I 1 O 10 IN p p aO F" 1. 0 u 0 0 0 0 L2 O 'O 'Op xa W T O I 10 ry r NOp h a 1 j0 — 00 100 �m OJ - 1 LLd O �O 'O O 1 1. N O O O m O M O N � 1� 1 100 00 1 o to �M m 1 0 0 0 0 O O O 0 O V N O N Z O O O O I 1 t7 o 0 to to �m 0 'V m 0 O O 10 V 'o o to 0 pI = o s m P? `o r 1 C- 91 r n �N N Z Ia v U 9 a_ I� N O O 0 i (O f0 0o Imp me 0 0 ~ I o m 'm m m Z m N 'o 0 I O N N g 6 9 V M I OJ N a� M io I sr NM O I� N N O N N Wa o �o 0 I M I OJ a� m io r 0 o I m mg o 'm m m a _ N N Im m O O 'N O N �O O �v v � of ai IN N Z O O IN N 'N N Q ''N N a m O m U - ;O � LL G 7 0 ob M N M O N 0 O 2 W L co U c O N W 0 2 W W co U N CD rn c 'v m V M 1 1 O 1 1 z 1 1 0 0 U T O 1 10 �N N a I 1 N U O � to to Im IN m N I 1 1 N O O 10 m o to �m m Z N O U 0 m N— o I to 1 Im m g o o to to 0 a~ o to to 0 I 1 u 10 '00 00 1=ON tg O o to 'oo 00 WLL o io �m e 1 LLd O �O 'O O ____I ____ ____ O I 10 1 IN N O� O 10 IN N 0 d 0 0 0 0 Lg O 10 'Op Op xa 1 �ry N a 1 1 j0 - 00 100 �W m _ oo� o 1 l o lia o �o 'o 0 'am 16m N 1 1 o to �m m O O 10 'm U O 10 'N m N 1 0 0 0 0 o o v e Ox O O N N z 1 U' o O to 10 �m O 'V m O p O 10 V 0 0 ,o 0 m = a Ns 18 P `o F U �7 1 C— N N N c 0GO 7 c U rn c L' u =1 m m m m QO N O N U � m N N O Z m m = U v e T O O p m m m N m m N m N N � N N N N N O m m p m m W N m N O m m N m N Z N N N O U 0 m a N W W N Wa o 0 wg LL LL m m m m mg m WLL m T o 0 9 �o olg 0 0 Np N N N N N O O O m O m p t9 N N U � N v v O o 0 z � e p O O � N ° o m m � o ~ U O WE 0 ob M N M O N 0 O 2 L W co U c O N W 0 2 W W co 0 N O N c 0 u C7 7 V) c O U rn c L' u o m m 1 ri 1 O 1 1 z 1 , 1 U , d_ Ir Im f0 N O o H 0 io i� � IOJN Ike N10 � IN Im N r O I -- I 1 Ir ,m 10 N O o to m m O fL O IN 'm N Z 1 1 -------------- M N O 0 m I 1 g� o to Ivmi m a~ o to to 0 I 1 1 ON p ION '� N L� O IOp 'O O wa o im 'o 0 , jN 00 1MM ,O N o d LL O 10 �O O ____I____,____ I I 1 CJ m O O ICJ IN N 1 It xxa W a 1 1 _ LLd O �O 'N N ____1____ , ____ 1 O O r N N 0 O O O O , 1 o W O O ICmJ 'N U 10 , 1 O C N OX O N N o m r N o z , 1 'O O 10 O 1 pl = o s ;a P? `o F 1 C- 93 CJ m m m QOHO ON U � m N N O Z CJ m = U v e T O O p m m W W N N � N � N N N O CJ m p m m OJ i0 W N O m OJ W N Z N QO O U o 0 0 0 0 o O m o 0 N Wa o 0 O L N P� LL LL CJ M CJ m mg m WLL m T o 0 9 �o olg LL LL O O N N N O O O m O m p t9 N N v v O O O z � e O o 0 � N ° o m m � o ~ U O WE N 0 M N M O N 0 O 2 L W co U c O N N 0 2 W W co U N O N c 0 a+ C7 7 c U rn c L' p m m 1 ri 1 O 1 1 z 1 , 1 U , d_ Ir Im f0 N O o io i� O H � IOJN I�V N10 0 IN Im r o I -- I 1 Ir ,m N M 10 N O o to m m O IN 'm N Z 1 -------------- M N O U 0 m I 1 g� o to Ivmi m a~ o to to 0 I 1 1 L� O Ipp 'O O wa o im 'o 0 , «N OJ 1p 'OJ p r LLd O �O 'O O I I 1 M f0 O O IM IN N 1 It xxa W a 1 , 1 _ 1 LLd O �O 'N N ____1____ , ____ 1 O O r N N wO 0 O O , 1 o W M O O ICmJ 'N U ,O , 1 O O N OX O N N o m r N m Z , 1 'o o to 0 pl = o s ;v P? `o F 1 C— M m O N M N 1+1 N Q O O O O U � m N N Q Z r r U V O O O pT 9 a_ N Q Q W N W N p m N N � N � N � N O m m Q N N m M ai m o m m N m N Z N N O U 0 m n M r �o �o m N Wa o 0 d N n� �d N N p 5 N g o 0 0 N N N p N WO O O m p _ mg LL LL O O N N N O O O M O m Q M � m N U � m v v e a Q [O 10 � v v O � n Q M N � m m o t0 o m m � o ~ U O wo N fM co N 0 O 2 w W_ a1 U C O N W a 0 2 W w co 0 N N O N C L) U 7 L N c O U rn C L' T M a N 'O]VI 'Om tliM 'w M 1 wi 1 O 1 1 Z 1 1 O Ifp M a o U a 1 � Im Im m N O_ O O N O imm jOIN NO r r N O O '� U o0 i0 'wN N Imm NO O '1 m Z O 11 11 _____ h N O m I I LP -,a O m Iw N N g o O Ipmj 1M o p m pMj m LL~ o In to 0 I 1 I 1 ' 0 1CT :w o tg o Imp 'o 0 1 1 Iyd O �O 'O O ---- O _ p 1- In o n m g O m N N F" 1 Lg O 1'Ap 'O O xa Ie 'O O O W pT O a ICd 1 l N >O_ - on : O Im N n m O Im 'N N m� Iyd O 6 'N N ---- 1---- I,__ 1 o le :w e O 10 'O O O m N OU O N p It 1 l 1 O m M N OX O r m O e N N Z O N m o �v 'o In a 7 0 'n ' m m ' m I� 'O m O IO O 1 U :7 C- 95 M M N M M O O O O O U M M N N O Z n n = U a T O O a � O - m N m N p M m w M m N N H N N N O m m U <`! ry wM wM o m m N m N Z N N U o 0 0 0 0 0 0 m o 0 g o m m N m Wa o 0 d N cl� �d N N O 5 N g o 0 0 N N N p N N j p - mg LL LL 0 0 NO ilI O m O w O M O M p M in M w U M M v v O � m � e e o o gym, m l o ~ U O wo 101 u N M O rn cc a N fM co N 0 O 2 W W_ a1 U C O N W a 0 2 W w co N N O N C O U U 7 L N c O U rn C L• T m a N O 'O]VI 'Om o tlir .Q 'm m 1 wi O 1 � Z 1 1 O Ifp r Q_ O U a m m m N O p_ O O N O imm jOIN NO r r N p O :m U i0 'mN N o ,mm NO O '1 m Z O 11 11 _____ h N O 0 m I I LP -,a N g O Ipmj 1M o o m T m LL~ o to In 0 I 1 I 1 ' o ,CT Im o tg o Imo 'o 0 1 1 ---- o _ o I— In o n m g O m N N F" 1 '0 0 xa IQO 'O O O W pT O a 1Cd 1 l >O_ r : O ,m N r m O Im 'N N m� d O O N N ---- 1---- I,__ 1 N ` �2 A O O 0 O O O O O O O m N pU O N p It 1 l 1 o m m n o r m px o Q N r Z O N In o �Q 'o m a 0 n m 0 1 U :7 C- M N O N C O u U 7 L N C O U rn C L• r r N m p om om U M M N N O Z O O U Q Q T O O m N_ O U h N � m m m ei N m N N H N N O N N p N N mm wwl o m m N m N Z N N U 0 m O O o 0 m� N of m Wa o 0 d N cl� �d m o m gF m a O m O N O WLL o 0 N �o mg LL LL 0 0 Np m m N O O O O p v U N, N Q v M O � m Z M 1+! O M M O n o: � 0 1° o gym, m � o ~ U O WE 101 u N M O 0 N a) 0) cc a N fM co O N 0 O 2 W W_ co U C O N N a 0 2i W w co 0 M N O N C O «' U 7 L N c O U rn C L' T N O O 'nr aom O N 1 ei O 1 1 Z 1 1 O Irn �m O V_ O U U m N o j <O � <O M M O ImV 1(pp0 Np O O N V N CL m N O O Im N M IN ,f00 CO 0 m Z o m 1 o Nl N O m I I LP -,a O IN IN m N g O IpNj 1M o o N 0 m a~ o to to 0 I 1 I 1 ' 0 1CT :r m Lg O IMp 'O O 1 1 10 rn� Iyd O 'N O �O 'O m ---- O� I 1 o Im In N _ O 10 IN m g O M IN N aF" 1 ng oo Imo xa o Imo 'o 0 W a IV 1 l 1 m� O ICO'I 'N N Iyd O �O 'N N ---- 1---- I,__ 1 wO 0 O O 1 O oo m m U o n m 1 l 1 0 o n n o r m N Ux o rn m m Z 1 0 a o 0 O 'o o to 0 U :7 C- 97 n n N M M U orn om U M M N N O Z O O = M M U ? ? T O O M N_ U U h N rn M m m M m N N H N N O N N U N N m M ei M o m m N m N Z N N U U o 0 0 0 0 0 0 m o 0 O O o 0 m� N of m Wa o 0 d N �d m o 5 gF m a O f m M N O t0 � m WLL to o 0 m �o mg LL LL O O ON N N O O O O v O U N, N � v M O � m Z CJ M U M M U n K � 0 1° o gym, m � o ~ U O WE rl LJ N fM co O N 0 O 2 W W_ co U c O N N a O 2i W w co U N O O 'nr aom O N 1 ei O 1 Z 1 1 O Irn �m e Q_ O U p m N o j <o � <o M M O ImQ 1(pp0 Ne O O N Q N CL m N O O Im N M IOQ ,fOOo Ce 0 m o m o Z 1 ri N O 0 m I I N_ O N N m N O IpNj Im N w m a~ o o Io 0 I 1 O CT r m �N Xg wa 1 Iyd O �O 'O O� I 1 o Im In N _ O 10 IN m g° O M N N aF" ' o :n w �� o I�� OM I'ng o0 0 xa W a IV I 1 I 1 Iyd O �O 'N N 1 1 I 1 O oo m m U o n m 1 l 1 0 o n n o r m N Ox o rn m m Z 1 I 0Im a o 0 L---- L---- U ::751C— m N M N C C a LrltiJ p O N N p ciQ :oo wia U � �o N n Z O O = Q Q p N N N I N N O 0 1� ON �O Om ~ I N O m m p rn m m N m m 0 m 0 � 0 ^ 2 N O U 0 m I M IO M N- O O O I O � e Io a a� o io I 0 N N M 0 M N O O O 10� v 'o wa Wa o �o 0 �N �d I CJ 10 M g v o a a� o io 0 mo m o M KLL W >� o �o 0 m a �o mg �a LL m w NO n O N O O O p m m U ° I° m m m w Ox Z 0 � 0 'R W m d I o It F U O WE rl LJ N M w O N N cc a N fM co O N 0 O 2 w w co U c O N a O 2i w w co U M N M N Ol C .; M a O O m N O p ' of ae 1 0 1 z ' 1 0 0 :9 'Mo "o'o U m m T O 10 ,N N d I 1 W m N O U o 10 'M M � 10 'ro ao ~ I 1 N O Z -------------- N O U 0 m I 1 N � g ° O o 10 le e 0 a~ o In o In o 0 I 1 In 000 1=ON O 'O Xg wLL o o 0 io 0o V :m wo m 1 LLd O �O 'O , , ---- o 1 1. n n o O 10 �m m ° o0 1n 1<o m aF" o to a �� o to ,OM oM Lg O 'O wLL T O i0' ,O O a_ >o 0 o n n lia o �o 'o 0 1 ry y N O O O M O M O N oo io :moo Mo , O o o to o m m u U o o 'M M o :n 'o 0 1 , 1 Ox o O o O m N m N Z 1 , 1 O 10 ,N N p U :7 C- h O N N p civ :oo wia U � �o N n z 0 0 = a e p N N NI N N O 0 y om io o1O ~ I N O m m p m m ai m of m O m O r O n 2 N p o 0 p o 0 0 0 o 0 o 0 0 m I a� o io I 0 N O M N O O O Wa o �o 0 �N �d I CJ 10 M g� v to a a� o io 0 mo m :o m m o M XLl W T O �O O m a a � �o mg �a LL m w NO n 0 O o 0 0 p U m I m m m m m w OX 0 0 W m m o m o �o 0 :a F U O G 7 0 ON M N M O N O 2 W L co U c O N N O 2 W W co U c'M N O N tm C m a 1 1 0 1 z ' 1 0 0 U o 0 T O 10 �N N a I IM M N O - o to IM M 00 o M M 0 i�a M 1 m N O U o O 0 o O 0 N CO N M 0 4 4 z O IO M M -------------- N O U 0 m O I 1 N Ip g � o 10 to 1� to 0 a~ o to to 0 I 1 u 'O '00 00 1=ON O WLL o io 10 �m ai 1 LLd O �O 'O O I 1 o to �M M � � oo loo Im m 1m u L� O 'O 'gyp Op wa T o io �0 -r� 0 a_ 1 r - 1 lia o �o 'o 0 1 l 'aM 16M O o io CO M. . . 1 O 10 �M OJ 1 l 1 0 0 :m o Ox o O o O 'O m N m N Z O 'O O 1 l 1 O 10 �N N Q 0 O - O m0 r P? `o F : 1 C� M N O N C a+ 0 O U m 7 w f.7 t L Gl O 00 'M O �N N z �m m = to 0 9 � O I Im 0 r o iN m N o Z N N O U 0 m I O I OJ 00 OJ O N _ Nyp 10 a� o io I 0 H� o im m N O O O Wa o �o 0 c N LL LL I O I of m oA o to 0 g� o to 0 a� o io 0 "o o im m 0 0 0 m a w� _ d �m u O imp N ma io 0 O M 'o M 0 Z m m � m � a wo 0 ON M N t`7 w O N W m co a. N M O N O 2 W W co U c O N N i O 2 W W co 0 m N O N tm C m 0 O U 7 U r 1 t U ' ai ai ,m 1 m 1 1 1 z 1 1 O O U 1 ,mo mo a_ I Im m N O 10 1� U o to 'm e 4 I 4 ' ai ai ° O 10 IOJ m ~ 1 'N Z o -------------- Io IN N M N U 0 m O I O 1 W _ m N 10 O I O 1 a~ o to to 0 I 1 t u 'O '00 00 1=ON tg O o 'o 'oo 00 WLL o io �N ry 1 , 7 d LL O 10 �O O ____I____,____ O I l0 1 Ir n O� o to Im m u It o to ,om em Lg xa W T O I 10 ,N ,N N N a_ I____,____ 1 - 1 LLd O �O 'O O 16 N O O O m O m O N oo io ��o ,M mo M 1 O 10 ,N N 1 , 1 0 0 0 0 Ux o 0 o o r r r r Z 1 , 1 O 0 10 o �V m V m 0 � 4 �4 'o o to 0 1 o p O = o o m m P `o 0 r ' 1 C� 01 O 00 'm m ,N N Z 1 OJ m 9 U o Iv v I � O IW p r O iN m N o N 'o 0 I 00 O Nyp 10 a� o io I 0 H� o im m N O O O Wa o �o 0 N LL LL 1 I O Im m o A o I O o g° o to 0 a� o io 0 "o o im m mg 0 0 o 0 0 'o A a m� _ a IN N O imp N ma IN N i0 0 Ox m 'o m 0 r io r a Z m m � F a wo 0 ON N M O N 0 2 W W co U c O N N i 0 2 W W co 0 m N O N O] C m O U !E 7 U r 1 U ' ai ai ,m 1 m 1 1 1 z 1 1 O O 10 '�O VO U O 1 ,mo mo a_ I____,____ I Im m N O 10 1� U o to Im e 4 I 4 1 ai ai z Z O -------------- O 'm N M N U 0 m O I o 1 W _ m N 10 O I O 1 a~ o to to 0 I 1 1 O , N N 10 '00 00 1=ON tg O o to 'oo 00 Wd o io �N ry 1 , oa LL o to �o 0 o I to 1 Ir n o� o to Im m N Lg O 10 'Np Np W T O 10 ,N N a_ ____,____ 1 1 - LLd O �O 'O O ____1____ , ____ 1 1. :Om Om N ,M M 1 , 1 O 10 ,N N U o to 'v a U o to 'm m 1 , 1 0 0 0 0 Ux o 0 o o r r r r Z 1 , 1 t7 O 0 0 to V m V m 'o o to 0 p = o `m s m P `o r U ,3: , ■ C- w 04. d WE IN 101 LJ N fM O N 0 2 W W m U c O .N a) c0 G W W co r r N �N I o ' z � I U N IN ry O i0 U 6IN '6IN p r N IN r - 17— U O 6IN 'OIN i(I 1 IlI m Z N IN r - - L U m y I N I�2 N 0 a� I� � N I I L� O 10 wa o to ,Lp a a m� LLd W IW I� o � rn �m rn Im d~ n In 1 1 L� wa T 9 a O 10 o 'o rn �rn >o 61� LLd o to r iA Ir U N r O 10 O 10 o 'o y ly 2 0 Ux n �n n r o 'o Z N IN N IN 1 y ly 9 �N m _rn 750-09 > T M 0 m > N In 'm'm _ E O M N16 O Q N . N M ..r.y.y. C C N I I I r I I I m T'p MOO �N COI _ r (P'O'4p'N ❑ (n rl INI� N I_ I_ N > a T r m m'o o r d OJ;O'lp;N •C• •m:m: m >m•N• m �•3•p•m I- � r d n' d' p' E. U.� .C:L. .W•=. 3 M a a a FL M a r c _ H Q m a` Z U ;oo a o� �a Bpi �m O o _i __ __ 1 'o U n U o is 0 N101Ll� F- p m x 1 i > I x I Z 0 of ; t6 ; (6 ; (6 U m U 12_ p In 'o6 'w'GO x .o m c m•>m •3� w p p . c : :E � j I. : W : WE rn 'rn 'rn 'm -I y m im O O 'O 10 N O 10 ;O 10 I I U o 1g 'g 10 O 10 'O 10 O 10 ;O 10 I _ I -I N uryi I� N I� 0 Ip Q ,Q 10 n7 p ��p 1p O 10 ;O 10 I _ I -I U) n 1 r I r I I� n7 O 10 ,O 10 O O 1p 'O 10 O 10 ;O 10 O n 1r ,n In o to ;o to I _ I -I W IW ONO IW = N 1N 'N 1fO O 10 ;O 10 I I ry n In n Ir O O 'O 10 J O Ip ,p 10 O 10 ,O 10 I� O 10 ;O 10 O 10 ;O to I _I -I � rn Im m Im O o 10 'O 10 _ I I� O 10 ;O 10 I _ I -I rn Im m Im ry N IN N IN r rn 10 ,O Im O I0 J N Iry ry IN O 10 ;O 10 I _ I I O 10 O 10 0 10 O 10 I . O 10 ;O 10 I I ... ....... `o ; 1 3m m ' ; w 10 ly a - °J N E m E N , Q ' _W 5 ;W 0 ii .. 750-204 N ,N NO n n m ,rn O I N z O 10 O 10 -F I U T o to O tLo I O U � I� ai I of I � m ILm -f m m m Im N O U o Z m im m m N O U o_ m ��y •• I I o N N P � ~O a 0 10 o to I � N I tg o to 1La o to � � c N I I I m� I � d LL I I �m o to go a� o to o to I yo S� o to I O 10 W a T o I o a_ jo _ q� 1 I 1 I LLa I I N I I loo O 0 oo ro Ino I V IV I U v ly o io Ox m m Z n n o io U, I o io K o 0 o io i IL �yv d ? U V Zf :2= wo 101 u N N M M 0 co O N L w O l6 O w 1 W W N In co U � M O N J N LU W c m W E U N c Lei 7 N O O n n M �o m m E 1 a o 8o a p Io ';aonIOo ti Imo ioo 0 1 1 � 1 m 2 � Ig 'oo loo 'moo 0 p o �o �o0 L m io �rn im m O p r o o m n a 1O N N iO Of W 10 Im ICI q p U v o w p Im O_ m N O in OI Z (NO ------------- I CN] U U 0 m 'off m to 1boa oo o o tlog o V 1. im V ry N ryN L� tm+I O 'O 'O 'N '00 b wa o io 'o iCi O 1 I I j N . N 52 i LL LL 1 1 1 I I o� g o o 'o 'o aF" o in I I ----•- In 2 a ____I ____I 1 ____I ____ >o 1 _ V � 1 �a LL 1 I 10 10 I I 1 1 I 18 I8 IOCI ION N 0 OCI �g Ig 11. IOg IN 0 OCI p� A CI 10 ____I ---- 1 N 0 1' IN I ---- I ____ O m pU n Io N Iom o in N In o Ioi I I IN 6 o m ' o 'N 'CIo n Z o in o iy o I I p,0v, N o in IN Iov 'o Apo n 0 o Io o I- Iy In CD N Z' O• I i M I O c F m In I IN IN im 17 =c 1 'n I� Z x N _L � IN IV _L ..� jai �iisLu m m gN d ,gy �il/(g Ex :$L J A Q O. c ; O w � Y wo 101 u N M O rn N a) cc m a N LM co N cO G w w co U c O N N O LU W w m U N Lei O IN N N O O n n M o m m E 1 a o :am a p oo loo IOo ti 10 Imo ioo 0 1 1 1 ,LAi Im , 1 m 2 � Ig 'oo Ioo 'moo 0 p o �o �o0 O 10 Iw IpI O L m io , �rn im m O o n a , Im N N i0 ' OI (NO W 10 C- - ,ONI ICI q q p U v Q w p Im O_ m N �O 1O 'p OI T Z (NO ------------- Im O U 0 m 'off m 70 �o boa o 70 o � o 0 to log o LLr o ;o V 1. �o im V ry N ryN L� tm+I O 10 10 'N '00 b ici O 1 I I j N . N 52 i LL LL 1 1 I I o� g o Io 'o o 'o 0 aF"o o �o 'o �n o I I ----•, In 2 a ____I ____I 1 ____I ____ >o 1 _ V � 1 �a LL 1 I 10 I I 1 1 I 18 I8 N OCI 10 Ig IOCI ION IOg OCI 0 �g 11. IN 0 p� A CI 10 ____I ---- 1 N 0 1' IN I ---- I ____ O m pU n Io N Iom O in N In 'O Imi I I IN 6 O m O W y 10 10 'N 'mn 'N 'CIO N A Z o in o iy o o O N o n o M N ov 'o Apo 0 o Io 'o o Io Iy I in m m ry N Io P. to Z I L____ IN to L____ ___ L_ j �Ng._ d �Cry IL Igy N ,o 0 Q c 3 C W WE T rl LJ N Ci co O N O 2 w W_ ld U C 0 .N N O 2 W W co U n n O NO 'VIO U o 0 M , c] h ,N Z O 10 O 10 -h N N 1 U o to o to 1 o --ho- N o F O 0 M IM -h O O N O li rN I�N m Z O 10 M -L o ,o m o �o 1 N N� 1 1 N IN ,La o to O � 1 1 N p1� 1 1 LL LL 1 -h o ;rn ° N N yo L� 1 0o to 1 xa W � N IN o Ip , I jo Olg I I oa LL I , O �O N O 10 O 10 I� p o io VI I N I N ZVpI I N iN I p Z m Im ;m � E U g O NO m 'm m 1 O 1 h m , 1 . . 1 V 1 m V N U , O O 10 ,O. Ip N IN F i cli . - — O O N O N 1 NO IN AN M Z i -- -- O O p 'o 0 ,o 0 m N- o to In la o ,p O i O I N I I� O 10 N 1 NCl O 10 'N In O N 1 x wa , 1 VIam 1 c N �LL LL 1 1 , 1 1 'm �O O 10 'O N 1 , 1 1 j 0 0 : 'N O 'I� m O a_ 1 , 1 1 io _ 1 1 oa 1 LL 1 , 1 ITV m 1 'O 1000 O , 1 1 1 �O p a m o Irn o M m 1 , 1 X rn N N p L m m C m , 'N :O N ____1____ ____ ____ , 1 . . IM 1 m ry a m E° a 1EIjF- U m Q ,J WE 7 0 ON M 3 'Or O NO O U O o ,O 0 o N 'N o 1 co M O 1 N N . 1 , 1 . 1 �M Iv r V 1 OJ V N T 1 , a_ 1 Io IN O N O O 10 O O O O 1 NO IN ' rN Ip O O y tp 'M F . 1 . ,O IN M N O 1 �o to O U 1 N 1 NO ION rN 1 IO IN m O 'O �o O O ,o O N_ 7o I I Ir Iv O 1 HN o to �r Iv O O 10 N r O 1 I I d N 1 _ 1 O)� 1 � d 1 LL 1 1 I I o to �r Iv O 1 I I mo o to �r Iv O T O a . 1 . _ 1 m� 1 7 a 1 LL 1 1 I I 1 IOV ____1____ . 1 ____ ____ I 1 . 1 IO p 1 Io Im O 1 1 CJ N . 1 I. 1 1 141 I N . 1 . r 10 IQ) IN OI T m a U 0 ;7E- K N E Z Q C E a w G 7 N 0 Al N M O N 0 O 2 W W co U c O N N O 2 W W co U L d O m C d E n ~ ~ C m E E W E Q Q y W c C W � 0 i d O 7 � 5C-209 Start date and time 10/08/20 14:58:45 AERSCREEN 16216 4th and Mortimer Construction 4th and Mortimer Construction ----------------- DATA ENTRY VALIDATION ----------------- METRIC ENGLISH ** AREADATA ** Emission Rate: Area Height: Area Source Length Area Source Width: Vertical Dimension Model Mode: 0.156E-02 g/s 3.00 meters 157.00 meters 70.00 meters 1.50 meters URBAN Population: 332725 Dist to Ambient Air: ** BUILDING DATA ** 0.123E-01 lb/hr 9.84 feet 515.09 feet 229.66 feet 4.92 feet 1.0 meters 3. feet 75C-210 No Building Downwash Parameters ** TERRAIN DATA ** No Terrain Elevations Source Base Elevation: 0.0 meters Probe distance: 5000. meters No flagpole receptors No discrete receptors used ** FUMIGATION DATA ** No fumigation requested ** METEOROLOGY DATA ** 0.0 feet 16404. feet Min/Max Temperature: 250.0 / 310.0 K -9.7 / 98.3 Deg F Minimum Wind Speed: 0.5 m/s 75C-211 Anemometer Height: 10.000 meters Dominant Surface Profile: Urban Dominant Climate Type: Average Moisture Surface friction velocity (u*): not adjusted DEBUG OPTION ON AERSCREEN output file: 2020.10.08 4thandMortimer Construction.out *** AERSCREEN Run is Ready to Begin No terrain used, AERMAP will not be run ************************************************** SURFACE CHARACTERISTICS & MAKEMET Obtaining surface characteristics... 75C-212 Using AERMET seasonal surface characteristics for Urban with Average Moisture Season Albedo Bo zo Winter 0.35 1.50 1.000 Spring 0.14 1.00 1.000 Summer 0.16 2.00 1.000 Autumn 0.18 2.00 1.000 Creating met files aerscreen_01_01.sfc & aerscreen_01_01.pfl Creating met files aerscreen_02_01.sfc & aerscreen_02_01.pfl Creating met files aerscreen_03_01.sfc & aerscreen_03_01.pfl Creating met files aerscreen_04_01.sfc & aerscreen_04_01.pfl Buildings and/or terrain present or rectangular area source, skipping probe FLOWSECTOR started 10/08/20 14:59:34 ******************************************** Running AERMOD Processing Winter Processing surface roughness sector 1 75C-213 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 5 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 10 ******** WARNING MESSAGES ******** *** NONE *** 75C-214 ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 20 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 25 ******** WARNING MESSAGES ******** *** NONE *** ******************************************** 75C-215 Running AERMOD Processing Spring Processing surface roughness sector 1 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 5 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 10 75C-216 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 20 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 25 75C-217 ******** WARNING MESSAGES ******** *** NONE *** ******************************************** Running AERMOD Processing Summer Processing surface roughness sector 1 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 5 ******** WARNING MESSAGES ******** *** NONE *** 75C-218 ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 10 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 20 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** 75C-219 Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 25 ******** WARNING MESSAGES ******** *** NONE *** ******************************************** Running AERMOD Processing Autumn Processing surface roughness sector 1 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 5 75C-220 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 10 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 20 75C-221 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 25 ******** WARNING MESSAGES ******** *** NONE *** FLOWSECTOR ended 10/08/20 14:59:45 REFINE started 10/08/20 14:59:45 AERMOD Finishes Successfully for REFINE stage 3 Winter sector 0 ******** WARNING MESSAGES ******** *** NONE *** REFINE ended 10/08/20 14:59:46 AERSCREEN Finished Successfully With no errors or warnings 75C-222 Check log file for details *********************************************** Ending date and time 10/08/20 14:59:48 75C-223 Concentration Distance Elevation Diag Season/Month Zo sector Date HO U* W* DT/DZ ZICNV ZIMCH M-0 LEN ZO BOWEN ALBEDO REF WS HT REF TA HT 0.30467E+01 1.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.33827E+01 25.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.36935E+01 50.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.39144E+01 75.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 * 0.39459E+01 79.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.27307E+01 100.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18815E+01 125.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14398E+01 150.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11524E+01 175.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.95248E+00 200.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.80642E+00 225.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.69567E+00 250.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.60877E+00 275.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.53971E+00 300.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.48264E+00 325.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.43557E+00 350.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 75C-224 310.0 2.0 0.39621E+00 375.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.36244E+00 400.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.33335E+00 425.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.30808E+00 450.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.28604E+00 475.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.26665E+00 500.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.24930E+00 525.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.23383E+00 550.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.21997E+00 575.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.20750E+00 600.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.19623E+00 625.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.18599E+00 650.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.17661E+00 675.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.16803E+00 700.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.16016E+00 725.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.15289E+00 750.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.14615E+00 775.00 0.00 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 75C-225 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.13992E+00 800.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.13413E+00 825.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12877E+00 850.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12376E+00 875.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.11908E+00 900.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.11470E+00 925.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.11060E+00 950.01 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.10674E+00 975.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.10311E+00 1000.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.99699E-01 1025.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.96478E-01 1050.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.93435E-01 1075.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.90557E-01 1100.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.87831E-01 1125.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.85243E-01 1150.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.82786E-01 1175.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 75C-226 0.80444E-01 1200.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.78210E-01 1225.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.76082E-01 1250.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.74052E-01 1275.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.72105E-01 1300.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.70528E-01 1325.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.68742E-01 1350.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.67033E-01 1375.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.65397E-01 1400.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.63828E-01 1425.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.62324E-01 1450.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.60879E-01 1475.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.59492E-01 1500.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.58159E-01 1525.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.56877E-01 1550.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.55642E-01 1575.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.54454E-01 1600.00 -1.30 0.043 -9.000 0.020 -999 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 75C-227 0.53309E-01 1625.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.52204E-01 1650.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.51139E-01 1675.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.50111E-01 1700.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.49118E-01 1725.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.48159E-01 1750.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.47232E-01 1775.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.46335E-01 1800.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.45467E-01 1825.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.44627E-01 1850.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.43814E-01 1875.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.43026E-01 1900.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.42262E-01 1924.99 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.41521E-01 1950.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.40803E-01 1975.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.40106E-01 2000.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.39429E-01 2025.00 0.00 5.0 Winter 0-360 10011001 75C-228 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.38772E-01 2050.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.38133E-01 2075.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.37513E-01 2100.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.36909E-01 2125.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.36323E-01 2150.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.35752E-01 2175.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.35197E-01 2200.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.34656E-01 2225.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.34130E-01 2250.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.33617E-01 2275.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.33118E-01 2300.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.32631E-01 2325.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.32157E-01 2350.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.31694E-01 2375.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.31242E-01 2400.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.30802E-01 2425.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 75C-229 0.30373E-01 2449.99 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.29953E-01 2475.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.29544E-01 2500.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.29144E-01 2525.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.28754E-01 2550.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.28372E-01 2575.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.27999E-01 2600.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.27635E-01 2625.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.27278E-01 2650.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.26930E-01 2675.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.26589E-01 2700.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.26256E-01 2725.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.25929E-01 2750.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.25610E-01 2775.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.25298E-01 2800.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.24991E-01 2825.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.24692E-01 2850.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 75C-230 0.24399E-01 2875.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.24111E-01 2900.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23829E-01 2925.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23553E-01 2950.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23283E-01 2975.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23018E-01 3000.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.22758E-01 3025.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.22503E-01 3050.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.22253E-01 3075.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.22007E-01 3100.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.21767E-01 3125.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.21531E-01 3150.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.21299E-01 3175.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.21071E-01 3200.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20848E-01 3225.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20629E-01 3250.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20414E-01 3275.00 0.00 0.0 Winter 0-360 10011001 75C-231 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20203E-01 3300.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19995E-01 3325.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19791E-01 3350.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19591E-01 3375.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19394E-01 3400.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19200E-01 3425.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19010E-01 3450.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18823E-01 3475.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18639E-01 3500.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18459E-01 3525.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18281E-01 3550.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18106E-01 3575.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17934E-01 3600.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17765E-01 3625.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17599E-01 3650.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17436E-01 3675.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 75C-232 0.17275E-01 3700.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17116E-01 3725.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16960E-01 3750.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16807E-01 3775.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16655E-01 3800.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16507E-01 3825.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16360E-01 3849.99 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16216E-01 3875.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16074E-01 3900.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15934E-01 3925.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15796E-01 3950.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15660E-01 3975.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15527E-01 4000.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15395E-01 4025.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15265E-01 4050.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15137E-01 4075.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15011E-01 4100.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 75C-233 0.14887E-01 4125.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14764E-01 4150.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14643E-01 4175.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14524E-01 4200.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14407E-01 4225.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14291E-01 4250.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14177E-01 4275.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14064E-01 4300.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13953E-01 4325.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13843E-01 4350.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13735E-01 4375.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13628E-01 4400.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13523E-01 4425.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13419E-01 4450.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13317E-01 4475.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13216E-01 4500.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13116E-01 4525.00 0.00 0.0 Winter 0-360 10011001 75C-234 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.13018E-01 4550.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12920E-01 4575.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12824E-01 4600.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12730E-01 4625.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12636E-01 4650.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12544E-01 4675.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12453E-01 4700.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12363E-01 4725.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12274E-01 4750.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12186E-01 4775.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12099E-01 4800.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.12013E-01 4825.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.11929E-01 4850.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.11845E-01 4875.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.11763E-01 4900.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.11681E-01 4925.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 75C-235 0.11600E-01 -1.30 0.043 -9.000 310.0 2.0 0.11521E-01 -1.30 0.043 -9.000 310.0 2.0 0.11442E-01 -1.30 0.043 -9.000 310.0 2.0 r• 00 0 00' o0 1 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 0-360 10011001 6.0 1.000 1.50 0.35 0.50 10.0 75C-236 Start date and time 10/08/20 14:59:50 AERSCREEN 16216 4th and Mortimer Operation 4th and Mortimer Operation ----------------- DATA ENTRY VALIDATION ----------------- METRIC ENGLISH ** AREADATA ** Emission Rate: Area Height: Area Source Length Area Source Width: Vertical Dimension Model Mode: 0.926E-03 g/s 3.00 meters 157.00 meters 70.00 meters 1.50 meters URBAN Population: 332725 Dist to Ambient Air: ** BUILDING DATA ** 0.735E-02 lb/hr 9.84 feet 515.09 feet 229.66 feet 4.92 feet 1.0 meters 3. feet 75C-237 No Building Downwash Parameters ** TERRAIN DATA ** No Terrain Elevations Source Base Elevation: 0.0 meters Probe distance: 5000. meters No flagpole receptors No discrete receptors used ** FUMIGATION DATA ** No fumigation requested ** METEOROLOGY DATA ** 0.0 feet 16404. feet Min/Max Temperature: 250.0 / 310.0 K -9.7 / 98.3 Deg F Minimum Wind Speed: 0.5 m/s 75C-238 Anemometer Height: 10.000 meters Dominant Surface Profile: Urban Dominant Climate Type: Average Moisture Surface friction velocity (u*): not adjusted DEBUG OPTION ON AERSCREEN output file: 2020.10.08_4thandMortimer_Operation.out *** AERSCREEN Run is Ready to Begin No terrain used, AERMAP will not be run ************************************************** SURFACE CHARACTERISTICS & MAKEMET Obtaining surface characteristics... 75C-239 Using AERMET seasonal surface characteristics for Urban with Average Moisture Season Albedo Bo zo Winter 0.35 1.50 1.000 Spring 0.14 1.00 1.000 Summer 0.16 2.00 1.000 Autumn 0.18 2.00 1.000 Creating met files aerscreen_01_01.sfc & aerscreen_01_01.pfl Creating met files aerscreen_02_01.sfc & aerscreen_02_01.pfl Creating met files aerscreen_03_01.sfc & aerscreen_03_01.pfl Creating met files aerscreen_04_01.sfc & aerscreen_04_01.pfl Buildings and/or terrain present or rectangular area source, skipping probe FLOWSECTOR started 10/08/20 15:00:33 ******************************************** Running AERMOD Processing Winter Processing surface roughness sector 1 75C-240 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 5 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 10 ******** WARNING MESSAGES ******** *** NONE *** 75C-241 ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 20 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Winter sector 25 ******** WARNING MESSAGES ******** *** NONE *** ******************************************** 75C-242 Running AERMOD Processing Spring Processing surface roughness sector 1 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 5 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 10 75C-243 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 20 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Spring sector 25 75C-244 ******** WARNING MESSAGES ******** *** NONE *** ******************************************** Running AERMOD Processing Summer Processing surface roughness sector 1 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 5 ******** WARNING MESSAGES ******** *** NONE *** 75C-245 ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 10 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 20 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** 75C-246 Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Summer sector 25 ******** WARNING MESSAGES ******** *** NONE *** ******************************************** Running AERMOD Processing Autumn Processing surface roughness sector 1 ***************************************************** Processing wind flow sector 1 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 0 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 2 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 5 75C-247 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 3 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 10 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 4 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 15 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 5 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 20 75C-248 ******** WARNING MESSAGES ******** *** NONE *** ***************************************************** Processing wind flow sector 6 AERMOD Finishes Successfully for FLOWSECTOR stage 2 Autumn sector 25 ******** WARNING MESSAGES ******** *** NONE *** FLOWSECTOR ended 10/08/20 15:00:43 REFINE started 10/08/20 15:00:43 AERMOD Finishes Successfully for REFINE stage 3 Winter sector 0 ******** WARNING MESSAGES ******** *** NONE *** REFINE ended 10/08/20 15:00:45 AERSCREEN Finished Successfully With no errors or warnings 75C-249 Check log file for details *********************************************** Ending date and time 10/08/20 15:00:47 75C-250 Concentration Distance Elevation Diag Season/Month Zo sector Date HO U* W* DT/DZ ZICNV ZIMCH M-0 LEN ZO BOWEN ALBEDO REF WS HT REF TA HT 0.18149E+01 1.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20150E+01 25.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.22002E+01 50.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23318E+01 75.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 * 0.23505E+01 79.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16266E+01 100.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11208E+01 125.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.85766E+00 150.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.68647E+00 175.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.56738E+00 200.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.48038E+00 225.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.41440E+00 250.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.36264E+00 275.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.32150E+00 300.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.28750E+00 325.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.25946E+00 350.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 75C-251 310.0 2.0 0.23602E+00 375.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.21590E+00 400.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.19858E+00 425.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.18352E+00 450.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.17039E+00 475.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.15884E+00 500.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.14851E+00 525.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.13929E+00 550.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.13104E+00 575.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.12361E+00 600.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.11689E+00 625.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.11079E+00 650.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.10520E+00 675.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.10009E+00 700.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.95407E-01 725.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.91074E-01 750.00 0.00 -1.30 0.043 -9.000 0.020 -999. 21 310.0 2.0 0.87061E-01 775.00 0.00 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 75C-252 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.83348E-01 800.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.79903E-01 825.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.76704E-01 850.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.73720E-01 875.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.70932E-01 900.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.68325E-01 925.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.65880E-01 950.01 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.63585E-01 975.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.61424E-01 1000.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.59389E-01 1025.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.57471E-01 1050.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.55659E-01 1075.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.53944E-01 1100.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.52320E-01 1125.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.50779E-01 1150.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.49315E-01 1175.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 75C-253 0.47920E-01 1200.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.46589E-01 1225.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.45321E-01 1250.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.44112E-01 1275.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.42952E-01 1300.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.42013E-01 1325.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.40949E-01 1350.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.39931E-01 1375.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.38956E-01 1400.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.38022E-01 1425.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.37126E-01 1450.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.36265E-01 1475.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.35439E-01 1500.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.34645E-01 1525.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.33881E-01 1550.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.33145E-01 1575.00 -1.30 0.043 -9.000 0.020 -999 310.0 2.0 0.32438E-01 1600.00 -1.30 0.043 -9.000 0.020 -999 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0.00 0.0 Winter 21. 6.0 1.000 1.50 0.00 5.0 Winter 21. 6.0 1.000 1.50 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 0-360 10011001 0.35 0.50 10.0 75C-254 0.31755E-01 1625.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.31098E-01 1650.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.30463E-01 1675.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.29851E-01 1700.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.29259E-01 1725.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.28688E-01 1750.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.28136E-01 1775.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.27601E-01 1800.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.27084E-01 1825.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.26584E-01 1850.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.26100E-01 1875.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.25630E-01 1900.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.25175E-01 1924.99 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.24734E-01 1950.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.24306E-01 1975.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23891E-01 2000.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23488E-01 2025.00 0.00 5.0 Winter 0-360 10011001 75C-255 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.23096E-01 2050.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.22715E-01 2075.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.22346E-01 2100.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.21986E-01 2125.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.21637E-01 2150.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.21297E-01 2175.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20966E-01 2200.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20644E-01 2225.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20331E-01 2250.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.20025E-01 2275.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19728E-01 2300.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19438E-01 2325.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.19155E-01 2350.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18880E-01 2375.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18611E-01 2400.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.18349E-01 2425.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 75C-256 0.18093E-01 2449.99 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17843E-01 2475.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17599E-01 2500.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17361E-01 2525.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.17128E-01 2550.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16901E-01 2575.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16679E-01 2600.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16462E-01 2625.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16249E-01 2650.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.16042E-01 2675.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15839E-01 2700.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15640E-01 2725.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15446E-01 2750.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15256E-01 2775.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.15069E-01 2800.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14887E-01 2825.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14709E-01 2850.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 75C-257 0.14534E-01 2875.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14363E-01 2900.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14195E-01 2925.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.14031E-01 2950.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13869E-01 2975.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13711E-01 2999.99 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13556E-01 3025.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13405E-01 3050.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13256E-01 3074.99 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.13109E-01 3100.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12966E-01 3125.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12826E-01 3150.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12687E-01 3175.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12552E-01 3200.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12419E-01 3225.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12288E-01 3250.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12160E-01 3275.00 0.00 0.0 Winter 0-360 10011001 75C-258 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.12034E-01 3300.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11911E-01 3325.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11789E-01 3350.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11670E-01 3375.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11553E-01 3400.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11437E-01 3425.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11324E-01 3450.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11213E-01 3475.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.11103E-01 3500.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10996E-01 3525.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10890E-01 3550.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10786E-01 3575.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10683E-01 3600.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10583E-01 3625.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10484E-01 3650.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10386E-01 3675.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 75C-259 0.10290E-01 3700.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10196E-01 3725.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10103E-01 3750.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.10011E-01 3775.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.99215E-02 3800.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.98329E-02 3825.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.97456E-02 3849.99 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.96597E-02 3875.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.95751E-02 3900.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.94917E-02 3925.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.94096E-02 3950.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.93287E-02 3975.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.92491E-02 4000.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.91705E-02 4025.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.90932E-02 4050.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.90169E-02 4075.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.89418E-02 4100.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 75C-260 0.88677E-02 4125.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.87947E-02 4149.99 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.87228E-02 4175.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.86518E-02 4200.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.85818E-02 4225.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.85128E-02 4250.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.84448E-02 4275.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.83777E-02 4300.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.83115E-02 4325.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.82463E-02 4350.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.81819E-02 4375.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.81183E-02 4400.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.80556E-02 4425.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.79938E-02 4449.99 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.79328E-02 4475.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.78725E-02 4500.00 0.00 10.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.78131E-02 4525.00 0.00 10.0 Winter 0-360 10011001 75C-261 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.77544E-02 4550.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.76965E-02 4575.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.76393E-02 4600.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.75829E-02 4625.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.75272E-02 4650.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.74722E-02 4675.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.74179E-02 4700.00 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.73642E-02 4725.00 0.00 25.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.73113E-02 4750.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.72590E-02 4775.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.72073E-02 4800.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.71563E-02 4825.00 0.00 0.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.71059E-02 4850.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.70561E-02 4875.00 0.00 20.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.70069E-02 4900.00 0.00 5.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 0.69582E-02 4924.99 0.00 15.0 Winter 0-360 10011001 -1.30 0.043 -9.000 0.020 -999. 21. 6.0 1.000 1.50 0.35 0.50 10.0 310.0 2.0 75C-262 0.69102E-02 -1.30 0.043 -9.000 310.0 2.0 0.68628E-02 -1.30 0.043 -9.000 310.0 2.0 0.68159E-02 -1.30 0.043 -9.000 310.0 2.0 r• 00 0 00' o0 1 5.0 Winter 6.0 1.000 1.50 0.0 Winter 6.0 1.000 1.50 0.0 Winter 0-360 10011001 6.0 1.000 1.50 0.35 0.50 10.0 75C-263 Syl�APE TechninaConsuRation,Data Analyslsand ■■•• L L@igalion Support for the Environment Matthew F. Hagemann, P.G., C.Hg., QSD, QSP 1640 51h St.., Suite 204 Santa Santa Monica, California 90401 Tel: (949) 887-9013 Email: mhagemann@swape.com Geologic and Hydrogeologic Characterization Industrial Stormwater Compliance Investigation and Remediation Strategies Litigation Support and Testifying Expert CEQA Review Education: M.S. Degree, Geology, California State University Los Angeles, Los Angeles, CA, 1984. B.A. Degree, Geology, Humboldt State University, Arcata, CA, 1982. Professional Certifications: California Professional Geologist California Certified Hydrogeologist Qualified SWPPP Developer and Practitioner Professional Experience: Matt has 25 years of experience in environmental policy, assessment and remediation. He spent nine years with the U.S. EPA in the RCRA and Superfund programs and served as EPA's Senior Science Policy Advisor in the Western Regional Office where he identified emerging threats to groundwater from perchlorate and MTBE. While with EPA, Matt also served as a Senior Hydrogeologist in the oversight of the assessment of seven major military facilities undergoing base closure. He led numerous enforcement actions under provisions of the Resource Conservation and Recovery Act (RCRA) while also working with permit holders to improve hydrogeologic characterization and water quality monitoring. Matt has worked closely with U.S. EPA legal counsel and the technical staff of several states in the application and enforcement of RCRA, Safe Drinking Water Act and Clean Water Act regulations. Matt has trained the technical staff in the States of California, Hawaii, Nevada, Arizona and the Territory of Guam in the conduct of investigations, groundwater fundamentals, and sampling techniques. Positions Matt has held include: • Founding Partner, Soil/Water/Air Protection Enterprise (SWAPE) (2003 - present); • Geology Instructor, Golden West College, 2010 - 2014; • Senior Environmental Analyst, Komex H2O Science, Inc. (2000 -- 2003); 75C-264 • Executive Director, Orange Coast Watch (2001— 2004); • Senior Science Policy Advisor and Hydrogeologist, U.S. Environmental Protection Agency (1989- 1998); • Hydrogeologist, National Park Service, Water Resources Division (1998 — 2000); • Adjunct Faculty Member, San Francisco State University, Department of Geosciences (1993 — 1998); • Instructor, College of Marin, Department of Science (1990—1995); • Geologist, U.S. Forest Service (1986—1998); and • Geologist, Dames & Moore (1984—1986). Senior Regulatory and Litigation Support Analyst: With SWAPE, Matt's responsibilities have included: • Lead analyst and testifying expert in the review of over 100 environmental impact reports since 2003 under CEQA that identify significant issues with regard to hazardous waste, water resources, water quality, air quality, Valley Fever, greenhouse gas emissions, and geologic hazards. Make recommendations for additional mitigation measures to lead agencies at the local and county level to include additional characterization of health risks and implementation of protective measures to reduce worker exposure to hazards from toxins and Valley Fever. • Stormwater analysis, sampling and best management practice evaluation at industrial facilities. • Manager of a project to provide technical assistance to a community adjacent to a former Naval shipyard under a grant from the U.S. EPA. • Technical assistance and litigation support for vapor intrusion concerns. • Lead analyst and testifying expert in the review of environmental issues in license applications for large solar power plants before the California Energy Commission. • Manager of a project to evaluate numerous formerly used military sites in the western U.S. • Manager of a comprehensive evaluation of potential sources of perchlorate contamination in Southern California drinking water wells. • Manager and designated expert for litigation support under provisions of Proposition 65 in the review of releases of gasoline to sources drinking water at major refineries and hundreds of gas stations throughout California. • Expert witness on two cases involving MTBE litigation. • Expert witness and litigation support on the impact of air toxins and hazards at a school. • Expert witness in litigation at a former plywood plant. With Komex H2O Science Inc., Matt's duties included the following: • Senior author of a report on the extent of perchlorate contamination that was used in testimony by the former U.S. EPA Administrator and General Counsel. • Senior researcher in the development of a comprehensive, electronically interactive chronology of MTBE use, research, and regulation. • Senior researcher in the development of a comprehensive, electronically interactive chronology of perchlorate use, research, and regulation. • Senior researcher in a study that estimates nationwide costs for MTBE remediation and drinking water treatment, results of which were published in newspapers nationwide and in testimony against provisions of an energy bill that would limit liability for oil companies. • Research to support litigation to restore drinking water supplies that have been contaminated by MTBE in California and New York. 75C-265 Expert witness testimony in a case of oil production -related contamination in Mississippi. Lead author for a multi -volume remedial investigation report for an operating school in Los Angeles that met strict regulatory requirements and rigorous deadlines. 75C-266 • Development of strategic approaches for cleanup of contaminated sites in consultation with clients and regulators. Executive Director: As Executive Director with Orange Coast Watch, Matt led efforts to restore water quality at Orange County beaches from multiple sources of contamination including urban runoff and the discharge of wastewater. In reporting to a Board of Directors that included representatives from leading Orange County universities and businesses, Matt prepared issue papers in the areas of treatment and disinfection of wastewater and control of the discharge of grease to sewer systems. Matt actively participated in the development of countywide water quality permits for the control of urban runoff and permits for the discharge of wastewater. Matt worked with other nonprofits to protect and restore water quality, including Surfrider, Natural Resources Defense Council and Orange County CoastKeeper as well as with business institutions including the Orange County Business Council. HvdrogeologK As a Senior Hydrogeologist with the U.S. Environmental Protection Agency, Matt led investigations to characterize and cleanup closing military bases, including Mare Island Naval Shipyard, Hunters Point Naval Shipyard, Treasure Island Naval Station, Alameda Naval Station, Moffett Field, Mather Army Airfield, and Sacramento Army Depot. Specific activities were as follows: • Led efforts to model groundwater flow and contaminant transport, ensured adequacy of monitoring networks, and assessed cleanup alternatives for contaminated sediment, soil, and groundwater. • Initiated a regional program for evaluation of groundwater sampling practices and laboratory analysis at military bases. • Identified emerging issues, wrote technical guidance, and assisted in policy and regulation development through work on four national U.S. EPA workgroups, including the Superfund Groundwater Technical Forum and the Federal Facilities Forum. At the request of the State of Hawaii, Matt developed a methodology to determine the vulnerability of groundwater to contamination on the islands of Maui and Oahu. He used analytical models and a GIS to show zones of vulnerability, and the results were adopted and published by the State of Hawaii and County of Maui. As a hydrogeologist with the EPA Groundwater Protection Section, Matt worked with provisions of the Safe Drinking Water Act and NEPA to prevent drinking water contamination. Specific activities included the following: • Received an EPA Bronze Medal for his contribution to the development of national guidance for the protection of drinking water. • Managed the Sole Source Aquifer Program and protected the drinking water of two communities through designation under the Safe Drinking Water Act. He prepared geologic reports, conducted public hearings, and responded to public comments from residents who were very concerned about the impact of designation. 4 75C-267 Reviewed a number of Environmental Impact Statements for planned major developments, including large hazardous and solid waste disposal facilities, mine reclamation, and water transfer. Matt served as a hydrogeologist with the RCRA Hazardous Waste program. Duties were as follows: • Supervised the hydrogeologic investigation of hazardous waste sites to determine compliance with Subtitle C requirements. • Reviewed and wrote "part B" permits for the disposal of hazardous waste. • Conducted RCRA Corrective Action investigations of waste sites and led inspections that formed the basis for significant enforcement actions that were developed in close coordination with U.S. EPA legal counsel. • Wrote contract specifications and supervised contractor's investigations of waste sites. With the National Park Service, Matt directed service -wide investigations of contaminant sources to prevent degradation of water quality, including the following tasks: • Applied pertinent laws and regulations including CERCLA, RCRA, NEPA, NRDA, and the Clean Water Act to control military, mining, and landfill contaminants. • Conducted watershed -scale investigations of contaminants at parks, including Yellowstone and Olympic National Park. • Identified high -levels of perchlorate in soil adjacent to a national park in New Mexico and advised park superintendent on appropriate response actions under CERCLA. • Served as a Park Service representative on the Interagency Perchlorate Steering Committee, a national workgroup. • Developed a program to conduct environmental compliance audits of all National Parks while serving on a national workgroup. • Co-authored two papers on the potential for water contamination from the operation of personal watercraft and snowmobiles, these papers serving as the basis for the development of nation- wide policy on the use of these vehicles in National Parks. • Contributed to the Federal Multi -Agency Source Water Agreement under the Clean Water Action Plan. Policy: Served senior management as the Senior Science Policy Advisor with the U.S. Environmental Protection Agency, Region 9. Activities included the following: • Advised the Regional Administrator and senior management on emerging issues such as the potential for the gasoline additive MTBE and ammonium perchlorate to contaminate drinking water supplies. • Shaped EPA's national response to these threats by serving on workgroups and by contributing to guidance, including the Office of Research and Development publication, Oxygenates in Water: Critical Information and Research Needs. • Improved the technical training of EPA's scientific and engineering staff. • Earned an EPA Bronze Medal for representing the region's 300 scientists and engineers in negotiations with the Administrator and senior management to better integrate scientific principles into the policy -making process. • Established national protocol for the peer review of scientific documents. 75C-268 Geology With the U.S. Forest Service, Matt led investigations to determine hillslope stability of areas proposed for timber harvest in the central Oregon Coast Range. Specific activities were as follows: • Mapped geology in the field, and used aerial photographic interpretation and mathematical models to determ ne slope stability. • Coordinated his research with community members who were concerned with natural resource protection. • Characterized the geology of an aquifer that serves as the sole source of drinking water for the city of Medford, Oregon. As a consultant with Dames and Moore, Matt led geologic investigations of two contaminated sites (later listed on the Superfund NPL) in the Portland, Oregon, area and a large hazardous waste site in eastern Oregon. Duties included the following: Supervised year -long effort for soil and groundwater sampling. Conducted aquifer tests. Investigated active faults beneath sites proposed for hazardous waste disposal. Teaching• From 1990 to 1998, Matt taught at least one course per semester at the community college and university levels: • At San Francisco State University, held an adjunct faculty position and taught courses in environmental geology, oceanography (lab and lecture), hydrogeology, and groundwater contamination. • Served as a committee member for graduate and undergraduate students. • Taught courses in environmental geology and oceanography at the College of Marin. Matt taught physical geology (lecture and lab and introductory geology at Golden West College in Huntington Beach, California from 2010 to 2014. Invited Testimony, Reports, Papers and Presentations: Hagemann, M.F., 2008. Disclosure of Hazardous Waste Issues under CEQA. Presentation to the Public Environmental Law Conference, Eugene, Oregon. Hagemann, M.F., 2008. Disclosure of Hazardous Waste Issues under CEQA. Invited presentation to U.S. EPA Region 9, San Francisco, California. Hagemann, M.F., 2005. Use of Electronic Databases in Environmental Regulation, Policy Making and Public Participation. Brownfields 2005, Denver, Coloradao. Hagemann, M.F., 2004. Perchlorate Contamination of the Colorado River and Impacts to Drinking Water in Nevada and the Southwestern U.S. Presentation to a meeting of the American Groundwater Trust, Las Vegas, NV (served on conference organizing committee). Hagemann, M.F., 2004. Invited testimony to a California Senate committee hearing on air toxins at schools in Southern California, Los Angeles. 75C-269 Brown, A., Farrow, J., Gray, A. and Hagemann, M., 2004. An Estimate of Costs to Address MTBE Releases from Underground Storage Tanks and the Resulting Impact to Drinking Water Wells. Presentation to the Ground Water and Environmental Law Conference, National Groundwater Association. Hagemann, M.F., 2004. Perchlorate Contamination of the Colorado River and Impacts to Drinking Water in Arizona and the Southwestern U.S. Presentation to a meeting of the American Groundwater Trust, Phoenix, AZ (served on conference organizing comm ttee). Hagemann, M.F., 2003. Perchlorate Contamination of the Colorado River and Impacts to Drinking Water in the Southwestern U.S. Invited presentation to a special committee meeting of the National Academy of Sciences, Irvine, CA. Hagemann, M.F., 2003. Perchlorate Contamination of the Colorado River. Invited presentation to a tribal EPA meeting, Pechanga, CA. Hagemann, M.F., 2003. Perchlorate Contamination of the Colorado River. Invited presentation to a meeting of tribal repesentatives, Parker, AZ. Hagemann, M.F., 2003. Impact of Perchlorate on the Colorado River and Associated Drinking Water Supplies. Invited presentation to the Inter -Tribal Meeting, Torres Martinez Tribe. Hagemann, M.F., 2003. The Emergence of Perchlorate as a Widespread Drinking Water Contaminant. Invited presentation to the U.S. EPA Region 9. Hagemann, M.F., 2003. A Deductive Approach to the Assessment of Perchlorate Contamination. Invited presentation to the California Assembly Natural Resources Committee. Hagemann, M.F., 2003. Perchlorate: A Cold War Legacy in Drinking Water. Presentation to a meeting of the National Groundwater Association. Hagemann, M.F., 2002. From Tank to Tap: A Chronology of MTBE in Groundwater. Presentation to a meeting of the National Groundwater Association. Hagemann, M.F., 2002. A Chronology of MTBE in Groundwater and an Estimate of Costs to Address Impacts to Groundwater. Presentation to the annual meeting of the Society of Environmental Journalists. Hagemann, M.F., 2002. An Estimate of the Cost to Address MTBE Contamination in Groundwater (and Who Will Pay). Presentation to a meeting of the National Groundwater Association. Hagemann, M.F., 2002. An Estimate of Costs to Address MTBE Releases from Underground Storage Tanks and the Resulting Impact to Drinking Water Wells. Presentation to a meeting of the U.S. EPA and State Underground Storage Tank Program managers. Hagemann, M.F., 2001. From Tank to Tap: A Chronology of MTBE in Groundwater. Unpublished report. 75C-270 Hagemann, M.F., 2001. Estimated Cleanup Cost for MTBE in Groundwater Used as Drinking Water. Unpublished report. Hagemann, M.F., 2001. Estimated Costs to Address MTBE Releases from Leaking Underground Storage Tanks. Unpublished report. Hagemann, M.F., and VanMouwerik, M., 1999. Potential W a t e r Quality Concerns Related to Snowmobile Usage. Water Resources Division, National Park Service, Technical Report. VanMouwerik, M. and Hagemann, M.F. 1999, Water Quality Concerns Related to Personal Watercraft Usage. Water Resources Division, National Park Service, Technical Report. Hagemann, M.F., 1999, Is Dilution the Solution to Pollution in National Parks? The George Wright Society Biannual Meeting, Asheville, North Carolina. Hagemann, M.F., 1997, The Potential for MTBE to Contaminate Groundwater. U.S. EPA Superfund Groundwater Technical Forum Annual Meeting, Las Vegas, Nevada. Hagemann, M.F., and Gill, M., 1996, Impediments to Intrinsic Remediation, Moffett Field Naval Air Station, Conference on Intrinsic Remediation of Chlorinated Hydrocarbons, Salt Lake City. Hagemann, M.F., Fukunaga, G.L., 1996, The Vulnerability of Groundwater to Anthropogenic Contaminants on the Island of Maui, Hawaii. Hawaii Water Works Association Annual Meeting, Maui, October 1996. Hagemann, M. F., Fukanaga, G. L., 1996, Ranking Groundwater Vulnerability in Central Oahu, Hawaii. Proceedings, Geographic Information Systems in Environmental Resources Management, Air and Waste Management Association Publication VIP-61. Hagemann, M.F., 1994. Groundwater Characterization and Cleanup at Closing Military Bases in California. Proceedings, California Groundwater Resources Association Meeting. Hagemann, M.F. and Sabol, M.A., 1993. Role of the U.S. EPA in the High Plains States Groundwater Recharge Demonstration Program. Proceedings, Sixth Biennial Symposium on the Artificial Recharge of Groundwater. Hagemann, M.F., 1993. U.S. EPA Policy on the Technical Impracticability of the Cleanup of DNAPL- contaminated Groundwater. California Groundwater Resources Association Meeting. 0 75C-271 Hagemann, M.F., 1992. Dense Nonaqueous Phase Liquid Contamination of Groundwater: An Ounce of Prevention... Proceedings, Association of Engineering Geologists Annual Meeting, v. 35. Other Experience: Selected as subject matter expert for the California Professional Geologist licensing examination, 2009- 2011. 75C-272 Technical Consultation, Data Analysis and SOIL WATER AIR PROTECTION ENTERPRISE •■ !1 G y 2656 29th Street, Suite 201 Litigation Support for the Environment Santa Monica, California 90405 Attn: Paul Rosenfeld, Ph.D. Mobil: (310) 795-2335 Office: (310) 452-5555 Fax: (310) 452-5550 Email: mosenfeld(a)s aoexom Paul Rosenfeld, Ph.D. Chemical Fate and Transport & Air Dispersion Modeling Principal Environmental Chemist Education: Risk Assessment & Remediation Specialist Ph.D. Soil Chemistry, University of Washington, 1999. Dissertation on VOC filtration. M.S. Environmental Science, U.C. Berkeley, 1995. Thesis on organic waste economics. B.A. Environmental Studies, U.C. Santa Barbara, 1991. Thesis on wastewater treatment Professional Experience: Dr. Rosenfeld is the Co -Founder and Principal Environmental Chemist at Soil Water Air Protection Enterprise (SWAPE). His focus is the fate and transport of environmental contaminants, risk assessment, and ecological restoration. Dr. Rosenfeld has evaluated and modeled emissions from unconventional oil drilling, oil spills, boilers, incinerators and other industrial and agricultural sources relating to nuisance and personal injury. His project experience ranges from monitoring and modeling of pollution sources as they relate to human and ecological health. Dr. Rosenfeld has investigated and designed remediation programs and risk assessments for contaminated sites containing petroleum, chlorinated solvents, pesticides, radioactive waste, PCBs, PAHs, dioxins, farans, volatile organics, semi -volatile organics, perchlorate, heavy metals, asbestos, PFOA, unusual polymers, MtBE, fuel oxygenates and odor. Dr. Rosenfeld has evaluated greenhouse gas emissions using various modeling programs recommended by California Air Quality Management Districts. Professional History: Soil Water Air Protection Enterprise (SWAPE), 2003 to present; Principal and Founding Partner UCLA School of Public Health, 2007 to 2011, Lecturer (Assistant Researcher) UCLA School of Public Health, 2003 to 2006, Adjunct Professor UCLA Environmental Science and Engineering Program, 2002-2004, Doctoral Intern Coordinator UCLA Institute of the Environment, 2001-2002, Research Associate Komex H2O Science, 2001 to 2003, Senior Remediation Scientist National Groundwater Association, 2002-2004; Lecturer San Diego State University, 1999-2001, Adjunct Professor Anteon Corp., San Diego, 2000-2001; Remediation Project Manager Ogden (now Amec), San Diego, 2000-2000, Remediation Project Manager Bechtel, San Diego, California, 1999 — 2000, Risk Assessor King County, Seattle, 1996-1999, Scientist James River Corp., Washington, 1995-96, Scientist Big Creek Lumber, Davenport, California, 1995, Scientist Plumas Corp., California and USFS, Tahoe 1993-1995, Scientist Peace Corps and World Wildlife Fund, St. Kitts, West Indies, 1991-1993, Scientist Bureau of Land Management, Kremmling Colorado 1990, Scientist October 2015 Rosenfeld CV 75C-273 Publications Chen, J. A., Zapata, A R., Sutherland, A. J., Molmen, D. R— Chow, B. S., Wu, L. E., Rosenfeld, P. E., Hesse, R. C., (2012) Sulfur Dioxide and Volatile Organic Compound Exposure To A Community In Texas City Texas Evaluated Using Aermod and Empirical Data. American Journal of Environmental Science, 8(6), 622-632. Rosenfeld, P.E. & Feng, L. (2011). The Risks of Hazardous Waste. Amsterdam: Elsevier Publishing. Cheremisinoff, N.P., & Rosenfeld, P.E. (2011). Handbook of Pollution Prevention and Cleaner Production: Best Practices in the Agrochemical Industry, Amsterdam: Elsevier Publishing. Gonzalez, J., Feng, L., Sutherland, A., Waller, C., Sok, H., Hesse, R., Rosenfeld, P. (2010). PCBs and Dioxins/Furans in Attic Dust Collected Near Former PCB Production and Secondary Copper Facilities in Sauget, IL. Procedia Environmental Sciences. 113-125. Feng L., Wu, C., Tam, L., Sutherland, A.J., Clark, J.J., Rosenfeld, P.E. (2010). Dioxin and Furan Blood Lipid and Attic Dust Concentrations in Populations Living Near Four Wood Treatment Facilities in the United States. Journal of Environmental Health. 73(6), 34-46. Cheremisinoff, N.P., & Rosenfeld, P.E. (2010). Handbook of Pollution Prevention and Cleaner Production: Best Practices in the Wood and Paper Industries. Amsterdam: Elsevier Publishing. Cheremisinoff, N.P., & Rosenfeld, P.E. (2009). Handbook of Pollution Prevention and Cleaner Production: Best Practices in the Petroleum Industry. Amsterdam: Elsevier Publishing. Wu, C., Tam, L., Clark, J., Rosenfeld, P. (2009). Dioxin and faran blood lipid concentrations in populations living near four wood treatment facilities in the United States. WIT Transactions on Ecology and the Environment, Air Pollution, 123 (17), 319-327. Tam L. K.., Wu C. D., Clark J. J. and Rosenfeld, P.E. (2008). A Statistical Analysis Of Attic Dust And Blood Lipid Concentrations Of Tetrachloro-p-Dibenzodioxin (TCDD) Toxicity Equivalency Quotients (TEQ) In Two Populations Near Wood Treatment Facilities. Organohalogen Compounds, 70, 002252-002255. Tam L. K.., Wu C. D., Clark J. J. and Rosenfeld, P.E. (2008). Methods For Collect Samples For Assessing Dioxins And Other Environmental Contaminants In Attic Dust: A Review. Organohalogen Compounds, 70, 000527- 000530. Hensley, A.R. A. Scott, J. J. J. Clark, Rosenfeld, P.E. (2007). Attic Dust and Human Blood Samples Collected near a Former Wood Treatment Facility. Environmental Research. 105, 194-197. Rosenfeld, P.E., J. J. J. Clark, A. R. Hensley, M. Suffet. (2007). The Use of an Odor Wheel Classification for Evaluation of Human Health Risk Criteria for Compost Facilities. Water Science & Technology 55(5), 345-357. Rosenfeld, P. E., M. Suffet. (2007). The Anatomy Of Odour Wheels For Odours Of Drinking Water, Wastewater, Compost And The Urban Environment. Water Science & Technology 55(5), 335-344. Sullivan, P. J. Clark, J.J.J., Agardy, F. J., Rosenfeld, P.E. (2007). Toxic Legacy, Synthetic Toxins in the Food, Water, and Air in American Cities. Boston Massachusetts: Elsevier Publishing, Rosenfeld P.E., and Suffet, I.H. (Mel) (2007). Anatomy of an Odor Wheel. Water Science and Technology. Rosenfeld, P.E., Clark, J.J.J., Hensley A.R., Suffet, I.H. (Mel) (2007). The use of an odor wheel classification for evaluation of human health risk criteria for compost facilities. Water Science And Technology. October 2015 2 Rosenfeld CV 75C-274 Rosenfeld, P.E., and Suffer I.H. (2004). Control of Compost Odor Using High Carbon Wood Ash. Water Science and Technology.49(9),171-178. Rosenfeld P. E., J.J. Clark, I.H. (Mel) Suffer (2004). The Value of An Odor -Quality -Wheel Classification Scheme For The Urban Environment. Water Environment Federation's Technical Exhibition and Conference (WEFTEC) 2004. New Orleans, October 2-6, 2004. Rosenfeld, P.E., and Suffer, I.H. (2004). Understanding Odorants Associated With Compost, Biomass Facilities, and the Land Application of Biosolids. Water Science and Technology. 49(9), 193-199. Rosenfeld, P.E., and Suffer I.H. (2004). Control of Compost Odor Using High Carbon Wood Ash, Water Science and Technology, 49(9), 171-178. Rosenfeld, P. E., Grey, M. A., Sellew, P. (2004). Measurement of Biosolids Odor and Odorant Emissions from Windrows, Static Pile and Biofilter. Water Environment Research. 76(4), 310-315. Rosenfeld, P.E., Grey, M and Suffer, M. (2002). Compost Demonstration Project, Sacramento California Using High -Carbon Wood Ash to Control Odor at a Green Materials Composting Facility. Integrated Waste Management Board Public Affairs Office, Publications Clearinghouse (MS-6), Sacramento, CA Publication #442-02-008. Rosenfeld, P.E., and C.L. Henry. (2001). Characterization of odor emissions from three different biosolids. Water Soil and Air Pollution. 127(1-4), 173-191. Rosenfeld, P.E., and Henry C. L., (2000). Wood ash control of odor emissions from biosolids application. Journal of Environmental Quality. 29, 1662-1668. Rosenfeld, P.E., C.L. Henry and D. Bennett. (2001). Wastewater dewatering polymer affect on biosolids odor emissions and microbial activity. Water Environment Research. 73(4), 363-367. Rosenfeld, P.E., and C.L. Henry. (2001). Activated Carbon and Wood Ash Sorption of Wastewater, Compost, and Biosolids Odorants. Water Environment Research, 73, 388-393. Rosenfeld, P.E., and Henry C. L., (2001). High carbon wood ash effect on biosolids microbial activity and odor. Water Environment Research. 131(1-4), 247-262. Chollack, T. and P. Rosenfeld. (1998). Compost Amendment Handbook For Landscaping. Prepared for and distributed by the City of Redmond, Washington State. Rosenfeld, P. E. (1992). The Mount Liamuiga Crater Trail. Heritage Magazine of St. Kitts, 3(2). Rosenfeld, P. E. (1993). High School Biogas Project to Prevent Deforestation On St. Kitts. Biomass Users Network, 7(1). Rosenfeld, P. E. (1998). Characterization, Quantification, and Control of Odor Emissions From Biosolids Application To Forest Soil. Doctoral Thesis. University of Washington College of Forest Resources. Rosenfeld, P. E. (1994). Potential Utilization of Small Diameter Trees on Sierra County Public Land. Masters thesis reprinted by the Sierra County Economic Council. Sierra County, California. Rosenfeld, P. E. (1991). How to Build a Small Rural Anaerobic Digester & Uses Of Biogas In The First And Third World. Bachelors Thesis. University of California. October 2015 3 Rosenfeld CV 75C-275 Presentations: Rosenfeld, P.E., Sutherland, A, Hesse, R., Zapata, A. (October 3-6, 2013). Air dispersion modeling of volatile organic emissions from multiple natural gas wells in Decatur, TX. 44th Western Regional Meeting, American Chemical Society. Lecture conducted from Santa Clara, CA. Sok, H.L.; Waller, C.C.; Feng, L.; Gonzalez, J. Sutherland, A.J.; Wisdom -Stack, T., Sahai, R.K.; Hesse, R.C.; Rosenfeld, P.E. (June 20-23, 2010). Atrazine: A Persistent Pesticide in Urban Drinking Water. Urban Environmental Pollution. Lecture conducted from Boston, MA. Feng L., Gonzalez, J., Sok, H.L.; Sutherland, A.J.; Waller, C.C.; Wisdom -Stack, T. Sahai, R.K. La, M., Hesse, R.C.; Rosenfeld, P.E. (June 20-23, 2010). Bringing Environmental Justice to East St. Louis, Illinois. Urban Environmental Pollution. Lecture conducted from Boston, MA. Rosenfeld, P.E. (April 19-23, 2009). Perfluoroctanoic Acid (PFOA) and Perfluoroactane Sulfonate (PFOS) Contamination in Drinking Water From the Use of Aqueous Film Forming Foams (AFFF) at Airports in the United States. 2009 Ground Water Summit and 2009 Ground Water Protection Council Spring Meeting, Lecture conducted from Tuscon, AZ. Rosenfeld, P.E. (April 19-23, 2009). Cost to Filter Atrazine Contamination from Drinking Water in the United States" Contamination in Drinking Water From the Use of Aqueous Film Forming Foams (AFFF) at Airports in the United States. 2009 Ground Water Summit and 2009 Ground Water Protection Council Spring Meeting. Lecture conducted from Tuscon, AZ. Wu, C., Tam, L., Clark, J., Rosenfeld, P. (20-22 July, 2009). Dioxin and furan blood lipid concentrations in populations living near four wood treatment facilities in the United States. Brebbia, C.A. and Popov, V., eds., Air Pollution XVII: Proceedings of the Seventeenth International Conference on Modeling, Monitoring and Management of Air Pollution. Lecture conducted from Tallinn, Estonia. Rosenfeld, P. E. (October 15-18, 2007). Moss Point Community Exposure To Contaminants From A Releasing Facility. The 23'd Annual International Conferences on Soils Sediment and Water. Platform lecture conducted from University of Massachusetts, Amherst MA. Rosenfeld, P. E. (October 15-18, 2007). The Repeated Trespass of Tritium -Contaminated Water Into A Surrounding Community Form Repeated Waste Spills From A Nuclear Power Plant. The 23'd Annual International Conferences on Soils Sediment and Water. Platform lecture conducted from University of Massachusetts, Amherst MA. Rosenfeld, P. E. (October 15-18, 2007). Somerville Community Exposure To Contaminants From Wood Treatment Facility Emissions. The 23'd Annual International Conferences on Soils Sediment and Water. Lecture conducted from University of Massachusetts, Amherst MA. Rosenfeld P. E. (March 2007). Production, Chemical Properties, Toxicology, & Treatment Case Studies of 1,2,3- Trichloropropane (TCP). The Association for Environmental Health and Sciences (AEHS) Annual Meeting. Lecture conducted from San Diego, CA. Rosenfeld P. E. (March 2007). Blood and Attic Sampling for Dioxin/Furan, PAIL and Metal Exposure in Florala, Alabama. The AEHS Annual Meeting. Lecture conducted from San Diego, CA. Hensley A.R., Scott, A., Rosenfeld P.E., Clark, J.J.J. (August 21 — 25, 2006). Dioxin Containing Attic Dust And Human Blood Samples Collected Near A Former Wood Treatment Facility. The 26th International Symposium on Halogenated Persistent Organic Pollutants — DIOXIN2006. Lecture conducted from Radisson SAS Scandinavia Hotel in Oslo Norway. October 2015 4 Rosenfeld CV 75C-276 Hensley A.R., Scott, A., Rosenfeld P.E., Clark, J.J.J. (November 4-8, 2006). Dioxin Containing Attic Dust And Human Blood Samples Collected Near A Former Wood Treatment Facility. APHA 134 Annual Meeting & Exposition. Lecture conducted from Boston Massachusetts. Paul Rosenfeld Ph.D. (October 24-25, 2005). Fate, Transport and Persistence of PFOA and Related Chemicals. Mealey's C8/PFOA. Science, Risk & Litigation Conference. Lecture conducted from The Rittenhouse Hotel, Philadelphia, PA. Paul Rosenfeld Ph.D. (September 19, 2005). Brominated Flame Retardants in Groundwater: Pathways to Human Ingestion, Toxicology and Remediation PEMA Emerging Contaminant Conference. Lecture conducted from Hilton Hotel, Irvine California. Paul Rosenfeld Ph.D. (September 19, 2005). Fate, Transport, Toxicity, And Persistence of 1,2,3-TCP. PEMA Emerging Contaminant Conference. Lecture conducted from Hilton Hotel in Irvine, California. Paul Rosenfeld Ph.D. (September 26-27, 2005). Fate, Transport and Persistence of PDBEs. Mealey's Groundwater Conference. Lecture conducted from Ritz Carlton Hotel, Marina Del Ray, California. Paul Rosenfeld Ph.D. (June 7-8, 2005). Fate, Transport and Persistence of PFOA and Related Chemicals. International Society of Environmental Forensics: Focus On Emerging Contaminants. Lecture conducted from Sheraton Oceanfront Hotel, Virginia Beach, Virginia. Paul Rosenfeld Ph.D. (July 21-22, 2005). Fate Transport, Persistence and Toxicology of PFOA and Related Perfluorochemicals. 2005 National Groundwater Association Ground Water And Environmental Law Conference. Lecture conducted from Wyndham Baltimore Inner Harbor, Baltimore Maryland. Paul Rosenfeld Ph.D. (July 21-22, 2005). Brominated Flame Retardants in Groundwater: Pathways to Human Ingestion, Toxicology and Remediation. 2005 National Groundwater Association Ground Water and Environmental Law Conference. Lecture conducted from Wyndham Baltimore Inner Harbor, Baltimore Maryland. Paul Rosenfeld, Ph.D. and James Clark Ph.D. and Rob Hesse R.G. (May 5-6, 2004). Tert-butyl Alcohol Liability and Toxicology, A National Problem and Unquantified Liability. National Groundwater Association. Environmental Law Conference. Lecture conducted from Congress Plaza Hotel, Chicago Illinois. Paul Rosenfeld, Ph.D. (March 2004). Perchlorate Toxicology. Meeting of the American Groundwater Trust. Lecture conducted from Phoenix Arizona. Hagemann, M.F., Paul Rosenfeld, Ph.D. and Rob Hesse (2004). Perchlorate Contamination of the Colorado River. Meeting of tribal representatives. Lecture conducted from Parker, AZ. Paul Rosenfeld, Ph.D. (April 7, 2004). A National Damage Assessment Model For PCE and Dry Cleaners. Drycleaner Symposium. California Ground Water Association. Lecture conducted from Radison Hotel, Sacramento, California. Rosenfeld, P. E., Grey, M., (June 2003) Two stage biofilter for biosolids composting odor control. Seventh International In Situ And On Site Bioremediation Symposium Battelle Conference Orlando, FL. Paul Rosenfeld, Ph.D. and James Clark Ph.D. (February 20-21, 2003) Understanding Historical Use, Chemical Properties, Toxicity and Regulatory Guidance of 1,4 Dioxane. National Groundwater Association. Southwest Focus Conference. Water Supply and Emerging Contaminants.. Lecture conducted from Hyatt Regency Phoenix Arizona. Paul Rosenfeld, Ph.D. (February 6-7, 2003). Underground Storage Tank Litigation and Remediation. California CUPA Forum. Lecture conducted from Marriott Hotel, Anaheim California. Paul Rosenfeld, Ph.D. (October 23, 2002) Underground Storage Tank Litigation and Remediation. EPA Underground Storage Tank Roundtable. Lecture conducted from Sacramento California. October 2015 5 Rosenfeld CV 75C-277 Rosenfeld, P.E. and Suffet, M. (October 7- 10, 2002). Understanding Odor from Compost, Wastewater and Industrial Processes. Sixth Annual Symposium On Off Flavors in the Aquatic Environment. International Water Association. Lecture conducted from Barcelona Spain. Rosenfeld, P.E. and Suffet, M. (October 7- 10, 2002). Using High Carbon Wood Ash to Control Compost Odor. Sixth Annual Symposium On Off Flavors in the Aquatic Environment. International Water Association. Lecture conducted from Barcelona Spain. Rosenfeld, P.E. and Grey, M. A. (September 22-24, 2002). Biocycle Composting For Coastal Sage Restoration. Northwest Biosolids Management Association. Lecture conducted from Vancouver Washington.. Rosenfeld, P.E. and Grey, M. A. (November 11-14, 2002). Using High -Carbon Wood Ash to Control Odor at a Green Materials Composting Facility. Soil Science Society Annual Conference. Lecture conducted from Indianapolis, Maryland. Rosenfeld. P.E. (September 16, 2000). Two stage biofilter for biosolids composting odor control. Water Environment Federation. Lecture conducted from Anaheim California. Rosenfeld. P.E. (October 16, 2000). Wood ash and biofilter control of compost odor. Biofest. Lecture conducted from Ocean Shores, California. Rosenfeld, P.E. (2000). Bioremediation Using Organic Soil Amendments. California Resource Recovery Association. Lecture conducted from Sacramento California. Rosenfeld, P.E., C.L. Henry, R. Harrison. (1998). Oat and Grass Seed Germination and Nitrogen and Sulfur Emissions Following Biosolids Incorporation With High -Carbon Wood -Ash. Water Environment Federation 12th Annual Residuals and Biosolids Management Conference Proceedings. Lecture conducted from Bellevue Washington. Rosenfeld, P.E., and C.L. Henry. (1999). An evaluation of ash incorporation with biosolids for odor reduction. Soil Science Society ofAmerica. Lecture conducted from Salt Lake City Utah. Rosenfeld, P.E., C.L. Henry, R. Harrison. (1998). Comparison of Microbial Activity and Odor Emissions from Three Different Biosolids Applied to Forest Soil. Brown and Caldwell. Lecture conducted from Seattle Washington. Rosenfeld, P.E., C.L. Henry. (1998). Characterization, Quantification, and Control of Odor Emissions from Biosolids Application To Forest Soil. Biofest. Lecture conducted from Lake Chelan, Washington. Rosenfeld, RE, C.L. Henry, R. Harrison. (1998). Oat and Grass Seed Germination and Nitrogen and Sulfur Emissions Following Biosolids Incorporation With High -Carbon Wood -Ash. Water Environment Federation 12th Annual Residuals and Biosolids Management Conference Proceedings. Lecture conducted from Bellevue Washington. Rosenfeld, P.E., C.L. Henry, R. B. Harrison, and R. Dills. (1997). Comparison of Odor Emissions From Three Different Biosolids Applied to Forest Soil. Soil Science Society of America. Lecture conducted from Anaheim California. October 2015 Rosenfeld CV 75C-278 Teaching E%nerience: UCLA Department of Environmental Health (Summer 2003 through 20010) Taught Environmental Health Science 100 to students, including undergrad, medical doctors, public health professionals and nurses. Course focused on the health effects of environmental contaminants. National Ground Water Association, Successful Remediation Technologies. Custom Course in Same Fe, New Mexico. May 21, 2002. Focused on fate and transport of fuel contaminants associated with underground storage tanks. National Ground Water Association, Successful Remediation Technologies Course in Chicago Illinois. April 1, 2002. Focused on fate and transport of contaminants associated with Superfand and RCRA sites. California Integrated Waste Management Board, April and May, 2001. Alternative Landfill Caps Seminar in San Diego, Ventura, and San Francisco. Focused on both prescriptive and innovative landfill cover design. UCLA Department of Environmental Engineering, February 5, 2002. Seminar on Successful Remediation Technologies focusing on Groundwater Remediation. University Of Washington, Soil Science Program, Teaching Assistant for several courses including: Soil Chemistry, Organic Soil Amendments, and Soil Stability. U.C. Berkeley, Environmental Science Program Teaching Assistant for Environmental Science 10. Academic Grants Awarded: California Integrated Waste Management Board. $41,000 grant awarded to UCLA Institute of the Environment. Goal: To investigate effect of high carbon wood ash on volatile organic emissions from compost. 2001. Synagro Technologies, Corona California: $10,000 grant awarded to San Diego State University. Goal: investigate effect of biosolids for restoration and remediation of degraded coastal sage soils. 2000. King County, Department of Research and Technology, Washington State. $100,000 grant awarded to University of Washington: Goal: To investigate odor emissions from biosolids application and the effect of polymers and ash on VOC emissions. 1998. Northwest Biosolids Management Association, Washington State. $20,000 grant awarded to investigate effect of polymers and ash on VOC emissions from biosolids. 1997. James River Corporation, Oregon: $10,000 grant was awarded to investigate the success of genetically engineered Poplar trees with resistance to round -up. 1996. United State Forest Service, Tahoe National Forest: $15,000 grant was awarded to investigating fire ecology of the Tahoe National Forest. 1995. Kellogg Foundation, Washington D.C. $500 grant was awarded to construct a large anaerobic digester on St. Kitts in West Indies. 1993. October 2015 7 Rosenfeld CV 75C-279 Deposition and/or Trial Testimony: In The Superior Court of the State of California, County of Alameda Charles Spain., Plaintiff vs. Thermo Fisher Scientific, et al., Defendants Case No.: RG14711115 Rosenfeld Deposition, September, 2015 In The Iowa District Court In And For Poweshiek County Russell D. Winburn, et al., Plaintiffs vs. Doug Hoksbergen, et al., Defendants Case No.: LALA002187 Rosenfeld Deposition, August 2015 In The Iowa District Court For Wapello County Jerry Dovico, et al., Plaintiffs vs. Valley View Sine LLC, et al., Defendants Law No,: LALA105144 - Division A Rosenfeld Deposition, August 2015 In The Iowa District Court For Wapello County Doug Pauls, et al.,, et al., Plaintiffs vs. Richard Warren, et al., Defendants Law No,: LALA105144 - Division A Rosenfeld Deposition, August 2015 In The Circuit Court of Ohio County, West Virginia Robert Andrews, et al. v. Antero, et al. Civil Action NO. 14-C-30000 Rosenfeld Deposition, June 2015 In The Third Judicial District County of Dona Ana, New Mexico Betty Gonzalez, et al. Plaintiffs vs. Del Oro Dairy, Del Oro Real Estate LLC, Jerry Settles and Deward DeRuyter, Defendants Rosenfeld Deposition: July 2015 In The Iowa District Court For Muscatine County Laurie Freeman et. al. Plaintiffs vs. Grain Processing Corporation, Defendant Case No 4980 Rosenfeld Deposition: May 2015 In the Circuit Court of the 17'h Judicial Circuit, in and For Broward County, Florida Walter Hinton, et. al. Plaintiff, vs. City of Fort Lauderdale, Florida, a Municipality, Defendant Case Number CACE07030358 (26) Rosenfeld Deposition: December 2014 In the United States District Court Western District of Oklahoma Tommy McCarty, et al., Plaintiffs, v. Oklahoma City Landfill, LLC d/b/a Southeast Oklahoma City Landfill, et al. Defendants. Case No. 5:12-cv-01152-C Rosenfeld Deposition: July 2014 In the County Court of Dallas County Texas Lisa Parr et al, Plaintiff, vs. Aruba et al, Defendant. Case Number cc-11-01650-E Rosenfeld Deposition: March and September 2013 Rosenfeld Trial: April 2014 In the Court of Common Pleas of Tuscarawas County Ohio October 2015 Rosenfeld CV 75C-280 John Michael Abicht, et al., Plaintiffs, vs. Republic Services, Inc., et al., Defendants Case Number: 2008 CT 10 0741 (Cons. w/ 2009 CV 10 0987) Rosenfeld Deposition: October 2012 In the Court of Common Pleas for the Second Judicial Circuit, State of South Carolina, County of Aiken David Anderson, et al., Plaintiffs, vs. Norfolk Southern Corporation, et al., Defendants. Case Number: 2007-CP-02-1584 In the Circuit Court of Jefferson County Alabama Jaeanette Moss Anthony, et al., Plaintiffs, vs. Drummond Company Inc., et al., Defendants Civil Action No. CV 2008-2076 Rosenfeld Deposition: September 2010 In the Ninth Judicial District Court, Parish of Rapides, State of Louisiana Roger Price, et al., Plaintiffs, vs. Roy O. Martin, L.P., et al., Defendants. Civil Suit Number 224,041 Division G Rosenfeld Deposition: September 2008 In the United States District Court, Western District Lafayette Division Ackle et al., Plaintiffs, vs. Citgo Petroleum Corporation, et al., Defendants. Case Number 2:07CV 1052 Rosenfeld Deposition: July 2009 In the United States District Court for the Southern District of Ohio Carolyn Baker, et al., Plaintiffs, vs. Chevron Oil Company, et al., Defendants. Case Number 1:05 CV 227 Rosenfeld Deposition: July 2008 In the Fourth Judicial District Court, Parish of Calcasieu, State of Louisiana Craig Steven Arabic, et al., Plaintiffs, vs. Citgo Petroleum Corporation, et al., Defendants. Case Number 07-2738 G In the Fourteenth Judicial District Court, Parish of Calcasieu, State of Louisiana Leon B. Brydels, Plaintiffs, vs. Conoco, Inc., et al., Defendants. Case Number 2004-6941 Division A In the District Court of Tarrant County, Texas, 153`d Judicial District Linda Faust, Plaintiff, vs. Burlington Northern Santa Fe Rail Way Company, Witco Chemical Corporation A/K/A Witco Corporation, Solvents and Chemicals, Inc. and Koppers Industries, Inc., Defendants. Case Number 153-212928-05 Rosenfeld Deposition: December 2006, October 2007 Rosenfeld Trial: January 2008 In the Superior Court of the State of California in and for the County of San Bernardino Leroy Allen, et al., Plaintiffs, vs. Nutro Products, Inc., a California Corporation and DOES 1 to 100, inclusive, Defendants. John Loney, Plaintiff, vs. James H. Didion, Sr., Nutro Products, Inc., DOES 1 through 20, inclusive, Defendants. Case Number VCVVSO44671 Rosenfeld Deposition: December 2009 Rosenfeld Trial: March 2010 In the United States District Court for the Middle District of Alabama, Northern Division James K. Benefield, et al., Plaintiffs, vs. International Paper Company, Defendant. Civil Action Number 2:09-cv-232-WHA-TFM Rosenfeld Deposition: July 2010, June 2011 October 2015 Rosenfeld CV 75C-281 In the Superior Court of the State of California in and for the County of Los Angeles Leslie Hensley and Rick Hensley, Plaintiffs, vs. Peter T. Hoss, as trustee on behalf of the Cone Fee Trust, Plains Exploration & Production Company, a Delaware corporation, Rayne Water Conditioning, Inc., a California Corporation, and DOES 1 through 100, Defendants. Case Number SC094173 Rosenfeld Deposition: September 2008, October 2008 In the Superior Court of the State of California in and for the County of Santa Barbara, Santa Maria Branch Clifford and Shirley Adelhelm, et al., all individually, Plaintiffs, vs. Unocal Corporation, a Delaware Corporation; Union Oil Company of California, a California corporation, Chevron Corporation, a California corporation; ConocoPhillips, a Texas corporation, Kerr-McGee Corporation, an Oklahoma corporation; and DOES 1 though 100, Defendants. Case Number 1229251 (Consolidated with case number 1231299) Rosenfeld Deposition: January 2008 In the United States District Court for Eastern District of Arkansas, Eastern District of Arkansas Harry Stephens Farms, Inc, and Harry Stephens, individual and as managing partner of Stephens Partnership, Plaintiffs, vs. Helena Chemical Company, and Exxon Mobil Corp., successor to Mobil Chemical Co., Defendants. Case Number 2:06-CV-00166 JMM (Consolidated with case number 4:07CV00278 JMM) Rosenfeld Deposition: July 2010 In the United States District Court for the Western District of Arkansas, Texarkana Division Rhonda Brasel, et al., Plaint/is, vs. Weyerhaeuser Company and DOES 1 through 100, Defendants. Civil Action Number 07-4037 Rosenfeld Deposition: March 2010 Rosenfeld Trial: October 2010 In the District Court of Texas 21 s° Judicial District of Burleson County Dennis Davis, Plaintiff, vs. Burlington Northern Santa Fe Rail Way Company, Defendant. Case Number 25,151 Rosenfeld Trial: May 2009 In the United States District Court of Southern District of Texas Galveston Division Kyle Cannon, Eugene Donovan, Genaro Ramirez, Carol Sassler, and Harvey Walton, each Individually and on behalf of those similarly situated, Plaintiffs, vs. BP Products North America, Inc., Defendant. Case 3:10-cv-00622 Rosenfeld Deposition: February 2012 Rosenfeld Trial: April 2013 In the Circuit Court of Baltimore County Maryland Philip E. Cvach, II et al., Plaintiffs vs. Two Farms, Inc. d/b/a Royal Farms, Defendants Case Number: 03-C-12-012487 OT Rosenfeld Deposition: September 2013 October 2015 10 Rosenfeld CV 75C-282 EXHIBIT 2 T 510,836.4200 1939 Harrison Street, Ste, 150 F 510,836.4205 Oakland, CA 94612 VIA E-MAIL AND OVERNIGHT MAIL November 3, 2020 Mayor Miguel Pulido and Members of the City Council City of Santa Ana Daisy Gomez, Clerk of the Council 20 Civic Center Plaza Santa Ana,CA 92701 mpulido - santa-ana.org dgomez@santa-ana.org. eComments(a)santa-ana.org Ali Pezeshkpour, AICP Project Manager Planning and Building Agency City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 APezeshkpour(aDsanta-ana.org wwwlozeaudrury.com rich artl@lozea u dru ry.ccm Minh Thai, Executive Director City of Santa Ana Planning and Building Agency I M20 20 Civic Center Plaza Santa Ana, CA 92702 mthai@santa-ana.org Re: 4tn & Mortimer Project -- Housing Opportunity Ordinance Mayor Pulido and Honorable Members of the City Council: I am writing on behalf of the Supporters' Alliance for Environmental Responsibility ("SAFER"), a California non-profit organization with members living in and around the City of Santa Ana, regarding the 4th & Mortimer Project, pro�osed to be located on two city blocks at 409 East 4th Street (Block A), and 509 East 4t Street (Block B). ("Project"). This letter addresses the Project's failure to comply with the Housing Opportunity Ordinance ("HOO"), Santa Ana Municipal Code sections 41-1900, et seq. The HOO applies to the Project because the Project exceeds densities allowed by current General Plan and zoning. As such the Project must provide inclusionary housing for low-income residents. However, the Project includes only full market -rate housing and provides no affordable housing and no in lieu payments for affordable housing. As such the Project must be rejected for failure to comply with the HOO. The HOO applies to "any new Residential Project located within the city, including new construction, and condominium conversions which exceed the General Plan prescribed densities." (Sec. 41-1902(a)). Section 41-1902(b) states: 75C-283 41h and Mortimer CEQA Addendum October 12, 2020 Page 2 of 2 The requirements of this Article shall apply to any new Residential Project proposed in connection with an application to do any of the following: (1) Increase the permitted residential density of the subject property above the density permitted by applicable zoning at the time of the application. The inclusionary requirement shall only apply to the incremental increase in the number of units beyond that which is allowed by the applicable zoning. (2) Increase in the permitted residential density or percentage of residential development allowed due to the City initiated zone changes after November28, 2011." (Sec.41-1902(b)) Block B of the Project is inconsistent with the zoning, massing and density allowed by the current General Plan and Zoning. The UN-2 zoning allows single-family duplexes, triplexes and quadraplexes, courtyard housing and rowhouses. UN-2 does not allow "lined block buildings" such as proposed by the Project. (Addendum 2-11). The Project exceeds the massing allowed in the UN-2 zone and therefore requires a variance from section 41-2023 of the zoning code. In particular, UN-2 requires that floors 3-5 of a building may cover no more than 85% of the ground floor, but the project proposes 100% coverage. (Addendum 2-11). The Project exceeds the density allowed in UN-2. UN-2 allows density of up to 50 dwelling units per acres, but the Project proposes 54 DU/acres. (Addendum 3.6-5). For these reasons, the Project proposes to rezone the property from UN-2 to Urban Center (UC). Since the Project requires amendments to the zoning that will increase the residential density allowed by the General Plan and Zoning code, the HOO applies to the Project and the developer must be required to provide affordable housing. Since the Project includes no affordable housing, it must be rejected by the City. Richard Toshiyuki Drury LOZEAU DRURY LLP 75C-284 EXHIBIT 3 Responses to Comments on the EIR Addendum Responses to Comments on the EIR Addendum This section includes comments received during the circulation of the Environmental Impact Report (EIR) Addendum prepared for the 4th and Mortimer Project (project). The EIR Addendum analyzes changes to the previously approved Transit Zoning Code (hereafter referred to as the "approved project" or "approved TZC"), for which the City of Santa Ana (City) certified a programmatic Final EIR in 2010 (hereafter referred to as the "2010 FEIR"). The City received a public comment letter on the Addendum on October 12, 2020. The letter was written by Richard Toshiyuki Drury (hereafter referred to as the "commenter") of Lozeau Drury LLP on behalf of the Supporters' Alliance for Environmental Responsibility (SAFER), a California non- profit organization. The comment letter is included after the responses below and has been numbered sequentially and each issue raised by the commenter has been assigned a number. The responses to each comment identify first the number assigned to each issue. Response 1, for example, indicates that the response is for the first issue raised in the comment letter. 75C-285 City of Santa Ana 4th and Mortimer Project COMMENTER: Richard Toshiyuki Drury, Lozeau Drury LLP, on behalf of Supporters' Alliance for Environmental Responsibility (SAFER) DATE: October 12, 2020 Response 1 The commenter provides an introductory statement and notes that the comments on the Addendum are submitted on behalf of SAFER and its members living near and around the City of Santa Ana. The commenter states that the project is an entirely different project than the project that was analyzed in the 2010 FEIR and requires a new EIR to analyze and mitigate the project's impacts based on the project's: (1) consistency with the zoning, massing, land use, population density analyzed in the 2010 FEIR; (2) exclusion of numerous mitigation measures required by the 2010 FEIR; (3) new and different environmental impacts that were not analyzed in the 2010 FEIR; and (4) relation to the approved TZC which was determined in the 2010 FEIR to result in significant an unmitigable environmental impacts. This comment is a general introduction to the commenter's claims of how the project is different from the approved project that was analyzed in the 2010 FEIR, how the Addendum is flawed, and why the use of an Addendum in lieu of an EIR is inappropriate. The primary objective of the approved TZC is to provide zoning for the integration of new infill development into existing neighborhoods encompassing over 100 blocks and 450 acres in the central core of Santa Ana. Specifically, the 2010 FEIR analyzed the potential development of 4,075 new residential units, approximately 351,000 square feet (sf) of retail development, and the addition of new open space. Since development in the TZC area has not exceeded these numbers, the proposed project is within the development parameters that were analyzed under the 2010 FEIR and is consistent with the type of project that was envisioned under the TZC. Generally, an addendum to a previously certified EIR is prepared when a lead agency is asked to issue a discretionary decision regarding a project, but none of the proposed actions meet the conditions that trigger the need for a subsequent or supplemental EIR. As noted in the Addendum, and pursuant to Public Resources Code (PRC) Section 21166 (Subsequent or Supplemental Impact Report; Conditions) and CEQA Guidelines Section 15162(a) (Subsequent EIRs and Negative Declarations), the proposed project did not require a subsequent or supplemental EIR or negative declaration because the lead agency determined, through environmental review, that none of the following conditions triggered the need for these environmental documents: (1) Substantial changes are proposed in the project which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; (2) Substantial changes would occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or (3) New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the negative declaration was adopted, shows any of the following: A. The project will have one or more significant effects not discussed in the previous EIR or negative declaration; 75C-286 Responses to Comments on the EIR Addendum B. Significant effects previously examined will be substantially more severe than shown in the previous EIR; C. Mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or D. Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative. According to CECtA Guidelines Section 15164 (Addendum to an EIR or Negative Declaration), the lead agency shall prepare an addendum if none of the conditions specified in CEQA Guidelines Section 15162 are met. Primarily, Section 3, Environmental Impact -Analysis, of the Addendum supports the conclusion that changes to the proposed project would not result in new or more severe impacts than those of the approved project disclosed in the previously certified 2010 FEIR and would not require a major revision to the 2010 FEIR. The Addendum also includes applicable mitigation measures identified in the 2010 FEIR. Therefore, the City is within its discretion to proceed with an addendum as the appropriate environmental document for the project under CECA. In addition, the comment does not provide any specific examples of where analysis within the Addendum is inadequate, where additional information is needed, what mitigation measures are excluded, or what impacts are new and different than those analyzed in the 2010 FEIR. The commenter does provide additional detail to their claims further into the comment letter and, therefore, individual responses to each claim are provided based on order of appearance throughout the remaining responses of this section. Response 2 The commenter identifies experts that have reviewed the project, including certified Industrial Hygienist, Francis "Bud" Offermann, PE, CIH; and Dr. Paul Rosenfeld, Ph.D. and Matthew Hagemann, C. Hg. of Soil Water Air Protection Enterprise (SWAPE). The commenter generally states that these experts have identified significant impacts associated with the project's air quality impacts and have identified omissions and flaws in the documents relied upon by City Staff. This comment and the identified experts' separate analyses, which are attached as Exhibits A and B to the comment letter, are acknowledged but do not raise specific concerns regarding the project's air quality impacts or other alleged flaws in the Addendum and associated documents. Responses to the commenter's concerns based on the findings of Mr. Offermann and SWAPE are provided in Responses 10 through 12 and Response 18, respectively, of this section. Response 3 The commenter states that use of an addendum instead of an EIR or supplemental EIR deprived the public from a public review period and other circulation requirements associated with EIRs. On behalf of SAFER, the commenter asks that the City not adopt the Addendum or otherwise approve the project and, instead, direct City Staff to prepare an EIR for public review circulation and comment prior to approval. As described in Response 1, the project did not require a subsequent or supplemental EIR or negative declaration because none of the conditions described in PRC Section 21166 and CEC1A 75C-287 City of Santa Ana 4th and Mortimer Project Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Although the project did not require a public review period (per CEQA Guidelines Section 15164(c)), the project was presented to the public during a Planning Commission meeting held on October 12, 20201 and the Addendum and 2010 FEIR are considered by the City in making a decision about the project. Furthermore, although not required under an addendum, the City is responding to this public comment letter and any other public comments related to the project. Response 4 The commenter summarizes the proposed project, including the project's location, zoning, massing, density, and associated discretionary actions. In particular, the commenter summarizes the project's inconsistency with the Urban Neighborhood 2 subzone (UN-2) requirements studied in the 2010 FEIR. This comment is an introduction and summary of the project and does not pertain to the adequacy of the environmental analysis in the Addendum. Response 5 The commenter provides a summary of CEQA requirements through references to case law and statutes related to use of an addendum and tiering an analysis under CEQA. The intent of this comment is to provide a regulatory background and does not pertain to the adequacy of the EIR Addendum. Response 6 The commenter states that CEQA requires the City to prepare a tiered EIR, which is governed by CEQA Guidelines Section 15152 (Tiering) of the CEQA Guidelines, instead of an addendum, which is governed by CEQA Guidelines Sections 15162 and 15164. The commenter notes that the 2010 FEIR states "This EIR will be used to tier subsequent environmental analysis for future development included within the Transit Zoning Code boundaries, as allowed by Section 15152 of the CEQA Guidelines." As described in Response 1, the project did not require a subsequent or supplemental EIR or negative declaration because none of the conditions described in PRC Section 21166 and CECA Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Therefore, the City is within its discretion to proceed with an addendum as the appropriate environmental document for the project under CEQA. Response 7 The commenter states that, based on references to case law (i.e., Friends of College of San Mateo Gardens v. San Mateo County Community College Dist. (2016) 1 Cal.5th 937, 944) and subsequent Supreme Court rulings, that subsequent review provisions under CEQA are dependent on the determination that the original environmental document retains "some informational value" despite the proposed changes. The commenter adds that the City cannot claim that the 2010 FEIR retains informational value or addresses the project's impacts since the project exceeds the density I Planning Commission Agenda. Monday, October 12, 2020. Open Meeting. httos://santaana.granicus.com/GeneratedAgendaViewer.K)ho?view id=2&clip id=2999. 75C-288 Responses to Comments on the EIR Addendum and massing originally analyzed in the 2010 FEIR. The commenter concludes that the project is a new project that has not undergone CEQA review and "must start from the beginning of the CEQA process" with an initial study prior to approval. The 2010 FEIR retains both relevance and informational value to the proposed project. Courts may only reject an agency's use of a previously certified EIR if it is "wholly irrelevant." As discussed in Response 1, Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project would not result in new or more severe impacts than those of the approved project previously disclosed in the 2010 FEIR and would not require a major revision to the 2010 FEIR. Therefore, the City shall proceed with an addendum as the appropriate environmental document for the project under CEQA. Response 8 The commenter summarizes the 2010 FEIR's significant and unavoidable impacts (i.e., those related to Aesthetics, Air Quality, Cultural Resources, Noise, and Traffic) and, based on a reference to case law, adds that the City is required to conduct project -level supplemental EIRs for specific projects proposed in the program area to analyze and determine whether mitigation measures exist to reduce these significant and unavoidable impacts. As described in Response 1, the project does not require a subsequent or supplemental EIR or negative declaration because none of the conditions described in PRC Section 21166 and CEQA Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Although the 2010 FEIR identified significant and unavoidable impacts, the question is whether the project analyzed in an addendum would result in new or more severe impacts than those of the approved project. Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project would not result in new or more severe impacts, including those related to Aesthetics, Air Quality, Cultural Resources, Noise, and Traffic, with implementation of applicable mitigation measures identified in the 2010 FEIR and included in the Addendum discussion. Appendix K to the Addendum includes the Mitigation Monitoring and Reporting Program (MMRP) of the 2010 FEIR for reference. Response 9 The commenter states that, even if addendum provisions under CEQA applied to the project, a supplemental EIR would still be required to analyze new significant impacts of the project resulting from changes to the approved project and new impacts that were not analyzed in the 2010 FEIR. As described in Response 1, the project did not require a subsequent or supplemental EIR or negative declaration because none of the conditions described in PRC Section 21166 and CEQA Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Primarily, Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project would not result in new or more severe impacts than those of the approved project previously disclosed in the 2010 FEIR and would not require a major revision to the 2010 FEIR. Therefore, the City is within its discretion to proceed with an addendum as the appropriate environmental document for the project under CECA. 75C-289 City of Santa Ana 4th and Mortimer Project Response 10 The commenter provides an introduction to Industrial Hygienist, Francis "Bud" Offermann, PE, CIH, and describes that, based on Mr. Offermann's findings, many composite wood products typically used in modern home construction contain formaldehyde -based glues which off -gas formaldehyde. The comment asserts that there is a fair argument that residents of the project will be exposed to a cancer risk from formaldehyde between 112 and 180 per million, above the South Coast Air Quality Management District (SCAQMD) CEQA significance threshold for airborne cancer risk of 10 per million. The commenter further asserts that, even if the project uses modern California Air Resources Board (CARB)-compliant materials, formaldehyde will create a cancer risk more than 10 times above the CEQA significance threshold and requests the implementation of mitigation measures to reduce this risk. The comment does not describe how the formaldehyde related cancer risk of between 112 and 180 per million would occur and does not identify any project -specific conditions (other than the fact that the project's construction may use wood building materials) that would lead to impacts. Current federal and State regulations limit the potential formaldehyde emissions from building materials. On June 1, 2018, the United States Toxic Substances Control Act (TSCA) Title VI was implemented, which requires that composite wood products sold, supplied, offered for sale, manufactured, or imported in the United States meet new emission standards for formaldehyde from composite wood products in order to reduce exposures to formaldehyde and avoid adverse health effects. Typical composite wood products include hardwood plywood, medium -density fiberboard, and particleboard, as well as household and other finished goods containing these products. The new emission limits include the following: Hardwood Plywood: 0.05 parts per million (ppm) Particleboard: 0.09 ppm Medium -density fibreboard: 0.11 ppm Thin Medium -density fibreboard: 0.13 ppm These emission levels were determined to be in compliance with and result in less exposure (e.g., daily intake) than the California Proposition 65 safe harbor level for formaldehyde (40 micrograms [[ig]/day), which is based on Proposition 65's risk criterion of 1 in 100,000. Therefore, products manufactured to TSCA Title VI and California Proposition 65 safe harbor standards, which is now required by the United States Environmental Protection Agency (USEPA) for all products manufactured or imported into the United States, would not generate formaldehyde emissions that would exceed the SCAQMD significance threshold of 10 per million. The CalGreen Building Code also includes similar formaldehyde limits for building products. By law, project construction materials would have to comply with these formaldehyde requirements, as all products manufactured or imported in the United States are required to meet these regulations. Furthermore, according to the United States National Library of Medicine's Hazardous Substances Database, formaldehyde is readily biodegradable and complete degradation of formaldehyde can be accomplished in less than 30 days, and formaldehyde in the air can be degraded in less than four days. Most, if not all, formaldehyde residue in furniture can be expected to be off -gassed and released shortly after it is manufactured (i.e., 30 days after manufacture), meaning that the amount of formaldehyde residue in furniture and indoor air would be expected to approach zero within 30 days. Cancer effects are produced following extensive, long-term exposures for usually more than seven years. Wood -pressed furniture would not have enough formaldehyde to off -gas for that length of time (or any length of time generally exceeding five days). 75C-290 Responses to Comments on the EIR Addendum Building material manufacturer compliance with existing regulations combined with the characteristics of formaldehyde would limit the potential of human health and cancer risks to a less than significant level pursuant to the SCAQMD significance threshold of 10 per million. Therefore, health risks related to formaldehyde, including impacts associated with the project, would not result in a new significant impact. Response 11 The commenter restates Mr. Offermann's conclusion that the significant formaldehyde impact should be analyzed in an EIR and mitigation measures should be implementation to reduce the risk of formaldehyde exposure. The commenter lists a few of Mr. Offermann's recommended mitigation measures, such as requiring the use of no -added -formaldehyde composite wood products, requiring air ventilation systems that would reduce formaldehyde levels. As described in Response 10, the project would not exceed SCAQMD significance thresholds for formaldehyde. The project would be implemented pursuant to existing formaldehyde requirements, as all products manufactured or imported in the United States are required to meet these regulations. Application of these mandatory regulations would limit the potential of human health and cancer risks and avoid impacts related to formaldehyde. Therefore, no new significant impact would occur, and new mitigation measures related to formaldehyde are not necessary for the proposed project. Response 12 The commenter states that the City has a duty to investigate issues relating to a project' s potential environmental impacts, particularly those impacts raised by an expert's comments and those impacts on a project's users or residents that arise from the project's effects on the environment. The commenter states that the carcinogenic formaldehyde emissions identified by Mr. Offermann are not an existing environmental condition, rather those emissions would be a result from implementation of the project and are required to be addressed in the CEQA process. The commenter adds that the Addendum fails to disclose, analyze, or mitigate these new significant impacts. As discussed in Response 10, the project would be implemented pursuant to formaldehyde requirements, as all products manufactured or imported in the United States are required to meet these regulations. This would limit the potential of human health and cancer risks to a less than significant level pursuant to the SCAQMD significance threshold of 10 per million. As described in Response 10, the project would not exceed SCAQMD significance thresholds for formaldehyde and no new impact would occur. Response 13 The commenter summarizes the project's inconsistencies with the current UN-2 zone and associated zone change and variance, and states that these inconsistences with the zoning code and designations are significant impacts under CEQA that require analysis and mitigation in a supplemental EIR. The commenter states that these impacts were not analyzed in the 2010 FEIR since it was assumed that future projects would comply with the designated zoning and land use laws. 75C-291 City of Santa Ana 4th and Mortimer Project As discussed in Response 7, to support the use of the 2010 FEIR and that the 2010 FEIR retains relevance and has informational value, the City may rely on evidence of the similarities in the project to the approved project analyzed in the 2010 FEIR. Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project (e.g., associated zone change and variance) would not result in new or more severe impacts than those of the approved project previously disclosed in the 2010 FEIR and would not require a major revision to the 2010 FEIR. Rather, with approval of the zone change and variance, the proposed project would comply with the setback, parking, landscaping, massing and floor area ratio requirements of the approved TZC. As noted in the 2010 FEIR, the TZC was found to initially conflict with the Santa Ana General Plan by adopting standards and land uses not previously allowed in the proposed TZC area. However, as part of the approved TZC, the General Plan was amended to incorporate the proposed land uses and development standards and provide consistency between the General Plan and the TZC. With approval of the requested discretionary actions, the proposed project would also be consistent with the local land designation and development standards. Therefore, the City is within its discretion to proceed with an addendum as the appropriate environmental document for the project under CEQA. Response 14 The commenter states that the project would have a significant impact to historic resources due to the demolition of the Santa Ana Car Salon located at 509-515 East 4th Street, which is listed on the Built Environment Resources Directory (BERD) for Orange County. As discussed in Section 3.3, Cultural Resources and Tribal Cultural Resources, of the Addendum, Rincon also referenced the National Register of Historic Places (NRHP), California Register of Historical Resources (CRHR), California Points of Historical Interest (PHI) and Landmarks lists, California Office of Historic Preservation Archaeological Determinations of Eligibility (ADOE), and Santa Ana Register of Historic Properties (RHP) in addition to the BERD for Orange County. Review of the NRHP, CRHR, PHI and Landmark Lists, ADOE and the Santa Ana RHP were negative for the project site. The comment is correct in that review of the BERD identified the on -site Santa Ana Car Salon as previously recorded and found locally eligible as a historic resource in 1980. However, the resource record for this property was also not identified through the CHRIS records searches. While the Santa Ana Car Salon was an example of the Western False Front Style in Santa Ana at the time it was recorded in 1980, the area surrounding the property was surveyed again in 2006 and the property was not identified as potentially eligible at that time. The property's historical significance was reexamined as part of the Cultural Resources Study conducted for the project dated April 2019, which is included as Appendix C to the Addendum. The Cultural Resources Study found that, since its last recordation, the property has been significantly altered such that it no longer embodies a particular architectural style. Therefore, it is ineligible for listing in the NRHP, CRHR and on the City of Santa Ana RHP and does not qualify as a historical resource as defined by CECA. The project would not have an impact to historic resources due to the demolition of the Santa Ana Car Salon and no impact would occur that would require preparation of an EIR. Response 15 The commenter states that 2010 FEIR requires a case -by -case historic analysis for future projects conducted by a historic resource expert and adds that no such historic resource analysis was done for the project due to "constraints surrounding COVID-19." 75C-292 Responses to Comments on the EIR Addendum As discussed in Response 14, a Cultural Resources Study was conducted for the project in April 2019 in accordance with CEQA and is included as Appendix C to the Addendum. The Cultural Resources Study was specifically prepared in accordance with the requirements of Mitigation Measure 4.4-3 from the 2010 FEIR and guidelines outlined by the Office of Historic Preservation. An independent CHRIS records search was not completed for the current project due to "constraints surrounding COVID-19" given the adequate coverage provided by the previous searches. However, other efforts included background and archival research, a Native American Heritage Commission (NAHC) Sacred Lands File (SLF) search, a field survey of the project site, the evaluation of one property for historical significance, and a discussion of potential project -related impacts which found that no new impact to historic resources would occur. Response 16 The commenter states that, since the City failed to implement mitigation measures required by the 2010 FEIR, the City has failed to proceed in a manner required by law and a subsequent EIR is required. The commenter specifies that the project would have significant impacts to a historic resource and, because the City failed to comply with mitigation measures required by the 2010 FEIR, a supplemental EIR is required to analyze the project. As described in Response 1, the project did not require a subsequent or supplemental EIR or negative declaration because none of the conditions described in PRC Section 21166 and CEQA Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Section 3, EnvironmentallmpactAnalysis, of the Addendum supports the conclusion that changes to the project would not result in new or more severe impacts and includes applicable mitigation measures identified in the 2010 FEIR. Appendix K to the Addendum includes the MMRP of the 2010 FEIR for reference to applicable mitigation measures. Furthermore, as discussed in Response 14, the Santa Ana Car Salon is ineligible for listing in the NRHP, CRHR and on the City of Santa Ana RHP and does not qualify as a historical resource as defined by CEQA. The project would not result in a new or significant impact to historic resources. Response 17 The commenter states that, in addition to the historic resources mitigation measure in the 2010 FEIR, the City failed to implement mitigation measures related to energy conservation, greenhouse gas emissions, and air quality. The commenter specifies that the 2010 FEIR requires projects to exceed Title 24 energy standards by 20 percent, whereas the project would only comply with Title 24 and not exceed it. The commenter restates that, because the City failed to comply with mitigation measures required by the 2010 FEIR, a supplemental EIR is required to analyze the project. As discussed in Response 14, the Santa Ana Car Salon is ineligible for listing in the NRHP, CRHR and on the City of Santa Ana RHP and does not qualify as a historical resource as defined by CEQA. Therefore, the project would not have an impact to historic resources and no mitigation is required. As described in Response 1, the project did not require a subsequent or supplemental EIR or negative declaration because none of the conditions described in PRC Section 21166 and CECIA Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project would not result in new or more severe impacts related to energy conservation, greenhouse gas emissions, and air quality and includes applicable mitigation measures identified in the 2010 75C-293 City of Santa Ana 4th and Mortimer Project FEIR. With respect to Title 24, the project is required to comply with the standards set by the 2010 FEIR to minimize the wasteful, inefficient, or unnecessary consumption of energy resources during project operation. Response 18 The commenter states that, based on conclusions from Dr. Paul Rosenfeld, Ph.D. and Matthew Hagemann, C. Hg, P.G. of the environmental consulting firm SWAPE, the Addendum's air quality analysis is flawed due to unsubstantiated input parameters used estimate the project's air quality emissions. The commenter adds that SWAPE concluded that the project would create a cancer risk from airborne pollution of up to 210 per million — over 20 times above the SCAQMD significance threshold of 10 per million. The commenter states that SWAPE also calculated significance greenhouse gas impacts associated with the project. The commenter concludes that the Addendum fails to implement all feasible mitigation measures to reduce the project's air quality emissions and adds that an EIR is required to analyze and mitigate the project's significant air quality and greenhouse gas emissions impacts. According to the Air Quality Assessment conducted for the project, which is included as Appendix B to the Addendum, emissions were modeled using the California Emissions Estimator Model version 2016.2.3 (CalEEMod). CalEEMod is a Statewide land use emissions computer model designed to quantify potential criteria pollutant emissions associated with both construction and operations from a variety of land use projects. Air quality impacts were adequately assessed according to methodologies recommended by CARB and the SCAQMD. Regulatory measures that apply to the project include compliance with SCAQMD Rules 402 and 403 (prohibition of nuisances, watering of inactive and perimeter areas, track out requirements, etc.) and SCAQMD Rule 1113 (low -Volatile Organic Compound paint) and were included in CalEEMod. Furthermore, the air quality and greenhouse gas emissions associated with the project and reported in the Addendum conservatively do not take credit for the emissions currently associated with the existing uses that would be removed. As discussed in the Air Quality Assessment and Section 3.2, Air Quality, of the Addendum, construction would result in the generation of diesel particulate matter (DPM) emissions from the use of off -road diesel equipment. The amount to which the receptors are exposed (a function of concentration and duration of exposure) is the primary factor used to determine health risk (i.e., potential exposure to Toxic Air Contaminant [TAC] emission levels that exceed applicable standards). Health -related risks associated with diesel -exhaust emissions are primarily linked to long-term exposure and the associated risk of contracting cancer. The use of diesel trucks would be most prevalent during the temporary construction period of the project rather than during operation of the project. Current models and methodologies for conducting health risk assessments are associated with longer -term exposure periods of 9, 30, and 70 years, which do not correlate well with the temporary and highly variable nature of construction activities. DPM emissions from the 21-month construction period of the project would represent a range of 2.5 to 19.4 percent of the typical exposure duration used in health risk assessments. The closest sensitive receptors are located adjacent to the site, approximately 55 feet from the project site boundary. Project construction involves phased activities in several areas across the site and the project would not require the extensive use of heavy-duty equipment or diesel trucks in any one location over the duration of construction, which would limit the exposure of any proximate individual sensitive receptor to TACs. The project would not result in a significant cancer risk from airborne pollution. As such, Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that 75C-294 Responses to Comments on the EIR Addendum changes to the project would not result in new or more severe impacts related to air quality or greenhouse gas emissions and includes applicable mitigation measures identified in the 2010 FOR. Response 19 The commenter states that any changes to a project's circumstances or the addition of new substantial information subsequent to the certification of an EIR for a project requires that an agency prepare a subsequent or supplemental EIR if the changes are "substantial" and require "major revisions" to the previous EIR. The commenter concludes that the project considered by the 2010 FEIR has undergone significant changes and requires revisions to the 2010 FEIR. As described in Response 1, the project did not require a subsequent or supplemental EIR or negative declaration because none of the conditions (i.e., does not meet CEQA's definition of a "substantial change") described in PRC Section 21166 and CEQA Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Primarily, Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project would not result in new or more severe impacts than those of the approved project previously disclosed in the 2010 FEIR and would not require a major revision to the 2010 FEIR. Therefore, the City is within its discretion to proceed with an addendum as the appropriate environmental document for the project under CEQA. Response 20 The commenter states that an EIR is require because the: (1) project's increase in massing and density and associated zone change and variance are a substantial change from the approved project, and (2) the Addendum failed to include a historic resource analysis. As discussed in Response 13, Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project (e.g., associated zone change and variance) would not result in new or more severe impacts than those of the approved project previously disclosed in the 2010 FEIR and would not require a major revision to the 2010 FEIR. Rather, with approval of the zone change and variance, the proposed project would comply with the setback, parking, landscaping, massing and floor area ratio requirements of the approved TZC. Furthermore, as discussed in Responses 14 and 15, a Cultural Resources Study was conducted for the project in April 2019 in accordance with CEQA and is included as Appendix C to the Addendum. Response 21 The commenter reiterates the conclusion of Mr. Offermann that the project would result in a significant air quality impact related to formaldehyde for residential occupants of the project. The commenter adds that this impact is new when compared to the 2010 FEIR because the science in this area did not exist until 2015 and states that the City violated CEQA by not preparing an EIR to analyze and mitigate this new impact. As described in Response 10, the project would not exceed SCAQMD significance thresholds for formaldehyde. The project would be implemented pursuant to existing formaldehyde requirements, as all products manufactured or imported in the United States would be required to meet these regulations. Application of these mandatory regulations would limit the potential of human health and cancer risks and avoid impacts related to formaldehyde. 75C-295 City of Santa Ana 4th and Mortimer Project Response 22 The commenter states that the City's decision to prepare an addendum instead of an EIR is not supported by evidence and adds that approval of the project based on the Addendum would constitute an abuse of the City's discretion. The commenter also states that the City may not rely on the 10-year 2010 FEIR and requests that the Planning Commission decline to recommend the City Council approval of the Addendum and, instead, direct Planning Staff to prepare and circulate an EIR for public review. As discussed in Response 1, the project did not require a subsequent or supplemental EIR or negative declaration because none of the conditions described in PRC Section 21166 and CEQA Guidelines Sections 15162 and 15164 were met to trigger the need for these documents. Primarily, Section 3, Environmental Impact Analysis, of the Addendum supports the conclusion that changes to the project would not result in new or more severe impacts than those of the approved project previously disclosed in the 2010 FEIR and would not require a major revision to the 2010 FEIR. Therefore, the City is within its discretion to proceed with an addendum as the appropriate environmental document for the project under CEQA. Furthermore, as discussed in Response 7, to support the use of the 2010 FEIR and that the 2010 FEIR retains relevance and has "some informational value," the City may rely on evidence of the similarities in the project to the approved project analyzed in the 2010 FEIR, and does not have to necessarily show that the impacts from the project were analyzed in the 2010 FEIR or that the 2010 FEIR adequately analyzed the approved project with the proposed changes under current CEQA standards. 75C-296 T 510.836.4200 I 1939 Harrison Street, Ste. 150 www.lozeaudrury.com F 510.836.4205 Oakland, CA 94612 richard@lozeaudrury.com VIA E-MAIL AND US MAIL October 12, 2020 Chair Mark McLoughlin and Commissioners Planning Commission City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 eComments(asanta-ana.org Ali Pezeshkpour, AICP Project Manager Planning and Building Agency City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 APezeshkpour(c)santa-ana.org Minh Thai, Executive Director City of Santa Ana Planning and Building Agency I M20 20 Civic Center Plaza Santa Ana, CA 92702 mthai@santa-ana.org Re: Comment on EIR Addendum for 4th & Mortimer Project (SCH NO. 2006071100) Chair McLoughlin and Members of the Planning Commission: I am writing on behalf of the Supporters' Alliance for Environmental Responsibility ("SAFER"), a California non-profit organization with members living in and around the City of Santa Ana, regarding the 4th & Mortimer Project, proposed to be located on two city blocks at 409 East 4th Street (Block A), and 509 East 4th Street (Block B). ("Project"). Staff contends that the potential environmental effects of the Project have been fully addressed by the Transit Zoning Code Environmental Impact Report certified a decade ago in 2010 ("2010 EIR"). Fundamentally, the proposed Project is an entirely different project than was analyzed in 2010 EIR ("2010 Project"). The proposed Project is inconsistent with the zoning, massing and land use analyzed in the 2010 EIR, and therefore requires zone changes. The proposed Project includes greater massing and higher population density than analyzed in the 2010 EIR. Also the Proposed Project fails to incorporate numerous mitigation measures required by the 2010 EIR. The Proposed Project will have several new and different environmental impacts that were not analyzed in the 2010 EIR. Finally, the 2010 EIR recognized that the 2010 Project would have many significant and unmitigated environmental impacts. As such a new draft EIR is required to analyze and mitigate the impacts of the proposed Project. 75C-297 4th and Mortimer CEQA Addendum October 12, 2020 Page 2 of 15 A number of highly qualified experts have reviewed the proposed Project and its environmental effects. Certified Industrial Hygienist, Francis "Bud" Offermann, PE, CIH, and Dr. Paul Rosenfeld, Ph.D. and Matthew Hagemann, C. Hg. of environmental consulting firm Soil Water Air Protection Enterprise ("SWAPE") have identified a number of significant impacts from the proposed Project including air quality impacts, as well as omissions and flaws in the documents relied upon by staff. These comments are attached as Exhibits A and B. By opting to proceed with an Addendum instead of the required EIR or supplemental EIR ("SEIR"), the City of Santa Ana ("City") has deprived the members of the public of the public review and circulation requirement available for EIRs. SAFER urges the Commission not to adopt the Addendum or approve the Project, and instead to direct staff to prepare a Draft EIR for the Project, and to circulate the Draft EIR for public review and comment prior to Project approval. PROJECT DESCRIPTION The Project involves a residential and commercial development that would consist of 169 residential units and 11,361 square feet of commercial retail space on two city blocks, 409 East 4th Street (Block A) and 509 East 4th Street (Block B). The City attempts to rely on a decade -old EIR certified in 2010 for the Transit Zoning Code ("TZC"). The TZC area covers over 100 blocks and 450 acres in the central core of Santa Ana. Under the TZC, Block A is currently zoned as "District Center - Downtown subzone," and Block B is zoned as "Urban Neighborhood 2 subzone" (UN-2). Block B is inconsistent with the zoning, massing and density studied in the 2010 EIR. The UN-2 zoning allows single-family duplexes, triplexes and quadraplexes, courtyard housing and rowhouses. UN-2 does not allow "lined block buildings" such as proposed by the Project. (Addendum 2-11). The Project exceeds the massing allowed in the UN-2 zone and therefore requires a variance from section 41-2023 of the zoning code. In particular, UN-2 requires that floors 3-5 of a building may cover no more than 85% of the ground floor, but the project proposes 100% coverage. (Addendum 2-11). The Project exceeds the density allowed in UN-2. UN-2 allows density of up to 50 dwelling units per acres, but the Project proposes 54 DU/acres. (Addendum 3.6-5). For these reasons, the Project proposes to rezone the property from UN-2 to Urban Center (UC). LEGAL STANDARD 2 3 0 CEQA contains a strong presumption in favor of requiring a lead agency to prepare an EIR. This presumption is reflected in the fair argument standard. Under that standard, a lead agency must prepare an EIR whenever substantial evidence in the whole record 5 before the agency supports a fair argument that a project may have a significant effect on the environment. Pub. Res. Code § 21082.2; Laurel Heights Improvement Ass'n v. Regents of the University of California (1993) ("Laurel Heights II") 6 Cal. 4th 1112, 1123; 75C-298 4th and Mortimer CEQA Addendum October 12, 2020 Page 3 of 15 No Oil, Inc. v. City of Los Angeles (1974) 13 Cal.3d 68, 75, 82; Quail Botanical Gardens v. City of Encinitas (1994) 29 Cal.AppAth 1597, 1602. A. Addendum Standard. The City relies on CEQA Guidelines § 15162 and 15164 to claim that no CEQA review is required. The court of appeal recently stated, "The addendum is the other side of the coin from the supplement to an EIR. This section provides an interpretation with a label and an explanation of the kind of document that does not need additional public review." "It must be remembered that an addendum is prepared where '(2) Only minor technical changes or additions are necessary to make the EIR under consideration adequate under CEQA; and (3) The changes to the EIR made by the addendum do not raise important new issues about the significant effects on the environment.' ([Guideline] 15164, subd. (a).)" Save Our Heritage Org. v. City of San Diego, 28 Cal. App. 5th 656, 664-65 (2018) (emphasis added). Section 15164(a) of the State CEQA Guidelines states that "the lead agency or a responsible agency shall prepare an addendum to a previously certified EIR if some changes or additions are necessary, but none of the conditions described in Section 15162 calling for preparation of a subsequent EIR have occurred." Pursuant to Section 15162(a) of the State CEQA Guidelines, a subsequent EIR or Negative Declaration is only required when: (1) Substantial changes are proposed in the project which will require major revisions of the previous EIR or negative declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; (2) Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR or Negative Declaration due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; or (3) New information of substantial importance, which was not known and could not have been known with the exercise of reasonable diligence at the time the previous EIR was certified as complete or the negative declaration was adopted, shows any of the following: (A) The project will have one or more significant effects not discussed in the previous EIR or negative declaration; (B) Significant effects previously examined will be substantially more severe than shown in the previous EIR; (C) Mitigation measures or alternatives previously found not to be feasible would, in fact, be feasible and would substantially reduce one or more significant effects of the project, but the project proponents decline to adopt the mitigation measure or alternative; or (D) Mitigation measures or alternatives which are considerably different from those analyzed in the previous EIR would substantially reduce one or more 5 cont. 75C-299 4th and Mortimer CEQA Addendum October 12, 2020 Page 4 of 15 significant effects on the environment, but the project proponents decline to adopt the mitigation measure or alternative. B. Tiering Under CEQA CEQA permits agencies to 'tier' EIRs, in which general matters and environmental effects are considered in an EIR "prepared for a policy, plan, program or ordinance followed by narrower or site -specific [EIRs] which incorporate by reference the discussion in any prior [EIR] and which concentrate on the environmental effects which (a) are capable of being mitigated, or (b) were not analyzed as significant effects on the environment in the prior [EIR]." (Cal. Pub. Res. Code ("PRC") § 21068.5.) "[T]iering is appropriate when it helps a public agency to focus upon the issues ripe for decision at each level of environmental review and in order to exclude duplicative analysis of environmental effects examined in previous [EIRs]." (PRC § 21093.) The initial general policy -oriented EIR is called a programmatic EIR ("PEIR") and offers the advantage of allowing "the lead agency to consider broad policy alternatives and program wide mitigation measures at an early time when the agency has greater flexibility to deal with basic problems or cumulative impacts." (14 CCR §15168.) CEQA regulations strongly promote tiering of EIRs, stating that "[EIRs] shall be tiered whenever feasible, as determined by the lead agency." (PRC § 21093.) "Subsequent activities in the program must be examined in light of the program 5 EIR to determine whether an additional environmental document must be prepared." (14 CCR § 15168(c).) The first consideration is whether the activity proposed is covered by Cont. the PEIR. Id. If a later project is outside the scope of the program, then it is treated as a separate project and the PEIR may not be relied upon in further review. (Sierra Club v. County of Sonoma (1992) 6 Cal.App.4th 1307.) The second consideration is whether the "later activity would have effects that were not examined in the program EIR." (14 CCR §§ 15168(c)(1).) A PEIR may only serve "to the extent that it contemplates and adequately analyzes the potential environmental impacts of the project." (Sierra Nevada Conservation v. County of El Dorado (2012) 202 Cal.AppAth 1156). If the PEIR does not evaluate the environmental impacts of the project, a tiered EIR must be completed before the project is approved. (Id.) For these inquiries, the "fair argument test" applies. (Sierra Club, 6 Cal.AppAth 1307, 1318; see also Sierra Club v. County of San Diego (2014) 231 Cal.AppAth 1152, 1164 ("when a prior EIR has been prepared and certified for a program or plan, the question for a court reviewing an agency's decision not to use a tiered EIR for a later project 'is one of law, i.e., the sufficiency of the evidence to support a fair argument."').) Under the fair argument test, a new EIR must be prepared "whenever it can be fairly argued on the basis of substantial evidence that the project may have significant environmental impact. (Id. at 1316 [quotations omitted].) When applying the fair argument test, "deference to the agency's determination is not appropriate and its decision not to require an EIR can be upheld only when there is no credible evidence to the contrary." (Sierra Club, 6 Cal. App. 4th at 1312.) "[I]f there is substantial evidence in the record that the later project may arguably have a significant adverse effect on the environment which was not examined in the prior program EIR, doubts must be resolved in favor of 75C-300 4th and Mortimer CEQA Addendum October 12, 2020 Page 5 of 15 environmental review and the agency must prepare a new tiered EIR, notwithstanding the 5 existence of contrary evidence." (Sierra Club, 6 Cal.App.4th at 1319.) cont. DISCUSSION A. CEQA REQUIRES THE CITY TO PREPARE A TIERED EIR FOR THE PROJECT INSTEAD OF AN ADDENDUM The City has incorrectly applied the CEQA criteria for preparing an addendum when, instead, the City should have applied CEQA's tiering provisions. The City relies on CEQA Guidelines section 15164, which applies to preparing an addendum to an existing EIR for a project. However, the 2010 EIR was not a project -specific EIR, which the CEQA Guidelines define as an "EIR[which] examines the environmental impacts of a specific development project." (14 CCR § 15161.) Rather, the 2010 EIR was a comprehensive policy and regulatory guidance document for the private use and development of all properties within the TZC area. Tiering is governed by CEQA Guidelines section 15152, not sections 15162 and 15164. The 2010 EIR made clear that the City was relying on CEQA's tiering provisions. It states, "This EIR will be used to tier subsequent environmental analysis for future development included within the Transit Zoning Code boundaries, as allowed by Section 16162 of the CEQA Guidelines." (2010 DEIR 2-4). There is no question that the 2010 TZC EIR was intended as a first tier CEQA document, and that second tier CEQA documents would be required for specific project proposals. The 2010 EIR states that it will "provide a basis for the preparation of subsequent environmental documentation for future development within the Transit Zoning Code area." (2010 DEIR 2-1). Thus the 2010 EIR clearly contemplated that specific projects would be subject to 6 "subsequent environmental documentation." The 2010 EIR states, "the Transit Zoning Code does not constitute a commitment to any specific project ... Thus, the EIR will analyze these future actions at a programmatic level. Each future development proposal undertaken within the Transit Zoning Code must be approved individually by the City, as appropriate, in compliance with CEQA." (2020 DEIR 2-2). Despite these clear assurances that the 2010 EIR was a programmatic EIR and that project - specific environmental review would be required for individual projects, the City is now attempting to avoid the very project -specific review that is promised the public in 2010. The 2010 EIR is a Program EIR, which the CEQA Guidelines define as: An EIR which may be prepared on a series of actions that can be characterized as one large project and are related either: (1) Geographically, (2) As logical parts in the chain of contemplated actions, (3) In connection with issuance of rules, regulations, plans, or other general criteria to govern the conduct of a continuing program, or (4) As individual activities carried out under the same authorizing statutory or regulatory authority and having generally similar environmental effects which can be mitigated in similar ways. 75C-301 4th and Mortimer CEQA Addendum October 12, 2020 Page 6 of 15 (14 CCR § 15168.) Thus, instead of proceeding under the provisions of CEQA Guidelines section 15164, the City should have proceeded under section 15152 provisions for subsequent analysis for a Program EIR rather than an addendum to an existing project - specific EIR. B. THE 2010 EIR HAS NO INFORMATIONAL VALUE TO THE PROJECT. As the California Supreme Court explained in San Mateo Gardens, subsequent CEQA review provisions "can apply only if the project has been subject to initial review; they can have no application if the agency has proposed a new project that has not previously been subject to review." Friends of College of San Mateo Gardens v. San Mateo, 1 Cal.5th 937, 950 (2016) ("San Mateo Gardens"); see also, Mattis Camp Cmty. Assn v. Cty. of Placer, 53 Cal. App. 5th 569 (2020). As the Supreme Court explains, "[a] decision to proceed under CEQA's subsequent review provisions must thus necessarily rest on a determination — whether implicit or explicit — that the original environmental document retains some informational value." Id. at 951 (emph. added). Only if the original environmental document retains some informational value despite the proposed changes, changes in circumstances or new substantial information does the agency proceed to decide under CEQA's subsequent review provisions whether such changes or substantial new information will require major revisions to the original environmental document because of the involvement of new, previously unconsidered significant environmental effects. 1 Cal.5th at 952. Reviewing the 2010 EIR, the City cannot reasonably claim that it addresses the Project that exceeds the density and massing analyzed in the 2010 EIR. Since the Project exceeds the density and massing analyzed in the 2010, and requires a variance, it has never undergone CEQA review, it is a new project, and the City must start from the beginning of the CEQA process under section 21151, conduct an initial study, and determine whether there is substantial evidence of a fair argument that the project will have a significant environmental impact. Friends of College of San Mateo Gardens v. San Mateo, 1 Cal.5th at 951. The City Council should require CEQA review for the Project, and not approve the Project until CEQA review is completed. C. A TIERED EIR IS REQUIRED TO ANALYZE AND MITIGATE SIGNIFICANT UNAVOIDABLE IMPACTS IDENTIFIED IN THE 2010 EIR. The 2010 EIR admitted that the program would have significant unavoidable impacts in the areas of: • Aesthetics: shadows. (2010 DEIR 1-11) • Air Quality: inconsistency with 2007 Air Quality Management Plan; • construction emissions exceed significance thresholds; • mobile source emissions of VOC, NOx, CO and PM-10 exceed significance thresholds; no cont. 7 75C-302 4th and Mortimer CEQA Addendum October 12, 2020 Page 7 of 15 construction and operation emissions are cumulatively considerable in excess of significance thresholds for VOC, NOx, CO and PM-10. (2010 DEIR 1-11). • Cultural Resources: The TZC area includes historic buildings and an historic district. "The feasibility of retaining a historic structure/resource is determined on a case -by -case basis." (2010 DEIR 1-12). • Noise: significant noise and vibration from pile -driving and nearby rail operations. (2010 DEIR 1-12). • Traffic: Significant traffic impacts, includoing at the 1-5 northbound off -ramp at Santa Ana Blvd. to an unacceptable level of service. (2010 DEIR 1-12). Since the overall program will have significant unavoidable impacts, the City must conduct project -level supplemental EIRs for specific projects proposed within the program area. The supplemental EIRs are required to determine whether mitigation measures exist to reduce the significant unavoidable impacts identified in the 2010 EIR. In the case of Communities for a Better Environment v. Cal. Resources Agency (2002) 103 Cal.App.4th 98, 122-125, the court of appeal held that when a "first tier" EIR admits a significant, unavoidable environmental impact, then the agency must prepare second tier EIRs for later phases of the project to ensure that those unmitigated impacts are "mitigated or avoided." (Id. citing CEQA Guidelines §15152(f)) The court reasoned that the unmitigated impacts were not "adequately addressed" in the first tier EIR since they were not "mitigated or avoided." (Id.) Thus, significant effects disclosed in first tier EIRs will trigger second tier EIRs unless such effects have been "adequately addressed," in a way that ensures the effects will be "mitigated or avoided." (Id.) Such a second tier EIR is required, even if the impact still cannot be fully mitigated and a statement of overriding considerations will be required. The court explained, "The requirement of a statement of overriding considerations is central to CEQA's role as a public accountability statute; it requires public officials, in approving environmental detrimental projects, to justify their decisions based on counterbalancing social, economic or other benefits, and to point to substantial evidence in support." (Id. at 124-125) The court specifically rejected a prior version of the CEQA guidelines regarding tiering that would have allowed a statement of overriding considerations for a program -level project to be used for a later specific project within that program. (Communities for a Better Env't v. California Res. Agency (2001) 103 Cal.App.4th 98, 124, disapproved on other grounds by Berkeley Hillside Pres. v. City of Berkeley (2015) 60 Cal.4th 1086.) Even though "a prior EIR's analysis of environmental effects may be subject to being incorporated in a later EIR for a later, more specific project, the responsible public officials must still go on the record and explain specifically why they are approving the later project despite its significant unavoidable impacts." (Id., pp. 124-25.) cont. 75C-303 4th and Mortimer CEQA Addendum October 12, 2020 Page 8 of 15 D. THE ADDENDUM'S CONCLUSIONS ARE NOT SUPPORTED BY SUBSTANTIAL EVIDENCE AND THERE IS SUBSTANTIAL EVIDENCE OF A FAIR ARGUMENT THAT THE PROJECT WILL HAVE SIGNIFICANT ENVIRONMENTAL IMPACTS. Even if the addendum provisions applied to the Project (which they do not), a supplemental EIR would be required to analyze new significant impacts of the Project 9 resulting from changes to the 2010 Project and new impacts that were not analyzed in the 2010 EIR. 1. There is Substantial Evidence that the Project Will Result in Significant Indoor Air Quality Impacts. Certified Industrial Hygienist, Francis "Bud" Offermann, PE, CIH, has conducted a review of the proposed Project and relevant documents regarding the Project's indoor air emissions. Indoor Environmental Engineering Comments (Exhibit A). Mr. Offerman concludes that it is likely that the Project will expose future residents of the Project's residential units to significant impacts related to indoor air quality, and in particular, emissions of the cancer -causing chemical formaldehyde. Mr. Offermann is one of the world's leading experts on indoor air quality and has published extensively on the topic. See attached CV. Mr. Offermann explains that many composite wood products typically used in modern home construction contain formaldehyde -based glues which off -gas formaldehyde over a very long time period. He states, "The primary source of formaldehyde indoors is composite wood products manufactured with urea -formaldehyde resins, such as plywood, medium density fiberboard, and particle board. These materials are commonly used in building construction for flooring, cabinetry, baseboards, window shades, interior doors, and window and door trims." Offermann Comment, pp. 2-3. 10 Mr. Offermann states: Indoor air quality in homes is particularly important because occupants, on average, spend approximately ninety percent of their time indoors with the majority of this time spent at home (EPA, 2011). Some segments of the population that are most susceptible to the effects of poor IAQ, such as the very young and the elderly, occupy their homes almost continuously. Additionally, an increasing number of adults are working from home at least some of the time during the workweek. Offermann Comment, p. 1. Formaldehyde is a known human carcinogen. Mr. Offermann states that there is a fair argument that residents of the Project will be exposed to a cancer risk from formaldehyde of between 112 and 180 per million. (Offermann Comment, pp. 2-3.) This is far above the South Coast Air Quality Management District (SCAQMD) CEQA 75C-304 4th and Mortimer CEQA Addendum October 12, 2020 Page 9 of 15 significance threshold for airborne cancer risk of 10 per million. Even if the Project uses modern "CARB-compliant" materials, Mr. Offermann concludes that formaldehyde will create a cancer risk more than ten times above the CEQA significance threshold. Offermann Comment, p. 3. Mr. Offermann concludes that this significant environmental impact should be analyzed in an EIR and mitigation measures should be imposed to reduce the risk of formaldehyde exposure. Mr. Offermann concludes that this significant environmental impact should be analyzed in an EIR and mitigation measures should be imposed to reduce the risk of formaldehyde exposure. Id., pp. 4. Mr. Offermann identifies mitigation measures that are available to reduce these significant health risks, including the installation of air filters and a requirement that the applicant use only composite wood materials (e.g. hardwood plywood, medium density fiberboard, particleboard) for all interior finish systems that are made with CARB approved no -added formaldehyde (NAF) resins or ultra -low emitting formaldehyde (ULEF) resins in the buildings' interiors. Offermann Comments, pp. 11-12 The City has a duty to investigate issues relating to a project's potential environmental impacts, especially those issues raised by an expert's comments. See Cty. Sanitation Dist. No. 2 v. Cty. of Kern, (2005) 127 Cal.App.4th 1544, 1597-98 ("under CEQA, the lead agency bears a burden to investigate potential environmental impacts"). In addition to assessing the Project's potential health impacts to residents and workers, Mr. Offermann identifies the investigatory path that the City should be following in developing an EIR to more precisely evaluate the Project's future formaldehyde emissions and establishing mitigation measures that reduce the cancer risk below the SCAQMD level. Offermann Comments, pp. 5-9. Such an analysis would be similar in form to the air quality modeling and traffic modeling typically conducted as part of a CEQA review. The failure to address the project's formaldehyde emissions is contrary to the California Supreme Court's decision in California Building Industry Ass'n v. Bay Area Air Quality Mgmt. Dist. (2015) 62 Cal.4th 369, 386 ("CBIA"). At issue in CBIA was whether the Air District could enact CEQA guidelines that advised lead agencies that they must analyze the impacts of adjacent environmental conditions on a project. The Supreme Court held that CEQA does not generally require lead agencies to consider the environment's effects on a project. CBIA, 62 Cal.4th at 800-801. However, to the extent a project may exacerbate existing adverse environmental conditions at or near a project site, those would still have to be considered pursuant to CEQA. Id. at 801 ("CEQA calls upon an agency to evaluate existing conditions in order to assess whether a project could exacerbate hazards that are already present"). In so holding, the Court expressly held that CEQA's statutory language required lead agencies to disclose and analyze "impacts on a project's users or residents that arise from the project's effects on the environment." Id. at 800 (emphasis added).) The carcinogenic formaldehyde emissions identified by Mr. Offermann are not an existing environmental condition. Those emissions to the air will be from the Project. Residents will be users of the residential units, and employees will be users of the hotel and offices. Currently, there is presumably little if any formaldehyde emissions at the site. 75C-305 10 cont. 11 12 4th and Mortimer CEQA Addendum October 12, 2020 Page 10 of 15 Once the Project is built, emissions will begin at levels that pose significant health risks. Rather than excusing the City from addressing the impacts of carcinogens emitted into the indoor air from the project, the Supreme Court in CBIA expressly finds that this type of effect by the project on the environment and a "project's users and residents" must be addressed in the CEQA process. The Supreme Court's reasoning is well-grounded in CEQA's statutory language. CEQA expressly includes a project's effects on human beings as an effect on the environment that must be addressed in an environmental review. "Section 21083(b)(3)'s express language, for example, requires a finding of a 'significant effect on the environment' (§ 21083(b)) whenever the 'environmental effects of a project will cause substantial adverse effects on human beings, either directly or indirectly."' CBIA, 62 Cal.4th at 800 (emphasis in original). Likewise, "the Legislature has made clear —in declarations accompanying CEQA's enactment —that public health and safety are of great importance in the statutory scheme." Id., citing e.g., §§ 21000, subds. (b), (c), (d), (g), 21001, subds. (b), (d). It goes without saying that the thousands of future residents and employees at the Project are human beings and the health and safety of those workers is as important to CEQA's safeguards as nearby residents currently living near the project site. The Addendum fails to disclose, analyze, or mitigate these new significant impacts. Because Mr. Offermann's expert review is substantial evidence of a fair argument of a significant environmental impact to future users of the project, an EIR must be prepared to disclose and mitigate those impacts. 2. The Project Will Have Significant Impacts Due to Inconsistencies with the Planning and Zoning Code. The proposed Project exceeds massing and density allowed by the zoning code. Urban Neighborhood zone (UN-2) allows single-family, duplexes, triplexes, and quadplexes, courtyard housing and rowhouses. The Project is much more intense than quadplexes. UN-2 does not permit Lined Block buildings, such as the Project. (Addendum 2-11). The Project requires a variance for massing since Zoning Code section 41-2023 requires floors 3-5 may occupy no more than 85% of ground floor, but the Project proposes 100% coverage. (Addedum 2-11). The UN-2 zone allows density up to 50 dwelling units per acre, but this Project has 54 DU/acre. (Addendum 3.6-5). These inconsistencies with the zoning code and zoning designations are significant impacts under CEQA that must be analyzed and mitigated in a supplemental EIR. Of course, these impacts were not analyzed in the 2010 EIR since that document assumed that future projects would comply with the designated zoning and land use laws. Where a local or regional policy of general applicability, such as an ordinance, is adopted in order to avoid or mitigate environmental effects, a conflict with that policy in itself indicates a potentially significant impact on the environment. (Pocket Protectors v. Sacramento (2005) 124 Cal.App.4th 903.) Indeed, any inconsistencies between a proposed project and applicable plans must be discussed in an EIR. (14 CCR § 12 cont. W] 75C-306 4th and Mortimer CEQA Addendum October 12, 2020 Page 11 of 15 15125(d); City of Long Beach v. Los Angeles Unif. School Dist. (2009) 176 Cal. App. 4th 889, 918; Friends of the Eel River v. Sonoma County Water Agency (2003) 108 Cal. App. 4th 859, 874 (EIR inadequate when Lead Agency failed to identify relationship of project to relevant local plans).) A Project's inconsistencies with local plans and policies constitute significant impacts under CEQA. (Endangered Habitats League, Inc. v. County of Orange (2005) 131 Cal.App.4th 777, 783-4, 32 Cal.Rptr.3d 177; see also, County of El Dorado v. Dept. of Transp. (2005) 133 Cal.App.4th 1376 (fact that a project may be consistent with a plan, such as an air plan, does not necessarily mean that it does not have significant impacts).) Californians for Alternatives to Toxics v. Department of Food and Agriculture (2005) 136 Cal.App.4th 1, 17 ("[c]ompliance with the law is not enough to support a finding of no significant impact under the CEQA."). The recent Georgetown Preservation Society v. County of El Dorado (2018) 30 Cal.App.5th 358 echoes Pocket Protectors. These both apply the fair argument standard to a potential inconsistency with a plan adopted for environmental protection. Protect the Historic Amador Waterways v. Amador Water Agency (2004) 116 Cal.App.4th 1099 holds that an EIR needs to analyze any topic for which a fair argument of significant impact is raised. Since the proposed Project is inconsistent with the zoning code, and requires a zone change and variance, it will have significant impacts that must be analyzed in a tiered EIR. These impacts were not analyzed in the 2010 EIR. 3. The Project Will Have Significant Impacts to Historic Resources. The proposed Project may have significant impacts to historic resources, and the City has failed to implement applicable mitigation measures from the 2010 EIR with respect to this impact. The downtown zone is a National Historic District (2010 DEIR 1-5). The 2010 DEIR required development to be "context -sensitive infill development." (Id.) The Addendum admits that the Project site includes a historically significant building on the Built Environment Resources Directory ("BERD") database. (Addendum 3.3-3). The historic building is the Santa Ana Car Salon, located at 509-515 East 41h Street. (Addendum Appendix C, Cultural Resources, p.3, 8). The historic resource is a "rare example of the Western False Front Style in Santa Ana." (Id.) This historic building will be demolished as part of the Project, and the Project will therefore have adverse impacts on an historic resource. 13 cont. 101 The 2010 EIR required a case -by -case historic analysis for future projects, and required that for each project an historic resource expert must be retained to conduct an 15 analysis and to suggest measures to minimize impacts. (2010 DEIR 1-24). However, no such historic resource analysis was done for the Project due to "constraints surrounding COVID-19." (Addendum 3.1-1). Since the City has failed to implement mitigation measures required by the 2010 EIR, a subsequent EIR is required. If the agency fails to implement mitigation measures required by a prior EIR, this requires CEQA review, even for an otherwise ministerial 16 project. Katzeff v. Dept. of Forestry (2010) 181 Cal.App.4th 601, 611, 614; Lincoln Place Tenants v. City of Los Angeles (2005) 130 Cal.App.4th 1491, 1507-1508. The purpose of this requirement "is to ensure that feasible mitigation measures will actually be 75C-307 4th and Mortimer CEQA Addendum October 12, 2020 Page 12 of 15 implemented as a condition of development, and not merely adopted and then neglected or disregarded." Federation of Hillside and Canyon Associations v. City of Los Angeles (2000) 83 Cal.App.4th 1252, 1260-1261. The decision to abandon an adopted mitigation measure is a discretionary decision. An agency fails proceed in a manner required by law when it fails to comply with adopted CEQA mitigation measures. Lincoln Place, 130 Cal.AppAth at 1508, 1510 ("[h]aving placed these conditions ... the city cannot simply ignore them. Mitigating conditions are not mere expressions of hope ... [i]n the present case the city failed to proceed according to law ..."). "[T]his rule is applicable even if one of the smaller parts might require only ministerial, rather than discretionary, approval." Katzeff, 181 Cal.AppAth at 611; Lincoln Place, 130 Cal.AppAth 1491, 1507 n22 ("it cannot be argued CEQA does not apply to the ... demolition on the ground the demolition permits are ministerial acts.") Since the Project may have significant impacts to historic resources, and the City has failed to comply with mitigation measures required by the 2010 EIR, a supplemental EIR is required to analyze this impact. 4. The Project Fails to Implement Mitigation Measures Required by the 2010 EIR. The Project fails to implement several mitigation measures required by the 2010 EIR. As discussed above, the failure to implement mitigation measures set forth in a prior EIR itself requires preparation of a supplemental EIR. In addition to the historic resources mitigation measure, the Addendum fails to implement energy conservation and greenhouse gas mitigation measure 4.2-22, which requires projects to exceed Title 24 energy standards by 20%. (2010 DEIR 1-18). However, the Addendum fails to implement this measure, since the Project will merely comply with Title 24, not exceed Title 24 by 20%. The 2010 EIR included numerous air quality mitigation measures that are not required in the Addendum for the Project. (2010 EIR 1-18, MM 4.2-21, 4.2-22). The failure to implement these mitigation measures requires preparation of a supplemental EIR. 5. The Project Will Have Significant Adverse Air Quality and Greenhouse Gas Impacts. 16 cont. 17 We submit herewith the comments of Dr. Paul Rosenfeld, Ph.D. and Matthew Hagemann, C. Hg, P.G. of the environmental consulting firm SWAPE. They conclude that the Addendum's air quality analysis is riddled with errors due to unsubstantiated input 18 parameters used to estimate Project emissions. (SWAPE 1). Correcting for these errors, SWAPE concludes that the Project will create a cancer risk from airborne pollution of up to 210 per million. (SWAPE 18). This is over twenty times above the South Coast Air 75C-308 4th and Mortimer CEQA Addendum October 12, 2020 Page 13 of 15 Quality Management District (SCAQMD) CEQA significance threshold of 10 per million. SWAPE also calculates that the Project will have significant greenhouse gas impacts. (SWAPE 23). SWAPE concludes that the Addendum fails to impose all feasible mitigation measures to reduce the Project's air quality impacts. Exceedance of Air District thresholds establishes a significant impact under CEQA. Indeed, in many instances, such air quality thresholds are the only criteria reviewed and treated as dispositive in evaluating the significance of a project's air quality impacts. See, e.g. Schenck v. County of Sonoma (2011) 198 Cal.App.4th 949, 960 (County applies BAAQMD's "published CEQA quantitative criteria" and "threshold level of cumulative significance"). See also Communities fora Better Environment v. California Resources Agency (2002) 103 Cal.App.4th 98, 110-111 ("A 'threshold of significance' for a given environmental effect is simply that level at which the lead agency finds the effects of the project to be significant"). The California Supreme Court recently made clear the substantial importance that a BAAQMD significance threshold plays in providing substantial evidence of a significant adverse impact. Communities for a Better Environment v. South Coast Air Quality Management Dist. (2010) 48 CalAth 310, 327 ("As the [South Coast Air Quality Management] District's established significance threshold for NOx is 55 pounds per day, these estimates [of NOx emissions of 201 to 456 pounds per day] constitute substantial evidence supporting a fair argument for a significant adverse impact"). An EIR is required to analyze and mitigate the Project's significant air quality and greenhouse gas impacts. E. EVEN IF THE 2010 EIR WERE STILL RELEVANT TO THE PROJECT, A SUPPLEMENTAL OR SUBSEQUENT EIR IS NECESSARY BECAUSE SUBSTANTIAL CHANGES WILL RESULT IN NEW AND MORE SIGNIFICANT ENVIRONMENTAL IMPACTS. Even assuming that the 2010 EIR had some relevance to evaluating the environmental impacts of this Project, numerous substantial changes in the development plans have occurred such as the increase in massing and density, new information of substantial importance has arisen, and substantial changes in circumstances have taken place that require a wholesale revision of the dated 2010 EIR. When changes to a project's circumstances or new substantial information comes to light subsequent to the certification of an EIR for a project, the agency must prepare a subsequent or supplemental EIR if the changes are "[s]ubstantial" and require "major revisions" of the previous EIR. Friends of Coll. of San Mateo Gardens v. San Mateo Cty. Cmty. Coll. Dist. (2016) 1 Cal.5th 937, 943. "[W]hen there is a change in plans, circumstances, or available information after a project has received initial approval, the agency's environmental review obligations "turn[ ] on the value of the new information to 75C-309 18 Cont. 19 4th and Mortimer CEQA Addendum October 12, 2020 Page 14 of 15 the still pending decisionmaking process." Id., 1 Cal.5th at 951-52. The agency must "decide under CEQA's subsequent review provisions whether project changes will require major revisions to the original environmental document because of the involvement of new, previously unconsidered significant environmental effects." Id., 1 Cal.5th at 952. Section 21166 and CEQA Guidelines § 15162 "do[] not permit agencies to avoid their obligation to prepare subsequent or supplemental EIRs to address new, and previously unstudied, potentially significant environmental effects." Id., 1 Cal.5th at 958. The evidence indicates that the project considered by the 2010 EIR has undergone significant changes to the project and its circumstances requiring substantial revisions to that 10-year old EIR. A. A New EIR is Required Because the Increase in Massing and Density is a Substantial Change from the 2010 Project and there is Substantial Evidence that the Project Will Result in Emissions of Formaldehyde to the Air that Will Have a Significant Health Impact on Future Residents. Even if the 201 EIR were somehow relevant to the current Project, the City would still be required to prepare an SEIR. The increase in massing and density, the failure to conduct a historic resource analysis, and zoning changes and variances required as part of the Project is a substantial change from the 2010 project. "The purpose behind the requirement of a subsequent or supplemental EIR or negative declaration is to explore environmental impacts not considered in the original environmental document." Friends of College of San Mateo Gardens v. San Mateo (2016) 1 Cal.5th 937, 949 (quoting Save Our Neighborhood v. Lishman (2006) 140 Cal.AppAth 1288, 1296). For example, in the case of Ventura Foothill Neighbors, a mere increase in the height of a building by 15 feet required a supplemental EIR, not an addendum. Ventura Foothill Neighbors v. Cty. of Ventura, 232 Cal. App. 4th 429 (2014). As discussed above, the expert opinion of Mr. Offermann constitutes substantial evidence that the residential component of the Project will result in a significant air quality impact to residential occupants of the Project. This impact is significant and new. It could not have been known in 2010 because the science in this area did not exist until 2015. Accordingly, the City violated CEQA by not preparing an SEIR to analyze and mitigate this new significant impact. There is no substantial evidence in the record to support a conclusion that the Project will not have a new significant indoor air quality impact as a result of significant changes to the Project when compared to the project analyzed in the 2010 EIR. ILei cont. %8411 21 Accordingly, the City's decision to prepare an Addendum rather than an SEIR is not supported by substantial evidence, and approval of the Project based on the Addendum would constitute an abuse of discretion. 22 CONCLUSION For the above and other reasons, the Planning Commission should decline to recommend the City Council approve the Addendum, and instead direct Planning Staff to 75C-310 4th and Mortimer CEQA Addendum October 12, 2020 Page 15 of 15 prepare and circulate an EIR for public review. The City may not rely on the 10-year old 22 2010 EIR. cont. Sincerely, Richard Toshiyuki Drury LOZEAU DRURY LLP 75C-311 EXHIBIT 4 LS 12.1.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA DENYING APPEAL APPLICATION NO. 2020-02 AND UPHOLDING THE DETERMINATION OF THE PLANNING COMMISSION TO APPROVE AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) AND ADOPTION OF A MITIGATION MONITORING AND REPORTING PROGRAM FOR SITE PLAN REVIEW NO. 2020- 03 AND VARIANCE NO. 2020-06 FOR A NEW MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 409 EAST FOURTH STREET (SITE A) AND 509 EAST FOURTH STREET (SITE B) 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. On October 12, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing to consider various entitlements including Site Plan Review No. 2020-03, Variance No. 2020-06, and Amendment Application 2020-04 to allow the construction of a new mixed - use residential and commercial development consisting of 169 residential rental units and 11,361 square feet of commercial space at 409 and 509 East Fourth Street. After receiving public testimony on the item, the Planning Commission voted unanimously (7:0) to adopt a resolution approving an Addendum to the Environmental Impact Report (EIR) for the Transit Zoning Code Project, mitigation monitoring and reporting program, Site Plan Review No. 2020-03 as conditioned, and Variance No. 2020-06 as conditioned. In addition, the Planning Commission recommended that the City Council adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code Project, mitigation monitoring and reporting program, and an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). B. On October 22, 2020, Michael Lozeau with Lozeau Drury, LLP, on behalf of the Supporters Alliance for Environmental Responsibility (SAFER) hereinafter referred to as "Appellant', submitted an appeal application Resolution No. 2020-xx Page 1 of 7 75C-312 pursuant to Section 41-645 of the Santa Ana Municipal Code (SAMC) requesting that the City Council reconsider the Planning Commission's decision based on the following reasons: California Environmental Quality Act (CEQA) compliance. Specifically, the Appellant states that the "City failed to comply with the CEQA by failing to prepare a project -specific EIR for the project"; The Appellant states that, "The City failed to comply with the Housing Opportunity Ordinance (HOO) by failing to require the developer to include affordable housing units in the project"; and III. The Appellant states that, "The Planning Commission abused its discretion by failing to read or consider comments submitted by SAFER." C. Pursuant to SAMC Section 41-645 (a), appeals can only be made on a decision or requirement made by the Planning Commission. Of the above - mentioned appeal reasons, the only action taken by the Planning Commission was the action to adopt a resolution approving the addendum to the EIR for the TZC. The subsequent appeal items do not satisfy the requirements of SAMC Section 41-645 (a) and should not be considered as part of the appeal: No decision or action was taken by the Planning Commission regarding the HOO requirements because the HOO did not apply to the project; and Consideration of a public comment letter received does not constitute "a decision or requirement made by the Planning Commission". Nonetheless, a comprehensive response and findings are provided below on all appeal items received. D. On December 1, 2020, the City Council conducted a duly noticed public hearing on Appeal Application No. 2020-02 and found that: The City complied with the California Environmental Quality Act (CEQA) requirements by preparing an addendum to the previously certified 2010 Transit Zoning Code Environmental Impact report (EIR). CEQA does permit the use of an addendum when the original EIR being relied upon was a Program EIR. Public Resources Code Section 21166 and State CEQA Guidelines Section 15162 clearly establish when an agency must prepare a Supplemental or Subsequent EIR, and when an agency is permitted instead to prepare an Addendum. If an agency determines that one of the conditions described in Public Resources Code section Resolution No. 2020-xx Page 2 of 7 75C-313 21166 or State CEQA Guidelines section 15162 is present, the agency must prepare either a Subsequent EIR or a Supplemental EIR. When none of those conditions are present, but it is necessary to make changes to a previous EIR, the agency may prepare an addendum. This process applies regardless of whether the original EIR is a Program or Project EIR. Nothing in State CEQA Guidelines section 15152 (describing the process for utilizing a Supplemental or Subsequent EIR or negative declaration) prohibits use of an addendum where none of the conditions of Public Resources Code section 21166 or State CEQA Guidelines section 15162 are present. Nothing in State CEQA Guidelines sections 15162 or 15164 prohibit use of an addendum where the original EIR is a Program, and not a Project, EIR. As established in these sections of the Public Resources Code and the State CEQA Guidelines, one of the circumstances described in Public Resources Code section 21166 or State CEQA Guidelines section 15162 must be present before either a Subsequent or Supplemental EIR is required. Here, none of those conditions are present. These conditions are: Substantial changes are proposed which will require major revisions of the previous EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects; ii. Substantial changes occur with respect to the circumstances under which the project is undertaken which will require major revisions of the previous EIR due to the involvement of new significant effects or a substantial increase in the severity of previously identified significant effects; or iii. New information has come to light showing new impacts, substantially more severe impacts, that mitigation measures or alternatives previously found to be infeasible would actually be feasible, or that mitigation measures or alternatives previously not identified would reduce impacts. This is also consistent with CEQA Guidelines section 15152(f), which the Appellant incorrectly claims prohibits use of addenda when the original EIR is a Program EIR. Section 15152(f) states, "A later EIR shall be required when the initial study or other analysis finds that the later project may cause significant effects on the environment that were not adequately addressed in the prior EIR." For the subject project, the "other analysis" (including technical studies and the text of the Addendum) found that no additional significant effects would occur beyond those already addressed in the 2010 EIR. An addendum is therefore the appropriate CEQA document. Resolution No. 2020-xx Page 3 of 7 75C-314 II. That the City has complied with the Housing Opportunity Ordinance (HOO) requirements. The HOO does not apply to the project because the project does not exceed the residential density permitted in the General Plan. As recently amended, the HOO only applies when a project requires a General Plan Amendment. The Appellant's comment letter cites to an outdated and superseded version of Section 41-1902(b)(1). The HOO was amended on September 1, 2020, and the comment letter does not reflect the amended language. While previously, Section 41-1902(b)(1) applied the HOO to any project that exceeded the maximum density permitted by zoning, the recent amendments remove this reference. As amended, the HOO now only applies when a residential project proposes a residential density above the General Plan permitted density. The 4th and Mortimer Mixed -Use Development project is consistent with the General Plan. No General Plan Amendment is required for the Project. The Project seeks only a zone change, on only a portion of the project site. No density allowance above that currently permitted by the site's General Plan designation is proposed. Therefore, the HOO does not apply. III. The Planning Commission did not abuse its discretion and did consider comments submitted by Lozeau Drury, LLP, on behalf of SAFER. The Planning Commission considered Mr. Drury's public comment and received input from the City Attorney and the City's environmental consultant regarding the whether the addendum prepared for the project was the appropriate document. Both the City Attorney and the consultant were confident that no subsequent CEQA analysis was required for the project other than the addendum which was prepared. Again, this was based on the fact that the technical studies evidenced that an EIR Addendum to the previously -certified 2010 EIR was the appropriate CEQA document to evaluate and disclose the project's impacts. Therefore, the Planning Commission did consider Mr. Drury's comments and concerns but agreed with staffs recommendation that the addendum was the appropriate environmental document. Section 2. The City Council, after hearing, considering and weighing all evidence in the record presented on behalf of all parties and being fully informed of the application, the Planning Commission's decision, and the appeal, hereby finds and determines that the Planning Commission's decision was not made in error, that the Planning Commission's decision was not an abuse of discretion by the Planning Commission and that the Planning Commission's decision was supported by substantial evidence in the record. Section 3. In accordance with the California Environmental Quality Act (CEQA), the Planning Commission of the City of Santa Ana hereby finds, determines, and declares as follows: Resolution No. 2020-xx Page 4 of 7 75C-315 Based on the substantial evidence set forth in the record, including but not limited to the Environmental Impact Report (EIR) for the Transit Zoning Code Project (SCH NO. 2006071100) and the 2020 4'h and Mortimer Mixed -Use Development EIR Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject properties, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: A. The project does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. B. There is not a substantial change with respect to the circumstances under which the project will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. C. New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. Further, the City Council finds that, pursuant to State CEQA Guidelines Section 15164, only minor changes or additions to the 2010 EIR are necessary to address the proposed project. In making this finding, the City Council has considered both the Addendum and the certified, final 2010 EIR. Section 4. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or Resolution No. 2020-xx Page 5 of 7 75C-316 any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 5. The City Council of the City of Santa Ana hereby denies Appeal Application No. 2020-02, thereby upholding the Planning Commission's approval of an Addendum to the Environmental Impact Report (EIR) for the Transit Zoning Code Project (SCH NO. 2006071100), mitigation monitoring and reporting program, Site Plan Review No. 2020-03 as conditioned, and Variance No. 2020-06 as conditioned. This decision is based upon the evidence submitted at the abovesaid hearing, which includes, but is not limited to: the Request for City Council Action dated December 1, 2020, and exhibits attached thereto, and the public testimony, written and oral, all of which are incorporated herein by this reference. ADOPTED this day of 2020. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: � C - Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Resolution No. 2020-xa Page 6 of 7 75C-317 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 2020. Date: Clerk of the Council Resolution No. 2020-xx Page 7 of 7 75C-318 EXHIBIT 5 LS 12.1.20 RESOLUTION N0, 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR AMENDMENT APPLICATION NO. 2020-04 AND ADOPTION OF A MITIGATION MONITORING AND REPORTING PROGRAM FOR THE 4TH AND MORTIMER MIXED -USE DEVELOPMENT PROJECT LOCATED AT 409 AND 509 EAST FOURTH STREET WHEREAS, Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate (hereinafter referred to as "Applicant'), is requesting approval of Amendment Application No. 2020-04, as conditioned, to allow the construction of a new mixed -use residential and commercial development consisting of 169 residential rental units and 11,361 square feet of commercial space at 409 and 509 East Fourth Street; and WHEREAS, the subject property contains 2.715 acres at two separate but adjacent sites at 409 and 509 East Fourth Street, currently developed with a commercial building (Northgate Gonzalez Market), surface parking lot, and vacant buildings and parcels; and WHEREAS, the Transit Zoning Code was adopted in 2010 as a result of interest in developing transit -oriented mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices; and WHEREAS, the City Council of the City of Santa Ana certified the Environmental Impact Report (SCH No. 2006071100) and adopted a mitigation monitoring and reporting program for the Transit Zoning Code, which allows a mixture of residential, commercial, and limited industrial land uses; and WHEREAS, the entitlements sought for the proposed mixed -use development project include a Site Plan Review application, Variance application, and an Amendment Application; and WHEREAS, in 2010, the City Council certified the Final Environmental Impact Report ("2010 EIR") for the Transit Zoning Code Project ("Originally Approved Plan"), Resolution No. 2020-xx Page 1 of 8 75C-319 which analyzed the potentially significant environmental impacts of a mixed -use plan area consisting of new residential, commercial, and industrial development; and WHEREAS, pursuant to the 2010 EIR, the subject site may be developed with a mixed -use development consisting of residential and commercial land uses; and WHEREAS, when compared against the Originally Approved Plan, the proposed mixed -use development will not result in any new or intensified significant impacts; and WHEREAS, pursuant to the California Environmental Quality Act (Public Resources Code section 21000 et seq.) ("CEQA") and the State CEQA Guidelines (14 Cal. Code Regs. 15000 et seq.), the City is the Lead Agency for the proposed development; and WHEREAS, pursuant to CEQA, when taking subsequent discretionary actions in furtherance of a project for which an EIR has already been certified, the Lead Agency is prohibited from requiring a subsequent or supplemental EIR unless at least one of the circumstances identified in Public Resources Code section 21166 or State CEQA Guidelines section 15162 are present; and WHEREAS, City staff has evaluated the proposed project and considered whether, in light of the impacts associated with its development, any supplemental or subsequent environmental review is required pursuant to Public Resources Code section 21166 or State CEQA Guidelines section 15162; and WHEREAS, the analysis contained in the 4th and Mortimer Mixed -Use Development project's EIR Addendum ("2020 Addendum") concludes that none of the circumstances described in Public Resources Code section 21166 or State CEQA Guidelines section 15162 have occurred, and thus no supplemental or subsequent EIR is required; and WHEREAS, the proposed Project is within a transit priority area (TPA) as defined by Public Resources Code (PRC) Section 21099(a)(7). A TPA is an area within one-half mile of a major transit stop that is existing (or planned under certain conditions). A major transit stop includes the intersection of two or more major bus routes with a frequency of service interval of 15 minutes or less during the morning and afternoon peak commute periods (PRC § 21064.3). The Project site is within 0.5 miles of the intersection of Bus Routes 53, 55, 64, 83, 206 and 462 with transit stops located throughout Main Street, Civic Center Drive, Fifth Street, Santa Ana Boulevard and First Street. Furthermore, the Santa Ana Metrolink Station and Santa Ana Regional Transportation Center is located less than 0.5 miles to the east at Santa Ana Boulevard and Santiago Street. The transit frequency at the stops along Main Street and First Street is every 15-minutes during the morning and afternoon peak commute periods and therefore qualifies as a high -quality transit corridor. Lastly, the project is located within a 0.5 miles of a high -quality transit corridor (routes along Main Street and First Street), plus the future OC Streetcar, which would further enhance mobility throughout Downtown Santa Ana, beyond the current Resolution No. 2020-xx Page 2 of 8 75C-320 transit opportunities that are now availability. Therefore, under SB 743, aesthetic and parking impacts cannot be considered a significant impact within TPA's; and WHEREAS, on October 12, 2020 at a duly noticed public hearing, the Planning Commission considered the 2020 EIR Addendum for Site Plan Review No. 2020-03 and Variance No. 2020-06 when recommending that the City Council approve the Project; and WHEREAS, on December 1, 2020 at a duly noticed public hearing, the City Council considered the 2020 EIR Addendum for Amendment Application No. 2020-04; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: SECTION 1. The above recitals are true and correct and incorporated herein by reference. SECTION 2. State CEQA Guidelines section 15164 requires lead agencies to prepare an addendum to a previously certified EIR if some changes or additions to the project are necessary, but none of the conditions requiring preparation of a subsequent EIR are present. The City Council has reviewed and considered the 2010 EIR and the 2020 Addendum, and finds that these documents taken together contain a complete and accurate reporting of all of the potential environmental impacts associated with the proposed development. The City Council further finds that the 2020 Addendum has been completed in compliance with CEQA and the State CEQA Guidelines. The City Council further finds and determines that the EIR Addendum reflects the City's independent judgment. SECTION 3. Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2020 Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject property, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: (a) The proposed development does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. (b) There is not a substantial change with respect to the circumstances under which the proposed development will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant Resolution No. 2020-xx Page 3 of 8 75C-321 environmental effects or a substantial increase in the severity of the previously identified significant effects. (c) New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. The City Council further finds that, pursuant to State CEQA Guidelines section 15164, only minor changes or additions to the 2010 EIR are necessary to address the proposed project. In making this finding, the City Council has considered both the Addendum and the certified, final EIR. SECTION 4. The City Council hereby finds that mitigation measures identified in the 2010 EIR remain applicable to the Transit Zoning Code, with exception of mitigation measure MM4.4-1(a) as part of the Cultural Resources which has been revised after consultation with California Native American Tribes. These findings are described more specifically in the Mitigation Monitoring and Reporting Program ("MMRP") attached hereto as Exhibit A. The City Council therefore hereby adopts those mitigation measures identified as remaining applicable to the Transit Zoning Code, through the MMRP attached hereto and incorporated herein as Exhibit A. SECTION 5. The City Council hereby approves and adopts the 2020 4th and Mortimer Mixed -Use Development EIR Addendum related to Amendment Application No. 2020, attached hereto and incorporated herein as Exhibit B. SECTION 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by Resolution No. 2020-xx Page 4 of 8 75C-322 the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. SECTION 7. The City Council directs staff to prepare, execute and file a CEQA Notice of Determination with the Orange County Clerk's Office within five working days of the City Council approval of Amendment Application No. 2020 for the 4th and Mortimer Mixed -Use Development Project. SECTION 8. The 2010 EIR and the 2020 EIR Addendum, and any other documents and materials that constitute the record of proceedings upon which these findings have been based are on file, are incorporated herein by reference and are available for public review at Santa Ana City Hall, Planning and Building Agency, M20, 20 Civic Center Plaza, Santa Ana, California 92701. The custodian of these records is Daisy Gomez, City Clerk for the City. SECTION 9. 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 day of 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By; �-- �_ C 4G�__ Lisa E. Storck Assistant City Attorney Miguel A. Pulido Mayor Resolution No. 2020-xx Page 5 of 8 75C-323 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the City Council of the City of Santa Ana on , 2020. Date: Clerk of the Council City of Santa Ana Resolution No. 2020-xx Page 6 of 8 75C-324 EXHIBIT A MITIGATION MONITORING AND REPORTING PROGRAM The Mitigation Monitoring and Reporting Program (MMRP) is available online at: https://www.santa-ana.orq/pb/planning-division/major-planning-projects-and-monthly- development-project-reports/4th-and Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-325 EXHIBIT B 4T" AND MORTIMER EIR ADDENDUM The 4th and Mortimer Mixed -Use Development Project EIR Addendum and Technical Appendices are available online at: https://www.santa-ana.orq/pb/planning-division/major-planning-projects-and- monthly-development-project-reports/4th-and Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-326 EXHIBIT 6 LS 10.12.20 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL APPROVING AMENDMENT APPLICATION NO. 2020-04 MODIFYING THE SUB -ZONING DESIGNATION OF THE PROPERTIES LOCATED AT 501, 507, 509, 515, AND 519 EAST FOURTH STREET AND THOSE AT 502, 506, 510, 514, 520 EAST FIFTH STREET FROM SPECIFIC DEVELOPMENT NO. 84, URBAN NEIGHBORHOOD 2 (UN-2) SUB -ZONE, TO THE URBAN CENTER (UC) SUB -ZONE 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: WHEREAS, Chapter 41, Article 1, Division 1, Section 41-1 of the Municipal Code establishes the necessity of businesses, trades and industries; regulating t regulation; the location, height, bulk and size yards and open space; the City is divided into and area as may be considered best suited tc for their enforcement; and Santa Ana segregating the location of residences, he use of buildings, structures, and land of buildings and structures, the size of land -use districts of such number, shape carry out these regulations and provide WHEREAS, the regulations are considered necessary in order to: encourage the most appropriate use of land, conserve and stabilize property value, provide adequate open spaces for light and air and to prevent and fight fires, prevent undue concentration of population, lessen congestion on streets and highways, and promote the health, safety and general welfare of the people, all as part of the general plan of the City; and WHEREAS, the City of Santa Ana has adopted a zoning map which has since been amended from time to time; and WHEREAS, Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate (hereinafter referred to as "Applicant"), seeks to develop the 4th and Mortimer Mixed -use Development Project ("proposed Project'), on a 1.423-acre site at 409 East Fourth Street and a 1.292-acre site at 501, 507, 509, 515, and 519 East Fourth Street and 502, 506, 510, 514, 520 East Fifth Street (collectively referred to as "509 East Fourth Street") in Santa Ana, California ("Project Site"); and WHEREAS, during the City's entitlement and environmental review process, and in response to comments and concerns raised by the City and public, the Applicant has proposed the subject mixed -use Project; and Ordinance No. NS-XXXX Page 1 75C-327 WHEREAS, the entire Project as currently proposed entails, among other things, (1) demolition of an existing commercial grocery market, surface parking lot, an existing commercial auto building, and ancillary structures on the Project Site; (2) redevelopment of the Project Site with a residential and commercial mixed -use development consisting mixed -use residential and commercial development consisting of two separate buildings located on two development sites at 409 (Site A) and 509 (Site B) East Fourth Street, with up to 169 residential rental units, 11,361 square feet of commercial space, 422 on -site parking spaces, and onsite landscaping and amenities; (3) approval of Site Plan Review No. 2020-03 to allow the construction of two structures over four stories in height; (4) approval of Variance No. 2020-06 to allow an increase in the allowable building size and massing for Site B; and (5) approval of Amendment Application (AA) No. 2020-04, which would change the zoning of Site B from Specific Development No. 84, Urban Neighborhood 2 (UN-2) sub -zone, to the Urban Center (UC) sub -zone; and WHEREAS, the requested Amendment Application would modify the zoning designation of Site B from Specific Development No, 84, Urban Neighborhood 2 (UN-2) sub -zone, to Specific Development No. 84, Urban Center (UC) to facilitate the construction of the proposed Project; and WHEREAS, in accordance with the California Environmental Quality Act (CEQA), the City Council of the City of Santa Ana hereby finds, determines, and declares as follows: Based on the substantial evidence set forth in the record, including but not limited to the Environmental Impact Report (EIR) for the Transit Zoning Code Project (SCH NO. 2006071100) and the 2020 41h and Mortimer Mixed -Use Development EIR Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject properties, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: A. The project does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. B. There is not a substantial change with respect to the circumstances under which the project will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. C. New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant Ordinance No. NS-XXXX Page 2 75C-328 effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. WHEREAS, the 2020 4th and Mortimer Mixed -Use Development EIR Addendum analyzed the impacts related to the proposed amendment to the zoning map and Specific Development No. 84; and WHEREAS, on October 12, 2020, the Planning Commission conducted a duly noticed public hearing to consider the 2020 4th and Mortimer Mixed -Use Development EIR Addendum, Site Plan Review No. 2020-03, Variance No. 2020-06, and Amendment Application No. 2020-04 described above. After hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission voted to recommend that the City Council adopt a resolution approving an Addendum to the EIR for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04, and to adopt an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). WHEREAS, on December 1, 2020, the City Council conducted a duly noticed public hearing to consider the 2020 4th and Mortimer Mixed -Use Development EIR Addendum and Amendment Application No. 2020-04 and at which hearing members of the public were afforded an opportunity to comment upon the Project. After hearing all relevant testimony from staff, the public and the City's consultant team, the City Council voted to adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04, and to adopt an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND, AND ORDER AS FOLLOWS: SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT: The City Council has reviewed and approved an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04. SECTION 3. AMENDMENT APPLICATION: The Amendment Application consists of amendments to the zoning map changing the zoning of Site B from Specific Development No. 84, Urban Neighborhood 2 (UN-2) sub -zone, to the Urban Center Ordinance No. NS-XXXX Page 3 75C-329 (UC) sub -zone, as shown in Exhibit A and Exhibit B respectively, attached hereto and incorporated herein by reference. SECTION 4. LOCATION OF DOCUMENTS: The Amendment Application, Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and all supporting documents are online, on file and available for public review at Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana, California 92702, SECTION 5. GENERAL PLAN CONSISTENCY: The City Council hereby finds that the proposed Amendment Application is compatible with the objectives, policies, and general plan land use programs in that: A. The proposed Amendment Application will not adversely affect the public health, safety, and welfare in that the Amendment Application will not result in incompatible land uses on adjacent properties, inconsistencies with any General Plan goals or policies, or adverse impacts to the environment. B. The amendment application to change the zoning designation of Site B from Specific Development No. 84, Urban Neighborhood 2 (UN-2) sub -zone, to the Urban Center (UC) sub -zone is consistent with Santa Ana Municipal Code section 41-593.1 for the following reasons: (1) Protecting and enhancing the value of properties by encouraging the use of good design principles and concepts, as related to the division of property, site planning and individual improvements with full recognition of the significance and effect they have on the proper planning and development of adjacent and nearby properties. The project's site plan has been designed to integrate the project site into the surrounding community. Both parking garages will provide vehicular gates separating available commercial parking spaces (e.g., guest, commercial, employee, etc.) from the residential parking areas. Vehicular access will be provided from Fifth Street by one right -turn only driveway west of Mortimer Street and one full access driveway east of Mortimer Street. The on -site circulation would provide safe access for vehicle -pedestrian traffic and the driveway would provide sufficient throating such that access to parking spaces is not impacted by internal vehicle queuing/stacking. Pedestrian access points would be provided by residential lobbies access along French and Mortimer Street. These access points have been designed to ensure the safety of residents and visitors of the project site, as well as commuters, employees, and residents of the surrounding community. (2) Encouraging, securing and maintaining the orderly and harmonious appearance, attractiveness and aesthetic development of structures Ordinance No. NS-XXXX Page 4 75C-330 and grounds in order that the most appropriate use and value thereof be determined and protected. Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. Each site has its own unique architectural vernacular defined by scale, facade articulation, roof forms, materials, and detailing. Both of these blocks are designed in closely related and established California Contemporary architectural style, which complements the neighborhood in which the development is located. The overall development will feature amenities commonly found at other upscale mixed -use developments in the region. These include a large courtyard with pool, spa, clubroom, fitness room, and landscaping in the center of Site A; a roof terrace on the 7th floor of Site A, overlooking Fourth and French streets; a leasing office and lounge in Site A; a bike locker in Site A; and a ground - floor lobby and resident amenity area in Site B. In addition, the project features private open space/decks for 59 units on Site A and 48 on Site B. The two -block project will be built and is conditioned to be managed as a single community and all amenities will be accessible to residents from either site. (3) Providing a method whereby specific development plans are to be based on the general plan as well as other regulations, programs, and legislation as may, in the judgment of the city, be required for the systematic execution of the general plan. The project site has a General Plan designation of District Center on Site A and Urban Neighborhood on Site B. The District Center -Downtown District and Urban Neighborhood land use designation accommodates high-rise office, commercial, and mixed -use residential uses with an emphasis on streets that accommodate all modes of transportation for this land use designation. The allowable floor area ratio (FAR) for District Center and Urban Neighborhood land use designation would be a maximum of 3.0 and 1.80, respectively. The proposed project would include construction of two new buildings, one of which would be seven stories in height with an FAR of 2.4 (Site A) and one that would be five stories in height with an FAR of 1.8 (Site B), consistent with the allowable FAR as part of the General Plan. Furthermore, the project is consistent with several goals and policies of the General Plan, including the Economic Ordinance No. NS-XXXX Page 5 75C-331 Development Element and Land Use Element. Land Use Element Goal 1 promotes a balance of land uses to address basic community needs. Policy 1.1 promotes medium density housing in and around the downtown area and Policy 1.2 supports high density residential development within the City's District Centers as a part of a mixed use development. The project will involve construction of a mixed -use residential and commercial building on Site A with a density of 69.6 du/ac, and a multi -family residential building on Site B with a density of 54.2 dufac, on two adjacent city blocks in downtown, within the Transit Zoning Code area. Therefore, the Project will be consistent with the General Plan Land Use Element. 4) Recognizing the interdependence of land values and aesthetics and providing a method to implement this interdependence in order to maintain the values of surrounding properties and improvements and encouraging excellence of property development, compatible with the general plan for, and character of, the city, with due regard for the public and private interests involved. The project is consistent with the Land Use Element Goal 2 which promotes land uses that enhance the City's economic and fiscal viability. Policy 2.7 support projects that contribute to the redevelopment and revitalization of the central City urban areas. The development proposes to redevelop to City blocks currently occupied by a commercial building, surface parking lot, and vacant and unimproved buildings and parcels. Policy 2.10 supports new development that is harmonious in scale and character with existing development in the area. Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. The mixture of land uses on the project site, including residential, commercial, and open space, will contribute to the formation a dynamic downtown core. The commercial and open space components will serve both residents and visitors of the project site, as well as the large daytime employee population working in the project site's immediate vicinity. (5) Ensuring that the public benefits derived from expenditures of public funds for improvements and beautification of streets and public facilities shall be protected by exercise of reasonable controls over the character and design of private buildings, structures and open spaces. The project is consistent with Economic Development Element Goal 2 maintains and enhances the diversity of the City's economic base. Policy 2.3 encourages the development of Ordinance No. NS-XXXX Page 6 75C-332 mutually beneficial and supportive business clusters within the community. The construction of this project will contribute toward an economically balanced community by providing housing and commercial retail opportunities (e.g., restaurant, retail sales, etc.) for different demographics in an area rich with employment opportunities, commercial development, and market -rate housing. In addition, a fiscal and economic impact analysis estimates that the proposed development will result net positive fiscal impacts to the City, the Business Improvement District, and over 800 new temporary or permanent jobs. Specifically, the analysis estimates $5.4 million net new General Fund revenues associated with the project over a 25-year period. The mixed -use development will utilize existing water, sewer, and drainage infrastructure and will not result in the expansion of infrastructure. In addition, the Project will not result in the need for expansion of new or altered police or fire facilities. SECTION 6. INDEMNIFICATION. A. General Indemnification. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. B. Further Indemnification. Within five (5) days of receipt of a referendum petition by the City, Applicant shall deposit Fifty Thousand Dollars ($50,000) ("Referendum Deposit") with the City. City may use the funds to pay any and all costs associated with said referendum measure. If at any time the Referendum Deposit account has Five Thousand Dollars ($5,000) or less remaining, Applicant shall, within Ordinance No. NS-XXXX Page 7 75C-333 three (3) days of receiving notice from the City, deposit with the City additional funds as requested by the City to cover all costs and expenses associated with processing the referendum and holding the related election. Following certification of the election results, any funds remaining in the Referendum Deposit account shall be returned to the Applicant. SECTION 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance 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 8. CITY COUNCIL ACTIONS: The City Council hereby takes the following actions: 1. The City Council hereby adopts an Ordinance approving Amendment Application No. 2020-04 as follows: A. Subject to compliance with the approved Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adopted mitigation monitoring and reporting program for Amendment Application No. 2020-04, the properties at 501, 507, 509, 515, and 519 East Fourth Street and 502, 506, 510, 514, 520 East Fifth Street shall be amended to Specific Development No. 84 Urban Center (UC) sub -zone as set forth in Exhibit A and Exhibit B, attached hereto and incorporated herein by reference. B. The Amendment Application shall not take effect unless and until the Planning Commission reviews and approved the EIR Addendum, Environmental Review No. 2018-113, Variance No. 2020-06 and Site Plan Review No. 2020-03, and the City Council reviews and approves the EIR Addendum, Environmental Review No. 2018-113 for the subject project. SECTION 9. EXECUTION OF ORDINANCE. The Mayor shall sign this Ordinance and the Clerk of the Council shall attest and certify to the adoption thereof. ADOPTED this day of 2020. Miguel A. Pulido Mayor Ordinance No, NS-XXXX Page 8 75C-334 APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: &'/ , C C Lisa E. Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Daisy Gomez Clerk of the Council City of Santa Ana Ordinance No. NS-XXXX Page 9 75C-335 EXHIBIT 7 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: OCTOBER 12, 2020 TITLE: PUBLIC HEARING — ENVIRONMENTAL REVIEW NO. 2018-13, SITE PLAN REVIEW NO. 2020-03, VARIANCE NO.2020-06 AND AMENDMENT APPLICATION NO.2020- 04 TO ALLOW CONSTRUCTION OF A NEW MIXED -USE DEVELOPMENT AT 409 AND 509 EAST FOURTH STREET Prepared by Pedro Gomez, AICP PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED ❑ Applicant's Request ❑ Staff Recommendation CONTINUED TO 0 r Executive Director Planning Ma age RECOMMENDED ACTION 1. Adopt a resolution approving Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Site Plan Review No. 2020-03 and Variance No. 2020-06. 2. Adopt a resolution approving Site Plan Review No. 2020-03 for anew mixed -use development project over four stories in height as conditioned. 3. Adopt a resolution approving Variance No. 2020-06 for an increase in the allowable building size and massing as conditioned. 4. Recommend that the City Council: a. Adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04. b. Adopt an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). Executive Summary Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate, is requesting approval of multiple entitlements to facilitate construction of a new mixed -use community on two City blocks located at 409 East Fourth Street (Site A) and 509 East Fourth Street (Site B). Specifically, the applicant is requesting approval of an addendum to the Environmental Impact Report for the Transit Zoning Code (TZC), as well as a site plan review (SPR) to allow construction of two buildings over four stories in height, a variance to allow a reduction in required massing standards, 75C-336 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 2 and an amendment application (AA) to amend the designation on various parcels from the Urban Neighborhood 2 (UN-2) subzone to the Urban Center (UC) subzone. The project would contain a total of 169 residential rental units and 11,361 square feet of commercial space. Staff is recommending approval of the applicant's request due to the project's satisfaction of meeting the intent of the TZC to promote a pedestrian -oriented environment with a mix of land uses, facilitating the redevelopment of underutilized land, encouraging increased employment opportunities within the City, the generation of additional property and sales taxes, and because the project will provide additional high -quality housing stock. Table 1: Proiect and Location Information d Project Address 409 East Fourth Street and 509 East Fourth Street Nearest Intersection Fourth and French streets and Fourth and Mortimer streets General Plan Designation Site A — District Center (DC) Site B — Urban Neighborhood UN Zoning Designation Transit Zoning Code (Specific Development No. 84), Downtown subzone Site A and Urban Neighborhood 2 subzone Site B Surrounding Land Uses Commercial, Single- and Multi -Family (North) Commercial and Single -Family (East) Commercial and Multi -Family South Commercial and Parkin (West) Site Size 2.715 acres combined Site A: 1.423; Site B: 1.292 acres) Existing Site Development Site A contains a commercial building (Northgate Gonzalez Market) and a surface parkin lot; Site B contains vacant buildings and parcels. Use Permissions Mixed -use projects are permitted by Section 41-2006 and Section 41- 2007 of the SAMC. Zoning Code Sections Affected Uses Table 2A, SAMC Sec. 41-2007. SPR required pursuant to SAMC Sec. 41-2007; Development Standards Transit Zoning Code, SAMC Sec. 41-2011, 41-2012 and 41-2023 Proiect Description The project includes demolition of an existing Northgate Gonzalez Market and surface parking lot at 409 East Fourth Street (Site A) as well as the demolition of an existing commercial automobile service building and ancillary structures at 509 East Fourth Street. The existing commercial facility, Ming's Auto Repair, located at the northeast corner of Fourth and Mortimer streets (501 East Fourth Street), is not part of the proposed project and will remain. Once the onsite buildings are demolished and the sites are cleared, the applicant proposes to construct a mixed -use community on two development sites, Site A and Site B, containing 169 residential units, 11,361 square feet of leasable commercial area, and 422 onsite parking spaces. Table 2 on the following page provides a summary of the proposed project. 75C-337 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 3 Table 2: Project Summary Site Area 1.423 acres 1.292 acres 2.715 acres Residential 99 units 70 units 169 units Amenities/Leasing Office 8,075 S.F. None 8,075 S.F. Retail 11,361 S.F. None 11,361 S.F. Public/Common Open Space 15,345 S.F. 13,233 S.F. 28,578 S.F. Private Open Space 8,428 S.F. 2,832 S.F. 11,260 S.F. Parking 230 stalls 192 stalls 422 stalls Residential and Commercial Components Site A will contain a mixed -use commercial/residential structure with 99 residential units, a 3,847- square-foot tenant suite designed for an eating establishment, 7,514 square feet of retail space, a resident and leasing lobby, site amenities, a bicycle storage room, and a four -and -a -half story, aboveground parking garage with 230 parking spaces. The building frontage along Fourth Street, and the intersections of Fourth and French street and Fourth and Mortimer streets, would be seven -stories in height. The building would be five -stories in height along the French Street and Mortimer Street frontages. The proposed suite designed for an eating establishment would be located on the ground floor at the corner of Fourth and French street and is designed to allow both indoor and outdoor dining. Also fronting Fourth Street is the retail space and leasing office. The four -and -a -half story parking garage would be located at the intersection of French and Fifth streets and will be accessed from Fifth Street. Resident amenities will include a large pool, courtyard, and residential amenities on the third level, and a rooftop deck on the seventh floor overlooking Fourth Street. A total of 23,773 square feet of open space, including 8,428 square feet of private open space and 15,345 square feet of common open space will be included. . Site B is designed to be residential only and will contain 70 units and a four-story, aboveground parking garage with 192 onsite parking spaces. The residential building will be accessed from a lobby on Mortimer Street and would be five stories in height across the site. Along the Fourth Street frontage, Site B would include a courtyard and residential units. The four-story parking garage would be located at the corner of Fifth and Minter streets and will be accessed from Fifth Street. Site B includes 16,065 square feet of open space, including 2,832 square feet of private open space and 13,233 square feet of common open space. Of the development's 169 units, 21 will be studios (12.5 percent), 38 will be one -bedroom (22.5 percent), 66 will be two -bedroom (39 percent), 9 will be three -bedroom (5 percent), and 35 will be four -bedroom units (21 percent). Units will range from 458 to 529 square feet for the studio units, 650 to 739 square feet for the one -bedroom units, 938 to 1,185 square feet for the two -bedroom 75C-338 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 4 units, 961 to 1,237 square feet for the three -bedroom units, and 1,325 to 1,520 square feet for the four -bedroom units. All units will contain full kitchens, bedrooms, bathrooms, in -unit washer and dryers, and living/dining areas. Architecture and Amenities Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. The design's primary objective is to complement and expand the energy and character of downtown by taking cues from its urban scale and historic character. The ground floor of Building A is designed in the Main Street Commercial architectural style, consistent with identifiable patterns typical of downtown buildings. Building B's purely residential design complements the existing multi -family developments along Fourth Street. A landscape buffer is provided for each site creating a transitional space between the top of the structure and the street level while also providing screening at the lower level of the garages adjacent to the single-family residences. In addition, the building's architecture is designed to lessen the massing of the project with its elevations featuring articulation, multiple volumes, and varied architectural styles to mimic the appearance of multiple buildings. The building's varied height from five -stories to seven -stories generates a smooth transition from the higher -density character of the intersection of Fourth and French street to the lower -density character of the single-family residences to the north and to the east. Each site has its own unique architectural vernacular defined by scale, facade articulation, roof forms, materials, and detailing. A variety of window dimensions are provided where appropriate while the header/sill trim details vary between both sites. Varied material/color palettes are featured on both buildings, in addition to varied window recesses and decorative elements. While color palette is varied across both sites, care has been taken to provide a unified look to correspond to the surrounding buildings. Both structures feature durable brick veneer, glass, smooth stucco finishes, metal awnings, and textured blocks/panels. Lastly, the building will feature prominent artwork/murals across both sites. To ensure that the art is reflective of Santa Ana and is a positive cultural impact on the surrounding neighborhood, staff included a condition of approval that requires the applicant to coordinate with the City's Art and Culture Office and submit a Public Art Plan to the Planning Division for review and approval. The development will feature amenities commonly found at other upscale mixed -use developments in the region. These include a large courtyard with a pool, spa, clubroom, fitness room, and landscaping in the center of Site A; a roof terrace on the seventh floor of Site A, overlooking Fourth and French streets; a leasing office and lounge in Site A; a bike locker in Site A; and a ground -floor lobby and resident amenity area in Site B. In addition, the project features private open space/decks for 59 units on Site A and 48 units on Site B. Conditions of approval have been added to ensure the two -block project will be built and managed as a single community and all amenities will be accessible to residents from either site. 75C-339 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 5 Proiect and Site Backaround The Transit Zoning Code (TZC) was adopted in July 2010 and provides a framework for mixed -use, residential, commercial, and limited industrial activities in a large section of central Santa Ana loosely bound by Flower Street, the Santa Ana (1-5) Freeway, Civic Center Drive, Grand Avenue, and First Street. The plan area contains six subzones that allow various types and ranges of intensity, as well as two industrial overlay districts where industrial uses in place at the time of the code's adoption are allowed to continue. The Downtown subzone in which the project is proposed (Site A) and the Urban Center (proposed subzone for Site B) allow a variety of mixed -use developments that are intended to contribute to creating a dynamic, transit -oriented area for residents, business owners, and visitors, and to lessen the need for automobile dependence. Amendments to the TZC in July 2019 modernized certain sections of the code and furthered the goals and vision of the plan area. Site A (409 East Fourth Street) is currently improved with a single -story commercial building approximately 14,000 square feet in size, operating as a grocery store (Northgate Gonzalez Market). The store was constructed between 1995. and 1996. In 1906, Site A was occupied by uses such as single-family dwellings, a religious institution, and a telegraph office. Between 1949 and 1963, the site was occupied by uses such as agricultural and auto storage, manufacturing (e.g., mattress production and neon signs), motorcycle repairs, and upholstering and printing. Site B (509-515 East Fourth Street) is improved with a vacant single -story, commercial building built in 1921 and approximately 11,000 square feet in size, spanning two parcels and which last operated as Munoz Auto Repair & Tire Service. By 1949, many of the single-family dwellings had been demolished on the site and replaced with larger industrial and or commercial buildings. Aside from the period between 1932 and1939 when the site was a partially used as a grain/feed supply, Site B primarily functioned in an auto -related capacity from 1923 to 1972. La Opinion Daily Newspaper/La Opinion Periodical, a Spanish -language newspaper, appears to have been associated with the property for a short period in the early 1980s. In August 2018, the applicant submitted the proposed mixed -use development, which was one of the first major mixed -use developments proposed in Downtown Santa Ana since the TZC was adopted in 2010. Since submitting the application, the applicant has met with nearby neighborhood associations, business leaders, and other interested parties. A full list of neighborhood outreach efforts and details on the Sunshine Ordinance community meeting is provided in Table 3 of this report. Analysis of the Issues Section 41-2005 of the SAMC requires developments proposing over four stories in height to apply for a Site Plan Review (SPR) with the Planning Commission. As the buildings in the proposed development contain five and seven stories, approval of a SPR application is required by the Planning Commission. Furthermore, pursuant to SAMC Section 41-638, the Planning Commission is authorized to review and approve variances from the provisions of the Municipal Code when it appears that findings in compliance with section 41-638 (a)(2) of the SAMC have been established. Since the project requires approval of a variance for an increase in the allowable building size and 75C-340 SPR No..2020-03/ VAR No. 2020-06/AA No. 2020-04 — 411 and Mortimer Mixed -Use Development October 12, 2020 Page 6 massing standards for Site B, review and approval is required by the Planning Commission. Lastly, Section 41-664 of the SAMC requires a public hearing for the proposed amendment application to be reviewed by the Planning Commission and the City Council, with the Planning Commission as a recommending body and the City Council as the approving body. Since the project is seeking approval of an amendment application for a zone change on Site B to change the subzone from UN- 2 to the Urban Center (UC), review and approval of an amendment application is required by the Planning Commission and City Council. Amendment Application The proposed project includes construction of two new Lined Block buildings, one of which would be a maximum of seven stories in height with a floor area ratio (FAR) of 2.4 (Site A) and one that would be five stories in height with an FAR of 1.8 (Site B). However, the UN-2 subzone does not include Lined Block buildings as a permitted building type. Therefore, the project would require an amendment application for a zone change on Site B from the UN-2 subzone to the Urban Center (UC) subzone. The UC subzone was selected in order to maintain aesthetic consistency with the proposed building on Site A. In addition, under the current UN-2 subzone, residential buildings with densities of up to 50 dwelling units per acre (DU/acre) are permitted. The proposed project on Site B involves development of a residential building with a density of approximately 54 DU/acre, which represents a slightly higher intensity use than the UN-2 subzone allowable density range of no more than 50 DU/acre. However, Site B is surrounded by properties with higher intensity developments that are zoned DT and UC to the west and south. In addition, a review of the existing TZC map seen in Exhibit 12 demonstrates that it is was the original intent of the TZC to place UC subzones as both a buffer and a transition between the uses permitted in the high density Downtown (DT) subzone and the less intense UN-2 neighborhoods surrounding it. While the adopted TZC allowed for the integration of new infill development into existing neighborhoods, reuse of existing buildings, and creation of new mixed use and transit -oriented development, it intended to transition the subzones with higher allowable densities to those that permitted lower density ranges. With the exception of Site B, all of the adjacent DT subzone parcels are surrounded by UC subzone parcels. The proposed change to the UC designation would be consistent with the existing adjacent parcels that surround the DT subzone. Although the TZC provides for a mixture of development types situated within walking distance of many modes of transit (e.g., public transit, pedestrian, cyclists and automobiles), it did not contemplate the precise route of the OC Streetcar at the time of its adoption in 2010. An eastbound segment of the streetcar runs along the project site along Fourth Street with a stop immediately adjacent to the project at Fourth and French streets. The streetcar then proceeds northbound one block to Mortimer Street, bisecting the two project sites and advancing to Santa Ana Boulevard towards the Santa Ana Regional Transportation Center. As a gateway project along the streetcar line, the UC subzone facilitates a design that better reflects a sense of downtown and builds upon allowable planning and architectural intensities, affirmatively addressing the pedestrian orientation at all street frontages, specifically along Fourth and Mortimer streets. Furthermore, the zone change 75C-341 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 7 acknowledges the density and building envelope opportunities of the TZC to support the recent investment in the streetcar and maximizing development potential along the proposed routes. Lastly, the zone change to the UC subzone would provide for a more harmonious design on both sites as they are being developed and managed together as one project. The building types under the UN-2 subzone are limited to lower density and shorter building height developments such as the Hybrid Court, Courtyard Housing, Live -Work, or Tuck -Under building type. Each of the allowable building types under the UN-2 would have resulted in a design on Site B that looked arbitrarily carved down and which presented an incongruous design. The UC subzone allows Site B to be designed in the same building type as Site A while allowing each site to have a unique architectural vernacular that complement the neighborhood and are integrated within the existing development pattern in downtown. Though the proposed project would develop Site B at a slightly higher density use than the existing TZC density range for UN-2, this use would be consistent with adjacent property uses and the intent of the TZC by enhancing the pedestrian environment, creating opportunities for higher - density trans it -oriented residential development in proximity to jobs, and reactivating vacant land uses adjacent to the historical Downtown shopping district. Variance Application The proposed project is requesting a variance from Santa Ana Municipal Code (SAMC) Section 41- 2023(i)(5) for an increase in the allowable building size and massing standards for the lined block building proposed on Site B. The TZC requires that portions of buildings between three and five stories be only 85 percent of the ground floor's volume. As proposed, the third through fifth floor would be 100 percent of the building's ground floor volume, exceeding the allowable ratio by 15 percent on each floor. Therefore, a variance application would be required to facilitate the construction of the building on Site B. Pursuant to SAMC Section 41-638, a variance application can be granted for relief from the development standards of the zoning district. Variances may be granted when it can be shown that there exists a special circumstance related to the property depriving of its uses that are afforded to other properties and that a variance is necessary for the preservation and enjoyment of substantial property rights, will not be detrimental to the public or surrounding property, and will not adversely affect the General Plan. In analyzing the variance request, staff believes that the following analysis warrants staffs recommendation of approval of the variance. Site B has a smaller than average lot depth and lot width, compared to most lots in the downtown area. Lots in the downtown area range in lot depth and width but are on average 250 feet by 250 feet. While portions of Site B meet the average lot width and depth, a majority of Site B is smaller -than - average. Site A takes advantage of a full city block with complete street frontages along every street while Site B is interrupted by an adjacent parcel not part of the project, and approximately 6,200 square feet in size, or 50 feet by 124 feet. This results in Site B having smaller -than -average street frontages along Mortimer and Fourth streets. Without the increase in the allowable building size and massing standards, the project would need to be redesigned, resulting in several impacts to the feasibility of the site's development. These impacts would include a loss off-street parking spaces by requiring a reduction in size of the parking structure; an incompatible design and unbalanced 75C-342 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4ch and Mortimer Mixed -Use Development October 12, 2020 Page 8 composition of massing the project site; and/or a smaller building footprint that would reduce the building's interior floor area and individual unit sizes. The adjacent automotive repair and commercial space on Site B offers collective massing relief for the site. Although not part of the project, this parcel's relative size means that if redeveloped, it will always be to a lower building and massing scale than the proposed five -story structure on Site B. When viewed collectively, the amount of "stepback" or reduction in floor volume would exceed the required 85% of ground floor requirement and would be roughly comparable to the third floor stepback accomplished by the courtyard on Site A. Further, the Citywide Design Guidelines encourage new buildings to be compatible with surrounding character, including building style, form, size, materials, and roofline. Specifically, Chapter 8 (Downtown Development Guidelines), Section 8.6 encourages the height and scale of new buildings complement existing structures and provide a sense of human scale and proportion. As the two blocks are being developed together they're designed with appropriate congruity and diversity in both style and articulation. Both buildings rise with balanced "U-shaped" courtyard design facing Fourth Street and vary significantly with a two- story height variation. A two -block development where one block looks arbitrarily carved down by a forced stepback would present as an incompatible design and could cause an unbalanced composition of massing along Fourth Street, inconsistent with the architectural vernacular and intentions of the TZC. Conformance to Transit Zoning Code Development Standards The project has been designed to conform to the development standards in the Transit Zoning Code, with the exception of the proposed building and massing standards on Site B. Furthermore, with approval of the amendment application for the zone change on Site B, the project would comply with the allowable building types. A full description of conformance to development standards is provided in Exhibit 14 to this staff report. Onsite Parking The overall parking proposed for the project is 422 spaces, including 394 residential stalls and 28 commercial visitor stalls. The proposed residential parking provides a ratio of 2.3 parking spaces per residential unit, with commercial parking provided at one space per 400 square feet of commercial area, which meets and exceeds the minimum requirements of the TZC. Both parking garages will provide vehicular gates separating available commercial parking spaces (e.g., guest, commercial, employee, etc.) from the residential parking areas. Vehicular access will be provided from Fifth Street by one right -turn only driveway west of Mortimer Street and one full access driveway east of Mortimer Street. The on -site circulation would provide safe access for vehicle -pedestrian traffic and the driveway would provide sufficient throating such that access to parking spaces is not impacted by internal vehicle queuing/stacking. 75C-343 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 9 California Environmental Qualitv Act (CEQA The proposed development required preparation of studies relating to shade and shadow, air quality and greenhouse gas emissions, cultural resources, traffic, parking, noise and vibration, Phase I environmental site assessment, hydrology, a preliminary water quality management plan, and sewer capacity. In addition, a fiscal impact and economic impact analysis was prepared by RSG, Inc. and The Concord Group. The technical studies evidenced that an EIR Addendum to the previously - certified 2010 EIR is the appropriate CEQA document to evaluate and disclose the project's impacts. An addendum to a previously certified EIR is prepared when a lead agency is asked to approve modifications to an existing project for which an EIR has already been certified. An addendum evaluates the requested modifications and determines whether subsequent EIR review is required. Since none of the conditions specified in State CEQA Guidelines, section 15162 are present, an Addendum to the previously -certified 2010 EIR was prepared for the 4th and Mortimer Mixed -Use Development project. Pursuant to State CEQA Guidelines section 15164(b), an addendum to a previously -certified EIR is not circulated for public review. The Addendum is included with this staff report as Exhibit 15. Pursuant to State CEQA Guidelines section 15164(d), the Planning Commission must consider the Addendum together with the 2010 EIR before making a decision on the project. Previous CEQA Documentation The 2010 EIR (SCH No. 2006071100) was prepared to evaluate the potential impacts associated with the adoption of the Transit Zoning Code, which was anticipated to result in potential development of approximately 4,075 residential units, 387,000 sf of retail development, and an additional 15.5 acres of open space within the City. The 2010 EIR considered the environmental impacts relating to aesthetics; air quality; biological resources; cultural resources; hazards and hazardous materials; hydrology and water quality; land use; noise; population, housing, and employment; public services; transportation and traffic; utilities and service systems; and climate change. A mitigation monitoring and reporting program (MMRP), findings of fact, and a statement of overriding consideration were adopted with the 2010 EIR. As part of the 2020 Addendum to the 2010 EIR, the original MMRP must be readopted by the Planning Commission. All mitigation measures in the original EIR and associated MMRP have been enforced and are carried over within the 2020 Addendum, with exception of mitigation measure MM4.4-1(a) as part of the Cultural Resources which was revised after consultation with California Native American Tribes. Addendum Conclusions The 4th and Mortimer development project Addendum concludes no new or substantially greater impacts would occur with implementation of the proposed development when compared to those identified in the 2010 EIR. To fully evaluate the proposed project's impacts on the site's existing 75C-344 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 10 structures, technical studies provided by the applicant, including shade and shadow, air quality and greenhouse gas emissions, traffic, parking, hydrology, and sewer capacity, were extensively peer reviewed by the City's CEQA consultant. In addition, additional studies relating to cultural resources, noise and vibration were prepared by the CEQA consultant. Aesthetics Consistent with 2010 EIR Mitigation Measure 4.1-4, a shade and shadow analysis was conducted for the proposed project. The proposed project's seven -story building on Block A and a five -story building on Block B would shade adjacent land uses, including structures to the east and southeast in the summer months, and structures to the north, northeast, and northwest in the winter months. For the purposes of analyzing shade/shadow impacts, a significant impact would occur when shadow -sensitive uses (e.g., residential structures, schools, churches, parks, etc.) would be shaded by a project -related structure for more than three hours between the hours of 9:00 A.M. and 3:00 P.M. Pacific Standard Time (PST) (between late October and early April), or for more than four hours between the hours of 9:00 A.M. and 5:00 P.M. PST (between early April and late October). The Site Shadow Study indicates that none of the shadow sensitive uses surrounding the project sites would be shaded by either building for more than three hours between 9:00 A.M. and 3:00 P.M. during the Winter Solstice. Likewise, shadow sensitive land uses would not be shaded by project structures for more than five hours between 9:00 A.M. and 5:00 P.M. during the summer. Therefore, impacts would be less than significant. As such, the proposed project would not contribute to the significant shadow impacts identified in the 2010 EIR, nor would it result in a new significant impact or substantially increase the severity of a previously identified significant impact with respect to shade and shadow beyond those analyzed in the 2010 EIR. Cultural Resources The State CEQA Guidelines for the preparation of an addendum do not specifically require adherence to Assembly Bill 52 (AB 52), which requires meaningful consultation with California Native American Tribes on potential impacts on tribal cultural resources, as defined in Public Resources Code Section 21074. However, considering that the EIR was approved and adopted in 2010 prior to the AB52 being enacted (July 2015) staff felt the need to incorporate tribal review into the environmental review processes. Tribal cultural resources are sites, features, places, cultural landscapes, sacred places, and objects with cultural value to a California Native American tribe that are either eligible or listed in the California Register of Historical Resources or local register of historical resources. In order minimize impacts on potential resources on the project site mitigation measure MM4.4-1(a) has been revised to be inclusive of any locally affiliated Tribe identified by the Native American Heritage Commission. 75C-345 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4th and Mortimer Mixed -Use Development October 12, 2020 Page 11 Transportation A traffic impact analysis (TIA) was prepared and conducted by Linscott, Law & Greenspan, Engineers (LLG) and peer reviewed by the City's CEQA consultant to determine the potential traffic impacts associated with the proposed project. The traffic analysis evaluated the existing operating conditions at six key study intersections within the project vicinity immediately bordering the subject property, estimated the trip generation potential of the proposed project, and forecasted future near -term (Year 2024) and long-term (Year 2045) operating conditions without and with the proposed Project. Two of the six intersections were also evaluated for the approved TZC, including Fourth Street at French Street and Fifth Street at Mortimer Street. The TIA's 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. The TIA indicates that the proposed project would not result in an increase in intersection traffic impacts beyond those analyzed in the 2010 EIR for the approved TZC. Furthermore, TIA indicates that the proposed project would result in a net reduction of 173 daily vehicle trips to the project site compared to existing commercial uses. Economic Development A fiscal and economic impact analysis prepared by RSG, Inc. and The Concord Group was submitted for the project. The analysis estimates that the proposed development will result net positive fiscal impacts to the City, the Business Improvement District, and create over 800 new temporary or permanent jobs. Specifically, the analysis estimates the following impacts: • $5.4 million net new General Fund revenues associated with the project over a 25-year period, resulting from: o A total of $7.8 million in additional City General Fund revenue, including $2.9 million in net new property tax revenues, construction period revenues, recurring site -specific tax, and other Project impacts over a 25-year period, and o $2.4 million in General Fund expenditures associated with the project over a 25-year period 806 direct, indirect, or induced new jobs resulting from the project, of which 35 would be permanent Approximately $205,424 in Business Improvement District (BID) funds Table 3: Public Notification & Community Outreach Required Measures A community meeting was held on August 29, 2018 at 6:00 p.m. at 450 West Fourth Street (Latino Health Access) in accordance with the provisions of the City's Sunshine Ordinance. This meeting was publicly noticed in the OC Register, posted on the City's website, and invitation/notices were mailed to property owners and occupants/tenants in a 500-foot radius from the project site. An estimated 100 members of the public attended, as well as City staff. The applicant provided all the required information to the City after the meeting, Details from the community meeting were posted to the project's webpape 75C-346 SPR No. 2020-03/ VAR No. October 12, 2020 Page 12 2020-06/AA No. 2020-04-4th and Mortimer Mixed -Use Development Public Notification, and Community Outreach each at https://www.santa-ana.org/pb/plannin -division/major-plannina-r)rolects-and-mon I - development-project-reports/4th-and. Notification by mail was mailed to all property owners, occupants, and other interested parties within 500 feet of the project site on October 2, 2020, in accordance with SAMC requirements. In addition, newspaper posting was published in the Orange County Register on October 2, 2020, in accordance with SAMC re uirements. Additional Measures The applicant met with several interested groups, neighborhoods, and/or individuals between August 2018 and September 2020. Meetings include those with: • Neighboring condominium associations and apartment buildings: Spectrum Condominiums (450 E. 4th St.), Garden Court Apartments (300 E. Santa Ana Blvd.) and Parks Apartments (510 Mortimer St.) • Joint Meeting of Neighborhood Associations July 2020: French Park, French Court, Logan, Lacy, Downtown and French Park Plaza • Business organizations and individual leaders associated with the Santa Ana Business Council, Chamber of Commerce, Downtown Inc. • Historic preservation representative Tim Rush • Eight individual property owners as a result of surveying every residence across Fifth Street and Minter Street from development site Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission adopt a resolution approving an Addendum to the Environmental Impact Report forthe Transit Zoning Code Project (SCH NO.2006071100), mitigation monitoring and reporting program, Site Plan Review No. 2020-03 as conditioned, and Variance No. 2020-06 as conditioned. In addition, staff recommends that the Planning Commission recommend that the City Council adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) mitigation monitoring and reporting program, and an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). /W- /,W ? C. Pedro Gomez, AICP Associate Planner PG:sb S:\Planning Commission\2020\10-12-20\4th and Mortimer -Addendum, SPR, VAR, and AA\ SPR-2020-03, VAR-2020-06, AA-2020-04 -4th and Mortimer_10.12.20pc Exhibits: 1. Planning Commission Resolution (EIR Addendum, Site Plan Review, and Variance) 2. City Council Resolution (EIR Addendum) 3. City Council Ordinance (Amendment Application) 4. Vicinity Zoning and Aerial Map 75C-347 SPR No. 2020-03/ VAR No. 2020-06/AA No. 2020-04 — 4ch and Mortimer Mixed -Use Development October 12, 2020 Page 13 5. Site Photos 6. Site Plan 7. Unit Floor Plans 8. Building Elevations 9. Building Perspectives 10. Building Materials 11. Conceptual Landscape Plans 12. Existing TZC Zoning Map 13. Proposed TZC Zoning Map 14. Conformance to Development and Parking Standards 15. 2020 EIR Addendum and Technical Appendices 16. 2010 Transit Zoning Code EIR 17. Fiscal and Economic Impact Analysis 75C-348 EXHIBIT 1 75C-349 LS 10.12.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR SITE PLAN REVIEW NO. 2020-03 AND VARIANCE NO. 2020-06 AND ADOPTING A MITIGATION MONITORING AND REPORTING PROGRAM FOR THE 4T" AND MORTIMER MIXED -USE DEVELOPMENT PROJECT LOCATED AT 409 AND 509 EAST FOURTH STREET WHEREAS, Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate (hereinafter referred to as "Applicant'), is requesting approval of Site Plan Review No. 2020-03 and Variance No. 2020-06, as conditioned, to allow the construction of a new mixed -use residential and commercial development consisting of 169 residential rental units and 11,361 square feet of commercial space at 409 and 509 East Fourth Street; and WHEREAS, the subject property contains 2.715 acres at two separate but adjacent sites at 409 and 509 East Fourth Street, currently developed with a commercial building (Northgate Gonzalez Market), surface parking lot, and vacant buildings and parcels; and WHEREAS, the Transit Zoning Code was adopted in 2010 as a result of interest in developing transit -oriented mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices; and WHEREAS, the City Council of the City of Santa Ana certified the Environmental Impact Report (SCH No. 2006071100) and adopted a mitigation monitoring and reporting program for the Transit Zoning Code, which allows a mixture of residential, commercial, and limited industrial land uses; and WHEREAS, the entitlements sought for the proposed mixed -use development project include a Site Plan Review application, Variance application, and an Amendment Application; and WHEREAS, in 2010, the City Council certified the Final Environmental Impact Report ("2010 EIR") for the Transit Zoning Code Project ("Originally Approved Plan"), Resolution No. 2020-xx Page 1 of 8 75C-350 which analyzed the potentially significant environmental impacts of a mixed -use plan area consisting of new residential, commercial, and industrial development; and WHEREAS, pursuant to the 2010 EIR, the subject site may be developed with a mixed -use development consisting of residential and commercial land uses; and WHEREAS, when compared against the Originally Approved Plan, the proposed mixed -use development will not result in any new or intensified significant impacts; and WHEREAS, pursuant to the California Environmental Quality Act (Public Resources Code section 21000 et seq.) ("CEQA") and the State CEQA Guidelines (14 Cal. Code Regs. 15000 et seq.), the City is the Lead Agency for the proposed development; and WHEREAS, pursuant to CEQA, when taking subsequent discretionary actions in furtherance of a project for which an EIR has already been certified, the Lead Agency is prohibited from requiring a subsequent or supplemental EIR unless at least one of the circumstances identified in Public Resources Code section 21166 or State CEQA Guidelines section 15162 are present; and WHEREAS, City staff has evaluated the proposed project and considered whether, in light of the impacts associated with its development, any supplemental or subsequent environmental review is required pursuant to Public Resources Code section 21166 or State CEQA Guidelines section 15162; and WHEREAS, the analysis contained in the 4th and Mortimer Mixed -Use Development project's EIR Addendum ("2020 Addendum") concludes that none of the circumstances described in Public Resources Code section 21166 or State CEQA Guidelines section 15162 have occurred, and thus no supplemental or subsequent EIR is required; and WHEREAS, the proposed Project is within a transit priority area (TPA) as defined by Public Resources Code (PRC) Section 21099(a)(7). A TPA is an area within one-half mile of a major transit stop that is existing (or planned under certain conditions). A major transit stop includes the intersection of two or more major bus routes with a frequency of service interval of 15 minutes or less during the morning and afternoon peak commute periods (PRC § 21064.3). The Project site is within 0.5 miles of the intersection of Bus Routes 53, 55, 64, 83, 206 and 462 with transit stops located throughout Main Street, Civic Center Drive, Fifth Street, Santa Ana Boulevard and First Street. Furthermore, the Santa Ana Metrolink Station and Santa Ana Regional Transportation Center is located less than 0.5 miles to the east at Santa Ana Boulevard and Santiago Street. The transit frequency at the stops along Main Street and First Street is every 15-minutes during the morning and afternoon peak commute periods and therefore qualifies as a high -quality transit corridor. Lastly, the project is located within a 0.5 miles of a high -quality transit corridor (routes along Main Street and First Street), plus the future OC Streetcar, which would further enhance mobility throughout Downtown Santa Ana, beyond the current Resolution No. 2020-xx Page 2 of 8 75C-351 transit opportunities that are now availability. Therefore, under SB 743, aesthetic and parking impacts cannot be considered a significant impact within TPA's; and WHEREAS, on October 12, 2020 at a duly noticed public hearing, the Planning Commission considered the 2020 EIR Addendum for Site Plan Review No. 2020-03 and Variance No. 2020-06; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW THEREFORE, THE PLANNING COMMISSION OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: SECTION 1. The above recitals are true and correct and incorporated herein by reference. SECTION 2. State CEQA Guidelines section 15164 requires lead agencies to prepare an addendum to a previously certified EIR if some changes or additions to the project are necessary, but none of the conditions requiring preparation of a subsequent EIR are present. The Planning Commission has reviewed and considered the 2010 EIR and the 2020 Addendum, and finds that these documents taken together contain a complete and accurate reporting of all of the potential environmental impacts associated with the proposed development. The Planning Commission further finds that the 2020 Addendum has been completed in compliance with CEQA and the State CEQA Guidelines. The Planning Commission further finds and determines that the EIR Addendum reflects the City's independent judgment. SECTION 3. Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2020 Addendum, the Planning Commission finds that an addendum is the appropriate document for disclosing the changes to the subject property, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred. because: (a) The proposed development does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. (b) There is not a substantial change with respect to the circumstances under which the proposed development will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. (c) New information of substantial importance has not been presented that was not known and could not have been known with the exercise of Resolution No. 2020-xx Page 3 of 8 75C-352 reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. SECTION 4. The Planning Commission hereby finds that mitigation measures identified in the 2010 EIR remain applicable to the Transit Zoning Code, with exception of mitigation measure MM4.4-1(a) as part of the Cultural Resources which has been revised after consultation with California Native American Tribes. These findings are described more specifically in the Mitigation Monitoring and Reporting Program ("MMRP") attached hereto as Exhibit A. The Planning Commission therefore hereby adopts those mitigation measures identified as remaining applicable to the Transit Zoning Code, through the MMRP attached hereto and incorporated herein as Exhibit A. SECTION 5. The Planning Commission hereby approves and adopts the 2020 4th and Mortimer Mixed -Use Development EIR Addendum related to Site Plan Review No. 2020-03 and Variance No. 2020-06, attached hereto and incorporated herein as Exhibit B. SECTION 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall Resolution No. 2020-xx Page 4 of 8 75C-353 reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. SECTION 7. The Planning Commission directs staff to prepare, execute and file a CEQA Notice of Determination with the Orange County Clerk's Office within five working days of the Planning Commission's approval of Site Plan Review No. 2020-03 and Variance No. 2020-06 for the 4th and Mortimer Mixed -Use Development Project. SECTION 8. The 2010 EIR and the 2020 EIR Addendum, and any other documents and materials that constitute the record of proceedings upon which these findings have been based are on file, are incorporated herein by reference and are available for public review at Santa Ana City Hall, Planning and Building Agency, M20, 20 Civic Center Plaza, Santa Ana, California 92701. The custodian of these records is Daisy Gomez, City Clerk for the City. SECTION 9. This resolution shall take effect immediately upon its adoption by the Planning Commission, and the Recording Secretary shall attest to and certify the vote adopting this resolution. ADOPTED this 12th day of October, 2020 by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa E. Storck Assistant City Attorney Mark McLoughlin Chairperson Resolution No. 2020-xx Page 5 of 8 75C-354 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, SARAH BERNAL Recording Secretary, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on October 12, 2020. Date: Recording Secretary City of Santa Ana Resolution No. 2020-xx Page 6 of 8 75C-355 EXHIBIT A MITIGATION MONITORING AND REPORTING PROGRAM The Mitigation Monitoring and Reporting Program (MMRP) is available online at: httr)s://www.santa-ana.ora/pb/plannino-division/major-Dlannino-projects-and-monthly- development-project-reports/4th-and Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-356 EXHIBIT B 4T" AND MORTIMER EIR ADDENDUM The 4th and Mortimer Mixed -Use Development Project EIR Addendum and Technical Appendices are available online at: https:Hvjww.santa-ana.orq/pb/planning-division/major-planning-projects-and- monthly-development-project-reports/4th-and Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-357 LS 10.12.20 :7 9tel101I1Eel0n[61WQ0Qi= A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING SITE PLAN REVIEW NO. 2020-03 AS CONDITIONED FOR A NEW MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 409 EAST FOURTH STREET (SITE A) AND 509 EAST FOURTH STREET (SITE B) 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. Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate (hereinafter referred to as "Applicant'), is seeking approval of various entitlements including Site Plan Review No. 2020-03, Variance No. 2020-06, and Amendment Application 2020-04 to allow the construction of a new mixed -use residential and commercial development consisting of 169 residential rental units and 11,361 square feet of commercial space at 409 and 509 East Fourth Street; and B. The aApplicant has requested approval of Site Plan Review No. 2020-03 as conditioned, to allow the construction of structures over four stories in height as part of the new mixed -use residential and commercial development at 409 and 509 East Fourth Street; and C. The Transit Zoning Code was adopted in 2010 as a result of interest in developing mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices. D. On October 12, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing regarding Site Plan Review No. 2020-03 and at that time considered all testimony, written and oral. E. Sections 41-2007 and 41-593.5 of the Santa Ana Municipal Code (SAMC) requires a review by the Planning Commission of all plans for developments of over four stories within the Transit Zoning Code (Specific Development No. 84) to ensure the project is in conformity with the overlay zone plan. 75C-358 F. The zoning designation for the subject property is Specific Development No. 84, Downtown and Urban Neighborhood-2 sub -zone. G. The Planning Commission determines that pursuant to SAMC Sections 41-2007 and 41-593.5, the project is in compliance with all applicable development standards outlined within the Specific Development (SD No. 84/Transit Zoning Code), with the exception of required building size, type, and massing, which are being considered separately as and subject to approval of Variance No. 2020-06 and Amendment Application No. 2020- 04. Section 2. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 3. In accordance with the California Environmental Quality Act (CEQA), the Planning Commission of the City of Santa Ana hereby finds, determines, and declares as follows: Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2020 EIR Addendum, the Planning Commission finds that an addendum is the appropriate document for disclosing the changes to the subject properties, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: 75C-359 A. The project does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. B. There is not a substantial change with respect to the circumstances under which the project will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. C. New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. Section 4. The Planning Commission of the City of Santa Ana, after conducting the public hearing, hereby approves Site Plan Review No. 2020-03 as conditioned in Exhibit A, 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 October 12, 2020, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 5. Site Plan Review No. 2020-03 shall not be effective unless and until the Planning Commission reviews and approves the EIR Addendum, Environmental Review No. 2018-113, and Variance No. 2020-06 and the City Council reviews and approves the EIR Addendum, Environmental Review No. 2018-113, and Amendment Application No. 2020-04 for the subject project. 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. ADOPTED this 12th day of October, 2020 by the following vote: 75C-360 AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: Mark McLoughlin Chairperson APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa E. Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, SARAH BERNAL Recording Secretary, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on October 12, 2020. Date: Recording Secretary City of Santa Ana 75C-361 EXHIBIT A Conditions for Approval for Site Plan Review No. 2020-03 Site Plan Review No. 2020-03 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, it shall meet the following conditions of approval: The Applicant must comply with each and every condition listed below Prior to exercising the rights conferred by this site plan review. The Applicant must remain in compliance with all conditions listed below throughout the life of the development project. Failure to comply with each and every condition may result in the revocation of the site plan review. 1. All proposed site improvements must conform to the Site Plan Review (DP No. 2018- 28) and the staff report exhibits incorporated herein by reference. - 2. Any amendment to this site plan review, including modifications to approved materials, finishes, architecture, site plan, landscaping, unit count, mix, and square footages must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or if the site plan review must be amended. 3. A final detailed amenity plan must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the hardscape design, lighting concepts and outdoor furniture for amenity, plaza, or courtyard areas as well as an installation plan. The exact specifications for these items are subject to the review and approval by the Planning Division. 4. Prior to issuance of building permits, the Applicant shall submit a construction schedule and staging plan to the Planning Division for review and approval. The plan shall include construction hours, staging areas, parking and site security/screening during project construction. 5. Prior to the issuance of a building permit, a full landscape and irrigation plan is to be submitted for review and approval. The landscape plan shall: (1) conform to the commercial landscape standards, Citywide Design Guidelines, and the City's Water Efficient Landscape Ordinance, and (2) contain regularly -spaced vines installed along the entire lengths of the new perimeter wall and the trash enclosure so as to form a natural graffiti deterrent. 6. Prior to the issuance of a building permit, a Public Art Plan must be submitted to the Planning Division for review and approval. The aApplicant shall work with the City's Arts & Culture Office to identify local artist, and receive recommendations on establishing a process for selecting and displaying such local artwork. 75C-362 7. Prior to installation of landscaping, the Applicant shall submit photos and specifications of all trees to be installed on the project site for review and approval by the Planning Division. Specifications shall include, at a minimum, the species, box size (24 inches minimum), brown trunk height (10-foot minimum), and name and location of the supplier. 8. A Resident Storage Plan shall be provided for the project prior to issuance of certificate of occupancy. Storage shall be available at no cost to the residents. 9. After project occupancy, landscaping and hardscape materials must be maintained as shown on the approved landscape plans. 10. All mechanical equipment shall be screened from view from public and courtyard areas. 11. The Applicant shall be responsible for maintaining the premises free of graffiti. All graffiti shall be removed within 24 hours of occurrence. 12. A residential property manager shall be on site at all times that the project is occupied and the developer and on -site management shall at all times maintain a 24-hour emergency contact and contact information on file with the City. 13. Residents of both development sites in the Project (Site A and Site B) shall have access to resident amenities, onsite parking, and open space areas in both sites in perpetuity. 14. No more than one individual lease shall be permitted per unit. Leasing of individual bedrooms shall not be permitted. 15.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: (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.); 75C-363 (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, 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. 75C-364 LS 10.12.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING VARIANCE NO. 2020-06 AS CONDITIONED TO ALLOW AN INCREASE IN THE ALLOWABLE BUILDING SIZE AND MASSING ON SITE B AS PART OF A NEW MIXED -USE RESIDENTIAL AND COMMERCIAL DEVELOPMENT FOR THE PROPERTIES LOCATED AT 409 EAST FOURTH STREET (SITE A) AND 509 EAST FOURTH STREET (SITE B) 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. Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate (hereinafter referred to as "Applicant"), is seeking approval of various entitlements including Site Plan Review No. 2020-03, Variance No. 2020-06, and Amendment Application No. 2020-04 to allow the construction of a new mixed -use residential and commercial development consisting of 169 residential rental units and 11,361 square feet of commercial space at 409 and 509 East Fourth Street; and B. The Applicant has requested approval of Variance No. 2020-06 as conditioned, to exceed the allowable building size and massing standards on Site B as part of the new mixed -use residential and commercial development at 409 and 509 East Fourth Street; and C. Santa Ana Municipal Code (SAMC) Section 41-2023(i)(5) of the Transit Zoning Code requires that the maximum ratio of each lined block story, between three and five stories, be 85 percent of the project's ground floor's volume. D. The Applicant is proposing an increase in the allowable maximum ratio for the building on 509 East Fourth Street (Site B) for the third through fifth floor, where each floor would be 100 percent of the building's ground floor volume, exceeding the allowable ratio by 15 percent of the ground and second floor volumes on each of floors three through five. E. 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. I1=11 M61 crew-W018bT 75C-365 F. On October 12, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing regarding Variance No. 2020-06 and at that time considered all testimony, written and oral. G. 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 Variance No. 2020-06, 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. The project site has a special circumstance related to its existing shape and location. Site B has a smaller than average lot depth and lot width, compared to most lots in the downtown area. Lots in the downtown area average 250 feet by 250 feet. While portions of Site B meet the average lot width and depth, a majority of Site B is smaller -than - average. Site A takes advantage of a full city block with complete street frontages along every street while Site B is interrupted by an adjacent parcel not part of the project, and approximately 6,200 square feet in size, or 50 feet by 124 feet. This results in Site B having smaller -than -average street frontages along Mortimer and Fourth Streets. Without the increase in the allowable building size and massing standards, the project would need to be redesigned, resulting in several impacts to the feasibility of the site's development. These impacts would include a loss off-street parking spaces by requiring a reduction in size of the parking structure; an incompatible design and unbalanced composition of massing the project site; and/or a smaller building footprint that would reduce the building's interior floor area and individual unit sizes. 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. An increase in the allowable maximum ratio would allow for a design that takes into account Downtown Santa Ana's smaller -than -average lot depths as well as the interruption of the adjacent parcel, account for engineering and design challenges of buildings I1=11riG71 ►rew- MIST 75C-366 when step -backs are required on upper levels. Moreover, an increase in the allowable maximum ratio would avoid a two - block development where one block looks arbitrarily carved down by a forced stepback and avoid an incompatible design that could cause an unbalanced composition of massing along Fourth Street, inconsistent with the architectural vernacular and intentions of the Transit Zoning Code. 3. That the granting of a variance will not be materially detrimental to the public welfare or injurious to surrounding property. The granting of the variance will not be detrimental to the public or surrounding properties. A shade and shadow analysis was conducted for the proposed project. The Site Shadow Study indicates that none of the sensitive uses surrounding the project sites would be shaded by either building for more than three hours between 9:00 A.M. and 3:00 P.M. during the Winter Solstice. Likewise, sensitive land uses would not be shaded by project structures for more than five hours between 9:00 A.M. and 5:00 P.M. during the summer. As such, the proposed project would not result in a new significant impact or substantially increase the severity of a previously identified significant impact with respect to shade and shadow beyond those analyzed in the 2010 ElR. Moreover, the adjacent automotive repair and commercial space on Site B offers collective massing relief for the site. Although not part of the project, this parcel's size means that if redeveloped, it will always be to a lower building and massing scale than the proposed five -story structure on Site B. When viewed collectively, the amount of "stepback" or reduction in floor volume would exceed the required 85% of ground floor requirement and would be roughly comparable to the third floor stepback accomplished by the courtyard on Site A. Further, the Citywide Design Guidelines encourage new buildings to be compatible with surrounding character, including building style, form, size, materials, and roofline. Specifically, Chapter 8 (Downtown Development Guidelines), Section 8.6 encourages that the height and scale of new buildings complement existing structures and provide a sense of human scale and proportion. As the two blocks are being developed together they're designed with appropriate congruity and diversity in both style and articulation. Both buildings rise with balanced "U-shaped" courtyard design facing Fourth Street and vary significantly with a two-story height variation. A two -block development I1=11 MO, Orew-NO18bT 75C-367 where one block looks arbitrarily carved down by a forced stepback would present as an incompatible design and could cause an unbalanced composition of massing along Fourth Street, inconsistent with the architectural vernacular and intentions of the Transit Zoning Code. 4. That the granting of a variance will not adversely affect the General Plan of the city. The variance for increase in the allowable maximum ratio will not adversely affect the General Plan. The project site has a General Plan designation of District Center on Site A and Urban Neighborhood on Site B. The District Center - Downtown District and Urban Neighborhood land use designation accommodates high-rise office, commercial, and mixed -use residential uses with an emphasis on streets that accommodate all modes of transportation for this land use designation. The allowable floor area ratio (FAR) for District Center and Urban Neighborhood land use designation would be a maximum of 3.0 and 1.80, respectively. The proposed project would include construction of two new buildings, one of which would be seven stories in height with an FAR of 2.4 (Building A) and one that would be five stories in height with an FAR of 1.8 (Building B), consistent with the allowable FAR as part of the General Plan. Furthermore, 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 promotes a balance of land uses to address basic community needs. Policy 1.1 promotes medium density housing in and around the downtown area and Policy 1.2 supports high -density residential development within the City's District Centers as a part of a mixed -use development. The project will involve construction of a mixed -use residential and commercial building on Site A with a density of 69.6 du/ac, and a multi -family residential building on Site B with a density of 54.2 du/ac, on two adjacent city blocks in downtown, within the Transit Zoning Code area. Land Use Element Goal 2 promotes land uses that enhance the City's economic and fiscal viability. Policy 2.7 support projects that contribute to the redevelopment and revitalization of the central City urban areas. The development proposes to redevelop two City blocks currently occupied by a commercial building, surface parking lot, and vacant and unimproved buildings and parcels. Policy 2.10 supports new development, which is harmonious in scale and character I1=11r,Me, Orew-WO18bT 75C-368 with existing development in the area. Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. Economic Development Element Goal 2 maintains and enhances the diversity of the City's economic base. Policy 2.3 encourages the development of mutually beneficial and supportive business clusters within the community. The construction of this project will contribute toward an economically balanced community by providing housing and commercial retail opportunities (e.g., restaurant, retail sales, etc.) for different demographics in an area rich with employment opportunities, commercial development, and market -rate housing. In addition, a fiscal and economic impact analysis estimates that the proposed development will result net positive fiscal impacts to the City, the Business Improvement District, and over 800 new temporary or permanent jobs. Specifically, the analysis estimates $5.4 million net new General Fund revenues associated with the project over a 25-year period. Urban Design Element Goal 1 improves the physical appearance of the City through development of districts that project a sense of place, positive community image and quality environment. Specifically, Policy 1.5 enhances architectural forms, textures, colors, and materials for all projects. The project's storefront widths, window heights, setbacks, and other architectural features have been carefully evaluated to ensure a seamless transition from existing buildings to the new project. Each site has its own unique architectural vernacular defined by scale, facade articulation, roof forms, materials, and detailing. Both of these blocks are designed in closely related and established California Contemporary architectural style, which complements the neighborhood in which the project site is located. Section 2. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to I1=11r,Me, Rew-WO18bT 75C-369 modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 3. In accordance with the California Environmental Quality Act (CEQA), the Planning Commission of the City of Santa Ana hereby finds, determines, and declares as follows: Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2020 4th and Mortimer Mixed -Use Development EIR Addendum, the Planning Commission finds that an addendum is the appropriate document for disclosing the changes to the subject properties, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred. because: A. The project does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. B. There is not a substantial change with respect to the circumstances under which the project will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. C. New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be I1=11UMO, Orew-WO183T 75C-370 feasible would in fact be feasible and would substantially reduce one or more significant effects, but the applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. Section 4. The Planning Commission of the City of Santa Ana, after conducting the public hearing, hereby approves Variance No. 2020-06 as conditioned in "Exhibit A" 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 October 12, 2020, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 5. Variance No. 2020-06 shall not be effective unless and until the Planning Commission reviews and approved the EIR Addendum, Environmental Review No. 2018- 113, and Site Plan Review No. 2020-03 and the City Council reviews and approves the EIR Addendum, Environmental Review No. 2018-113, and Amendment Application No. 2020-04 for the subject project. 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. ADOPTED this 12th day of October, 2020 by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa E. Storck Mark McLoughlin Chairperson I1=11 M61 crew-W018bT 75C-371 Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, SARAH BERNAL Recording Secretary, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on October 12, 2020. Date: Recording Secretary City of Santa Ana I1=11r,Me, Rew-M018bT 75C-372 EXHIBIT A Conditions for Approval for Variance No. 2020-06 Variance No. 2020-06 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 below Prior to exercising the rights conferred by this variance. The Applicant must remain in compliance with all conditions listed below throughout the life of the development project. Failure to comply with each and every condition may result in the revocation of the site plan review. 1. All proposed site improvements must conform to the Site Plan Review (DP No. 2018- 28) and the staff report exhibits incorporated herein by reference. 2. Any amendment to this site plan review, including modifications to approved materials, finishes, architecture, site plan, landscaping, unit count, mix, and square footages must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or if the site plan review must be amended. 3. A final detailed amenity plan must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the hardscape design, lighting concepts and outdoor furniture for amenity, plaza, or courtyard areas as well as an installation plan. The exact specifications for these items are subject to the review and approval by the Planning Division. 4. Prior to issuance of building permits, the Applicant shall submit a construction schedule and staging plan to the Planning Division for review and approval. The plan shall include construction hours, staging areas, parking and site security/screening during project construction. 5. Prior to the issuance of a building permit, a full landscape and irrigation plan is to be submitted for review and approval. The landscape plan shall: (1) conform to the commercial landscape standards, Citywide Design Guidelines, and the City's Water Efficient Landscape Ordinance, and (2) contain regularly -spaced vines installed along the entire lengths of the new perimeter wall and the trash enclosure so as to form a natural graffiti deterrent. 6. Prior to the issuance of a building permit, a Public Art Plan must be submitted to the Planning Division for review and approval. The applicant shall work with the City's Arts & Culture Office to identify local artists, and receive recommendations on establishing a process for selecting and displaying such local artwork. 75C-373 7. Prior to installation of landscaping, the Applicant shall submit photos and specifications of all trees to be installed on the project site for review and approval by the Planning Division. Specifications shall include, at a minimum, the species, box size (24 inches minimum), brown trunk height (10-foot minimum), and name and location of the supplier. 8. A Resident Storage Plan shall be provided for the project prior to issuance of certificate of occupancy. Storage shall be available at no cost to the residents. 9. After project occupancy, landscaping and hardscape materials must be maintained as shown on the approved landscape plans. 10. All mechanical equipment shall be screened from view from public and courtyard areas. 11. The Applicant shall be responsible for maintaining the premises free of graffiti. All graffiti shall be removed within 24 hours of occurrence. 12. A residential property manager shall be on site at all times that the project is occupied and the developer and on -site management shall at all times maintain a 24-hour emergency contact and contact information on file with the City. 13. Residents of both development sites in the Project (Site A and Site B) shall have access to resident amenities, onsite parking, and open space areas in both sites in perpetuity. 14. No more than one individual lease shall be permitted per unit. Leasing of individual bedrooms shall not be permitted. 15.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: (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, 75C-374 (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, 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. 75C-375 EXHIBIT 2 75C-376 LS 10.12.20 :0 9tel1011rEelan[.II►EQ11941 ST.J A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING AN ADDENDUM TO THE ENVIRONMENTAL IMPACT REPORT FOR THE TRANSIT ZONING CODE PROJECT (SCH NO. 2006071100) FOR AMENDMENT APPLICATION NO. 2020-04 AND ADOPTION OF A MITIGATION MONITORING AND REPORTING PROGRAM FOR THE 4T" AND MORTIMER MIXED -USE DEVELOPMENT PROJECT LOCATED AT 409 AND 509 EAST FOURTH STREET WHEREAS, Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate (hereinafter referred to as "Applicant'), is requesting approval of Amendment Application No. 2020-04, as conditioned, to allow the construction of a new mixed -use residential and commercial development consisting of 169 residential rental units and 11,361 square feet of commercial space at 409 and 509 East Fourth Street; and WHEREAS, the subject property contains 2.715 acres at two separate but adjacent sites at 409 and 509 East Fourth Street, currently developed with a commercial building (Northgate Gonzalez Market), surface parking lot, and vacant buildings and parcels; and WHEREAS, the Transit Zoning Code was adopted in 2010 as a result of interest in developing transit -oriented mixed -use residential and commercial projects in its project area. The Transit Zoning Code was amended in 2019 to modernize and refine development standards to further these interests. The regulating plan, which establishes land uses and development standards, allows a variety of housing and commercial projects, including mixed -use residential communities, live/work units, hotels, and offices; and WHEREAS, the City Council of the City of Santa Ana certified the Environmental Impact Report (SCH No. 2006071100) and adopted a mitigation monitoring and reporting program for the Transit Zoning Code, which allows a mixture of residential, commercial, and limited industrial land uses; and WHEREAS, the entitlements sought for the proposed mixed -use development project include a Site Plan Review application, Variance application, and an Amendment Application; and WHEREAS, in 2010, the City Council certified the Final Environmental Impact Report ("2010 EIR") for the Transit Zoning Code Project ("Originally Approved Plan"), Resolution No. 2020-xx Page 1 of 8 75C-377 which analyzed the potentially significant environmental impacts of a mixed -use plan area consisting of new residential, commercial, and industrial development; and WHEREAS, pursuant to the 2010 EIR, the subject site may be developed with a mixed -use development consisting of residential and commercial land uses; and WHEREAS, when compared against the Originally Approved Plan, the proposed mixed -use development will not result in any new or intensified significant impacts; and WHEREAS, pursuant to the California Environmental Quality Act (Public Resources Code section 21000 et seq.) ("CEQA") and the State CEQA Guidelines (14 Cal. Code Regs. 15000 et seq.), the City is the Lead Agency for the proposed development; and WHEREAS, pursuant to CEQA, when taking subsequent discretionary actions in furtherance of a project for which an EIR has already been certified, the Lead Agency is prohibited from requiring a subsequent or supplemental EIR unless at least one of the circumstances identified in Public Resources Code section 21166 or State CEQA Guidelines section 15162 are present; and WHEREAS, City staff has evaluated the proposed project and considered whether, in light of the impacts associated with its development, any supplemental or subsequent environmental review is required pursuant to Public Resources Code section 21166 or State CEQA Guidelines section 15162; and WHEREAS, the analysis contained in the 4th and Mortimer Mixed -Use Development project's EIR Addendum ("2020 Addendum") concludes that none of the circumstances described in Public Resources Code section 21166 or State CEQA Guidelines section 15162 have occurred, and thus no supplemental or subsequent EIR is required; and WHEREAS, the proposed Project is within a transit priority area (TPA) as defined by Public Resources Code (PRC) Section 21099(a)(7). A TPA is an area within one-half mile of a major transit stop that is existing (or planned under certain conditions). A major transit stop includes the intersection of two or more major bus routes with a frequency of service interval of 15 minutes or less during the morning and afternoon peak commute periods (PRC § 21064.3). The Project site is within 0.5 miles of the intersection of Bus Routes 53, 55, 64, 83, 206 and 462 with transit stops located throughout Main Street, Civic Center Drive, Fifth Street, Santa Ana Boulevard and First Street. Furthermore, the Santa Ana Metrolink Station and Santa Ana Regional Transportation Center is located less than 0.5 miles to the east at Santa Ana Boulevard and Santiago Street. The transit frequency at the stops along Main Street and First Street is every 15-minutes during the morning and afternoon peak commute periods and therefore qualifies as a high -quality transit corridor. Lastly, the project is located within a 0.5 miles of a high -quality transit corridor (routes along Main Street and First Street), plus the future OC Streetcar, which would further enhance mobility throughout Downtown Santa Ana, beyond the current Resolution No. 2020-xx Page 2 of 8 75C-378 transit opportunities that are now availability. Therefore, under SB 743, aesthetic and parking impacts cannot be considered a significant impact within TPA's; and WHEREAS, on October 12, 2020 at a duly noticed public hearing, the Planning Commission considered the 2020 EIR Addendum for Site Plan Review No. 2020-03 and Variance No. 2020-06 when recommending that the City Council approve the Project; and WHEREAS, on November 17, 2020 at a duly noticed public hearing, the City Council considered the 2020 EIR Addendum for Amendment Application No. 2020-04; and WHEREAS, all other legal prerequisites to the adoption of this Resolution have occurred. NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND AND ORDER AS FOLLOWS: SECTION 1. The above recitals are true and correct and incorporated herein by reference. SECTION 2. State CEQA Guidelines section 15164 requires lead agencies to prepare an addendum to a previously certified EIR if some changes or additions to the project are necessary, but none of the conditions requiring preparation of a subsequent EIR are present. The City Council has reviewed and considered the 2010 EIR and the 2020 Addendum, and finds that these documents taken together contain a complete and accurate reporting of all of the potential environmental impacts associated with the proposed development. The City Council further finds that the 2020 Addendum has been completed in compliance with CEQA and the State CEQA Guidelines. The City Council further finds and determines that the EIR Addendum reflects the City's independent judgment. SECTION 3. Based on the substantial evidence set forth in the record, including but not limited to the 2010 EIR and the 2020 Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject property, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: (a) The proposed development does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. (b) There is not a substantial change with respect to the circumstances under which the proposed development will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant Resolution No. 2020-xx Page 3 of 8 75C-379 environmental effects or a substantial increase in the severity of the previously identified significant effects. (c) New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. SECTION 4. The City Council hereby finds that mitigation measures identified in the 2010 EIR remain applicable to the Transit Zoning Code, with exception of mitigation measure MM4.4-1(a) as part of the Cultural Resources which has been revised after consultation with California Native American Tribes. These findings are described more specifically in the Mitigation Monitoring and Reporting Program ("MMRP") attached hereto as Exhibit A. The City Council therefore hereby adopts those mitigation measures identified as remaining applicable to the Transit Zoning Code, through the MMRP attached hereto and incorporated herein as Exhibit A. SECTION 5. The City Council hereby approves and adopts the 2020 4th and Mortimer Mixed -Use Development EIR Addendum related to Amendment Application No. 2020, attached hereto and incorporated herein as Exhibit B. SECTION 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or Resolution No. 2020-xx Page 4 of 8 75C-380 any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. SECTION 7. The City Council directs staff to prepare, execute and file a CEQA Notice of Determination with the Orange County Clerk's Office within five working days of the City Council approval of Amendment Application No. 2020 for the 4th and Mortimer Mixed -Use Development Project. SECTION 8. The 2010 EIR and the 2020 EIR Addendum, and any other documents and materials that constitute the record of proceedings upon which these findings have been based are on file, are incorporated herein by reference and are available for public review at Santa Ana City Hall, Planning and Building Agency, M20, 20 Civic Center Plaza, Santa Ana, California 92701. The custodian of these records is Daisy Gomez, City Clerk for the City. SECTION 9. 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 day of 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney 0 Lisa E. Storck Assistant City Attorney Miguel A. Pulido Mayor Resolution No. 2020-xx Page 5 of 8 75C-381 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 12020. Date: Clerk of the Council City of Santa Ana Resolution No. 2020-xx Page 6 of 8 75C-382 EXHIBIT A MITIGATION MONITORING AND REPORTING PROGRAM The Mitigation Monitoring and Reporting Program (MMRP) is available online at: httr)s://www.santa-ana.ora/pb/plannino-division/major-Dlannino-projects-and-monthly- development-project-reports/4th-and Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-383 EXHIBIT B 4T" AND MORTIMER EIR ADDENDUM The 4th and Mortimer Mixed -Use Development Project EIR Addendum and Technical Appendices are available online at: https://www.santa-ana.orq/pb/planning-division/major-planning-projects-and- monthly-development-project-reports/4th-and Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-384 EXHIBIT 3 75C-385 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL APPROVING AMENDMENT APPLICATION NO. 2020-04 MODIFYING THE SUB -ZONING DESIGNATION OF THE PROPERTIES LOCATED AT 501, 507, 509, 515, AND 519 EAST FOURTH STREET AND THOSE AT 502, 506, 510, 514, 520 EAST FIFTH STREET FROM SPECIFIC DEVELOPMENT NO. 84, URBAN NEIGHBORHOOD 2 (UN-2) SUB -ZONE, TO THE URBAN CENTER (UC) SUB -ZONE 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: WHEREAS, Chapter 41, Article 1, Division 1, Section 41-1 of the Santa Ana Municipal Code establishes the necessity of segregating the location of residences, businesses, trades and industries; regulating the use of buildings, structures, and land regulation; the location, height, bulk and size of buildings and structures, the size of yards and open space; the City is divided into land -use districts of such number, shape and area as may be considered best suited to carry out these regulations and provide for their enforcement; and WHEREAS, the regulations are considered necessary in order to: encourage the most appropriate use of land, conserve and stabilize property value, provide adequate open spaces for light and air and to prevent and fight fires, prevent undue concentration of population, lessen congestion on streets and highways, and promote the health, safety and general welfare of the people, all as part of the general plan of the City; and WHEREAS, the City of Santa Ana has adopted a zoning map which has since been amended from time to time; and WHEREAS, Andrew Nelson, with Red Oak Investments, LLC, representing Northgate Gonzalez Real Estate (hereinafter referred to as "Applicant"), seeks to develop the 4th and Mortimer Mixed -use Development Project ("proposed Project"), on a 1.423-acre site at 409 East Fourth Street and a 1.292-acre site at 501, 507, 509, 515, and 519 East Fourth Street and 502, 506, 510, 514, 520 East Fifth Street (collectively referred to as "509 East Fourth Street") in Santa Ana, California ("Project Site"); and WHEREAS, during the City's entitlement and environmental review process, and in response to comments and concerns raised by the City and public, the Applicant has proposed the subject mixed -use Project; and Ordinance No. NS-XXXX Page 1 75C-386 WHEREAS, the entire Project as currently proposed entails, among other things, (1) demolition of an existing commercial grocery market, surface parking lot, an existing commercial auto building, and ancillary structures on the Project Site; (2) redevelopment of the Project Site with a residential and commercial mixed -use development consisting mixed -use residential and commercial development consisting of two separate buildings located on two development sites at 409 (Site A) and 509 (Site B) East Fourth Street, with up to 169 residential rental units, 11,361 square feet of commercial space, 422 on -site parking spaces, and onsite landscaping and amenities; (3) approval of Site Plan Review No. 2020-03 to allow the construction of two structures over four stories in height; (4) approval of Variance No. 2020-06 to allow an increase in the allowable building size and massing for Site B; and (5) approval of Amendment Application (AA) No. 2020-04, which would change the zoning of Site B from Specific Development No. 84, Urban Neighborhood 2 (UN-2) sub -zone, to the Urban Center (UC) sub -zone; and WHEREAS, the requested Amendment Application would modify the zoning designation of Site B from Specific Development No. 84, Urban Neighborhood 2 (UN-2) sub -zone, to Specific Development No. 84, Urban Center (UC) to facilitate the construction of the proposed Project; and WHEREAS, in accordance with the California Environmental Quality Act (CEQA), the City Council of the City of Santa Ana hereby finds, determines, and declares as follows: Based on the substantial evidence set forth in the record, including but not limited to the Environmental Impact Report (EIR) for the Transit Zoning Code Project (SCH NO. 2006071100) and the 2020 4th and Mortimer Mixed -Use Development EIR Addendum, the City Council finds that an addendum is the appropriate document for disclosing the changes to the subject properties, and that none of the conditions identified in Public Resources Code section 21166 and State CEQA Guidelines section 15162 requiring subsequent environmental review have occurred, because: A. The project does not constitute a substantial change that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of previously identified significant effects. B. There is not a substantial change with respect to the circumstances under which the project will be developed that would require major revisions of the 2010 EIR due to the involvement of new significant environmental effects or a substantial increase in the severity of the previously identified significant effects. C. New information of substantial importance has not been presented that was not known and could not have been known with the exercise of reasonable diligence at the time the 2010 EIR was certified or adopted, showing any of the following: (i) that the modifications would have one or more significant effects not discussed in the earlier environmental documentation; (ii) that significant Ordinance No. NS-XXXX Page 2 75C-387 effects previously examined would be substantially more severe than shown in the earlier environmental documentation; (iii) that mitigation measures or alternatives previously found not to be feasible would in fact be feasible and would substantially reduce one or more significant effects, but the Applicant declined to adopt such measures; or (iv) that mitigation measures or alternatives considerably different from those analyzed previously would substantially reduce one or more significant effects on the environment, but which the Applicant declined to adopt. WHEREAS, the 2020 4th and Mortimer Mixed -Use Development EIR Addendum analyzed the impacts related to the proposed amendment to the zoning map and Specific Development No. 84; and WHEREAS, on October 12, 2020, the Planning Commission conducted a duly noticed public hearing to consider the 2020 4th and Mortimer Mixed -Use Development EIR Addendum, Site Plan Review No. 2020-03, Variance No. 2020-06, and Amendment Application No. 2020-04 described above. After hearing all relevant testimony from staff, the public and the City's consultant team, the Planning Commission voted to recommend that the City Council adopt a resolution approving an Addendum to the EIR for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04, and to adopt an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). WHEREAS, on November 17, 2020, the City Council conducted a duly noticed public hearing to consider the 2020 4th and Mortimer Mixed -Use Development EIR Addendum and Amendment Application No. 2020-04 and at which hearing members of the public were afforded an opportunity to comment upon the Project. After hearing all relevant testimony from staff, the public and the City's consultant team, the City Council voted to adopt a resolution approving an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04, and to adopt an ordinance approving Amendment Application No. 2020-04 for Specific Development No. 84 (SD84). NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES RESOLVE, DETERMINE, FIND, AND ORDER AS FOLLOWS: SECTION 2. CALIFORNIA ENVIRONMENTAL QUALITY ACT: The City Council has reviewed and approved an Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adoption of a mitigation monitoring and reporting program for Amendment Application No. 2020-04. SECTION 3. AMENDMENT APPLICATION: The Amendment Application consists of amendments to the zoning map changing the zoning of Site B from Specific Development No. 84, Urban Neighborhood 2 (UN-2) sub -zone, to the Urban Center Ordinance No. NS-XXXX Page 3 75C-388 (UC) sub -zone, as shown in Exhibit A and Exhibit B respectively, attached hereto and incorporated herein by reference. SECTION 4. LOCATION OF DOCUMENTS: The Amendment Application, Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and all supporting documents are online, on file and available for public review at Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana, California 92702. SECTION 5. GENERAL PLAN CONSISTENCY: The City Council hereby finds that the proposed Amendment Application is compatible with the objectives, policies, and general plan land use programs in that: A. The proposed Amendment Application will not adversely affect the public health, safety, and welfare in that the Amendment Application will not result in incompatible land uses on adjacent properties, inconsistencies with any General Plan goals or policies, or adverse impacts to the environment. B. The amendment application to change the zoning designation of Site B from Specific Development No. 84, Urban Neighborhood 2 (UN-2) sub -zone, to the Urban Center (UC) sub -zone is consistent with Santa Ana Municipal Code section 41-593.1 for the following reasons: (1) Protecting and enhancing the value of properties by encouraging the use of good design principles and concepts, as related to the division of property, site planning and individual improvements with full recognition of the significance and effect they have on the proper planning and development of adjacent and nearby properties. The project's site plan has been designed to integrate the project site into the surrounding community. Both parking garages will provide vehicular gates separating available commercial parking spaces (e.g., guest, commercial, employee, etc.) from the residential parking areas. Vehicular access will be provided from Fifth Street by one right -turn only driveway west of Mortimer Street and one full access driveway east of Mortimer Street. The on -site circulation would provide safe access for vehicle -pedestrian traffic and the driveway would provide sufficient throating such that access to parking spaces is not impacted by internal vehicle queuing/stacking. Pedestrian access points would be provided by residential lobbies access along French and Mortimer Street. These access points have been designed to ensure the safety of residents and visitors of the project site, as well as commuters, employees, and residents of the surrounding community. (2) Encouraging, securing and maintaining the orderly and harmonious appearance, attractiveness and aesthetic development of structures Ordinance No. NS-XXXX Page 4 75C-389 and grounds in order that the most appropriate use and value thereof be determined and protected. Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. Each site has its own unique architectural vernacular defined by scale, facade articulation, roof forms, materials, and detailing. Both of these blocks are designed in closely related and established California Contemporary architectural style, which complements the neighborhood in which the development is located. The overall development will feature amenities commonly found at other upscale mixed -use developments in the region. These include a large courtyard with pool, spa, clubroom, fitness room, and landscaping in the center of Site A; a roof terrace on the 7th floor of Site A, overlooking Fourth and French streets; a leasing office and lounge in Site A; a bike locker in Site A; and a ground - floor lobby and resident amenity area in Site B. In addition, the project features private open space/decks for 59 units on Site A and 48 on Site B. The two -block project will be built and is conditioned to be managed as a single community and all amenities will be accessible to residents from either site. (3) Providing a method whereby specific development plans are to be based on the general plan as well as other regulations, programs, and legislation as may, in the judgment of the city, be required for the systematic execution of the general plan. The project site has a General Plan designation of District Center on Site A and Urban Neighborhood on Site B. The District Center -Downtown District and Urban Neighborhood land use designation accommodates high-rise office, commercial, and mixed -use residential uses with an emphasis on streets that accommodate all modes of transportation for this land use designation. The allowable floor area ratio (FAR) for District Center and Urban Neighborhood land use designation would be a maximum of 3.0 and 1.80, respectively. The proposed project would include construction of two new buildings, one of which would be seven stories in height with an FAR of 2.4 (Site A) and one that would be five stories in height with an FAR of 1.8 (Site B), consistent with the allowable FAR as part of the General Plan. Furthermore, the project is consistent with several goals and policies of the General Plan, including the Economic Ordinance No. NS-XXXX Page 5 75C-390 Development Element and Land Use Element. Land Use Element Goal 1 promotes a balance of land uses to address basic community needs. Policy 1.1 promotes medium density housing in and around the downtown area and Policy 1.2 supports high density residential development within the City's District Centers as a part of a mixed use development. The project will involve construction of a mixed -use residential and commercial building on Site A with a density of 69.6 du/ac, and a multi -family residential building on Site B with a density of 54.2 du/ac, on two adjacent city blocks in downtown, within the Transit Zoning Code area. Therefore, the Project will be consistent with the General Plan Land Use Element. 4) Recognizing the interdependence of land values and aesthetics and providing a method to implement this interdependence in order to maintain the values of surrounding properties and improvements and encouraging excellence of property development, compatible with the general plan for, and character of, the city, with due regard for the public and private interests involved. The project is consistent with the Land Use Element Goal 2 which promotes land uses that enhance the City's economic and fiscal viability. Policy 2.7 support projects that contribute to the redevelopment and revitalization of the central City urban areas. The development proposes to redevelop to City blocks currently occupied by a commercial building, surface parking lot, and vacant and unimproved buildings and parcels. Policy 2.10 supports new development that is harmonious in scale and character with existing development in the area. Both sites in the development have been carefully designed to be integrated within the existing development pattern in Downtown Santa Ana. The mixture of land uses on the project site, including residential, commercial, and open space, will contribute to the formation a dynamic downtown core. The commercial and open space components will serve both residents and visitors of the project site, as well as the large daytime employee population working in the project site's immediate vicinity. (5) Ensuring that the public benefits derived from expenditures of public funds for improvements and beautification of streets and public facilities shall be protected by exercise of reasonable controls over the character and design of private buildings, structures and open spaces. The project is consistent with Economic Development Element Goal 2 maintains and enhances the diversity of the City's economic base. Policy 2.3 encourages the development of Ordinance No. NS-XXXX Page 6 75C-391 mutually beneficial and supportive business clusters within the community. The construction of this project will contribute toward an economically balanced community by providing housing and commercial retail opportunities (e.g., restaurant, retail sales, etc.) for different demographics in an area rich with employment opportunities, commercial development, and market -rate housing. In addition, a fiscal and economic impact analysis estimates that the proposed development will result net positive fiscal impacts to the City, the Business Improvement District, and over 800 new temporary or permanent jobs. Specifically, the analysis estimates $5.4 million net new General Fund revenues associated with the project over a 25-year period. The mixed -use development will utilize existing water, sewer, and drainage infrastructure and will not result in the expansion of infrastructure. In addition, the Project will not result in the need for expansion of new or altered police or fire facilities. SECTION 6. INDEMNIFICATION. A. General Indemnification. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. B. Further Indemnification. Within five (5) days of receipt of a referendum petition by the City, Applicant shall deposit Fifty Thousand Dollars ($50,000) ("Referendum Deposit") with the City. City may use the funds to pay any and all costs associated with said referendum measure. If at any time the Referendum Deposit account has Five Thousand Dollars ($5,000) or less remaining, Applicant shall, within Ordinance No. NS-XXXX Page 7 75C-392 three (3) days of receiving notice from the City, deposit with the City additional funds as requested by the City to cover all costs and expenses associated with processing the referendum and holding the related election. Following certification of the election results, any funds remaining in the Referendum Deposit account shall be returned to the Applicant. SECTION 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance 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 8. CITY COUNCIL ACTIONS: The City Council hereby takes the following actions: 1. The City Council hereby adopts an Ordinance approving Amendment Application No. 2020-04 as follows: A. Subject to compliance with the approved Addendum to the Environmental Impact Report for the Transit Zoning Code Project (SCH NO. 2006071100) and adopted mitigation monitoring and reporting program for Amendment Application No. 2020-04, the properties at 501, 507, 509, 515, and 519 East Fourth Street and 502, 506, 510, 514, 520 East Fifth Street shall be amended to Specific Development No. 84 Urban Center (UC) sub -zone as set forth in Exhibit A and Exhibit B, attached hereto and incorporated herein by reference. B. The Amendment Application shall not take effect unless and until the Planning Commission reviews and approved the EIR Addendum, Environmental Review No. 2018-113, Variance No. 2020-06 and Site Plan Review No. 2020-03, and the City Council reviews and approves the EIR Addendum, Environmental Review No. 2018-113 for the subject project. SECTION 9. EXECUTION OF ORDINANCE. The Mayor shall sign this Ordinance and the Clerk of the Council shall attest and certify to the adoption thereof. ADOPTED this day of 12020. Miguel A. Pulido Mayor Ordinance No. NS-XXXX Page 8 75C-393 APPROVED AS TO FORM: Sonia R. Carvalho City Attorney 0 Lisa E. Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Daisy Gomez Clerk of the Council City of Santa Ana Ordinance No. NS-XXXX Page 9 75C-394 EXHIBIT 4 75C-395 9/22/2020 SPR 2020-03, VAR 2020-06, AA 2020-04 - 4th and Mortimer Mixed -Use Development Project 409 and 509 East Fourth Street SP3 1 SP3 SP5 SD19 SP3 SD84 -� SD84 ' cnaa Santa Ana Boundary SC;I:q El Zoning 4 mn Dene eaemegNn, �„ muniry mmmerta f muniry i'mnmerthl. Museum llzvia General Comm .. . plannaa smppi�ene, Ranre, SD84 SD84 •�I SC:)N4 — SD84 T SC;84 I J, SDR4 .■ei...rmm—e,sD 4 camm-aNHsidntlal SITE Una, lnauzvial re - H,lmaustthl ..Open Spa¢ lantl . +I MCVO GN Ove[6Y'Zone Alf 11L�--III � yn�e.a,�ily�esreenm L iwo. Family Pesi r-in MUv,ban amity P,,t - Refi Reeid-nPctlate l Hesiaential-FstaR Spear[ nevelapm ant Wo. t ■soea. NnpmantNe_. Spe�lu c-lnp-, Nn_.3 SD84 =paths 0m 1,pm.m P. t3 Rpaar. oiaepmant Nm is see", ri-D. alopmmi Na h, 3< .sp«m[oe�.Nopment ne.v ■ spea . e .Iepment Nn_. ' . case a Nepmem Nm. , —. ■ spenra aeuelnpment nu_z Sce spaaru orvampment Hu_41 were aevelcpment N..x i Spear[ D-11 m 11 nc. x6 ■ case s Nnpmem Pin ■ Speetrs a elnpmen, Hu_, ■ Rvafi, orvtlnpmm, na 32 spears oavampie"t ne_ 31 spasms aevNnpmant ne_3s _ Spe[m[-11inneent nc. 36 ca ■ se C . e Nepmen, Ne_3 ■ case« amNnpmem No_3 ■ speulns Crvelupment nn_49 sawn, oe,.ebpment N. .esoesn, ne_4 alea.Phersnt Xo.43 . SpenFl[ �eyelapment IV o.43 Vee., .evelopmant M._OO . Spx elopment lYo_tl6 .spec;( Orvebpment No_4 . spears Perelopment Na4v .i• 6 `_•C:.4 1 SD84 I SD84 ibit 4 — Vicinity Zoning and Aerial View 0 75C-396 apps. spatialstream.com/production/dash board/8/9/0/CurrentBuild/html/Reporting.html SD84 'C.84 SD84 SD84 rs ySL. SD84 CO 2020 Diaital Mao Products. All rights reserved. tr 11 H EXHIBIT 5 75C-397 I / � / �/ \ \� /Z V�, 75C-399 EXHIBIT 6 75C-400 \c -~f: \/- § � \}\ 75C- 01 6 § � � ftod 1WRE [i1 � % \� \ 190 );§Om Mortimer Street / Oy �\ � o e e =fig e � ffiyffiy� Wq �a t � d ;aaa;g aawipoW n ;aaa;g youaa-1 a L '$ I 75C-403 m m �v O F U W O Ww aO z z WU as 0 WWI rc W 0 i' x 6r� Oho mac; x e� �8 a�s �1 NOZE ;aaa;g aa;uiW cei Q LL ;aaa;g aawipoW e x� S B� ;aaa;g youaa-1 75C-404 v J m m J m z" a� O z 0 m U W O Ww aO z z WU as 0 WWI rc W C' i' ro 6r� Oho ,C x e� �8 a�s �1 NOZE ONE ,ilil ili I lsilsi i 1 ��mmol 75C-405 N C6 Q F O W O Ww aO z z WU as 0 Ww� WE rc W8 Fa C' O e �8 a�s NOZE ;aaa;g aa;uiW 0 v ;aaa;g aawipoW $�a ILA a O nM p w L \ / L.L I � � I � ❑v I �a a > Q ;aaa;g youaa-1 75C-406 U W O Ww aO z z WU as 0 WWI rc W 0a O �3 x 6r� Obi mac; xF e� �8 a�s �1 NOZE logils AWw ■ WN LL logils p_-I ( � ® ( § § ( � 75C- 07 ;aai;g Ja;uiW LO C6 Q ;aai;g eau pOL/4 d (iiov 9a a �s L 7 LL ;aai;g youaij I 75C-408 F O W O Ww aO z z WU as 0 WWI oo" ;aaa;g aa;uiW loo ;aaa;g aawipoW ;aaa;g youaa-1 75C-409 — — ---_ -� e II � LL a F O W O Ww aO z z WU as 0 WWI WWs rc W o i' 11:1kiA 75C-410 m§ 75C-411 E E m w Qz J a z m O W O �w a0 z z w0 Ma a OWR OK< W8 C' a71 e �8 a�s WeAll IE= wmm E m N �LI I ] �e o� 75C-412 F O w O �w a0 z z w0 Ma a OwR OKa C W8 Fa C' O i� a71 e �8 a�s WeAll IE= wmm N L6 Q L Y O A a==S1= m m m vg �j UI flo �., o ❑E ❑Ee ❑ A ❑ m ❑ ❑ ❑ m m Inl I�' a ALI 75C-413 y �N m ry h N ELmp w z 5 a F z m O W O Ww a0 z z wo m< as 0 Ww� ❑ E CS Im Im 0 i' ro x 4 y . a� e �8 aka IE= RA EXHIBIT 8 75C-414 :i :m :� Im,ME ME ME NEW _w _e III - -= -! -- -= -= = - .e .= or 7 . .a .e .E .W .E .1 NEW .m .W .Q .1 .1 .5 .e .9 .9 .3 .1 -■11 ■11 ■1 ■11 ■1 EE M NE = .� ■Ii qi ■Ii iii ii m ® ■1 E1 ■1 ■1 ■1 e" m i1W p f p ' a .■ .■ ro: M■ 'N '.MRI i = ■ 1! i ZSv- .v / �( q ƒ � NE= NOME f R o>oEptt�rQmtm �j3 m SimoLL(9�Si��aQoa �i �LL(9 t5C-417 m Ot a m' a N N F O w O �w a� z z wo 2E< Ma a 0wo ww" wwI ova ee �e8 ams map] !�J NME �-reszis�wrov-� 3 ! C = mo~Pp ogq��dm�6LLa n am>mvmm211 �mm���a�9�� ry mi8 � m�tii��a `a oa39� T W 5C-418 co N F O W O �w a� Z¢ wo 2E< Ma a 0wo w " ww. o,a :e �e8 ads rIl IE= RW EXHIBIT 9 75C-419 ITIT I Ali ALA -1 -1 -1 11 ?j= -1' -1 -1 -1 m l-I -I -I -I m- -1 -1 -1 -1 m- -1 -1 -1 111111110 : y Ci i i R_ �m -1 -1 -1 -1 i:11:111:11=:1i ii :i :i :i :i 0, i , x h i li l MR at I i �� IIIIi i �®ifl N 1 F U W O �w a0 z z wU Ma a OwR OKa C W8 Fa C' O i� a71 e �8 a�s WeAll IE= wmm EXHIBIT 10 75C-424 v N T W v N U F c � W N F 0 N N N .° p� ❑ m ¢ w ¢ N c ¢ ¢ c o m v `v d`d co'� N c c cN mNmON wN v 0>% F d' K° F¢ m 'o s° c s u u s° 0 s° m O E -a v -a -a U°° C N> N U "O N U N W J o V v 0.O O O c C 0 Fa 0 m NNE Oli 6 � cli C6 V I(l fp n ww `o M > w 5 �® m 2IRI ® ® 4 �I CM■C➢I M Y F L r v 0 U m 0 LL w a v' 1.4 F U w O ow a0 z WU Ma a OwR w ww- ox, W� Fa rc- g a71 EXHIBIT 11 75C-426 y} tltl Q y } 'P:€4 E 33 6 2 i Y F o a ..9e£ a U s e ,fr"k'x �y4yw.�wis`y9 Z Q a4®�®rgwaB YE J F-_ ��--------- 2.0 a • .I x Jw m w m� I w� P�zi zg rc OI �w —�aa,ls,au,�uow L_J I b o gl �_ € � - laall5 4auad 1 r fY� L — — — — — — — — — — — J o 5C-427 _r � | fD%.0- co o � � - 9 s ME 'a g ac - m v s 5 s� b (MOIag) IMIS JGWIIJow (Moles) jaaalg gouaa=l (1) m N U) s V- D O LL N N J ¢a ,1 0 OF E: 01 75C-429 /rTl� [F�-;l «aggDG;RSSb; % / PH !eD H !qd E° ^e \Ald� Ald� A /\^Addbk �s"'I-- — e / �) D ) � � �� - — __„=d as z`a�'8w pew w wa M o� za z w w 0 U F g w x� m wm �4 r`a rc- O �S 4 rQ v� 0 m cm J OF=—Iq M70l CJ 0 0"A qi EXHIBIT 12 75C-432 W neoxvea moxms Poaxve9 `-...... nvoxmo oenxo d.. _� l n� ILI L lgLEI - `fj�L%�%� k 'ILI � A `1 6JE 11 T � l f� � I__T X _�4��1 eF I r.. L�I�i 1ffiEll i�l�LT—' C�,x W 0 70 CoE Q .o 00 .� �U) 00 CO W . 70 O N U� O)Q �o N =zoo a a � � � m m �z=wa m b b .. o 0 o HAI EXHIBIT 13 75C-434 co 00 1 O Q � 0 N 1 � 0) E N U � a� p C .F 0 o N U) cu EXHIBIT 14 75C-436 Conformance to Development and Parking Standards Required by the Transit Zoning Code Provided Lined Block Building Type Height (Table DT-1): Site A: 1. Minimum - 2 stories 2. Maximum - 10 Stories 5 to 7 Stories Lined Block Building Type Height (Table UC-1): Site B: 1. Minimum - 2 stories 5 Stories 2. Maximum - 5 Stories Parking Driveway Width (Table DT-5): 2-Way Driveway: Project's driveway width varies from 2-Way Driveway: 20'0" minimum and 25'0" maximum. 20'0" to 25'0". Parking Driveway Width (Table UC-4): 2-Way Driveway: 20'0" minimum and 25'0" maximum. Parking (Table DT-6): The overall parking proposed for the project is 422 spaces, 1. Standard: 2 stalls per unit minimum and 0.15 stalls per including 394 residential stalls and 28 commercial visitor unit guest, and 1/400 square feet of commercial stalls. This is surplus of 30 parking spaces above the total space. required of 392 spaces- 0 Results in 213 residential and 28 commercial parking spaces required (241 total) The proposed residential parking provides a ratio of 2.3 parking spaces per residential unit. Parking (Table UC-5): 1. Standard: 2 stalls per unit minimum and 0.15 stalls per unit guest, and 1/300 square feet of commercial space- 0 Results in 151 residential parking spaces required Setbacks (Table DT-2): Site A: 1. Front Yard - 0'0" min, 0'0" max 2. Street Side - 0'0" min, 10'0" max Complies; 3. Side Yard - 0'0" min, no max 1. Front Yard - 0'0" 4. Rear Yard - 15'0" min, no max 2. Side Yards - T-7" - 22'-5" (max) 5. Alley Yard - TO" min, no max Site B: Setbacks (Table UC-2): 1. Front Yard - 0'0" min, 0'0" max 1. Front Yard - 0'0" 2. Street Side - 0'0" min, 10'0" max 2. Side Yards - 2'-6" - 15'-8" (max) 3. Side Yard -0'0" min, no max 4. Rear Yard - 15'0" min, no max Frontage Type (Table DT-4): 1. Arcade - Min 50% of Frontage Site A: 2. Gallery -Min 50% of Frontage 3. Shopfront - Min 75% of Frontage 4'h Street: 100% Shopfront, 4. Forecourt - Max 50% of Frontage (remainder of frontage per permitted types) Site B: Frontage Type (Table UC-): 4'h Street: 50% Forecourt 1. Shopfront- Min 65% of Frontage 4'h Street: 25% Stoop 2. Forecourt - Max 50% of Frontage (remainder of frontage per permitted types) 3. Stoop - Max 50% of Frontage Building Types Allowed (Table BT-1): Lined Block Flex Block, Lined Block, Stacked Dwellings, Courtyard Housing,Live-Work Tuck Under Lined Block Width and Depth (Table BT-1): Site A: 1. Width- Min 125'0" and Max 300'0" 1. Width - 242'0" 2. Depth -Minimum 100'0" 2. Depth - 243'0" 75G-4137 Required by the Transit Zoning Code Provided Site B: 1. Width— 185'-0" - 236'0" 2. Depth — 241'0" Lined Block Access Standards (Sec. 41-2023): All requirements met and shown in plan sheets- 1 - The main entrance to each ground floor shall be directly from the street- 2- Entrance to residential portions of the building shall be through a dedicated street level lobby, or through a dedicated podium lobby accessible from the street of through a side yard- 3- Access to each unit above the second level, not accessed through a podium, shall be through an interior corridor of at least 6'0" with recessed doors or seating alcoves/offsets at least every 100'0". 4. Each level of the building shall have access to the garage via an elevator. Lined Block Parking Standards (Sec. 41-2023): The buildings provide parking via an above -ground garage- 1 . All parking shall be in an underground or above- All dwellings will have indirect access to parking stalls. ground garage, tuck under parking, or combination thereof- 2- Dwellings shall have indirect access to their parking stall(s)- Lined Block Open Space Standards (Sec. 41-2023): Site A & Site B: 1. The common open space shall be designated as a courtyard, or in the front as a forecourt. This area 1. Required (Common + Private): 26,190 SF shall be equal to 15% of the lot and shall be open to 2- Provided (Common + Private): 39,838 SF the sky- 2- Minimum courtyard width of 20'0" when running EW All requirements met and shown in plan sheets. and 15'0" when running NS. 3. 20'0" wide courts only permit architectural projections on two opposing sides- 4- Private open space for each dwelling unit and no less than 50 SF and not less than 6'0" in each direction- 5- Private open space can be substituted for common open space or common interior space at an equivalent square footage. The minimum dimension of this space shall be 15'0" in each direction. Lined Block Landscape Standards (Sec. 41-2023): 1. Complies 1. If a front yard is present, one 24" box tree per 25'0" 2. Complies lineal feet shall be provided. 3. Complies 2. Six (6) 5-gallon shrubs and ten (10) 1-gallon size 4. Complies shrubs or ground cover per required tree. 5. Complies 3. Courtyards located above garages shall avoid the 6. Complies sensation of forced podium hardscape. 7. Complies 4. Trees in the front yard may not exceed 12-15' in height at maturity and must be suitable for built in concrete planters or containers with a 36-inch width- 5- One 36" box tree is required per courtyard that meets the minimum dimensions. For courtyards that exceed minimum dimensions, two or more 24-inch box small size trees may be substituted- 6- If a rear yard is present, at least one (1) 36" box tree per 30'0" lineal feet shall be planted- 7- If a side yard is present, at least one (1) 24" box tree per 30'0" lineal feet shall be provided - "bit Required by the Transit Zoning Code Provided Lined Block Frontage Standards (Sec. 41-2023): All requirements met and shown in plan sheets. Entry door oriented to street/courtyard when fronting to one. Service rooms -oriented backing to corridors. Building Size and Massing Standards (Sec. 41-2023): Building Height Ratios: 1-4 (Standards Noted and Met) 5. Max Height Ratios: Site A: a. Ground Floor — 100% b. Level 2 — 100% 1. Ground Floor — 100% c. Level 3-5 — 85% 2. Level 2 — 49% d.Level 6-85% 3. Level 3-81% 4. Level 4 — 81 % 5. Level 5 — 81 % 6. Level 6 — 63% 7. Level 7 — 60% Site B: — Approval of a Variance Required for an increase in allowable building size and massing 1. Ground Floor— 100% 2. Level 2 — 100% 3. Level 3-5 — 100% 7v5b-4139 EXHIBIT 15 75C-440 SPR No. 2020-02 & AA No. 2020-04, "4th and Mortimer Mixed -Use Development' 409 and 509 East Fourth Street The 2020 EIR Addendum and Technical Appendices are available online at: https://www.santa-ana.org/pb/planning-division/maior-planning-proiects-and-monthly-development- proiect-reports/4th-and Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 Exhibit 15 — 2020 EIR Addendum and Technical Appendices 75C-441 EXHIBIT 16 75C-442 SPR No. 2020-02 & AA No. 2020-04, "4th and Mortimer Mixed -Use Development' 409 and 509 East Fourth Street The 2010 Transit Zoning Code EIR and Technical Appendices are available online at: https://www.sa nta-a na.org/tra nsit-zon i ng-code-environmental-i m pact -report Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 Exhibit 16 — 2010 Transit Zoning Code EIR 75C-443 EXHIBIT 17 75C-444 f 5 (_ "I MR COMMYMITI[! 1101-9EYFl REi June 3, 2020 Richard M. Gollis, Principal THE CONCORD GROUP 369 San Miguel Drive, Suite 265 Newport Beach, CA 92660 17877 01.1-EiTE AVE. 714 541 4W15 SUNFE 450 LN"WEBRSO.[om IRVINE. CA 97674 WE BRSG.COM DEVELOPMENT FISCAL IMPACT ANALYSIS 4TH + MORTIMER MIXED -USE PROJECT, DOWNTOWN SANTA ANA Dear Mr. Gollis: Via Electronic Mail RSG, Inc. ("RSG") was retained by The Concord Group ("TCG") to perform a fiscal and economic impact analysis for the development of a proposed mixed -use apartment and retail project ("Project") in downtown Santa Ana, California. TCG obtained this analysis on behalf of the property owner/developer, Red Oak Investments ("Developer'), which recently submitted an application for redevelopment of the subject property with the City of Santa Ana's ("City") Planning and Building Services Department. The Project site sits along 41h street covering two blocks divided by Mortimer Street for a total Project area of 2.72 acres. If approved, the Project would consist of one mixed -used building and one residential building, each on their own block. Currently, Northgate Market sits within the proposed development site, and an automotive repair shop sits adjacent to it. This letter describes our analysis, methodology, and anticipated recurring fiscal impacts resulting from development of the Project. As is typical at this stage, our conclusions could evolve as the application moves forward through the design and environmental review process. As is consistent with other Downtown Santa Ana projects analyzed by RSG, the construction period was assumed to be over three years. Part of the work would begin in 2021 (36 percent), with a majority taking place in 2022 (51 percent), leading to the remainder in 2023 (13 percent). The Project would open in the third construction year. Fiscal impacts from that year are reduced to reflect a partial year. RSG anticipates the following fiscal outcomes over a 25-year forecast period: $2.9 million (net present value, discounted at 4 percent) in net new property tax revenues to the City General Fund. A combined $2 million in sales taxes that includes $1 million from the City's base rate, and $987,230 from the City's Measure X additional tax rate inclusive of the sunset date (net present value, discounted at 4 percent). A total of $7.8 million (net present value, discounted at 4 percent) in additional City General Fund revenue, including construction period revenues, recurring site -specific tax, and other Project impacts. Over the same 25-year period, the City General Fund expenditures associated with the Project total $2.4 million (net present value, discounted at 4 percent) IRVINE IN, BERKELEY • VISTA 75C-445 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 2 As a result, the net new General Fund revenue (revenues less expenditures) is projected to be approximately $5.4 million (net present value, discounted at 4 percent) if the Project were developed as proposed. Table 1 summarizes the 25-year fiscal impact of the Project. Table 2 provides the corresponding forecast of the same impacts on the following page. Table 1 NET NEW RECURRING GENERAL FUND FISCAL IMPACTS 4th and Mortimer Revenue 25-Year Recurring Nominal NPV 4.0% Property Tax $ 5,373,270 $ 2,993,993 Property Tax In -Lieu 3,739,484 2,086,226 Sales Tax 1,913,260 1,019,241 Measure X (2018) Sales Tax Increase 1,522,027 987,230 Utility User Tax 938,109 499,754 Business Tax 313,235 166,868 Total Revenues $ 13,799,385 $ 7,753,312 Less City Expenditures $ (4,495,985) $(2,390,794) NET NEW REVENUE TOTAL $ 9,303,400 $ 5,362,518 Sources: City of Santa Ana, County of Orange, California State Board of Equalization, ESRI Business Analyst Online, and RSG, Inc. 75C-446 3 N N Z w0 N F Z N T != w � U C m n x w N Ul � W C O > UL' m K It'll N x C N U1 F (11 N 7 x N w F d 7 L F z x A Z m O F F A N 6 W �VaN m M .0 D p a`ry T0 (300 UN Z oN O �Cvj M N N L W p� C a m N m O M V m O ON AV MO MA MmN AN A .ppQ�� AOA Y N M -m N OA p R - m m N f0 m O V O O ON d' fy� ai n v o r - pQpQ yry 1yy1((���� �i o ao ai A((mp mM {Q{Qyy pQpQ�� (1(1p�p� w m iV M M M M M M M M M M M M M M V V M M M M M M M M M M m N W y V O N M N A iT (MO A W m N 0 0 Lr O A A W m A 0 O ON N N M M M V V' 1[J 1[J m m A m m m m O w w N M M L c: M w w O N O A m O O M O W O O W OW 1[J M e Mm (O A m N {{yy O A ( A(pp O 1[J M V' pW yM_ M N V ? V V V fF C V' V LLJ m 1[J 1[J 1[J 1[J 1[J LLJ m m 1[J LLJ 1[J 1[J 1[J 1[J m A A rf r En «» «a 1[J O O W 1[J O w N N T A ��yy N O m m N A V V W LLJ m � 1n m m N A^ O m m O V W M m LLJ M M V A m M M lD _ M m W O A O N m T N 1[J m N m O CY W N m lIJ O lIJ O N m N N M M M � E9 N N M f0 m m C: N N iT O m O I O C: N (O (O N N (O O 1f! M O m 1[J M N O O m A A m m A W m O N R m m m N m O V' m V Esa «a «a O M M M M mmA In WW w N A O MMC M MMN 0 V' m A O p V m O' N O m O A w �- M O N O co A m m m m m m m m O m w O O O O N W " m m N cc m m N I O m A m m 1� � m O M m iT O m M O O m T � N R 1[J 1� � N C' (O m O N 1LaO N R ua m O^ m m A m A A I N I A A M 1[J A O M A LLJ � m ( N(�� � m mm C e N{ O O M m O O M m m N N N N M M M M V it'' AV LLOJ 1(J LLWJ m m m m A O CY N W LLJ LLJ O OyA N W W O O A W O N M} W N 1[ MJ O 1[J {O{}} A A M W W A W W N O M r N W 0 M (WO 1[J Lc (O O m N m m N M O � Ny M 1[pJ A O V^^ em- M M C N N N N N N R. N N N N N N O O O O O O O O O O O O O O O O O O O O O O O O O O O O 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 y-— — N N N N N N 0 O 0 O 75C-447 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 4 PROJECT DESCRIPTION The Project site is located on the 400 and 500 blocks of East 4m Street (also known as Calle Quatro), between French and Minter Streets, in the East End District of Downtown Santa Ana. Downtown Santa Ana is a vibrant, historic destination for locals and visitors to the City, known as a center of commerce and culture for the Latinx community, arts and entertainment, and historic buildings repurposed for contemporary use. Two business improvement districts overlay "DTSA," Downtown Inc and the Santa Ana Business Council. Within them are the renowned Yost Theater, Frida Cinema, 4m Street Market, and part of the project site. Across 41h Street from the Project site is The Spectrum Condominiums, a four-story residential complex over ground floor parking (five -stories). Figure 1 shows the location of the Project Site Figure 1: Project Site 75C-448 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 5 Source: Goog/e Maps The Project site consists of 10 parcels on the two blocks, separated by Mortimer Street. Excluded from the Project site is a 2,887 square foot parcel currently used as an automotive repair shop (Ming's Auto). As shown in Figure 2, the 252,368 square foot (gross building area) Project would result in the demolition of the existing improvements and construction featuring 169 market rate multifamily units, 11,361 square feet of ground floor commercial space, and two parking structures. On the western 400 block, currently a single parcel occupied by the Northgate Gonzalez Market, the Developer is proposing a seven -story mixed -use building. The seven -story building will include 99 multifamily units, 7,514 square -feet of retail space, 3,847 square -feet of restaurant space, 8,007 square -feet of amenities, leasing, and deck space, and 17,989 square -feet of open space. On the eastern 500 block of 4" Street, the remaining nine parcels would include a five -story residential building and parking structure, with 70 multifamily units and 8,623 square -feet of open space. Figure 2: Site Plan Fifth Sheet Source: KTGY Group Inc., Red Oak Investments There are currently 169 residential units planned for construction, the breakdown of which includes 21 studio (12 percent of all units), 38 one -bedroom (22 percent), 66 two -bedroom (39 percent), 9 three -bedroom (5 percent), and 35 four -bedroom (21 percent) units. Based on occupancy rates from prior projects, RSG estimates 153 units will be occupied at any given time. Figure 3 presents a rendering of the project as currently proposed: 75C-449 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 6 Figure 4 exhibits the unit mix. Figure 3 Figure 4 4th + Mortimer Unit Breakdown Studio 1 BR 2 BR 3 BR 4 BR Source: KTGY Group Inc., Red Oak Investments 75C-450 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 7 RECURRING FISCAL IMPACTS Property Tax Revenue All property taxes in the state of California are levied at a rate of 1 percent. The City's share of the 1 percent property tax levy is 19.4%, as provided by the County of Orange ("County") Auditor - Controller. The Developer provided RSG with the Project costs that consisted of $5 million for land, and $77 million for hard and soft costs. This $82 million adjusted for inflation over the construction period, would amount to an assessed valuation of $86.4 million at buildout. To accurately portray the effect of the Project to the City, property tax revenues presented in this report are net of any existing revenues. The existing site is currently valued at $6.3 million. When adjusted for inflation over the construction period the value is $6.9 million, providing the City an estimated $13,375 in year 2023 absent the construction of the Project. The new development would provide $167,657 to the City in that same year. Therefore, the net new property tax revenues to the City would be $154,282 at buildout. Table 3 NET NEW PROPERTY TAX REVENUE 4th and Mortimer At Buildout Existing Assessed Value $ 6,894,078 Proposed Project Assessed Valuation' 86,420,908 Net New Value $ 79,526,830 City Property Tax Rate 19.4% Annual Estimate Existing Property Tax Revenues $ 13,375 New Property Tax Revenues $ 167,657 Net New Property Tax Revenues $ 154,282 Source: County of Orange Auditor Controller, RSG, Inc. ' Inflated pursuant to the construction schedule To project future property taxes, RSG assumed 2 percent inflation on property tax revenues over the 25-year projection period, resulting in $2.9 million (net present value, discounted at 4 percent) in net new property tax revenues for the City General Fund. Property Tax in -lieu of Motor Vehicle License Fee Revenue Established in 1935, the Motor Vehicle License Fee ("MVLF") was essentially a tax on vehicle ownership. It is collected by the State annually when vehicles are registered and was historically allocated to cities and counties based upon a statutory formula. In 2004, during the State's budget crisis, about 90 percent of each city's MVLF revenue was replaced with property tax revenue, and cities in particular began to receive an allocation of property tax from the Educational Revenue Augmentation Fund ("ERAF") in an amount equal to what they would have received in MVLF under an older MVLF allocation formula. Under current law, the property tax in -lieu of MVLF 75C-451 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 8 revenue increases based on assessed value growth in a jurisdiction, so estimated revenues are based on changes in assessed value created by the Project. Based on the City's 2019-20 secured property tax roll, the total assessed value of all Property in the City is $26.3 billion. When adjusting for inflation during the construction period, the Project's net new assessed valuation ($79.5 million) increases the City's assessed value by 0.33 percent. The MVLF increase from the Project is calculated from the percent increase in assessed value. This gives us $107,186 in estimated In -Lieu MVLF revenues at build -out (see Table 4). As depicted above, the City is expected to receive $2 million (net present value, discounted at 4 percent) in In -Lieu MVLF revenues through 2047. Table 4 PROPERTY TAX IN -LIEU OF MOTOR VEHICLE LICENSE FEES 4th and Mortimer 2019-20 City Assessed Value $ 26,369,891,977 Project Assessed Value' 86,420,908 City Assessed Value with Project 26,456,312,885 Increase in Assessed Value 0.33% Santa Ana 2019-20 VLF 32,705,877 Santa Ana VLF with Project 32,813,063 Annual Estimate Property Tax In -lieu Revenue $ 107,186 Source: County of Orange Auditor Controller, RSG, Inc. ' Inflated pursuant to the construction schedule Utility User Tax The City assesses a utility user tax of 5.5 percent on electricity, gas, water, and telephone revenues generated within Santa Ana. Utility costs were estimated by RSG based on a review of similar projects and utility costs in Orange County. Residential utility expenditures were assumed to be: $104 per month for phone, $57 for electricity, $23 for gas, and $30 for water. This amounts to $2,890 annually in 2020 dollars. From the Developer's estimates of 3,847 square feet of restaurant and 7,514 square feet of retail, RSG was able to use US Energy Information Administration ("EIA") estimates to extrapolate commercial utility expenses. Retail establishments average around $1.50 per square foot in energy expenses, while restaurants average $4.44 per square foot. Based on these assumptions, RSG estimates that utility user tax revenues generated by the Project, reduced to account for a partial year, will be an estimated $24,333 at buildout. This adds up to $499,754 (net present value, discounted at 4 percent) over the 25-year projection period (see Table 2). 75C-452 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 9 Table 5 showcases the Utility User Tax at buildout below. Table 5 UTILITY USER TAX REVENUE 4th and Mortimer Energy Expenditures per Household $ 2,890 Occupied Households 153 Total Residential Energy Expenses $ 441,083 Total Commercial Energy Expenses' $ 67,443 City Tax Rate 5.5% Full -Year Buildout Revenues $ 27,969 Partial -Year Buildout Revenues $ 24,333 Sources: US Energy Information Administration, RSG, Inc., ESRI BAO 'EIA estimates of $1.40 per SF for Retail and $4.44 for restaurant Sales Taxes The Project is expected to increase sales taxes through both the new businesses and new residents. The methodology and assumptions for both differ but are necessary for accuracy. Resident -Derived Sales Tax To determine the resident share, RSG obtained average annual household expenditures for households within a 1-mile radius of the Project from ESRI Business Analyst. By adjusting the household expenditures based on taxable and non-taxable sales, RSG estimates that each household would spend an average of $17,836 at buildout. Based on experience with previous projects in the City, an estimated 65 percent of those expenditures would be subject to Santa Ana's sales tax. The State and County sales tax receive 6 percent and 0.75 percent of taxable sales, respectively. In addition, the City levies its own sales tax at a rate of 1 percent. In 2018, Santa Ana voters approved an additional sales tax of 1.5 percent that would then decrease to 1 percent in 2029 until expiring in 2039. RSG took this increase into consideration when analyzing the affects the new residents would have on the City's General Fund. Using ESRI's Business Analyst Online software, expenditures the average new household wou vacancy rate from Census data, 2.7 percent, t Multiplying the households and the expenditure sales of $1.9 million. From there, the taxable s rate and the Measure X additional rates (1 percent and derived sales tax revenue from the base tax rate is o s RSG was able to estimate the amount of taxable Id make in the City. RSG then estimated the come up with 165 total occupied households. together produced an estimate of total taxable ales were multiplied by both the City's base tax 1.5 percent). Therefore, the residential an estimated $17,697 at buildout. The 75C-453 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 10 additional tax from Measure X would yield $26,545 at buildout and decrease to $21,131 in 2029 (adjusted for 3% inflation) before ceasing in 2039. Table 6 RESIDENT -DERIVED SALES TAX REVENUE 4th and Mortimer Households and Sales at Buildout Average Household Taxable Expenditures $ 17,836 Occupied Households 153 Percent within Santa Ana 65% Total Taxable Sales $ 1,769,689 City Share of Sales Tax Measure X (2018) Additional Sales Tax' Resident -Derived Sales Tax Revenues Annual Estimate (Base Rate) $ 17,697 (2018 Addition) $ 26,545 (2029 Decrease to 1%) $ 21,131 Source: ESRI BAO, City of Santa Ana 'Measure X additional sales tax decreases from 1.5% to 1 % in 2029. Business -Derived Sales Tax The Project includes 7,514 square feet of retail space and 3,847 square feet of restaurant space. These new businesses will generate sales taxes separate from the new residents. Since the Developer does not yet know the exact tenants that will fill the space, RSG estimated an average of $300 of sales per square foot for the retail, and $350 per square foot for the restaurant. As a result, the retail and restaurant businesses will generate taxable sales of $2.4 million and $1.4 million at buildout, respectively. RSG estimates the base sales tax revenues at buildout to be $39,345. Table 7 below presents this information. In addition, Measure X will generate $59,018 for that year as well. However, in 2029 Measure X revenues will decrease to $36,007 before being eliminated altogether in 2039. 75C-454 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 11 Table 7 BUSINESS -DERIVED SALES TAX REVENUE 4th and Mortimer Sales at Buildout General Retail 2,463,225 Restaurant 1,471, 302 $ 3,934,527 City Share of Sales Tax 1% Measure X (2018) Additional Sales Tax' 1.5% Business -Derived Sales Tax Revenues Annual Estimate (Base Rate) $ 39,345 (2018 Addition) $ 59,018 (2029 Decrease to 1%) $ 36,007 Source: California State Board of Equalization, RSG, Inc. 'Measure X additional sales tax decreases from 1.5% to 1 % in 2029 For the City base rate, combined resident and business sales taxes at buildout would be an estimated $50,828. Measure X combined taxes would be $76,242. Both are adjusted for inflation during the construction period and for the partial year at opening. This provides for a 25-year total of $1.02 million from the base rate and $987,230 from Measure X. Business Tax The City assesses a business tax on retail, restaurant, and residential property management companies. Table 8 below showcases the new revenues from the Project. Retail and restaurant business taxes are assessed based on annual sales while management company business taxes are assessed based on unit count. The combined business tax revenues are an estimated $8,125 at buildout, or $166,868 over 25 years (net present value, discounted at 4 percent). Table 8 BUSINESS TAX REVENUES 4th and Mortimer Multifamily Residential Tax Retail Tax Restaurant Tax 6,573 1,621 1,145 Full -Year Business Taxes at Buildout $ 9,339 Partial -Year Business Taxes at Buildout $ 8,125 Sources: City of Santa Ana, RSG, Inc 75C-455 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 12 CITY EXPENDITURES RSG estimated the additional population that will move into the Project to estimate the total added expenditures to the City General Fund for servicing the new residents. Consistent with other recent analyses prepared by RSG on projects in Santa Ana, RSG assumed that each studio would house 1.25 residents, each one -bedroom unit would house 1.75 residents, each two -bedroom unit would house 3.25 residents, each three -bedroom unit would house 4 residents, and each four -bedroom unit would house 5.25. Overall, this works out to an average household size of 3.12 residents per unit, which RSG considers reasonable. RSG estimates at full occupancy the Project could hold 527 residents. Taking into account that a small percentage of the units will normally be vacant due to turnover, we estimate the fiscal impacts based on residents' time spent in the City. This is done by calculating the full-time equivalent (FTE) residents, defined as those who spend a vast majority of their daily consumption in Santa Ana. The assumption being that new residents who work out of the City, do not consume products in the City during the time they are gone. RSG gathered data from the US Census and ESRI Business Analyst Online to estimate the FTE residents of the Project. Approximately 13 percent of Santa Ana residents work within Santa Ana, which, in effect means that the City is servicing these resident -employees 100 percent of the time. Another 37 percent of Santa Ana residents work outside the city. Assuming the residents that work outside of the city are outside City limits from 9 am to 5 pm, Santa Ana is servicing these residents approximately 73 percent of the time. The city's remaining residential population (about 51 percent), is serviced by the City 100 percent of the time. Accounting for all residents and employees based on the percent of time spent in the city, the Project will generate a daily (24/7) population of 476 persons. RSG identified variable costs, as opposed to fixed costs, by department in the City of Santa Ana FY 2019-20 Adopted Budget. Variable costs are City expenditures that increase or decrease based on the resident and employee population. The City Manager and City Attorney offices, for example, are fixed costs that will not vary based on population, but the Police and Fire departments will vary based on population. With that said, RSG estimates expenditure increases of $120,441 during the first full year of operations. Over a 25-year projection period, the Project will add $2.4 million in City expenditures (net present value, discounted at 4 percent). 75C-456 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 13 Table 9 SUMMARY OF RECURRING CITY EXPENDITURES' CITY OF SANTA ANA 4th + Mortimer Current City Project -derived Total City Percent City Department Expenditures City Expenditures Expenditu res3 Increase City Manager's Office $ 2,708,440 $ - $ 2,708,440 0.00% Non -Departmental & Intertund Transfers 61,098,660 - 61,098,660 0.00% Clerk of the Council Office 1,682,560 17 1,682,577 0.00% City Attorney's Office 3,219,780 - 3,219,780 0.00% Personnel Services 2,490,360 50 2,490,410 0.00% Finance & Management Services 9,671,190 228 9,671,418 0.00% Bowers Museum Corporation 1,473,430 - 1,473,430 0.00% Parks, Recreation and Community Services 26,836,790 1,551 26,838,341 0.01% Police Department 131,568,820 75,973 131,644,793 0.06% Fire Services 45,640,920 32,376 45,673,296 0.07% Planning & Building Agency 13,227,380 24 13,227,404 0.00% Public Works Agency 13,155,830 - 13,155,830 0.00% Community Development Agency 3,353,520 - 3,353,520 0.00% Base Estimate in 2020-21 $ 316,127,681 $ 110,221 $ 316,237,901 0.03% Total in 2023.24 120,441 r For this analysis, RSG identified departmental costs in the City of Santa Ana FY 2019-20 Budget that are variable costs, as opposed to fixed costs. Variable costs are expenditures by the City that increase or decrease based on the residential and employee population in the City. For example, City Council and Human Resources salaries and wages generally are fixed costs that do not vary based on population. Meanwhile, the Fire Services and Parks & Community Services departments will likely experience service cost increases due to the added population. z Current expenditures are based on adopted expenditures in the City of Santa Ana's FY 2019-20 Budget. 3 Sum of current City expenditures and project -derived City expenditures. Assuming project opened in 2020-21. Sources: City of Santa Ana, RSG, Inc., US Census Bureau EMPLOYMENT Development and ongoing operation of the Project will generate employment opportunities, add labor income to the market area, and add value to the gross regional product. For this analysis, RSG used the IMPLAN model to measure the economic impacts of the Project using County -wide data. IMPLAN is an input-output analysis software tool that tracks the interdependence among various producing and consuming sectors of the economy. According to MIG, Inc., the creators of IMPLAN, the software measures the relationship between a given set of demands for final goods and services and the inputs required to satisfy those demands. IMPLAN publishes countywide data on an annual basis; this analysis utilized the most recent available County of Orange dataset (2018) to calculate direct, indirect, and induced impacts. The IMPLAN inputs are investment (development costs) and gross business operating income of the Project and the resulting outputs are economic impacts, including employment generation, labor income, and gross regional product. Jobs are the primary impacts calculated by IMPLAN. RSG analyzed both temporary and permanent economic impacts. For temporary construction impacts the Developer's Project costs exclusive of land costs were used ($77 million). From there construction costs were divided based on square footage, between multi -family (95 percent) and 75C-457 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 14 non-residential (5 percent). For permanent impacts, the estimated sales from the residential complex, the restaurant space, and the retail space were used. IMPLAN breaks down the resulting employment and other effects into three categories: direct, indirect, and induced: • Direct Effects — Refers to the direct effects that occur on the Project site resulting from development costs and operational sales revenue. Indirect Effects — Changes in sales, jobs, and/or income within the businesses that supply goods and services to the Project. Indirect effects do not occur directly on the Project -site but are an indirect effect to surrounding or related businesses. Induced Effects — Regional changes resulting from additional spending earned either directly or indirectly from the Project. RSG utilizes the FTE conversion of total employment generally preferred in Public Policy. FTE employment numbers, as opposed to residents, present total employment through the lens of hours worked; summarizing then dividing by how many 40-hour work weeks are generated by the investment. The IMPLAN analysis concludes that the temporary construction component of the Project will result in 510 direct FTE jobs, 47 indirect FTE jobs, and 214 induced FTE jobs the majority of which will be in Santa Ana. The permanent impacts attributed to the Project are 35 FTE jobs related to the operations of both the residential building itself, as well as the retail and restaurant components of the Project. This includes 25 direct, 4 indirect, and 5 induced jobs to the region. Table 10 outlines the aforementioned FTE jobs generated by the Project. 75C-458 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 15 Table 10 PROJECTED EMPLOYMENT (FTE) 4th and Mortimer Temporary (Construction) Jobs Direct 510 Indirect 47 Induced 214 Subtotal 771 Permanent Jobs Direct 25 Indirect 4 Induced 5 Subtotal 35 Total Temporary & Permanent Jobs Direct 535 Indirect 51 Induced 219 Total 806 Source: IMPLAN NON -GENERAL FUND FISCAL IMPACTS Business Improvement District In 1984, a Business Improvement District ("BID") was established in Downtown Santa Ana. BIDS are assessment districts in which business owners pay special levies that go toward various improvements and promotions within the district. The City collects the funds and provides them to Downtown Inc. and Santa Ana Business Council, which coordinate events such as First Saturday Art -Walk, Savor Santa Ana, Boca De Oro Literary Festival, Santa Ana Media Summit, Outdoor Cinema Series, and the Santa Ana Sidewalk Sales, events that advertise the downtown area and bring foot traffic for local businesses. The commercial component of the Project is located within the BID, so Project commercial businesses would be charged BID fees like the other businesses in the area. Businesses are levied according to the following guidelines: • 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. • Commercial Rental Property, Rental Property, Residential and Rooming Houses shall pay an amount equal to one -quarter times their annual business license fee. 75C-459 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 16 • All other businesses, including Professions, Trades and Services shall pay an amount equal to their annual business license fee. Based on the City's business license fee schedules, the BID fees for the residential component is estimated to be $2,282. The BID fees for the retail and restaurant spaces combined is estimated to be $3,143 annually. While these funds do not directly benefit the general fund, they will increase funding going towards these downtown events and promotions, which does ultimately help the City. Table 11 BUSINESS IMPROVEMENT DISTRICT FEES 4th and Mortimer Residential Fee $ 2,282 Retail and Restaurant Fee 3,143 Total $ 5,424 2020 Total BID Estimates $ 200,000 Added by Project 5,424 % Added 2.7% Total BID Revenues $ 205,424 Source: Santa Ana Business License Tax Fee Schedules, BID 2020 Assessment Report In closing, it is our privilege to assist The Concord Group and your client Red Oak Investments with predevelopment activities on this project. Please let us know if you have any questions or comments pertaining to the findings of this report. Sincerely, 9L� - James Simon, Principal 75C-460 W neoxvea naoxms nraxroo `-_- nvoxmo L HI LL _� l n� ILI L lg :LL 'ILI A W1 6JE 11 T T �Ie � 1 LL e r.. �I�i IL 1ffii�l�LT-' C�,x a�� l T.-�I5r—LJ I; L �j5IT Ell a �� lF= W 0 70 CoE Q .o 00 .� �U) 00 CO (L) . 70 O N U� 0)Q �o N F x W =zoo a U g a g � T � � m o 3 3 z w _ `w� � �z=wa .. o 0 o HAI v N 0 �D �. (� Q� oCL �CD �Cl) 00 T00 v D o � x � e� 00 y � W L[a-HLF-i aH LHI CFrM Ti AFL mCA[..,I.� OCR Lli e LJ T-1 �y 11 L IITFF x -- F_ - Ji w,wwrr F] IdH �] ria 1 oL 0 �L 0 N Of 0 N L O T O �p w cn+z m EXHIBIT 10 Conformance to Development and Parking Standards Required by the Transit Zoning Code Provided Lined Block Building Type Height (Table DT-1): Site A: 1. Minimum - 2 stories 2. Maximum - 10 Stories 5 to 7 Stories Lined Block Building Type Height (Table UC-1): Site B: 1. Minimum - 2 stories 5 Stories 2. Maximum - 5 Stories Parking Driveway Width (fable DT-5): 2-Way Driveway: Project's driveway width varies from 2-Way Driveway: 20'0" minimum and 25'0" maximum. 20'0" to 25'0". Parking Driveway Width (fable UC-4): 2-Way Driveway: 20'0" minimum and 25'0" maximum. Parking (fable DT-6): The overall parking proposed for the project is 422 spaces, 1. Standard: 2 stalls per unit minimum and 0.15 stalls per including 394 residential stalls and 28 commercial visitor unit guest, and 1/400 square feet of commercial stalls. This is surplus of 30 parking spaces above the total space. required of392 spaces. o Results in 213 residential and 28 commercial parking spaces required (241 total) The proposed residential parking provides a ratio of 2.3 parking spaces per residential unit. Parking (Table UC-5): 1. Standard: 2 stalls per unit minimum and 0.15 stalls per unit guest, and 1/300 square feet of commercial space. o Results in 151 residential parking spaces required Setbacks (Table DT-2): Site A: 1. Front Yard -0'0" min, 0'0" max 2. Street Side - 0'0" min, 10'0" max Complies; 3. Side Yard - 0'0" min, no max 1. Front Yard - 0'0" 4. Rear Yard - 15'0" min, no max 2. Side Yards - 3'-7" - 22'-5" (max) 5. Alley Yard - 3'0" min, no max Site B: Setbacks (Table UC-2): 1. Front Yard - 0'0" min, 0'0" max 1. Front Yard - 0'0" 2. Street Side - 0'0" min, 10'0" max 2. Side Yards - 2'-6" - 15'-8" (max) 3. Side Yard - 0'0" min, no max 4. Rear Yard - 15'0" min, no max Frontage Type (Table DT-4): 1. Arcade - Min 50% of Frontage Site A: 2. Gallery - Min 50% of Frontage 3. Shopfront - Min 75% of Frontage 4'h Street: 100% Shopfront, 4. Forecourt - Max 50% of Frontage (remainder of frontage per permitted types) Site B: Frontage Type (fable UC-): 4'h Street: 50% Forecourt 1. Shopfront - Min 65% of Frontage 41h Street: 25% Stoop 2. Forecourt - Max 50% of Frontage (remainder of frontage per permitted types) 3. Stoop - Max 50% of Frontage Building Types Allowed (Table BT-1): Lined Block Flex Block, Lined Block, Stacked Dwellings, Courtyard Housing, Live -Work, Tuck Under Lined Block Width and Depth (Table BT-1): Site A: 1. Width - Min 125'0" and Max 300'0" 1. Width - 242'0" 2. Depth - Minimum 100'0" 2. Depth - 243'0" 75C-463 Required by the Transit Zoning Code Provided Site B: 1. Width — 185'-0" - 236'0" 2. Depth — 241'0" Lined Block Access Standards (Sec. 41-2023): All requirements met and shown in plan sheets. 1. The main entrance to each ground floor shall be directly from the street. 2. Entrance to residential portions of the building shall be through a dedicated street level lobby, or through a dedicated podium lobby accessible from the street of through a side yard. 3. Access to each unit above the second level, not accessed through a podium, shall be through an interior corridor of at least 6'0" with recessed doors or seating alcoves/offsets at least every 100'0". 4. Each level of the building shall have access to the garage via an elevator. Lined Block Parking Standards (Sec. 41-2023): The buildings provide parking via an above -ground garage. 1. All parking shall be in an underground or above- All dwellings will have indirect access to parking stalls. ground garage, tuck under parking, or combination thereof. 2. Dwellings shall have indirect access to their parking stal I (s ). Lined Block Open Space Standards (Sec. 41-2023): Site A & Site B: 1. The common open space shall be designated as a courtyard, or in the front as a forecourt. This area 1. Required (Common + Private): 26,190 SF shall be equal to 15% of the lot and shall be open to 2. Provided (Common + Private): 39,838 SF the sky. 2. Minimum courtyard width of 20'0" when running EW All requirements met and shown in plan sheets. and 15'0" when running INS. 3. 20'0" wide courts only permit architectural projections on two opposing sides. 4. Private open space for each dwelling unit and no less than 50 SF and not less than 6'0" in each direction. 5. Private open space can be substituted for common open space or common interior space at an equivalent square footage. The minimum dimension of this space shall be 15'0" in each direction. Lined Block Landscape Standards (Sec. 41-2023): 1. Complies 1. If a front yard is present, one 24" box tree per 25'0" 2. Complies lineal feet shall be provided. 3. Complies 2. Six (6) 5-gallon shrubs and ten (10) 1-gallon size 4. Complies shrubs or ground cover per required tree. 5. Complies 3. Courtyards located above garages shall avoid the 6. Complies sensation of forced podium hardscape. 7. Complies 4. Trees in the front yard may not exceed 12-15' in height at maturity and must be suitable for built in concrete planters or containers with a 36-inch width. 5. One 36" box tree is required per courtyard that meets the minimum dimensions. For courtyards that exceed minimum dimensions, two or more 24-inch box small size trees may be substituted. 6. If a rear yard is present, at least one (1) 36" box tree per 30'0" lineal feet shall be planted. 7. If a side yard is present, at least one (1) 24" box tree per 30'0" lineal feet shall be provided. 75C-464 Required by the Transit Zoning Code Provided Lined Block Frontage Standards (Sec. 41-2023): All requirements met and shown in plan sheets. Entry door oriented to street/courtyard when fronting to one. Service rooms -oriented backing to corridors. Building Size and Massing Standards (Sec. 41-2023): Building Height Ratios: 1-4 (Standards Noted and Met) 5. Max Height Ratios: Site A: a.Ground Floor — 100% b. Level 2 — 100% 1. Ground Floor — 100% c. Level 3-5 — 85% 2. Level 2 — 49% d. Level 6 — 85% 3. Level 3 — 81 % 4. Level 4 — 81 % 5. Level 5 — 81 % 6. Level 6 — 63% 7. Level 7 — 60% Site B: — Approval of a Variance Required for an increase in allowable building size and massing 1. Ground Floor — 100% 2. Level 2 — 100% 3. Level 3-5 — 100% 75C-465 EXHIBIT 11 AA No. 2020-04, "4th and Mortimer Mixed -Use Development" 409 and 509 East Fourth Street The2020 EIR Addendum and Technical Appendices are available online at: https://www.santa-ana.org/pb/plan n ine-division/maior-plan n ine-Proiects-and-monthly-development- proiect-re ports/4th-and Or by visiting: Planningand Building Agency —Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-466 EXHIBIT 12 AA No. 2020-04, "4th and Mortimer Mixed -Use Development" 409 and 509 East Fourth Street The2010 Transit Zoning Code EIR anclTechnical Appendices are available online at: h ttps://www.sa nta-a na.o rg/tra ns it-zo n in g-cod a-enyi ro nmenta I-im pact -re port Or by visiting: Planningand Building Agency —Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 75C-467 EXHIBIT 13 SET TEA COMMUNITIES EICI PEfl'FUfTUI S_ June 3, 2020 Richard M. Gollis, Principal THE CONCORD GROUP 369 San Miguel Drive, Suite 265 Newport Beach, CA 92660 0672CALLETTE AVE. n4 541 4565 SUITE 350 INFOOD W EARSO.COPT RVINE. CA 92614 WEBI75G:COM DEVELOPMENT FISCAL IMPACT ANALYSIS 4TH + MORTIMER MIXED -USE PROJECT, DOWNTOWN SANTA ANA Dear Mr. Gollis: Via Electronic Mail RSG, Inc. ("RSG") was retained by The Concord Group ("TCG") to perform a fiscal and economic impact analysis for the development of a proposed mixed -use apartment and retail project ("Project") in downtown Santa Ana, California. TCG obtained this analysis on behalf of the property owner/developer, Red Oak Investments ("Developer'), which recently submitted an application for redevelopment of the subject property with the City of Santa Ana's ("City") Planning and Building Services Department. The Project site sits along 41h street covering two blocks divided by Mortimer Street for a total Project area of 2.72 acres. If approved, the Project would consist of one mixed -used building and one residential building, each on their own block. Currently, Northgate Market sits within the proposed development site, and an automotive repair shop sits adjacent to it. This letter describes our analysis, methodology, and anticipated recurring fiscal impacts resulting from development of the Project. As is typical at this stage, our conclusions could evolve as the application moves forward through the design and environmental review process. As is consistent with other Downtown Santa Ana projects analyzed by RSG, the construction period was assumed to be over three years. Part of the work would begin in 2021 (36 percent), with a majority taking place in 2022 (51 percent), leading to the remainder in 2023 (13 percent). The Project would open in the third construction year. Fiscal impacts from that year are reduced to reflect a partial year. RSG anticipates the following fiscal outcomes over a 25-year forecast period: • $2.9 million (net present value, discounted at 4 percent) in net new property tax revenues to the City General Fund. • A combined $2 million in sales taxes that includes $1 million from the City's base rate, and $987,230 from the City's Measure X additional tax rate inclusive of the sunset date (net present value, discounted at 4 percent). • A total of $7.8 million (net present value, discounted at 4 percent) in additional City General Fund revenue, including construction period revenues, recurring site -specific tax, and other Project impacts. • Over the same 25-year period, the City General Fund expenditures associated with the Project total $2.4 million (net present value, discounted at 4 percent) RVINI, • ULNKLLLr • VISIA 75C-468 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 2 As a result, the net new General Fund revenue (revenues less expenditures) is projected to be approximately $5.4 million (net present value, discounted at 4 percent) if the Project were developed as proposed. Table 1 summarizes the 25-year fiscal impact of the Project. Table 2 provides the corresponding forecast of the same impacts on the following page. Table 1 NET NEW RECURRING GENERAL FUND FISCAL IMPACTS 4th and Mortimer Revenue 25-Year Recurring Nominal NPV 4.0% Property Tax $ 5,373,270 $ 2,993,993 Property Tax In -Lieu 3,739,484 2,086,226 Sales Tax 1,913,260 1,019,241 Measure X (2018) Sales Tax Increase 1,522,027 987,230 Utility User Tax 938,109 499,754 Business Tax 313,235 166,868 Total Revenues $ 13,799,385 $ 7,753,312 Less City Expenditures $ (4,495,985) $(2,390,794) NET NEW REVENUE TOTAL $ 9,303,400 $ 5,362,518 Sources: City of Santa Ana, County of Orange, California State Board of Equalization, ESRI Business Analyst Online, and RSG, Inc. 75C-469 3 N N Z o N F Z N T != w � U C n x w N Ul � W C O N (' N K It'll N x C N U1 F (11 N 7 x N w F d 7 L F z x A Z ao O F F A N 6 W �VaN m M .0 D Cp a`ry T0 (300 UN Z oN O �Cvj M a) N L W p� C a m � N CO 10 M V O CO M 1pp0�� M1 1A pN Mp� � M N V CO (O N � I�pG �CpO 1(O� q � V O p O CO {yam M 1` V O 1` yM pQ 1` 1y�� N O CO b py1 N � CO V OI 1A A C9 N O N M M M M M M M M M M M M M M M V V M M M M M M M M M M M �CrTwi, N Y N W— m OI O N OJ M1 M1 V O) M In M1 O M [O 01 O M1 O M1 fp N. W In W M1 M1 OJ [[[000 N O O In O M1 M1 M OI M1 O M1 V A M W N M1 [O (D N M1 M M lA M1 O M1 N O M O N N N M M M-- IA In (p (p M1 M1 W O] O] m O N M M pl Ol ..J ..� v ..J ..r �.. v �.. v v v N V M V N N N M1 W O w (p M OpOI (N(�� (D O O N N 1�(pD m In N N N o O W- M W OW Ippn�� M M W W S N OI ��- (p m In_ M o pMM 0 N V C a a V C a a V In In In In In N In In In In In In � N In In [O M1 M1 C9 M1 (O N M1^ O m m O V M OJ In M M V M1^ f0 M 10 O M (p OJ V M1 OI N (D m N In M N (O O V W N f0 In O In O N CO W m W o7 rn OI rn OI o O O ' ' t0 t0 M1 {"i 10 M M � M O O] ICD M N O m W M1 M1 (D ( M1 OJ O N V_ Ol N (ND O V OI M1 O � In In f0 1� OJ OI m O � N co r � In (O O] O N M In to OJ OI O W OI M V M1 M1 V OI M M1 1 m M w 0 (D O M (p N W O In O M1 V N O M O N �Im O] W W W W Ld W W m OM] 00] A O O O NI M m to (D M1 OJ O M O g O M O m W O] N N 1� A N V (O W O N La M1C � N a M1C � N In M1 M1 M C\ O OM In M� OO M In O (p N mW(�OV N OON OV M n m N m Mr (D W V nOM W . N O O I N � M. M I . ^ M gMN. O M1 O M N Mn S A- N_ O_ M Es Ipn 0 � M1 O M 2N ;s_ WN ^ 'f -D (O 'O " r JZ W M9 m m O O �� N N N M m p? ————————NNN N NN NN N N_(In� N N N M I In (O M1 W O O N M I In (O M1 W O O N M I In (O M1 W O O O O O O O O O O O O O O O O O O O O O O O O O O O O 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 — r of O O N M I In — N N N N N N N 0 O 75C-470 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 4 PROJECT DESCRIPTION The Project site is located on the 400 and 500 blocks of East 4m Street (also known as Calle Quatro), between French and Minter Streets, in the East End District of Downtown Santa Ana. Downtown Santa Ana is a vibrant, historic destination for locals and visitors to the City, known as a center of commerce and culture for the Latinx community, arts and entertainment, and historic buildings repurposed for contemporary use. Two business improvement districts overlay "DTSA," Downtown Inc and the Santa Ana Business Council. Within them are the renowned Yost Theater, Frida Cinema, 4m Street Market, and part of the project site. Across 41h Street from the Project site is The Spectrum Condominiums, a four-story residential complex over ground floor parking (five -stories). Figure 1 shows the location of the Project Site Figure 1: Project Site 75C-471 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 5 Source: Goog/e Maps The Project site consists of 10 parcels on the two blocks, separated by Mortimer Street. Excluded from the Project site is a 2,887 square foot parcel currently used as an automotive repair shop (Ming's Auto). As shown in Figure 2, the 252,368 square foot (gross building area) Project would result in the demolition of the existing improvements and construction featuring 169 market rate multifamily units, 11,361 square feet of ground floor commercial space, and two parking structures. On the western 400 block, currently a single parcel occupied by the Northgate Gonzalez Market, the Developer is proposing a seven -story mixed -use building. The seven -story building will include 99 multifamily units, 7,514 square -feet of retail space, 3,847 square -feet of restaurant space, 8,007 square -feet of amenities, leasing, and deck space, and 17,989 square -feet of open space. On the eastern 500 block of 4" Street, the remaining nine parcels would include a five -story residential building and parking structure, with 70 multifamily units and 8,623 square -feet of open space. Figure 2: Site Plan Fifth Sheet Source: KTGY Group Inc., Red Oak Investments There are currently 169 residential units planned for construction, the breakdown of which includes 21 studio (12 percent of all units), 38 one -bedroom (22 percent), 66 two -bedroom (39 percent), 9 three -bedroom (5 percent), and 35 four -bedroom (21 percent) units. Based on occupancy rates from prior projects, RSG estimates 153 units will be occupied at any given time. Figure 3 presents a rendering of the project as currently proposed: 75C-472 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 6 Figure 4 exhibits the unit mix. Figure 3 Figure 4 4th + Mortimer Unit Breakdown Studio 1 BR 2 BR 3 BR 4 BR Source: KTGY Group Inc., Red Oak Investments 75C-473 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 7 RECURRING FISCAL IMPACTS Property Tax Revenue All property taxes in the state of California are levied at a rate of 1 percent. The City's share of the 1 percent property tax levy is 19.4%, as provided by the County of Orange ("County") Auditor - Controller. The Developer provided RSG with the Project costs that consisted of $5 million for land, and $77 million for hard and soft costs. This $82 million adjusted for inflation over the construction period, would amount to an assessed valuation of $86.4 million at buildout. To accurately portray the effect of the Project to the City, property tax revenues presented in this report are net of any existing revenues. The existing site is currently valued at $6.3 million. When adjusted for inflation over the construction period the value is $6.9 million, providing the City an estimated $13,375 in year 2023 absent the construction of the Project. The new development would provide $167,657 to the City in that same year. Therefore, the net new property tax revenues to the City would be $154,282 at buildout. Table 3 NET NEW PROPERTY TAX REVENUE 4th and Mortimer At Buildout Existing Assessed Value $ 6,894,078 Proposed Project Assessed Valuation' 86,420,908 Net New Value $ 79,526,830 City Property Tax Rate 19.4% Annual Estimate Existing Property Tax Revenues $ 13,375 New Property Tax Revenues $ 167,657 Net New Property Tax Revenues $ 154,282 Source: County of Orange Auditor Controller, RSG, Inc. ' Inflated pursuant to the construction schedule To project future property taxes, RSG assumed 2 percent inflation on property tax revenues over the 25-year projection period, resulting in $2.9 million (net present value, discounted at 4 percent) in net new property tax revenues for the City General Fund. Property Tax in -lieu of Motor Vehicle License Fee Revenue Established in 1935, the Motor Vehicle License Fee ("MVLF") was essentially a tax on vehicle ownership. It is collected by the State annually when vehicles are registered and was historically allocated to cities and counties based upon a statutory formula. In 2004, during the State's budget crisis, about 90 percent of each city's MVLF revenue was replaced with property tax revenue, and cities in particular began to receive an allocation of property tax from the Educational Revenue Augmentation Fund ("ERAF") in an amount equal to what they would have received in MVLF under an older MVLF allocation formula. Under current law, the property tax in -lieu of MVLF 75C-474 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 8 revenue increases based on assessed value growth in a jurisdiction, so estimated revenues are based on changes in assessed value created by the Project. Based on the City's 2019-20 secured property tax roll, the total assessed value of all Property in the City is $26.3 billion. When adjusting for inflation during the construction period, the Project's net new assessed valuation ($79.5 million) increases the City's assessed value by 0.33 percent. The MVLF increase from the Project is calculated from the percent increase in assessed value. This gives us $107,186 in estimated In -Lieu MVLF revenues at build -out (see Table 4). As depicted above, the City is expected to receive $2 million (net present value, discounted at 4 percent) in In -Lieu MVLF revenues through 2047. Table 4 PROPERTY TAX IN -LIEU OF MOTOR VEHICLE LICENSE FEES 4th and Mortimer 2019-20 City Assessed Value $ 26,369,891,977 Project Assessed Value' 86,420,908 City Assessed Value with Project 26,456,312,885 Increase in Assessed Value 0.33% Santa Ana 2019-20 VLF 32,705,877 Santa Ana VLF with Project 32,813,063 Annual Estimate Property Tax In -lieu Revenue $ 107,186 Source: County of Orange Auditor Controller, RSG, Inc. ' Inflated pursuant to the construction schedule Utility User Tax The City assesses a utility user tax of 5.5 percent on electricity, gas, water, and telephone revenues generated within Santa Ana. Utility costs were estimated by RSG based on a review of similar projects and utility costs in Orange County. Residential utility expenditures were assumed to be: $104 per month for phone, $57 for electricity, $23 for gas, and $30 for water. This amounts to $2,890 annually in 2020 dollars. From the Developer's estimates of 3,847 square feet of restaurant and 7,514 square feet of retail, RSG was able to use US Energy Information Administration ("EIA") estimates to extrapolate commercial utility expenses. Retail establishments average around $1.50 per square foot in energy expenses, while restaurants average $4.44 per square foot. Based on these assumptions, RSG estimates that utility user tax revenues generated by the Project, reduced to account for a partial year, will be an estimated $24,333 at buildout. This adds up to $499,754 (net present value, discounted at 4 percent) over the 25-year projection period (see Table 2). 75C-475 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 9 Table 5 showcases the Utility User Tax at buildout below. Table 5 UTILITY USER TAX REVENUE 4th and Mortimer Energy Expenditures per Household $ 2,890 Occupied Households 153 Total Residential Energy Expenses $ 441,083 Total Commercial Energy Expenses' $ 67,443 City Tax Rate 5.5% Full -Year Buildout Revenues $ 27,969 Partial -Year Buildout Revenues $ 24,333 Sources: US Energy Information Administration, RSG, Inc., ESRI BAO 'EIA estimates of $1.40 per SF for Retail and $4.44 for restaurant Sales Taxes The Project is expected to increase sales taxes through both the new businesses and new residents. The methodology and assumptions for both differ but are necessary for accuracy. Resident -Derived Sales Tax To determine the resident share, RSG obtained average annual household expenditures for households within a 1-mile radius of the Project from ESRI Business Analyst. By adjusting the household expenditures based on taxable and non-taxable sales, RSG estimates that each household would spend an average of $17,836 at buildout. Based on experience with previous projects in the City, an estimated 65 percent of those expenditures would be subject to Santa Ana's sales tax. The State and County sales tax receive 6 percent and 0.75 percent of taxable sales, respectively. In addition, the City levies its own sales tax at a rate of 1 percent. In 2018, Santa Ana voters approved an additional sales tax of 1.5 percent that would then decrease to 1 percent in 2029 until expiring in 2039. RSG took this increase into consideration when analyzing the affects the new residents would have on the City's General Fund. Using ESRI's Business Analyst Online software, RSG was able to estimate the amount of taxable expenditures the average new household would make in the City. RSG then estimated the vacancy rate from Census data, 2.7 percent, to come up with 165 total occupied households. Multiplying the households and the expenditures together produced an estimate of total taxable sales of $1.9 million. From there, the taxable sales were multiplied by both the City's base tax rate and the Measure X additional rates (1 percent and 1.5 percent). Therefore, the residential derived sales tax revenue from the base tax rate is an estimated $17,697 at buildout. The 75C-476 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 10 additional tax from Measure X would yield $26,545 at buildout and decrease to $21,131 in 2029 (adjusted for 3% inflation) before ceasing in 2039. Table 6 RESIDENT -DERIVED SALES TAX REVENUE 4th and Mortimer Households and Sales at Buildout Average Household Taxable Expenditures $ 17,836 Occupied Households 153 Percent within Santa Ana 65% Total Taxable Sales $ 1,769,689 City Share of Sales Tax Measure X (2018) Additional Sales Tax' Resident -Derived Sales Tax Revenues Annual Estimate (Base Rate) $ 17,697 (2018 Addition) $ 26,545 (2029 Decrease to 1%) $ 21,131 Source: ESRI BAO, City of Santa Ana 'Measure X additional sales tax decreases from 1.5% to 1 % in 2029. Business -Derived Sales Tax The Project includes 7,514 square feet of retail space and 3,847 square feet of restaurant space. These new businesses will generate sales taxes separate from the new residents. Since the Developer does not yet know the exact tenants that will fill the space, RSG estimated an average of $300 of sales per square foot for the retail, and $350 per square foot for the restaurant. As a result, the retail and restaurant businesses will generate taxable sales of $2.4 million and $1.4 million at buildout, respectively. RSG estimates the base sales tax revenues at buildout to be $39,345. Table 7 below presents this information. In addition, Measure X will generate $59,018 for that year as well. However, in 2029 Measure X revenues will decrease to $36,007 before being eliminated altogether in 2039. 75C-477 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 11 Table 7 BUSINESS -DERIVED SALES TAX REVENUE 4th and Mortimer Sales at Buildout General Retail 2,463,225 Restaurant 1,471, 302 $ 3,934,527 City Share of Sales Tax 1% Measure X (2018) Additional Sales Tax' 1.5% Business -Derived Sales Tax Revenues Annual Estimate (Base Rate) $ 39,345 (2018 Addition) $ 59,018 (2029 Decrease to 1%) $ 36,007 Source: California State Board of Equalization, RSG, Inc. 'Measure X additional sales tax decreases from 1.5% to 1 % in 2029 For the City base rate, combined resident and business sales taxes at buildout would be an estimated $50,828. Measure X combined taxes would be $76,242. Both are adjusted for inflation during the construction period and for the partial year at opening. This provides for a 25-year total of $1.02 million from the base rate and $987,230 from Measure X. Business Tax The City assesses a business tax on retail, restaurant, and residential property management companies. Table 8 below showcases the new revenues from the Project. Retail and restaurant business taxes are assessed based on annual sales while management company business taxes are assessed based on unit count. The combined business tax revenues are an estimated $8,125 at buildout, or $166,868 over 25 years (net present value, discounted at 4 percent). Table 8 BUSINESS TAX REVENUES 4th and Mortimer Multifamily Residential Tax Retail Tax Restaurant Tax 6,573 1,621 1,145 Full -Year Business Taxes at Buildout $ 9,339 Partial -Year Business Taxes at Buildout $ 8,125 Sources: City of Santa Ana, RSG, Inc 75C-478 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 12 CITY EXPENDITURES RSG estimated the additional population that will move into the Project to estimate the total added expenditures to the City General Fund for servicing the new residents. Consistent with other recent analyses prepared by RSG on projects in Santa Ana, RSG assumed that each studio would house 1.25 residents, each one -bedroom unit would house 1.75 residents, each two -bedroom unit would house 3.25 residents, each three -bedroom unit would house 4 residents, and each four -bedroom unit would house 5.25. Overall, this works out to an average household size of 3.12 residents per unit, which RSG considers reasonable. RSG estimates at full occupancy the Project could hold 527 residents. Taking into account that a small percentage of the units will normally be vacant due to turnover, we estimate the fiscal impacts based on residents' time spent in the City. This is done by calculating the full-time equivalent (FTE) residents, defined as those who spend a vast majority of their daily consumption in Santa Ana. The assumption being that new residents who work out of the City, do not consume products in the City during the time they are gone. RSG gathered data from the US Census and ESRI Business Analyst Online to estimate the FTE residents of the Project. Approximately 13 percent of Santa Ana residents work within Santa Ana, which, in effect means that the City is servicing these resident -employees 100 percent of the time. Another 37 percent of Santa Ana residents work outside the city. Assuming the residents that work outside of the city are outside City limits from 9 am to 5 pm, Santa Ana is servicing these residents approximately 73 percent of the time. The city's remaining residential population (about 51 percent), is serviced by the City 100 percent of the time. Accounting for all residents and employees based on the percent of time spent in the city, the Project will generate a daily (24/7) population of 476 persons. RSG identified variable costs, as opposed to fixed costs, by department in the City of Santa Ana FY 2019-20 Adopted Budget. Variable costs are City expenditures that increase or decrease based on the resident and employee population. The City Manager and City Attorney offices, for example, are fixed costs that will not vary based on population, but the Police and Fire departments will vary based on population. With that said, RSG estimates expenditure increases of $120,441 during the first full year of operations. Over a 25-year projection period, the Project will add $2.4 million in City expenditures (net present value, discounted at 4 percent). 75C-479 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 13 Table 9 SUMMARY OF RECURRING CITY EXPENDITURES' CITY OF SANTA ANA 4th + Mortimer Current City Project -derived Total City Percent City Department Expenditures City Expenditures Expenditu res3 Increase City Manager's Office $ 2,708,440 $ - $ 2,708,440 0.00% Non -Departmental & Intertund Transfers 61,098,660 - 61,098,660 0.00% Clerk of the Council Office 1,682,560 17 1,682,577 0.00% City Attorney's Office 3,219,780 - 3,219,780 0.00% Personnel Services 2,490,360 50 2,490,410 0.00% Finance & Management Services 9,671,190 228 9,671,418 0.00% Bowers Museum Corporation 1,473,430 - 1,473,430 0.00% Parks, Recreation and Community Services 26,836,790 1,551 26,838,341 0.01% Police Department 131,568,820 75,973 131,644,793 0.06% Fire Services 45,640,920 32,376 45,673,296 0.07% Planning & Building Agency 13,227,380 24 13,227,404 0.00% Public Works Agency 13,155,830 - 13,155,830 0.00% Community Development Agency 3,353,520 - 3,353,520 0.00% Base Estimate in 2020-21 $ 316,127,681 $ 110,221 $ 316,237,901 0.03% Total in 2023.24 120,441 r For this analysis, RSG identified departmental costs in the City of Santa Ana FY 2019-20 Budget that are variable costs, as opposed to fixed costs. Variable costs are expenditures by the City that increase or decrease based on the residential and employee population in the City. For example, City Council and Human Resources salaries and wages generally are fixed costs that do not vary based on population. Meanwhile, the Fire Services and Parks & Community Services departments will likely experience service cost increases due to the added population. z Current expenditures are based on adopted expenditures in the City of Santa Ana's FY 2019-20 Budget. 3 Sum of current City expenditures and project -derived City expenditures. Assuming project opened in 2020-21. Sources: City of Santa Ana, RSG, Inc., US Census Bureau EMPLOYMENT Development and ongoing operation of the Project will generate employment opportunities, add labor income to the market area, and add value to the gross regional product. For this analysis, RSG used the IMPLAN model to measure the economic impacts of the Project using County -wide data. IMPLAN is an input-output analysis software tool that tracks the interdependence among various producing and consuming sectors of the economy. According to MIG, Inc., the creators of IMPLAN, the software measures the relationship between a given set of demands for final goods and services and the inputs required to satisfy those demands. IMPLAN publishes countywide data on an annual basis; this analysis utilized the most recent available County of Orange dataset (2018) to calculate direct, indirect, and induced impacts. The IMPLAN inputs are investment (development costs) and gross business operating income of the Project and the resulting outputs are economic impacts, including employment generation, labor income, and gross regional product. Jobs are the primary impacts calculated by IMPLAN. RSG analyzed both temporary and permanent economic impacts. For temporary construction impacts the Developer's Project costs exclusive of land costs were used ($77 million). From there construction costs were divided based on square footage, between multi -family (95 percent) and 75C-480 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 14 non-residential (5 percent). For permanent impacts, the estimated sales from the residential complex, the restaurant space, and the retail space were used. IMPLAN breaks down the resulting employment and other effects into three categories: direct, indirect, and induced: • Direct Effects — Refers to the direct effects that occur on the Project site resulting from development costs and operational sales revenue. Indirect Effects — Changes in sales, jobs, and/or income within the businesses that supply goods and services to the Project. Indirect effects do not occur directly on the Project -site but are an indirect effect to surrounding or related businesses. Induced Effects — Regional changes resulting from additional spending earned either directly or indirectly from the Project. RSG utilizes the FTE conversion of total employment generally preferred in Public Policy. FTE employment numbers, as opposed to residents, present total employment through the lens of hours worked; summarizing then dividing by how many 40-hour work weeks are generated by the investment. The IMPLAN analysis concludes that the temporary construction component of the Project will result in 510 direct FTE jobs, 47 indirect FTE jobs, and 214 induced FTE jobs the majority of which will be in Santa Ana. The permanent impacts attributed to the Project are 35 FTE jobs related to the operations of both the residential building itself, as well as the retail and restaurant components of the Project. This includes 25 direct, 4 indirect, and 5 induced jobs to the region. Table 10 outlines the aforementioned FTE jobs generated by the Project. 75C-481 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 15 Table 10 PROJECTED EMPLOYMENT (FTE) 4th and Mortimer Temporary (Construction) Jobs Direct 510 Indirect 47 Induced 214 Subtotal 771 Permanent Jobs Direct 25 Indirect 4 Induced 5 Subtotal 35 Total Temporary & Permanent Jobs Direct 535 Indirect 51 Induced 219 Total 806 Source: IMPLAN NON -GENERAL FUND FISCAL IMPACTS Business Improvement District In 1984, a Business Improvement District ("BID") was established in Downtown Santa Ana. BIDS are assessment districts in which business owners pay special levies that go toward various improvements and promotions within the district. The City collects the funds and provides them to Downtown Inc. and Santa Ana Business Council, which coordinate events such as First Saturday Art -Walk, Savor Santa Ana, Boca De Oro Literary Festival, Santa Ana Media Summit, Outdoor Cinema Series, and the Santa Ana Sidewalk Sales, events that advertise the downtown area and bring foot traffic for local businesses. The commercial component of the Project is located within the BID, so Project commercial businesses would be charged BID fees like the other businesses in the area. Businesses are levied according to the following guidelines: • 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. • Commercial Rental Property, Rental Property, Residential and Rooming Houses shall pay an amount equal to one -quarter times their annual business license fee. 75C-482 Richard M. Gollis, Principal THE CONCORD GROUP June 3, 2020 Page 16 • All other businesses, including Professions, Trades and Services shall pay an amount equal to their annual business license fee. Based on the City's business license fee schedules, the BID fees for the residential component is estimated to be $2,282. The BID fees for the retail and restaurant spaces combined is estimated to be $3,143 annually. While these funds do not directly benefit the general fund, they will increase funding going towards these downtown events and promotions, which does ultimately help the City. Table 11 BUSINESS IMPROVEMENT DISTRICT FEES 4th and Mortimer Residential Fee $ 2,282 Retail and Restaurant Fee 3,143 Total $ 5,424 2020 Total BID Estimates $ 200,000 Added by Project 5,424 % Added 2.7% Total BID Revenues $ 205,424 Source: Santa Ana Business License Tax Fee Schedules, BID 2020 Assessment Report In closing, it is our privilege to assist The Concord Group and your client Red Oak Investments with predevelopment activities on this project. Please let us know if you have any questions or comments pertaining to the findings of this report. Sincerely, James Simon, Principal 75C-483 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: PUBLIC HEARING - ENVIRONMENTAL REVIEW NO. 2018-83, GENERAL PLAN AMENDMENT NO. 2020-04, AND AMENDMENT APPLICATION NO. 2020-02 TO FACILITATE CONSTRUCTION OF AN 8-UNIT CONDOMINIUM DEVELOPMENT AT 301 AND 305 NORTH MOUNTAIN VIEW STREET - (MOUNTAIN VIEW REAL ESTATE INVESTMENT, LLC, OWNER AND STEVE JONES WITH OLYMPIA CAPITAL CORPORATION, APPLICANT) CLERK OF COUNCIL USE ONLY: Fffl-T . -J-.7Z*TJWs, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Adopt a resolution adopting Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program, Environmental Review No. 2018-83; 2. Adopt a resolution approving General Plan Amendment No. 2020-04; and 3. Adopt an ordinance approving Amendment Application No. 2020-02. PROPERTY OWNER AND APPLICANT INFORMATION 1. Owner: Mountain View Real Estate Investment, LLC 2. Applicant: Olympia Capital Corporation 3. Project Representative: Steve Jones PLANNING COMMISSION ACTION & BACKGROUND At its regular meeting on October 26, 2020, and after receiving public testimony on the item, the Planning Commission voted 4:0:3 (Garcia, Nguyen, and Rivera absent) to approve Tentative Tract Map (TTM) No. 2019-02 allowing an eight -unit airspace condominium subdivision at 301 and 305 North Mountain View. In addition, the Planning Commission recommended that the City Council (1) adopt a resolution adopting Mitigated Negative Declaration (MND) and Mitigation Monitoring and Reporting Program (MMRP), Environmental Review (ER) No. 2018-83; (2) adopt a resolution approving General Plan Amendment (GPA) No. 2020-04 to change the General Plan Land Use designations for the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 113, 117, 121, 201, 203, 207, 211, 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301, 305, 321, 323, 325, 327, 329, 331, 333, 335, 337, 339, 341, 343, 345, 347, 349, 351, 353, 355, 357, 359, 361, 363, 365, 409 and 411 North Mountain View Street, and 4311, 4315, 4317, 4319, 4321, 4323, 4325, 4327, 4329, 4331, 4333, 4335, 4337, and 4339 West First Street; and (3) adopt an ordinance approving Amendment Application (AA/zone change) No. 2020-02 to rezone the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 113, 117, 121, 201, 203, 207, 211, 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301 and 305 North Mountain View Street, and 4311 West'71601 "t ER No. 2018-83, GPA No. 2020-04 & AA No. 2020-02 December 1, 2020 Page 2 During the Planning Commission public hearing and Sunshine Ordinance community meeting, the public raised concerns about potential parking impacts to the neighborhood. Those concerns were addressed by clarifying that each unit is providing a two -car garage and two surface parking spaces for a total of 32 parking spaces for the development site, which meets the City's required parking. In addition, all units will contain a maximum of three bedrooms. DISCUSSION The applicant is requesting approval of the subject entitlements to facilitate the construction of an 8- unit condominium development at 301 and 305 North Mountain View Street. It is recommended that the City Council approve the project because the project demonstrates high -quality site planning, design, and amenities, and contributes to the City's housing stock through the production of new entry level home -ownership opportunities. In addition to the applicants request and as part of this application, the City is also proposing to change the land use designation and zoning of adjacent properties to create consistency between the Land Use Element and Zoning Code. The proposed amendment will clean up the general plan land use designation and zoning of the block, which will encourage a cohesive development pattern. Project Description The project consists of the construction of an 8-unit condominium development with four separate buildings. The units are approximately 1,800 square feet in size, consisting of three bedrooms and 3.5 bathrooms, and contain an attached 400-square foot two -car garage. The project's buildings are designed in a cohesive manner with unifying materials, floor heights, and articulation using contemporary architecture in a Spanish style and includes a variety of architectural elements such as smooth stucco, arches above windows and doors, window shutters, tile and ironwork, and clay roof tiles. The site will be accessed from a driveway at the southwest corner of the site, with an internal drive aisle providing access to each unit. The project provides two garage parking spaces per unit and two surface parking spaces per unit in each unit's driveway. In addition, communal bicycle racks are also provided at the center of the site. The project provides a total of 2,064- square feet of common onsite open space, which has been designed to include grass play areas, benches, trash and recycle receptacles, bike racks, and pedestrian lighting. Lastly, private open space for each unit is provided through backyards and patios, which range in size from 360 to 850 square feet. General Plan Amendment The applicant is requesting a GPA to change the subject site's current land use designation from Low -Medium Density Residential (LMR-11) to Medium Density Residential (MR-15) to create consistency between the General Plan Land Use Element and the Zoning Map. The MR-15 designation applies to those areas of the City that are developed with residential uses at densities of up to 15 units per acre. Development in this designation is characterized by duplexes, townhomes, or apartments. In reviewing a GPA request for a project such as the one proposed, the Planning Division's practice has been to also analyze any potential general plan land use inconsistencies in the general vicinity of the proposed project. Due to this and as part of the this application, the City is also proposing to change the land use designation of the adjacent properties on the block stretching from First Street to Fifth Street to bring consistency between the Land Use Element and the Zoning Map. Currently, the subject site and the surrounding properties on the east side of Mountain View Street have a LMR-11 or General Commercial (GC)1aprLuse designation. However, all of the properties are ER No. 2018-83, GPA No. 2020-04 & AA No. 2020-02 December 1, 2020 Page 3 developed with residential uses with numerous properties currently exceeding the maximum allowed density permitted in the LMR-11 land use designation. The densities surrounding this area range from 4.8 to 18.8 dwelling units per acre. As a result, staff is recommending that the general plan land use designation of the project site and surrounding properties be changed to MR-15 and Low Density Residential (LR-7). Changing the land use designations will bring the General Plan Land Use Plan into closer consistency with existing residential development density and characteristics in the area and will allow for consistent development intensity for future projects. Map A: Existing (Left) and Proposed (Right) Land Use Designations 1 1 1 1 1 I LR-7 1 1 1 1 1 1 r l LMR-11 1 'rFf nut -is u~i 1 1 1 1 z1 Sitc Site 1. '+ •«M 1 � 1 1 - 1 Amendment Application (Zone Change) The applicant is seeking approval of an AA (zone change) to change the zoning designation of the property from General Agricultural (Al) to Two -Family Residence (R2). The R2 zoning designation is the appropriate designation for the subject site, which allows for duplexes and similar medium - density residential developments. In addition, staff is proposing to change the zoning designation of the surrounding properties to make the general plan and zoning consistent. The subject site and surrounding properties include properties zoned Al, R2, and Suburban Apartment (R4). As it is unlikely that the existing uses will transition to agricultural related uses, a zone change is appropriate. The project will be consistent with Goal 2 of the Housing Element, which encourages diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels and age groups to foster an inclusive community. The proposed project will encourage the construction of entry level housing that will provide an opportunity for entry level home ownership. The project would also be consistent with goals of the Land Use Element, including Goal 1 to promote a balance of land uses to address basic community needs, and Goal 6 to reduce residential overcrowding by promoting public health and safety. The proposed project will provide additional market rate housing in the City, thereby assisting in addressing the shortage of available housing within the region. Map B: Existing (Left) and R� _ Right) Zoning Designations :T� ER No. 2018-83, GPA No. 2020-04 & AA No. 2020-02 December 1, 2020 Page 4 California Environmental Quality Act (CEQA) Pursuant to CEQA, a Mitigated Negative Declaration (MND) with technical studies was prepared for the project. No areas of significance were identified from the construction or operation of the proposed project. The project requires adoption of a MMRP, which contains mitigation measures to address biological resources, geology and soils, noise, tribal cultural resources, and cultural resources. On June 8, 2020, the draft MND was circulated to interested parties and the notice of intent (NOI) was published in the Orange County Register and posted with the State's Clearinghouse. The draft MND was available for public review at the City Hall and on the project's webpage on the City's website. All comments received by interested parties were included in the final document. Public Notification and Community Outreach Advertising and notification of the public hearing for this item was conducted in compliance with Section 27-15 of the Santa Ana Municipal Code (SAMC). On December 20, 2020, notification by mail was mailed to all property owners, occupants, and other interested parties within 500 feet of the project site in accordance with SAMC requirements and a newspaper posting was published in the Orange County Register in accordance with SAMC requirements. On June 8, 2020, the draft MND was circulated for 30 days to interested parties and the Notice of Intent (NOI) was published in the Orange County Register and posted with the State's Clearinghouse. The draft MND was available for public review at the Santa Ana City Hall and on the project's webpage on the City's website. A Sunshine Ordinance Community Meeting was held on October 16, 2018 from 5 to 6 p.m. at Salgado Community Center in Rosita Park (706 North Newhope Street) in accordance with the provisions of the City's Sunshine Ordinance. A total of six members of the public attended. The applicant provided all the required information to the City after the meeting. Lastly, the applicant provided a project update to the community at the Riverview West Neighborhood Association meeting of August 25, 2020. 75D-4 ER No. 2018-83, GPA No. 2020-04 & AA No. 2020-02 December 1, 2020 Page 5 CONCLUSION Based on the analysis provided within this report and the Planning Commission's recommendation, staff recommends that the City Council adopt a resolution adopting the prepared MND and MMRP, ER No. 2018-83; a resolution approving GPA No. 2020-04; and an ordinance approving AA No. 2020- 02. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Minh Thai, Executive Director - Planning and Building Agency Exhibits: 1. Resolution Adopting the MND and MMRP 2. Resolution Approving GPA No. 2020-04 3. Ordinance Approving AA No. 2020-02 4. Full Set of Plans 5. Planning Commission Staff Report Dated October 27, 2020 75D-5 EXHIBIT 1 LS 10.26.20 RESOLUTION NO. 2020-xx A RESOLUTION OF CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING A MITIGATED NEGATIVE DECLARATION AND MITIGATION MONITORING AND REPORTING PROGRAM, ENVIRONMENTAL REVIEW NO. 2018-83, RELATIVE TO GENERAL PLAN AMENDMENT NO. 2020-04 AND AMENDMENT APPLICATION NO. 2020-02 FOR THE PROJECT LOCATED AT 301 AND 305 NORTH MOUNTAIN VIEW 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. Steve Jones with Olympia Capital Corporation, representing Mountain View Real Estate Investments, LLC. ("Applicant'), is requesting approval of General Plan Amendment (GPA) No. 2020-04 to amend the General Plan land use designation of the project site from Low Medium Desnity Residential (LMR-11) to Medium Density Residential (MR-15) and Amendment Application (AA) No. 2020-02 to change the zoning designation of the project sire from General Agricultural (Al) to Two - Family Residence (R2) in order to facilitate the construction of an 8-unit condominium development at 301 and 305 North Mountain View Street. B. In addition, the City of Santa Ana is proposing to change the land use designation of the properties located at 4310, 4314, 4318, 4322, 4326, and 4330 West Fifth Street, 113, 117,121, 201, 203, 207 and 211 North Mountain View Street from LMR-11 to Low Density Residential (LR-7); 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301, 305, 321, 323, 325, 327, 329, 331, 333, 335, 337, 339, 341, 343, 345, 347, 349, 351, 353, 355, 357, 359, 361, 363, 365, 409 and 411 North Mountain View Street and 4311 West First Street from LMR-11 to MR-15; and 4315, 4317, 4319, 4321, 4323, 4325, 4327, 4329, 4331, 4333, 4335, 4337 and 4339 West First Street from General Commercial (GC) to MR-25. C. Lastly, the City of Santa Ana is also proposing to change the zoning designation of the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 4311 West First Street and 113, 117, 121, 201, 203, 207 and 211 North Mountain View Street from Al to Single -Family Residence (R1); and 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, and 247 North Mountain View Street from Suburban Apartment (R4) to R2. Resolution No. 2020-xx Page 1 of 20 75D-6 D. The provisions of the California Environmental Quality Act of 1970 (CEQA), Public Resources Code Sections 21000 et. seq., as amended, and the CEQA Guidelines require the evaluation of environmental impacts in connection with proposals for discretionary projects. E. Pursuant to the Guidelines for the Implementation of the CEQA, 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 for the development site (301 and 305 North Mountain View Street) that would reduce the significant effects to a less -than -significant level. F. The City of Santa Ana prepared a Mitigated Negative Declaration (MND), Environmental Review (ER) No. 2018-83, for the proposed project which reflects the City's independent judgement and analysis as lead agency for the project. The MIND concluded that the project site would have a less than significant environmental impact with implementation of mitigation measures. Mitigation measures are included to address biological resources, geology and soils, noise, hydrology and water quality, tribal cultural resources and cultural resources. G. On June 8, 2020, a Notice of Intent (NOI) to adopt the Initial Study and MND, ER No. 2018-83, was published in the Orange County Register newspaper, circulated to interested parties, and the State Clearinghouse. H. The documents related to the MND were made available for a 30-day public review and comment period at the Santa Ana City Hall and on the project's webpage on the City's website. At the completion of the comment period, comments from Orange County Fire Authority (OCFA) and the Gabrieleno Ban of Mission Indians-Kizh Nation were received and incorporated to the Final MIND. I. The mitigation measures set forth in the MND are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program (MMRP), attached hereto as Exhibit A and incorporated herein by reference. J. On December 1, 2020, the City Council of the City of Santa Ana held a duly noticed public hearing and voted to approve a resolution to adopt MND, ER No. 2018-83, and the related MMRP for the project. Section 2. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the MND, ER No. 2018-83, 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 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. Resolution No. 2020-xx Page 2 of 20 75D-7 Section 3. The City Council hereby adopts the MND, attached hereto as Exhibit A, and MMRP, attached hereto as Exhibit B, and directs that a Notice of Determination be prepared and filed with the County Clerk of the County of Orange in 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 City Council Action dated December 1, 2020 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 shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Resolution No. 2020-xx Page 3 of 20 75D-8 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. I►_uz.1ira.»olm APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: &E,� ll � L - Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers day of 12020. Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx 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 Resolution No. 2020-roc Page 4 of 20 75D-9 I�:cua�iln MITIGATED NEGATIVE DECLARATION The Mitigated Negative Declaration for the Project and Technical Studies are available online at: https://www.santa-ana.orq/pb/plan ning-division/maior-pIa n ni ng-protects-and-month Iv- development-promect-reports/mou ntain-view Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 Resolution No. 2020-xx Page 5 of 20 75D-10 EXHIBIT B MITIGATION MONITORING AND REPORTING PROGRAM The following is a Mitigation Monitoring and Reporting Program (MMRP) for the Mountain View Avenue Condominiums located at 301 and 305 Mountain View Avenue, Santa Ana, CA. This MMRP has been prepared pursuant to Section 15097 of the California Environmental Quality Act (CEQA) Guidelines and Section 21081 of the Public Resources Code. The MMRP lists all applicable Project Mitigation Measures (MM) and environmental commitments that are required to be implemented with the Project under existing Standard Condition Plans, Programs, and Policies (SC) for implementing environmental resource protection legislation. This MMRP includes implementation timing and responsible party to ensure proper enforcement of all MM and SC to reduce Project impacts. The City of Santa Ana, as the Lead Agency, will utilize the MMRP to document the implementation of Project mitigation and SC environmental commitments, which ensure all project impacts are reduced to less than significance pursuant to the CEQA. Date Mitigation- Mitigation MeasaKe Responsible ` Timing' Completed Number, '`4s Party and Initials AESTHETICS MM AES-1 The Contractor shall partition active Contractor During all areas of construction, stockpiles and and City phases of materials storage locations; and, shall Inspector construction perform all work with downlighting and installation of a barrier to confine construction -related light and glare into active construction zones and to minimize spillover light and glare from construction equipment onto adjacent areas by implementing the following: (a) A temporary barrier between nearby residences and areas of active construction will be placed. (b) Temporary security lighting must be low voltage and downlit. AIR QUALITY MM AQ-1 Emissions controls and fugitive dust Contractor as During all emissions controls will be implemented to verified by phases of reduce airborne dust contributing to City Planner construction PM10 and PM2.5 pursuant to SXAQMD and City Rules 403 for PM and PM2.5 and Engineer, pursuant to Rule 1466 pertaining to toxic construction Resolution No. 2020-xx Page 6 of 20 75D-11 air contaminants. This includes dust staff control BACM and air quality TAC monitoring for Lead: (a) Designate a Dust Control Supervisor; (b) Provide PM10 monitoring both upwind and downwind during earth -moving activities; (c) Maintain records of earth - moving activities, monitoring, instrument calibration, manifest records for transport, volumes of materials with TAC, distances to a residence, park or school, and complaints; (d) Install minimum 6-foot tall barrier fencing where earth moving activities are carried out, and fencing at least as high as stockpiles; (e) Apply water or other soils stabilizers prior to earthmoving activities and maintain moisture content to prevent generation of visible dust plrunes; (f) Post signs limiting speed limit to 15 miles per hour; (g) Stabilize or cover disturbed surfaces and apply stabilizers and cover haul loads prior to unloading; (h) Remove track -out with a vacuum equipped with filters rated to achieve 99.97% capture efficiency for 0.3 micron particles; (1) Prevent track -out and clean soils from the exterior of trucks, trailers and tires prior to leaving the Project Area; Resolution No. 2020-xx Page 7 of 20 75D-12 (j) Segregate and label TAC stock piles and apply stabilizers, and 10mm plastic overlapping and anchored sheeting; (k) Cease activities daring high winds (15 miles per hour over a 15-minute period or instantaneous wind speeds exceeding 25 MPH); and (1) Proper notification of SCAQMD prior to earthmovin MM AQ-2 Construction emissions will be reduced Contractor as During all according to the following: verified by phases of City Planner construction (a) Disturbed areas will be and City stabilized at the end of each Engineer, day with trench plates or construction similar devices. staff (b) Idling on construction equipment and vehicles will be limited to 5 minutes; (c) The project will implement Tier IV mitigation to reduce exhaust from diesel powered engines in compliance with AQMD; (d) The project will implement Tier III engines; and (e) Construction staff will carpool. MM AQ-3 Project plans and specifications shall City During all incorporate a temporary signage plan for Engineer, phases of the Project, which shall be verified by the Contractor construction City Engineer, and shall include a and City feedback phone number. The Contractor Inspector shall post Project Area will be with a phone number intended for 24/7 feedback to the Contractor and City from the community according to approved plans. Resolution No. 2020-xx Page 8 of 20 75D-13 BIOLOGY SC BIO-1 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits to reduce impacts verified by permits during from vegetation trimming and clearing, City Planner avian breeding tree trimming and removals, generation of and season, Feb 1 mechanical noise or ground disturbance Contractor as — Sept 1 and on active bird nests from native nesting verified by verified birds: Active avian nests shall be avoided City throughout by the contractor by scheduling these inspector. construction construction activities outside of the avian stages breeding season, which is typically during February 1 to September 1. SC BIO-2 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits to reduce impacts on verified by permits during nesting birds prior to commencement of the City avian breeding work during the typical nesting season, Planner and season, Feb 1 the contractor shall hire a qualified Contractor as — Sept 1 and biologist to conduct a nest survey, within verified by verified the project boundaries and within a 1,000- City throughout foot radius buffer, three days in advance inspector, construction of the start of construction (for work Project stages beginning approximately between Biologist, February I and September 1). This survey Arborist for bird nests will report the location of nesting birds that could be impacted by the project for species covered under the Migratory Bird Treaty Act and Fish and Game Code sections 3503, 3503.5, and 3513. SC BIO-3 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits to reduce impacts on verified by permits during birds If active nests are found, the the City avian breeding biologist will be retained for construction Planner and season, Feb 1 monitoring and to coordinate with CDFW Contractor as — Sept 1 and on establishing specific buffers around verified by verified nests that are sufficient to ensure that City throughout breeding is not likely to be disrupted or inspector, construction adversely impacted by construction Project stages pursuant to CDFW requirements. Buffers Biologist, around active nests will be established Arborist pursuant to CDFW protocol or determination by a qualified CDFW biologist for smaller buffers which are sufficient to avoid impacts to nesting birds. Buffers will be maintained until young have fledged or the nests become inactive. Factors for consideration on nest buffers will include: Resolution No. 2020-xx Page 9 of 20 75D-14 (a) The presence of natural buffers provided by vegetation or topography; (b) nest height; and (c) locations of foraging territory; and baseline levels of noise and human activity. CULTURAL RESOURCES SC CUL-1 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits: If human remains are verified by permits and found, work in the location of the remains City Planner during would cease and the Orange County and construction Coroner's office would be contacted Contractor as pursuant to Health and Safety Code verified by Section7050.5 to identify the appropriate City next steps. If Native American remains Inspector are found, the most likely descendent would be notified pursuant to Section 5097.94 of the Public Resources Code. GEOLOGY AND SOILS MM GEO-1 Structural foundations preparation Project During Plan methods for foundations shall be proponent as Check prior to incorporated into project specifications verified by issuance of and plans and reviewed and approved by the City permits and the Soils Engineer and Geotechnical Engineer and ongoing Engineer for the project prior to issuance Building during of a grading and building permits. Plans Official Construction and Specifications shall include: Inspection (a) A minimum 3-foot compacted fill blanket below the bottom of footings or per the geologist recommendations based on final plans shall be implemented. For other minor structures like property line walls or retaining walls less than 4 feet high, competent native soils or compacted fill may be used; (b) Earthwork for foundation support shall include the entire building pad and shall extend a minimum of 5 feet outside exterior footing lines; Resolution No. 2020-xx Page 10 of 20 75D-15 (c) Footing bottoms shall be observed by the geotechnical engineer to verify competent conditions; (d) Continuous spread footings placed a minimum depth of 24 inches below lowest adjacent finished grade may be used for the structures, with footing reinforcement with a minimum of two No. 4 bars (I top and 1 bottom) and shall be observed by the geotechnical engineer to verify competent soil conditions; and (e) If a slab on grade is utilized, the slab shall be supported on engineered fill compacted to a minimum of 90 percent relative compaction. Slabs. should be reinforced with at least No. 3 bars 18 inches on center both ways. MM GEO-2 Foundation plans and specifications Project During Plan shall be reviewed and approved by the proponent as Check prior to Geologist and the Soil Engineer and verified by issuance of shall incorporate the recommendations the City permits and of the Geologist and Soil Engineer Engineer and during subgrade preparation prior to issuance Building Construction of grading permits including the Official Inspection following measures: (a) The soil should be kept moist prior to casting the slab, and if the soils at grade become disturbed during construction, they should be brought to approximately optimum moisture content, and rolled to a firm, unyielding condition prior to placing concrete. (b) hi areas where a moisture sensitive floor covering will be used, a vapor barrier consisting of a plastic film (6 ml polyvinyl chloride or Resolution No. 2020-xx Page 11 of 20 75D-16 equivalent) should be used. The vapor barrier should be properly lapped and sealed. (c) Hardscape and slab subgrade areas shall exhibit a minimum of 90 percent relative compaction to a depth of at least 1 foot. Deeper removal and re - compaction may be required if unacceptable conditions are encountered. These areas require testing for compaction just prior to placing concrete. (d) Site grading shall incorporate drainage directed away from structures via non - erodible conduits to detention areas. The structure should utilize roof gutters and down spouts tied directly to yard drainage. (e) Unlined flower beds, planters, and lawns should not be constructed against the perimeter of the structure. If such landscaping (against the perimeter of a structure) is planned, it should be properly drained and lined or provided with an underground moisture barrier and irrigation in these areas should be kept to a minimum. MM GEO-3 Grading plans and specifications for the Project During Plan project shall be reviewed and approved proponent as Check and by the Soil and Geotechnical Engineers verified by Construction and shall include the recommendations City Inspections of the Soil Engineer and Geotechnical Engineer Engineer including the following: (a) After the foundation for the fill has been cleared, plowed or scarified, it shall be disced or bladed until it is uniform and free from large clods, brought to a proper moisture content and compacted to not Resolution No. 2020-xx Page 12 of 20 75D-17 less than 90 percent of the maximum dry density in accordance with ASTM:D- 1557 (5 layers -25 blows per layer; 10 lb. hammer dropped 18'; 4" diameter mold). MM GEO-4 MM GEO — 4: The Soil Engineer Contractor as Ongoing shall provide continuous verified by During supervision of the site clearing and City Building Construction grading operation so that he can Official/ verify the grading was done in Inspector accordance with the accepted plans and specifications including the following provisions a through w: a) All grading shall consist of removal and re -compaction of soft surficial soils. b) All existing vegetation shall be stripped and hauled from the site. c) On -site materials may be used for fill, or fill materials shall consist of materials approved by the Soils Engineer and may be obtained from the excavation of banks, borrow pits or any other approved source. The materials used should be free of vegetable matter and other deleterious substances and shall not contain rocks or lumps greater than 8 inches in maximum dimension. d) The selected fill material shall be placed in layers which, when compacted, shall not exceed 6 inches in thickness. Each layer shall be spread evenly and shall be thoroughly mixed during the spreading to ensure uniformity of material and moisture of each layer. e) No fill material shall be placed, spread or rolled during unfavorable weather conditions. Resolution No. 2020-xx Page 13 of 20 75D-18 f) When work is interrupted by heavy rains, fill operations shall not be resumed until the field tests by the Soils Engineer indicate the moisture content and density of the fill are as previously specified. g) Where moisture of the fill material is below the limits specified by the Soils Engineer, water shall be added until the moisture content is as required to ensure thorough bonding and thorough compaction. h) Where moisture content of the fill material is above the limits specified by the Soils Engineer, the fill materials shall be aerated by blading or other satisfactory methods until the moisture content is as specified by the Soils Engineer. i) After each layer has been placed, mixed and spread evenly, it shall be thoroughly compacted to not less than 90 percent of the maximum dry density in accordance with ASTM:D-1557 (5 layers -25 blows per layer;10 lbs. hammer dropped 18 inches; 4" diameter mold) or other density tests which will attain equivalent results. j) Compaction shall be by sheepsfoot roller, multi - wheel pneumatic tire roller or other types of acceptable rollers. k) Rollers shall be of such design that they will be able to compact the fill to the Resolution No. 2020-xx Page 14 of 20 75D-19 specified density. Rolling shall be accomplished while the fill material is at the specified moisture content. 1) Rolling of each layer shall be continuous over the entire area and the roller shall make sufficient trips to ensure that the desired density has been obtained. The final surface of the lot areas to receive slabs on grade should be rolled to a dense, smooth surface. m) The outside of all fill slopes shall be compacted by means of sheepsfoot rollers orother suitable equipment. n) Compaction operations shall be continued until the outer 9 inches of the slope is at least 90 percent compacted. Compacting of the slopes may be progressively in increments of 3 feet to 5 feet of fill height as the fill is brought to grade, or after the fill is brought to its total height. o) Field density tests shall be made by the Soils Engineer of the compaction of each layer of fill. p) Density tests shall be made at intervals not to exceed 2 feet of fill height provided all layers are tested. q) Where the sheepsfoot rollers are used, the soil may be disturbed to a depth of several inches and density readings shall be taken in the compacted material below the disturbed surface. r) When these readings indicate that the density of any layer of fill or portion there is Resolution No. 2020-xx Page 15 of 20 75D-20 below the required 90 percent density, the particular layer or portion shall be reworked until the required density has been obtained. s) Removal and re - compaction of existing fill and loose native soils will be required to provide adequate support for foundations and slabs on grade. t) Removals shall extend downward into competent earth materials or to at least 2 feet below proposed footing bottoms, whichever is deeper. u) The exposed excavation bottom shall be observed and approved by the Geotechnical Engineer. Subsequent to approval of the excavation bottom, the area shall be scarified6 inches, moisture conditioned as needed, and compacted to a minimum of 90 percent relative compaction. v) Fill soils shall be placed in 6 to 8-inch loose lifts, moisture conditioned as needed, and compacted to a minimum of 90 percent relative - compaction up to finish grade. w) All utility line backfills, both interior and exterior, shall consist of clean sand and gravel, and be compacted to a minimum of 90 percent relative compaction and shall require testing at a maximum of 2-foot vertical intervals. MM GEO-5 In the event that buried paleontological Contractor Ongoing resources or geologic features are and Building during encountered during grading, work in the Official/ Construction Resolution No. 2020-xx Page 16 of 20 75D-21 area of the find shall cease and a Inspector qualified paleontologist or geologist shall inspect the resources and determine the appropriate course of action for further treatment. HYDROLOGY AND WATER QUALITY SC HYD-1 Prior to issuance of building and grading Project During Plan permits, structural BMPs shall be Proponent as Check and incorporated into the final development verified by Ongoing plans and specifications for the project the City During and prior to final tract map approval, Engineer and Construction non-structural BMPs shall be Building incorporated into CC&Rs for Official/ Condominium Tract 19064 including but Inspector not limited to the following: a) Permeable driveway paving system with filtered storm drain inlets designed to detain 80 percent of 100-year storm flows from the APN 100-281- 05 shall be incorporated into project plans and specifications and maintained through the HOA and CC&Rs. b) Pet Waste Stations including bags and covered receptacle shall be incorporated into project plans and funded/maintained through the HOA and CC&Rs. c) Covered trash receptacles shall be included in the common area on the final plans and maintained by the HOA through CC&Rs. d) Owner education materials, including proper handling, storage and disposal oftoxics and maintenance of yard drains shall be incorporated into CC&Rs for the tract. SC HYD-2 Prior to issuance of permits for the Project During Plan project, water efficient landscaping and Proponent as Check and irrigation details shall be incorporated verified by Ongoing into development plans slid the City During specifications for the project. I Engineer and I Construction Resolution No. 2020-xx Page 17 of 20 75D-22 Building Official/Inspe ctor SC HYD-3 Prior to issuance of grading and Project During Plan building permits, erosion control Proponent as Check and measures shall be included in final verified by Ongoing plans and specifications including the City During but not limited to provisions a-d Engineer and Construction below: Building a) Twice daily minimum Official/ sweeping of track -out areas. Inspector b) Cover haul loads and stockpiles with tarps. c) Maintain adequate soil moisture in disturbed surfaces during and after grading. d) Reduce construction vehicle speeds and idling times. NOISE MM NO[-1 Final plans and specifications for the Project During Plan project shall include a note as Proponent as Check and follows: During demolition and verified by Ongoing construction, the contractor shall the Building During install noise source reduction or noise Official and Construction barriers and shall measure the Building effectiveness of said noise mitigation Inspector to document that project construction does not exceed the FTA threshold of 80 dB at nearby residential land uses. Said noise mitigation shall include but not be limited to the following: a) Shall fit equipment at the project site mufflers providing at least 8 dB of noise reduction, or b) Shall construct temporary enclosures or acoustical tents that provide at least 8 dB of noise; and c) Shall measure and document the effectiveness of the implemented noise abatement measures TRIBAL CULTURAL RESOURCES Resolution No. 2020-xx Page 18 of 20 75D-23 MM TRI-1 Prior to the issuance of any permits for City Building During Plan initial site clearing (such as pavement Official and Check prior to removal, grubbing, tree removals) or City Planning issuance of issuance of permits allowing ground Department permits and disturbing activities that cause ongoing excavation to depths greater than during artificial fill (including as boring, construction grading, excavation, drilling, potholing or auguring, and trenching), the City of Santa Ana shall ensure that the project applicant/developer retain qualified Native American Monitor(s). The monitor(s) shall be approved by the tribal representatives of the Gabrieleno Band of Mission Indians - Kizh Nation and be present on -site during initial site clearing and constriction that involves ground disturbing activities that cause excavation to depths greater than artificial fill identified herein. The monitor shall conduct a Native American Indian Sensitivity Training for construction personnel. The training session includes a handout and focus on how to identify Native American resources encountered during earthmoving activities and the procedures followed if resources are discovered. The Native American monitor(s) shall complete monitoring logs on a daily basis, providing descriptions of the daily activities, including construction activities, locations, soil, and any cultural materials identified. The on -site monitoring shall end when grading and excavation activities of native soil (i.e., previously undisturbed) are completed, or when the tribal representatives and monitor have indicated that the site has a low potential for tribal cultural resources, whichever occurs first. MM TRI-2 In the event that tribal cultural resources Official and Check prior to are inadvertently discovered during City Planning issuance of ground disturbing activities, work must Department permits and be halted within 50 feet of the find until ongoing it can be evaluated by a qualified during archaeologist in cooperation with a construction Native American monitor to determine if the potential resource meets the CEQA definition of historical (State CEQA Guidelines 15064.5(a)) and/or Resolution No. 2020-xx Page 19 of 20 75D-24 unique resource (Public Resources Code 21083.2(g)). Construction activities could continue in other areas. If the find is considered an "archeological resource" the archaeologist, in cooperation with a Native American monitor shall pursue either protection in place or recovery, salvage and treatment of the deposits. Recovery, salvage and treatment protocols shall be developed in accordance with applicable provisions of Public Resource Code Section 21083.2 and State CEQA Guidelines 15064.5 and 15126.4. If unique a tribal cultural resource cannot be preserved in place or left in an undisturbed state, recovery, salvage and treatment shall be required at the Project applicant's expense. All recovered and salvaged resources shall be prepared to the point of identification and permanent preservation in an established accredited professional repository. Resolution No. 2020-xx Page 20 of 20 75D-25 EXHIBIT 2 LS 10.26.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING GENERAL PLAN AMENDMENT NO. 2020-04 TO CHANGE THE GENERAL PLAN LAND USE DESIGNATIONS FOR THE PROPERTIES LOCATED AT 4310, 4314, 4318, 4322, 4326 AND 4330 WEST FIFTH STREET, 113, 117, 121, 201, 203, 207, 211, 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301, 305, 321, 323, 325, 327, 329, 331, 333, 335, 337, 339, 341, 343, 345, 347, 349, 351, 353, 355, 357, 359, 361, 363, 365, 409 AND 411 NORTH MOUNTAIN VIEW STREET, AND 4311, 4315, 4317, 4319, 4321, 4323, 4325, 4327, 4329, 4331, 4333, 4335, 4337, AND 4339 WEST FIRST 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. Steve Jones with Olympia Capital Corporation, representing Mountain View Real Estate Investments, LLC. ("Applicant") is requesting approval of General Plan Amendment (GPA) No. 2020-04 to amend the General Plan land use designation of the properties located at 301 and 305 North Mountain View Street from Low Medium Density Residential (LMR-11) to Medium Density Residential (MR-15) and to update text portions of the City's Land Use Element to reflect this change in order to facilitate construction of an 8-unit condominium development. B. In addition, the City of Santa Ana is proposing to change the land use designation of the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 113, 117, 121, 201, 203, 207 and 211 North Mountain View Street from LMR-11 to Low Density Residential (IR-7); 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301, 305, 321, 323, 325, 327, 329, 331, 333, 335, 337, 339, 341, 343, 345, 347, 349, 351, 353, 355, 357, 359, 361, 363, 365, 409 and 411 North Mountain View Street and 4311 West First Street from LMR-11 to MR-15; and 4315, 4317, 4319, 4321, 4323, 4325, 4327, 4329, 4331, 4333, 4335, 4337 and 4339 West First Street from General Commercial (GC) to MR-25. C. On October 26, 2020, 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 approving GPA No. 2020-04. 75D-26 Resolution No. 2020-xx Page 1 of 5 D. On December 1, 2020, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to GPA No. 2020-04, 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 General Plan Amendment consists of amendments to the Land Use Element and text updates, as shown in Exhibit A, attached hereto and incorporated herein by reference. Section 3. The City Council hereby finds that the proposed General Plan Amendment is compatible with the objectives, policies, and general plan land use programs specified in the General Plan for the City of Santa Ana in that: A. The City of Santa Ana has officially adopted a General Plan. B. The land uses authorized by the General Plan Amendment, and the General Plan Amendment itself, are compatible with the objectives, policies, general land uses, and programs specified in the General Plan, for the following reasons: The proposed General Plan land use designation for the project area is MR-15, which applies to multiple -family developments characterized by duplexes, apartments, and townhomes with a maximum allowable intensity of 15 dwelling units per acre. This change is consistent with Table A-3 (Correlation of Land Use Designation and Zoning Districts) of the General Plan Land Use Element. ii. The subject project site and the surrounding properties on the east side of Mountain View Street have a LMR-11 or General Commercial (GC) land use designations, however, the properties are developed with residential uses, with numerous properties currently exceeding the maximum allowed density permitted in the LMR-11 land use designation. The densities surrounding this area range from 4.8 to 18.8 dwelling units per acre. Changing the land use designations will bring the General Plan Land Use Plan into close consistency with existing residential development density and characteristics in the area and will allow for consistent development intensity for future projects. iii. The general plan amendment will support several goals and policies of the General Plan, including the Land Use Element and Housing Element. Specifically, the project will be consistent with Land Use Element, Goal 1 to promote a balance of land uses to address basic community needs. Policy 1.5 states a desire maintain and foster a variety of residential land uses. The project will provide eight for - sale condominium units. Policy 2.10 supports new development which is harmonious in scale and character with existing 75D-27 Resolution No. 2020-xx Page 2 of 5 development in the area. The project is similar in scale and character to the adjacent multi -family uses. Policy 3.1 supports development which provides a positive contribution to neighborhood character and identity. The project will allow for redevelopment of an underutilized lot with a new residential development with a contemporary design and variety of building materials. Housing Element, Goal 2 encourages a diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels, and are groups to foster an inclusive community. Policy 2.5 facilitates diverse types, prices and size of housing, including single-family homes, apartments, townhomes, mixed/multiuse housing, transit oriented housing, multi -generational housing and live work opportunities. The project will provide a for -sale condominium product with units that range in size that are targeted to entry level home ownership. Section 4. The GPA will not adversely affect the public health, safety, and welfare in that the GPA will not result in incompatible land uses on adjacent properties, inconsistencies with any General Plan goals or policies, or adverse impacts to the environment. Section 5. The City Council of the City of Santa Ana after conducting the public hearing hereby approves GPA No. 2020-04. 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 Planning Commission Action dated October 26, 2020, the Request for Council Action dated December 1, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 6. The City Council approves GPA No. 2020-04 as set forth in Exhibit A, attached hereto and incorporated herein by reference, subject to compliance with the Mitigation Monitoring and Reporting Program, and upon satisfaction of the conditions set forth below: A. Subject to compliance with the Mitigation Monitoring and Reporting Program, the Land Use Element map and text shall be amended to read as set forth in Exhibit A, attached hereto and incorporated herein by reference. B. The General Plan Amendment shall not take effect unless and until Mitigated Negative Declaration (MND) and Mitigation Monitoring and Reporting Program (MMRP), Environmental Review No. 2018-83 and Amendment Application (AA) No. 2020-02 are adopted by the City Council. 75D-28 Resolution No. 2020-xx Page 3 of 5 Section 7. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including 'actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 8. 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 12020. APPROVED AS TO FORM: Sonia R. Carvalho City �Attorney Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor Resolution No. 2020-xx 7 5 D-29 Page 4 of 5 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx 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 75D-30 Resolution No. 2020-xx Page 5 of 5 City of Santa Ana General Plan Land Use Element 1998 City of Santa Ana Planning Division 0 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 2020 04 (Pending) GPA 2020-03 (September 1, 2020) GPA 2020 01 (April 21, 2020) GPA 201 B04 (December 31, 2019) GPA 2019 02 (October 1, 2019) GPA 2019 01 (June 4, 2019) GPA 2017 03 (June 4, 2019) GPA 2018-05 (December 4, 2018) GPA 201503 (September 18, 2018) GPA 2018 02 (May 15, 2018) GPA 201501 (May 15, 2018) GPA 201702(December 19,2017) GPA 201701(June 20, 2017) GPA 2016-03 (February 21, 2017) GPA 201602(May 17, 2016) GPA 201601(April 19, 2016) GPA 201503 (February 2, 2016) GPA 201402 (October 21, 2014) GPA 201401 (June 3, 2014) GPA 2011-03 (March 19, 2012) GPA 2011-02 (June 6, 2011) GPA 2010-01(June 7, 2010) GPA 2008-02 (July 20, 2009) GPA 2007-03 (May 18, 2009) GPA 200403 (February 2, 2009) GPA 2008-01 (May 5, 2008) GPA 2007 02 (June 18, 2007) GPA 200701(March 19, 2007) GPA 2006-01 (October 2, 2006) GPA 200501 (December 5, 2005) GPA 200502 (October 17, 2005) GPA 200401 (April 5, 2005, as passed by the voters of Santa Ana) GPA 200404 (July 19, 2004) GPA 200406 (July 6, 2004) GPA 200302 (June 16, 2003) GPA 200301 (February 18, 2003) GPA 2002-01 (September 3, 2002) GPA 2002-03 (August 19, 2004 GPA 2001-03 (February 19, 2002) GPA 200102 (January 7, 2002) GPA 2000-09 (May 7, 2001) GPA 2000-08 (February 5, 2001) GPA 2000-03 (December 4, 2000) GPA 2000-02 (November 20, 2000) GPA 1999-02 (October 18,1999) GPA 1999-01 (August 16, 1999) GPA 1998-04 (October 5, 1998) GPA 1998 05 (September 21, 1998) GPA 1998-01 (May 4,1998) 75D-31 � F1� AM a N _ N CD ° s N � a ® 8 IDr = 7 - • sse EY $Y xg s � a e`'-� 5 gSc' *yy€ O s € TI U7 <CD sv , �17 O 3 a"v yyi 4w1 LAND USE ELEMENT Residential The Land Use Plan provides for three distinct residential land use designations. Residential development is also permitted in three other designations: District Center, One Broadway Plaza District Center, and Urban Neighborhood. The Santa Ana Land Use Plan includes the following residential land use designations: The Low Density Residential (LR-7) designation applies to those areas of the City which are developed with lower density residential land uses. The allowable maximum development intensity is 7 units per acre. Development in this category is characterized primarily by single-family homes. This designation applies to a large proportion of the City 6 465.9`,� acres) representing 47 percent of the City's total land area. The Low -Medium Density Residential (LMR-11) designation applies to those sections of the City which are developed with residential uses at permitted densities of up to 11 units per acre. The land area included in this designation is approximately 414.4444H acres. The great majority of the land designated as Low -Medium Density Residential is located in the westerly portion of the City, north and south of First Street. Properties with this designation are typically characterized by mobile home parks, a mixture of duplexes and single family residences, or small lot subdivisions. The Medium Density Residential (MR-15) designation applies to those sections of the City which are developed with residential uses at densities of up to 15 units per acre. Development in this designation is characterized by duplexes, apartments, or a combination of both. A total of 375.63694 acres is designated as Medium Density Residential. The designation applies to areas located in the vicinity of downtown, areas north and south of MacArthur Boulevard, and in other areas where there are established multiple -family development projects. CITY OF SANTA ANA GENERAL PLAN 75D-34 A-19 LAND USE ELEMENT Harbor Boulevard, and other major arterial roadways in the City. The intensity standard applicable to this designation is a floor area ratio of 0.5 - 1.0, though most General Commercial districts have a FAR of 0.5. A total of 858.1959.6 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. i�iRMM The Land Use Plan provides for two distinct mixed use land use designations. These designations allow for both vertical and horizontal mixed use developments, with an emphasis on linkages to a range of transportation options: The District Center (DC) land use designation includes the major activity areas in the City. Seven areas of the City, totaling 685.4 acres, are designated as District Center. The intensity standard for the District Center designation ranges from a floor ratio of 1.0 to 5.0. District Centers are designed to serve as anchors to the City's commercial corridors, and to accommodate major development activity. District Centers are to be developed with an urban character that includes a mixture of high- rise office, commercial, and residential uses which provide shopping, business, cultural, education, recreation, entertainment, and housing opportunities. Residential developments within some District Centers are allowed at a density of up to 90 units per acre when developed as an integral component of a master planned mixed use project. In Harbor Corridor, Metro East, Downtown, and Transit Village District Centers residential jJ�(� kn CITY OF SANTA ANA GENERAL PLAN 75D-35 A-21 LAND USE ELEMENT Redevelopment Plans. The City will apply redevelopment tools associated with the implementation of the adopted redevelopment plans, as appropriate. The City will encourage the further development of industrial, commercial, and residential projects in suitable locations to strengthen the City's tax and employment base. Special Studies. In certain instances, a special study may be required to address a particular issue. In these cases, a specific effort to identify staff resources needed to conduct the appropriate investigation and analysis will be identified. Zoning Code Review. The zoning code serves as a primary tool used by the City to regulate development. The City will develop a program to revise the Zoning Ordinance to ensure that development regulations and standards are consistent with community needs and high quality development. The City will initiate appropriate changes to the ordinance to ensure, where appropriate, conformity between the Land Use Element and Zoning Map. LAND USE PLAN BUILDOUT As indicated previously, the City of Santa Ana has been almost completely developed for many years. As a result, any new development will necessarily consist of redevelopment and infill development on the remaining vacant and underutilized parcels. Many parcels with nonresidential land use designations will never be developed to the maximum intensity permitted under the General Plan. Table A-4 indicates the development possible under the build -out of the Land Use Plan. The build -out for residential land uses considered two scenarios. Effective build -out for residential development is calculated by adding the 21,896 units possible in the areas designated as District Center and Urban Neighborhood to the existing 74,669 units presently found in the City per Census 2000. Theoretical build -out for residential development considered the development possible if all of the areas designated as residential were developed according to the permitted Land Use Plan intensities. Since the Land Use Element does not contemplate the elimination of existing housing in the City, the effective build -out figure represents a more realistic estimate of future residential development. As indicated in TableA-4, three of the non-residential land use designations have a range in FAR intensities. For the non-residential land use designations, effective build -out considered the development possible under the lower range of FAR intensities while theoretical build -out considered the upper FAR range. Typically, parking and landscaping requirements will result in significantly less floor area for commercial and industrial developments than that which is permitted under the General Plan. As indicated in Table A-4, between 77,350q4-,344 to 96,565 housing units are allowed by the Land Use Plan. The additional units which presently exist in the City beyond the maximum number permitted under the theoretical buildout CITY OF SANTA ANA GENERAL PLAN 75D-36 A-33 LAND USE ELEMENT scenario are a reflection of the higher density multiple -family developments constructed in the 1970's and 1980's. However, the purpose of the Land Use Plan as it applies to the residential areas is to preserve and maintain the stability of existing neighborhoods, regardless of the character of development. The intent of the Plan is not to create any displacement, nor decrease existing development densities. Rather, it is to ensure a safe, healthy, and livable environment for City residents. Existing residential development entitlements are protected through this Land Use Element, applicable Zoning regulations, and sections of the City code pertaining to legal nonconforming uses. The Land Use Element's implementation may result in an increase in the amount of commercial, office, and industrial development in the City. As indicated in Table A-4, up to 31,774,605 4�-000,4o T square feet ofcommercial and office, and 42,199,991 square feet of industrial development are possible under the effective capacity parameters of Land Use Plan. A-34 75D-37 CITY OF SANTA ANA GENERAL PLAN LAND USE ELEMENT Table A-4 Land Use Plan Build -out Capacities Intensity/ Effective Buildout' Theoretical Land Use Residential Acres Densitt Buildout Low Density Residential L9-7 6 465.9 7 du/ac 45 661 6,469.7 5,246 du Low Medium Density Residential LMR-11 4144 11 du/ac ,559 4244 4;638 du Medium Density Residential MR-15 3756 15 du/ac 5,634 6336 du Subtotal 7 255.9 96,565 du' 55 554 �4 Non Res. Non -Res. 55,449 du Mixed Use District Center Res. Res. Other' DC 309.5 90 du /ac FAR 1.0-2.0 11,955,583 sf 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 sf 1,221 du Downtown DC 62.5 FAR 3.0 2,057,824 sf 1,661du 2,057,824 sf 1,661 du Metro East DC 113.9 FAR.0.75- 3.0 2,464,776 sf 5,037 du 2,464,776 si 5,037 du Transit Village DC 51.4 FAR 5.0 402,864 sf 2,761 du 402,864 sf 2,761 du Harbor Corridor DC 125.0 FAR 5.0 1,836,155 sf 2,029 du 1,836,155 si 2,029 du One Broadway Plaza District Ctr' OBPDC 4.3 FAR 2.9 310,000 sf 415 du 310,000 si 415 du Urban Neighborhood UN 317.0 FAR 0.5-3.0 1,656,955 sf 5,755 du 1,656,955 sf 5,755 du Subtotal Commercial 1,002.4 20,738,247 sf 21,896 du 32,547,198 sf 21,896 du Professional & Admin. Office PAO 600.8 FAR 0.5-1.0 13,085,424 sf 26,170,848 s General Commercial GC 858.1 FAR 0.5-1.0 18,689,181 3 378 362 s 859-6 * 22 999 sf 1 458.9 31,774,605 6 549.210 Subtotal 4,460.4 24,808,407sf s Industrial Industrial I IND 1 2,152.81 FAR 0.45 1 42,199,991 sf 1 42,199,991 s Other Institutional INS 800.6 FAR 0.2-0.5 6,974,740 sf 17,436,850 s Open Space OS 1,010.9 1 FAR 0.2 8,806,961 sf 8,806,961 s Subtotal 1,811.5 1 15,781,701 sf 1 26,243,811 sf FAR=floor area ratio; d.u.=dwelling unit; s.f.=square feet (of floor area). Acreage shown in table does not include roads in right-of-way. ' 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 mixture of residential and non-residential development based on the zoning development standards. Residential effective capacity was calculated by adding the 21,896 units possible in the District Center and Urban Neighborhood with the existing 74,669 (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. 3 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 75D-38 A-35 EXHIBIT 3 LS 10.26.20 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2020-02 REZONING THE PROPERTIES LOCATED AT 4310, 4314, 4318, 4322, 4326 AND 4330 WEST FIFTH STREET; 113, 117, 121, 201, 203, 207, 211, 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301 AND 305 NORTH MOUNTAIN VIEW STREET; AND 4311 WEST FIRST STREET 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. Steve Jones with Olympia Capital Corporation; representing Mountain View Real Estate Investments, LLC. ("Applicant') is requesting approval of Amendment Application (AA) No. 2020-02 to change the zoning designation of the properties located at 301 and 305 North Mountain View Street from General Agricultural (Al) to Two -Family Residence (R2) in order to facilitate construction of an 8-unit condominium development. B. In addition, the City of Santa Ana is proposing to change the land use designation of the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 4311 West First Street and 113, 117, 121, 201, 203, 207 and 211 North Mountain View Street from Al to Single -Family Residence (R1); and 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245 and 247 North Mountain View Street from Suburban Apartment (R4) to R2. C. On October 26, 2020, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council adopt an ordinance approving Amendment Application No. 2020-02 which is consistent with the General Plan land use designation of the subject properties. D. 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. E. The City Council, prior to taking action on this ordinance, held a duly noticed public hearing on December 1, 2020. The City Council also adopts as findings all facts presented in the Request for Council Action dated December 1, 2020, accompanying this matter. Ordinance No. NS-XXXX Page 1 of 6 75D-39 G. For these reasons, and each of them, Amendment Application No. 2020- 02 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 Amendment Application consists of amendments to the Zoning Map, as shown in Exhibit A, attached hereto and incorporated herein by reference. Section 3. The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration (Environmental Review No. 2018-83) 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. 2018- 83 meets all the requirements of CEQA. Section 4. 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 5. The City Council of the City of Santa Ana after conducting the public hearing hereby approves AA No. 2020-02. 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 October 26, 2020, the Request for Council Action dated December 1, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 6. The City Council approves AA No. 2020-02 as set forth in Exhibit A, attached hereto and incorporated herein by reference, subject to compliance with the Mitigation Monitoring and Reporting Program, and upon satisfaction of the conditions set forth below: A. Subject to compliance with the Mitigation Monitoring and Reporting Program, the Zoning Map shall be amended to read as set forth in Exhibit A, attached hereto and incorporated herein by reference. B. The Amendment Application shall not take effect unless and until Mitigated Negative Declaration (MND) and Mitigation Monitoring and Reporting Program (MMRP), Environmental Review No. 2018-83 and General Plan Amendment (GPA) No. 2020-04 are adopted by the City Council. Section 7. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative Ordinance No. NS-XXXX Page 2 of 6 75D-40 dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions'), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 8. 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 , 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By:� ` - 4l Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor Ordinance No. NS-XXXX Page 3 of 6 75D-41 NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on 2020 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 Ordinance No. NS-XXXX Page 4 of 6 75D-42 EXHIBIT A Ordinance No. NS-XXXX Page 5 of 6 75D-43 .f 16 .!rid M■ f asu[f,r RI ' RI ji9l i3 C Ii f ramon RI w "3 n,mor � R«maR R , i.y°• Rf i Rll N wHAZAaO Pv xIW CIO ev *"K OAV 19I, 1 4R n ps fill R n„f.am.w f 3 ■ CS a marR f nn. fll t"� 1 Rl,uau .man3�•.r f.r[n e. C " f 8 x uaRn 2 .m. /♦ 0 a � E wtsr sr ; �'T,UIu s q ,.woos mnvm SR-S-ro b� ZONING DISTRICTS AI G 3IERALAGHKI•L"" CSM BO,RHMANSTREETCOM mcR OGT. R3 TWO-FAMLYRESOENCE -B PARHNGMOOffIC . C, COMMUNRYCOMMEHCNL GC GOVERMYBITCENIEIi R3 MULI LEFAMLYFEVV E -OZ OVM AY LONE CYMO Ct COMMUNRYCOM WCNL-MUSNMOGT. OENQUL COMMERCNL MI M2 LGHTwOUuTRNL HE4VY NOUSTSNL W RE SUBURSANAPARiM RE.OENiMLESTPTE PAD PLPNN®RPaOIXTWI OEVELOPM@iT U PLANNEOSHOPPINGCFNTET O OPFNSPACE SO SPMF MWaOPMETR -"m NEIGHTOGTRICTI C5 ARTERNL COMMERCNL P PROF695.1 SP SPMC PLAN CR COM.UERCNLRF Cp L RI SNGLEFAMLYR6U@CE OZI MESNOEASTOVPALAYZONE tt �`5 • SECTIONAL DISTRICT MAP: 9-5-10 CITY OF SANTA ANA. CALIFORNIA e Ordinance No. NS-XXXX Page 6 of 6 75D-44 f3W, I I �J c O U a) N N SD G Z LO O M UJ a N U m N U) 0 70 c 0 U aD _o o 0 z LO 0 M 0 0 c 0 U (D C co 0 Z LO C) M 0 N O N Ii1 G £OLS6 VD `VNV V1NVS `MSIA NIV1NnOW H1NON SO£ 75D-47 . LO O M 75D-48 0�1 L z 0 W o J W� z 0 W J W' LU J � f z U) O 70 c O U \W O O N y K 75D-49 Z a J d 0 0 J LL o 0 0 w a U v M F- z J U a Z LO 0 M 0 0 N y K r 75D-50 nt V z 0 w J b W z 'e Z Ow LL W z 0 t a 11 >o J W V 6 LLLL w M J n F- f z i 7 y J { z 1.0 M 75D-51 LO 0 M ®II t o r ¢ O O N y K r 75D-52 z O W J o- W ¢ w NW Q L1� N F- Z J U a Z LO 0 M O O N y K r 75D-53 Z Q J d O O J LL o 0 0 w a U F z U a Z LO 0 M 0 0 N y K r 75D-54 z O w J 6 W z Ow L g z O >o W . J W H LL w J � r F z U a Z LO 0 M O N y K r 75D-55 aw cn aooa eaoe moms AOOB OJ](111 NOd IHDnoam 11v13a aN3 31ea9 sa311n Hs /aooa iNOaa aooa 3�aaa9 NIa1,al3sda NOtll 9notl 1Itl13O GN3318VC sa3unXs /aooa lNoal 0 0 N 75D-56 Woos omens AOOB OJ](11 S NOd 1HDnOdM 1Itl13D ON3 319tl9 Sa311n HS /aooa iNOaa aooa 3DaaaO wlal,tll�stla NOUI 1H9notlm IIvi3a ON3 31evD s iin Hs / aooa iNoe13 aooa 30vavo NIa1,tllostl3 0 0 N 75D-57 EXHIBIT 5 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: OCTOBER 26, 2020 TITLE: PUBLIC HEARING — ENVIRONMENTAL REVIEW NO. 2018-83, GENERAL PLAN AMENDMENT NO. 2020-04, AMENDMENT APPLICATION NO. 2020- 02, AND TENTATIVE TRACT MAP NO. 2019-02 TO FACILITATE CONSTRUCTION OF AN 8-UNIT CONDOMINIUM DEVELOPMENT AT 301 AND 305 NORTH MOUNTAIN VIEW STREET Prepared by Jerry C. Guevara PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED ❑ Applicant's Request ❑ Staff Recommendation CONTINUED TO -77(E l/ utive Director lanning�anager RECOMMENDED ACTION 1. Adopt a resolution adopting Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program, Environmental Review No. 2018-83, for Tentative Tract Map No. 2019- 02; 2. Adopt a resolution approving Tentative Tract Map No. 2019-02 as conditioned; and 3. Recommend that the City Council take the following actions: a. Adopt a resolution adopting Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program, Environmental Review No. 2018-83, for General Plan Amendment No. 2020-04 and Amendment Application No. 2020-02; b. Adopt a resolution approving General Plan Amendment No. 2020-04; and C. Adopt an ordinance approving Amendment Application No. 2020-02. Property Owner and Applicant Information 1. Owner: Mountain View Real Estate Investment, LLC 2. Applicant: Olympia Capital Corporation 3. Project Representative: Steve Jones Executive Executive Summate The applicant is requesting approval of multiple entitlements to facilitate construction of a new eight -unit condominium development at 301 and 305 North Mountain View Street. Specifically, the applicant is requesting approval of General Plan Amendment (GPA) No. 2020-04, Amendment Application (AA) No. 2020-02 and Tentative Tract Map (TM) No. 2019-02. 75D-58 ER No. 2018-83, GPA No. October 26, 2020 Page 2 2020-04, AA No. 2020-02 & TTM No. 2019-02 In accordance with the California Environmental Quality Act (CEQA), the project requires adoption of a Mitigated Negative Declaration (MND) and adoption of a Mitigation Monitoring and Reporting Program (MMRP), Environmental Review (ER) No. 2018-83, for the project. Staff is recommending that the Planning Commission approve TTM No. 2019-02 as conditioned, and recommend approval of the applicant's GPA and AA request to the City Council as the project demonstrates high -quality site planning, design, and amenities, and contributes to the City's housing stock through both production of new home -ownership opportunities and payment of in -lieu affordable housing funds. Table 1: Proiect and Location Information Pro'ect Address 301 and 305 North Mountain View Street Nearest Intersection First and Mountain View streets Existing General Plan Designation Low -Medium Density Residential (LMR-11) Proposed General Plan Designation Medium Density Residential (MR-15) Existing Zoning Designation General Agricultural (A1) Pro osed Zonin Desi nation Two-Famil Residence R2 Surrounding Land Uses North Multiple -Family Residence East Mobile Home Park South Multiple -Family Residence West Sin le-Famil Residence Site Size 0.74 acres Existing Site Development The site is currently developed with two single-family residences that were constructed in 1959 and 1963. Applicable Zoning Code Sections SAMC Chapter 41, Article II, Division 4 (SAMC Sections 41-246 tc 41- 256 Entitlements SAMC Chapter 41 Article V Division II and Chapter 34, Article V Proiect Description The development is proposed to consist of four separate buildings, each with two units. The proposed units range in size from 1,800 to 1,870 square feet, each consisting of three bedrooms and an attached 400-square foot two -car garage. Table 2A: Unit Mix 75D-59 ER No. 2018-83, GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 October 26, 2020 Page 3 Table 2B: R-2 Development Standards Minimum Lot Size 27,000 s uare feet 32,234 square feet; complies Minimum Fronta a 75 feet 108 feet; complies Lot Covera a 50 ercent 31percent; complies Buildin Hei ht 27 feet 27 feet; complies Front Yard Setback 20 feet 20 feet; complies Side Yard Setback 5 feet 5-7 feet; complies Rear Yard Setback 10 feet 10 feet; complies Off -Street Parking 2 spaces per unit in a garage + 2 driveway spaces per unit 32 spaces; complies Private Open 100 square feet 360 — 850 square feet per unit; Onsite Open Space Space per unit complies Common Open 1,200 square S ace feet 2,065 square feet; complies The project's buildings are designed in a cohesive manner with unifying materials, floor heights, and articulation using contemporary architecture in a Spanish style and includes a variety of architectural elements such as smooth stucco, arches above windows and doors, tile and ironwork, and roof tiles. The site will be accessed from a driveway at the southwest corner of the site, with an internal drive aisle providing access to each unit. The project provides two garage parking spaces per unit and two surface parking spaces per unit in each unit's driveway. In addition, communal bicycle racks are also provided at the center of the site. The project provides an 835-square foot central common open space area between Buildings B and C. In addition, two 615-square foot common open space areas are provided, one between Buildings A and B and the other between Buildings C and D. The common open space areas will include grass play areas, benches, trash and recycle receptacles, bike racks, and pedestrian lighting. Private open space for each unit is provided through backyards and patios. As detailed in Table 26, the backyards and patios range in size from 360 to 850 square feet. Project and Site Background The project site was originally developed in 1959 with a single-family residence; a second single- family residence was constructed in 1963. Both structures are proposed to be demolished as part of this application. In July 2018, the Planning Division received the subject application and, since then, the applicant has been working with the City to refine the site plan and elevations. In accordance with the Sunshine Ordinance, the applicant held a community meeting on October 16, 2018 to review the proposed development and proposed land use and zoning changes and receive feedback from the community and adjacent property owners and residents. The applicant provided all the required information to the City after the meeting (Exhibit 12). In addition, the applicant provided an update to the community at the Riverview West Neighborhood Association meeting of August 25, 2020. The meeting was held at 6:15 p.m, via a GoToMeeting virtual platform which was attended by 12 residents. The community raised concerns about potential parking impacts to the neighborhood. Those concerns were addressed by clarifying that each unit is providing a two -car garage and two surface parking spaces for a total of 32 parking spaces for the 75D-60 ER No. 2018-83, GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 October 26, 2020 Page 4 development site, which meets the Citys required parking. In addition, all units will contain a maximum of three bedrooms. Analysis of the Issues General Plan Amendment The applicant is requesting a GPA to change the subject site's current land use designation from Low -Medium Density Residential (LMR-11) to Medium Density Residential (MR-15) to create consistency between the General Plan Land Use Element and the Zoning Map. The MR-15 designation applies to those areas of the City that are developed with residential uses at densities of up to 15 units per acre. Development in this designation is characterized by duplexes, townhomes, or apartments. In reviewing a GPA request for a project such as the one proposed, the Planning Division's practice has been to also analyze any potential general plan land use inconsistencies in the general vicinity of the proposed project. Because of this and part of the this application, the City is also proposing to change the land use designation of the adjacent properties on the block stretching from First Street to Fifth Street to bring consistency between the Land Use Element and the Zoning Map. The proposed GPA for the entire area was discussed during the Sunshine Ordinance community meeting and is analyzed in the prepared MND. Currently, the subject site and the surrounding properties on the east side of Mountain View Street have a LMR-11 or General Commercial (GC) land use designation. However, all of the properties are developed with residential uses with numerous properties currently exceeding the maximum allowed density permitted in the LMR-11 land use designation. The densities surrounding this area range from 4.8 to 18.8 dwelling units per acre. Because of this, staff is recommending that the general plan land use designation of the project site and surrounding properties be changed to MR- 15 and Low Density Residential (LR-7), as shown on Map A. Changing the land use designations will bring the General Plan Land Use Plan into closer consistency with existing residential development density and characteristics in the area and will allow for consistent development intensity for future projects. Mau A: Existing (Left) and Proposed (Right) Land Use Designations ER No. 2018-83, GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 October 26, 2020 Page 5 The project supports several goals and policies of the Housing Element. First, the project will be consistent with Goal 2, which encourages diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels and age groups to foster an inclusive community. The proposed project will encourage the construction of entry level housing that will provide an opportunity for home ownership. Second, the project would support Goal 4, to provide adequate rental and ownership housing opportunities and supportive services. Further, the project would be consistent with Policy HE-2.4 to facilitate diverse types, prices and sizes of housing. The project would also be consistent with goals of the Land Use Element, including Goal 1 to promote a balance of land uses to address basic community needs, and Goal 6 to reduce residential overcrowding by promoting public health and safety. The proposed project will provide additional market rate housing in the City, thereby assisting in addressing the shortage of available housing within the region. Amendment Application (zone Change) The applicant is also requesting to change the zoning designation of the property from General Agricultural (Al) to Two -Family Residence (R2). The R2 zoning designation is the appropriate designation for the subject site, which allows for duplexes and similar medium -density residential developments. In addition, staff is proposing to change the zoning designation of the surrounding properties to make the general plan and zoning consistent, as shown on Map B below. As it is unlikely that the existing uses will transition to agricultural related uses, a zone change is appropriate. The subject site and surrounding properties include properties zoned Al, R2, and Suburban Apartment (R4). In addition, the City is proposing to drop the Planned Residential Development (PRD) suffixes for three properties in order to streamline redevelopment of such properties, should they be redeveloped. The proposed AA for the entire area was discussed during the Sunshine Ordinance community meeting and is analyzed in the prepared MND. Map B: Existing (Left) and Proposed (Right) Zoning Designations 75D-62 ER No. 2018-83, GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 October 26, 2020 Page 6 Tentative Tract Mao The requested tentative tract map would allow subdivision of the property for condominium ownership purposes. Subdivision requests are governed by Chapter 34 and Chapter 41 of the SAMC. Pursuant to Section 66473.5 and 66474 of the California Subdivision Map Act (SMA), applications for tentative tract maps are approved when it can be shown that findings can be made in support of the request. Specifically, findings related to the proposal being consistent with the General Plan, the site is in conformance with all applicable City ordinances, the project site is physically suitable for the type and density of the proposed project, the proposed project will not cause substantial environmental damage or substantially and avoidably injure fish and wildlife or their habitat, the proposed project will not cause serious public health problems, or the proposed project will not conflict with easements necessary for public access through or use of the property must be made. Using this information staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained in this report. In analyzing the applicant's request, staff believes that the following analysis warrants approval of the tentative tract map. The applicant is seeking approval of a tentative parcel map to subdivide the property into eight airspace condominium units and one common area lot. The condominium units will contain approximately 1,900 square feet in size and the common lot will contain approximate 17,400 square feet. In reviewing the project, staff determined that the proposal as conditioned is consistent with the various provisions of the SAMC and General Plan, including lot size, lot frontage, and lot coverage. No adverse environmental impacts to fish or wildlife populations were identified as the project site is located in a built -out, urbanized area. In addition, conditions of approval are included requiring the applicant to enter into a property maintenance agreement and to submit Covenants, Conditions and Restrictions (CC&Rs) to the City for review. The CC&Rs will ensure long-term maintenance of the landscaping, parking, buildings, and common amenities. Finally, the tentative map is consistent with the California Subdivision Map Act and Chapters 34 and 41 of the Municipal Code. Table 3: CEQA, Public Notification & Community Outreach 1•11L190«u � Y� Llvc ueuaraaon imrju), tnvironmental Review No. 2019-83, with technical studies, was prepared for the project. No areas of significance or unavoidable impacts were determined to occur from the construction or operation of the proposed CEQA Type project (Exhibit 1). The project requires adoption of a Mitigation Monitoring and Reporting Program (MMRP), which contains mitigation measures to address biological resources, geology and soils, noise, hydrology and water quality, tribal cultural resources and cultural resources. On June 8, 2020, the draft MND was circulated for 30 days to interested parties and the Public Notification Notice of Intent (NOI) was published in the Orange County Register and posted with the State's Clearinghouse. The draft MND was available for public review at the Santa Ana nit Hall and on the ro'ect's webpage on the Citv's website. Site posting A public notice was posted on the project site on October 15, 2020. Required Measures Notification by mail was mailed to all property owners and Notification by mail occupants within 500 feet of the project site on October 15, 2020. 75D-63 ER No. 2018-83, GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 October 26, 2020 Page 7 {,n" CEQA and Public Notification & Community Outreach Newspaper posting Newspaper posting was published in the Orange County Register 7of on October 15, 2020. A Sunshine Ordinance Community Meeting was held on October 16, 2018 from 5:00 p.m. to 6:00 p.m. at Salgado Community Center in Rosita Park (706 North Newhope Street) in accordance with the provisions of the City's Sunshine Ordinance. A total of six members the public attended. The applicant provided all the required information to the City after the meetin . Additional Measures The applicant provided a project update to the community at the Riverview West Neighborhood Association meeting of August 25, 2020. Economic Development Based on the development of the eight condominiums, the City is expected to generate approximately $64,000 in permit fees. The project will also increase the property tax for the property. The property currently has an assessed value of approximately $1.2 million. Upon completion of the project, the estimated assessed value of the property is approximately $4 million. Based on the $4 million valuation, the estimated annual tax revenue to the City is approximately $5,200 (not including an expected two -percent annual increase). Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission adopt a resolution adopting Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program, Environmental Review No. 2018-83, for Tentative Tract Map No. 2019-02 and adopt a resolution approving Tentative Tract Map No. 2019-02 as conditioned. Further staff recommends that the Planning Commission recommend that the City Council adopt a resolution adopting Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program, Environmental Review No. 2018-83, for General Plan Amendment No. 2020-04 and Amendment Application No. 2020-02, adopt a resolution approving General Plan Amendment No. 2020-04, and adopt an ordinance ajoroving Amendment Application No. 2020-02. Jerry Plan JG:S:\Planning Commission\2020\10-12-20\GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 at 301 N. Mountain View Street\GPA-2020- 04, AA No. 2020-02 & TM No. 2019-02. PC Staff Report.docx 75D-64 ER No. 2018-83, GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 October 26, 2020 Page 8 Exhibits: 1. Planning Commission Resolution Adopting MND and MMRP, ER No. 2018-83, for TTM No. 2019-02 2. Planning Commission Resolution Approving TTM No. 2019-02, as conditioned 3. City Council Resolution Adopting MIND and MMRP, ER No. 2018-83, for GPA No. 2020- 04 and AA No. 2020-02 4. City Council Resolution Approving GPA No. 2020-04 5. City Council Ordinance Approving AA No. 2020-02 6. Vicinity Zoning and Aerial Map 7. Site Photo 8. Site Plan & Landscape Plan 9. Floor Plans 10. Elevations 11. Tentative Tract Map 12. Sunshine Ordinance Meeting Minutes 75D-65 EXHIBIT 1 75D-66 LS 10.26.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA ADOPTING A MITIGATED NEGATIVE DECLARATION AND MITIGATION MONITORING AND REPORTING PROGRAM, ENVIRONMENTAL REVIEW NO. 2018- 83, RELATIVE TO TENTATIVE TRACT MAP NO. 2019-02 FOR THE PROJECT LOCATED AT 301 AND 305 NORTH MOUNTAIN VIEW STREET 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. Steve Jones with Olympia Capital Corporation, representing Mountain View Real Estate Investments, LLC. ("Applicant"), is requesting approval of Tentative Tract Map ("TTM") No. 2019-02 in order to facilitate the construction of an 8-unit condominium development at 301 and 305 North Mountain View Street. B. The provisions of the California Environmental Quality Act of 1970 ("CEQA"), Public Resources Code Sections 21000 et. seq., as amended, and the CEQA Guidelines require the evaluation of environmental impacts in connection with proposals for discretionary projects. C. Pursuant to the Guidelines for the Implementation of the CEQA, 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 (ER) No. 2018-83, for the proposed project which reflects the City's independent judgement and analysis as lead agency for the project. The MND concluded that the project would have a less than significant environmental impact with implementation of mitigation measures. Mitigation measures are included to address biological resources, geology and soils, noise, hydrology and water quality, tribal cultural resources and cultural resources. E. On June 8, 2020, a Notice of Intent (NO]) to adopt the Initial Study and MND, ER No. 2018-83, was published in the Orange County Register newspaper, circulated to interested parties, and the State Clearinghouse. Resolution No. 2020-xx 75D-67 Page 1 of 20 F. The documents related to the MND were made available for a 30-day public review and comment period at the Santa Ana City Hall and on the project's webpage on the City's website. At the completion of the comment period, comments from the Orange County Fire Authority (OCFA) and the Gabrieleno Ban of Mission Indians-Kizh Nation were received and incorporated to the Final MND. G. The mitigation measures set forth in the MND are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program (MMRP), attached hereto as Exhibit A and incorporated herein by reference. H. On October 26, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing and voted to approve a resolution to adopt MND, ER No. 2018-83, and the related MMRP for the project. Section 2. The Planning Commission has independently reviewed and analyzed the information contained in the Initial Study and the MND, ER No. 2018-83, prepared with respect to this project. The Planning Commission has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the CEQA and the State CEQA Guidelines, the MND adequately addresses the expected environmental impacts of this project. On the basis of this review, the Planning Commission 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 Planning Commission hereby adopts the MIND, attached hereto as Exhibit A, and MMRP, attached hereto as Exhibit B, and directs that a Notice of Determination be prepared and filed with the County Clerk of the County of Orange in 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 Planning Commission Action dated October 26, 2020 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 Planning Commission 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 shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, Resolution No. 2020-xx 75D-68 Page 2 of 20 demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 6. This decision rendered by the Planning Commission 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 Planning Commission's decisions and these findings. Section 7. This resolution shall take effect immediately upon its adoption by Planning Commission, and the Recording Secretary shall attest to and certify the vote adopting this resolution. ADOPTED this 26th day of October, 2020. AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: Mark McLoughlin Chairperson Resolution No. 2020-xx 7501-69 Page 3 of 20 APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney 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. 2020-XX to be the original resolution adopted by the Planning Commission of the City of Santa Ana on October 26, 2020. Date: Recording Secretary City of Santa Ana Resolution No. 2020-xx 75D-70 Page 4 of 20 EXHIBIT A MITIGATED NEGATIVE DECLARATION The Mitigated Negative Declaration for the Project and Technical Studies are available online at: https://www.santa-ana org/pb/planning-division/major-planning projects and monthly development-project-reports/mountain view Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 Resolution No. 2020-roc 75D-71 Page 5 of 20 EXHIBIT B MITIGATION MONITORING AND REPORTING PROGRAM The following is a Mitigation Monitoring and Reporting Program (MMRP) for the Mountain View Avenue Condominiums located at 301 and 305 Mountain View Avenue, Santa Ana, CA. This MMRP has been prepared pursuant to Section 15097 of the California Environmental Quality Act (CEQA) Guidelines and Section 21081 of the Public Resources Code. The MMRP lists all applicable Project Mitigation Measures (MM) and environmental commitments that are required to be implemented with the Project under existing Standard Condition Plans, Programs, and Policies (SC) for implementing environmental resource protection legislation. This MMRP includes implementation timing and responsible party to ensure proper enforcement of all MM and SC to reduce Project impacts. The City of Santa Ana, as the Lead Agency, will utilize the MMRP to document the implementation of Project mitigation and SC environmental commitments, which ensure all project impacts are reduced to less than significance pursuant to the CEQA. Mitigation Number Mitigation Measure Responsible, _ Timing ', Date Completed Party and Initials AESTHETICS MM AES-1 The Contractor shall partition active Contractor During all areas of construction, stockpiles and and City phases of materials storage locations; and, shall Inspector construction perform all work with downlighting and installation of a barrier to confine construction -related light and glare into active construction zones and to minimize spillover light and glare from construction equipment onto adjacent areas by implementing the following: (a) A temporary barrier between nearby residences and areas of active construction willbe placed. (b) Temporary security lighting must be low voltage and downlit. AIR QUALITY MM AQ-1 Emissions controls and fugitive dust Contractor as During all emissions controls will be implemented to verified by phases of reduce airborne dust contributing to City Planner construction PM10 and PM2.5 pursuant to SXAQMD and City Rules 403 for PM and PM2.5 and Engineer, pursuant to Rule 1466 pertaining to toxic construction Resolution No. 2020-xx 75D-72 Page 6 of 20 air contaminants. This includes dust staff control BACM and air quality TAC monitoring for Lead: (a) Designate a Dust Control Supervisor; (b) Provide PM10 monitoring both upwind and downwind during earth -moving activities; (c) Maintain records of earth - moving activities, monitoring, instrument calibration, manifest records for transport, volumes of materials with TAC, distances to a residence, park or school, and complaints; (d) Install minimum 6-foot tall barrier fencing where earth moving activities are carried out, and fencing at least as high as stockpiles; (e) Apply water or other soils stabilizers prior to earthmoving activities and maintain moisture content to prevent generation of visible dust plumes; (f) Post signs limiting speed limit to 15 miles per hour; (g) Stabilize or cover disturbed surfaces and apply stabilizers and cover haul loads prior to unloading; (h) Remove track -out with a vacuum equipped with filters rated to achieve 99.97% capture efficiency for 0.3 micron particles; (1) Prevent track -out and clean soils from the exterior of trucks, trailers and tires prior to leaving the Project Area; Resolution No. 2020-xx 75D-73 Page 7 of 20 (j) Segregate and label TAC stock piles and apply stabilizers, and 1 Omm plastic overlapping and anchored sheeting; M Cease activities during high winds (15 miles per hour over a 15-minute period or instantaneous wind speeds exceeding 25 MPIT); and (1) Proper notification of SCAQMD prior to earthmoving MM AQ-2 Construction emissions will be reduced Contractor as During all according to the following: verified by phases of City Planner construction (a) Disturbed areas will be and City stabilized at the end of each Engineer, day with trench plates or construction similar devices, staff (b) Idling on construction equipment and vehicles will be limited to 5 minutes; (c) The project will implement Tier IV mitigation to reduce exhaust from diesel powered engines in compliance with AQMD; (d) The project will implement Tier III engines; and (e) Construction staff will carpool. _ MM AQ-3 Project plans and specifications shall City During all incorporate a temporary signage plan for Engineer, phases of the Project, which shall be verified by the Contractor construction City Engineer, and shall include a and City feedback phone number. The Contractor Inspector shall post Project Area will be with a phone number intended for 24/7 feedback to the Contractor and City from the community according to approved plans. BIOLOGY Resolution No. 2020-xx 75D-74 Page 8 of 20 SC 13I0-1 Plans and specifications for the project shall include the following note prior to issuance of permits to reduce impacts from vegetation trimming and clearing, tree trimming and removals, generation of mechanical noise or ground disturbance on active bird nests from native nesting birds: Active avian nests shall be avoided by the contractor by scheduling these construction activities outside of the avian breeding season, which is typically during February 1 to September 1. Project proponent as verified by City Planner and Contractor as verified by City inspector, Prior to issuance of permits during avian breeding season, Feb 1 — Sept 1 and verified throughout construction stages SC BI0-2 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as _ issuance of issuance of permits to reduce impacts on verified by permits during nesting birds prior to commencement of the City avian breeding work during the typical nesting season, Planner and season, Feb 1 the contractor shall hire qualified Contractor as — Sept 1 and biologist to conduct a nest survey, within verified by verified the project boundaries and within a 1,000- City throughout foot radius buffer, three days in advance inspector, construction of the start of construction (for work Project stages beginning approximately between Biologist, February 1 and September 1). This survey Arborist for bird nests will report the location of nesting birds that could be impacted by the project for species covered under the Migratory Bird Treaty Act and Fish and Game Code sections 3503, 3503.5, and _ 3513. SC BIO-3 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits to reduce impacts on verified by permits during birds If active nests are found, the the City avian breeding biologist will be retained for construction Planner and season, Feb 1 monitoring and to coordinate with CDFW Contractor as — Sept 1 and on establishing specific buffers around verified by verified nests that are sufficient to ensure that City throughout breeding is not likely to be disrupted or inspector, construction adversely impacted by construction Project stages pursuant to CDFW requirements. Buffers Biologist, around active nests will be established Arborist pursuant to CDFW protocol or determination by a qualified CDFW biologist for smaller buffers which are sufficient to avoid impacts to nesting birds. Buffers will be maintained until young have fledged or the nests become inactive. Factors for consideration on nest buffers will include: Resolution No. 2020-xx 75D-75 Page 9 of 20 (a) The presence of natural buffers provided by vegetation or topography; (b) nest height; and (c) locations of foraging territory; and baseline levels of noise and human activity. CULTURAL RESOURCES SC CUL-1 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits: If human remains are verified by permits and found, work in the location of the remains City Planner during would cease and the Orange County and construction Coroner's office would be contacted Contractor as pursuant to Health and Safety Code verified by Section 7050.5 to identify the appropriate City next steps. If Native American remains Inspector' are found, the most likely descendent would be notified pursuant to Section _ 5097.94 of the Public Resources Code. GEOLOGY AND SOILS MM GEO-1 Structural foundations preparation Project During Plan methods for foundations shall be proponent as Check prior. to incorporated into project specifications verified by issuance of and plans and reviewed and approved by the City permits and the Soils Engineer and Geotechnical Engineer and ongoing Engineer for the project prior to issuance Building during of a grading and building permits. Plans Official Construction and Specifications shall include: Inspection (a) A minimum 3-foot compacted fill blanket below the bottom of footings or per the geologist recommendations, based on final plans shall be implemented. For other minor structures like property line walls or retaining walls less than 4 feet high, competent native soils or compacted fill may be used; (b) Earthwork for foundation support shall include the entire building pad and shall extend a minimum of 5 feet outside exterior footing lines; Resolution No. 2020-xx 75D-76 Page 10 of 20 (c) Footing bottoms shall be observed by the geotechnical engineer to verify competent conditions; (d) Continuous spread footings placed a minimum depth of 24 inches below lowest adjacent finished grade may be used for the structures, with footing reinforcement with a minimum of two No. 4 bars (1 top and 1 bottom) and shall be observed by the geotechnical engineer to verify competent soil conditions; and (e) If a slab on grade is utilized, the slab shall be supported on engineered fill compacted to a minimum of 90 percent relative compaction. Slabs should be reinforced with at least No. 3 bars 18 inches on center both ways. MM GEO-2 Foundation plans and specifications Project During Plan shall be reviewed and approved by the proponent as Check prior to Geologist and the Soil Engineer and verified by issuance of shall incorporate the recommendations the City permits and of the Geologist and Soil. Engineer Engineer and during subgrade preparation prior to issuance Building Constriction of grading permits including the Official Inspection following measures: (a) The soil should be kept moist prior to casting the slab, and if the soils at grade become disturbed during construction, they should be brought to approximately optimum moisture content, and rolled to a firm, unyielding condition prior to placing concrete. (b) In areas where a moisture sensitive floor covering will be used, a vapor barrier consisting of a plastic film (6 ml polyvinyl chloride or equivalent) should be used. Resolution No. 2020-xx 75D-77 Pagel 1 of 20 The vapor barrier should be properly lapped and sealed. (c) Hardscape and slab subgrade areas shall exhibit a minimum of 90 percent relative compaction to a depth of at least 1 foot. Deeper removal and re - compaction may be required if unacceptable conditions are encountered. These areas require testing for compaction just prior to placing concrete. (d) Site grading shall incorporate drainage directed away from structures via non - erodible conduits to detention areas. The structure should utilize roof gutters and down spouts tied directly to yard drainage. (e) Unlined flower beds, planters, and lawns should not be constructed against the perimeter of the structure. If such landscaping (against the perimeter of a structure) is planned, it should be properly drained and lined or provided with an underground moisture barrier and irrigation in these areas should be kept to a minimum. MM GEO-3 Grading plans and specifications for the Project During Plan project shall be reviewed and approved proponent as Check and by the Soil and Geotechnical Engineers verified by Construction and shall include the recommendations City Inspections of the Soil Engineer and Geotechnical Engineer Engineer including the following: (a) After the foundation for the fill has been cleared, plowed or scarified, it shall be disced or bladed until it is uniform and free from large clods, brought to a proper moisture content and compacted to not less than 90 percent of the Resolution No. 2020-xx 75D-78 Page 12 of 20 maximum dry density in accordance with ASTM:D- 1557 (5 layers -25 blows per layer; 10 lb. hammer dropped 18'; 4" diameter mold). MM GEO-4 MM G) O — 4: The Soil Engineer Contractor as Ongoing shall provide continuous verified by During supervision of the site clearing and City Building Construction grading operation so that he can Official/ verify the grading was done in Inspector accordance with the accepted plans and specifications including the following provisions a through w: a) All grading shall consist of removal and re -compaction of soft surficial soils. b) All existing vegetation shall be stripped and hauled from the site. c) On -site materials may be used for fill, or fill materials shall consist of materials approved by the Soils Engineer and may be obtained from the excavation of banks, borrow pits or any other approved source. The materials used should be free of vegetable matter and other deleterious substances and shall not contain rocks or lumps greater than 8 inches in maximum dimension. d) The selected fill material shall be placed in layers which, when compacted, shall not exceed 6 inches in thickness. Each layer shall be spread evenly and shall be thoroughly mixed during the spreading to ensure uniformity of material and moisture of eachlayer. e) No fill material shall be placed, spread or rolled during unfavorable weather conditions. Resolution No. 2020-xx 75D-79 Page 13 of 20 f) When work is interrupted by heavy rains, fill operations shall not be resumed until the field tests by the Soils Engineer indicate the moisture content and density of the fill are as previously specified. g). Where moisture of the fill material is below the limits specified by the Soils Engineer, water shall be added until the moisture content is as required to ensure thorough bonding and thorough compaction. h) Where moisture content of the fill material is above the limits specified by the Soils Engineer, the fill materials shall be aerated by blading or other satisfactory methods until the moisture content is as specified by the Soils Engineer, 0 After each layer has been placed, mixed and spread evenly, it shall be thoroughly compacted to not less than 90 percent of the maximum dry density in accordance with ASTM:D-1557 (5 layers -25 blows per layer;10 lbs. hammer dropped 18 inches; 4" diameter mold) or other density tests which will attain equivalent results. 1) Compaction shall be by sheepsfoot roller, multi - wheel pneumatic tire roller or other types of acceptable rollers. k) Rollers shall be of such design that they will be able to compact the fill to the specified density. Rolling Resolution No. 2020-xx 75D-80 Page 14 of 20 shall be accomplished while the fill material is at the specified moisture content. 1) Rolling of each layer shall be continuous over the entire area and the roller shall make sufficient trips to ensure that the desired density has been obtained. The final surfaceof the lot areas to receive slabs on grade should be rolled to a dense, smooth surface. m) The outside of all fill slopes shall be compacted by means of sheepsfoot rollers orother suitable equipment. n) Compaction operations shall be continued until the outer 9 inches of the slope is atleast 90 percent compacted. Compacting of the slopes may be progressively in increments of 3 feet to 5 feet of fill height as the fill is brought to grade, or after the fill is brought to its total height. o) Field density tests shall be made by the Soils Engineer of the compaction of each layer of fill. p) Density tests shall be made at intervals not to exceed 2 feet of fill height provided all layers are tested. q) Where the sheepsfoot rollers are used, the soil may be disturbed to a depth of several inches and density readings shall be taken in the compacted material below the disturbed surface. r) When these readings indicate that the density of any layer of fill or portion there is below the required 90 percent Resolution No. 2020-xx 75D-81 Page 15 of 20 density, the particular layer or portion shall be reworked until the required density has been obtained. s) Removal and re - compaction of existing fill and loose native soils will be required to provide adequate support for foundations and slabs on grade. . t) Removals shall extend downward into competent earth materials or to at least 2 feet below proposed footing bottoms, whichever is deeper. u) The exposed excavation bottom shall be observed and approved by the Geotechnical Engineer. Subsequent to approval of the excavation bottom, the area shall be scarified6 inches, moisture conditioned as needed, and compacted to a minimum of 90 percent relative compaction. v) Fill soils shall be placed in 6 to 8-inch loose lifts, moisture conditioned as needed, and compacted to a minimum of 90 percent relative compaction up to finish grade. w) All utility line backfills, both interior and exterior, shall consist of clean sand and gravel, and be compacted to a minimum of 90 percent relative compaction and shall require testing at a maximum of 2-foot vertical intervals. MM GEO-5 In the event that buried paleontological Contractor Ongoing resources or geologic features are and Building during encountered during grading, work in the Official/ Construction area of the find shall cease and a Inspector Resolution No. 2020-xx 75D-82 Page 16 of 20 qualified paleontologist or geologist shall inspect the resources and determine the appropriate course of action for further treatment. HYDROLOGY AND WATER QUALITY SC HYD-1 Prior to issuance of building and grading Proj ect During Plan permits, structural BMPs shall be Proponent as Check and incorporated into the final development verified by Ongoing plans and specifications for the project the City During and prior to final tract map approval, Engineer and Construction non-structural BMPs shall be Building incorporated into CC&Rs for Official/ Condominium Tract 19064 including but Inspector not limited to the following: a) Permeable driveway paving system with filtered storm drain inlets designed to detain 80 percent of 100-year storm flows from the APN 100-281- 05 shall be incorporated into project plans and specifications and maintained through the HOA and CC&Rs. b) Pet Waste Stations including bags and covered receptacle shall be incorporated into project plans and funded/maintained through the HOA and CC&Rs. c) Covered trash receptacles shall be included in the common area on the final plans and maintained by the HOA through CC&Rs. d) Owner education materials, including proper handling, storage and disposal oftoxics and maintenance of yard drains shall be incorporated into CC&Rs for the tract. SC HYD-2 Prior to issuance of permits for the Project During Plan project, water efficient landscaping and Proponent as Check and irrigation details shall be incorporated verified by Ongoing into development plans and the City During specifications for the project. Engineer and Construction Building Resolution No. 2020-xx 75D-83 Page 17 of 20 Official/Inspe ctor SC HYD-3 Prior to issuance of grading and Project During Plan building permits, erosion control Proponent as Check and measures shall be included in final verified by Ongoing plans and specifications including the City During but not limited to provisions a-d Engineer and Construction below: Building a) Twice daily minimum Official/ sweeping of track -out areas. Inspector b) Cover haul loads and stockpiles with tarps. c) Maintain adequate soil moisture in disturbed surfaces during and after grading. d) Reduce construction vehicle seeds and idling tunes. NOISE _ MM N0I-1 Final plans and specifications for the Project During Plan project shall include a note as Proponent as Check and follows: During demolition and verified by Ongoing construction, the contractor shall the Building During install noise source reduction or noise Official and Construction barriers and shall measure the Building effectiveness of said noise mitigation Inspector to document that project construction does not exceed the FTA threshold of 80 dB at nearby residential land uses. Said noise mitigation shall include but not be limited to the following: a) Shall fit equipment at the project site mufflers providing at least 8 dB of noise reduction, or b) Shall construct temporary enclosures or acoustical tents that provide at least 8 dB of noise; and c) Shall measure and document the effectiveness of the implemented noise abatement measures TRIBAL CULTURAL RESOURCES MM TRI-1 I Prior to the issuance of any permits for City Building During Plan Resolution No. 2020-xx 75D-84 Page 18 of 20 initial site clearing (such as pavement Official and Check prior to removal, grubbing, tree removals) or City Planning issuance of issuance of permits allowing ground Department permits and disturbing activities that cause ongoing excavation to depths greater than during artificial fill (including as boring, construction grading, excavation, drilling, potholing or auguring, and trenching), the City of Santa Ana shall ensure that the project applicant/developer retain qualified Native American Monitor(s). The monitor(s) shall be approved by the tribal representatives of the Gabrieleno Band of Mission Indians - Kizh Nation and be present on -site during initial site clearing and construction that involves ground disturbing activities that cause excavation to depths greater than artificial fill identified herein. The monitor shall conduct a Native American Indian Sensitivity Training for construction personnel. The training session includes a handout and focus on how to identify Native American resources encountered during eartlunoving activities and the procedures followed if resources are discovered. The Native American monitor(s) shall complete monitoring logs on a daily basis, providing descriptions of the daily activities, including construction activities, locations, soil, and any cultural materials identified. The on -site monitoring shall end when grading and excavation activities of native soil (i.e., previously undisturbed) are completed, or when the tribal representatives and monitor have indicated that the site has a low potential for tribal cultural _ resources, whichever occurs first. MM TRI-2 In the event that tribal cultural resources Official and Check prior to are inadvertently discovered during City Planning issuance of ground disturbing activities, work must Department permits and be halted within 50 feet of the find until it can be evaluated by a qualified ongoing during archaeologist in cooperation with a construction Native American monitor to determine if the potential resource meets the CEQA definition of historical (State CEQA Guidelines 15064.5(a)) and/or unique resource (Public Resources Resolution No. 2020-xx 75D-85 Page 19 of 20 Code 21083.2(g)). Construction activities could continue in other areas. If the find is considered an "archeological resource" the archaeologist, in cooperation with a Native American monitor shall pursue either protection in place or recovery, salvage and treatment of the deposits. Recovery, salvage and treatment protocols shall be developed in accordance with applicable provisions of Public Resource Code Section 21083.2 and State CEQA Guidelines 15064.5 and 15126.4. If unique a tribal cultural resource cannot be preserved in place or left in an undisturbed state, recovery, salvage and treatmentshall be required at the Project applicant's expense. All recovered and salvaged resources shall be prepared to the point of identification and permanent preservation in an established accredited professional repository. Resolution No. 2020-xx 75D-86 Page 20 of 20 i 75D-87 LS 10.26.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING TENTATIVE TRACT MAP NO. 2019-02 AS CONDITIONED TO CREATE A SUBDIVISION OF EIGHT (8) CONDOMINIUM UNITS AT 301 AND 305 NORTH MOUNTAIN VIEW STREET 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. Steve Jones with Olympia Capital Corporation, representing Mountain View Real Estate Investments, LLC. ("Applicant"), is requesting approval Tentative Tract Map ("TTM") No. 2019-02 to facilitate the construction of an 8-unit condominium development at 301 and 305 North Mountain View Street. B. On October 26, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to TTM No. 2019-02, 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. C. Subdivision requests are governed by Chapter 34 and Chapter 41 of the Santa Ana Municipal Code ("SAMC"). Pursuant to Section 66473.5 and 66474 of the California Subdivision Map Act ("SMA"), applications for tentative tract maps are approved when certain findings can be established. D. The Planning Commission of the City of Santa Ana determines that the following findings, which must be established in order to approve TTM No. 2019-02, have been established as required by Section 34-127 of the SAMC and the SMA: 1. The proposed project and its design and improvements are consistent with the proposed Medium Density Residential (MR-15) land use designation of the General Plan and are otherwise consistent with all other Elements of the General Plan. The proposed project and its design and improvements are consistent with various provisions of the City's Zoning Code and General Plan with approval of General Plan Amendment (GPA) No. 2020-04, which amends the land use designation of the property to Medium Density Residential (MR-15) and Resolution No. 2020-xx 75D-88 Pagel of allows a maximum development density of 15 units per acre. The proposed project is consistent with the designation at a density of 15 dwelling units per acre. In addition, the project supports several goals and policies of the General Plan. Specifically, the project is consistent with General Plan Land Use Element, Goal 1 to promote a balance of land uses to address basic community needs. Policy 1.5 encourages the maintenance and fostering of a variety of residential land uses. The project will provide eight for -sale condominium units. Policy 2.10 supports new development which is harmonious in scale and character with existing development in the area. The project is similar in scale and character to the adjacent multi -family uses. Policy 3.1 supports development which provides a positive contribution to neighborhood character and identity. The project will allow for redevelopment of a vacant lot with a new residential development with a contemporary design and variety of building materials. Goal 2 of the Housing Elements encourages a diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels. Further, Policy 2.5 of the Housing Element encourages developments that facilitate diverse types, prices and size of housing, including single-family homes, apartments, townhomes, mixed/multi-use housing, transit oriented housing, multi -generational housing and live work opportunities. The project will provide a for -sale product with units that range in size that are targeted to entry level home ownership. 2. The proposed project conforms to all applicable requirements of the zoning and subdivision codes as well as other applicable City ordinances. The proposed project is consistent with the City's zoning with approval of Amendment Application (AA) No. 2020-02, which amends the zoning designation of the property to Two -Family Residence (R2). The R2 zoning designation allows for two family residences. The minimum development site size is 27,000 square feet with a minimum street frontage of 75 feet. The proposed lot complies with the minimum lot size and lot frontage. In addition, Covenants, Conditions and Restrictions (CC&Rs) will address issues such as drainage, reciprocal access, landscaping and maintenance and will be recorded prior to approval of the final map and is therefore consistent with Chapter 34 of the SAMC and the SMA. Resolution No. 2020-xx 7 5 D-89 Page 2 of 8 3. The project site is physically suitable for the type and density of the proposed project. The project site is physically suitable for the type and density of the proposed project. There are no physical constraints on the site that would preclude development. The proposed site consists of approximately 0.74 acres of land and is physically suitable for the proposed development. The lot size, density, width, and lot coverage are consistent with the existing surrounding properties in the neighborhood and with the R-2 zoning district development standards. 4. The design and improvements of the proposed project will not cause substantial environmental damage or substantially and avoidably injure fish and wildlife or their habitat. The design and improvements of the proposed project will not cause substantial environmental damage or substantially and avoidably injure fish and wildlife or their habitat. The project is located in an urbanized area, there are no known fish or wildlife populations existing on the project site. Therefore, the proposed subdivision will not cause any substantial environmental damage or substantially and avoidably injure fish and wildlife or their habitat. 5. The design or improvements of the proposed project will not cause serious public health problems. The design or improvements of the proposed project will not cause serious health problems. The subdivision will not have any detrimental effects upon the general public. The property will include necessary utilities and infrastructure improvements as required by the SAMC and SMA. 6. The design or improvements of the proposed project will not conflict with easements necessary for public access through or use of the property within the proposed project. The design and improvements of the project will not conflict with easements necessary for public access or use of the property within the proposed project. In addition, the CC&Rs will ensure reciprocal access rights and maintenance agreements between properties. Resolution No. 2020-xx 7 5 D-90 Page 3 of 8 Section 2. The Planning Commission has reviewed and considered the `information contained in the initial study and the Mitigated Negative Declaration (MIND), Environmental Review (ER) No. 2018-83, prepared with respect to this project. The Planning Commission 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 MIND adequately addresses the expected environmental impacts of this project. There is no evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. Section 3. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether Legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act; California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 4. The Planning Commission of the City of Santa Ana, after conducting the public hearing, hereby approves TTM No. 2019-02 as conditioned in Exhibit A, 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 October 26, 2020, and exhibits attached thereto, and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 5. TTM No. 2019-02 shall not be effective until the City Council reviews and approves General Plan Amendment No. 2020-04 and Amendment Application No. 2020- 02 for the subject project. If said approvals are held to be invalid or unconstitutional by the Resolution No. 2020-xx 7 5 01-91 Page 4 of 8 decision of any court of competent jurisdiction, or otherwise denied, then this TTM shall be null and void and have no further force and effect. ADOPTED this 261h day of October, 2020. 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. 2020-xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on October 26, 2020. Date: Recording Secretary City of Santa Ana 75D-92 Resolution No. 2020-xx Page 5 of 8 EXHIBIT A Conditions of Approval for Tentative Tract Map No. 2019-02 Tentative Tract Map No. 2019-02 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, the California Subdivision Map Act, and all other applicable regulations. In addition, the following conditions of approval are applicable: The Applicant must comply with each and every condition listed below prior to exercising the rights conferred by this tentative tract map. The Applicant must remain in compliance with all conditions listed below throughout the life of the development project. Failure to comply with each and every condition may result in the revocation of the tentative tract map. 1. All proposed site improvements must conform to the Development Project plan approved per DP No. 2018-22 and the staff report exhibits included within this report and are incorporated herein by reference. 2. Any amendment to this tentative tract map, including modifications to approved materials, finishes, architecture, site plan, landscaping, parking, and square footages, must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or if the site plan review must be amended. 3. Prior to the issuance of a building permit, a full landscape and irrigation plan is to be submitted for review and approval by the Planning Division. The landscape plan shall conform to the R-2 landscape standards, Citywide Design Guidelines, and the City's Water Efficient Landscape Ordinance. 4. Applicant must submit Covenants, Conditions and Restrictions (CC&Rs) for the project to the Planning Division for review and approval prior to the Final Map being recorded. 5. The Final Map must be approved and recorded prior to issuance of Building permits. 6. The Final Map and all improvements required to be made or installed by the subdivider must be in accordance with the design standards and specifications of the Santa Ana Municipal Code and the requirements of the State Subdivision Map Act. Resolution No. 2020-xx 7 5 D-93 Page 6 of 8 7. Two copies of the recorded Final Map and CC&Rs shall be submitted to the Planning Division, Building Division, Public Works Agency and Orange County Fire Authority (OCFA) within 10 days of recordation. 8. A Property Maintenance Agreement shall be recorded prior to the issuance of Building permits and shall be subject to review and approval 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. Applicant (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 or incorporate the form of this condition within the Projects CC&R's 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: 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 Applicant 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), Resolution No. 2020-xx 75D-94 Page 7 of 8 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; and h. The execution and recordation of the maintenance agreement shall be a condition precedent to the final map being recorded. Resolution No. 2020-xx 7 5 D-9 5 Page 8 of 8 75D-96 LS 10.26.20 RESOLUTION NO. 2020-xx A RESOLUTION OF CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING A MITIGATED NEGATIVE DECLARATION AND MITIGATION MONITORING AND REPORTING PROGRAM, ENVIRONMENTAL REVIEW NO. 2018-83, RELATIVE TO GENERAL PLAN AMENDMENT NO. 2020-04 AND AMENDMENT APPLICATION NO. 2020-02 FOR THE PROJECT LOCATED AT 301 AND 305 NORTH MOUNTAIN VIEW 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. Steve Jones with Olympia Capital Corporation, representing Mountain View Real Estate Investments, LLC. ("Applicant'), is requesting approval of General Plan Amendment (GPA) No. 2020-04 to amend the General Plan land use designation of the project site from Low Medium Desnity Residential (LMR-11) to Medium Density Residential (MR-15) and Amendment Application (AA) No. 2020-02 to change the zoning designation of the project sire from General Agricultural (Al) to Two - Family Residence (R2) in order to facilitate the construction of an 8-unit condominium development at 301 and 305 North Mountain View Street. B. In addition, the City of Santa Ana is proposing to change the land use designation of the properties located at 4310, 4314, 4318, 4322, 4326, and 4330 West Fifth Street, 113, 117,121, 201, 203, 207 and 211 North Mountain View Street from LMR-11 to Low Density Residential (LR-7); 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301, 305, 321, 323, 325, 327, 329, 331, 333, 335, 337, 339, 341, 343, 345, 347, 349, 351, 353, 355, 357, 359, 361, 363, 365, 409 and 411 North Mountain View Street and 4311 West First Street from LMR-11 to MR-15; and 4315, 4317, 4319, 4321, 4323, 4325, 4327, 4329, 4331, 4333, 4335, 4337 and 4339 West First Street from General Commercial (GC) to MR-25. C. Lastly, the City of Santa Ana is also proposing to change the zoning designation of the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 4311 West First Street and 113, 117, 121, 201, 203, 207 and 211 North Mountain View Street from Al to Single -Family Residence (R1); and 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, and 247 North Mountain View Street from Suburban Apartment (R4) to R2. Resolution No. 2020-xx 7501-97 Page 1 of 20 D. The provisions of the California Environmental Quality Act of 1970 (CEQA), Public Resources Code Sections 21000 et. seq., as amended, and the CEQA Guidelines require the evaluation of environmental impacts in connection with proposals for discretionary projects. E. Pursuant to the Guidelines for the Implementation of the CEQA, 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 for the development site (301 and 305 North Mountain View Street) that would reduce the significant effects to a less -than -significant level. F. The City of Santa Ana prepared a Mitigated Negative Declaration (MND), Environmental Review (ER) No. 2018-83, for the proposed project which reflects the City's independent judgement and analysis as lead agency for the project. The MND concluded that the project site would have a less than significant environmental impact with implementation of mitigation measures. Mitigation measures are included to address biological resources, geology and soils, noise, hydrology and water quality, tribal cultural resources and cultural resources. G. On June 8, 2020, a Notice of Intent (NO[) to adopt the Initial Study and MND, ER No. 2018-83, was published in the Orange County Register newspaper, circulated to interested parties, and the State Clearinghouse. H. The documents related to the MND were made available for a 30-day public review and comment period at the Santa Ana City Hall and on the project's webpage on the City's website. At the completion of the comment period, comments from Orange County Fire Authority (OCFA) and the Gabrieleno Ban of Mission Indians-Kizh Nation were received and incorporated to the Final MND. I. The mitigation measures set forth in the MIND are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program (MMRP), attached hereto as Exhibit A and incorporated herein by reference. J. On November 17, 2020, the City Council of the City of Santa Ana held a duly noticed public hearing and voted to approve a resolution to adopt MND, ER No. 2018-83, and the related MMRP for the project. Section 2. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the MND, ER No. 2018-83, 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 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. Resolution No. 2020-xx 75D-98 Page 2 of 20 Section 3. The City Council hereby adopts the MND, attached hereto as Exhibit A, and MMRP, attached hereto as Exhibit B, and directs that a Notice of Determination be prepared and filed with the County Clerk of the County of Orange in 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 City Council Action dated November 17, 2020 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 shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Resolution No. 2020-xx 75D-99 Page 3 of 20 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 APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers day of 2020. Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx 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 7501-100 Resolution No. 2020-xx Page 4 of 20 EXHIBIT A MITIGATED NEGATIVE DECLARATION The Mitigated Negative Declaration for the Project and Technical Studies are available online at: https://www santa-ana orp/pb/planning-division/manor-planning-projects and monthly develo pment-project-reports/mountain-view Or by visiting: Planning and Building Agency — Planning Division Public Counter 20 Civic Center Plaza Santa Ana, CA 92701 Resolution No. 2020-xx 7501-101 Page 5 of 20 EXHIBIT B MITIGATION MONITORING AND REPORTING PROGRAM The following is a Mitigation Monitoring and Reporting Program (MMRP) for the Mountain View Avenue Condominhums located at 301 and 305 Mountain View Avenue, Santa Ana, CA. This MMRP has been prepared pursuant to Section 15097 of the California Environmental Quality Act (CEQA) Guidelines and Section 21081 of the Public Resources Code. The MMRP lists all applicable Project Mitigation Measures (MM) and environmental commitments that are required to be implemented with the Project under existing Standard Condition Plans, Programs, and Policies (SC) for implementing environmental resource protection legislation. This MMRP includes implementation timing and responsible party to ensure proper enforcement of all MM and SC to reduce Project impacts. The City of Santa Ana, as the Lead Agency, will utilize the MMRP to document the implementation of Project mitigation and SC environmental commitments, which ensure all project impacts are reduced to less than significance pursuant to the CEQA. Mitigation Mitigation Measure Responsible Ting Date Compieted Number , Party and Initials AESTHETICS VIM AES-1 The Contractor shall partition active Contractor During all areas of construction, stockpiles and and City phases of materials storage locations; and, shall Inspector construction perform all work with downlighting and installation of a barrier to confine construction -related light and glare into active construction zones and to minimize spillover light and glare from construction equipment onto adjacent areas by implementing the following: (a) A temporary barrier between nearby residences and areas of active construction will be placed. (b) Temporary security lighting must be low voltage and downlit. AIR QUALITY MM AQ-1 Emissions controls and fugitive dust Contractor as During all emissions controls will be implemented to verified by phases of reduce airborne dust contributing to City Planner construction PM10 and PM2.5 pursuant to SXAQMD and City Rules 403 for PM and PM2.5 and Engineer, pursuant to Rule 1466 pertaining to toxic construction Resolution No. 2020-xx 75D-1 02 Page 6 of 20 air contaminants. This includes dust staff control BACM and air quality TAC monitoring for Lead: (a) Designate a Dust Control Supervisor; (b) Provide PM10 monitoring both upwind and downwind during earth -moving activities; (c) Maintain records of earth - moving activities, monitoring, instrument calibration, manifest records for transport, volumes of materials with TAC, distances to a residence, park or school, and complaints; (d) Install minimum 6-foot tall barrier fencing where earth moving activities are carried out, and fencing at least as high as stockpiles; (e) Apply water or other soils stabilizers prior to earthmoving activities and maintain moisture content to prevent generation of visible dust plumes; (f) Post signs limiting speed limit to 15 miles per hour; (g) Stabilize or cover disturbed surfaces and apply stabilizers and cover haul loads prior to unloading; (h) Remove track -out with a vacuum equipped with filters rated to achieve 99.97% capture efficiency for 0.3 micron particles; (i) Prevent track -out and clean soils from the exterior of trucks, trailers and tires prior to leaving the Project Area; Resolution No. 2020-xx 75D-103 Page 7 of 20 U) Segregate and label TAC stock piles and apply stabilizers, and 1 Omm plastic overlapping and anchored sheeting; (k) Cease activities during high winds (15 miles per hour over a 15-minute period or instantaneous wind speeds exceeding 25 MPH); and (1) Proper notification of SCAQMD prior to earthmoving MM AQ-2 Construction emissions will be reduced Contractor as During all according to the following: verified by phases of City Planner construction (a) Disturbed areas will be and City stabilized at the end of each Engineer, day with trench plates or construction similar devices. staff (b) Idling on construction equipment and vehicles will be limited to 5 minutes; (c) The project will implement Tier IV mitigation to reduce exhaust from diesel powered engines in compliance with AQMD; (d) The project will implement Tier III engines; and (e) Construction staff will carpool. MM AQ-3 Project plans and specifications shall City During all incorporate a temporary signage plan for Engineer, phases of the Project, which shall be verified by the Contractor construction City Engineer, and shall include a and City feedback phone nrunber. The Contractor Inspector shall post Project Area will be with a phone number intended for 24/7 feedback to the Contractor and City from the community according to approved plans. Resolution No. 2020-xx 75D-104 Page 8 of 20 BIOLOGY _ SC 1310-1 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits to reduce impacts verified by permits during from vegetation trimming and clearing, City Planner avian breeding tree trimming and removals, generation of and season, Feb 1 mechanical noise or ground disturbance Contractor as — Sept 1 and on active bird nests from native nesting verified by verified birds: Active avian nests shall be avoided City throughout by the contractor by scheduling these inspector, construction construction activities outside of the avian stages breeding season, which is typically during February 1 to September 1. SC 13I0-2 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits to reduce impacts on verified by permits during nesting birds prior to cormnencement of the City avian breeding work during the typical nesting season, Planner and season, Feb 1 the contractor shall hire a qualified Contractor as — Sept 1 and biologist to conduct a nest survey, within verified by verified the project boundaries and within a 1,000- City throughout foot radius buffer, three days in advance inspector, construction of the start of construction (for work Proj ect stages beginning approximately between Biologist, February 1 and September 1). This survey Arborist for bird nests will report the location of nesting birds that could be impacted by the project for species covered under the Migratory Bird Treaty Act and Fish and Game Code sections 3503, 3503.5, and _ 3513. SC 13I0-3 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits to reduce impacts on verified by permits during birds If active nests are found, the the City avian breeding biologist will be retained for construction Planner and season, Feb 1 monitoring and to coordinate with CDFW Contractor as — Sept 1 and on establishing specific buffers around verified by verified nests that are sufficient to ensure that City throughout breeding is not likely to be disrupted or inspector, construction adversely impacted by construction Project stages pursuant to CDFW requirements. Buffers Biologist, around active nests will be established Arborist pursuant to CDFW protocol or determination by a qualified CDFW biologist for smaller buffers which are sufficient to avoid impacts to nesting birds. Buffers will be maintained until young have fledged or the nests become inactive. Factors for consideration on nest buffers will include: Resolution No. 2020-xx 75D-105 Page 9 of 20 (a) The presence of natural buffers provided by vegetation or topography; (b) nest height; and (c) locations of foraging territory; and baseline levels of noise and human activity._ CULTURAL RESOURCES SC CUL-1 Plans and specifications for the project Project Prior to shall include the following note prior to proponent as issuance of issuance of permits: If human remains are verified by permits and found, work in the location of the remains City Planner during would cease and the Orange County and construction Coroner's office would be contacted Contractor as pursuant to Health and Safety Code verified by Section 7050.5 to identify the appropriate City next steps. If Native American remains Inspector are found, the most likely descendent would be notified pursuant to Section 5097.94 of the Public Resources Code. GEOLOGY AND SOILS MM GEO-1 Structural foundations preparation Project During Plan methods for foundations shall be proponent as Check prior to incorporated into project specifications verified by issuance of and plans and reviewed and approved by the City permits and the Soils Engineer and Geotechnical Engineer and ongoing Engineer for the project prior to issuance Building during of a grading and building permits. Plans Official Construction and Specifications shall include: Inspection (a) A minimum 3-foot compacted fill blanket below the bottom of footings or per the geologist recommendations based on final plans shall be implemented. For other minor structures like property line walls or retaining walls less than 4 feet high, competent native soils or compacted fill may be used; (b) Earthwork for foundation support shall include the entire building pad and shall extend a minimum of 5 feet outside exterior footing lines; Resolution No. 2020-xx 75D-106 Page 10 of 20 (c) Footing bottoms shall be observed by the geotechnical engineer to verify competent conditions; (d) Continuous spread footings placed a minimum depth of 24 inches below lowest adjacent finished grade may be used for the structures, with footing reinforcement with a minimum of two No. 4 bars (1 top and 1 bottom) and shall be observed by the geotechnical engineer to verify competent soil conditions; and (e) If a slab on grade is utilized, the slab shall be supported on engineered fill compacted to a minimum of 90 percent relative compaction, Slabs should be reinforced with at least No. 3 bars 18 inches on center both ways. MM GEO-2 Foundation plans and specifications Proj ect During Plan shall be reviewed and approved by the proponent as Check prior to Geologist and the Soil Engineer and verified by issuance of shall incorporate the recommendations the City permits and of the Geologist and Soil Engineer Engineer and during subgrade preparation prior to issuance Building Construction of grading permits including the Official Inspection following measures: (a) The soil should be kept moist prior to casting the slab, and if the soils at grade become disturbed during construction, they should be brought to approximately optimum moisture content, and rolled to a firm, unyielding condition prior to placing concrete. (b) In areas where a moisture sensitive floor covering will be used, a vapor barrier consisting of a plastic film (6 ml polyvinyl chloride or Resolution No. 2020-xx 75D-1 07 Page 11 of 20 equivalent) should be used. The vapor barrier should be properly lapped and sealed. (c) Hardscape and slab subgrade areas shall exhibit a minimum of 90 percent relative compaction to a depth of at least 1 foot. Deeper removal and re - compaction may be required if unacceptable conditions are encountered. These areas require testing for compaction just prior to placing concrete. (d) Site grading shall incorporate drainage directed away from structures via non - erodible conduits to detention areas. The structure should utilize roof gutters and down spouts tied directly to yard drainage. (e) Unlined flower beds, planters, and lawns should not be constructed against the perimeter of the structure. If such landscaping (against the perimeter of a structure) is planned, it should be properly drained and lined or provided with an underground moisture barrier and irrigation in these areas should be kept to a minimum. MM GEO-3 Grading plans and specifications for the Project During Plan project shall be reviewed and approved proponent as Check and by the Soil and Geotechnical Engineers verified by Construction and shall include the recommendations City Inspections of the Soil Engineer and Geotechnical Engineer Engineer including the following: (a) After the foundation for the fill has been cleared, plowed or scarified, it shall be disced or bladed until it is uniform and free from large clods, brought to a proper moisture content and compacted to not Resolution No. 2020-xx 7 5 D-1 08 Page 12 of 20 less than 90 percent of the maximum dry density in accordance with ASTM:D- 1557 (5 layers -25 blows per layer; 10 lb, hammer dropped 18'; 4" diameter mold). MM GEO.4 MM GEO — 4: The Soil Engineer Contractor as Ongoing shall provide continuous verified by During supervision of the site clearing and City Building Construction grading operation so that he can Official/ verify the grading was done in Inspector accordance with the accepted plans and specifications including the following provisions a through w: a) All grading shall consist of removal and re -compaction of soft surficial soils. b) All existing vegetation shall be stripped and hauled from the site. c) On -site materials may be used for fill, or fill materials shall consist of materials approved by the Soils Engineer and may be obtained from the excavation of banks, borrow pits or any other approved source. The materials used should be free of vegetable matter and other deleterious substances and shall not contain rocks or humps greater than 8 inches in maximum dimension. d) The selected fill material shall be placed in layers which, when compacted, shall not exceed 6 inches in thickness. Each layer shall be spread evenly and shall be thoroughly mixed during the spreading to ensure uniformity of material and moisture of each layer. e) No fill material shall be placed, spread or rolled during unfavorable weather conditions. Resolution No. 2020-xx 75D-109 Page 13 of 20 f) When work is interrupted by heavy rains, fill operations shall not be resumed until the field tests by the Soils Engineer indicate the moisture content and density of the fill are as previously specified. g) Where moisture of the fill material is below the limits specified by the Soils Engineer, water shall be added until the moisture content is as required to ensure thorough bonding and thorough compaction. h) Where moisture content of the fill material is above the limits specified by the Soils Engineer, the fill materials shall be aerated by blading or other satisfactory methods until the moisture content is as specified by the Soils Engineer. i) After each layer has been placed, mixed and spread evenly, it shall be thoroughly compacted to not less than 90 percent of the maximum dry density in accordance with ASTM:D-1557 (5 layers -25 blows per layer;10 lbs. hammer dropped IS inches; 4" diameter mold) or other density tests which will attain equivalent results. )) Compaction shall be by sheepsfoot roller, multi - wheel pneumatic tire roller or other types of acceptable rollers. k). Rollers shall be of such design that they will be able to compact the fill to the Resolution No. 2020-xx 75D-110 Page 14 of 20 specified density. Rolling shall be accomplished while the fill material is at the specified moisture content. 1) Rolling of each layer shall be continuous over the entire area and the roller shall make sufficient trips to ensure that the desired density has been obtained. The final surfaceof the lot areas to receive slabs on grade should be rolled to a dense, smooth surface. m) The outside of all fill slopes shall be compacted by means of sheepsfoot rollers orother suitable equipment. n) Compaction operations shall be continued until the outer 9 inches of the slope is at least 90 percent compacted. Compacting of the slopes may be progressively in increments of 3 feet to 5 feet of fill height as the fill is brought to grade, or after the fill is brought to its total height. o) Field density tests shall be made by the Soils Engineer of the compaction of each layer of fill. p) Density tests shall be made at intervals not to exceed 2 feet of fill height provided all layers are tested. q) Where the sheepsfoot rollers are used, the soil may be disturbed to a depth of several inches and density readings shall be taken in the compacted material below the disturbed surface. r) When these readings indicate that the density of any layer of fill or portion there is Resolution No. 2020-xx Page 15 of 20 75D-111 below the required 90 percent density, the particular layer or portion shall be reworked until the required density has been obtained. s) Removal and re - compaction of existing fill and loose native soils will be required to provide adequate support for foundations and slabs on grade. 0 Removals shall extend downward into competent earth materials or to at least 2 feet below proposed footing bottoms, whichever is deeper. u) The exposed excavation bottom shall be observed and approved by the Geotechnical Engineer. Subsequent to approval of the excavation bottom, the area shall be scarified6 inches, moisture conditioned as needed, and compacted to a minimum of 90 percent relative compaction. v) Fill soils shall be placed in 6 to 8-inch loose lifts, moisture conditioned as needed, and compacted to a minimum of 90 percent relative compaction up to finish grade. w) All utility line backfills, both interior and exterior, shall consist of clean sand and gravel, and be compacted to a minimum of 90 percent relative compaction and shall require testing at a maximum of 2-foot vertical intervals. MM GEO-5 In the event that buried paleontological Contractor Ongoing resources or geologic features are and Building during encountered during grading, work in the Official/ Construction Resolution No. 2020-xx 75D-112 Page 16 of 20 area of the find shall cease and a Inspector qualified paleontologist or geologist shall inspect the resources and determine the appropriate course of action for further treatment. HYDROLOGY AND WATER QUALITY SC HYD-1 Prior to issuance of building and grading Proj ect During Plan permits, structural BMPs shall be Proponent as Check and incorporated into the final development verified by Ongoing plans and specifications for the project the City During and prior to final tract map approval, Engineer and Construction non-structural BMPs shall be Building incorporated into CC&Rs for Official/ Condominium Tract 19064 including but Inspector not limited to the following: a) Permeable driveway paving system with filtered storm drain inlets designed to detain 80 percent of 100-year storm flows from the APN 100-281- 05 shall be incorporated into project plans and specifications and maintained through the HOA and CC&Rs. b) Pet Waste Stations including bags and covered receptacle shall be incorporated into project plans and fanded/maintained through the HOA and CC&Rs. c) Covered trash receptacles shall be included in the common area on the final plans and maintained by the HOA through CC&Rs. d) Owner education materials, including proper handling, storage and disposal oftoxics and maintenance of yard drains shall be incorporated into CC&Rs for the tract. SC HYD-2 Prior to issuance of permits for the Project During Plan project, water efficient landscaping and Proponent as Check and irrigation details shall be incorporated verified by Ongoing into development plans and the City During specifications for the project. Engineer and Construction Resolution No. 2020-xx Page 17 of 20 75D-113 Building Official/Inspe _ ctor SC HYD-3 Prior to issuance of grading and Project During Plan building permits, erosion control Proponent as Check and measures shall be included in final verified by Ongoing plans and specifications including the City During but not limited to provisions a-d Engineer and Construction below: Building a) Twice daily minimum Official/ sweeping of track -out areas. Inspector b) Cover haul loads and stockpiles with tarps. c) Maintain adequate soil moisture in disturbed surfaces during and after grading. d) Reduce construction vehicle speeds and idling times. NOISE MM N0I-1 _ Final plans and specifications for the Prej ect During Plan project shall include a note as Proponent as Check and follows: During demolition and verified by Ongoing construction, the contractor shall the Building During install noise source reduction or noise Official and Construction barriers and shall measure the Building effectiveness of said noise mitigation Inspector to document that project construction does not exceed the FTA threshold of 80 dB at nearby residential land uses. Said noise mitigation shall include but not be limited to the following: a) Shall fit equipment at the project site mufflers providing at least 8 dB of noise reduction, or b) Shall construct temporary enclosures or acoustical tents that provide at least 8 dB of noise; and c) Shall measure and document the effectiveness of the implemented noise abatement measures TRIBAL CULTURAL RESOURCES Resolution No. 2020-xx Page 18 of 20 75D-114 MM TRI-1 Prior to the issuance of any permits for City Building During Plan initial site clearing (such as pavement Official and Check prior to removal, grubbing, tree removals) or City Planning issuance of issuance of permits allowing ground Department permits and disturbing activities that cause ongoing excavation to depths greater than during artificial fill (including as boring, construction grading, excavation, drilling, potholing or auguring, and trenching), the City of Santa Ana shall ensure that the project applicant/developer retain qualified Native American Monitor(s). The monitor(s) shall be approved by the tribal representatives of the Gabrieleno Band of Mission Indians - Kizb. Nation and be present on -site during initial site clearing and construction that involves ground disturbing activities that cause excavation to depths greater than artificial fill identified herein. The monitor shall conduct a Native American Indian Sensitivity Training for construction personnel. The training session includes a handout and focus on how to identify Native American resources encountered during earthmoving activities and the procedures followed if resources are discovered. The Native American monitor(s) shall complete monitoring logs on a daily basis, providing descriptions of the daily activities, including construction activities, locations, soil, and any cultural materials_ identified. The on -site monitoring shall end when grading and excavation activities of native soil (i.e., previously undisturbed) are completed, or when the tribal representatives and monitor have indicated that the site has a low potential for tribal cultural resources, whichever occurs first. MM TRI-2 In the event that tribal cultural resources Official and Check prior to are inadvertently discovered during City Planning issuance of ground disturbing activities, work must Department permits and be halted within 50 feet of the find until ongoing it can be evaluated by a qualified during archaeologist in cooperation with a construction Native American monitor to determine if the potential resource meets the CEQA definition of historical (State CEQA Guidelines 15064.5(a)) and/or Resolution No. 2020-xx Page 19 of 20 75D-115 unique resource (Public Resources Code 21083.2(g)). Construction activities could continue in other areas. If the find is considered an "archeological resource" the archaeologist, in cooperation with a Native American monitor shall pursue either protection in place or recovery, salvage and treatment of the deposits. Recovery, salvage and treatment protocols shall be developed in accordance with applicable provisions of Public Resource Code Section 21083.2 and State CEQA Guidelines 15064.5 and 15126.4. If unique a tribal cultural resource cannot be preserved in place or left in an undisturbed state, recovery, salvage and treatment shall be required at the Project applicant's expense. All recovered and salvaged resources shall be prepared to the point of identification and permanent preservation in an established accredited professional repository. Resolution No. 2020-xx Page 20 of 20 75D-116 75D-117 LS 10.26.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING GENERAL PLAN AMENDMENT NO. 2020-04 TO CHANGE THE GENERAL PLAN LAND USE DESIGNATIONS FOR THE PROPERTIES LOCATED AT 4310, 4314, 4318, 4322, 4326 AND 4330 WEST FIFTH STREET, 113, 117, 121, 201, 203, 207, 211, 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301, 305, 321, 323, 325, 327, 329, 331, 333, 335, 337, 339, 341, 343, 345, 347, 349, 351, 353, 355, 357, 359, 361, 363, 365, 409 AND 411 NORTH MOUNTAIN VIEW STREET, AND 4311, 4315, 4317, 431.9, 4321, 4323, 4325, 4327, 4329, 4331, 4333, 4335, 4337, AND 4339 WEST FIRST 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. Steve Jones with Olympia Capital Corporation, representing Mountain View Real Estate Investments, LLC. ("Applicant") is requesting approval of General Plan Amendment (GPA) No. 2020-04 to amend the General Plan land use designation of the properties located at 301 and 305 North Mountain View Street from Low Medium Density Residential (LMR-11) to Medium Density Residential (MR-15) and to update text portions of the City's Land Use Element to reflect this change in order to facilitate construction of an 8-unit condominium development. B. In addition, the City of Santa Ana is proposing to change the land use designation of the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 113, 117, 121, 201, 203, 207 and 211 North Mountain View Street from LMR-11 to Low Density Residential (1-13-7); 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301, 305, 321, 323, 325, 327, 329, 331, 333, 335, 337, 339, 341, 343, 345, 347, 349, 351, 353, 355, 357, 359, 361, 363, 365, 409 and 411 North Mountain View Street and 4311 West First Street from LMR-11 to MR-15; and 4315, 4317, 4319, 4321, 4323, 4325, 4327, 4329, 4331, 4333, 4335, 4337 and 4339 West First Street from General Commercial (GC) to MR-25. C. On October 26, 2020, 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 approving GPA No. 2020-04. 75D-118 Resolution No. 2020-xx Page 1 of 5 D. On November 17, 2020, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to GPA No. 2020-04, 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 General Plan Amendment consists of amendments to the Land Use Element and text updates, as shown in Exhibit A, attached hereto and incorporated herein by reference. Section 3. The City Council hereby finds that the proposed General Plan Amendment is compatible with the objectives, policies, and general plan land use programs specified in the General Plan for the City of Santa Ana in that: A. The City of Santa Ana has officially adopted a General Plan. B. The land uses authorized by the General Plan Amendment, and the General Plan Amendment itself, are compatible with the objectives, policies, general land uses, and programs specified in the General Plan, for the following reasons: i. The proposed General Plan land use designation for the project area is MR-15, which applies to multiple -family developments characterized by duplexes, apartments, and townhomes with a maximum allowable intensity of 15 dwelling units per acre. This change is consistent with Table A-3 (Correlation of Land Use Designation and Zoning Districts) of the General Plan Land Use Element. ii. The subject project site and the surrounding properties on the east side of Mountain View Street have a LMR-11 or General Commercial (GC) land use designations, however, the properties are developed with residential uses, with numerous properties currently exceeding the maximum allowed density permitted in the LMR-11 land use designation. The densities surrounding this area range from 4.8 to 18.8 dwelling units per acre. Changing the land use designations will bring the General Plan Land Use Plan into close consistency with existing residential development density and characteristics in the area and will allow for consistent development intensity for future projects. The general plan amendment will support several goals and policies of the General Plan, including the Land Use Element and Housing Element. Specifically, the project will be consistent with Land Use Element, Goal 1 to promote a balance of land uses to address basic community needs. Policy 1.5 states a desire maintain and foster a variety of residential land uses. The project will provide eight for - sale condominium units. Policy 2.10 supports new development which is harmonious in scale and character with existing 75D-119 Resolution No. 2020-xx Page 2 of 5 development in the area. The project is similar in scale and character to the adjacent multi -family uses. Policy 3.1 supports development which provides a positive contribution to neighborhood character and identity. The project will allow for redevelopment of an underutilized lot with a new residential development with a contemporary design and variety of building materials. Housing Element, Goal 2 encourages a diversity of quality housing, affordability levels, and living experiences that accommodate Santa Ana's residents and workforce of all household types, income levels, and are groups to foster an inclusive community. Policy 2.5 facilitates diverse types, prices and size of housing, including single-family homes, apartments, townhomes, mixed/multiuse housing, transit oriented housing, multi -generational housing and live work opportunities. The project will provide a for -sale condominium product with units that range in size that are targeted to entry level home ownership. Section 4. The GPA will not adversely affect the public health, safety, and welfare in that the GPA will not result in incompatible land uses on adjacent properties, inconsistencies with any General Plan goals or policies, or adverse impacts to the environment. Section 5. The City Council of the City of Santa Ana after conducting the public hearing hereby approves GPA No. 2020-04. 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 Planning Commission Action dated October 26, 2020, the Request for Council Action dated November 17, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 6. The City Council approves GPA No. 2020-04 as set forth in Exhibit A, attached hereto and incorporated herein by reference, subject to compliance with the Mitigation Monitoring and Reporting Program, and upon satisfaction of the conditions set forth below: A. Subject to compliance with the Mitigation Monitoring and Reporting Program, the Land Use Element map and text shall be amended to read as set forth in Exhibit A, attached hereto and incorporated herein by reference. B. The General Plan Amendment shall not take effect unless and until Mitigated Negative Declaration (MND) and Mitigation Monitoring and Reporting Program (MMRP), Environmental Review No. 2018-83 and Amendment Application (AA) No. 2020-02 are adopted by the City Council. 75D-120 Resolution No. 2020-xx Page 3 of 5 Section 7. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 8. 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 , 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor 75D-121 Resolution No. 2020-xx Page 4 of 5 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx 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 75D-1 22 Resolution No. 2020-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 adopted by the Santa Ana City Council February 2, 1998 (GPA 1997- 05): GPA 202904 (Pending) GPA 2020-03 (September 1, 2020) GPA 2020-01(Apol 21, 2020) GPA 2018-04 (December 31, 2019) GPA 201902 (October 1, 2019) GPA 201901 (June 4, 2019) GPA 2017-03 (June 4, 2019) GPA 2018-05 (December 4, 2018) GPA 2018-03 (September 18, 2018) GPA 2018&02 (May 15, 2018) GPA 201501 (May 15, 2018) GPA 2017-02 (December 19,2017) GPA 2017-01 (June 20, 2017) GPA 2016 03 (February 21, 2017) GPA 201602 (May 17, 2016) GPA 2016 01 (April 19, 2016) GPA 2015-03 (February 2, 2016) GPA 2014-02 (October 21, 2014) GPA 2014-01 (June 3, 2014) GPA 2011-03 (March 19, 2012) GPA 2011-02 (June 6, 2011) GPA 2010 01 (June 7, 2010) GPA 2008-02 (July 20, 2009) GPA 2007-03 (May 18, 2009) GPA 2004-03 (February 2, 2009) GPA 2008-01 (May 5, 2008) GPA 2007-02 (June 18, 2007) GPA 2007-01 (March 19, 2007) GPA 2006-01 (October 2, 2006) GPA 2005-01 (December 5, 2005) GPA 2005-02 (October 17, 2005) GPA 2004-01 (April 5, 2005. as passed by the voters of Santa Ana) GPA 2004-04 (July 19, 2004) GPA 2004-06 (July 6, 2004) GPA 2003-02 (June 16, 2003) GPA 2003 01 (February 18, 2003) GPA 2002-01 (September 3, 2002) GPA 2002-03 (August 19, 2002) GPA 2001-03 (February 19. 20021 GPA 199901 (August 16,199 GPA 1998-04 (October 5,199 GPA 1998-05 (September 21, GPA 1998 01 (May 4, 1998) 75D-123 N � O _ s cc lli0;ca8 —i 75D-124 g...... }| c (/ / !§ems | ^Cc! jail 1 a■]]■ : me.e,mm Allm ! 7 ! 75D.125 LAND USE ELEMENT Residential The Land Use Plan provides for three distinct residential land use designations. Residential development is also permitted in three other designations: District Center, One Broadway Plaza District Center, and Urban Neighborhood. The Santa Ana Land Use Plan includes the following residential land use designations: • The Low Density Residential (LR-7) designation applies to those areas of the City which are developed with lower density residential land uses. The allowable maximum development intensity is 7 units per acre. Development in this category is characterized primarily by single-family homes. This designation applies to a large proportion of the City 6 465.96 4634 acres) representing 47 percent of the City's total land area. • The Low -Medium Density Residential (LMR-11) designation applies to those sections of the City which are developed with residential uses at permitted densities of up to 11 units per acre. The land area included in this designation is approximately -114.4424-.6 acres. The great majority of the land designated as Low -Medium Density Residential is located in the westerly portion of the City, north and south of First Street. Properties with this designation are typically characterized by mobile home parks, a mixture of duplexes and single family residences, or small lot subdivisions. The Medium Density Residential (MR-15) designation applies to those sections of the City which are developed with residential uses at densities of up to 15 units per acre. Development in this designation is characterized by duplexes, apartments, or a combination of both. A total of 375.6369-1 acres is designated as Medium Density Residential. The designation applies to areas located in the vicinity of downtown, areas north and south of MacArthur Boulevard, and in other areas where there are established multiple -family development projects. CITY OF SANTAANA GENERAL PI_nN 75D-126 a 19 ��4 l� LAND USE ELEMENT Harbor Boulevard, and other major arterial roadways in the City. The intensity standard applicable to this designation is a floor area ratio of 0.5 - 1.0, though most General Commercial districts have a FAR of 0.5. A total of 858.1839:6 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. Mixed Use The Land Use Plan provides for two distinct mixed use land use designations. These designations allow for both vertical and horizontal mixed use developments, with an emphasis on linkages to a range of transportation options: • The District Center (DC) land use designation includes the major activity areas in the City. Seven areas of the City, totaling 685.4 acres, are designated as District Center. The intensity standard for the District Center designation ranges from a floor ratio of 1.0 to 5.0. District Centers are designed to serve as anchors to the City's commercial corridors, and to accommodate major development activity. District Centers are to be developed with an urban character that includes a mixture of high- rise office, commercial, and residential uses which provide shopping, business, cultural, education, recreation, entertainment, and housing opportunities. Residential developments within some District Centers are allowed at a densi ofu [ 90 h d I d ty p o on s per acre w en eve ope as an integral component of master planned mixed use project. In Harbor Corridor, Metro East, Downtown, and Transit Village District Centers residential f,l fll CITY OF SANTA ANA GENERAL PLAN 75D-127 A-21 LAND USE ELEMENT • Redevelopment Plans. The City will apply redevelopment tools associated with the implementation ofthe adopted redevelopment plans, as appropriate. The City will encourage the further development of industrial, commercial, and residential projects in suitable locations to strengthen the City's tax and employment base. • Special Studies. In certain instances, a special study may be required to address a particular issue. In these cases, a specific effort to identify staff resources needed to conduct the appropriate investigation and analysis will be identified. • Zoning Code Review. The zoning code serves as a primary tool used by the City to regulate development. The City will develop a program to revise the Zoning Ordinance to ensure that development regulations and standards are consistent with community needs and high quality development. The City will initiate appropriate changes to the ordinance to ensure, where appropriate, conformity between the Land Use Element and Zoning Map. LAND USE PLAN BUILDOUT As indicated previously, the City of Santa Ana has been almost completely developed for many years. As a result, any new development will necessarily consist of redevelopment and infill development on the remaining vacant and underutilized parcels. Many parcels with nonresidential land use designations will never be developed to the maximum intensity permitted under the General Plan. Table A-4 indicates the development possible under the build -out of the Land Use Plan. The build -out for residential land uses considered two scenarios. Effective build -out for residential development is calculated by adding the 21,896 units possible in the areas designated as District Center and Urban Neighborhood to the existing 74,669 units presently found in the City per Census 2000. Theoretical build -out for residential development considered the development possible if all of the areas designated as residential were developed according to the permitted Land Use Plan intensities. Since the Land Use Element does not contemplate the elimination of existing housing in the City, the effective build -out figure represents a more realistic estimate of future residential development. As indicated in Table A-4, three of the non-residential land use designations have a range in FAR intensities. For the non-residential land use designations, effective build -out considered the development possible under the lower range of FAR intensities while theoretical build -out considered the upper FAR range. Typically, parking and landscaping requirements will result in significantly less floor area for commercial and industrial developments than that which is permitted under the General Plan. As indicated in Table A-4, between 773507i,3 to 96,565 housing units are allowed by the Land Use Plan. The additional units which presently exist in the City beyond the maximum number permitted under the theoretical buildout f rl` CITY OF SANTA ANA GENERAL PLAN A-33 75D-128 LAND USE ELEMENT scenario are a reflection of the higher density multiple -family developments constructed in the 1970's and 1980's. However, the purpose of the Land Use Plan as it applies to the residential areas is to preserve and maintain the stability of existing neighborhoods, regardless ofthe character of development. The intent of the Plan is not to create any displacement, nor decrease existing development densities. Rather, it is to ensure a safe, healthy, and livable environment for City residents. Existing residential development entitlements are protected through this Land Use Element, applicable Zoning regulations, and sections of the City code pertaining to legal nonconforming uses. The Land Use Element's implementation may result in an increase in the amount of commercial, office, and industrial development in the City. As indicated in Table A-4, up to 31,774,0053-,89840; square feet ofcommercial and office, and 42,199,991 square feet ofindustrial development are possible under the effective capacity parameters of Land Use Plan. CITY OF SANTA ANA GENERAL PLAN 75D-129 LAND USE ELEMENT Table A-4 Land Use Plan Build -cut Capacities notiad ht Intensity/ E//ective Buildout' Theoretical Residential Land Use Acres Bensi Buildout Law Density Residential LR-7 6 465.9 6,462. 7 du ac 45 261 45,346 du Low Medium Density Residential LMR-11 414.4 11 rules 4 559 4638 du Medium Density Residen0al MR-15 375.6 15 du/ac 5 634 3694 5,836 du Subtotal 7,255.9 7,2114.4 96,5fi5 du , 5555 454 Mixed Use Non Res. i6,449 du District Center Res. Non -Res, Res. Other' DC 309.5 90 du Jac FAR 1.0-2.0 11,955,583 at 3,017 du 23.764,534 si 3,017 du Heritage DC 18.8 FAR 1.7 54,090 at 1,221 du 54,090 s 1,221 du Downtown DC 62.5 FAR 3.0 2,057,824 sf 1,661du 2,057,824 sf 1,661 du Metro East DC 113.9 FAR 0.75- 3.0 2,464,776 at 5,037 du 2,464,776 sl 5,037 du Transit Wage DC 51.4 FAR 5.0 402,864 sf 2,761 du 402,864 at 2,761 on Harbor Corridor DC 125.0 FAR 5.0 1,836,155 at 2,029 du 1,836,155 al 2,029 on One Broadway Plaza District Ctrs OBPDC 4.3 FAR 2.9 310,000 at 415 on 110,000 at 415 du Urban Neighborhood UN 317.0 FAR 0.5-3.0 1,656,955 sf 5,755 du 1,656,955 sf 5,755 on Subtotal 1,002.4 20,738,247 at 21,896 du 32,547,198 at 21,896 tlu Professional & Admin. office PAO 600.8 FAR 0.5-1.0 13,085,424 at 26,170,848 s General Commercial GC 858.1 FAR 0.5-1.0 18,689,181 3 37836 2 s 858& ,072,�a, at 27,115,967 1 458.9 31,774,605 6 549 211 Subtotal 4,460.4 31,899,497 at a Industrial IND 2,152.8 FAR 0.45 42,199,991 sf 1 42,199,991 s Other Institutional INS 800.6 FAR 0.2-0.5 6,974,740 at 17,436,850 of Open Space OS 1,010.9 FAR 0.2 8,806,961 sf 8,806,961 of Subtotal 1,811.5 15,781,701 at 26,243,811 at FAR=floor area ratio; d.u.=dwelling unit, s.f.=square feet (of floor area) Acreage shown in table does I d I . nc u e ro s n ng -of-way. ' 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 Condor District Center, Metro East District Center, 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 21,896 units possible in the District Center and Urban Neighborhood with the existing 74,669 (Census 2000) housing units. Y 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. s Land use designation permits high intensity office development with ancillary retail use. This table has been revised to correspond with the CIS Land Use Map illustrated in Exhibit 2. CITY OF SANTA ANA GENFPAL PLAN 75D-130 EXHIBIT 5 75D-131 LS 10.26.20 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2020-02 REZONING THE PROPERTIES LOCATED AT 4310, 4314, 4318, 4322, 4326 AND 4330 WEST FIFTH STREET; 113, 117, 121, 201, 203, 207, 211, 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245, 247, 301 AND 305 NORTH MOUNTAIN VIEW STREET; AND 4311 WEST FIRST STREET 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. Steve Jones with Olympia Capital Corporation, representing Mountain View Real Estate Investments, LLC. ("Applicant') is requesting approval of Amendment Application (AA) No. 2020-02 to change the zoning designation of the properties located at 301 and 305 North Mountain View Street from General Agricultural (Al) to Two -Family Residence (R2) in order to facilitate construction of an 8-unit condominium development. B. In addition, the City of Santa Ana is proposing to change the land use designation of the properties located at 4310, 4314, 4318, 4322, 4326 and 4330 West Fifth Street, 4311 West First Street and 113, 117, 121, 201, 203, 207 and 211 North Mountain View Street from Al to Single -Family Residence (R1); and 221, 223, 225, 227, 229, 231, 233, 235, 237, 239, 241, 243, 245 and 247 North Mountain View Street from Suburban Apartment (R4) to R2. C. On October 26, 2020, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council adopt an ordinance approving Amendment Application No. 2020-02 which is consistent with the General Plan land use designation of the subject properties. D. 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. E. The City Council, prior to taking action on this ordinance, held a duly noticed public hearing on November 17, 2020. F. The City Council also adopts as findings all facts presented in the Request for Council Action dated November 17, 2020, accompanying this matter. Ordinance No. NS-XXXX 75D-132 Page 1 of G. For these reasons, and each of them, Amendment Application No. 2020- 02 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 Amendment Application consists of amendments to the Zoning Map, as shown in Exhibit A, attached hereto and incorporated herein by reference. Section 3. The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration (Environmental Review No. 2018-83) 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. 2018- 83 meets all the requirements of CEQA. Section 4. 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 5. The City Council of the City of Santa Ana after conducting the public hearing hereby approves AA No. 2020-02. 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 October 26, 2020, the Request for Council Action dated November 17, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 6. The City Council approves AA No. 2020-02 as set forth in Exhibit A, attached hereto and incorporated herein by reference, subject to compliance with the Mitigation Monitoring and Reporting Program, and upon satisfaction of the conditions set forth below: A. Subject to compliance with the Mitigation Monitoring and Reporting Program, the Zoning Map shall be amended to read as set forth in Exhibit A, attached hereto and incorporated herein by reference. B. The Amendment Application shall not take effect unless and until Mitigated Negative Declaration (MND) and Mitigation Monitoring and Reporting Program (MMRP), Environmental Review No. 2018-83 and General Plan Amendment (GPA) No. 2020-04 are adopted by the City Council. Section 7. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, referendum, and other proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative Ordinance No. NS-XXXX 75D-133 Page 2 of 5 dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 8. 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 , 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney 0 Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor 75D-134 Ordinance No. NS-XXXX Page 3 of 5 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on 2020 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 Ordinance No. NS-XXXX 75D-135 Page 4 of 5 EXHIBIT A NESTYNOTEIL7Lp — r............... 9ktTG17eT aw------------------- ,- yy BSRA s v,x.q�..v fuxfws. grRl ' rgmq s.o;r a�m _ N P1 flE P� q.- ! Dunw nl 'RIv Ci�6Y41% PI x Txv.a V I..r-I -I_II 0., fll 1 n ^'-. qv wDq.a 0.1 R , SV1 DugLDw fll a ^ R RI � ^ •c4 I- IT 1 62 9 RI RI sw IRt ! a a PI $W,IXaM R CR R, R, al[..e fr [cufrt.. R u ad 9D3 P' WH ROAVHA NUAV n 11\I f R�inp I It x O yy HA2gRp AV- S y OxpLm_. ^�[■ � Y wuuw3 va 1p3i � R a si} I_I riA1: t aM1ers. 3 RI s . gaD,s•s.... - F . sF} ici ..•.. uuaw i qDq y Rl i; RI m'� R RI As weals, , RR +. pE s cane aMP.p _ u'! y RNMY I 'Gx' us' n iPl V MB ' 0 < O II W13T 9T� A �----� IsPoIS SP] IC} 3% O S.Ip .b.Ovapvav3D Mb-Ip-.,YB ZONING DISTRICTS Al GENERALAGRICULTURAL CSM SOUTHMANSTNEETCOMMERCNLDST. R2 WO T-FAMLYRESMENCE -B PARHMGMOVFCATLON Cl OOMMUNRY COMMEROML GC GOVHiNMEHTCENTEN R3 MUL.LE-FAMLYR4OENCE -OZ WERLAYZOW CYMp COMMUNT'GOMMERLNL-MUSEUMpIST. MI LCHTNWSmR M SUSURBANAPARIMENT PLANNEORESIOEHML C2 GENFAAL COMMERCWL M2 HEAW NUMTRWL RE RESOEMWLESTATE PRO EV DELEN OPMT U PLANNED SHOPPING CENTRE O OPENSPACE BO SPEWICOEVELOPMENT -HD2 HFJGHTOLSTNICTD a ARTERNLCOMMERCWL P PROFESSCNAL SP SPEWCPLAN CR LOMM1IENONLRESOENTWL RI ^aNGLE-FAMILYRESDENCE OZI M1IEfRO FASTOVERLAY ZONE %) SECTIONAL DISTRICT MAP: 9-5-10 e CITY OF SANTA ANA, CALIFORNIA Ordinance No. NS-XXXX 75D-136 Page 5 of 5 75D-137 ER No. 2018-83, GPA No. 2020-04, AA No. 2020-02 & TTM No. 2019-02 301 & 305 N. Mountain View Street W O SDE r� W, ---'---« - ii- F:11 e � R.2 ,` R2 Ivll _ Vicinity Zoning & A Map C2 n JOJO Dm!W Man Pr.durt< All Hmht, rPservad. 75D-138 EXHIBIT 7 75D-139 3A, Ads gg £OLZ6 VD `VNVVINVS 'M31A NIV1NnOW HIZION SO£ 75D-141 EXHIBIT 9 75D-142 z g w 0 0� L �-.;N U< i 75D-143 Z IL w 0 0 LLo 0o O w ,F� Z LO O cM 75D-144 Z g a Of O O J L b 0 o Uw W 8 U). z g a O Ob LL F lLL m N F Z J U a O c O U \a) c .� c O O We LO O cM 75D-145 z 5 IL Of 0 0 U- o. z 0 w z g IL of O 0= LL H U) .. � a li m ao F- z J U FL i 75D-146 EXHIBIT 10 75D-147 I 6 70 c O U a� N c N }I O 5� G LO 0 M `m W > N rMO LO 0 M L 3 z 0 W� w" k H w J z 0 W W wa A H U) 0 0 U WA�'A > O O N O 17 � o 50 L r•4 LO 0 M 75D-150 m z 0 W 2 � z 0 w J b W-, Z Ol w z 0 F- LU ; J- W -. may. J a ��o k sa m .Pn� z 0 W W E W Z LO 0 M 75D-151 7W E z 0 W J W � re W a N F- Z J U �l Z LO 0 M K 75D-152 Ll z O w J b W F- ie Z Ow LL g z 0 W We W J w n' t- z J U a U) O c O U WA�A` y-+ C O O me LO O M 0 O N O 0 75D-153 EXHIBIT 11 75D-154 1 F ®g7 / '• eW � C401 w ' a �zta �Gi r Gil EL �Hpy_~ Y, vm i r P, t g CP —155� MAD U dm� _ � d ! a: at EXHIBIT 12 75D-156 Mountain View Real Estate Investments cordially Invites you to a Community Information Meeting to discuss a residential development proposal at 305 N. Mountain View Street, Santa Ana, CA 92703 This project involves the construction of 8 new residential units with a modern design look to bring our community Image to a better living community. Please come and share your thoughts and Ideas about this project. At the meeting we will provide general information, answer questions, and solicit input on the project. The site location of the proposed residential units is highlighted In blue. MEETING DATE AND TIME Tuesday, October 161h, 2018 AT 5:00pm to 6:00pm MEETING LOCATION Salgado Community Center in Rosita Park 706 N. Newhope St, Santa Ana, CA 92703 If you have questions regarding this event or you require language Interpretation services In languages other than English, please contact Long Nguyen by phone at (714) 933 - 5686 or by email at Long-Realtor@Outlook.corn This notice is being provided pursuant to SAMC Section 2-153 75D-157 Mountain View Real Estate Investments cordialmente to Invita a una Reunion Comunitaria para discutir Una propuesta de desarrollo residencial en 305 N. Mountain View Street, Santa Ana, CA 92703 El proyecto Involucre la construcclon de 8 nuevas casas con un diseno modern para traer a nuestra comunidad imagae a una major comunidad de vida. Por favor venga a compartler tus pensamlentos y Ideas sobre este proyecto. En la reunion proveeremos Informacion general, responder preguntas y solicitaremos Informacion sobre el proyecto. La ubicaclon del sitlo de las unidades residenciales propuestas se resalta en azul, FECt1A Y WORA DE REUNION Martes, October 16th, 2018 AT 5:00pm to 6;00pm UBICACION DE LA REUNION Salgado Community Center in Rosita Park 706 N. Newhope St, Santa Ana, CA 92703 SI tiene preguntas sobre esta reunion o sl necesita servicios de Interpretaclon en ontro idloma, comuniquese con Long Nguyen por telefono al (714) 933 - 5686 o por correo electronico a Long-Realtor@Outlook.com Este avlso se envia en acuerdo con SAMC Seccion 2-153 75D-158 Sunshine Ordinance Community Meeting Minutes For Proposed 8-Unit Condominium Development At 301 and 305 North Mountain View Street Held on October 16`"0 2018 at 5:00pm to 6:00pm 1. Six (6) neighbors were in attendance 2. Comments were made about traffic flow and the need to provide sufficient parking on site. 3. Open space for children to play was mentioned, 4. Some expressed the need to scale massing of the development to align with existing neighbors and to make sure the privacy of the adjacent residents was protected as much as possible. 5. There was a comment about properly locating the trash enclosures that serve the development. 75D-159 Advertising I?dyigent Recelpk fs IFOR in CHL[FgRf1In l italfir t - NEWS GROUP M E D I A Los Angeles Daily News San Gabdot Valley 7dbune < Pasadena Star -News • Whittier Daily News • Highlander The Sun r Daily Buflatin • Redlands Daily Facie Daily Breeze r Lang Beach Press -Telegram • The Beach Reporter • Palos Verdes Peninsula News Gaelic Newspapers Account Number: 5249614 Customer: ADVANCED ESTATE REALTY 14615 MAGNOLIA ST. WESTMINSTER, CA 02083 Phone: 714-892.0407 Orange County Register - The Press -Enterprise Coast • OC Family • Excaslor Transaction Date: 10/4/2018 Transaction Typo: Payment Payment Amount: 216.00 Payment Method: Credit Card Credit Card Number: XXXXXXXXXXXX9504 Expiration Date: 2128/2022 Reference Number: 061313 Charge to: OCRP Order Number: 001t183881 Credit to Transaction Number: P638439 Involoe Text: Invoice Notes: Massa rota: If you pay by bank card, your swdstatement wll show "SoCai Newspapw group•, Date pdnted: Thursday, October 4,2018 ,ama,„w.mre+wswsevuevanwe,us..a.«•.•..,wnr.,.<eruxxa,re.n+rwx,an+ws.su.rNw mian,m..,k„naw+ nni.m,ev 75D-160 City of Santa Ana, CA Parks, Recreation, and Community Services Agency 20 Civic Center Plaza, P.O, Box 1988 Santa Ana, CA 92702 714-647-5307 CivleReoeA@aania.ana.org hitp://www.sante-ana.org Registration/Payment Receipt 11671433 10/1712018 11:23 AM Account Information Payment Mountainviaw Real Estate Investment Check $104.96 LLC. (#1005) Long Nguyen 8821 Seaspray Drive Huntington Beach, CA 92646 Received By Lllda Hernandez at Salgado Center Complex Item Quantity Amount Paid (01113002-57361) Salgado Center Complex Meeting Room A (Multi -Purpose 1.00 $80.78 Room) Oct 16, 2018 5:00 PM-6:00 PM - Group 3: $60.781Hour- PERMIT #3828 (01113002-53319) (1/2 fir) Staff Fees 2.00 - � $24„18 Subtotal $104.96 Total Payment $104.96 L..;; s��,nn'; �M.�.� �`:` - —•T,� .;; � �"�"�'- ...ter. ...-,-,�.T. , u•e,. �-.�.� ,.�:. ,......,.,�.,.�...M, Facility Waiver Parks, Recreation and Community Services Agency, 20 Civic Center Plaza, 2nd Floor, P.O. Box 1988, Santa Ana, CA 92702 — M-23 herby grants (hereinafter called the "Licensee" represented by permission to use the Facilities as outlined, subject to Terms and Conditions of this Agreement contain herein and attached here to all of which form part of this Agreement. It Is the Permitte's responsibility to provide a copy of the this permit to each facility user or coach that uses the facility. The facility user or coach must present this permit to City representatives when requested to do so to Identify themselves as the authorized user of the facility. Permlttee 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, or restitution, arising out of claims for personal Injury, including death, and claims for property damage, which may arise from the negligence or willful misconduct of the permittee and guest or its agents, employees, or other persons acting on their behalf which relates to the Permit granted herein; and (2) form any claim that personal Injury, damages, or restitution, Is due by reason of the terms of or effects arising from this Permit. This Indemnity and hold harmless agreement applies to all claims for damages, or restitution suffered, or alleged to have been suffered, by reason of the events referred to In this Section 75D-161 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: PUBLIC HEARING REGARDING THE ADOPTION OF A RESOLUTION APPROVING A MITIGATED NEGATIVE DECLARATION AND THE MITIGATION MONITORING AND REPORTING PROGRAM FOR WELL 29 IMPROVEMENTS CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sl Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Hold a public hearing and adopt a resolution approving a Mitigated Negative Declaration and the Mitigation Monitoring and Reporting Program for the Well 29 Improvements Project. DISCUSSION Well 29, located on the southeast corner of the intersection of West First Street and South Flower Street, was originally drilled in 1980, with the subsequent installation of pumping facilities taking place in 1982. As part of the City's Walnut Pump Station System, it is one of three wells that pumps water from the groundwater basin into the Walnut Street Reservoir. Due to the age of the well and the deterioration of the well's capacity and equipment, the Public Works Agency — Water Resources Division plans to rehabilitate and reconfigure the existing site. The Well 29 Improvements Project will construct a new building, install water pumping equipment and include related site improvements, as well as relocate an existing City -owned tennis court adjacent to the well site. The City entered into an agreement with PSOMAS, Inc. for engineering design, environmental preparation, and process compliance pursuant to the California Environmental Quality Act (CEQA). In accordance with CEQA, an Initial Study and Mitigated Negative Declaration (IS/MND) was prepared for this project (Exhibit 1) along with a Mitigation Monitoring and Reporting Program (Exhibit 2), both of which must be approved and adopted by resolution of the City Council (Exhibit 3). 75E-1 Public Hearing and Resolution for Well 29 Improvements December 1, 2020 Page 2 ENVIRONMENTAL IMPACT In accordance with CEQA, the recommended action has been reviewed through an Initial Study/Mitigated Negative Declaration (IS/MND). Sections 15070 through 15075 of the State CEQA Guidelines (Article 6) guide the process for the preparation of a mitigated negative declaration. The MND prepared for this project contains a project description, project location map and findings that the project, with mitigation, will not have a significant effect on the environment. The City provided public notice of the public comment period which began on September 18, 2020 and ended on October 7, 2020. The IS/MND was also distributed to all interested or required parties listed on the City's distribution list. No public comments were received. The Mitigated Negative Declaration is on file with the office of the Clerk of the Council. FISCAL IMPACT There is no fiscal impact associated with this action. Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. Initial Study/Mitigated Negative Declaration may be reviewed at httos:llwww.santa-ana. oralsitesldefaulbfiles/pw/documents/12-01-20- PWA 01 01-Exh-1-Well 29 ISMND-September 2020.pdf 2. Mitigation Monitoring and Reporting Program 3. Resolution 75E-2 N H m x w t9 O w a C) Z_ F w O a w 0 Z Z 22 O F Z O M Z O F Q C) `o w ZWXS d$ 0 a - a c t _E0dfOa0p �Y j> U) C O O L w m O � r > 0~ O C ry> > C� d w 'C O > O � - N O` 2 0. O L .L-� D E 3 c s C c p_+ a`o c 0 :2 N N N O U C >0wUC>aNOO" ai 0 N N c cLNMd0Ow rMNO oEN N o d LC.O�mW.C'NL O �O 0- 20'C d O_L'K�r M .0 c N U N° CO N 0 N c LD5 r --NO00 LLLjand E TowC NCN OL.UN0.N O cUO U C O U O 0 j CO 0Cw0oc o-d" 2: 00 o ac 0 U .oC Zt¢O w C w NNE -N 4.dm cEa-oocNCc N cU 0.2 atF`EdEE' E°.,atc UaUU 00UNUO N.C-0 E O U 7 2 E (n w K 7 N w aJ K J 7 U N N C C c Y N r.f00�'mmE�`0� mEYmu)o08s c.- o o - `0 c `0 m ° - �_ E m N d U d.0 ° d U r U 0 U =O M 0 T°OC aJ N ° c Q 00 d m m N °, 0> M C U .L+ C N Oa. C '-O-O a O C 0 N r N O °� > r po Y N a c w ;, E 3 U U.Y U N N C Oa N.- - N.0 - O > cp U Q N M N d y.Ol N _- > j M Cl U .N N O O N E 0 N M C 0 0 0 wa m 0 0 o -'0 m-O U U O 0 Q O M M N is >Q T d d m y a m O N p N- 2' O o N w al d r o> uNi a 60 °- L O N U w N N N 0 r N al N 0 M O. d N w O aJ J 7 U 33 one > N N U > N O) U fp O C c N N d - L O MO O c o cE u m ELM- N a.� o m m N .o o. o ¢0-o Via, ao0 U N a) f0 a j¢ Y N 0 `0 - 2U) f0� � o aai L 0 a-Oj N C U LLU w r O 'E U Ua 0 0 O N a .L.. C N m O ._ 0 O) M N- N ?i O N c 00 0 N a U O 0 0) C m 0 N O a1 L C T N C O) O) N O 0 0 0 O C 'O U `O MC C a 0 N a> N 0 °.E E N m is O Y N N L a) Mn -00 OF y0 0 C >° E; 0 0 ar 0 al O- al U f0 al O N L d d N L L O d N❑ T C f0 0 d U f0 D E 0 N 0 m J N0 ° z z a } 0 O J LU 0 75E-3 E O U `o ac Q Q a 0 c o c o 0 0 C Cn > o'ti C N r o'ti N r N C UaQUU UaQUU y tC Os'OoY md V N o m m.E wm N Cf cO O 0] W-d NO L C o p I o O m o m E '->UmmCm T�E— ,O =M o po�LO N 0 d U nnaoaENVY oao� sL>3m `ad0ma a .a0cc-a o oo, mmou e � a` c _ N O O N m oZ o N.r >a E c onp NLCO dW—ac a —QcITt mL00 pc noEL)E 0o co 0 m mO c.>� O:N c , Oa mjU U Ec o`N > r a a'ma0O~=-U '..O LwN� CD mpN N r m C O d CO-0 0, � ULN.-- U_mU>CmmNmN`N' cE oQ D m:r U m N.N N�E� O c 0 oC N C O N d'_N N UM m m m r - mQ O COLN I2 U p� �aON r 0 0NL iasI N 0]` m aco NO '0cN0�00aLda9tNmcTNN� c O ON OV. Cfm m > U,N Oj O U N c m CLO N N O 'Lcr_OdNNdTm- O p UNm c O, a 0 a0 m rO E o -CLNL c 0a- ON>U U �-EO � 0Ory CUNCnN mom w K c O ` OL m0nw'-OL N C0 O ,- .U�-t�m o❑ Oome aaa a um N cf°B o�'ocof-d _ 0 ON U O M m m �U o UONN Qooaocc'moo4 Na o m> o cs o N"`Lwm N O OU N ._ O C>>U trMENdG OL CC CU O Um m N O mo E C p O a uN- C O0 ( m N, p d E m mm."mi. od m wQ �oE ooZm N c_. dod p o o f d pIOmmO d OO . CN d w N LN m ac- U'O l� UO° oda> 0aO.0O N ti a] N n `KdOm `O�a c'0E> Cr mon 0 0 0 0 2 O)'p `cT�m m E mm mUwaN d o d a ° LL ° E a c O ' LL Q c O o R' o LU 'C U Z z `g c z 0- $ 0 0- ° a a c z° C9 0 v N O O CL K Q' Z Z 75E-4 C C) O w a C) Z p w O a w 0 Z Q t7 Z_ 22 O F Z O m Z O F Q t9 F c O O. E O U `o w � a c N�0 c c O O N U> f0 t0 O L C O (0 f0 N N o N E c Y = Z C U r N O L T O O U m a 0 f0 N X f0 'dE�o�d°' a2�zP`m0z OI'2 N 0 c U N wo > OC U o0 y N "O d 7 r U r N N o m m do 2 c voi ° a d d o 0 o m a u$m�NaZd a o 0 0 3 �'p 3$ N Y U v N `.- — O C E c c _ 0Ew�Nimo-�wu; � ao a— 00 E m o c L t .c - O � U f0 � r N N T V N U 0 m m m:o� a a> H `o < 0 0 d' ° m uoi c m `0 U O w m N N +' d E O cn L d :' 0 w R' O O c J O `o IL` c O cZ J U O J 75E-5 jmf 11/3/20 EXHIBIT 3 RESOLUTION NO. 2020-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING THE MITIGATED NEGATIVE DECLARATION AND MITIGATION MONITORING AND REPORTING PROGRAM FOR THE WELL NO. 29 IMPROVEMENTS PROJECT 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. The City is proposing to improve and rehabilitate its Well No. 29, located at 722 West 1 st Street, at the southeast corner of the intersection of South Flower Street and West 1st Street ("Proposed Project"). Well No. 29 was constructed in 1980 and has not been operational since late 2016. B. Well No. 29 is one of three wells pumping water from the groundwater basin to the Walnut Street Reservoir as part of the City's Walnut Pump Station System. Due to the age of the well and the deterioration of the well's capacity and equipment, the City wishes to rehabilitate Well No. 29 and reconfigure the existing site. Rehabilitation of the well is necessary to clean the louvered casing in an effort to regain the losses experienced in the specific capacity value of the well over time. C. The Proposed Project includes the construction of a new building, water pumping equipment, and related site improvements, as well as the relocation of an existing City -owned tennis court adjacent to the well site. D. The Proposed Project is required to undergo an environmental review pursuant to the California Environmental Quality Act (CEQA) and the state CEQA Guidelines. Through its consultant, the City prepared an Initial Study/Mitigated Negative Declaration ("IS/MND") for the Proposed Project. E. Based on the IS/MND, the Proposed Project would have no impact or less than significant impacts in the following environmental areas: aesthetics, agriculture and forest resources, air quality, energy, greenhouse gases, hazards and hazardous materials, land use and planning, mineral resources, population and housing, noise, public services, recreation, utilities and services systems, and wildfire. The Proposed Project has the potential to have significant impacts on the following topics unless the recommended mitigation measures described in the IS/MND are incorporated into the Project: biological resources, cultural resources, geology and soils, hydrology and water quality, transportation, and tribal cultural resources. Resolution No. 2020-XXX Page 1 of 3 75E-6 jmf 11/3/20 F. In accordance with California Public Resources Code section 21091 and State CEQA Guidelines Section 15073, the Initial Study/Mitigated Negative Declaration for the Proposed Project was circulated for a 20-day public review and comment period. No public comments were received. G. The mitigation measures set forth in the Mitigated Negative Declaration are fully enforceable and will be implemented using the related Mitigation Monitoring and Reporting Program accompanying the Final Initial Study/Mitigated Negative Declaration ("Final IS/MND") in order to avoid or minimize adverse environmental impacts identified therein. H. On December 1, 2020, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to the Final IS/MND and the related Mitigation Monitoring and Reporting Program for the Proposed 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 Final Initial Study/Mitigated Negative Declaration prepared for the Proposed Project. The City Council has, as a result of its consideration and the evidence presented at the hearing on this matter, determined that, as required pursuant to the California Environmental Quality Act and the State CEQA Guidelines, the Final IS/MND adequately addresses the expected environmental impacts of the Proposed 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 Proposed Project will have a significant impact on the environment. Section 3. The City Council hereby adopts the Final IS/MND and the related Mitigation Monitoring and Reporting Program, a copy of which is available at the City's Public Works Agency at 20 Civic Center Plaza, Santa Ana, CA 92702, and directs that a Notice of Determination be prepared and filed with the Clerk of the County of Orange in the manner required by law. This decision is based upon the evidence submitted at the above said hearing, including but not limited to: the Request for Council Action dated December 1, 2020, and exhibits attached hereto, and any public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. Pursuant to Title XIV, California Code of Regulations, section 753.5(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 fish and wildlife. However, the payment of Fish and Game Department filing fees in conjunction with this project is at the ultimate determination of the California Department of Fish and Wildlife. Resolution No. 2020-XXX Page 2 of 3 75E-7 jmf 11/3/20 Section 5. 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 day of Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By. / "-f-�L John M. Funk Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT Councilmembers Councilmembers Councilmembers Councilmembers 411411 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council do hereby attest to and certify the attached Resolution No 2020-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 Resolution No. 2020-XXX Page 3 of 3 75E-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: PUBLIC HEARING — ADOPT A RESOLUTION DETERMINING PUBLIC INTEREST AND NECESSITY FOR THE ACQUISITION OF REAL PROPERTY LOCATED AT 2301 SOUTH MAIN STREET (PROPERTY OWNER: UNITED CALIFORNIA BANK REALTY CORPORATION) (PROJECT NO. 146802) (NON -GENERAL FUND) /s/ Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Adopt a resolution authorizing the condemnation of a portion of the real property located at 100 and 120 E. Warner Avenue / 2301 South Main Street (APNs 016-031-38 and 016-031-54), owned by United California Bank Realty Corporation, declaring the public necessity and interest thereof. 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 the street from a four - lane roadway to a six -lane arterial to address safety issues and provide adequate vehicular capacity; and installing parkways, raised median landscaping, storm drains, protected bike lanes, sound walls, street lights, and traffic signals. The City is acquiring properties for the development of Phase 1 of the Warner Avenue Improvements project, bounded by Main Street and Oak Street. Construction is anticipated to begin in early 2021. To accommodate these improvements, acquisition of a portion of the parcel at 2301 South Main Street is required (Exhibit 1). The Public Works Agency has made a diligent effort to negotiate with the property owner, United California Bank Realty Corporation and their representatives, for the past 24 months. A good faith offer was made on July 9, 2020, in the amount of $354,000 (Exhibit 2). The Public Works Agency has made, and will continue to make every effort to reach a settlement with the property owner. However, to maintain the Warner Avenue Improvements project schedule and meet the funding requirement to commence construction in early 2021, staff 75F-1 Public Hearing, Appropriation Adjustment and Adoption of Resolution December 1, 2020 Page 2 is requesting adoption of a Resolution of Necessity (Exhibit 3) and initiation of condemnation proceedings while negotiations continue. 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 $354,000 are budgeted and available in the Warner Avenue Improvements Project (No. 14-6802) for property acquisition expenditures in FY 2020-21 as follows: Accounting Accounting Unit — Fiscal Year Unit — Fund Description Account No. Amount Account No. Description PROPERTY ACQUISITION Measure M2 FY 2020-21 03217663- Measure M- Competitive Street, $265,500 66100 Street Construction Land Select Street FY 2020-21 05917668- Construction Warner Ave -Tustin $88,500 66100 (City of Tustin CFD, Land Contribution Total $354,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. Location Map 2. Offer Letter 3. Resolution of Necessity 75F-2 I I I I.. MATCHLINE SEE BOTTOM RKV-IT ORANGE AV -142-1 E KARNER 3 D E I � SANTA ANA PWA PUBLIC . S nEHCY CYPRESS AV w D z Q w z Q Qi 111 Ial-I i i I I I I � 016-031-33 D16-031-50 i016-031-51 rl MAIN ST -SUBJECT PROPERTY -NCOUIRED PROPERTIES TITLE' EXHIBIT 1 • b16-103-2 • 16-1 D3-2 _I ..L._.J KILSON DR � •�rti N iO i I U) i i o� OAK ST YF5.1 lit! ROUSSELLE ST -L. 016-090-22 iDELHI PARK I I016-09D-21 I�- 2 va IN� IU} O i o o I zw w o o< a low z z 016-090-25 I a N W I � o J I� o w I W z z i0 L-_ 1016-035-15 s16-•03ria— :o� I MAPLE ST WARNER AVENUE IMPROVEMENTS (PROJECT NO.146802) 23018 MAIN ST. D z w Q Mz I.L Q MATCHLINE SEE TOP LEFT MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villages Phil Bacerra Nelida Mendoza David Penaloza Vicente Sarmiento Jose Solorio July 9, 2020 CITY OF SANTA ANA Public Works Agency — Design Engineering 20 Civic Center Plaza, M-36 • P.O. Box 1988 Santa Ana, California 92702 www.santa-ana.org United California Bank Realty Corporation c/o Sean O'Connor Sheppard Mullin Richter & Hampton LLP 650 Town Center Drive, 411 Floor Costa Mesa, CA 92626-1993 SUBJECT: OFFER TO ACQUIRE PROPERTY AT: 100 & 120 E. Warner Avenue / 2301 S. Main Street, Santa Ana, CA 92707 APNs: 016-031-38 and 016-031-54 Dear Property Owner: EXHIBIT 2 CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez Via certified mail The City of Santa Ana ("City") is proceeding with its plans to construct the Warner Avenue Improvement Project - Phase 1 between Main Street to Oak Street. The City obtained a Preliminary Title Report that lists the United California Bank Realty as the vested owner, Attachment 1. No final determination has been made as to the ownership of the Property Interest. This offer is contingent upon presentation of conclusive evidence of title. If more than one person has an interest in the Property Interests that the City is seeking to acquire, all parties with such interest must accept this offer. As you know, the City had the Property Interests appraised to determine its fair market value. The appraisal was conducted in accordance with commonly accepted appraisal standards and included consideration of the highest and best use of the land. Based on the appraisal, the City offer a total compensation of $354,000. The basis of this offer is explained more thoroughly in the attachments to this letter that are made a part of this offer by reference. This offer is conditioned upon the City Council ratifying this offer by a formal action taken at a regular public meeting authorizing the execution of a Purchase and Sale Agreement or adopting a Resolution of Necessity, or both. If you are not satisfied with City's offer, you are encouraged to present to us any material you believe to be relevant to the value of the Property Interests, which material will be carefully considered by the City. If, in the City's opinion, the additional information warrants a change in the offer, the City's offer will be adjusted accordingly. If a voluntary agreement cannot be reached, the City may consider formal condemnation proceedings against the Property Interests through its power of eminent domain or abandon its intention to acquire the Property Interests, giving proper notice to you in either event. The City has made no decision to exercise its power of eminent domain to acquire the Property Interests and can only do so after it holds a hearing, at which all affected property owners have had an opportunity to appear and be heard. The Purchase Price is the full amount established by the appraisal as the fair market value of the Property Interests and the just compensation for such acquisition. A written statement and a summary of the basis for the amount established as the Purchase Price is set forth in the attached Statement of Just Compensation, identified in Attachment 3. Fy_nve�_nre�yweKam�ytr Miguel A. Pulido Juan Villegas Vicente Sarrniento David Penaloza Jose Solono Phil Bacerra Nelida Mendoza Mayor Mayor Pro Tom, Ward 5 Ward 1 Ward 2 Ward 3 Ward 4 Ward 6 mpulidoasanta-ana ore Ivilleaasasanta-anaore vsart ientoasantal ore d rya- a or Isolonoasanta-ana ore pbace,aasanta-ana. one nmendoz�santa-ana ore 100 & 120 e. Warner Avenue / 2301 S. Main Street July 9, 2020 Page 2 The California Relocation Assistance and Real Property Acquisition Guidelines provide that each Owner from whom the City purchases real property or an interest therein, or each tenant owning improvements on said Property Interest, be provided with information relating to the acquisition procedures pursuant to the Government Code, Paragraph 7267.2(a). This information is provided in Attachment 4. Please be advised that under Code of Civil Procedure Section 1263.025, the City of Santa Ana will reimburse an owner of property, up to the amount of $5,000 for the owner to secure an independent appraisal of property subject to potential acquisition. Although you have the right to obtain your own appraisal and are entitled to receive up to $5,000 for your appraisal as described above, please note that the City of Santa Ana is not obligated to accept your appraiser's value of the Property Interest. The City of Santa Ana, however, will review your appraisal and if appropriate, confer with the City's independent appraiser regarding the merits of your appraisal. Please let us know prior to August 11, 2020 if the City's offer is acceptable. A written agreement concerning the acquisition of the Property Interest will be provided to you for your review and approval. If for any reason you should see fit not to accept the City's offer, please be advised that this letter, the offer made herein, the enclosed summary statement, and all matters stated herein are made under the provisions of California Evidence Code §§1152 and 1154 and shall not be admissible in evidence in an eminent domain proceeding which may subsequently be instituted for acquisition of the Property Interests, or in any other action. If you need additional information, please call the City's acquisition consultant, Mona Montano from Overland, Pacific & Cutler, LLC at (562)304-2000. Sincerely, Jason Gabriel, PE Principal Civil Engineer 75F-5 jmf11/17/20 EXHIBIT 3 RESOLUTION NO. 2020-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA FINDING AND DETERMINING THAT THE PUBLIC INTEREST, CONVENIENCE, AND NECESSITY REQUIRE THE ACQUISITION OF CERTAIN REAL PROPERTY LOCATED WITHIN THE CITY OF SANTA ANA AT 100 AND 120 EAST WARNER AVENUE /2301 SOUTH MAIN STREET (APNs 016-031-38AND 016- 031-54) FOR THE WARNER AVENUE IMPROVEMENTS PROJECT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. On December 1, 2020, the City Council of the City of Santa Ana, after written notice duly provided to all those claiming ownership in the property described hereafter, as they appeared on the last equalized County assessment roll, held a hearing pursuant to California Code of Civil Procedure section 1245.235 for the purpose of allowing the owners thereof a reasonable opportunity to be heard on the following matters: A. Whether the public interest and necessity requires the project described above ("Project'); B. Whether the Project is planned or located in a manner which is most compatible with the greatest public good and the least private injury; C. Whether the property proposed to be acquired is necessary for the Project; D. Whether the offer required by California Government Code section 7267.2 has been made; E. Whether the City has complied with all conditions and statutory requirements necessary to exercise the power of eminent domain to acquire the property described herein, as well as any other matter regarding the right to take said property by eminent domain; and F. Whether the City has statutory authority to acquire the property by eminent domain. Section 2. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, and in accordance with the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines, determined that the proposed Project has been adequately evaluated in the previously prepared Final Environmental Impact Report (SCH No. 2012101004). 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. Resolution No. 2020-XXX Page 1 of 4 75F-6 Section 3. Pursuant to Title XIV, California Code of Regulations, section 753.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the Project will have the potential for any significant adverse effect on fish and wildlife. The Project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. Therefore, the payment of Fish and Game Department filing fees is not required in conjunction with this Project. Section 4. The City of Santa Ana hereby finds and determines each of the following: A. The public interest and necessity require the proposed Project. B. The proposed Project is planned or located in the manner that will be most compatible with the greatest public good and least private injury. C. The Property located at 100 and 120 East Warner Avenue / 2301 South Main Street (APNs 016-031-38 and 016-31-54), as described in Exhibit A, is necessary for the Project. D. The offer required by Section 7267.2 of the California Government Code was made. Section 5. The City hereby finds, determines and declares that the public interest, convenience, and necessity require the acquisition by the City of the property described in Section 4 above, including any and all leaseholds and related improvements, for the purposes of Phase 1 of the City's Warner Avenue Improvements Project. The location of the Project is between Main Street and Oak Street for the widening of Warner Avenue. Included in the Project will be street pave -out, and the installation of concrete curbs, gutters, and sidewalks in a manner which will be most compatible to the greatest public good and the least private injury. Section 6. The taking of the interest in the property described in Section 4 above is necessary for the public right of way and is authorized by Section 19 of Article I of the California Constitution; Section 200 of the Santa Ana Charter; Santa Ana Municipal Code section 41-781; California Code of Civil Procedure sections 1240.010, 1240.110; California Government Code sections 37350.5 and 40404; California Streets and Highways Code sections 5101, 5101.5, 5102; and other applicable law. Section 7. The City hereby declares that it is the intention of the City of Santa Ana to acquire in its name, in accordance with the provisions of the laws of the State of California with reference to condemnation procedures, all interests in and to the property described in Section 4 above. Resolution No. 2020-XXX Page 2 of 4 75F-7 jmf 11/17/20 Section 8. If any of the property described in Section 4 above has been appropriated for some public use, the public use to which it is to be applied and taken under this proceeding is a more necessary and paramount public use. Section 9. The property described in Section 4 above is located within the City of Santa Ana, County of Orange, State of California, and is more particularly described in Section 4 hereof. Section 10. The City of Santa Ana is authorized to acquire by eminent domain as provided in the California Code of Civil Procedure. Section 11. The City Attorney is hereby authorized and directed to prepare, institute and prosecute in the name of the City such proceedings, in the proper court having jurisdiction thereof, as may be necessary for the acquisition of the interests in the property described in Section 4 above. The City Attorney is also authorized and directed to obtain a necessary order of immediate possession and occupancy of such property, at the discretion of the City Attorney. Section 12. 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 day of 12020. APPROVED AS TO FORM: Sonia A. Carvalho, City Attorney J n M. Funk Sr. Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: I0Eel 2U0:1.9:1101�4 11R.71PI - Iii1T-M Miguel A. Pulido Mayor Resolution No. 2020-XXX Page 3 of 4 75F-8 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby the attached Resolution No. 2020-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Resolution No. 2020-XXX Page 4 of 4 Clerk of the Council City of Santa Ana 75F-9 75F-10 [9ttlL0"tlo9 aio-38 m 8 —gym k MAIM -. A y D Q o a 0 �O;OEO O.`Og Y i ORANGE WMIF"T °c-000000 J d MAPLE IrREEr I-V4,54 Ftla(2(:� R D ':E-• O+ `^ _ + __— "m 'SA —AAA ,_ ]p �� • Y9WS`3lt£ W 75F-11 Attachment 2A EXHIBIT `A' LEGAL DESCRIPTION FOR RIGHT OF WAY PURPOSES WITHIN ASSESSOR'S PARCEL Nos. 016-031-38154 IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PARCEL OF LAND, SITUATE WITHIN BLOCK `A' AND ALSO WITHIN THE PACIFIC ELECTRIC RIGHT OF WAY, BOTH AS SHOWN OF THE `MAP OF SOUTH SANTA ANA', FILED IN BOOK 5, PAGE 43, OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY, SAID PARCEL LYING NORTHERLY OF THE FOLLOWING DESCRIBED LINE: BEGINNING AT THE INTERSECTION OF A LINE, SAID LINE BEING PARALLEL WITH AND 60.00 FEET SOUTH OF THE CENTERLINE OF WARNER AVENUE, (FORMERLY DELHI ROAD) AS SHOWN ON ABOVE SAID MAP, WITH THE NORTHWESTERLY LINE OF THOSE LANDS DESCRIBED AS PARCEL 2 IN THE DOCUMENT RECORDED JANUARY 6"', 1975 IN BOOK 11318, PAGE 1036, OFFICIAL RECORDS OF SAID COUNTY; THENCE, ALONG SAID PARALLEL LINE, SOUTH 88°30' 10" EAST, 187.92 FEET; THENCE, NORTH 88°38'27" EAST 46.57 FEET TO THE WESTERLY LINE OF THOSE LANDS DESCRIBED IN THE DOCUMENT RECORDED NOVEMBER 24TH, 2004 AS INSTRUMENT NUMBER 2004001052529, OFFICIAL RECORDS OF SAID COUNTY. CONTAINING AN AREA OF APPROXIMATELY 1322 SQUARE FEET, MORE OR LESS; SUBJECT TO COVENANTS, CONDITIONS, RESERVATIONS, RESTRICTIONS, RIGHTS OF WAY, AND EASEMSNTS OF RECORD, IF ANY; ALL AS SHOWN ON EXHIBIT `B', SKETCH TO ACCOMPANY LEGAL DESCRIPTION, ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; ALAN D. FRANK P.L.S. 7172 DATED: 2018-03-15 75F-12 �' � � 1 � U I 0 � I I N I 00 � 00 1 o M [01 w Z I 00'S9 00,09 00 K 1 J \ G o cnLd ��F'p\ S2 £7 S 9OSp�O �O b 02 O co ro3� N o W P! 8". 0� M � �t co ro I Z db 'yo d6 p 3„60,10 kON I � I 1 3„01, 6Z. L0N O � O 0 W 3 W N O I.l EsJ h n M O mm W o°�N Q CO W O d w Z -N M Vt In Iz 7 J J J J J J 11 � J IJ C� m J e N U r z o m d zW m Q Z ¢z K � w 0 >�� ¢s N W � w z�a 5zZ< 75F- Attachment 2B EXHIBIT `A' LEGAL DESCRIPTION FOR TEMPORARY CONSTRUCTION EASEMENT PUPORSES WITHIN ASSESSOR'S PARCEL Nos. 016-031-38/54 IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, BEING A PARCEL OF LAND, SITUATE WITHIN BLOCK `A' AND ALSO WITHIN THE PACIFIC ELECTRIC RIGHT OF WAY, BOTH AS SHOWN ON THE `MAP OF SOUTH SANTA ANA', FILED IN BOOK 5, PAGE 43, OF MISCELLANEOUS MAPS, RECORDS OF SAID COUNTY, SAID PARCEL BEING NORTHERLY AND WESTERLY OF THE FOLLOWING DESCRIBED LINE: COMMENCING AT THE INTERSECTION OF THE CENTERLINE OF MAIN STREET WITH THE CENTERLINE OF WARNER AVENUE (FORMERLY DELHI ROAD) AS SHOWN ON THE ABOVE REFERENCED MAP; THENCE ALONG SAID CENTERLINE OF MAIN STREET, SOUTH 01.29' 10" WEST 100.44 FEET; THENCE PERPENDICULAR TO SAID CENTERLINE OF MAIN STREET, SOUTH 88°30'50" EAST, 58.65 FEET TO A POINT IN THE WESTERLY LINE OF THOSE LANDS DESCRIBED AS PARCEL 2 IN THE DOCUMENT RECORDED JANUARY 6TH, 1975 IN BOOK 11318, PAGE 1036, OFFICIAL RECORDS OF SAID COUNTY, SAID POINT BEING THE POINT OF BEGINNING; THENCE SOUTH 85054'36" EAST, 5.00 FEET TO A LINE, SAID LINE BEING PARALLEL WITH AND 5.00 FEET EASTERLY FROM THE EASTERLY RIGHT OF WAY OF MAIN STREET; THENCE ALONG SAID PARALLEL LINE, NORTH 04-01'09" EAST, 34.69 FEET TO A LINE PARALLEL WITH AND 66.00 FEET SOUTH OF THE CENTERLINE OF WARNER AVENUE (FORMERLY DELHI ROAD); THENCE ALONG LAST SAID PARALLEL LINE, SOUTH 88°30' 10" EAST, 192.16 FEET TO A LINE PERPENDICULAR TO THE CENTERLINE OF WARNER AVENUE (FORMERLY DELHI ROAD); THENCE SOUTH 01029'50" WEST, 4.00 FEET TO A LINE PARALLEL WITH AND 70.00 FEET SOUTH OF THE CENTERLINE OF WARNER AVENUE (FORMERLY DELHI ROAD); THENCE ALONG LAST SAID PARALLEL LINE SOUTH 88°30' 10" EAST, 45.45 FEET TO THE WESTERLY LINE OF THOSE LANDS DESCRIBED IN THE DOCUMENT 75F-14 RECORDED NOVEMBER 24T11, 2004 AS INSTRUMENT NUMBER 2004001052529, OFFICIAL RECORDS OF SAID COUNTY. CONTAINING AN AREA OF APPROXIMATELY 3142 SQUARE FEET, MORE OR LESS; SUBJECT TO COVENANTS, CONDITIONS, RESERVATIONS, RESTRICTIONS, RIGHTS OF WAY, AND EASEMSNTS OF RECORD, IF ANY; ALL AS SHOWN ON EXHIBIT `B', SKETCH TO ACCOMPANY LEGAL DESCRIPTION, ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; ALAN D. FRANK P.L.S.7172 DATED: 2018-03-15 75F-15 � � 1 oil I �I N h � Iro^ v z 00 ---'00 I I I I O � I uj rn I O 6' !'h �s o 0 2so! F� �L o 00 -� �G iGob 002 3„01,6Z.ION — �b .0 o w Z F a I J N w 0 O U o N N W N ck J N � m J 3 0 LL7 41 m d O 000 X !��ro� (V LC) N wUMO N JaF.OZM Q (D�~Cj Q oocC) Z ZZy� O m w ? J J J J J J J O D U F- = ON Y° N 75F-16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 1, 2020 TITLE: PUBLIC HEARING — ADOPT A RESOLUTION DETERMINING PUBLIC INTEREST AND NECESSITY FOR THE ACQUISITION OF REAL PROPERTY LOCATED AT 215 EAST WARNER AVENUE (PROPERTY OWNER: JPACIFIC INTERNATIONAL) (PROJECT NO. 146802) (NON -GENERAL FUND) CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 sl Reading ❑ Ordinance on 2od Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/ Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Adopt a resolution authorizing the condemnation of the entire real property located at 215 East Warner Avenue (APN 403-142-15), owned by JPacific International, as Trustee of 215 Warner SA Land Trust dated July 7, 2014, declaring the public necessity and interest thereof. 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 the street from a four - lane roadway to a six -lane arterial to address safety issues and provide adequate vehicular capacity; and installing parkways, raised median landscaping, storm drains, protected bike lanes, sound walls, street lights, and traffic signals. The City is acquiring properties for the development of Phase 1 of the Warner Avenue Improvements project, bounded by Main Street and Oak Street. Construction is anticipated to begin in early 2021. To accommodate these improvements, acquisition of the parcel at 215 East Warner Avenue is required (Exhibit 1). The Public Works Agency has made a diligent effort to negotiate with owner's JPacific International, as Trustee of 215 Warner SA Land Trust dated July 7, 2014 and their representatives for the past 24 months. A good faith offer was made on August 21, 2020, in the amount of $615,000 (Exhibit 2). The Public Works Agency has made, and will continue to make every effort to reach a settlement with the property owner. However, to maintain the Warner Avenue Improvements project schedule and meet the funding requirement to commence construction in early 2021, staff is requesting adoption of a Resolution of Necessity (Exhibit 3) and initiation of condemnation proceedings while negotiations continue. 75G-1 Public Hearing, Appropriation Adjustment and Adoption of Resolution December 1, 2020 Page 2 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 $615,000 are budgeted and available in the Warner Avenue Improvements Project (No. 14-6802) for property acquisition expenditures in FY 2020-21 as follows: Accounting Accounting Unit — Fiscal Year Unit —Account Fund Description Account No. Amount No. Description PROPERTY ACQUISITION 03217663- Measure M- Measure M2 FY 2020-21 Competitive Street, $461,250 66100 Street Construction Land Select Street FY 2020-21 05917668- Construction Warner Ave -Tustin $153,750 66100 (City of Tustin CFD, Land Contribution Total $615,000 Fiscal Impact Verified By: Kathryn Downs, CPA, Executive Director— Finance and Management Services Agency Submitted By: Nabil Saba, P.E., Executive Director— Public Works Agency Exhibits: 1. Location Map 2. Offer Letter 3. Resolution of Necessity 75G-2 I I I I.. MATCHLINE SEE BOTTOM RKV-IT ORANGE AV 3 D E I � SANTA ANA PWA PUBLIC . S nEHCY CYPRESS AV W D z Q z Q Qi 111 Ial-I i i I I 3PECT i ERN 016-031-33 D16-031-50 i016-031-51 rl I I I D16-031-38 .WELLS FARGO i BANK i ...... _.._ .. MAIN ST -SUBJECT PROPERTY -NCCUIRED PROPERTIES TRLE: EXHIBIT 1 • b16-103-2 • 16-1 D3-2 KILSON DR � •�rti N iO i I U) i o� OAK ST i I ROUSSELLE ST -L. 016-090-22 iDELHI PARK I I016-09D-21 I�- 2 va IN� y o i o o oaw I Z fG Ion z z 016-090-25 I a N W I � o J I� o w I w iz z i0 L-_ 1016-035-15 s16-•03 —ia— :o� I MAPLE ST WARNER AVENUE IMPROVEMENTS (PROJECT NO.146802) 215 E. WARNER AV. D z 'Q Mz I.L Q 9i MATCHLINE SEE TOP LEFT EXHIBIT 2 MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villegas COUNCILMEMBERS Phil Bacerra Nelida Mendoza David Penaloza Vicente Sarmiento Jose Solorio August 21, 2020 CITY OF SANTA ANA Public Works Agency — Design Engineering 20 Civic Center Plaza, M-36 • P.O. Box 1988 Santa Ana, California 92702 www.santa-ana.ora JPacific International, Trustee of the 215 Warner SA Land Trust dated July 7, 2014 13043 Bach Way Cerritos, CA 90703 SUBJECT: OFFER TO ACQUIRE PROPERTY AT: 215 East Warner Avenue, Santa Ana, CA 92707 APN: 403-142-15 Dear Property Owner: CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez Via certified mail The City of Santa Ana ("City") is proceeding with its plans to construct the Warner Avenue Improvement Project - Phase 1 between Main Street to Oak Street. The City obtained a preliminary title report that lists JPacific International, as Trustee of 215 Warner SA Land Trust dated July 7, 2014, as the vested owner, Attachment 1. No final determination has been made as to the ownership of the Property. This offer is contingent upon presentation of conclusive evidence of title. If more than one person has an interest in the Property that the City is seeking to acquire, all parties with such interest must accept this offer. As you know, the City had your Property appraised to determine its fair market value. The appraisal was conducted in accordance with commonly accepted appraisal standards and included consideration of the highest and best use of the land. Based on the appraisal, the City offers a total compensation of $615,000.00. The basis for this offer is explained thoroughly is the attachments to this letter that are made a part of this offer by reference. This offer is conditional upon the City Council ratifying this offer by formal action taken at a regular public meeting authorizing the execution of a Purchase and Sale Agreement of adopting a Resolution of Necessity , or both. If you are not satisfied with the City's offer, you are encouraged to present us any material you believe to be relevant to the value of the Property, which material will be carefully considered by the City. If, in the City's opinion, the additional information warrants a change in the offer, the City's offer will be adjusted accordingly. If a voluntary agreement cannot be reached, the City may consider formal condemnation proceedings against the Property through its power of SANTA ANA CITY COUNCIL Miguel A. Pulido Juan Villegas Vicente Sarmiento David Penaloza Jose Selene Phil Becerra Nelida Mendoza Mayor Mayor Pro Tern, Ward 5 Ward 1 Ward 2 Ward 3 Ward 4 Ward 6 moulido6boanta-and om villeaasObsantaand am vsarmientonsanta-anaom iiiiiii-Sbyftan—taAnao aa solorioasantand am obaceiraasdnta-anom nmendozasanta one am Page 2, Offer Letter J Pacific 215 E Warner Avenue eminent domain or abandon its intention to acquire the Property, giving proper notice to you in either event. The City has made no decision to exercise its power of eminent domain to acquire the Property and can only do so after it holds a hearing, at which all affected Property owners have had an opportunity to appear and be heard. The Purchase Price is the full amount established by the appraisal as the fair market value of the property and the just compensation for such acquisition. A written statement and a summary of the basis for the amount established as the Purchase Price is set forth in the attached Statement of Just Compensation, identified as Attachment 3. The California Relocation Assistance and Real Property Acquisition Guidelines provide that each Owner from whom the City purchases real property or an interest therein, or each tenant owning improvements on said Property, be provided with information relating to the acquisition procedures pursuant to the Government Code, Paragraph 7267.2(a) This information is provided in Attachment 4. Please be advised that under Code of Civil Procedure Section 1263.025, the City of Santa Ana will reimburse an owner of property, up to the amount of $5,000 for the owner to secure an independent appraisal of property subject to a potential acquisition. Although you have the right of obtain your own appraisal and are entitled to receive up to $5,000 for your appraisal as described above, please note that the City of Santa Ana is not obligated to accept your appraiser's value of the Property Interest. The City of Santa Ana, however, will review your appraisal and if appropriate, confer with the City's independent appraiser regarding the merits of your appraisal. Please let us know prior to September 24, 2020 if the City' offer is acceptable. A written agreement concerning the acquisition of the Property will be provided to you for your review and approval. If for any reason you should see fit not to accept the City's offer, please be advised that this letter, the offer made herein, the enclosed summary statements and all matters stated herein are made under the provisions of California Evidence Code §1152 and 1154 and shall not be admissible in evidence in any eminent domain proceeding which may subsequently be instituted for acquisition of the Property, or in any other action. If you need additional information, please call the City's acquisition consultant, Mona Montano, from Overland, Pacific & Cutler, LLC at (562) 304-2000. Sincerely, Jason Gabriel, PE Principal Civil Engineer 75G-5 jmf11/17/20 EXHIBIT 3 RESOLUTION NO. 2020-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA FINDING AND DETERMINING THAT THE PUBLIC INTEREST, CONVENIENCE, AND NECESSITY REQUIRE THE ACQUISITION OF CERTAIN REAL PROPERTY LOCATED WITHIN THE CITY OF SANTA ANA AT 215 EAST WARNER AVENUE (APN 403-142-15) FOR THE WARNER AVENUE IMPROVEMENTS PROJECT BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. On December 1, 2020, the City Council of the City of Santa Ana, after written notice duly provided to all those claiming ownership in the property described hereafter, as they appeared on the last equalized County assessment roll, held a hearing pursuant to California Code of Civil Procedure section 1245.235 for the purpose of allowing the owners thereof a reasonable opportunity to be heard on the following matters: A. Whether the public interest and necessity requires the project described above ("Project'); B. Whether the Project is planned or located in a manner which is most compatible with the greatest public good and the least private injury; C. Whether the property proposed to be acquired is necessary for the Project; D. Whether the offer required by California Government Code section 7267.2 has been made; E. Whether the City has complied with all conditions and statutory requirements necessary to exercise the power of eminent domain to acquire the property described herein, as well as any other matter regarding the right to take said property by eminent domain; and F. Whether the City has statutory authority to acquire the property by eminent domain. Section 2. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, and in accordance with the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines, determined that the proposed project has been adequately evaluated in the previously prepared Final Environmental Impact Report (SCH No. 2012101004). 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. Resolution No. 2020-XXX Page 1 of 4 75G-6 Section 3. Pursuant to Title XIV, California Code of Regulations, section 753.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the Project will have the potential for any significant adverse effect on fish and wildlife. The Project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. Therefore, the payment of Fish and Game Department filing fees is not required in conjunction with this Project. Section 4. The City of Santa Ana hereby finds and determines each of the following: A. The public interest and necessity require the proposed Project. B. The proposed Project is planned or located in the manner that will be most compatible with the greatest public good and least private injury. C. The Property located at 215 East Warner Avenue (APN 403-142-15), as described in Exhibit A, is necessary for the Project. D. The offer required by Section 7267.2 of the California Government Code was made. Section 5. The City hereby finds, determines and declares that the public interest, convenience, and necessity require the acquisition by the City of the property described in Section 4 above, including any and all leaseholds and related improvements, for the purposes of Phase 1 of the City's Warner Avenue Improvements Project. The location of the Project is between Main Street and Oak Street for the widening of Warner Avenue. Included in the Project will be street pave -out, and the installation of concrete curbs, gutters, and sidewalks in a manner which will be most compatible to the greatest public good and the least private injury. Section 6. The taking of the interest in the property described in Section 4 above is necessary for the public right of way and is authorized by Section 19 of Article I of the California Constitution; Section 200 of the Santa Ana Charter; Santa Ana Municipal Code section 41-781; California Code of Civil Procedure sections 1240.010, 1240.110; California Government Code sections 37350.5 and 40404; California Streets and Highways Code sections 5101, 5101.5, 5102; and other applicable law. Section 7. The City hereby declares that it is the intention of the City of Santa Ana to acquire in its name, in accordance with the provisions of the laws of the State of California with reference to condemnation procedures, all interests in and to the property described in Section 4 above. Section 8. If any of the property described in Section 4 above has been appropriated for some public use, the public use to which it is to be applied and taken under this proceeding is a more necessary and paramount public use. Resolution No. 2020-XXX Page 2 of 4 75G-7 jmf 11/17/20 Section 9. The property described in Section 4 above is located within the City of Santa Ana, County of Orange, State of California, and is more particularly described in Section 4 hereof. Section 10. The City of Santa Ana is authorized to acquire by eminent domain as provided in the California Code of Civil Procedure. Section 11. The City Attorney is hereby authorized and directed to prepare, institute and prosecute in the name of the City such proceedings, in the proper court having jurisdiction thereof, as may be necessary for the acquisition of the interests in the property described in Section 4 above. The City Attorney is also authorized and directed to obtain a necessary order of immediate possession and occupancy of such property, at the discretion of the City Attorney. Section 12. 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 day of 12020. APPROVED AS TO FORM: Sonia A. Carvalho, City Attorney Jdfin M. Funk Sr. Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: Miguel A. Pulido Mayor Resolution No. 2020-XXX Page 3 of 4 75G-8 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby the attached Resolution No. 2020-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Resolution No. 2020-XXX Page 4 of 4 Clerk of the Council City of Santa Ana 75G-9 EXHIBIT A 75G-10 LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN COUNTY OF ORANGE, STATE OF CALIFORNIA, AND IS DESCRIBED AS FOLLOWS:: LOT 24, IN BLOCK D OF TRACT NO. 638, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 19, PAGE 17 OF MISCELLANEOUS MAPS, RECORDS OF ORANGE COUNTY, CALIFORNIA. EXCEPT THEREFROM ALL OIL, GAS, MINERALS AND OTHER HYDROCARBON SUBSTANCES, LYING BELOW A DEPTH OF 500 FEET. Assessor's Parcel Number: 403-142-15 75G-11 J g aMANtmsr nl _ is g ! JEC Jr,:,,I L FAuc YUJ-IYY FUN JUOJUKtA4t ftt FAIL& A33G40ABN1 POR. S 1/2, S 1/2, SW 114, SEC. 19, T 5 S, R 9 M 15 L I �— O foiD60t w 0 8 p E iH IH p p iv O lAKKD p O0 09 21 es ro 9p E I I ® 9 IF i 0 ®Prss, r I 9x I N a sr 0 $ O AN ® 4 Qfv O9H p 1N 5 ®p © rA& OFn O 19 SN O 99 IB Ig HID IT 8 of/I K'1P U 2/a//.��0IP(«' .i II, lAlr C � I3 O yfl lµ, fl J a a 403-14 1L PLACE 6 I 8 � m I W n sZu' t N W J 0 lb a ii a� ir z! ID 'A — WARAEF L 9cPH 99 F k AVENUE 0 Is-03 MARCH 1976 TRACT NO. 638 M.N. 19-17 NOTE - ASSESSOR'S BLOCK 8 ASSESSOR'S MAP PARCEL NUMBERS BOOK 403 PAGE 14 SRN9N IN l: IRF.I FS CRUNtr NF ORANGE Exo h�sto ahpe elati boeingliurrishitle a san aid i Sloocatingi he heein by scribed 1-a d in ifeaoyl Ibe Comoining streets, natural boundaries and other land, and is not a survey of the land depicted ep po y o expressly modifieden shown they p does not insure dimensions, distances, location of easements, acreage or other matters 75G-12