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FULL PACKET_2016-04-19
MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA APRIL 5, 2016 CLOSED SESSION MEETING CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA 5:10 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor VICENTE SARMIENTO, Mayor Pro Tern ANGELICA AMEZCUA P. DAVID BENAVIDES MICHELE MARTINEZ (5:11 p.m.) ROMAN A. REYNA SAL TINAJERO (5:16 p.m.) COUNCILMEMBERS Absent: NONE STAFF Present: DAVID CAVAZOS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council PUBLIC COMMENTS — None COUNCIL RECESSED to Room 147 for Closed Session discussion at 5:10 p.m. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: 1. CONFERENCE WITH LEGAL COUNSEL -- ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) or (3) of subdivision (d) of Section 54956.9 of the Government Code: One Case CITY COUNCIL MINUTES 1 MARCH 15, 2016 1 0A -1 Z CONFERENCE WITH LEGAL COUNSEL — PENDING LITIGATION pursuant to Section 54956.9(d) of the Government Code: Property: 1429 N. Bristol Street, Santa Ana, CA APN 405 - 252 -19 Owners: Fumio Demura Trustee of the Demura Family Trust dated October 26, 2007 3. THREAT TO PUBLIC SERVICES OR FACILITIES – Pursuant to Government Code section 54957. Consultation with: Santa Ana Police Department, Police Chief Rojas 4. PUBLIC EMPLOYEE EVALUATION pursuant to Section 54957(b)(1) of the Government Code: Title: City Attorney CLOSED SESSION REPORT - See Item 19A for any reportable actions. ADJOURNED THE CLOSED SESSION MEETING AT 5:45 P.M. AND CONVENED TO THE REGULAR OPEN MEETING. CITY COUNCIL MINUTES 2 APRIL 5, 2016 1 0A -2 CALLED TO ORDER REGULAR OPEN MEETING COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 5:45 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor VICENTE SARMIENTO, Mayor Pro Tern ANGELICA AMEZCUA P. DAVID BENAVIDES MICHELE MARTINEZ ROMAN A. REYNA SAL TINAJERO PLEDGE OF ALLEGIANCE INVOCATION PRESENTATIONS COUNCILMEMBERS Absent: None STAFF Present: DAVID CAVAZOS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council MAYOR PULIDO DOUG HARDIN, POLICE CHAPLAIN PROCLAMATION presented by MAYOR PULIDO to Dr. Erlinda Martinez, President of Santa Ana College for her valuable service to the community. CERTIFICATES OF RECOGNITION presented by MAYOR PRO TEM SARMIENTO to 13 Santa Ana residents who have served on the Orange County Grand Jury: Ann Avery Andres; Helen Alberts; Dr. David Chapel; Stuart Fuller, III; John Gallie; Ian Guajarado; Chuck Holt; Allen Layne; Nindy Mahal; Ava Matthews; Peter Murtough; Vivian Owen; San Vu. CITY COUNCIL MINUTES 3 APRIL 5, 2016 1 0A -3 CERTIFICATES OF RECOGNITION presented by MAYOR PRO TEM SARMIENTO to the Santa Ana Soccer Club for their time and dedication in serving the youth of Santa Ana through soccer and making difference for over 32 years in the community. Coaches: Abel Garcia; Peter Garcia; Flavio Salas; Femenil Coaches: Daisy Garcia; Evangelina Garcia; Orbelin Camargo; Team Managers: Marisol Garcia; Yanin Garcia; Aurora Salas Players: Under age 16: Misael Salas; Fermin Simbras; Under age 12: Bryan Ceja; Antony Delgado; Jasmin Gomez; Under age 8: Basny Julian; Abel Magana; Under age 6: Nathan Galisteo; Rafael Garcia; Joshua Orosco; Under age 4: Alan Baldin; Yarely Yanin Garcia; Femenil: Evelia Ortiz; Rosy Torres; CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER REYNA to Lou Correa for courageously saving the lives of seven individuals from a house fire. PROCLAMATION presented by COUNCILMEMBER MARTINEZ designating April as DMV Donate Life California month. OATH OF OFFICE Administered by Clerk of the Council Huizar to Gary L. Good, Environmental and Transportation Advisory Committee (ETAC) member PUBLIC COMMENTS • Ilya Tseglia, opposed to destruction of public records. • Robert Tseglia, also expressed concern with destruction of records. AGENDA ITEM CONSIDERED OUT OF ORDER PUBLIC HEARING 75A. RESOLUTION FOR THE FORMATION OF THE WARNER INDUSTRIAL COMMUNITY ASSESSMENT DISTRICT (NON- GENERAL FUND) {STRATEGIC PLAN NO. 6, 1 G) - Public Works Agency The Notice of Public Hearing and ballots mailed out to property owners on February 19, 2016. CITY COUNCIL MINUTES 4 APRIL 5, 2016 1 0A -4 Bond Counsel provided a summary of the proceedings that will take place both during and after the close of this public hearing. Mayor Pulido opened the hearing. The following spoke in suport of the Assessment District: Randy Berg and Clarence Turner. Mayor Pulido RECESSED the hearing to allow the Clerk of the Council to tabulate the assessment ballots. CONSENT CALENDAR ITEMS MOTION; Approve staff recommendations on Consent Calendar Items 10A through 29A, with the following modifications: • Councilmember Martinez pulled Agenda Items 13B, 19G and 251 for separate discussion. MOTION: Tinajero SECOND: Amezcua VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) ADMINISTRATIVE MATTERS MINUTES 10A. MINUTES FROM THE REGULAR MEETING OF MARCH 15, 2016 {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Approve minutes. CITY COUNCIL MINUTES 5 APRIL 5, 2016 1 0A -5 ORDINANCES /SECOND READING In the event a Councilmember recorded an "abstention" before consideration of the following ordinance(s) on first reading, such abstention will also be reflected in the minutes for second reading. 11A. SECOND READING ORDINANCE - AMENDMENT TO DEVELOPMENT AGREEMENT NO. 1999 -01 FOR THE MATER DE] HIGH SCHOOL PARKING STRUCTURE AND SCHOOL EXPANSION PROJECT AT 1202 WEST EDINGER AVENUE {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office Placed on first reading at the March 15, 2016 City Council meeting and approved by a vote of 7 -0. Published in the Orange County Reporter on March 25, 2016. MOTION: Place ordinance on second reading and adopt. ORDINANCE NO. NS -2895 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING A SECOND AMENDED AND RESTATED DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND DIOCESE OF ORANGE EDUCATION AND WELFARE CORPORATION, A CALIFORNIA NON - PROFIT CORPORATION, FOR THE MATER DEI HIGH SCHOOL PARKING STRUCTURE AND SCHOOL EXPANSION PROJECT LOCATED AT 1202 WEST EDINGER AVENUE BOARDS / COMMISSIONS / COMMITTEES 13A. COUNCIL COMMITTEES — AGENDA AND MINUTES {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Receive and file. NAME MEETING DATE Finance, Economic Development & Technology Committee (Cancelled) 3/14/2016 Finance, Economic Development & Technology Committee (Cancelled) 3/21/2016 Legislative Committee 3/22/2016 Public Safety and Neighborhood Improvement Committee (Cancelled) 3/22/2016 13B. NOMINATED BY COUNCILMEMBER REYNA AS ` THE '`WARD 5 REPRESENTATIVE TO ENVIRONMENTAL AND TRANSPORTATION ADVISORY COMMITTEE (ETAC) FOR A PARTIAL -TERM EXPIRING DECEMBER 6, 2016 {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Appoint Isis D. Calvario to the Environmental and Transportation Advisory Committee (Ward 1 Resident; replacing R. Godinez). CITY COUNCIL MINUTES 6 APRIL 5, 2016 1 0A -6 MOTION: Martinez VOTE: AYES: NOES: ABSTAIN: ABSENT: MISCELLANEOUS ADMINISTRATION SECOND: Tinajero Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento, Tinajero (7) None (0) None (0) None (0) 19A. CONFIRMATION OF CLOSED SESSION ACTION(S) – City Attorney's Office MOTION: Approve as follow: 1. CONFERENCE WITH LEGAL COUNSEL -- ANTICIPATED LITIGATION Significant exposure to litigation pursuant to paragraph (2) or (3) of subdivision (d) of Section 54956.9 of the Government Code: One Case Approval to file action against Caribou Industries regarding an encroachment matter approved by 5 -0 vote (Pulido abstained and Martinez absent) 2. CONFERENCE WITH LEGAL COUNSEL — PENDING LITIGATION pursuant to Section 54956.9(d) of the Government Code: Property: 1429 N. Bristol Street, Santa Ana, CA APN 405 - 252 -19 Owners: Fumio Demura Trustee of the Demura Family Trust dated October 26, 2007 Global Settlement in the amount of $900,000 approved by 7 -0 vote. 19B. EXCUSED ABSENCES – NONE 19C. PUBLIC WORKS AGENCY STATUS OF PROJECTS - MONTHLY CAPITAL IMPROVEMENT PROGRAM EXECUTIVE REPORT FOR MARCH 2016 {STRATEGIC PLAN NO. 5, 1) - Public Works Agency MOTION: Receive and file. 19D. UPDATE ON FINANCE, ECONOMIC DEVELOPMENT AND TECHNOLOGY COUNCIL COMMITTEE RELATED ITEMS {STRATEGIC PLAN NO. 3; 4; 6) - City Manager's Office, Finance and Management Services; Information CITY COUNCIL MINUTES 7 APRIL 5, 2016 1 0A -7 Technology Department; Community Development Agency and Public Works Agency MOTION: Receive and file. 19E. DESTRUCTION OF OBSOLETE CITY RECORDS {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office and Public Works Agency MOTION: Approve the requests for the destruction of obsolete records from various City departments in accordance with the retention schedule outlined in City Council Resolution 2013 -014. The Citywide Records Retention Schedule has specific retention periods for many City documents. The Schedule is modeled after the California Secretary of State's sample for local government and incorporates other statutory periods applicable to Santa Ana. These are minimum retention periods. Each department makes discretionary decisions on whether to retain records past the minimum requirements. 19F. REQUEST FOR PROPOSALS FOR SALVAGE AND DEMOLITION AT 710, 714 AND 720 EAST SIXTH STREET {STRATEGIC PLAN NO. 5, 4A) - Community Development Agency MOTION: Receive and file. 19G. ORANGE COUNTY ANIMAL SHELTER SERVICES UPDATE (STRATEGIC PLAN NO. 1, 5) — City Manager's Office Councilmember Martinez, noted that County will be building new facility in Tustin; concerned with condition of current facility; staff to track operations; hold County accountable. City Manager Cavazos, indicated that City Manager committee will be established with new facility. MOTION: Receive and file. MOTION: Martinez SECOND: Reyna VOTE: AYES: NOES: ABSTAIN ABSENT: Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento, Tinajero (7) None (0) None (0) None (0) CITY COUNCIL MINUTES 8 APRIL 5, 2016 1 0A -8 SPECIFICATIONS — PURCHASE OF EQUIPMENT AND SERVICES 22A. SPEC. NO. 16 -045 - REPROGRAPHIC SERVICES (STRATEGIC PLAN NO. 5, 2) (Public Works Agency) - Finance and Management Services MOTION: Amend the contract with ARC Document Solutions, LLC, to increase the aggregate limit by $18,500 for an amount not to exceed $43,500 for fiscal year 2015 -2016, subject to non - substantive changes approved by the City Manager and City Attorney. 22B. SPEC. NO. 16 -003 - PURCHASE THREE SKID - VACUUM EXCAVATORS {STRATEGIC PLAN NO. 6, 1C} (Public Works Agency) - Finance and Management Services MOTION: Authorize a one -time purchase and payment of purchase order to Pacific Tek in an amount not to exceed $59,460, subject to non - substantive changes approved by the City Manager and City Attorney. 22C. SPEC. NO. 14 -093 - IMPLEMENTATION OF ADDITIONAL SECURITY MEASURES AND AUTHORIZATION OF REPAIR SERVICES (STRATEGIC PLAN NO. 6, 1 C & G) - Finance and Management Services MOTION: Amend the contract with Professional Access CCTV & Electrical in the amount additional amount of $21,182 for a total agreement amount not to exceed $94,882, subject to non - substantive changes approved by the City Manager and City Attorney. 22D. SPEC. NO. 16 -043 - CHEMICAL, BIOLOGICAL, RADIOLOGICAL, AND NUCLEAR PROTECTIVE SUITS - (STRATEGIC PLAN NO. 1, 5) (Police Department) - Finance and Management Services MOTION: Authorize a one -time purchase and payment of purchase order to Mallory Safety & Supply for the purchase of NFPA Level III certified Chemical, Biological, Radiological, and Nuclear protective suits in an amount not to exceed $170,000, subject to non - substantive changes approved by the City Manager and City Attorney. PROJECTS /CHANGE ORDERS 23A. AWARD CONTRACT TO CALIFORNIA PROFESSIONAL ENGINEERING INC., FOR TRAFFIC SIGNAL EQUIPMENT REPLACEMENT PHASE II - BIKE TRAIL TRAFFIC SIGNAL UPGRADES (PROJECT: 10 -6719) (STRATEGIC PLAN NO. 6, 1 G} - Public Works Agency CITY COUNCIL MINUTES 9 APRIL 5, 2016 1 0A -9 MOTION: 1. Authorize the City Manager and Clerk of the Council to award and execute a construction contract to California Professional Engineering, Inc., in the amount of $47,800, for the term beginning upon execution of the contract and ending upon project completion, for Traffic Signal Equipment Replacement Phase II - Bike Trail Traffic Signal Upgrades, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Approve the Project Cost Analysis for a total estimated project delivery cost of $64,530, which includes the contract base amount, administration, inspection, testing, and a $9,560 contingency. AGREEMENTS 25A. INCLUSIONARY HOUSING AGREEMENT FOR THE HERITAGE APARTMENTS LOCATED AT 2001 E. DYER ROAD {STRATEGIC PLAN NO. 5, 3131 - Community Development Agency MOTION: Continue consideration of matter, at the request of staff. 25B. THE CINCO DE MAYO EVENT {STRATEGIC PLAN NO. 5, 5C} - Parks, Recreation and Community Services Agency MOTION: 1. AGMT NO. 2016 -048- Authorize the City Manager and Clerk of the Council to execute an agreement with A -1 Party Rental for rental of event equipment for the Cinco de Mayo event in the amount of $62,890, which includes a 15% contingency, for a term from April 5, 2016 through May 31, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. 2. AGMT NO. 2016 -049 - Authorize the City Manager and Clerk of the Council to execute an agreement with Stage Plus Event Staging Services for rental of a stage, stage equipment and stage manager services for the Cinco de Mayo event in the amount of $25,832, which includes a 10% contingency, for a term from April 5, 2016 through May 31, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. 3. AGMT NO. 2016 -050 - Authorize the City Manager and Clerk of the Council to execute an agreement with Insure Protective Security for security services for the Cinco de Mayo event in the amount of $23,935.81, which includes a 15% contingency, for a term from April CITY COUNCIL MINUTES 10 APRIL 5, 2016 1 0A -10 5, 2016 through May 31, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. 4. AGMT NO. 2016 -051 - Authorize the City Manager and Clerk of the Council to execute an agreement with Christiansen Amusement, Inc. for carnival service rights for the Cinco de Mayo Event in the amount of $32,500, for a term from April 5, 2016 through May 31, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. 25C. AGMT NO. 2016 -052 - FEDERAL GRANT FINANCIAL MONITORING SERVICES AND TECHNICAL ASSISTANCE {STRATEGIC PLAN NO. 4, 1) - Community Development Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with MDG Associates, Inc. during the period of April 5, 2016 through June 30, 2016, in the amount not to exceed $25,000, subject to non - substantive changes approved by the City Manager and City Attorney. 25D. AGMT NO. 2016 -053 - DIGITAL RECORDS MANAGEMENT CONSULTING SERVICES {STRATEGIC PLAN NO. 7, 3A} - Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with ThirdWave Corporation, for a term beginning April 5, 2016 through June 30, 2017, to provide digital records management consulting services, in an amount not to exceed $74,370, subject to non - substantive changes approved by the City Manager and City Attorney. 25E. AGMT NO. 2016 -054 - AMENDMENT - VIDEO SECURITY SYSTEM ENHANCEMENTS {STRATEGIC PLAN NOS. 1, 1J} - Police Department Consideration of matter continued from the February 16, 2016 City Council meeting by a vote of 5 -0 (Martinez and Tinajero absent) at the request of staff. MOTION: Authorize the City Manager and Clerk of the Council to execute the amendment to the agreement with Siemens, Inc., to add additional cameras and amend the base amount to $1,487,314 plus a five percent contingency in the amount of $74,365 for a total agreement amount of $1,561,679, for the City's Video Security System Enhancements in the Historic Downtown District and Santa Ana Jail Facility, subject to non - substantive changes approved by the City Manager and City Attorney. CITY COUNCIL MINUTES 11 APRIL 5, 2016 1 0A -11 25F. AGMT NO. 2016 -055 - COOPERATIVE AGREEMENT (C -5 -3589) FOR IMPLEMENTATION OF WESTMINSTER AVENUE / SEVENTEENTH STREET CORRIDOR TRAFFIC SIGNAL SYNCHRONIZATION PROJECT (PROJECT NO. 16 -6869) {STRATEGIC PLAN NO. 6, 113} - Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to execute a cooperative agreement with the Orange County Transportation Authority for the term beginning upon execution of the agreement by the Orange County Transportation Authority Board and ending four years after that date, obligating the City to fund $241,896 in cash and $38,456 with in -kind staff support, subject to non - substantive changes approved by the City Manager and City Attorney. 25G. AGMT NO. 2016 -056 - SUPPORT A CHOIR PROGRAM {STRATEGIC PLAN NO. 5, 41 - Councilmember Reyna MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Santa Ana Music Boosters Foundation for a one -time donation in the amount of $800, subject to non - substantive changes approved by the City Manager and the City Attorney. 25H. AGMT NO. 2016 -057 - ANNUAL MAINTENANCE AND ON -CALL SERVICES FOR THE CITY'S TRAFFIC SIGNAL SYSTEM (PROJECT NO. 16 -6720) (STRATEGIC PLAN NO. 6,1 F) - Public Works Agency MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Schneider Electric Mobility NA, Inc., for the three -year term beginning April 6, 2016 through March 31, 2019, with provision for two one -year term extensions exercisable by the City Manager and the City Attorney, in an amount not to exceed $70,000 annually, subject to non - substantive changes approved by the City Manager and City Attorney. 251. AGMT NO. 2016 -058 - DEVELOP GEOGRAPHICAL INFORMATION SYSTEMS, ASSET MANAGEMENT NEEDS ASSESSMENTS AND IMPLEMENTATION PLANS {STRATEGIC PLAN NO. 6, 11 - Public Works Agency Councilmember Martinez, noted that City does not have Asset Manager, why are we hiring consultant in lieu of employee; public good to be included in analysis; transparent process and engage community. Opined that Plan CITY COUNCIL MINUTES 12 APRIL 5, 2016 1 0A -12 connected with other areas including real estate holdings and infrastructure assets. Public Works Agency Executive Director Mousavipour, noted that all assets would be evaluated and plan developed. MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Psomas for a one -year term beginning April 5, 2016 through April 4, 2017 in the amount of $201,937, plus a 10% contingency of a total not to exceed $222,131, subject to non - substantive changes approved by the City Manager and City Attorney. MOTION: Martinez VOTE: AYES: NOES: ABSTAIN: ABSENT: MISCELLANEOUS - BUDGET SECOND: Amezcua Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento, Tinajero (7) None (0) None (0) None (0) 29A. REIMBURSEMENT PAYMENT TO ORANGE COUNTY TRANSPORTATION AUTHORITY (OCTA) FOR SENIOR MOBILITY PROGRAM {STRATEGIC PLAN NO. 5, 4C} - Parks, Recreation & Community Services Agency MOTION: Authorize the City Manager to issue a reimbursement payment to the Orange County Transportation Authority for expenditures associated with the Senior Mobility Program from fiscal year 2011 -2012 through 2015 -2016, in the amount of $71,267.05, subject to non - substantive changes approved by the City Manager and City Attorney. * *END OF CONSENT CALENDAR ** CITY COUNCIL MINUTES 13 APRIL 5, 2016 1 0A -13 BUSINESS CALENDAR ITEMS ORDINANCES /FIRST READING 50A. UPDATE ON THE MEDICAL MARIJUANA REGULATORY PROGRAM AND AMENDMENTS TO ORDINANCE NO. NS -2864 (MEASURE BB) {STRATEGIC PLAN NO. 1; 4; 5} — Police Department, City Attorney's Office, and Planning and Buidling Agency The followoing spoke on the matter: Jason Lilly, indicated that he was one of the 20 selected companies from the lottery and one of four that have not applied for the regulatory fee; concerned with application requirement because it was not mentioned that association approval required; property owner has notified him that they will not be granted approval thus not able to apply; asked City Council to consider removing requirement. Council discussion ensued City Attorney Carvalho, noted that Measure BB Ordinance authorizes staff to establish and develop regulatory application and policies — policy established took into acount possiblity that property owner may have prohibitions. Mayor Pulido, agreed that administrative rules not established when lottery took place. Counilmember Martinez, recounted that she was in opposition to the ballot and concerned with enforcement; thanked staff for bringing forward and making amendments and process more fluid; important to have equitable policies; noted that staff will continue to outreach to permitted companies. City Manager Cavazos, indicated that matter before you addresses security guards — City will follow State regulations; issue with application time and extending deadline for new applicants; staff will be meeting with all business owner and return to City Council as follow up. Councilmember Martinez, no federal policies on medical marijuana; asked if permit will be extended to six month after applying for permit, can it be applied prospectively? City Attorney Carvalho, indicated that it will only apply to new applicants; need to have lottery winners apply and move forward in the process. Councilmember Amezcua, asked what other options available to lottery winners that has not applied for regulatory permit. City Attorney Carvalho, indicated that legal remedies available CITY COUNCIL MINUTES 14 APRIL 5, 2016 1 OA -14 Councilmember Benavides, pointed out that he was not in support of measure to legalize dispensaries; staff has been intentional of regulating and pleased with management and process to date; asked that staff engage with operators and consider some of their requests as submitted and brought up at the Public Safety Council Committee. Mayor Pro Tem Sarmiento, said that City Council enforcing voter's will which was passed by 65% margin; thanked staff for reducing number of illegal operators; pointed out that State has referendum on the ballot that will be considered this election; Municipal Code provides for revisions to the process; concerned that currently no deadlines set to complete the application process — can't keep spot indefinitely because we can't enforce the illegal operators without revenues generated from legal businesses; staff to consider extending additional 6 months to allow them to exercise their rights and apply for regulatory application; after that period may have to cleanse the list and wait list at some point; requested Work Study Session on signage, hours of operation, inventory, quality control, potential cultivation, and other ancillary businesses. City Attorney Carvalho, said that extension of time was considered by staff and is more equitale since initiatly time frame not identified. City Manager Cavazos, indicated that with concurrence of City Attorney additional 120 days is more favorable. Councilmember Benavides, asked that in the future we identify a nexus between illegal operators and those applying for permit that should be deemed disqualified. City Attorney Carvalho, held that the issue had been considered in the past and may be incorporated in the future. Councilmember Martinez, asked if additional changes to the ordinance may be made when second reading of ordinance returns. Was informed that any changes to the ordinance would require re- introduction; concerned that full participation did not occur on proposed amendments. Mayor Pro Tern Sarmiento, indicated that Public Safety Council Committee has discussed and staff has met with business representatives; additional changes may be considered after work study session. Councilmember Martinez, happy to host Town Hall meeting along with Mayor Pro Tern and Chair of Public Safety Council Committee to discuss requests received. FRIENDLY AMENDMENT: CITY COUNCIL MINUTES 15 APRIL 5, 2016 1 0A -15 1. Receive and file an update on the Medical Marijuana Regulatory Program. 2. Place revised ordinance on first reading and authorize publication of title. ORDINANCE NO. NS -2896 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 18 OF THE SANTA ANA MUNICIPAL CODE REGARDING UNARMED GUARDS; ESTABLISHING REGULATORY SAFETY PERMIT APPLICATION DEADLINES; AND PROHIBITING ISSUANCE OF REGULATORY SAFETY PERMIT APPLICATIONS TO NARCOTIC REGISTRANTS MOTION: Sarmiento SECOND: Benavides VOTE: AYES: Amezcua, Benavides, Martinez, Reyna, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Pulido, Tinajero (2) *Mayor Pulido not present when vote considered, but was present for a portion of the discussion. OATH OF OFFICE Administrated by Clerk of the Council Huizar to Isis Calvario, Environmental and Transportation Advisory Committee (ETAC) member AGENDA ITEM CONSIDERED OUT OF ORDER PUBLIC HEARING 75A. RECONVENED PUBLIC HEARING - RESOLUTION FOR THE FORMATION OF THE WARNER INDUSTRIAL COMMUNITY ASSESSMENT DISTRICT (NON- GENERAL FUND) {STRATEGIC PLAN NO. 6, 1G) - Public Works Agency Mayor Pulido reconvened the Public Hearing after tabulation of assessment ballots. Noted high passage rate and may be model for other areas to be improved. CITY COUNCIL MINUTES 16 APRIL 5, 2016 1 0A -16 Clerk of the Council Huizar reported the following: 205 Assessment Ballots were mailed to the owners of property within the boundaries of the Assessment District. 138 of those ballots were properly filled out and received prior to the close of the public hearing. Report on the tabulation of the Assessment Ballots: 95 Ballots representing $1,526,854.94 of the Assessments were submitted in support of the levy of the proposed Assessments. 43 Ballots representing $645,248.96 of the Assessments were submitted in opposition to the levy of the proposed Assessments. The Assessment Ballots in support of the levy of the Assessments outweigh the Assessment Ballots in opposition to the levy of the Assessments, therefore, there is no majority protest. MOTION: 1. Adopt a resolution approving the Report of the Assessment Engineer for Assessment District No. 2015 -01 Warner Industrial Community, declaring the results of a ballot tabulation, confirming the formation of an Assessment District, and directing staff to proceed with coordinating the improvements. RESOLUTION NO. 2016 -021 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA, APPROVING THE REPORT OF THE ASSESSMENT ENGINEER FOR ASSESSMENT DISTRICT NO. 2015 -01 (WARNER INDUSTRIAL COMMUNITY), DECLARING THE RESULTS OF THE ASSESSMENT BALLOT TABULATION, CONFIRMING THE FORMATION OF THE ASSESSMENT DISTRICT MOTION: Benavides SECOND: Martinez VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Sarmiento, Tinajero (6) NOES: None (0) ABSTAIN: None (0) ABSENT: Reyna (1) CITY COUNCIL MINUTES 17 APRIL 5, 2016 1 0A -17 RESOLUTION 55A. RESOLUTION TO ESTABLISH A CITY COUNCIL POLICY ON THE DISPLAY OF FLAGS AT CITY FACILITIES; RESOLUTION AUTHORIZING THE ANNUAL DISPLAY OF THE PRIDE FLAG AT CITY HALL (STRATEGIC PLAN NO. 5, 6F) - City Manager's Office Councilmember Amezcua, grateful to be part of City Council that considers approval of this item. Mayor Pulido, asked that other holidays be included. City Manager Cavazos, noted that proposed policy addresses requests. Assistant to the City Manager Lawrence, indicated that current 85 (Council Agenda Item) was method to add requests. Councilmember Tinajero, noted that civil rights movements should be focus; proposed policy can be amended in the future. Councilmember Martinez, asked for equity and outreach to all interest groups; what are impacts and outcomes. Councilmember Benavides, appreciate all comments; proud that City recognizes and supports Rainbow Flag; important to have equity. City Manager Cavazos, indicated that proposed resolution would be formalizing former approval of Rainbow Flag. Councilmember Tinajero, motioned to consider item as proposed, seconded by Councilmember Amezcua. Mayor Pro Tern Sarmiento, indicated that Harvey Milk issue has already been addressed and what is being considered is how to address future requests; staff's proposed policy is to have each flag considered separately; council committee review and recommendation may be other method of approval. Councilmember Benavides, commented that options could be supported, but concerned about inequality and for those reasons would not support motion. Mayor Pulido, proposed substitute motion to maintain the current policy already voted - the Pride Month and direct Council Committee (Legislative) draft equitable policy for other recognitions including Martin Luther King (Black History Month), Cesar Chavez, etc.; opined that Council Agenda Items (85's) is not a policy. CITY COUNCIL MINUTES 18 APRIL 5, 2016 1 0A -18 REPORTS 65A. Councilmembers Benavides, Tinajero and Martinez suggested that time limits be considered by the committee, among other details and return to the City Council for consideration. SUBSTITUTE MOTION: Maintain current policy on flying Rainbow Flag on Pride Month and direct Legislative Council Committee to develop equitable and broad policy for City Council consideration. MOTION: Pulido SECOND: Sarmiento VOTE: AYES: Amezcua, Martinez, Pulido, Reyna, Sarmiento, Tinajero (6) NOES: Benavides (1) ABSTAIN: None (0) ABSENT: None (0) OPTIONS FOR THE SALE AND USE OF SAFE AND SANE FIREWORKS {STRATEGIC PLAN GOAL NO. 1, 2D) — Police Department The following speakers addressed the City Council on the matter: Cesar Plascencia, represents three non - profits with fireworks stands; urged support for sale of legal fireworks; primary fundraising efforts for many organizations. Peter Mangosing, urged City Council to preserve fireworks sales. Cherie Kerr, spoke in opposition to fireworks. Tim Rush, strongly opposed to fireworks; spoke of financial impact to Police Department to enforce. Doug Gillen, noted that 75 non - profits currently benefit from the sale of legal fireworks. John Kelly, president of TNT Fireworks, concerned with several sections of the proposed ordinance's statistics; pledged to work with staff. Tonya Skurzynshi, spoke in support of fireworks. Rick Niedermeyer, spoke in support of fireworks. Council discussion ensued. Councilmember Benavides, noted that matter has had extensive discussions at the Public Safety Council Committee. Police Chief Rojas presented staff report. CITY COUNCIL MINUTES 19 APRIL 5, 2016 1 0A -19 ONGOING FIREWORKS DISCUSSION Safe and Sane Fireworks are legal in ten cities in Orange County: • Anaheim • Buena Park • Costa Mesa • Fullerton • Garden Grove • Huntington Beach • Santa Ana • Stanton • Villa Park • Westminster POLICY REVIEW • April 4, 1986, the City of Santa Ana Municipal Code allows the sale and use of safe and sane fireworks. • Selected non - profits enter into sales agreements generally allowing them to retain 50% of all firework sales proceeds before subtracting rental, fire related, land use permit fees. • September 29, 2014 — November 24, 2015, Fireworks appears as an item on the Public Safety agenda during five separate meetings. • June 2015, SAPID received 474 calls for service reference illegal fireworks being discharged throughout the city. • That equated to approximately 15.8 calls for service per day. • July 15t — July 6t" 2015, the Department received 473 calls for service reference similar activity. • 223 of the 473 calls were received during an eight -hour period on July 4t" This equated to approximately one firework /skyrocket related call for service every two minutes. • February 22, 2016, a Special Meeting for the Public Safety Committee convenes and the topic of Fireworks is set to go to City Council. CALLS FOR SERVICE Santa Ana Police Department • The Police Department utilized a large amount of additional staff, including the Chief of Police and Deputy Chief of Field Operations on the 4th of July. • From 6:OOPM on the 4th of July to 2:OOAM on the 5th of July, there were 223 fireworks and skyrockets - related Calls for Service which equates to one call every two minutes for eight hours. This did not include multiple calls for the same locations or general areas. Orange County Fire Authority • 35 injuries reported by hospital emergency rooms and urgent care facilities in 2015, up from the previous year. • Fireworks injuries for patients between the ages of 8 -16 were the highest this year, and increased significantly from 2014. CITY COUNCIL MINUTES 20 APRIL 5, 2016 1 OA -20 • No injuries, fires, or health and safety violations were reported at any of Orange County's 38 fireworks public displays this year. OPTIONS 1. No Policy Change — Safe and Sane Fireworks Remain Legal 2. 'Ban" on Fireworks to take effect in 2016 3. 'Ban" on Fireworks to take effect in 2017 OTHER CONSIDERATIONS ➢ "Partial Ban" of Fireworks Ballot Initiative ➢ Moratorium Option 1: NO policy change — Safe and Sane Fireworks Remain Legal Key Points • SAPID and OCFA expect similar activity as 2015 and little to no change in activity moving forward. • Similar level of community complaints. • Financial considerations to remain the same. * Except for Fireworks Disposal Fee ➢ Additional $75,000 • Expected cost to City of Santa Ana - $188,590. Option 2: "Ban" on Fireworks to take effect in 2016 Key Points • Similar level of activity and community complaints. • Less time for non - profits to consider other fundraising opportunities. • Financial considerations to increase. • Additional Public Outreach - $10,000. • Expected cost to City of Santa Ana - $198,590. Option 3: 'Ban" on Fireworks to take effect in 2017 Key Points • Decrease in activity and community complaints. • More time for non - profits to consider other fundraising opportunities. • Financial considerations to increase and drop dramatically moving forward. • Additional Public Outreach - $10,000. • Additional Enforcement - $20,000. • Expected cost to City of Santa Ana - $218,590. Council discussion continued. Councilmember Benavides, supports non - profit fundraising efforts and community building that fireworks sales produces; summarized options presented and discussed at the Public Safety Council Committee. CITY COUNCIL MINUTES 21 APRIL 5, 2016 1 OA -21 Councilmember Reyna, noted that City needs better way to address illegal fireworks; supports safe and sane fireworks; children have lack of options to keep them occupied but non - profit offer programs; staff to consider establishing a dedicated police task force about a month prior to Fourth of July to enforce illegal fireworks; also, important to reach out to community not just neighborhood association. Councilmember Amezcua, asked staff to describe enforcement efforts. Police Chief Rojas, noted that Police Department has done extensive public service announcements and partnered with fireworks companies over the years; Department also has undercover operations and worked with school district to distribute fliers. Councilmember Reyna, asked what recent education efforts made. Police Commander Gominsky, further described efforts. Councilmember Martinez, thanked speakers; spoke of funding impact to combat illegal fireworks; need to come to middle ground when addressing illegal and legal fireworks — quality of life at jeopardy; asked for consideration for voter measure on the ballot or regulatory fees; outreach needed to educate public about City sponsored fireworks display; also, asked how can City assist non - profits in raising funds to sustain their programs without the need to sell fireworks. Councilmember Tinajero, noted that non - profits depend on fireworks sales and provide quality programs for the youth in our community; City should consider imposing regulatory fee - sharing cost ( "mochate" process) and voter approved ballot measure. Mayor Pro Tern Sarmiento, cautioned that voter approved measure is difficult to unwind and not very flexible; supports regulatory fee imposed on seller or end user on a pilot basis before a ballot measure; asked staff to research disposal of illegal fireworks fee as mentioned by the Police Chief; need to solve problem which is illegal fireworks by providing resources and education. Mayor Pulido, supports legal fireworks; benefits non - profits and community at large; asked staff to consider technology through an app that could identify perpetrators and better patrol; requested non - profits report funding amounts to try to assist; open to meeting with industry leaders and non - profits in unison; asked for a motion from the chair of the Public Safety Council Committee for consideration. Councilmember Tinajero, motion to continue matter until July 5, 2016 City Council meeting and after this year's Fourth of July to discuss matter that will be fresh in our minds and possibly consider placing ballot measure on the CITY COUNCIL MINUTES 22 APRIL 5, 2016 1 OA -22 November, 2016 election for voter consideration; motion seconded by Benavides. Councilmember Tinajero, thanked Public Safety Council Committee for agendizing matter and allowing all sides to be heard. Mayor Pro Tern Sarmiento, supports motion; noted that we do not have resources to address underling problem; stop passing the buck; most responsible thing to do is to fund enforcement. Councilmember Amezcua, asked staff to explore contracting with County Sheriffs to assist City with enforcement efforts. Councilmember Benavides, supports motion to assess situation after 4th of July holiday with amendment to make a top safety priority — communication and enforcement; possibly establishing regulatory fees; proposed Friendly Amendment to Motion to come back in 45 to 60 days with robust /comprehensive plan to address increased education and enforcement funding, as well as possibility of fines and regulatory fees. Mayor Pulido, noted that he will establish an ad hoc committee to meet with industry to discuss what is occurring in other cities and possibly establish voluntary contributions; assess non - profit organizations funding mechanisms; and work with neighborhoods and community. Councilmember Benavides, noted that his friendly amendment to motion was in line with Mayor's proposal - ad hoc committee to consider comprehensive plan and would be added to Councilmember Tinajero's motion. City Attorney Carvalho, noted that ad hoc committee should not be added to the motion otherwise would become a Brown Act meeting and clarified motions and amendments. Councilmember Martinez, asked if overtime costs were included in the current budget for enforcement efforts? Police Chief said no. Councilmember Tinajero, asked City Attorney if regulatory fees could be imposed to this year's Fourth of July to increase revenue to enforce. City Attorney Carvalho, replied yes City Council has authority if impacts identified through analysis; ad hoc committee could consider specifics. Councilmember Tinajero, offered substitute motion to bring back to City Council with language on how you can impose a regulatory fee, what the fee would be at the next council meeting for this upcoming Fourth of July. City Manager asked that it be moved to the following meeting, change accepted by the maker of the motion and seconded by Mayor Pro Tern Sarmiento. Original motion withdrawn. CITY COUNCIL MINUTES 23 APRIL 5, 2016 1 OA -23 Councilmember Martinez, offered friendly amendment that if council majority not supportive of regulatory fee that City include appropriation of funds for police enforcement. City Manager Cavazos, noted that budget proposal with additional resources to the Police Department will be discussed at the April 19, 2016 City Council Meeting. Mayor Pulido, summarized motion and mentioned that ad hoc committee would meet and address several issues in parallel with proposed motion. SUBSTITUTE MOTION: Consider Regulatory Fee (identification of impacts, fee amount and how to impose) at the May 3, 2016 City Council Meeting. MOTION: Tinajero VOTE: AYES: NOES: ABSTAIN ABSENT: PUBLIC HEARINGS SECOND: Sarmiento Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento, Tinajero (7) None (0) None (0) None (0) 75A. AGENDA ITEM CONSIDERED OUT OF ORDER * Councilmember Benavides, noted for the record a potential conflict of interest on Agenda Item 75B due to his employment with KidWorks. ** Councilmember Tinajero left the meeting and did not return. 75B. PUBLIC HEARING - COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM FISCAL YEAR 2016 -2017 (STRATEGIC PLAN NO. 2, 2; 2, 4; 5, 4; 5, 6) - Community Development Agency Community Redevelopment and Housing Commission approved recommended action on Mach 23, 2016 by a vote of 5 -0 (Garcia absent). Legal Notice published in the Orange County Register, La Opinion (Spanish) and the Nguoi Viet (Vietnamese) on March 22, 2016. CITY COUNCIL MINUTES 24 APRIL 5, 2016 1 OA -24 Mayor Pulido opened the Hearing. There were no speakers and the Hearing closed. Councilmember Martinez, noted that this is second year appropriation of agencies selected. City Manager Cavazos, indicated that providers approved for 2 year contracts. MOTION: 1. Approve the proposed Fiscal Year 2016 -2017 Community Development Block Grant Program. 2. AGMT NO. 2016.059 - Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council to execute memorandums of understanding with various City departments and agreements with nonprofit agencies awarded funds as part of the approved program, subject to non - substantive changes approved by the City Manager and City Attorney. MOTION: Martinez SECOND: Amezcua VOTE: AYES: Amezcua, Martinez, Pulido, Reyna, Sarmiento (5) NOES: None (0) ABSTAIN: Benavides (1) ABSENT: Tinajero (1) JOINT SESSIONS OF THE CITY COUNCIL AND THE HOUSING AUTHORITY 80A. JOINT PUBLIC HEARING - CITY COUNCIL AND HOUSING AUTHORITY: AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND ESCROW INSTRUCTIONS FOR 415 AND 423 S. RAITT STREET; AND 710, 714, AND 720 E. 6TH STREET; APN 007 - 273 -12 AND 007 - 273 -14 {STRATEGIC PLAN NO. 5,4A) Legal Notice published in the Orange County Register on March 23, 2016 and March 29, 2016. Mayor Pulido opened the Hearing. There were no speakers and the Hearing closed. Mayor Pro Tern Sarmiento, commented that matter related to Centennial Park; monies from sale of properties will be used for affordable housing projects. CITY COUNCIL MINUTES 25 APRIL 5, 2016 1 OA -25 MOTION: 1. Adopt a resolution. RESOLUTION NO. 2016 -022 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE PURCHASE AND SALE AGREEMENT FOR THE ACQUISITION OF PROPERTY FROM THE SANTA ANA HOUSING AUTHORITY LOCATED AT 710 EAST SIXTH STREET, 714 EAST SIXTH STREET, 720 EAST SIXTH STREET, 415 SOUTH RAITT STREET, AND 423 SOUTH RAITT STREET 2. AGMT NO. 2016 -060 - Authorize the City Manager and Clerk of the Council to execute the Purchase and Sale Agreement and all required documents for the acquisition of real property located at 415 and 423 S. Raitt Street (APN 007 - 273 -12 and 007 - 273 -14) in the amount of $843,000, and 710, 714, and 720 E. 6th Street (APN 398- 334-03, 398 - 334 -04, and 398 - 334 -05) in the amount of $900,000, for a total of $1,743,000 plus closing costs and escrow fees, subject to non - substantive changes approved by the City Manager and City Attorney. MOTION: Sarmiento SECOND: Pulido VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) CLOSED SESSION REPORT — City Attorney Carvalho noted reportable actions (included as part of Agenda Item 19A in Consent Calendar). COUNCIL AGENDA ITEMS Pursuant to Santa Ana Charter Section 411, any member of the City Council may place items on the City Council Agenda to be considered by the City Council. 85A. DISCUSSION RELATIVE TO COMMUNITY ENGAGEMENT AND PARTNERSHIP FOR SAFETY AND GREATER PROSPERITY - Councilmember Benavides, Mayor Pro Tern Sarmiento, and Councilmember Martinez 1. Community Engagement and Partnership: Engage faith based organizations, non - profits and neighborhood associations to build upon CITY COUNCIL MINUTES 26 APRIL 5, 2016 illhwl' existing City efforts. The goal is to leverage our relations and build a stronger bond with our community. 2. Community Safety and Greater Prosperity: Much progress has been accomplished through new programs and services, the addition of over 100 positions (including 42 public safety position), and successfully achieved millions in grant funding for the betterment of the City. The focus of the upcoming 2016 -17 budget will reflect the importance of a three - pronged approach to enhance Community Safety and attain Greater Prosperity. The three - pronged approach will include enforcement, prevention and education. The following spoke on the matter: • Ilya Tseglia, opined that community engagement on public safety go hand in hand; commended some members of the department. • Abraham Medina, opined that City -wide strategies needed to address violence; strong and robust preventive program and evaluation system. Council discussion ensued. Councilmember Benavides, community engagement needed; community needs to come together; need to give direction to City staff; noted that faith based organizations have proposed walk for unity; asked staff to support these type of efforts; economic development and explore all options. Councilmember Martinez, indicated that City is in state of emergency; applauded efforts by Police Department, but need additional resources such as prevention and re -entry programs; need City lead strategies; asked if we could contract with County for gang prevention or other areas; coordinate interfaith partnerships; spoke of City of Los Angeles' re- strategizing program that has been successful. Mayor Pro Tern Sarmiento, thanked school district board members, Police Chief and staff for efforts and support on this matter; opined that state of emergency not needed because of unintended consequences and subject us to labels among other things; requested City Manager and Executive staff develop comprehensive approach that may include prevention, education, enforcement, possibly expanding powers of Police Chief and increasing parks programs. City Manager Cavazos, noted that budget will reflect some of the priorities mentioned and may be refined at that time. CITY COUNCIL MINUTES 27 APRIL 5, 2096 1 OA -27 CITY COUNCIL RECESSED AT 10:24 P.M. TO THE HOUSING AUTHORITY MEETING AND RECONVENED THE CITY COUNCIL MEETING AT 10:25 P.M. WITH SAME MEMBERS PRESENT. COMMENTS PUBLIC COMMENTS (Non- Agenda Items) • Ilya Tseglia, concerned with son's overall welfare. • Robert Tseglia, spoke of illegal confinement of his brother by the State. Lupe Morfin, concerned with condition of the library; suggested faith based groups reach out to homeless at Civic Center. • Ruben Alvarez, thanked Councilmember Martinez, Mayor Pro Tern Sarmiento and Councilmember Tinajero for speaking to him on gang problem, indicated that preventive programs needed as well as after -hours operation of community centers. • John Herpy, noted that he developed youth leadership program through Boys and Girls Club; invited all to attend Rainmaker Effect event that will include a 5K Run on May 14 at 9 a.m. and a street fair. * Councilmember Amezcua left the meeting at 10:46 p.m. and did not return. 90A. CITY MANAGER'S COMMENTS - None 90B. CITY COUNCILMEMBER COMMENTS Councilmember Martinez: • Reported for the record that she attended sessions in Washington DC on behalf of NALEO; • Invited all to participate in upcoming Citizenship Fair on April 9th at Southwest Senior Center; • Noted that she will be in La Quinta to be sworn in as SCAG President on May 5th — first in Santa Ana and also youngest President elected; • Requested updated from IT Director on status of open data platforms; and • Thanked Santa Ana Unified School District members and city commissioners who attended the water field trip sponsored by Metropolitan Water District. Mayor Pro Tern Sarmiento: • Invited all to attend the Citizenship Fair; thanked NALEO and all partners for efforts; and • Commented on inaction at the County level to address the homeless problem at the Civic Center. CITY COUNCIL MINUTES 28 APRIL 5, 2016 1 OA -28 Councilmember Reyna: • Asked all to continue to conserve water; • Commented on joint use agreements success with school district; and • Shop in Santa Ana. Councilmember Benavides: • Thanked staff for efforts; • Proud of City and positive changes; continue to think outside of the box by possibly having evening hours or pilot programs that will bring resources to the youth; and • Urged all to support our local economy — shop Santa Ana. Mayor Pulido: • Echoed comments by Councilmember Benavides and Reyna, help our City and continue to shop in Santa Ana. ADJOURNED - 11:00 p.m. - The next meeting of the City Council is scheduled for Tuesday, April 19, 2016 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Maria D. Huizar, Clerk of the Council FUTURE AGENDA ITEMS • Community Engagement Program • Budget Approved Fiscal Year 2016 -2017 • 2016 General Election • Economic Development Strategic Plan • General Plan Update, tentatively scheduled for February 2018 CITY COUNCIL MINUTES 29 APRIL 5, 2016 1 OA -29 1 OA -30 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: ORDINANCE - SECOND READING: AMENDING CHAPTER 18 OF THE SANTA ANA MUNICIPAL CODE REGARDING UNARMED GUARDS; ESTABLISHING REGULATORY SAFETY PERMIT APPLICATION DEADLINES; AND PROHIBITING ISSUANCE OF REGULATORY SAFETY PERMIT APPLICATIONS TO NARCOTIC REGISTRANTS (STRATIMC -PLAN NO 1) CITY MANAGER RECOMMENDED ACTION Place ordinance on second reading and adopt. DISCUSSION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER On April 5, 2016, the following ordinance was introduced for first reading and City Council authorized publication of title by a vote of 7 -0: ORDINANCE NO. NS -2896 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 18 OF THE SANTA ANA MUNICIPAL CODE REGARDING UNARMED GUARDS; ESTABLISHING REGULATORY SAFETY PERMIT APPLICATION DEADLINES; AND PROHIBITING ISSUANCE OF REGULATORY SAFETY PERMIT APPLICATIONS TO NARCOTIC REGISTRANTS STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this action. Maria D. Huizar, Clerk of the Council EXHIBITS: 1. Ordinance No. NS -2896 11 A -1 11 A -2 SMS 4/5/16 ORDINANCE NO. NS - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 18 OF THE SANTA ANA MUNICIPAL CODE REGARDING UNARMED GUARDS; ESTABLISHING REGULATORY SAFETY PERMIT APPLICATION DEADLINES; AND PROHIBITING ISSUANCE OF REGULATORY SAFETY PERMIT APPLICATIONS TO NARCOTIC REGISTRANTS Section 1. The City Council of Santa Ana hereby finds, determines and declares as set forth below. A. This ordinance came before the City Council of the City of Santa Ana on April 5, 2016. B. The Request for Council Action for this ordinance dated April 5, 2016, and duly signed by the City Manager, shall, by this reference, be incorporated herein, and together with this ordinance, any amendments or supplements. C. All provisions of the Santa Ana Municipal Code which are restated herein are repeated solely to comply with the provisions of Section 418 of the Charter of the City of Santa Ana. Any such restatement of existing provisions of the Code is not intended, nor shall it be interpreted, as constituting a new action or decision of the City Council, but rather such provisions are repeated for tracking purposes only in conformance with the Charter. Section 2. Section 18 -613 of Chapter 18 of the Santa Ana Municipal Code is hereby amended by deleting the last sentence of subsection (a) as follows: 18 -613. Operating Standards. (a) At all times the collective is open, a collective shall provide at least one security guard who is licensed, possesses a valid Department of Consumer Affairs "security guard card ", and has a valid Santa Ana Business License. Section 3. Section 18- 617.01 entitled "Cooperative /Collective registration required." of Chapter 18 of the Santa Ana Municipal Code is hereby amended to change the numbering of this code section and the substance of this section is deleted in its entirety and replaced as follows: Ordinance No. NS -XXX Page 1 of 8 11 A -3 SMS 4/5/16 Section 18 -617.1 Cooperative /Collective registration required. (a) Within 30 days after the adoption of this Chapter, the Director of Planning and Building shall prepare Cooperative /Collective registration application forms and a related administrative policy. Each collective interested in operating pursuant to this article may submit an application together with a non - refundable processing fee in an amount established by the City Council. Within 60 days after the adoption of this article, the Director shall stop accepting applications and process all applications received. (b) The Director or his or her designee shall determine whether each application demonstrates compliance with this article. Each application that is in compliance with this article shall be placed on the "Qualified Registration Applicant List" and the Director shall notify the applicant in writing that it is a "Qualified Registration Applicant." (c) Once all applications are processed, the Director shall hold an independent selection process ( "lottery") in an open and public location and select 20 applications. The 20 applications chosen through the independent selection process (lottery) will be placed on the "Regulatory Safety Permit ( "RSP ") Eligibility List." Each applicant on the RSP Eligibility List may then choose to file an application for a RSP pursuant to Section 18- 617.2. Applicants identified on the RSP Eligibility List following the February 5, 2015 independent selection process (lottery) must submit a completed RSP application within four (4) months of April 5, 2016 and no later than August 5, 2016eaghte^^ (18) months of that date. Failure to submit a completed RSP application by that deadline will disqualify the applicant from the RSP Eligibility List and the Waitlist described in subsection (d). (d) Qualified Registration Applicants will appear on the "Qualified Registration Applicant List" in the order that they are selected during the independent selection process (lottery). This list is the Waitlist. The Waitlist will become active if (1) an applicant on the RSP Eligibility List is disqualified from that List; (2) a location appearing on the RSP Eligibility List becomes available; or (3) a location not appearing on the RSP Eligibility List becomes available. A Qualified Registration Applicant's ability to move from the Waitlist to the RSP Eligibility List is determined by the applicant's proposed medical marijuana collective location and the applicant's position on the Waitlist. (e) A Qualified Registration Applicant that moves from the Waitlist to the RSP Eligibility List must submit a completed RSP application within six (6) months following issuance of a written notice advising the applicant of that opportunity. Failure to submit Ordinance No. NS -XXX Page 2 of 8 11 A -4 SMS 4/5/16 a completed RSP application by that deadline will disqualify the applicant from the RSP Eligibility List and the Waitlist. (f) The Director shall maintain the Waitlist and update it on an annual basis. A Qualified Registration Applicant on that Waitlist must submit a written request each year to maintain its status on the Waitlist. The Director may place new applicants on the Waitlist in the order in which the new registration applications are received. Section 4, Section 18- 617.01 entitled "Cooperative /Collective regulatory safety permit" of Chapter 18 of the Santa Ana Municipal Code is hereby amended to change the numbering of this code section and to add subsection (d) as follows: 18- 617.11 Cooperative /Collective regulatory safety permit. (d) A Regulatory Safety Permit shall not be issued to an individual or a business entity associated with an individual who must comply with California Health & Safety Code Section 11590. This subsection is applicable to all new registration applications received after April 5, 2016. Section 5. Section 18 -617,2 entitled "Medical Marijuana collective- regulatory permit application process." of Chapter 18 of the Santa Ana Municipal Code is hereby amended to add the following language: (a) Any Medical Marijuana Collective desiring a regulatory safety permit required by this article shall, prior to initiating operations and after receiving notice of its successful registration under section 18 -617.1 as being on the RSP Eligibility List, must complete and file a Regulatory Safety Permit application to the Chief of Police on a form supplied by the Police Department. The application shall be filed together with a nonrefundable fee as established by resolution of the City Council, to defray, the cost of investigation required by this article. The application shall contain all of the following: (1) The address of the property where the proposed Medical Marijuana Collective(s) will operate; (2) A site plan describing the property with fully dimensioned interior and exterior floor plans including electrical, mechanical, plumbing, and disabled access compliance pursuant to Title 24 of the State of California Code of Regulations and the federally mandated Americans with Disabilities Act; (3) Exterior photographs of the entrance(s), exits(s), street frontage(s), parking, front, rear and side(s) of the proposed property; Ordinance No. NS -XXX Page 3 of 8 11 A -5 SMS 4/5/18 (4) Photographs depicting the entire interior of the proposed property; (5) If the property is being rented or leased or is being purchased under contract, a copy of such lease or contract; (6) If the property is being rented or leased, written proof that the property owner, and landlord if applicable, were given notice that the property will be used as a Medical Marijuana Collective, and that the property owner, and landlord if applicable, agree(s) to said operations; (7) The name, address, telephone number, title and function(s) of each manager, employee, volunteer, etc.; (8) For each manager, employee, volunteer, a fully legible copy of one valid government issued form of photo identification, such as State Driver's License or Identification Card; (9) If the Medical Marijuana Collective is a corporation, a certified copy of the Collective's Secretary of State Articles of Incorporation, Certificate(s) of Amendment, Statement(s) of Information and a copy of the Collective's Bylaws; (10) If the Medical Marijuana Collective is an unincorporated association, a copy of the Articles of Association; (11) The name and address of the applicant's current agent for Service of Process; (12) A copy of the applicant's Board of Equalization Seller's Permit; (13) A copy of the Medical Marijuana Collective Operating Standards, listed in Section 18 -613, containing a statement dated and signed by the responsible party on- site stating under penalty of perjury, that they read, understand and shall ensure compliance with the aforementioned operating standards. (b) The Chief of Police shall have sixty (60) calendar days in which to investigate the application and background of the applicant. The department of building safety and housing, the fire department and the Orange County Health Department shall inspect the premises proposed to be devoted to the collective establishment and shall make separate recommendations to the Chief of Police or designee concerning compliance with the foregoing provisions. Ordinance No. NS -XXX Page 4 of 8 11 A -6 SMS 4/5/16 (c) The Chief of Police or designee, after receiving the application and aforementioned recommendations, shall grant the permit if he finds: (1) The required fee has been paid. (2) The application conforms in all respects to the provisions of this article. (3) The applicant has not knowingly made a material misrepresentation in the application. (4) The applicant has fully cooperated in the investigation of the application. (5) The applicant has not had a regulatory safety permit or other similar license or permit denied or revoked for cause by this City or any other city located in or out of this state within the five (5) years prior to the date of application. (6) The collective as proposed by the applicant would comply with all applicable laws including, but not limited to, health, zoning, fire and safety requirements. (7) The applicant has demonstrated compliance with the California Department of Justice, Office of the Attorney General, "Guidelines for the Security and Non - Diversion of Marijuana Grown for Medical Use' standards. (d) Failure of an applicant listed on the RSP Eligibility List to obtain a Certificate of Occupancy within six (6) months of submitting a completed RSP application will result in disqualification from the RSP Eligibility List and Waitlist. This sub - section applies to RSP applications submitted after April 5, 2016. Section 6. If any section, subsection, sentence, phrase or clause of this ordinance is for any reason held to be invalid or unconstitutional, 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. Ordinance No. NS -XXX Page 5 of 8 11 A -7 SMS 4/5/16 Section 7. The City Clerk shall certify the adoption of this Ordinance and shall cause the same to be posted as required by law. ADOPTED this day of APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: - Sandra M. Schwarzmann Senior Assistant City Attorney AYES: NOES: Councilmembers Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 2016. Miguel A. Pulido Mayor 11 A -8 Ordinance No. NS -XXX Page 6 of 7 SMS 4/5/16 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana, Date: Clerk of the Council City of Santa Ana 11 A -9 Ordinance No. NS -XXX Page 7 of 7 11A -10 SANTA ANA UNIFIED SCHOOL DISTRICT /CITY OF SANTA ANA COUNCIL SPECIAL JOINT POLICY MEETING The Santa Ana Unified School District /City of Santa Ana Council Joint Policy Meeting will convene at the Santa Ana Unified School District Office, 1601 E. Chestnut Ave., Santa Ana, California, in the Board Room, located on the first floor at S:30 p.m., Monday, March 28, 2016. AGENDA March 28, 2016 CALL TO ORDER PUBLIC COMMENTS: 1.0 Approval of Minutes of the February 8, 2016 District /City Minutes 2.0 partnerships 2.1 Possible Joint -Use Agreements 2.1.1 Review Progress on Segerstrorn High School 2.2 Water Tower Lease 3.0 Student Safety 4.0 Future Items for Discussion and Planning 5.0 Next scheduled meeting — Monday, May 2, 2016 at 5:30 p.m. —City Hall Ross Annex Building, Santa Ana, California, in Room 1600 ADJOURNMENT City of Santa Ana Council Member Sal Tinalero Council Member Angelica Amezcua Council Member Roman Reyna City Manager David Cavazos 13A -1 Santa Ana Unified School District Board of Education President John Palaclo Board of Education Member Cecilia Iglesias Superintendent Rick Miller 13A -2 City of Santa Ana 20 Civic Center Plaza Santa Ana, California 92701 MINUTES Santa Ana Unified School District/ City of Santa Ana Council Joint Policy Meeting February 8, 2016 CALL TO ORDER The meeting was called to order at 5:48 p.m. by City of Santa Ana (CITY) City Council Member Sal Tinajero. CITY Council Members present were Sal Tinajero, Roman Reyna and Angelica Amezcua. CITY staff members present were: David Cavazos, City Manager; Gerardo Mouet, PRCSA Executive Director; Frank Arroyo, Senior Management Analyst; Jeannie Jurado, Community Services Manager; Enrique Marban, Community Services Supervisor; Sonia Batres, Community Services Events Supervisor; Alma Flores, Executive Assistant; Jorge Garcia, Sr, Management Assistant, Julie Castro - Cardenas, Senior Management Assistant and Hiram Uribe, Graphic Designer. SAUSD Board Members present were: John Palacio and Cecilia Iglesias. SAUSD staff members present were Dr. Miller, Superintendent of Schools; Dr. Stefanie Phillios, Deoutv Superintendent, Operations; Dr, Haglund, Deputy Superintendent, Educational Services; Mr, Orin Williams, Assistant Superintendent, Facilities and Governmental Relations; Dr. Lopez- Guerra, Director of Community Relations; and Hector Rodriguez, Chief of School Police. PUBLIC COMMENTS None AGENDA ITEMS 1.0 Approval of Minutes of the November 2, 2015 District /City Minutes Approved with the modification to add comments made by Cecilia Iglesias that were left out. Motion - Amezcua, Second - Reyna, Approved 2.0 Partnerships Jeannie Jurado provided an introduction to the topic. Both Board Member Cecilia Iglesias and Council Members Angelica Amezcua and Roman Reyna spoke about the importance of making 13A -3 sure that the partnership efforts between the District and the City acid value to the community. All agreed that they serve the same families 2.1 Possible Joint -Use Agreements 2.1.1 Review Progress on Segerstrom High School Enrique Marban provided an update. Cecilia Iglesias asked if the 1,8 million was for the stadium and what type of partnership will be formed. David Cavazos responded no, only for track and field section and that the partnership will be on percentage of use. A discussion continued on how the cost should be allocated. The SAUSD indicated that the percentage of use does not take into account the funding already invested in the site. David Cavazos indicated that the matter needed to be discussed further. It was agreed that a special District /City Joint Policy meeting, hosted by the District would take place at the end of March and focus on the prospects of a Joint Use Agreement at Segerstrom High School, Council Mernber Tinajero stated that we should learn about how the Valley High School batting cages were done. He stated that certain deficiencies in those batting cages should not be replicated at .Segerstrom. He mentioned about the importance of lights on the ball diamonds. He beiieves that lights on the ball diamonds will help ail sports at Segerstrom because the fields will then allow flexibility in moving sports around depending on their needs. He also stated the importance on making sure the restrooms were provided in such a way to make sure that easy access is accommodated to students and the community, 9 11,ult. nn Rnncayo Y /A/` /elUer Prni�rt Frank Arroyo provided an update. Board Member Cecilia Iglesias asked for details on the project. Gerardo Mouet indicated that it would be similar to Garfield and that it would also have a track, garden, library services and e- library. 2.3 City of Santa Ana Library Card for Every SAUSD Student Project Jeannie Jurado provided an update. Cecilia Iglesias indicated that SAUSD is extending their hours and that Carr elementary is being made available to the community. Gerardo Mouet indicated that the City will work to make that information available on the City website. 2.4 Youth Service Provider Summit Gerardo Monet provided an update on the Youth Services Provider Summit planned for April 7`r' or W". 13A -4 2.5 City Produced Events Jeannie Jurado congratulated the SAUSD on their recent event Sonia Batres provided an update on City Events for 2016. It was announced that the 5K and Open Street Event is still pending budget approval. if approved this event will take place on Saturday, August 20" and start with the 5K Race. Council Member Roman Reyna suggested the race start at 7 AM instead of 8 AM this year. Board Member Cecilia Iglesias asked about parade options and more School District involvement of high school bands for the 4'" of July event. 2,6 Mariachi Concerts Council Member Roman Reyna stated he is working with Board Member Valerie Amezcua on organizing a Mariachi Concert using SAUSD students at memorial Park concrete band stage. Roman Reyna indicated the concert will be free and the event is proposed for May 21, 2016. 3.0 Follow up Items 3.1 Santa Ana High School Tennis Courts Provided an update about the cost to light remaining courts. Board Member Cecilia Iglesias asked to be kept informed about Windsor Park tennis court. 3.2 Schools Opening and Made Available for Community Use No Comments 4.0 Future Items for Discussion and Planning Hold a special meeting to discuss Joint -Use of Segerstrom COMMITTEE COMMENTS Council Member Roman Reyna -Asked if the School District can do a cost estimate to keep one of the elementary schools open after hours for community use. Board Member Cecilia Iglesias supported this exploration and suggested the District consider the District's LCAP planning process as possible inclusion of this type of planning effort. Board Member John Palacios- Indicated that there has to be a partnership. Council Member Angelica Amezcua - Thanked everyone for their efforts and congratulated Sal Tinajero on Golden Apple award. Council Member Sal Tinajero- Thanked everyone and announced that on March 5, the School District is hosting an Intermediate School Speech and Debate Event at McFadden Intermediate School. 13A -5 ADJOURNMENT There being no Further business, the meeting was adjourned at 7:09 p.m. ATTEST: C Gt 13A -6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: APPOINTMENT TO THE SANTA ANA WORKFORCE INVESTMENT BOARD — PRIVATE SECTOR REPRESENTATIVES (STRATEGIC PLAN NO. 5, 1) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ►_17700n ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 ®° Reading ❑ Ordinance on 2 "6 Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO �111�iT »T Appoint William McGowan, Partner, Barrett Business Services Inc., and Barbara Smith, General Manager, Holiday Inn Santa Ana Orange County Airport to the Workforce Investment Board, representing local area businesses. WORKFORCE INVESTMENT BOARD RECOMMENDATION At its regular meeting of March 17, 2016, the Workforce Investment Board, by a vote of 14:0 (Jimenez -Hami, Korthuis, Martinez, McMurtray, Ray, Ruiz, Sanchez and Tucker absent), recommended that the City Council appoint William McGowan, Partner, Barrett Business Services Inc., and Barbara Smith, General Manager, Holiday Inn Santa Ana Orange County Airport to the Workforce Investment Board. DISCUSSION In compliance with legislation outlined in the Workforce Innovation and Opportunity Act (WIOA) of 2014 an oversignt board is required and its members appointed by City Council. The Workforce Investment Board (WIB), in partnership with City Council, provides policy guidance for and exercises oversight with respect to activities outlined in the law, directs activities to actively solicit public and private support for and participation in workforce programs and provide oversight to ensure efficient and effective operation. WIOA Section 107(b)(2)(A) lists membership categories that must be representated on the board while a majority of the board members must be from the private sector. There are currently four private sector vacancies on the Board. Staff has met with two businesss representatives, the WIB has reviewed their qualifications and recommends the appointment of Mr. William McGowan, Partner, Barrett Business Services Inc., and Ms. Barbara Smith, General Manager, Holiday Inn Santa Ana Orange County Airport. Their respective resumes are attached (Exhibit 1). 1313-1 Appointment to the Santa Ana WIS April 19, 2016 Page 2 STRATEGIC PLAN AUreNIVIENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainabiiity, Objective #1 (establish a comprehensive community engagement Initiative to expand access to Information and create opportunities for stakeholders to play an active role In discussion public policy and setting priorities), FISCAL IMPACT There is no fiscal impact associated with this action, Robert Cortez Special Assistant to the City Manager City Manager's Office RC /DS Exhibit: 1. Resumes 13B -2 William McGowan www.11nkedin.com/in/wpmcg Hi Deborah — Mission Viejo, CA (949) 533.0074 wpmcg @cox,net As a follow up to our conversation, I am interested in serving on the Santa Ana Workforce Investment Board and believe that I may be an excellent addition to your team, Specifically, I have experience in very similar leadership roles and am able to produce game - changing business results that are both meaningful and sustainable. I also have a rich history of experience serving on nonprofit boards and committees, and think I could add much value to SAWIB's business objectives. As outlined in the attached resume, I have over 15 -years experience driving profitable revenue growth in sales, marketing and business development leadership roles, documented success building teams and motivating workers to peak performance, demonstrated effectiveness building lasting relationships with key stakeholders and partner organizations, and Fortune 100 industry experience working as a business leader for Ingram Micro and Siemens Business Services. Areas in which I excel include demand generation, project management, and stakeholder management, I have demonstrated skills within each of the following areas; ➢ Marketing Expertise — able to craft and articulate value propositions for key decision makers and influencers, as well as work toward win -win solutions with all stakeholders. ➢ Trusted Advisor— effectively provide direction and course correction to business leaders and executive teams, ensuring proper development and execution of key corporate initiatives. P Risk Mitigation — forward thinking business strategist, focused on where the opportunity is headed in order to stay ahead of pending change and mitigate Identified risks. ➢ Financial Acumen —graduate training in finance and economics, with working knowledge of ROI, ROWC, Cash Flow, and Capex /Opex considerations to make sound business recommendations. Quality Mindset — trained Six Sigma black belt and certified PMI Project Management Professional with quality experience in financial analysis, strategic marketing, and International markets. In summary, I am a seasoned business professional with experience 1) developing sustainable programs that drive profitable revenue growth and enhance customer experience, 2) defining customer strategies and building effective solution roadmaps, 3) leveraging business intelligence and data analytics to better understand market dynamics and mitigate risks, 4) managing executive relationships and coordinating cross - functional teams in multiple disciplines, and 5) facilitating partner collaboration so that the whole is greater than the sum of its parts. Lastly, I am a persuasive communicator as well as an effective negotiator with a rich history of success managing complex programs and I have several years experience managing senior -level business relationships and building consensus among disparate groups. I am thus submitting my resume for your consideration and hope to hear from you soon. Sincerely, William McGowan �'a7v'BW 1 McGowan rt Mission Viejo, CA William MCI ®Wan (949)533.8074 www.linkedin,com /in /wpmcg wpmcg @oox.net BUSINESS DEVELOPMENT PROFESSIONAL Pioneering experience and record breaking performance in sales, marketing and business development leadership roles with demonstrated effectiveness pursuing high margin growth opportunities and documented success as an advisor to executive teams ensuring proper execution of key corporate initiatives. Able to communicate effectively and persuasively, complete projects on time and budget, and successfully incubate new programs to steady state operations. Key strengths include; 4• Process Improvement 4• Program Management •:• Business Intelligence :• Partner Enablement S Solution Development •:• Partner Enablement 4• Visionary Leadership 4• Strategic Partnerships 4• Financial Acumen r Business Intelligence A New Product Launches :• Program Management 4• Financial Acumen :• Visionary Leadership 4 Solution Development ➢ Client - facing business professional able to establish and maintain credibility and trust with key decision makers where input was sought, valued, and respected. ➢ Provided guidance and leadership to a team of consultants and program managers supporting strategic growth initiatives for Ingram Micro's $18B North American market. Turned around $15M worth of jeopardy accounts for Siemens (SBS) by introducing properly designed business processes and value -added services; expanded services by 15% at 3 of 13 accounts. ➢ Awarded $35M global service contract at Microsoft based on winning bid response and solution design that included cloud -based strategy to optimize cost savings while maximizing profit margins. ➢ Developed & implemented IMSourcingTM program for strategic alliance partners in the distribution channel, focusing on discontinued server and storage products; $40M revenues at a 20 %+ CM. A Leveraged predictive analytics to identify business opportunities in Storage, Server and Network market, empower reseller partners, solve complex problems and expand market share. PROFESSIONAL EXPERIENCE Barrett Business Services Inc., Santa Ana, CA 2015 — Present (Professional Employer Organization, HR & Risk Best Practices) Client Business Partner • Account management and business development services for $43 human capital management firm providing outsourced HR and business services to over 3,000 small businesses nationally. • Provide business owner advocacy and human capital management solutions to small and medium - sized companies using management consulting services and HR Outsourcing best practices. • Responsible for $50M account activity (retention & growth) as well as leadership and management of delivery team made up of HR, Risk, Payroll, and Staffing resources. Independent Contractor / Business Consultant 2014-2016 (Business Process Improvement, Financial Analyses, Proposal Development) • Business development and contract management responsibilities for well- established ODM firm based In Taiwan (Wistron ITS) looking to grow IT outsourcing services footprint in U,S. • Contracted to develop SaaS leasing strategies for early -stage start -up (Hart Solution) providing remote patient monitoring services to hospitals and skilled nursing facilities • Focused on new business development strategies to streamline payment processing, minimize impact on working capital, and drive profitable revenue growth (Celtic Commercial Capital). William McGowan M(949)5338074 www.Iinkedin.com /in /wpmcg wpmcg @cox.net Ingram Micro, Santa Ana, CA 2007-2014 (Fortune 100 company; world's largest wholesale technology distributor) Director, Strategic Development & Execution • Provided leadership to strategic alliance partners and internal business units for high- margin growth initiatives, executed against targeted objectives, and monitored financial outcomes. • Developed, focused and managed a team of change agents and program managers from a project perspective, and drove cross - functional project teams to project completion, • Engaged dotted -line resources as necessary to expand and /or improve existing business processes in response to changing market conditions, Siemens Business Services, Norwalk, CT 2000 —2006 (Fortune 100 company; International information technology services provider) Engagement Manager • Provided bid response services that resulted in $200M in various contract awards for outsourced IT services that leveraged both onshore and offshore resources to increase available efficiencies. • Awarded $35M outsourced service contract at Microsoft based on winning bid response and solution design that included remote support model to optimize cost savings while maximizing profit margins. • Led solution development efforts and resource allocations for large, complex service opportunities nationally, resulting in multi - million dollar contract awards. Client Partner • Turned around $15M worth of jeopardy accounts for Siemens (SBS) by Introducing properly designed business processes and value -added services; expanded services by 15% at 3 of 13 accounts. • Client- facing sales professional able to establish and maintain credibility and trust with key decision makers where input was sought, valued, and respected. ENTEX Information Services, Rye Brook, NY 1996— 2000 (Value -added reseller & provider of distributed computing infrastructure services) Site Services Manager • Managed outsourcing relationship at Allied Signal, providing comprehensive IT support services at remote facility in Torrance, CA. Set performance records and exceeded profit targets in just 6 months. • Created scalable and repeatable support solutions that provided total call management for IT- related issues. Solutions included Help Desk, Desktop, Network, and Data Center services, Solutions Architect • Responsible for cradle to grave Lotus Notes project management, including application design, development, implementation, and training, • Qualified prospective service opportunities and crafted profitable / executable solutions based on industry best practice and ENTEX service delivery methodologies. EDUCATION / PROFESSIONAL CERTIFICATES • MBA, Strategy & Operations Mgmt. — UC Irvine, Graduate School of Management • BA, Social Ecology — UC Irvine, School of Social Ecology • Project Management Professional — Project Management Institute (PMI) • Certified Six Sigma Green Belt with comprehensive Black Belt training • Sales Training Classes from Miller Heiman and Franklin Covey VOLUNTEER ACTIVITIES • Ingram Micro Philanthropic Committee President (4 years) • First Step House of Orange County, Committee Chairman (2 years) • Junior Achievement, Classroom Consultant (5 years) Barbara Smith P.O. Box 5173, Fullerton GA 92838 Cell: 714 -273 -0404 - bes714 @yahoo.com Summary Dedicated General Manager offering more than 13 years experience in the hospitality industry, as well as in -depth knowledge of Revenue Management. Highlights • Exceptional customer service • Exceptional communicator • Inventory management systems • Rate Management • Revenue Analysis Accomplishments • Superb interpersonal skills • Conflict resolution • Hospitality Management • Guest Service Management • Contract Negotiation • Rated #1 TripAdvisor hotel of 26 Santa Ana hotels for years 2014, 2015 & 2016 • 2014 IHG Celebrate Service hotel video contest winner for America's Region (1 of 900 video entries) • 2014 -2015 Santa Ana Chamber Ambassador, 2016 Co -Chair Santa Ana Chamber Ambassadors • 2015 -2016 Co -Chair Santa Ana Chamber Hospitality Committee • 2014 IHG Revenue Management Advanced Certification • 2013 Intercontinental Hotels Group (IHG) General Manager Certification Experience General Manager /Revenue Manager November 2012 to Current SWK Properties, LLC- Holiday Inn Santa Ana CC Arpt - Santa Ana, CA • Oversee all aspects of a 176 room full - service hotel with 5,500 square feet of banquet space and a staff of 75 employees. • Maintain strong working relationships with all hotel departments and provide support to all department managers, • Possess great knowledge of IHG brand standards and best practices for each hotel department. • Manage hotel rates, rate yielding, and rooms inventory using Perform, Holidex and Opera hotel systems. • Create budgets, forecasts, and blackout calendars, as well as management of hotel third party rates. • Management of employee benefits and hotel insurance policies. Rooms Division Manager March 2008 to November 2012 Uniwell Corporation - Holiday Inn Buena Park - Buena Park, CA • Assisted in managing a 248 room full - service hotel in the entertainment zone area near theme park attractions. • Handled all guest service recovery issues and assisted in the implementation of staff Stay Real training. • Assisted in coordination of hotel guest room renovations in 2011 -2012, • Assisted in rate management and rate yielding using Perform, Holidex, and Opera hotel systems. • Created and implemented seasonal hotel packages in Opera using IHG shell package rate codes. • Created weekly forecasts and blackout calendars for sales department, Rooms Division Manager February 2003 to November 2008 Anaheim Plaza Hotel & Suites - Anaheim, CA Assisted in overseeing a busy 300 room full- service, independent hotel property located across the street from Disney theme parks. Handled all guest service recovery issues for most hotel departments. Assisted In rate management on hotel's individual website, as well as manually adjusting rates on each third party website. 13B -6 • Monitored Sales group rooms pick up and cutoff dates and created blackout calendars for closeout dates, • Provided reservations training to front desk staff using Signature products. • Assisted front desk with large convention group room assignments and payment details. Realtor May 2002 to December 2004 Tarbell Realtors - Yorba Linda, CA • Generated lists of properties that were compatible with buyers' needs and financial resources. • Educated clients on current real estate market trends. • Wrote contract documents, purchase agreements, and closing statements. • Showed residential properties and explained the features, value, and benefits of available homes. • Successfully guided home buyers and sellers through sales and purchase of properties. • Promoted property sales through advertisements, open houses and participation in multiple listing services. Accounting Clerk November 1997 to May 2002 IAC Industries - Brea, CA • Calculated figures such as discounts, percentage allocations and credits. • Coded the general ledger and processed vendor invoice payments. • Opened and assigned new client accounts. • Researched and resolved billing and invoice issues. • Commission reconciliation and distribution for all US wholesalers. • Completed sales & use tax reconciliations for three states on a monthly basis. • Cross trained in Accounts Receivable and Accounts Payable, Education Accounting /Business,2001 California State University Fullerton - Fullerton, CA Coursework in Accounting Associate of Arts: Liberal Arts, 1999 Mount San Antonio College - Walnut, CA High School Diploma: 1989 Fullerton Union High School - Fullerton, CA 13B -7 13B -8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: STRATEGIC PLAN MONTHLY REPORT FOR MARCH 2016 {STRATEGIC PLAN NO. 5, 11 II CITY MANAGER�— RECOMMENCED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1®t Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing Fore CONTINUED TO FILE NUMBER Receive and file the Strategic Plan Monthly Report for March 2016. DISCUSSION The March 2016 monthly report provides departmental activity in alignment with the stated goals of the Strategic Plan. The report includes tasks, next steps, outcomes and percentage completed for each strategy. The Strategic Plan Monthly Reports are available on the City's website at: http: / /www.santa- ana.org /strategic- planning/ STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this item. 19C -1 19C -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: CITY OF SANTA ANA GENERAL PLAN UPDATE - STATUS REPORT {STRATEGIC PLAN NO. 3, 2A} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: e -k ❑ As Recommended ❑ As Amended ❑ Ordinance on l if Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolutlon ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Receive and file update of the City of Santa Ana General Plan. DISCUSSION In March 2014 the City Council adopted the Santa Ana Strategic Plan. The Strategic Plan was the result of an extensive community outreach process and established specific goals, objectives and strategies to guide the City's major efforts during the next five years. The Strategic Plan identified seven key goals, which served as the focus for the development of the objectives and strategies. Strategies were developed to implement the policies in each of these goal areas. One of the key strategies is to complete a comprehensive update of the City's General Plan including the development of policies and implementation measures that directly relate to the goal of equitable economic development. The General Plan Update was initiated in November 2015. The City's Planning Division in collaboration with the Community Engagement and Neighborhood Initiatives Program conducted five community meetings between December 2015 and January 2016. Staff solicited community input on issues pertaining to their overall perceptions of the city. Each group, from senior citizens to the members of our business community, described their individual perspectives on these key issues. In addition, a brief update and discussion with the Communication Linkage Forum (Com- Link) group of neighborhood association leaders was held in February 2016. In light of the overwhelming demand from additional interest groups for more information related to the General Plan update program, staff conducted six additional community meetings throughout the entire city which occurred during the last two weeks of March 2016. A total of 13 General Plan Update meetings have been conducted in the community thus far. While previous General Plan community meetings were focused on citywide issues and opportunities, these neighborhood -based meetings were specifically designed to solicit input from individual areas of the city (Exhibit 1). 1913-1 City of Santa Ana General Plan Status Update April 19, 2016 Page 2 Further, one -on -one interviews with City Councilmembers have been initiated to solicit input from the City's elected officials. Updates will be provided to various boards, commissions and general public at community outreach events such as Celebrate Santa Ana which occurred in early April 2016 and future events scheduled through summer 2016. In November 2015 the Planning Division initiated the recruitment for additional City staff who would be specifically assigned to the General Plan update. It was anticipated that these new staff members would be hired by January 2016. However, the first full -time new hire joined City staff on April 1, 2016. As shown on the schedule, with some adjustments to the work schedule, staff is committed to meeting the original February 2018 deadline and completing the General Plan draft (Exhibit 2). Staff has initiated review of existing General Plan documents and identified the resources needed by specialized consulting services to successfully update the General Plan. Key consultants have been identified with expertise in the areas of web design, outreach for the creation of a smartphone- compatible website and marketing materials specific to the General Plan Update. In addition, consultants selected will provide technical assistance to develop computerized mapping systems and demographic analysis. Future consulting services will also be necessary to perform specialized work related to water conservation and sustainability, noise, seismic safety. Following the workshops and initial community feedback, the City will extract key principles from existing documents and work towards the preparation of the first working draft of the General Plan framework. In the next six to nine months, staff will be preparing the first detailed draft General Plan along with corresponding graphics, maps, charts and other supporting documentation to will be discussed with the Advisory Group, Planning Commission, Development and Transportation Committee before the City Council for further direction. Staff is working diligently towards completion of the General Plan to be consistent with the goals established as part of the City's Strategic Plan. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 — Economic Development, Objective #2 (Create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance Policies), Strategy A (Complete a comprehensive update of the City's General Plan including the development of policies and implementation measures that directly relate to equitable economic development). 19D-2 City of Santa Ana General Plan Status Update April 19, 2018 Page 3 FISCAL IMPACT There Is no fiscal impact associated with this action. VC; rb valraparts\GonaralplanW arkRIMnUpdatsRCC Exhibit 1. General Plan Community Meeting Flyer 2. General Plan Update Schedule Overview 19D-3 19D-4 UPCOMING COMMUNITY MEETINGS MARCH 22 - MARCH 31, TUESDAY, MARCH 22ND 1. Tell us what you enjoy most about Santa Ana City Public Works Yard, your neighborhood. 220 South Daisy Avenue, 92703 2. Tell us your top 3 concerns about your neighborhood. 3. Tell us what you are most con- cerned about citywide. 4. Tell us what you love most about the City of Santa Ana. WEDNESDAY, MARCH 23RD Santa Ana Senior Center, 424 West Third Street, 92701 THURSDAY, MARCH 24TH Madison Elementary School, 1124 East Hobart Street, 92707 TUESDAY, MARCH 29TH Newhope Library, 122 North Newhope Street, 92703 WEDNESDAY, MARCH 30TH Carr Intermediate School, 2120 West Edinger Avenue, 92704 EXHIBIT 1 Visit Santa- ana.org /genera!p!an for more info! THURSDAY, MARCH 31sT Santiago Elementary School, 19D -5 REUNIONS DE LA COMUNIDAD DE 6:00 PM To 5:00 PM MARTES, 22 DE MARZO 1. Diganos to que mas le gusta de su Santa Ana City Public Works Yard, vecindario. 2. Cuentenos sus 3 mayores pre- ocupaciones acerca de su vecin- dario. 3. Cuentenos to que ma's le procupa de toda la Ciudad. 4. 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O) 6 Q O O Q a .° c ¢ E a) N G C N 7 O L � Z Q) Q) -6 u -O p O O ¢ Z m >: h N C CL Y N a E a) o u CL a o ° O w O w N a N d = Q O U = U N Q (1) Q) a N O O °'O O Qp C> c� co cct N _ ' U- 'vas �Q) >v- 5"a�o`o� oar C c Qta a= y`) �yw 0 d O(D c cc a vi CaQ) O° >Q C N¢� Qp) N •• 7 0 .� O O .� O C¢ Q¢ Q 7 Q d 1 E O '� m Z U O E Z U O CL O E p E Q E° a ") ) U E E" w c _u w c E cw U O O > O a O t° a O O O° U w U C UQO UH° UU f-N QH d� Q 19D-8 N d 3 00 c N 3 C �a L > U Q. N LO � C r 0 c O a O D al � A N J: E E v J � a a � W a) O Q c v 0 a CL E O a) v a a > m L N E C d v L u REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: 2016 -2017 ANNUAL ACTION PLAN TO THE UNITED STATES DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT (STRATEGIC PLAN NO. 5,_11) RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _--• �; ❑ As Recommended ❑ As Amended ❑ Ordinance on 1i0 Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For,......, CONTINUED TO FILE NUMBER 1. Approve the Fiscal Year 2016 -2017 Annual Action Plan. 2. Authorize the submission of the Fiscal Year 2016 -2017 Annual Action Plan to the United States Department of Housing and Urban Development. COMMUNITY REDEVELOPMENT AND HOUSING COMMISSION RECOMMENDATION At its Regular Meeting on March 23, 2016, the Community Redevelopment and Housing Commission (CRHC) recommended the approval of the 2016 -2017 Annual Action Plan to the City Council by a vote of 5:0 (A. Garcia absent). DISCUSSION Each year, the City of Santa Ana receives funding from various formula grant allocation programs administered by the U.S. Department of Housing and Urban Development (HUD). These funds provide important services to the community for affordable and supportive housing, community development programs, public services, and economic development. The programs include Community Development Block Grant (CDBG), HOME Investment Partnership Grant (HOME), and Emergency Solutions Grant (ESG). Every five years, the City must submit to HUD its Five -Year Consolidated Plan, a comprehensive planning document and application for all of these programs. It describes our strategies to meet the needs of the community and identifies resources and programs that can be used to address them. In May of 2015, the Five -Year Consolidated Plan for the period of July 1, 2015 to June 30, 2020 was submitted to HUD. As part of this planning process, the City is required to submit an Annual Action Plan to achieve the goals in the Five -Year Consolidated Plan. This document establishes a one -year investment plan that outlines the intended use of resources in the forthcoming fiscal year. The proposed Annual Action Plan covers Fiscal Year (FY) 2016 — 2017 19E -1 2016 -2017 Housing and April 19, 2016 Page 2 Urban Development Annual Action Plan and reaffirms our policy to allocate funding in neighborhoods where programs and resources will have the maximum impact. During FY 2016.2017, the City anticipates receiving the following formula grant allocations: Program Allocation CD2G $5,266,263 HOME $1,139,061 E aG $ 489,202 _ HUD regulations require that the draft Annual Action Plan be made available for a 30 -day public review and comment period, A public notice stating that the draft plan was available for review beginning March 19, 2016 was published on March 9, 2016 In the Orange County Register In English, La Opinion in Spanish, and Nguoi Viet in Vietnamese, A public hearing was held at the Community Redevelopment and Housing Commission on March 23, 2016 to obtain public Input on the plan. No public Input was received. The 30 -day public comment period will conclude on April 19, 2016. In accordance with the federal regulations, all neighboring jurisdictions were also informed of the draft's availability for review. All comments received, including all funding recommendations made by the City Council on April 19, 2016, will be included in the final document, which is due to HUD no later than May 16, 2016. STRATEGIC PLAN ALIGNMENT Approval of this Item allows the City to meet Goal #6 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement Initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities), F SQL IMPACT There is no fiscal impact associated with this action, 4e r Robert Cortez Special Assistant to the City Manager City Manager's Office RC /TE /SV Exhibit: 1. Fiscal Year 2016 -2017 Annual Action Plan 19E -2 CITY OF SANTA ANA JULY 1, 2016 - JUNE 309 2017 l0► I u i EXHIBIT 1 19E -3 AP -05 Executive Summary - The Annual Plan outlines and projects that will bet the U.S. Department oU a receives an annual shame;? (ESG)and HOME funds. In Plan and First "M hnua incom and e) Summarize the i id e cbh mic,develoiaittnt needs, priorities, strategies, FSanta la Wrtf the tupps that the City receives from rr, Coprnet (HUDj:� §gin, entitlement jurisdiction, the City deve,.�lopment Block Grant (CDBG,) Emergency Solutions e titj t eruts, the City must submit this Consolidated he fun`; re intended to provide lower and moderate - 'shrO decent housing, a suitable living environment, v�r activitres include community facilities and rvation, development activities, public services, administration. and outcomes identified in the Plan This could be a restatement of items or a table listed elsewhere in the plan or a reference to another location. It may also contain any essential items from the housing and homeless needs assessment, the housing market analysis or the strategic plan. The City of Santa Ana's mission statement asserts, "To deliver efficient public services In partnership with our community which ensures public safety, a prosperous economic environment, opportunities for our youth, and a high quality of life for residents." OMB control Nn: 250" 117 (exp. 07/31 /2015) Annual Action Plan 2016 19E -4 1 The Strategic Plan proposes strategies and programs that focus on Santa Ana's mission statement, address community priority needs, and also HUD's statutory goals. Related to this mission statement are a series of City goals including: - Community Safety - Youth, Education, Recreation - Economic Development -City Financial Stability - Community Health, Livability, Engagement and Sustainability - Community Facilities and infrastructure - Team Santa Ana The City's needs are numerous and varied. The principal needs are:. +�ffardable housing through production, rehabilitation /repair, and financial assistance, public @vements to Improve neighborhoods, 2)housing for persons with special needs, 3)as tsf*f' ce forthe homeless, Including housing, services and homelessness prevention, 4)commu 4j and ' lic services especiallyfor youth, the elderly, the homeless, and persons with disabilOmpt 5:#conom icl ,pment and anti- poverty programs focused primarily upon job training and I� preparation, 6)p,, I facility and infrastructure improvements centered upon accessibility in s, and 7)code enforc t. f The strategies described herein establlsf Santa Ana's prigs ies fo assisting low an R erate income persons and neighborhoods with fund d y ,available wro p.; a Consolidated Plan, he affordable � r housing and development needs of a corgmut ity�, ,All always ou gh the resources available to address those needs. Therefore, it is necds Yy to p a the use a� available funds to the highest and (lest use to meet the most re -sing needs fog pusmg, a eless ti ecial needs population, and community developme,n � Vt, The priorities were selectO cased on a teview and hft� ysis of the Information summarized in the Consolidated Pgr�/Annual P in M,a lyt1 e minus t', participation process, consultations, the needs assessment d k of i igN arket�a is ysis Str res � 'signed to meet the priority needs and based on past 6rmance and sl pract�s�of comrn� with similar programs. Only projects that clearly demo nstrpgerthe capacity to ' ry_e one q t_he priorities below will receive funding through the The majority of C086 aptlwties are selected based on eligibility and need. All organizations requesting CDBG funds for pubii'mces, through a formal application process, demonstrate that the activity benefits low -and moderate income (LMI) persons. The organizations requesting ESG funds, did so through a formal appllcatlorioCass. They were each judged on their ability to carry out the requirements of the program which provides assistance to homeless individuals and families. 3. Evaluation of past performance This is an evaluation of past performance that helped lead the grantee to choose its goals or projects, Annual Action Plan 2016 OMB Control No: 2506 -0117 (exp. 07/31/2015) 19E -5 2 The City has used the resources provided by the HUD programs to the best of its ability and has been successful in meeting the HUD objectives over the preceding years. Components oft he City's system of care carried out during the report period included outreach, supportive services, homelessness prevention, emergency shelter, transitional housing, and access to permanent housing. The needs of the homeless with special needs (e.g., victims of domestic violence, persons living with Hlv /AIDS, and the chronic homeless) were also addressed by Santa Ana's CoC system. These program efforts helped address priority needs identified in the City's Annual Plan. Various programs, Including the Work Force Investment Act resources; addressed employment training and job placement needs. The State designated Enterprise ZRil, awnd the City's business attraction and �,.: retention programs also provided economic opportunities orresldel l In orderto meet the changing needs of the comet C �he City supported J he services and public facility improvement. projects. Public services fore income youth and serriiars -help stabilize households by providing services such as recreation a;, �utritionrvprograms. :£ The City administration recognizes that theCiy's annual enftterrjent and formula ailoeations are not sufficient to meat all of its needs, and seeSt�o�imize coordl�p.ton and cooperation among agencies and organizations to make best use of these` rted f R s Also, t'he City recognizes that leveraging resources is critical to achies ng the City's goats Thee" ptipues to c�' l 11 ate funding partners who can match the City's investment bf'DG, HOfvl end ES�funtS The need remains great, and additional r '�. ti✓ "r5rate�r dart @e funds are sought to ens�tr�� that mo���ap�fordable ly°t�S�tri 'and impor} ant programs and activities are available for those in need wt 4. Sut ima ry:of..,," ixen particfj5atian Prfr, gas anJ consultation process citizen n of The City er loys diverse methodstq encourage on -going participation from residents, community service providers' existing and ptltentiai community development partners. The participation process for the Annual P1an,includecl Jpublic notices; a 30 -day public comment period; public hearings; and consultation with nonrojiCsE:Cty staff, and housing providers. z S. Summary of public comments This could be a brief narrative summary or reference an attached document from the Citizen Participation section of the Con Plan. The City received all comments that were offered and Integrated them In the plan. OMB control No: 2506-0117 (exp. 07/31/2015) Annual Action Plan 2016 19E -6 3 6. Summary of comments or views not accepted and the reasons for not accepting them The City received all comments that were offered and integrated them in the plan. 7. Summary Annual Action Plan 2016 OMB Control No: 2506 -0117 (exp. 07/31/2015) 19E -7 F", N rq as PO (A In IL IL ro ta tao 12 0 0. to G ro CL 2 ro CL o .0 0 0. r 0) 0 CL u biO di bb bra -C E U to V4 O 0. 40gh AU 19E-8 ro u. O tw <11 Q <00 r a) E E E CL w N > 'E 'Et iE E �"E R E 0 U 0 u 10; AY, z z z z z w 40gh AU 19E-8 ro u. O AP -10 Consultation — 91.1000 91.200(b), 91.215(1) 1. Introduction Provide a concise summary of the jurisdiction's activities to enhance coordination between public and assisted housing providers and private and governmental health, mental health and service agencies (91.215(1)) The City of Santa Ana has It's own Housing Authority and wo Authority and City staff meet quarterly with County Ment�j various committees together. ESGfundswillcontinuer u FY 2016 -2017, Describe coordination with the Continuum homeless persons {particularly chronically children, veterans, and unaccompal yoi ratively on programs, Housing <ers in addition to sitting on ealth outreach team services in is to add resshe needs of VW axis and famili, families with and 6666ris at risk of 2 -1 -1 orange County is the County's lead With the Co�"�� §natE d En • ystem as well as the Homeless Management InfarmationSystem(HMIS) Ea�ub reci at thei }funds Is required to partipate In this system. With thegabhshlient ofthe Cif dm t tk s em, organizations are to lower their wend v dw barrier to entry and aft a housing,,first model a utreach s are administering the VI -SPDAT to help in the placements it usingti y staff are Y on several of the Continuum's sub- committee's._ ,,P,..f..,� Describl5nsuitatiariwiilthe COntljnuum (s) af� are that serves the jurisdiction's area in 9i sd� ^ } H determi�mg how to allocate SSG funds, develop performance standards for and evaluate outcomes d ph•gjects and activities asslsf�g by ESG funds, and develop funding, policies and procedures for he_Q tperation and;administration of HMIS City staff participated oils 'iver .1J,sulj' committees with the Continuum and coordinate on a variety of zO, Olv Issues. Additionally, the 0`ran" e County ESG grantees (County of Orange, City of Anaheim, City of Garden Grove, and the City of Santa Ana) have developed the Orange County ESG Collaborative as a unified approach to requesting, reviewing and funding ESG subrecipients, This collaborative approach has streamlined the application and review process and allowed the grantees to better understand the impacts of funding decisions, Future Collaborative efforts will include unified invoice and monitoring forms and other actions to better serve our homeless and at-risk of homeless families. Annual Action Plan 2016 OMB Control No: 2506.0117 (exp. 07/31/2015) 19E -9 R 2. Describe Agencies, groups, organizations and others who participated In the process and describe the jurisdiction's consultations with housing, social service agencies and other entities OMB Control No: 2506 -0177 (oxp. 07/31/2015) Annual Action Plan 2016 19E -10 d N CL a 0 s 3 C Q C R ui d tl�! 4 I N a a7 h� +u Y c C CL CD L N cc� 4- Q! 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In addition there were meetings conducted with appropriate housing and social service agencies regarding the housing needs of children, elderly persons, persons with disabilities, homeless persons. The 2016 Annual Plan sets forth a description of activities for the use of.funds that will become available during the coming Federal fiscal year, determines goals for mdlv[dlaals and households to be served, and describes the implementation plan and geographic location ofthe c-Ivttles to be undertaken. gg r,a ## Project Name 15 2 FIOMEI6 -Admin 3 HOME16- Single Family Rehab 4 HOME16 -5D0 5 SG16 Santa Ana 6 HOME16- Affordable Rentalhlausing° ° „ CDBG16- AD MINI CDBG16.F•AIR Fy01�JSfh1G CDBG16 -CODE ixP,,bRCEMENTk CDBG16-ECON CDBG16(:`1 tJQSERVICE a [12 Cbb"C 1 PARIO PROVEME" TS ROOSEVELx, LKE CD_0- 6- STREET IMP] q,U'EMENT, CDBG75;VEIGIIBORHOOTJ" pONSOR%JMPROVEMENTS CDBG16 SINGLE FAMILY REFIAB CDBG16 MULTI;fAMIL.Y REFIAI.y 17 CDBG16- HOMEBUYERDOW ,,PoAYMENTASSISTANCE 18 CDBG15 -PARK IMP 6i(1 ,'O LACY ST OPEN SPACE Tabie S— Project Information ,Fay Describe the reasons for allocation priorities and any obstacles to addressing underserved needs These projects are deemed to be of the highest priority and meet the greatest need. 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C V � Q O m 7 c Q ti L^ 0 a r O n b U m z 0 AP -50 Geographic Distribution _, 91.220(f) Description of the geographic areas of the entitlement (including areas of low- income and minority concentration) where assistance will be directed HUD - funded activities are limited to the City's Low -and Moderate - Income area, which encompasses the majority of the City's residential areas. Areas of the City outside of the CDBG target areas will benefit from activities that are limited - clientele in nature, i.e., a person /household can benefit from a federally assisted program provided they meet the program's eligibility criteria„Eligibility is typically established by household income and household size. w zpi CDBG program funds will be expended based on progra available on a citywide basis for qualified beneficiane%, activities will also be carried out on a citywide has development projects (i.e. street and park improve n xl� and Moderate - Income Area; i.e., areas of the City whet, Moderate - Income definition.,r HOME funds will be utilized to support activities for Very Low - Income homeou ESG funding will be already homeless w A portion of co rn m u nitVII 1 trit��rra. Fo f�ka m pie, public services will be air housing an grogram administration sing cede enforceme`,ht and community projects) will be carried�ut in the City's Low - the maloelty of residents rivet HUD's Low- and TargetArea_� I rPercent ° "_r ofEunds Low -and Moderatej)ncomeatea a' Citywide ,} "? 100 and rehabilitation or that assist those services. the Civic Center where the largest Table 10 - Geographic Distribufioti ;y` Rationale for the priorities for allocating Investments geographically Funds are used city -wide to benefit the residents of the City of Santa Ana. Discussion OMB Control No: 2506 -0117 (exp. 07 /31/2015) Annual Action Plan 2016 19E -34 31 Affordable Housing AP -55 Affordable Housing — 91.220(g) Introduction As noted earlier, the most important impediment to affordable housing revolves around the lack of Federal and State resources for affordable housing Initiatives. The lack of programs and resources to reduce excessive rent or mortgage burdens to qualified persons ls,,,� factor. Another barrier to affordable housing in Santa Ana is the hid t��,1,fhousing created by a demand for housing, both existing and new, which exceeds the current „ppply. 'd Lte the recent downturn in the housing market nationally, housing prices, both pure nd rental, r of high, especially for lower income households. In addition, the cost of site acquisition is very high, facts make housing construction expe siv and put households. 's.� The Housing Needs Assessment also identified r�. to the foreclosure crisis, 1 also is outside t ,,0 f issues revolving arou d) rsona� in�a4 (lack g, affect the availability of;p fgrdable housing for In an - In 201,,, to City Council adop t r, � r. Opportunit Qrdinance (HO6 residential de�taAlopment when to provide 1506 of ill w units households. The H s reel: V11 r;.. income households or 15fQt f r has n12costs are aI high. These lA,ng out of the reae uof low- Income in the %ortgage origination process due �roi o Cit policy. In some instances, cedit history, employment history) residents: the following actions: 4 lusionary Yb,ps,htg ordinance referred to as Housing giilfl u�esidentlal Projects with a zone change that allow uses were;not previously allowed, and include more than 5 units, to Ana to be affordable to very low -, low- and moderate - Income 2015 to provide 10% of new units to be affordable to very low - its to be affordable for low - income households. - The City utilized limited public' resources to fund the development and /or the acquisition and rehabilitation of rental housing units. This public assistance will result in lower rents for assisted units thus partially offsetting the impacts of some of the barriers listed above. Collaborating with CHDOs helps ensures long -term affordability and maintenance of housing units. -The City's Housing Authority conducted outreach to rental property owners to encourage participation In the rental assistance program.'rhe Authority's staff also provided counseling to new /prospective tenants on the importance of building good credit history. Credit counseling was provided by the Annual Action Plan 2016 OMB Control No: 2506 -0117 oxp. 07/31/2015) 19E -35 32 Consumer Credit Counseling Center, a local nonprofit agency. One Year Goals for the Number of Households to be Supported Homeless 5,000 Non - Homeless 0 Special -Needs 0 Total 5,000 Table 11- One Year Goals for Affordable Housing by Support Requirement One Year Goals for the Number of Households Supported Through Rental Assistance T � r 0 The Production of New Units Td; Rehab of Existing Units 10 l & Acquisition of Existing Units m ,o,,�" y Total ��tls 16 Table 12.One Year Goals for Affordable Housing by Supp ri [l pe A'k Dlscu ". OMB Control No: 2506- 0117(exp, 07/91/2015) Annual Action Plan 2016 19E -36 33 AP -60 Public Housing — 91.220 {h} Introduction The Santa Ana Housing Authority administers 2,658 Housing Choice Vouchers and does not own or operate and public housing units. It is the intention of the Authority to continue to provide safe, attractive affordable housing to its HCV clients. Actions planned during the nerd year to address the needs to public housing Not Applicable Actions to encourage public housing residents to be6'61 ie mane involved in management and participate in homeownership.,. Not Applicable If the PHA Is designated as tt provided or other assistance Not Applicable Discussion Annual Action Plan 2016 OMH Control Not 2506 -0117 (exp. 07/31/2015) 19E -37 will be 3& AP -65 Homeless and Other Special Needs Activities -- 91.220(i) introduction The needs of homeless persons and of persons with special needs are complex and require a wide range of specialized services. Numerous agencies are often involved in the care of a homeless person, providing distinct services such as housing, mental health counseling, employment training, and case work services• A number of activities and services are funded to help the needs of the homeless and other special needs populations. Overall, these services address the high priority of reducing homelessness and the threat of becoming homeless, as well as providing necessary services for the N. a ..Yr homeless. There are several groups that have a higher need for needs Seniors, people with disabilities, and the chroi problems and have difficulty affording housing S accessible housing, whetherfor new housing, rehi housing they currently occupy. In addition to genera resulting from dementia and Increasing j sical deb debilitation. SON!, Describe the jurisdictions one -year ,.�7,.. Including i"j! ' Reaching out to horitiO�< Individual needs I; The one,year goalso ac�dr H, On- going /p�'_rtnership witF • increasing the supply of sr • Preserving existing sped. • Adapting existing housing ip1' hou"M' and have special housing omeless are riofe likely to face housing people with dh'sali #les also have a need for =_xisting housing, o adaptation of the igesgohiors may have s jp�rortive needs &b..ri!,&Mentla and inc reasJr g physical and ending homelessness Outreach teams, special needs persons and supportive services the needs of special needs populations - Improving access to services for special needs persons and assessing their - Assisting the homeless and those at risk of homelessness with access to permanent affordable housing and necessary supportive services - Coordinating homeless services and encouraging collaboration among Service Providers and the Continuum of Care. OMa Control No: 2506 -01.17 (exp.07/31/2015) Annual Action Plan 35 2016 19E -38 The one -year actions to be taken include: The availability of 100 Project -Based Vouchers to assist homeless individuals and families access affordable housing with supportive services from the Santa Ana Housing Authority, Reserving 50% of Santa Ana Housing Authority turnover vouchers for Santa Ana homeless, Relaxing the local criminal background screening for individuals applying for Housing Authority Vouchers, Releasing an RFP for up to 50 project based vouchers. Providing financial assistance to coordinate homeless homeless area. ,ef Provide funding for a Check -In Centerwhere periods of time, Providing General Funds to assist the Addressing the These unaccompanied youth) with i4t and oermanent ousine. In < transitional Helping homeless per "son with children, veterans a permanent housing and i the ie'ec $ with ch city's highest populated uals can keep their b'.elongings for short ming. housing needs of homeless persons population (especially chronically veterans and their families, and )f seiffices that Includes emergency shelter, transitional housing CSG fd swill provide assistace for both emergency and ially chronically homeless individuals and families, families families, and unaccompanied youth) make the transition to dent 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 Working closely with the Continuum of Care and the new survey tool to prioritize the most vulnerable chronically homeless become served more quickly. All of the goals listed above were developed to Increase housing success. Annual Action Plan 2016 OMB Control No: 2506-0117 (exp. 07/31/2015) 19E -39 36 Helping low- income individuals and families avoid becoming homeless, especially extremely low- income individuals and families and those who are: 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); or, receiving assistance from public or private agencies that address housing, health, social services, employment, education, or youth needs. The goals listed above will help these individuals and families in preventing homelessness. The ESG program will fund homeless prevention programs including legalµe�sistance for tenants who have received unlawful detainer notices. The HEART program, funcle jqY *ESG provides bus tickets for individuals interested in returning to their home; often follovgrase from a correctional facility. k Discussion 3 One year goals for the number of households to be "proyided hAUSJng through the use of HOPWA for: Short -term rent, mortgage, and utdit� assistance to pre've,h hR�,elessness of the "��'f Tenant -based rental assistance _ ` ' <s > "�� „, �` �`"� - Units provided in housing facilities (transit�anal of (Permanent) that 're being developed, leased, or operake�,,,„ �� Units provided in tran�tY,Q�nal -' hpYt Berm housing facflt�es de���}�,ped teased, or operated with HOPW�,fdnds Total _ ��r,, _ r — OMB Control No: 2505 -0117 (exp. 07 /31/2015) F' Annual Action Plan 2016 19E -40 37 AP -75 Barriers to affordable housing — 91,220(j) Introduction Through vehicles such as zoning ordinances, subdivision controls, permit systems, and housing codes and standards, the City has attempted to ensure the health, safety, and quality of life of its residents while minimizing the barriers that may impede the development of affordable housing. None of these measures is intended to restrict the affordability of housing, though these regulations may on occasion affect the pricing of housing. ,dl.;'r:- Actions it planned to remove or ameliorate the as barriers to affordable housing such as Ian 0. ordinances, building codes, fees and charges, 'i return on residential Investment The City has identified several barriers - Governmental constraints such as property restrictions), building codes�4 ##i IIdlpg permit regulations, and ADA cgr�(pliance - Market constraints limited fundinersour, nd in the Citv`hi'bstly cdli3ists of Improved prdlj -,� es also - The region's rent!rh households to obtain severely impacted. cost, Ive effectiV public policies that serve trots, tax poll�tj affecting land, zoning limitations, and lio)cies affecting the housing including the following: density and zoning nent, prevailing wage for land. Other constraints include 4t,e6ls that must be assembled for significant new replacement requirements for redeveloping development of affordable housing. increase. Higher rents limited the ability of some lower income table housing. Households with no or poor credit history are Since governmental restrictions may constrain the production of affordable housing, the City of Santa Ana continues to monitor, analyze and address, as necessary, governmental regulations, land use controls and residential development standards that affect the production and preservation of affordable housing. The Housing Needs Assessment also identified stringent criteria in the mortgage origination process due to the foreclosure crisis, which also is outside the scope and control of City policy. in some instances, Annual Action Plan 2016 OMB Control No: 2506 -0117 (exp. 07/3112015) 19E -41 M issues revolving around personal finances (lack of down payment, credit history, employment history) affect the availability of affordable housing for residents. Market factors that tend to restrict affordable housing production are: high land costs, high construction costs, and the availability of financing. In an effort to mitigate these barriers, Santa Ana has undertaken the following actions: -City Council adopted an inclusionary housing ordinance referred to as Housing Opportunity Ordinance (HOO) that requires 15% of all new units in Santa Ana to be affordable to very low -, low- and moderate - income households. , -The City utilizes limited public resources to fund the develo mend and /or the acquisltion and rehabilitation of rental housing units. This public assistant Ni114Fesult In lower rents for assisted units thus partially offsetting the impacts of some of the ba,,%&&s lit ed above Collaborating with CHDOs helps ensures long -term affordability and maintenan ng units -The City's Housing Authority conducts outreach in the tenant Consul Disco: OMB Control No: 2506 -0117 (exp. 07 /31/2015) Annual Action Plan 2015 19E -42 ers to e"ncaurage participation ing is to 34 AP -85 Other Actions — 91.220(lo Introduction Actions planned to address obstacles to meeting underserved needs The City of Santa Ana will undertake many activities aimed at addressing the needs of the community's underserved. The underserved include the elderly, disabled, youth, Iomeless, and very low- income households. In order to serve these populations, the City will focu - ited resources toward upgrading existing housing units and expanding the number of affordable � o}ising units for both owners and i renters. Housing rehabilitation and acquisition /developme i o di "'rental housing units are examples a of activities, Finally, the City and local nonprofits will ct in' "u to provj'ez§ervices for underserved City residents, Social services to be funded will include ,emeal delivery, ho ' lessness housing /support services, and youth programs. By focusing resour n the housing and coo"t+y needs Identified as high priority the City will be able to utilize limited r urces more efficiently, When available, Santa Ana will seek these needs, Actions planned to fostergnd maintai federal and locafrf6cls to address In an effort to mamtalfi K` ".. t' foster"a'J dabie hd sh'i 5ta Ana'uuuft.q ontinue to seek ways to achieve this objective, These wi�pclude prog g1ns and ac yi %s such as k�<s o ^k w t1° < k + Impleme�tir3d "Yecentl siopary,Piousin &'ordinance referred to as Housing Opportunity ,. ?ln '1M arai; i r x Ordmaf� H00) that reties Residential Project With a °zone change that allow residential developini nt he such use were nod previously a ed, and Include more than 5 units, to provide 150ya of all ne . Rynits in Santa Marto be afft? ;,able to very low -, low- and moderate - income households, • using limited pub c,resourres to;fUird the development and /or the acquisition and rehabilitation of rental housing units .? is public as'g' $ #ante will result in lower rents for assisted units thus partially offsetting the impacts of dome of th e barriers listed above, Collaborating with CHDOs helps ensures long -term affordability and maintenance of housing units, • Continuing the City's Housing Authority outreach to rental property owners to encourage participation in the rental assistance program. The Authority's staff also provided counseling to new /prospective tenants on the importance of building good credit history. Credit counselingwas provided by the Consumer Credit Counseling Center, a local nonprofit agency, + Issue 100 units of permanent supportive housing for homeless individuals and families. Annual Action Plan 40 2016 OM &Control No: 2506 -0117 (exp. 07/31 /2015) 19E -43 • Utilize $1.1 million in HOME Program funds together with 50 project -based vouchers for homeless individuals and families. The 50 project -based vouchers makes available up to $540,000 in existing housing resources to maintain affordable housing. Actions planned to reduce lead -based paint hazards In an effort to address the problems caused by lead exposure, the City of Santa Ana has implemented a lead paint hazard identification and notification process as part of Its housing programs. This process has been designed to comply with HUD's lead based paint hazard regulatt ps (Title X), which became effective in September 2000, and was implemented by Santa Ail W, anuary 2002. All owner - occupied housing units rehabilitated or construee j;prio�i 4'979 are inspected for lead paint w hazards. If the inspection finds potential lead based paajn%) a ards, they °uect property is tested — the >. „- average cost per test is $450. Program staff Indicates= at procedures to ca I with Title X has added approximately 30 days to the typical housing rehabiitltion project �u Actions planned to reduce the number of povertyclu�elt i fes ar N� The objectives and strategics of this Plan ill' are focGsed an reducingthe number of families in poverty, „. improving the quality of life forthe poorestaf�familiW,f and lessening the impacts of poverty. Strategies include those addressing affordable housjngX�Jgcial needsltousing, ho Yt Nlessness, public facilities, public improvements, afirt,ec no�j�developmnt,y The movement of peopO4.4o�ve the pov'brty line mvoVes a variety of policies and programs that extend beyond providing opportumttafor e4iiplap ent at a n, wage. Access to education, transportation, a asst t" ersans to secure and retain economically childcare „and,hous n,gare key co(ztppnants thaj,,, �, yp The City wfll errTpioy a variety of,'sfrategies to h_ elp alleviate poverty, Including efforts to stimulate economic growtOand job opportunities, and td provide Santa Ana residents with the skills and abilities required to take adv” stage of those 6pportunmes. More specifically, the City will undertake a range of activities and services `to eombat,poverty including: • Affordable housing program5'including rehabilitation, rental assistance, and creation of new affordable housing units (via new construction or acquisition /rehabilitation). • Homeless assistance including prevention activities, emergency shelter, transitional housing, and access to permanent housing opportunities. Support services will be blended with these activities. • Public safety to prevent criminals from victimizing the poor. • Public facility improvements to improve the overall infrastructure of the City, but more specifically to OMB control No: 2506.0117 (exp. 07/81/2015) Annual Action Plan 41 2016 19E -44 eliminate public improvements /infrastructure that negatively impact residential neighborhoods. • Job training, Job - search skills and job placement to provide those living in poverty with employment opportunities that pay higher wages. • Youth recreation and diversion services which provide youth living in poverty with alternatives to gang and crime activities, The Housing Authority will continue to implement the Family Self- Sufficiency (FSS)program, which will provide rental assistance, life skills training and referrals to empllo�"mgn`t training for program participants, Ade Actions planned to develop Institutional The City of Santa Ana will strengthen institutional and private housing and social service agencies, an initiatives. The City works closely with local institut incentives with neighborhood and cc it . devi with neighborhood associations, comet it d d yy ,.., institutions. The City also supports prograni�saaimyc departments. The City will c !r� ue to utilize et Implement the strateg1ja, I A.,Rd>dI. ,the Cons et con, In the area of housing, the�GkJy will c . tlnue to private develors, non esa housing rFsquPg rutll ed loXenost effr�6 contlnu ,tgparticipate'iht e�regio alContinuu housine and service needs of #lie Coun v s..hom Actions plane ed ',to enhance service itures and enhance cobgdnatlon between public 4 Ater asslstehOUSing lmoe&p ments and resident ohmltiaptf7grams that Iinkeconomic 'th �l5�i�' Y- men ry & Jectives, including bud0lhg / relationships ding ag cl Tess nonprofits, and educational phancing 664rdination among various City 233'o ferrals, canWts and partnerships to relationship with local housing providers such as dig housing authorities, to ensure that limited _ffpctive manner possible. The City also will 1W e sub - committee's in order to identify the public and private housing and social Additionally, the Orange County 1 %grantees (County of Orange, City of Anaheim, City of Garden Grove, and the City of Santa Ana) ha"V4, )eveloped the Orange County ESG Collaborative as a unified approach to requesting, reviewing and funding ESG subreciplents. This collaborative approach has streamlined the application and review process and allowed the grantees to better understand the impacts of funding decisions. Future Collaborative efforts will include unified invoice and monitoring forms and other actions to better serve our homeless and at -risk of homeless families. Discussion Annual Action Plan 2016 OMB Control No: 2506- 0117(eK .07/31/2015) 19E -45 42 OMB Control No: 2SOS -0117 (up. 07/31(2015) Annual Action Plan 2016 19E -46 ns Program Specific Requirements AP -90 Program Specific Requirements - 91.220(1)(1,2,4) Introduction Community Development Block Grant Reference 24 CFR 91.220( Projects planned with all CDBG funds expected to be availablV,�I Projects Table, The following Identifies program income that i§ a to be carried out. projects 1. The total amount of program Income that wil program year and that has not yet been reprogra n 2. The amount of proceeds from section 108 loan gu address the priority needs and specifl ? ctives id( 3. The amount of surplus funds from u': al 4. The amount of any grant funds returned NV �been included m a prier sta a ent or plan 5. The amount of Incom�o- i fundeibe a�a', a, Total Program Incorti;�;;; 1. 2. The est(l ted p persons of Idny hpd t two o r t h ree yea. {�, of CDBG funds is u years covered that received irements m (CDBG) year are Identified in the for use that is included In or start of the next 0 Will be used du the year to grantee's strategic Iran. the planned use has not rcentage r bKI)BG fur?' s that will be used for activities that benefit moderate Ind e.Over �1� benefit - A consecutive period of one, nay be used toc etermine that a minimum overall benefit of 70% 4to benefit e�'sons of low and moderate income. Specify the nciude this Annual Action Plan. Annual Action Plan 2016 OMB control No: 2506 -0117 (exp. 07131/2015) 19E -47 0 0 0 0 0 I 1000% M HOME Investment Partnership Program (HOME) Reference 24 CFR 91.220(1)(2) 1. A description of otherforms of investment being used beyond those Identified in Section 92.205 Is as follows: The City of Santa Ana does not use HOME funds In any other manner than those described In Section 92.205(b). 2. A description of the guidelines that will be used for resale or recapture of HOME funds when used for homebuyer activities as required in 92.254, is as followsr" ! " n , Not Applicable+ Ae K ;- INN 3. A description of the guidelines for resale or rapture that ensures the affs� ability of units acquired with HOME Funds? See 24 CFR 92.254(a)(4) areas °fq,,(lows: Not Applicable 4. Plans for using OME funds to refinance , aptinjV p,ecured by fnultifamiiy housing that is g "' „ �;. n rehabilitated with HOME,( �l`hds along with a,descriptlohdithe refld sing guidelines required that �54 !:. will be used under 2A CFR 92 2Q6,((�), are as fgtlovr, , < n ,l The City of Santa Ana h�s;;,no plan$rt 7 use HOMEct pnds for this purpose. (ESG) 1. Include Wri7Nn standards f&' providing�ESG assistance (may include as attachment) ATTACH F T 2. If the Continuum of Care Mas established centralized or coordinated assessment system that meets HUD requirements, describe that centralized or coordinated assessment system. In FY 15/16, the City provided funding far the development of the Coordinated Entry system and on- going data entry system, HMIS. Both of these programs are through the Continuum of Care. Again in FY 16/17, funding will be provided for I-IMIS data and Coordinated Entry. This includes a survey tool called VI- SPDATto measure the vulverability of the chronically homeless and provide matching housing. OW control No: 250607,7.7 (exp. 07 /31/2015) Annual Action Plan 45 2016 19E -48 3. Identify the process for making sub - awards and describe how the ESG allocation available to private nonprofit organizations (including community and faith -based organizations). For FY16/17 ESG funding, the orange County ESG grantees (County of Orange, City of Anaheim, City of Garden Grove, and the City of Santa Ana) developed the orange County ESG Collaborative as a unified approach to requesting, reviewing and funding ESG subrecipients. This collaborative approach has streamlined the application and review process and allowed the grantees to better understand the impacts of funding decisions. Future Cailaborative''efforts will include unified invoice and monitoring forms and other actions to better serve,our homeless and at -risk of homeless families. Following the Collaborative review, the recomr.66'4afion is taken before the Redevelopment and ,�:,t.. Housing Commission followed by approval b e i City Council. Allocation ;were made with considerations of ensuring that program funds wqu(d be available for hc, a sness prevention, _ rapid - rehousing, shelter, data and street autreach x rNf '' �3xa'�'�u1 F� d Ml 1119 V Mk ` i 7 7 r- 7tM, 4. If the jurisdiction is unable to mget the hojmele'ss partrcip ti¢n requirement in 24 CFR 576,405(a), the jurisdiction m6st3specify its �Ia'n for reaching out to and consulting with homeless or former ly homeless rndiyiduaI in` onsidering policies and funding decisions w rega drrj facdrtres.and 5 1, Ice funde, t)rtder 65 a,,,, Ctty.wor(<s closely With the y homelessservices staff as well as local homeless service Count providerSr' homeless advo6 groups, the OC Homeless Task Force, neighboring cities and homeless individuals 5. Describe performance^standards for evaluating ESG. The City utilizes the HUD monitoring ESG handbook to monitor each program's performance to ensure that goals are on track and funds are used accordingly. Quarterly, invoices are reviewed to ensure program compliance. This also includes a quarterly financial invoice monitoring by City Accounting staff or an outside financial monitoring contract. The City works closely with the OC Collaborative to standardize as much as possible. Annual Action Plan 46 2016 aM8 Control No: 2506 -0117 (exp. 07/31/2015) 19E -49 19E -50 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: April 19, 2016 TITLE: YOUTH COMMISSION BIKE HELMET ART INITIATIVE FUNDS FOR 2015 -16 {STRATEGIC PLAN NO. 1, 1E} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: 0 As Recommended ® As Amended [I Ordinance on I' Reading © Ordinance on 2 "6 Reading ❑ Implementing Resolution 0 Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file Youth Commission Bike Helmet Art Initiative. DISCUSSION The Santa Ana Youth Commission is an advisory body to the City Council that reviews and recommends programs that stimulate a prosperous environment for Santa Ana youth. In an effort to further this objective, the Youth Commission formulated the Bike Helmet Art Initiative that is intended to increase bike safety and bike safety awareness among Santa Ana youth. The Bike Helmet Initiative will encourage youth to wear helmets, other protective gear, learn basic road safety and hand signals. As part of the fiscal year 2015 -2016 budget, the City provided $25,000 to the Parks, Recreation and Community Services Agency to assist in the Youth Commission's efforts. The Bike Helmet Initiative is expected to cost $14,000. The funds will support the purchase of helmets, protective gear, and marketing costs. It will also provide staff support for the various events where the Initiative will be conducted. These events include: Dia de los Ninos /Dia de los Libros (Day of the Child /Day of the Books) celebration on April 23, 2016, the Cinco de Mayo festival on April 30 -May 1, 2016, and the Fourth of July event. At the Dia de los Ninos /Dia de los Libros and Cinco de Mayo events, youth will be provided with free, custom - fitted helmets, approximately 700 helmets will be available and encouraged to individualize their helmets using art supplies provided by staff. All participants will be invited to attend the Fourth of July celebration for a chance to obtain additional protective gear. Participants that decorate their helmets will have the opportunity to enter their helmet creations into a Facebook competition to determine which are best "liked" by voters. Participants' helmets with the most "likes" will be asked to attend the booth at Fourth of July event to have their helmets displayed and be part of the final step of the competition in which visitors will vote for a winning helmet. The winner will receive a new bike. The goal of the Youth Commission is that this Initiative will respond to the City's concern for the safety of young people riding bikes in a high traffic environment. 19F -1 Youth Commission Bike Helmet Art Initiative April 19, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Strategic Plan Goal #1 - (Community Safety), Objective #1 (Modernize the Community Policing philosophy to improve customer service, crime prevention and traffic /pedestrian /bicycle safety), Strategic E (Create a task force between the Police Department, Public Works Agency and the Santa Unified School District to increase community outreach emphasizing traffic /pedestrian /bicycle safety (i.e. Active Transportation Safety Plan). FISCAL IMPACT There is no fiscal impact associated with this action. Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency 19F -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: SANTA ANA PUBLIC LIBRARY LOGO DESIGN CONTEST RESULTS {STRATEGIC PLAN NO. 2, 3C} CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended As Amended C� Ordinance on 1" Reading ❑ Ordinance on 2 I Reading Implementing Resolution ® Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file Santa Ana Public Library Logo Design Contest results. DISCUSSION The Santa Ana Public Library released a Logo Design Contest open to any resident of Santa Ana or Santa Ana Library cardholder with the objective to solicit designs that would bring represent the Santa Ana Public Library. Several major city public libraries in the country have unique logos that help brand the importance of library services in the communities they serve. From October 7, 2015 to January 4, 2016, the Santa Ana Public Library released the Logo Design Contest where candidates were to submit their logo designs by Monday, January 4, 2016. Candidates had the option of submitting their logo designs electronically via email or providing an original copy at the Santa Ana Public Library Information Desk. All designs were required to include a description of their logo and its meaning. The Santa Ana Public Library received 76 submissions, which were evaluated by a committee of library staff using a rating scale of 1 (low) to 5 (high), while considering the library's mission as a basis, which included literacy, diversity, community, technology, information, youth, history, future. Applicants' identities were kept confidential to ensure fairness. The committee of library staff met to rate each submission and five finalists were selected. The five finalist logo designs were uploaded to the Parks, Recreation and Public Library Facebook page in an effort to allow the general public to help identify the winning logo by a show of the highest number of Facebook `Likes'. On February 8, 2016, Anthony Navarro was announced as the winner of the Logo Design Contest. Anthony Navarro is a Santa Ana resident that attended Century High School where he took graphic design courses, and is now studying business at Santa Ana College. Anthony uses his talent in creating graphics as a medium of his imagination and enjoys drawing because he can visualize an idea on paper. His philosophy for the library, which comes across in his logo, is "Commitment of knowledge to the community." 19G -1 Santa Ana Public Library Logo Design Contest Results April 19, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #2 - Youth, Education, Recreation, Objective #3 (Expand use of technology as a tool for communication and education in the community), Strategy C (Review web, social media, and CTV3 services and develop new strategies for more effective use). FISCAL IMPACT There is not fiscal impact associated with this action. Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency EXHIBIT: 1. Logo and Description 19G -2 Santa Ana Public Library Logo Description The starting point in the design of the logo is the architecture of the Santa Ana Public Library. The building is distinct enough to be recognizable in a simpler form. There are many truly inspired logos that are generic and can be used for any library, but the goal here is to create a logo that is specific to this library. Then the stated mission of library served as a checklist of elements for the logo that have been included to some extent in an intricate design. The design concept of negative space is a personal preference that is prevalent in the logo artwork. The logo features the library building to represent a sense of history and to be unique among other logos. The other elements of the logo are generic recognizable representations of the library's mission. The more prominent elements are technology and community which are represented with electronic devices and connected figures. The connected figures can represent youth, diversity, and community. The electronic devices and books can represent technology, information, future, and literacy. The logo promotes the connection the library has to the people of the city which is a demonstration of its commitment to the community VT J yr +• - 19G -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE APPROPRIATION ADJUSTMENT TO IMPLEMENT THE ORANGE COUNTY PARTNERSHIP TO IMPROVE COMMUNITY HEALTH GRANT PROJECT (STRATEGIC PLAN NO. 5, 4B) CITY MANAGE RECOMMENDED ACTION Approve an appropriation adjustment recognizing Community Health grant allocation in the amount of Fund revenue account and appropriating the sar expenditure account for 2015 -2016. DISCUSSION CLERK OF COUNCIL USE ONLY: 07 Z111TId, ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Orange County Partnership to Improve $145,000 into the Emergency and Health ie in the Emergency and Health Fund In May 2015, the City Council approved an Agreement with the Community Action Partnership of Orange County to implement the Orange County Partnership to Improve Community Health (PICH) initiative. The PICH initiative is a program supported by a Centers for Disease Control and Prevention grant with funding allocated annually for up to three years. The goal of the program is to address leading risk factors for major causes of death and disability in the United States, including poor nutrition and physical inactivity. The requested appropriation adjustment is to recognize grant funds allocated for Year 2 of the PICH initiative. Projects in Santa Ana will focus on increasing pedestrian walkability in the downtown corridor through the installation of traffic calming improvements, bike racks, wayfinding markers, and intersection enhancements. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #5 — Community Health, Livability, Engagement & Sustainability, Objective #4 — Support neighborhood vitality and liability, Strategy #B — Improve neighborhood quality by locating or providing access to complementary services and public facilities, including access to health food options in neighborhoods. 20A -1 Agreement with Community Action Partnership to Implement Partnership to Improve Community Health Grant Project April 19, 2016 Page 2 FISCAL IMPACT The Orange County PICH grant award of $145,000 (Federal Award Identification Number U58DP005861) will be recognized into the Emergency and Health Fund revenue account (No. 12217002 - 52001) and appropriated into the Contract Services- Professional account (No. 12217600 - 62300) and Miscellaneous Operating Expenses account (No. 12217600 - 63001) for expenditure in FY 2015 -16 as follows: ACCOUNT NO. FY 2015 -16 12217600 -62300 $90,000 12217600 -63001 $55,000 TOTAL: $145,000 F w� Fred Mousavipour Executive Director Public Works Agency FM /EWG /CW APPROVED AS TO FUNDS & ACCOUNTS: IZNS n, � r-,, Francisco Gutierrez �_ � Executive Director Finance & Management Services Agency 20A -2 REQUEST COUNCIL FOR ACTION CITY COUNCIL MEETING DATE; APRIL 19, 2016 TITLE: COOPERATIVE AGREEMENT WITH THE CITY OF COSTA MESA FOR THE SANTA ANA DELHI DIVERSION PROJECT (NONGENERAL FUND) (PROJECT NO. 16 -6467) {STRATEGIC PLAN NO. 6, 1G} CITY MANAGERIV IJ�Due 17,117J01014 CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on tat Reading ❑ Ordinance on 2nd Reading C] Implementing Resolution ❑ Set Public Hearing For FILE NUMBER 1. Recognize a Mitigated Negative Declaration for the Santa Ana Delhi Diversion Project. 2. Authorize the City Manager and Clerk of the Council to execute a Cooperative Agreement with the City of Costa Mesa that advances funds in an amount not to exceed $1,100,000 for construction of the portion of the Santa Ana Delhi Diversion Project within the limits of City of Costa Mesa and require reimbursement of $600,000 to the City of Santa Ana by January 31, 2017, subject to nonsubstantive changes approved by the City Manager and City Attorney. 3. Amend the Fiscal Year 2015 -2016 Capital Improvement Project to increase the Delhi Diversion Project budget by $1,100,000. 4. Approve an appropriation adjustment to recognize a $600,000 Expense Reimbursement from City of Costa Mesa and $500,000 from Federal Clean Water Protection Enterprise prior year fund balance, and appropriate $1,100,000 in the Federal Clean Water Protection Enterprise Fund. DISCUSSION The Santa Ana Delhi Diversion Project (Delhi Project) is a regional collaboration between Santa Ana, Costa Mesa, Newport Beach, County of Orange, and the Orange County Flood Control District. The goal of the Delhi Project is to improve the water quality in Newport Bay and increase regional groundwater supplies. Completion of the Delhi Project will also help Santa Ana meet federal storm water program requirements mandated by the California State Water Resources Control Board. 20B -1 Cooperative Agreement with the City of Costa Mesa Santa Ana Delhi Diversion April 19, 2016 Page 2 The Delhi Project will divert trash and debris flow from the Santa Ana Delhi Channel into a containment area while conveying dry weather flows into an Orange County Sanitation District (OCSD) trunk sewer main. The OCSD trunk sewer main serves an Orange County Water District (OCWD) advanced water purification system ( "Groundwater Replenishment System ") which helps replenish OCWD aquifers benefitting the public. OCWD participation in the project will assist in accomplishing its goal to increase flows in the OCSD system and increase source water for groundwater replenishment. In accordance with Section 15074(b) of the California Environmental Quality Act (CEQA), before any action can be taken on a project, the decision - making body of the lead agency must first consider the environmental impacts of the project. Since the City of Santa Ana is the lead agency for the Delhi Project, Council approval of the environmental impact findings is required. A Mitigated Negative Declaration has been prepared for this project (Exhibit 1). The process is summarized in the Environmental Impact section below. The City of Costa Mesa is currently advertising for bids to construct its Bristol Street Median Project within the City of Costa Mesa. The project is scheduled to start in May 2016. However, a portion of the Delhi Project is within the city limits of Costa Mesa and will conflict with the Bristol Street Median Project. The Delhi Project is several months away from advertising and is not scheduled to start until early 2017. To mitigate this conflict, staff recommends building the underground portion of the Delhi Project in conjunction with Costa Mesa's Bristol Street Median Project. By including this work in Costa Mesa's project, the Delhi Project (and, by extension, the City of Santa Ana) will experience significant savings in construction management costs, mobilization costs, street reconstructions costs, traffic control costs, as well as construction time savings. To realize these cost savings and to allow Costa Mesa to complete their time - sensitive, grant - funded Bristol Street Median Project, the City of Santa Ana and the City of Costa Mesa desire to enter into a Cooperative Agreement (Exhibit 2). This agreement outlines a funding exchange in which Santa Ana will provide funds to Costa Mesa, in an amount not to exceed $1,100,000. These funds are to be used exclusively to construct the portion of the Santa Ana Delhi Diversion Project that is in conflict with the Costa Mesa Bristol Street Median Project. The advance is comprised of the City of Santa Ana's share of the construction cost for the Delhi portion ($500,000) and the City of Costa Mesa's share ($600,000). The Cooperative Agreement requires Costa Mesa to reimburse Santa Ana for its $600,000 share by January 31, 2017. The City of Santa Ana's Capital Improvement Program for Fiscal Year 2015 -2016 currently identifies a total budget of $343,050 for Preliminary Engineering expenditures. The budget increase of $1,100,000 is needed to fund the cost to construct the portion of the Santa Ana Delhi Diversion Project that will be completed along with the Costa Mesa Bristol Street Median Project. Approval of the appropriation adjustment will allocate the necessary funds for the completion of this portion of the project. 20B-2 Cooperative Agreement with the City of Costa Mesa Santa Ana Delhi Diversion April 19, 2016 Page 3 A separate Cooperative Agreement will establish funding obligations for all agencies participating in the Delhi Project. It is anticipated that the Delhi Project Cooperative Agreement will be finalized and approved by all parties involved in June 2016. Expenditures for the portion of the Delhi Project constructed in Costa Mesa will be credited toward Santa Ana and Costa Mesa's respective future obligations. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act (CEQA), a Mitigated Negative Declaration (MND) has been prepared for the Santa Ana Delhi Channel Diversion Project (Exhibit 2). As noticed in the Orange County Register on January 27, 2016, the public review period for the MND was from January 27, 2016, to February 25, 2016. Documentation was available for viewing on the City website, the Public Works Counter in City Hall, the Santa Ana Main Library, and the Orange County Public Library, Mesa Verde Branch. Written comments on the MND were received from Orange County Public Works, Department of Transportation (Caltrans), Orange County Water District, John Wayne Airport, and the Santa Ana Regional Water Quality Control Board. The comments did not present issues that were substantive in nature or resulted in changes to any MND findings. All comments have been addressed in the Response to Comments document on the MND. The proposed project would have a less than significant impact on the environment. As planned, the Delhi Project would eliminate dry weather flows in the Santa Ana Delhi Channel to help improve water quality in downstream receiving waters including Upper Newport Bay. FISCAL IMPACT With the approval of the appropriation adjustment, revenues in the amount of $1,100,000 will be recognized in the Federal Clean Water Protection Enterprise Fund as follows: $600,000 in the Expense Reimbursement from City of Costa Mesa account (No. 05717002- 57013) and $500,000 in the Prior Year Fund Balance account (No. 05717002 - 50001) for appropriation into the Federal Clean Water Protection Enterprise Fund Capital account (No. 05717640- 66220) for expenditure in Fiscal Year 2015/2016. The reimbursement in the amount of $600,000 from the City of Costa Mesa will be received in FY 2016 -2017. r1- Cooperative Agreement with the City of Costa Mesa Santa Ana Delhi Diversion April 19, 2016 Page 4 Executive Director Public Works Agency FM /EW G /TC APPROVED AS TO FUNDS & ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. Mitigated Negative Declaration for Santa Ana Delhi Channel Diversion Project 2. Cooperative Agreement with City of Costa Mesa SANTA ANA DELHI CHANNEL DIVERSION PROJECT RESPONSE TO COMMENTS ON INITIAL STUDY /MITIGATED NEGATIVE DECLARATION Prepared for: City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 March 2016 Prepared by URS Corporation 999 Town and Country Rd Orange, CA 92868 Contact: Joseph Long, PE 714 - 352 -1528 `.. Table of Contents 1.0 Introduction ................................................................................... ............................... 1 2.0 Response to Comments ................................................................ ............................... 3 2.1 Comments from Orange County Public Works (Flood Programs Environmental Resources, and Trails) .................................................................... ............................... 3 2.2 Comments from Santa Ana Regional Water Quality Control Board . ............................... 8 2.3 Comments from Orange County Water District (OCWD) ................. ............................... 9 2.4 Comments from John Wayne Airport ( JWA) ..................................... .............................10 2.5 Comments from Department of Transportation (Caltrans) ............... .............................10 Attachments A Comment Letters on the IS /MND B Updated Watershed Drainage Map C Revised Figures 5 and 6 with labels for Golf Course and Pedestrian Bridge D Revised Page 3 -1 showing OCFCD as a Project Sponsor 1+ T 1.0 INTRODUCTION URS prepared an Initial Study/Mitigated Negative Declaration (IS/MND) for the proposed Santa Ana Delhi Diversion Project (Project) which evaluated the environmental effects of the Project in accordance with the California Environmental Quality Act (CEQA Guidelines). The Project is intended to remove dry- weather channel flows from the Santa Ana Delhi Channel watershed and divert said flows into the Orange County Sanitation District's regional collection system for treatment prior to discharge into the ocean or to be utilized as source water for the regional Ground Water Recharge System. The primary intent of the Project is to protect Upper Newport Back Bay from additional pollutant loading generated by flows from the Santa Ana Delhi Channel watershed. The proposed Project consists of three major components: 1) dry- weather diversion; 2) floatable debris removal system; and 3) pumping facilities to the regional sewer collection system. The Project also includes a 1.6 mile pipeline in Bristol Street to the regional sewer in Baker Street in the City of Costa Mesa. The proposed Project will be located within the Newport Beach Golf Course, adjacent to the east side Aerial Overview Santa Ana Delhi Diversion Project Location of the Santa Ana Delhi Channel approximately 900 feet upstream of the Irvine Avenue. The Project is being developed with cooperation between the Cities of Santa Ana, Newport Beach, and Costa Mesa, Orange County Public Works (OCPW) and the Orange County Flood Control District (OCFCD) (Project Stakeholders). The Project is viewed as a multi - functional benefit and regional water quality improvement project associated with the current and future NPDES requirements and specifically in accordance with the proposed trash amendment to the existing Municipal Separate Storm Sewer System (MS4) permit requirements. The IS /MND concluded that construction and operation of the Project would not result in significant adverse impacts to the environment. In accordance with the CEQA Guidelines, the IS/MND was circulated for public and agency review for a period of 30 days. This review period began on January 27, 2016 and ended on February 25, 2016. Public notice of availability was published in the Orange County Register on January 27, 2016. The Notice of Availability was also provided to the Orange County Clerk's office. The IS /MND was available for review at: • City of Santa Ana Public Works Counter • City of Santa Ana Public Library • Orange County Public Library — Mesa Verde Branch (in Costa Mesa) • City of Santa Ana Public Works Agency website: http : / /www.ei.santa- ana.ca.us /pwa/ 20B-7 The IS/MND was sent to the State Clearinghouse (SCH) for distribution to state agencies and was assigned SCH # 2016011069. The SCH sent copies of the IS /MND to the following state agencies for review and comment: State Agencies Receiving the IS /MND for Review State Agencies Providing Comments California Coastal Commission No Department of Fish and Wildlife, Region 5 No Department of Parks and Recreation No Department of Water Resources No Caltrans District 12 Yes Division of Aeronautics No California Highway Patrol No Air Resources Board No State Water Resources Control Board, Division of Financial Assistance No State Water Resources Control Board, Division of Drinking Water No State Water Resources Control Board, Division of Water Rights No Regional Water Quality Control Board, Region 8 Yes Native American Heritage Commission No State Lands Commission No Additionally, URS on behalf of the City of Santa Ana sent the IS /MND to the following local stakeholders for review and comment: Local Stakeholders Receiving the IS /MND for Review Local Stakeholders Providing Comments City of Newport Beach No City of Costa Mesa No Orange County Flood Control District Yes Orange County Watersheds No Orange County Sanitation District No Orange County Water District Yes Newport Bay Conservancy No Surfrider Foundation — Newport Beach Chapter No Orange County Coastkeeper No John Wayne Airport Yes All comments received on the MND are included in Attachment A. Responses to comments are provided in Section 2.0. r1- 2.0 RESPONSE TO COMMENTS 2.1 COMMENTS FROM ORANGE COUNTY PUBLIC WORKS (FLOOD PROGRAMS ENVIRONMENTAL RESOURCES, AND TRAILS) - FEBRUARY 24, 2016 2.1.1 Flood Programs 1. Comment: Request the IS/MND consistently address the County/ OCFCD as one of project proponents along with the Cities of Santa Ana, Newport Beach and Costa Mesa. Response: Comment noted. All references to the Project Proponents should include County / OCFCD. 2. Comment: Change reference to Watershed Protection Group in Section 1.0 to Environmental Resources. Response: Comment noted. The name change is acknowledged. 3. Comment: Correct typo, reference are listed in Section 6.0, not 7.0. Response: Comment noted. 4. Comment: Please verify acreage of Santa Ana Delhi Channel (F01) catchment area. Response: OCFCD provided a new watershed drainage area map that shows a FO watershed area of 10,900 acres. This new map is provided as Attachment B of this Response to Comment document. 5. Comment: Please verify drainage boundaries of Santa Ana Delhi (F01), Santa Ana Gardens (1702) and Paularino (F03) shown in the Figure 1 of the MND versus the F01 Proposed Diversion Structure Watersheds map provided by the OCFCD to the City of Santa Ana. Response: OCFCD provided a new watershed drainage area map showing boundaries for FOl, F02 and F03. This newer map is included as Attachment B and would supersede Figure 1 in the IS /MND. 6. Comment: Based on the new drainage area map provided, please verify the contributory acreages of the Cities of Santa Ana, Costa Mesa, Newport Beach, Irvine and Unincorporated Orange County. Response: Based on the new drainage area map provided by OCFCD, the contributory acreages of the Cities of Santa Ana, Costa Mesa, Newport Beach, Irvine and Unincorporated Orange County are: 6983, 3019, 128, 159 and 611 acres, respectively. 7. Comment: The proposed diversion should not worsen existing hydraulic conditions of FOI. Existing and post project hydraulic analysis need to be performed to evaluate the project's impact to F01 and mitigation measures proposed in consultation with OCPW if there are any adverse impacts. Response: The project is designed in accordance with the OC Flood Design Manual to meet all requirements for maintaining the flood control capacity of the channel. Hydraulic analyses have been performed by URS in coordination with OCFCD and provided in the Hydraulic 411 • Study on file with OCFCD. The Hydraulic Study describes the analyses performed on the channel, diversion structure, and local storm drain inlet systems. The level of flood protection offered by FO has not been affected. No additional flood areas have been created by the proposed structure. 8. Comment: The description of Element 2 (Debris Containment System) specifies what happens to flows /debris up to 2 feet in depth and flows /debris above 3 feet in depth but under 7 feet. Provide an explanation of what happens to floating debris and flows within the range of 2 -3 feet of depth. Response: At no point are flows fully retained by the diversion structure. For clarification, the following description of operational flow ranges is provided. All flows less than 20 cubic feet per second (efs) will be redirected into the facility by the cross - channel weir to be treated via an inclined (Coanda) screen and returned to channel through a transfer culvert within the off - channel diversion facility (HEC -RAS Bypass Culvert). Flows exceeding 20 cfs will exceed the flow capacity of the transfer culvert and begin to flood the off - channel diversion facility and pass through trash nets for floating debris treatment until a point such that sufficient downstream head has been built to overtop the cross channel weir. At this point, flows and floating debris will be skimmed by the resting reinforced boom into the off - channel diversion facility until a channel water surface of approximately IS inches has been reached. Once a water surface of IS inches has been reached, the boom will begin to float up to a water surface of 6 feet 6 inches (approximately a 2 -year water quality event). The boom will skim and redirect the top portion of flows for floating debris into the off channel diversion facility up until this set release point has been reached After a water quality event water surface has been attained, the boom will release from the downstream support while remaining fixed to the upstream support. Floating litter and debris directed into the off - channel diversion facility will be retained by the trash nets. Concurrently, the trash nets will collapse after a water quality event water surface has been attained in order to prevent damage from the 100 -year flood control event water velocities. A secondary coarse bar screen has been provided at the exit of the off - channel diversion facility to retain pollutants that have entered the off- channel diversion facility but have either bypassed the trash nets or exceeded the trash net storage capacity during a water quality event. 9. Comment: Please verify maintenance frequencies described in different sections of the IS /MND for consistency. Response: Long term maintenance, which includes removal of accumulated debris, sediment, and floatables within the diversion facility, is expected to be on a 30 -day maintenance cycle, after each rain event, or as required. 10. Comment: Please state in the IS/MND and Operations & Maintenance Plan detailing all required maintenance activities, responsibilities, and the frequencies associated with all three project elements. All permits including those from Regulatory Agencies should be shared with the OCFCD /County before they are finalized and become part of the O &M Plan. 2M--10 Response: Operation and maintenance activities, responsibilities and frequencies of each project element are identified in the table below. The Project Stakeholders named in the Memorandum of Understanding (MOU) that is currently under development will be responsible for ensuring that all stakeholders are informed of the regulatory permit process and provided an opportunity for review /comment as applicable. Project Element Operation and Maintenance Responsibility Frequency Activity Element 1 - Removal of accumulated debris, OCFCD Every 30 days, after each In Channel sediment, floatables from the rain event, or as required. Diversion Structure floatable debris boom Also, prior to Oct. 1 and after April 30. Reset the debris boom OCFCD After each storm event that exceedsthe2 -year storm event water surface Element 2 — Removal of accumulated debris, OCFCD Every 30 days, after each Channel Debris sediment, floatables from rain event, or as required. Removal System - Coanda screen and debris Also, prior to Oct. 1 and containment area after April 30. Cleaning of CDS unit OCFCD Every 6 months Element 3 — Inspection of pumps and wet OCFCD Every 6 months Pumping Facilities wells Replacement of pumps OCFCD As needed (25 -year minimum expected life cycle) 11. Comment: The access road has to be moved within the golf course in a manner that does not impact operation of the golf course. Response: During project construction, the access road will be temporarily closed off, but the bridge over the channel to the Front Nine will remain open. Long -term, the project has been designed so that the re- aligned portion of the access road will be outside the golf course existing lines of play. 12. Comment: Please add text regarding the project footprint requirements of the pipeline and other features outside the County R/W as appropriate. Response: The pipeline will be 1.6 miles long and placed in a 5 -foot wide trench in the existing paved Bristol Street right -of -way. Pipeline construction plans will be reviewed and approved by the City of Costa Mesa. 13. Comment: The existing access road is not open for public use at this time. Please revise text as appropriate. Response: It has been confirmed by Jeff Dickman of OCPW that the existing access road is part of the Santa Ana Heights Regional Riding and Hiking Trail, a county master - planned trail, and open for public use. The purpose for the trail is to connect the equestrian stable at the OC Fairgrounds to Upper Newport Bay and to two other regional routes leading to Peters 20B -11 C+ Canyon Regional Park, Mason Regional Park and Irvine Coast Wilderness Park. Trail users include walkers, joggers, runners, mountain bicyclists and equestrians. 14. Comment: Suggest labeling the "Back and Front of the Ninth hole" and the pedestrian bridge on Figures 5 and 6 for anyone not familiar with golf terminology. Response: Figures 5 and 6 have been revised to include labels for these features, and are included as Attachment C of this Response to Comments document. The `Back Nine" is the Newport Beach Golf Course's official name for the South East portion of the course which contains the reservoir (lake). The "Front Nine" is the official name for the North West portion of the course. The two halves are separated by the Santa Ana Delhi Channel which has a pedestrian bridge spanning the two halves of the full course. 15. Comment: Page 2 -17, first paragraph reference the public recreation trail. Please delete all references to trails in the IS/MND. Response: See Response to Comment 13. 16. Comment: As shown in Table 2.4 -1 (page 2 -18 of the IS /MND), please identify where the 13,380 sq. ft. permanent maintenance easement and 4,300 sq. ft. sewer easement will be located (e.g. within the streets, JWA or County property ?). Response: Easements will be within the Newport Beach Golf Course as shown in Figures 5 and 6 (Attachment Q. 17. Comment: Page 3 -1, under item No. 5 Project Sponsor, please clarify here and throughout the IS/MND that OCFCD is a Project Sponsor. Response: Comment noted. It is acknowledged that OCFCD is a Project Sponsor along with the Cities of Santa Ana, Newport Beach and Costa Mesa. Section 3.1 has been revised to list OCFCD as a Project Sponsor and included in Attachment D of this Response to Comments document. 18. Comment: It should be shown with analysis that the proposed in- channel diversion facility and appurtenances will not affect the existing flood protection level provided by the flood control facility. Response: See Response to Comment #7. The project will not affect the existing flood protection level provided by the flood control facility. 19. Comment: Please confirm the submerged depth of the pumps so that the IS/MND and the project plans are consistent. Response: The pump station wet well has a bottom invert of 32 feet below grade. During normal dry weather operation, sump pumps shall be submerged between 2 and 8 feet of water depth during pump cycling. During wet weather operation, wet well water surface will be equal to channel water surface. 20. Comment: Agreements between the OCFCD /County and project partners are required in order to define the terms and conditions under with OCFCD /County will accept modifications to the channel and /or accept /share right -of -way, maintenance 209 -12 L. responsibilities and associated costs before construction starts and permits can be issued for work within OCFCD /County right -of way. Response: Comment noted. Project Stakeholders are currently developing a MOU for project operation and maintenance activities. 21. Comment: Please add the Preliminary Design Report including supporting technical report(s) under "Appendices" on page ii of the IS/MND. Response: Comment noted. It is acknowledged that the Preliminary Design Report could have been included as a technical appendix to the IS/MND. However, the Preliminary Design Report has been modified as part of final design and therefore some of the design portions of the report are no longer current. 2.1.2 Environmental Resources Division 1. Comment: Reference to OCPW Watershed Protection Group in Section 1.0 should be changed to OCPW Environmental Resources Division. Response: Comment noted. 2. Comment: In Section 2.4.2, Project Operations, the storm season is defined as October 16 — April 14 and the non -storm season as April 15 through October 15. To be consistent with the maintenance schedule under the County's local municipal storm water permit and related municipal /industrial and construction site inspections and maintenance that are to be conducted during the storm and non -storm seasons, the timeframes should be defined as October 1 to April 30 and May 1 to September 30 respectively. Response: Comment noted. The Project's operation and maintenance schedule will be redefined in accordance with the County's local municipal storm water permit program's definitions for the storm and non -storm season. This will be October 1 to April 30 for the storm season and May 1 to September 30 for the non -storm season. 2.1.3 Comments from OCFCD /SAR /Trails 1. Comment: Over 15 years ago, the County of Orange built a portion of the Santa Ana Heights Regional Riding and Hiking Trail, a county master planned dirt trail. The trail is currently open along the east side of the channel from Irvine Avenue upstream to Santa Ana Avenue. The trail is open from sunrise to sunset for use by walkers, joggers, runners, bicycle riders and equestrians. • The proposed project must not interfere with the public's use of this trail or alter the existing decompose granite trail tread, which is the hallmark of the County /s natural — surface trails • Any alteration, detour, temporary closure or reconstruction of the Santa Ana Height Regional Riding and Hiking Trail must be approved in writing by the County prior to the start of work. • Applicant will be responsible for any repairs to the decomposed trail tread, signage, bollards, gates and other trail - related amenities. 20B -13 l:� Response: Comment noted. The project will require temporary closure of the trail during construction of the channel diversion facilities for approximately 120 days. After construction, the trail will be restored to existing conditions using decomposed granite. The City of Santa Ana will seek approval of the trail reconstruction plans from OCPW prior to the start of work. 2.2 COMMENTS FROM SANTA ANA REGIONAL WATER QUALITY CONTROL BOARD — FEBRUARY 25, 2016 1. Comment: The Project design should consider the impacts of removing all low flows at the diversion structure to downstream aquatic ecosystems, including a freshwater emergent wetland that exists in the section of the Santa Ana -Delhi Channel downstream of the Mesa Street Bridge. In this location, freshwater pools form above the tidal influence that wildlife utilizes. Species observed in this location include western pond turtle and California least tern, a California species of special concern and federally - listed endangered species, respectively. As such, Project proponents should determine avoidance, minimization or mitigation resulting from Project impacts to the listed and other freshwater marsh species established in the areas downstream of the project site. United States Fish and Wildlife Service staff expressed concern over the reduction of channel flows into Upper Newport Bay that would result from the project and possible impact to the salt -water marsh located downstream of the channel confluence with the Bay. The Project proponents should respond to the USFWS concern prior to implementing the Project and consider Project options to avoid potential adverse impacts to the downstream salt marsh. Response: Portions of Final Design for the Project were based off of recommendations made by the Santa Ana Regional Water Quality Control Board in the Santa Ana Delhi Channel Watershed Water Quality Summary (Shibberu, 2009). This sunnuary rcconnnended that the channel low -flow notch be blocked during the dry season (See Table 16 of Section 5.0). Final Design of the project included blocking the trapezoidal low -flow "notch" during all weather events via a cross - channel weir. Up to 20 cubic feet per second (cfs) of flows blocked by the proposed diversion structure will be screened via an inclined screen (Coanda) type BMP to remove trash and debris. Up to 3 cfs may be pumped from a Transfer (Bypass) Culvert to be discharged into the regional sewer collection system; all flows exceeding this capacity will be returned to channel. The Bypass Culvert is designed such that up to 20 cfs of annual flows will be returned to channel after receiving screening treatment to remove trash and other debris. Also, flows in the channel downstream of the Project (e.g. below the Mesa Street Bridge) will not be affected by the Project and will continue to flow in this downstream channel reach. These flows enter the channel from local storm drain inlets that include at least (1) 36 ", (2) 42 ", and (3) 18" storm drain system inlets and contribute to channel flows downstream of the Proj ect. To address USFWS' concern regarding reduction of channel flows into Upper Newport Bay, operation of the Project pumps to divert flows to the regional sewer collection system 209 -14 (Element 3) could be modified, including pumping for a shorter duration, or if necessary shutting down the pumps at certain times to provide low flows that the USFWS and the SARWQCB find agreeable for discharge into the Upper Newport Bay. 2. Comment: Project implementation could result in increased erosion in the earthen downstream sections of the channel. The project would remove sediment from dry weather flows along the earthen section of the channel from Mesa Street to Upper Newport Bay. The lack of sediment deposition could encourage greater scouring during wet weather flows. Board recommends conducting a hydraulic study of the channel examining sediment transport prior to determining whether to construct the project. Response: OCFCD is currently aware of erosion issues along the earthen section of the channel from Mesa Street to Upper Newport Bay and is currently developing a channel restoration project to address these issues. Erosion issues result from upstream portions of the channel that are fully hardened in a fully urbanized watershed with comparatively minor sediment loading from the Delhi Watershed to Newport Bay Watershed (Shibberu, 2009). It is estimated that of the 74.7 tons of combined material removed annually from Santa Ana Delhi sub - watershed based on period 2012 -2014 ( OCFCD), 33.3% consisted of sediment which amounts to 24.6 tons of sediment. It is possible that 24.6 tons of sediment may be fully retained by the proposed diversion structure and removed by maintenance operations. This retained 24.6 tons of sediment constitutes 0.04% of the overall TMDL limit of 62,500 ton per annum for the Newport Bay Watershed (Shibberu, 2009) and would not require a hydraulic study of the channel examining sediment transport. During wet weather, water is not capable of pooling several feet deep behind the diversion structure before it is released downstream. Flows less than 20 efs will be diverted through an off - channel diversion facility for screening treatment and returned to channel via a Bypass Culvert. Flows exceeding 20 cfs, but less than that of a 2 -year water surface will pass through both the off - channel diversion facility trash nets, and main channel. Only the top 18 inches of flows are to be skimmed for floating litter and debris by a floating boom that rises to match the 2 -year water surface. The boom will partially release after a 2 -year water surface has been reached to maintain the 100 -year flood control capacity of the channel provided by both the off - channel diversion facility and the main channel at the proposed project site. At no point are flows fully contained by the facility, only 3 cfs of dry- weather flows may be pumped from the Bypass Culvert if not returned to channel. 2.3 COMMENTS FROM ORANGE COUNTY WATER DISTRICT (OCWD) — FEBRUARY 25, 2016 1. Comment: OCWD operates a non - potable recycled water supply system called the Green Acres Project that delivers recycled water to irrigation and industrial users. A portion of the Green Acres Project pipeline is located in the vicinity of the proposed Santa Ana Delhi Channel Diversion Project area. OCWD requests that the applicant consider potential impacts to this pipeline as the project is designed and constructed. Response: Comment noted. Project design plans include provisions for maintaining clearance of the Green Acres Project pipeline. 20B -15 2.4 COMMENTS FROM JOHN WAYNE AIRPORT (JWA) - FEBRUARY 25, 2016 1. Comment: Homes border the golf course that could be impacted by excessive odors as well as people who play golf along the channel. The MND should include a clear description of how odor issue will be mitigated or eliminated. Response: IS /MND Section 4.3. Le (page 4 -15) addresses potential odor impacts of the project. The section states that the screening of trash may result in the build -up of trash which may be a source of odors. Removal of accumulated trash within the channel is expected to be on a 30 -day maintenance cycle, after each rain event, or as required. If collected trash presents a source of odors, the atypical source of trash would be removed or the frequency of cleaning would be increased to eliminate the source of odors. 2. Comment: JWA appreciates that project maintenance language provided in the MND allows for more frequent clean -out of the diversion facility as needed. Response: Comment noted. 3. Comment: JWA requests that the MND discuss whether any trees will be impacted by the project and recommends that the trees be saved if possible, or that other trees be replanted. Response: Existing non - native trees along the fence line of the golf course will be removed to accommodate the relocated access road. Replacement of trees, if desired, can be addressed in the MOU being prepared by the Project Stakeholders. 4. Comment: In several MND sections, there is reference to "County of Orange Airport Land Use Commission." This should be changed to "County of Orange /John Wayne Airport ", since County of Orange /John Wayne is the property owner with authority to grant easements for the project, not the Commission. Response: Comment noted. 2.5 COMMENTS FROM DEPARTMENT OF TRANSPORTATION (CALTRANS) — FEBRUARY 23, 2016 1. Comment: Caltrans requests that the applicant submit Environmental Review Documents to the Local Development/Intergovernmental Review Branch prior to request for permit. Response: On January 26, 2016, URS submitted a hard copy of the IS /MND to Caltrans District 12 in advance of the Encroachment Permit application. Staff in Caltrans District 12 Environmental Unit received this copy of the IS/MND as well as relevant portions of the Project plans for review (e -mail exchange with Ed Dolan, Caltrans Environmental Unit, 02/20/16). Also, the SCH sent the IS /MND to Caltrans District 12 for environmental review as part of the IS/MND 30 -day circulation period. 2. Comment: The City of Santa Ana must obtain a fee exempt Encroachment Permit prior to commencement of work within the State Right of Way. Also, the City's contractor will also have to apply for a Double Permit to perform the work. 20B' °16 Response: Comment noted. The City of Santa Ana is in the process of applying for an Encroachment Permit and is aware of the Encroachment Permit procedures outlined in the Caltrans comment letter. 20B -17 Attachment A Comment Letters on the IS /HIND 41IMFOO 7 a big rs Integrity, Accountability, Service, Trust Shane L. Silsby, Director February 24, 2016 NCL -16 -011 Mr. Tyrone Chesanek, Principal Civil Engineer City of Santa Ana, Public Works Agency 20 Civic Center Plaza Santa Ana, California 92701 Subject: Notice of Intent to Adopt a Mitigated Negative Declaration for the Santa Ana Delhi Channel Diversion Project Dear Mr. Chesanek: The County of Orange has reviewed the Notice of Intent to Adopt a Mitigated Negative Declaration for the Santa Ana Delhi Channel Diversion Project and offers the following comments: Flood Programs: 1. Page 1 -5, Section 1.0, 1" paragraph of the IS /MND states that "The City of Santa Ana in association with the Cities of Newport Beach and Costa Mesa Is proposing a low flow diversion project.." Please add County /OCFCD as one of the project proponents to be consistent with the rest of the document. 2. Page 1 -5, Section 1.0, 3rd paragraph: Please change "Watershed Protection Group" to "Environmental Resources ". 3. Page 1 -6, Section 1.2, last sentence: Please correct typo — references are listed in Section 6.0 (not 7.0). 4. Page 2 -1, Section 2.2, In and 2nd paragraphs indicate that the total tributary area to Santa Ana Delhi Channel (F01) is 10,158 acres. Our records show F01 has a catchment area of about 11,000 acres. Please verify and revise as appropriate. S. Page 2 -5, Figure 1: It is noted that the watershed boundaries of Santa Ana Delhi (F01), Santa Ana Gardens (F02), and Paularino (F03) Channels have some discrepancies compared to the drainage map (i.e., F01 Proposed Diversion Structure Watersheds rev.pdf) provided to the City of Santa Ana (City). Please verify drainage boundaries and revise as appropriate. 300 N. Flower Street, Santa Ana, CA 92703 P.O. Box 4048, Santa Ana, CA 92702 -4048 20B -19 www.00publioworks.com 714.667.8800 9 Info@OCPw.00gov.00m 6. The drainage map referred to in comment item 5 above also includes contributory drainage acreages from the Cities of Santa Ana, Costa Mesa, Newport Beach, Irvine, and Unincorporated Orange County. These acreages differ from those reported on page 2 -1, Section 2.2, 2nd paragraph of the IS /MND. Please verify and revise as appropriate. T Page 2 -7, Section 2.4.1 indicates that the proposed project includes an in- channel diversion structure that will utilize a semi -rigid floatable boon and a one foot high broad crested weir that spans the entire channel. The proposed diversion facility should not worsen existing hydraulic conditions of F01. Existing and post project hydraulic analyses need to be performed to evaluate the proposed project's impact to F01 and mitigation measures proposed in consultations with OC Public Works /Infrastructure Programs /Flood Program Support (FPS), if there are any adverse impacts. B. Page 2 -8, Element 2, 2nd paragraph states, "Primary containment will be the storage location of debris and trash collected by the system for channel dry weather flows and flows up to 2 feet of depth" and "Floating debris carried by storm evets greater than 3 feet of depth but under 7 feet of depth will be redirected into the facility by Element 1 and retained by secondary containment chamber." It is unclear what happens to floating debris and flows within the range of 2 -3 feet of depth. Please review and add explanation as appropriate. 9. Page 2 -8, Element 2, 3'a paragraph states, "At minimum debris captured will be removed from debris storage area every 90 days. For optimum performance debris captured will be removed prior to beginning of each storm season and at conclusion of storm season." Please see also page 2 -10: Storm Season Operations and Estimated Trash Removal Operation; page 2 -19: Long Term Maintenance Operations; and page 4 -3, 2 "d paragraph. Please verify maintenance frequencies described in different sections of the IS /MND to ensure consistency. 10. Please state in the IS /MND that an Operations & Maintenance Plan detailing all required maintenance activities, responsibilities, and the frequencies associated with all three project elements: in- channel diversion structure, channel debris removal system, pumping facilities will be prepared. All permits including those from Regulatory Agencies should be shared with OCFCD /County before they are finalized and become part of the O &M Plan. 11. Page 2 -10, General Maintenance Operations, the IS /MND states, "However in special circumstances, such as pump removal for replacement, temporary access may be required." The access road has to be moved within the golf course in a manner that does not impact operation of the golf course. 12. Page 2 -10, Section 2.4.3, Project Footprint Requirements: This paragraph seems to address the diversion footprint of the project only. It does not discuss the project related to the pipeline and other features outside of County R /W. Please review and add text as appropriate. 13. Page 2 -10, Section 2.4.3 states, 'The existing access road, currently open for public recreational purposes, will need to be re- established as part of the development of the project." The existing access road is not open for public use at this time. Please revise the text as appropriate. 300 N. Flower Street, Santa Ana, CA 92703 P.O. Box 4048, Santa Ana, CA 927024048 20B -20 www.ocpublieworks.com 774.667.8800 I I nfo@OCP W.ocgov.com 14. Page 2 -11, Vt paragraph: There is a reference to "Back and Front of the Ninth hole" and the pedestrian bridge. These features should be labeled on Figures 5 and 6, If being reference within the text of the IS /MND since reference Is "golf terminology" that everyone may not be familiar with. 15. Page 2 -17, 1s' paragraph states, "The access ramp to the proposed facility will be gated separately from access road for use by OCFCD for general maintenance and public recreation trail." Please see page 2 -8, last paragraph regarding trail issue. There is no existing public trail within the project site. Please delete all references to trails from the IS /MND. 16. Page 2 -18, Table 2.4 -1: "Permanent Maintenance Easement Needed (Square Feet) 13,380" and "Sewer Easement Needed (Square Feet) 4,300." Please identify where these easements are. Are they within streets, John Wayne Airport. or County property? 17. Page 3 -1, Section 3.1, Item No. 5 Project Sponsor's Name and Address: This Item omits OCFCD as a sponsor. Definition of Sponsor needs to be clarified and the documents revised as appropriate. 18. Page 4 -38, Section 4.9.1, item c, "Elements of the diversion facilities will be constructed within the concrete -lined Santa Ana Delhi Channel and will not affect the flood control capacity, drainage pattern of the area or alter the course of the channel." Please see also page 4-38, item d and page -39, item h. It should be shown with analysis that the proposed in- channel diversion facility and appurtenances will not affect the existing flood protection level provided by the flood control facility. Please see comment no. 7 above also. 19. Page 4-48, Section 4.12.1.a states, 'These pumps will be completely submerged to a depth of 35 feet below grade." The plans show 32' below grade. Please verify and revise as appropriate. 20. Agreements between the OCFCD /County and project partners are required in order to define the terms and conditions under which OCFCD /County will accept modifications to the channel and /or accept /share right -of -way, maintenance responsibilities and associated costs before construction starts and permits can be Issued for work within OCFCD /County right -of -way. 21. Please add the Preliminary Design Report including supporting technical report(s) under "Appendices" on page ii of the IS /MND. If you have any questions or need clarification please do not hesitate to contact Mehdi Sobhanl at (714) 667 -3998 or Penny Lew at (714) 647 -3990. Environmental Resources: 1. Section 1.0, introduction (page 1 -5): The reference to OC Public Works Watershed Protection Group in the third paragraph should be changed to OC Public Works Environmental Resources Division. 300 N. Flower Street, Santa Ana, CA 02703 P.O. Box 4048, Santa Ana, CA 927024048 20B -21 www.00publlcworks.com 714.087.0800 1 I nFo @OCP W.00gov.00m 2. Section 2.4.2, Project Operations (pages 2 -9 to 2 -10): This section breaks down project operations during the non -storm season and storm season. The document defines the storm season as October 16 to April 14 and the non -storm season as April 15 through October 15. In order to be consistent with local municipal stormwater permits and related municipal /industrial /construction site inspections and maintenance that are to be conducted during the storm or non -storm seasons, the timeframes should be defined as October 1 to April 30 and May 1 to September 30, respectively. Flood MR/Trails: 1. Over 15 years ago, the County of Orange built a portion of its Santa Ana Heights Regional Riding and Hiking Trail, a county master - planned dirt trail. The trail is currently open along the east side of the channel from Irvine Avenue upstream to Santa Ana Avenue. The trail is open from sunrise to sunset for use by walkers, joggers, runners, mountain bicycle riders and equestrians. The trail is planned to connect the Orange County Fairgrounds to Upper Newport Bay Nature Preserve, the Peters Canyon — Irvine Coast Regional Riding and Hiking Trails and the Mesa Drive Trail. • The proposed project must not interfere with the public's use of this trail or alter the existing decomposed granite trail tread, which is a hallmark of County's natural- surface trails. • Any alteration, detour, temporary closure or reconstruction of the Santa Ana Heights Regional Riding and Hiking Trail must be approved in writing by the County prior to the start of work. • Applicant will be responsible for any repairs to the decomposed trail tread, signage, bollards, gates and other trail - related amenities. If you have any questions or need clarification please do not hesitate to contact Jeff Dickman at (714) 647 -3937. cc: Mehdi Sobhani, Manager, OC Public Works /Flood Programs Chris Crompton, Manager, OC Public Works /Environmental Resources Jeff Dickman, OC Engineering, OC Public Works /Flood /SAR/Trails 300 N. Flower Street, Santa Ana, CA 92703 P.O. Box 4048, Santa Ana, CA 92702 -4048 20B -22 www.ocpubiloworks.com 714.667.8800 1 lnfo@OCPW.Ocgov.com Water Boards Santa Ana Regional Water Quality Control Board February 25, 2016 Mr. Tyrone Chesanek, City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 PE, Principal Engineer ( \� E,,, , a"'.. ,Ii, \iT ,,: vA�rry Marn,�w Roonmve�m: n Review of California Environmental Quality Act Mitigated Negative Declaration: Ana -Delhi Channel Diversion Project Dear Mr. Chesanek: Thank you for the opportunity to comment on the mitigated negative declaration (M D) for the proposed Santa Ana Delhi Diversion Project (Project). The stated purpose o the Project is to eliminate dry weather flow and floating debris in the Santa Ana -Delhi Channel to help improve water quality in Upper Newport Bay, The City proposes to construct in an unincorporated area of Orange County a dry weather diversion stru ture within the Santa Ana Delhi Channel adjacent the Newport Beach Golf Course. Whe operating, the Project will remove dry weather flows, trash, debris, and low flows du ing the wet season up to 3.0 cubic feet per second. In addition, the Project proposes the construction of a 1.6 miles long pipeline to carry the diverted flows to an Orange Co my Sanitation District regional collection system located on Baker Street in the City of Cost: Mesa. The MND states that the City of Santa Ana, in association with the Cities of Newpe Beach and Costa Mesa, has proposed the diversion project to address surface wa quality issues. The Cities propose to address water quality issues in accordance v the Orange County Municipal Separate Storm Sewer System permit as well as the several total maximum daily loads (TMDLs) developed for Upper Newport Bay. A primary intent of the Project is to address the current selenium TMDL while also addressing TMDLs for bacteria, toxics, metals, and nutrients, and the recently apps statewide trash amendment. Regional Board staff appreciates that this Project appears likely to improve water in Upper and Lower Newport Bay by reducing the loading of pollutants to the Bay. requests consideration of the following comments on the MND when designing, constructing, and implementing this Project. The Project design should consider the impacts of removing all low flows at he diversion structure to downstream aquatic ecosystems. As described in the 993 draft Environmental Impact Report (EIR) #527 "Santa Ana -Delhi System ", a d w. ,, a K V e ,. ,:.:, Santa Ana Delhi Diversion Project - 2 - February 25, 2016 easily observed when on -site, a freshwater emergent wetland exists in the section of the Santa Ana -Delhi Channel (channel) downstream of the Mesa Street Bridge and the proposed Project site. In this location, fresh water pools form above the tidal influence that wildlife utilizes. California Department of Fish and Wildlife species of special concern and Federal Endangered Species Act listed species have been reported utilizing the freshwater marsh. The United States Geologic Survey biological survey team and others have periodically identified western pond turtle (Actinemys rnarmorata palllda), a California Department of Fish and Wildlife species of special concern, in this section of the channel. The California least tern (Sternula antillarum brown), federally listed as endangered, feeds in the freshwater sections of the channel as reported in the 1993 EIR and by local wildlife experts. As such, the Project proponents should determine avoidance, minimization or mitigation resulting from Project impacts to the listed and other freshwater marsh species established in the areas downstream of the Project site. In addition, United States Fish and Wildlife Service (USFWS) staff expressed concerns over the reduction of channel flows into Upper Newport Bay that would result from the implementation of this Project, and possible impacts to the salt- water marsh located downstream of the channel confluence with the Bay. Recently, USFWS staff provided Regional Board staff with a documene that describes the benefits of adequate nutrients to a healthy salt -water marsh. The Project proponents should respond to USFWS' concern prior to implementing the Project, and consider Project options to avoid potential adverse impacts to the downstream salt marsh. The implementation of the Project could result in increased erosion in the earthen downstream sections of the channel. Implementation of the Project would remove sediment from dry weather flows along the earthen section of the channel from Mesa Street to the Bay. The lack of sediment deposition could encourage greater scouring during wet weather flows, but the MND does not discuss this possibility. Board staff recommends conducting a hydraulic study of the channel examining sediment transport prior to determining whether to construct the Project. The MND states that during wet weather, water may be allowed to pool several feet deep behind the diversion structure before it is released downstream. The Project proponents should consider the effects of these wet weather releases to the downstream sections of channel and the habitat. In addition, the Project proponents should evaluate whether allowing routine smaller releases versus Personal communication with USFWS staff Chris Medak. z Zedler, 1993, "Canopy Architecture of Natural and Planted Cord grass Marshes: Selecting Habitat Evaluation Criteria ". 20B -24 Santa Ana Delhi Diversion Project .3- February 25, 2016 sudden releases of these flows from the diversion structure would reduce the possibility of adverse impacts. The MND stated that a Clean Water Act Section 401 Water Quality. Standards Certification (401 Certification) would likely be issued by the Regional Board for this Project. The United States Army Corps of Engineers has consistently considered the Santa, Ana Delhi Channel Waters of the United States, which will require the Project applicant to request and obtain a 401 certification prior to constructing this Project. The Project proponents must consider appropriate measures and Best Management Practices (BMPs) to incorporate into the Project to meet water quality standards. These measures and BMPs should be included in the 401 Certification applications. If you have any questions, please contact Dave Woeifel at David .woelfelt7a.waterboards.ca.aov or (951) 782 -7950. Sincerely, Wt- Wanda M. Cross Senior Environmental Scientist Regional Planning Section cc: United States Fish and Wildlife Service — Chris Medak California Department of Fish and Wildlife — Kevin Huft City of Newport Beach — Bob Stein 20B -25 DMEMR, PHILIP L. ANTHONY DENIS R. DILODEAU, RE. JORDAN BRANOMAN SHAWN DEWARE JAN M. FLORY CATHY GREEN DINA NGUYEN ROMAN A. REYNA STEPHEN R. SHELDON ROGER C, YON, P.E. February 25, 2016 ORANGE COUNTY WATER DISTRICT Tyrone Chesanek, PE Principal Civil Engineer 20 Civic Center Plaza Santa Ana, CA 92701 0111CVs President CATHY GREEN First Vice President DENIS R. BILOOEAU, P.E. Second Vice President PHILIP L. ANTHONY General Manager MICHAEL R. MARKUS, P.E., D.WRE RE: Mitigated Negative Declaration for Santa Ana Delhi Channel Diversion Project FINUXT196111MEW 3 The Orange County Water District (OCWD) was established by the State of California in 1933 to manage the Orange County Groundwater Basin. Water produced from the basin is the primary water supply for approximately 2.4 million residents in Orange County. OCWD operates a non-potable recycled water supply system, called the Green Acres Project. A dedicated set of pipelines delivers recycled water to irrigation and industrial users. A portion of the Green Acres Project pipeline is located in the vicinity of the proposed Santa Ana Delhi Channel Diversion Project area. Please see the attached map indicating the location of the pipeline. We request that you consider potential impacts to this pipeline as you design and build the proposed project. If you have any questions regarding the Green Acres Project pipeline, please contact Ben Smith of OCWD at 714-378-3211. Thank you for the opportunity to submit these comments. Attachment Garry A. Rondinella, A.A.E. /C.A.E. Airport Director 3160 Airway Avenue Costa Mesa, CA 92626-4608 949,252.5171 949252 5178 fax www.ociii corn 3v op February 25, 2015 Tyrone Chesanek City of Santa Ana Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92702 Subject: NOT to adopt MND for Santa Ana Delhi Channel Diversion Project Dear Mr. Chesanck: Thank you for the opportunity to review the initial study for the Santa Ana Delhi Channel Diversion Project located in the Santa Ana Delhi-Channel and the adjacent Newport Beach Golf Course. John Wayne Airport (JWA) requests that the following comments be addressed: 1. The initial study does not discuss the potential for odor associated with the project. There are homes that border the golf course that could be impacted by excessive odors, as well as people who play golf along the channel. The Mitigated Negative Declaration (MND) should include a clear description of how odor issues will be mitigated or eliminated. 2. The MND does include a long term maintenance schedule. Removal of accumulated debris, sediment, and floatables within the diversion facility is expected to be on a 30-day maintenance cycle, after each rain event, or as required. We appreciate that the maintenance language does allow for more frequent cleanout if needed. 3. Figure 5 of the MND shows that the project footprint is overlaying a number of trees. We request that the MND discuss whether any trees will be impacted by the proposed project. The MND states there will be no agricultural impacts and landscaping details will be determined during final design. If any trees need to be removed, we recommend that the trees be saved if possible, or that other trees be replanted. 4. The underlined language in the sections noted below should be changed from "County of Orange Airport Land Use Commission" to "County of Orange/John Wayne Airport." The Airport Land Use Commission is not a property owner and has no authority related to this project. Page 2-11 (Section 2.4.4) Easements: "As a pail of the overall Project, the proposed Facility will require a permanent easement for operations. Use of the permanent easement will vary based on location and function of the proposed facility elements. Preliminary boundaries can be seen in Figures 5 and 6. These casements will be on Newport Beach Golf Course and would be granted by the County of Orange Ai oil Land Use Commission which owns the golf course property." Page 2-19 (Section 2.7) Project Approvals: "The City, as Lead Agency for the project, has discretionary authority over the project. To implement this project, the following discretionary permits/approvals are pqplji�*] Page 2 JWA ConunenLq Santa Ana Delhi Channel Diversion 2.25.16 required at a minimum: • Certification of the CEQA document by the City of Santa Ana ■ Clean Water Act Section 404 Pernxit from the U.S. Army Corps of Engineers • Clean Water Act Section 401 Water Quality Certification from the Santa Ana Regional Water Quality Control Board • California Fish and Game Code Section 1602 Streambed Alteration Agreement from the California Department of Fish and Wildlife ■ NPDES General Construction Activities Storm Water Permit -- Notice of Intent (NOD form for construction activities that disturb one acre or more of soil. Dry Weather Urban Discharge Permit from the Orange County Sanitation District • Encroachment Permit from County of Orange Flood Control District ■ Easements from Count of Orange Airport Land Use Commission Page 3-2 (Section 3.1): 10. Other public agencies whose approval is required (e.g., permits): U.S. Array Corps of Engineers - Section 404 Permit • Santa Ana Regional Water Quality Control Board - Section 401 Water Quality Certification • State Water Resources Control Board - Notice of Intent (NOI) for NP. DES General Permit for Storm Water Discharges Associated with Construction Activities • Calif. Dept. of Fish and Wildlife - Section 1602 - Streanabed Alteration Agreement • Orange County Sanitation District — Dry Weather Urban Discharge Permit County of Orange Flood Control District - Encroachment Permit • County of Orange Airport Land Use Commission - Easements Thank you for the opportunity to comment on the MND. Please contact Lea Chown Land Use Manager at (949) 252-5123 or via email at jchojjwLo)o asi.jqqrrj should any questions arise regarding these corm-nents. 20B-29 a 4- lTLQ'_ �'-ASIFORNJA- :CALIIORNIA5.f&.lI:i_IRANa COR1;ATIONA6ENCY EDMUND G. MO NJ1 GGnv mor DEPARTMENT OF TRANSPORTATION DISTRICT 12 " 3347 MICHEI SON DRIVE, SUITE 100 IRVINE, CA 92612 -8894 Serials Drought. PHONE (949) 724 -2086 Serions drought. FAX (949) 724 -2592 Help save water! TTY 711 W W W.(Iot,ca.gov February 23, 2016 . Mr. Tyrone Chesanke PE File: IGR /CEQA City of Santa Ana SCH #: 20160.11069 Planning Division Log #: 4621 20 Civic Center Plaza SR -73, SR- 55,1405 Santa Ana, CA. 92701 Dear Mr. Chesanke: Thank you for the opportunity to review and comment on the Santa Ana Delhi Channel Diversion Project Mitigated Negative Declaration. The City of Santa Ana in association with the Cities of Newport Beach and Costa Mesa is proposing a'low flow diversion project in the Santa Ana -Delhi Channel that is intended to capture and divert low -flow urban discharges into the sanitary sewer system to address surface water quality issues in accordance with the Orange County Municipal Separate Storm Sewer System (MS4) permit (Order No. R8- 2009 -0030, Amended by Order No. R8 -2010 -0062) as well as the Total Maximum Daily load (TMDL) for selenium discharge to the Upper Newport Bay, The proposed Santa Ana Delhi. Diversion Project (Project) will remove dry weather flows and lows flows during the wet season from the Santa Ana Delhi Channel and divert the flows to the Orange County Sanitation District (OCSD) sewer collection system for treatment prior to discharge into the ocean or utilization as source water for the OCSD /Orange County Water District (OCWD) regional Ground Water Replenishment System. The proposed Project consists of three major components: 1; dry- weather diversion component; 2) floatable debris removal system; and 3) pumping facilities, force main, and pipeline connection to the OCSD sewer system. Caltrans Local Development- Intergovernmental Review program reviews impacts of local development to the transportation system, including the State Highway System. The Department works to ensure that local land use planning and development decisions include the provision of transportation choices, including transit, intercity rail passenger service, air service, walking and biking, when appropriate. The Department advocates community design (e.g. urban infill, mixed Provide a sq/e, sasialnable,. �� 11 -ml transpoiladon system to enhance Cal( s Ilvahilii )'" Mr. Tyrone Chesanke PE February 23, 2016 Page 2 use, transit oriented development) that promotes an efficient transportation system and healthy communities. The Department of Transportation (Department) is a responsible agency on this project and has the following comments for your consideration. Local Development Intergovernmental Review: Please submit Environmental Review Documents to Local Development /Intergovernmental Review Branch prior to request for permit. Permits: 1. As indicated on the Initial Study/ Mitigated Negative Declaration that The City of Santa Ana in association with the Cities of Newport Beach and Costa Mesa is proposing a low flow diversion project in the Santa Ana -Delhi Channel that is intended to capture and divert low -flow urban discharges into the sanitary sewer system at SR -73 and Irvine Avenue /Bristol Street in Orange County, California. 2. The City of Santa Ana must obtain a fee exempt Encroachment Permit prior to commencement of work within the State Right of Way. City of Santa Ana's contractor will also have to apply for the Double Permit to perform the work. If City's contractor has not been exempt from permit fees in the Cooperative Agreement, a deposit of $4100 will be needed at the time of Double Permit Application submittal. 1 If the cost of work within the State R/W is below'one Million Dollars the Encroachment Permit process will be handled by Caltrans Permits Branch, otherwise the permit should be authorized through Caltrans Project Development. 4. Allow 2 to 4 weeks for a complete submittal to be reviewed and for a permit to be issued. When applying for Encroachment Permit, please incorporate Environmental Documentation, SWPPP, Hydraulic Calculations and Reports, Traffic Control Plans (If lane closure required), Geotechnicai Analysis, Materials specifications, and all relevant design details including design exception approvals. 5. For specific details on Caltrans Encroachment Permits procedure, please refer to Caltrans Encroachment Permits Manual. The latest edition of the Manual is available on the web site: htt : www.dot.ca. oe v /hci /traffot)s /develo ser ermit� Provide a sgfe„ sustainable, integrated and efficient transporlation system to enhance Ca1dgryR yowed fivabiiny Mr. Tyrone Chesanke PE February 23, 2016 Page 3 Please continue to keep us informed of this project and any future developments that could potentially impact State transportation facilities. If you have any questions or need to contact us, please do not hesitate to call Aileen Kennedy at (949) 724 -2239. Sincere�ly,,�� MAUREEN EL HARAKE Branch Chief, Regional- Community - Transit Planning District 12 c: Phi Dinh , Hydraulics Farid Nowshiravan, Permits Grace Pina Garrett, NPDES Scott Morgan, Office of Planning and Research "Provide a safe., sustainable, inlegrated and efficiernt ir<ntsportadon Vvem to enhance California's economy and livabdUy' 20B -32 Attachment B Updated Watershed Drainage Map 20B -33 i 4G U1 PrOPCSF57 merSIC A Stwcture aers e 5 FACIUTYNAME Z ACRES F01 SANTAANA -DELHI CHANNEL COSTAMESA Golf Fairvteak I +II Come 128 F01 SANTAANA -DELHI CHANNEL ., Erlmytw Are z F01 "k ry Unincorporated 340 Ptg1�t�R AIRPORTSTORM CHANNEL COSTA MESA flack FO1S01 AIRPORT STORM CHANNEL We Squae 159 F01501 Ragx,M SANTAANA 78 Mile Square AIRPORT STORM CHANNEL Uninmi-Pomted Gulf Course F02 SANTA ANA GARDENS CHANNEI COSTA MESA .r F02 Eoun tai n a �� 2,639 F03 PAUTARINOCHANNEL COST F 17th S1 .111. VCIVO COUntry Club F03 F03 FACILMNUMBER FACIUTYNAME Z ACRES F01 SANTAANA -DELHI CHANNEL COSTAMESA f „oltt'll ra Fairvteak I +II N,k 128 F01 SANTAANA -DELHI CHANNEL SANTAANA z F01 St F03 F03 FACILMNUMBER FACIUTYNAME JURISDICTION ACRES F01 SANTAANA -DELHI CHANNEL COSTAMESA 1,260 F01 SANTAANA -DELHI CHANNEL NEWPORTBEACH 128 F01 SANTAANA -DELHI CHANNEL SANTAANA 4,266 F01 SANTAANA -DELHI CHAN N EL Unincorporated 340 FO1SO1 AIRPORTSTORM CHANNEL COSTA MESA 3n FO1S01 AIRPORT STORM CHANNEL IRVINE 159 F01501 AIRPORT STORM CHANNEL SANTAANA 78 FO1S01 AIRPORT STORM CHANNEL Uninmi-Pomted 271 F02 SANTA ANA GARDENS CHANNEI COSTA MESA 96 F02 SANTA ANA GARDEN S CHANNEi SANTAANA 2,639 F03 PAUTARINOCHANNEL COST FO1S01 IA,lne F01 S01 � - ^r,rnx7 R'u4eaKdslk 6+ark m �D Q PROPOSED DIVERSION���� STRUCTURE Ca#e SyP �t �BYfl♦1i6 Q Watershed Drainage Areas SANTAANA COSTA MESA IRVINE NEWPORT BEACH Unincorporated Nmv F, A MESA 1,286 L 2O TOTAL 10,900 FO1S01 IA,lne F01 S01 � - ^r,rnx7 R'u4eaKdslk 6+ark m �D Q PROPOSED DIVERSION���� STRUCTURE Ca#e SyP �t �BYfl♦1i6 Q Watershed Drainage Areas SANTAANA COSTA MESA IRVINE NEWPORT BEACH Unincorporated Nmv Attachment C Revised Figures 5 and 6 with Labels for Golf Course and Pedestrian Bridge 20B -35 ACCESS T( THROUGH _ _(FOR WES1 55 +00.00 -�_ TO OCFCD ACCESS RA AT IRVINE AVE. N �v -... LEGEND EXISTING RIGHT OF WAY ---- - °° PROPOSED MAINTENANCE EASEMENT - - - - - - - PROPOSED TEMPORARY CONSTRUCTION EASEMENT __-- -- LINE OF PLAY j PROPOSED ACCESS ROAD QUANTITIES NEW OCFCD MAINTENANCE EASEMENT: 13,380 SOFT (0.31 AC) +20 FT OFFSET EAST FROM EXISTING RNV: STATIONS 56 +50.00 TO 60 +70.00 (420 FT )(ROAD) 1 +50 FT OFFSET EAST FROM EXISTING RNV: STATIONS 56 +50.00 TO 58 +16.00 (166 FT) (PUMP STATION) TEMPORARY CONSTRUCTION EASEMENT: 15,485 SOFT (0.37 AC) (MINUS MAINTENANCE EASMENT) +25 FT OFFSET WEST FROM EXISTING RIW: STATIONS 56 +00.00 TO 58 +75.00 (275 FT) (WEST CHANNEL WALL WORK) +75 FT OFFSET EAST FROM EXISTING RNV: STATIONS 56 +85.00 TO 58 +75.00 (275 FT) (PUMP STATION & CHANNEL WALL) + MISC CORNER FOR EXi U H U 0 O z 0 U 0 O O LL } H Z 0 O LU O Z U O� PRIVATE __10' T— . _ _ — _. _ — _-- — —.— — _._ — _:_ — —" — —" — —,— — —.— — _`_ i i I F(.FNn EXISTING RIGHT OF WAY — — s — - — PROPOSED 14" FORCE MAIN - - - -- PROPOSED SEWER EASEMENT —s— EXISTING 8 "SEWER PIPE QUANTITIES NEW SEWER EASEMENT: 4.900 SOFT (0.10 AC) *20 FT OFFSET EAST FROM NORTH -EAST PROPERTY LINE 20B -37 Attachment D Revised Page 3.1 showing OCFCD as Project Sponsor KFIJEMOO Santa Ana Delhi Channel Diversion Project Initial Study /Mitigated Negative Declaration 3.0 Initial Study Checklist 3.1 Background 1. Project Title: Santa Ana Delhi Channel Diversion Project 2. Lead Agency Name and Address: City of Santa Ana Department of Public Works 20 West Civic Center Plaza Santa Ana, CA 92701 3. Contact Persons and Phone Number: Tyrone Chesanek 20 West Civic Center Plaza Santa Ana, CA 92701 714 - 647 -5045 TChesane c @santa- ana.or¢ 4. Project Location: The proposed project is located with the Santa Ana Delhi Channel and Newport Beach Golf Course, situated southwest of the CA -55 and State Route 73 interchange. The diversion facilities are located adjacent to the east side of the Santa Ana Delhi Channel, approximately 600 feet upstream of Irvine Avenue and within unincorporated Orange County. The proposed sanitary sewer line in Bristol Street extends 1.6 miles to Baker Street and is located within the City of Costa Mesa. 5. Project Sponsor's Name and Address: City of Santa Ana Dept. of Public Works: 20 W. Civic Center Plaza, Santa Ana, CA 92701 City of Costa Mesa Dept. of Public Services: 77 Fair Drive, Costa Mesa, CA 92626 City of Newport Beach Dept. of Public Works: 100 Civic Center Dr. Newport Beach, CA 92660 Orange County Flood Control District: 300 N. Flower St., Santa Ana, CA 92703 6. General Plan Designation: • Facilities in Santa Ana Delhi Channel: Unincorporated County of Orange, designated Public Facilities • Facilities at Newport Beach Golf Course: Unincorporated County of Orange, designated Open Space • Pipeline to OCSD in Bristol Street: City of Costa Mesa, Public Street 7. Zoning: N/A 8. Description of the Project: See Section 2, Project Description 9. Surrounding Land Uses and Setting: See Section 2, Project Description 20B -39 3-1 ri- -1 COOPERATIVE AGREEMENT BETWEEN THE CITY OF SANTA ANA AND THE CITY OF COSTA MESA FOR THE CONSTRUCTION OF THE SANTA ANA DELHI DIVERSION FORCED SEWER MAIN UNDER BRISTOL STREET FROM BAKER TO NEWPORT BEACH BOULVARD This cooperative agreement ( "Agreement ") is made and entered into this day of ' 2016, by and between the CITY OF COSTA MESA, a municipal corporation ( "COSTA MESA "), and the CITY OF SANTA ANA, a municipal corporation ( "SANTA ANA "). RECITALS: A. WHEREAS, the City of Santa Ana, Orange County Flood Control District, the County of Orange, the City of Newport Beach, the City of Costa Mesa, and the Irvine Ranch Water District are all parties to a separate agreement for the construction, maintenance, and operation of the Santa Ana Delhi - Diversion Channel Project ( "Diversion Channel Project"); which is a collaborative effort to address regional water quality issues, and B. WHEREAS, one aspect of the Diversion Channel Project's proposed plan is to install, operate, and maintain forced sewer main pipelines within public street right- of-way of COSTA MESA, and C. WHEREAS, COSTA MESA agreed to contribute to the Diversion Channel Project a lump sum amount of $600,000; and D. WHEREAS, in a separate and different project to begin before construction of the Diversion Channel Project, COSTA MESA will hire its own contractor to perform certain work in the median on Bristol Street within the city of COSTA MESA (`Bristol Street Median Project "), and E, WHEREAS, to benefit the Diversion Channel Project in terms of time and cost savings, COSTA MESA is agreeable to having its contractor for the Bristol Street Median Project, perform that portion of the Diversion Channel Project which calls for forced sewer main pipelines to be installed within Bristol Street between Balser Street to Newport Boulevard; as shown in Exhibit A, and F. WHEREAS, COSTA MESA desires, therefore, that COSTA MESA'S lump sum financial obligation to the Diversion Channel Project be offset by the cost of work performed by its contractor on the Bristol Street Median Project related to installing the forced sewer main pipeline, and G. WHEREAS, SANTA ANA is agreeable to advancing to COSTA MESA the funds required to cover the costs incurred by COSTA MESA to pay its contractor on the Bristol Street Median Project to install the forced sewer main pipeline ( "Advanced Expended Funds "); Page 1 of 12 Exhibit 2 20B -41 as specified in Exhibit B; and H. WHEREAS, COSTA MESA shall reimburse SANTA ANA without interest the Advanced Expended Funds on or before January 31, 2017, and I, WHEREAS, the Diversion Channel Project is being designed by SANTA ANA, including that portion to be constricted and installed by COSTA MESA'S contractor on the Bristol Street Median Project, as shown in Exhibit "A," attached hereto and incorporated by this reference, and J. WHEREAS, for purposes of regulatory environmental review, SANTA ANA is the lead agency on the Diversion Channel Project and COSTA MESA is the lead agency on the Bristol Street Median Project, and K. WHEREAS, that portion of the Diversion Channel Project that is being constructed and installed by COSTA MESA'S contractor as part of the Bristol Street Median Project is declared by SANTA ANA to be categorically exempt under Section 15301 of the California Environmental Quality Act (CEQA) Guidelines — Class 1(c), (Existing Highways and Streets, Sidewalks, Gutters, Bicycle and Pedestrian Trails, and similar Facilities). NOW, THEREFORE, the parties agree as follows: A. COSTA MESA Rights and Duties: 1. COSTA MESA shall be the lead agency for construction of the Bristol Median Project and shall incorporate into said project, constriction of that portion of the Diversion Channel Project to be constructed and installed by COSTA MESA'S contractor on the Bristol Street Median Project, as shown in Exhibit "A" ( "Forced Sewer Main Pipeline ") COSTA MESA shall provide all construction management. COSTA MESA shall be solely responsible for the administration and performance of the contract awarded to the contractor for the construction of the Bristol Median Project and Forced Sewer Main Pipeline. COSTA MESA shall use the Advanced Expended Funds, in the amount not to exceed $1,100,000.00, for the sole purpose of paying for construction and constriction management costs associated with installation of the Forced Sewer Main Pipeline. No work on the Forced Sewer Main Pipeline shall commence until the Santa Ana -Delhi Channel Diversion Project Agreement D15 -013 has been approved by all of the Funding Partners, within that agreement. In the event that the Agreement D15 -13 is not approved by all of the Funding Partners or, after approval it is later determined that the Diversion Channel will not go forward for any reason, COSTA MESA shall reimburse SANTA ANA the $1,100,000,00 within forty five (45) calendar days of said determination; provided however, if such a determination is made after COSTA MESA's contractor has already completed work on the Forced Sewer Main Pipeline, then COSTA MESA shall withhold from reimbursement the actual costs of Page 2 of 12 20B-42 construction/installation of the Forced Sewer Main Pipeline; and if such determination is made before construction begins, but after COSTA MESA'S contractor bid for and was awarded the contract, then COSTA MESA shall withhold from reimbursement the costs incurred by its contractor to secure the award of contract for the Forced Sewer Main Pipeline work that will not be going forward and for related claims by the contractor. 2. COSTA MESA shall reimburse SANTA ANA, without interest, the COSTA MESA's portion of the Advanced Expended Funds of $600,000 on or before January 31, 2017. 3, Change orders associated with the Forced Sewer Main Pipeline must receive the written approval of the City Engineer of SANTA ANA prior to implementation, which approval shall not be unreasonably withheld. SANTA ANA shall have a minimum of five (5) working days to review and approve change orders. 4. COSTA MESA shall provide SANTA ANA final record drawings for the Forced Sewer Main Pipeline portion of the Bristol Median Project within sixty (60) days of the completion and acceptance of construction. B. SANTA ANA Rights and Duties: 1. SANTA ANA shall have the right to enter and inspect the Forced Sewer Main Pipeline and the Bristol Median Project at all times for the purposes of overseeing COSTA MESA; lead agency functions and the work being performed by COSTA MESA's contractor, provided however, SANTA ANA shall indemnify, defend, and hold harmless COSTA MESA from any and all claims of damages or injury to SANTA ANA representatives while on the project premises 2. SANTA ANA shall transfer and give to COSTA MESA within thirty (30) days of the effective date of this Agreement, the Advanced Expended Funds totaling One Million and One Hundred. Thousand Dollars ($1,100,000.00). 3. SANTA ANA shall review all requests for progress payments for the Forced Sewer Main Pipeline; and shall approve or disapprove said request with five (5) business clays of receipt of same by SANTA ANA. SANTA ANA shall timely provide necessary information and /or documents to substantiate its disapproval of a progress payment request. C. JOINT RIGHTS AND DUTIES: 1, Responsibilities, Obligations and Mutual Indemnity: a. GOVERNING LAW & VENUE - This Agreement shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this Agreement, the sole and exclusive venue shall be a court Page 3 of 12 20B-43 of competent jurisdiction 'located in Orange County, California, and the Parties hereto agree to and do hereby submit to the jurisdiction of such court, notwithstanding the provisions of Code of Civil Procedure Section 394. The Parties agree to waive any and all rights to request that an action be transferred for trial to another County. b. NOTICES - Any notice or other written instrument required or permitted by this Agreement to be given to any Party shall be deemed received when personally served or transmitted by facsimile, or forty -eight (48) hours after being deposited in the U.S. Mail, postage prepaid, First Class or certified, and addressed, as follows: City of Santa Ana City of Costa Mesa Tyrone Chesanek Baltazar Me'ia Principal Civil Engineer Acting City Engineer 20 Civic Center Plaza, M -22 P.O. Box 1988 Santa Ana, CA 92702 Public Services 77 Fair Drive, 4th Floor Costa Mesa, CA. 92626 c. ATTORNEYS' FEES - In the event suit is brought by any Party to enforce the terms and provisions of this Agreement, or to secure the performance hereof, each Party shall bear its own attorneys' fees. FORCE MAJEURE - Except for the payment of money, no Party shall be liable for any delays or other non - performance resulting from circumstances or causes beyond its reasonable control, including, without limitation, fire or other casualty, Acts of God, strike or labor dispute, war or other violence, acts of third parties not within either Party's reasonable control or any law, order or requirement of any governmental agency or authority. d. WAIVER - A waiver of a breach of the covenants, conditions or obligations under this Agreement by either Party shall not be construed as a waiver of any succeeding breach of the same or other covenants, conditions or obligations of this Agreement. e. MODIFICATION — Any alterations, changes or modifications to this Agreement shall be in the form of a written amendment, which shall be signed by each Party. f. ASSIGNMENT - No Party shall assign its performance of this Agreement, nor any part thereof, without the prior written consent of the non - assigning Party. Any assignment made in violation of this section shall be null and void. g. INDEMNIFICATION BY SANTA ANA: SANTA ANA shall indemnify, defend and hold COSTA MESA, its officers, agents and employees, harmless from any expense, liability or claim for death, injury, loss, damage or expense to persons or property which may arise or is claimed to have arisen as a result of any acts performed by SANTA ANA, its officers, agents, or employees, with respect to the Project, save and except to the extent such expense, liability or claim is proximately Page 4 of 12 caused in whole or in part by any negligence of the SANTA ANA, or by their respective officers, agents or employees, or by any act or omission for which SANTA ANA, or their respective officers, agents or employees are liable without fault. h. INDEMNIFICATION BY COSTA MESA: COSTA MESA shall indemnify, defend and hold SANTA ANA, its officers, agents and employees, harmless from any expense, liability or claim for death, injury, loss, damage or expense to persons or property which may arise or is claimed to have arisen as a result of any acts performed by COSTA MESA, its officers, agents, or employees, with respect to the Project, save and except to the extent such expense, liability or claim is proximately caused in whole or in part by any negligence of the COSTA MESA, or by their respective officers, agents or employees, or by any act or omission for which COSTA MESA, or their respective officers, agents or employees are liable without fault. i. TERMINATION - Either Party may terminate this Agreement upon the other Party's failure to comply with any tern or condition of this Agreement, as long as the terminating party is not in default of any term or condition of this Agreement. To initiate termination, the terminating party must provide the defaulting party with a written "Notice of Termination" stating its intent to terminate and describing all terms and conditions with which the defaulting party has failed to comply. If the defaulting party has not remedied the default or not initiated good faith efforts to remedy its default within thirty (30) days after receiving the Notice of Termination, this Agreement will automatically terminate. This Agreement may also be terminated upon the written mutual consent of both parties. ENTIRE AGREEMENT - This Agreement constitutes the entire understanding and agreement between the Parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. RECOMMENDED FOR APPROVAL: RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director Public Works Agency Ernesto Munoz, P.E. Public Services Director Page 5 of 12 20B -45 IN WITNESS WHEREOF, COSTA MESA has caused this agreement to be executed by its Mayor and attested by its Clerk, and SANTA ANA has caused this Agreement to be executed by its City Manager and attested by its Clerk, all thereunto duly authorized by the COSTA MESA City Council and the SANTA ANA City Council, respectively. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney CITY OF SANTA ANA, a Municipal corporation of the State of California M. David Cavazos City Manager ATTEST: By: Jos S doval Maria D. Huizar C ref Assistant City Attorney Clerk of the Council APPROVED AS TO FORM: Tom Duarte City Attorney CITY OF COSTA MESA, a California municipal corporation By: Tom Hatch Chief Executive Officer ATTEST: Brenda Green City Clerk Page 6 of 12 rl- / e _ \ u `3 4 � � | ! � !| , )/ § | | \ |)U) qm A §% §! b im 1p R§, � | | ! | , > \ § \\ \/) � HL [ME STA-A 00 1 0 1 .. ... ..... -- ----- ----- - ws NJ. 'IXddR4F II 14 m6a .... .. ... . . ..... ... ... -'-M!Tb FI STA OR' 4p asseseaq Fl 19 PROJECT m. XX SRNT R O L X CHANNEL DIVERSION ZoEjgFRGN N �WPORT BLVD �TO AR277T P Tr / E _ z x u 11.8 4 ®® | » \ i ZEFtnrmm I I - 11,11111111 I @ es RA T A 88 +80.00 IELHI CHANNEL DIVERSION ... ..... --- WSW M a . . . .. ....... ...... ..... .... .... .. . . ..... .... .. . ... . .... .... ....... ... - li,('6- -- -- ------- ...... ... Mf 6 ZEFtnrmm I I - 11,11111111 I @ es IELHI CHANNEL DIVERSION / e _ � x � � * | ! � +\ � ® . , +j| [ .| \ §\ . oil Phil \\§ \ oil ) . . , b! \7§ ~ ~� [ § EXHIBIT "B" ADVANCED EXPENDED FUNDS ANALYSIS ENGINEERS 'ESTIMATE Item '.Description Unit Quantity Price Extended Cost 1 14" PVC Force Main LF 3774 $222 $837,828 2 Gravity Sewer Manhole LS 1 $12,000 $12,000 3 16" VCP Gravity Sewer Main LF 72 $150 $10,800 4 84" Trunk Main Manhole LS 1 $1,500 $1,500 Connection 5* Pothole Utilities Not Shown In EA 10 $350 $3,500 The Contract Documents 6* 14" PVC Siphon EA 10 $6,000 $60,000 14" PVC Forced Main Installed 7* Deeper Than 1 -Foot But Less LF 500 $50 $25,000 Than 3 -Feet Engineers Estimate $950,628 Contingency $149,372 Project Estimated Total $1,100,000 FUNDING SOURCE STIMMARY City of Santa Ana $ 500,000 City of Costa Mesa $ 600,000 Total Project Funding Advanced by City of Santa Ana $1100,000 20B -52 REQUEST FOR COUNCIL- ACTION CITY COUNCIL MEETING DATE APRIL 19, 2016 TITLE: AGREEMENT WITH MICHAEL BAKER INTERNATIONAL FOR PROFESSIONAL ENGINEERING SERVICES (PROJECT 16 -6608) {STRATEGIC PLAN NO. 6, 1F} CITY MA ER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY _ T.0. k As Recommended Q As Amended 0 Ordinance on I" Reading ❑ Ordinance on 2nd Reading © Implementing Resolution D Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute an agreement with Michael Baker International to provide professional engineering services for a one -year term beginning April 20, 2016, through April 20, 2017, with provision for two one -year term extensions exercisable by the City Manager and the City Attorney, in an amount not to exceed $236,956 over the life of the agreement, subject to nonsubstantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment recognizing $150,000 in current year funds received from fees collected and interest earned in the Local Drainage Area Fund 221, 222, and 223 revenue accounts, and appropriating the same amount into the respective Local Drainage Area Fund 221, 222, and 223 expenditure accounts. DISCUSSION An update to the Storm Drain Master Plan was completed in 2015. The updated master plan recommends various below -grade improvements, such as the installation of new storm drain pipes and upsizing existing storm drain pipes. Those recommended improvements provide for the ultimate build -out of storm drains, offering citywide drainage protection. The cost for total build -out is $626 million, which is not being considered at this time. Staff is recommending a supplementary study which focuses on alleviating flooding in localized watersheds. The additional analysis would identify alternative infrastructure consisting of low impact development alternatives to costly storm drain improvements. It is anticipated that such a study would provide a menu of improvements, technology, and devices which could be applied citywide at a reduced cost. Staff would then pursue grant opportunities for these alternative improvements to supplement the existing below -grade storm drain system where feasible. 20C -1 Agreement with Michael Baker International for Professional Engineering Services April 19, 2016 Page 2 A Request for Proposals (RFP No. 16 -02) for Storm Drain Master Plan Phase 2 was released and posted on the City website on February 3, 2016 with proposals due on February 23, 2016. Two proposals were received and subsequently reviewed by a four - member committee comprised of Public Works Agency staff. The evaluations were based on experience, qualifications, project understanding, scheduling, past performance, and the overall proposal. The final rankings are as follows: Rank Firm Score 1 Michael Baker International 90.8 2 Stantec Consulting Services Inc. 79.5 The proposal by Michael Baker International contains an adequate man -hour effort to complete the required services, and the firm's rates are reasonable and within industry standards. The proposal was found to provide the best value and is appropriate for the project because of the firm's strong qualifications and project understanding, along with the proposed scope of work and corresponding fee schedule in the amount of $236,956. Therefore, staff recommends that Michael Baker International be retained to provide professional engineering services for a total contract amount not to exceed $236,956 (Exhibit 1). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy F (perform periodic measurements to monitor and update each asset's condition and ensure adequate funding for repair and /or replacement costs in future budgets). FISCAL IMPACT Funds in the amount of $150,000 were budgeted in FY 2015/16 and are being appropriated with this action. An additional $86,956 will be budgeted and appropriated in FY 2016/17 CIP in Local Drainage Area Fund 207. With the approval of the appropriation adjustment, funds available by fiscal year are tabulated by Local Drainage Area Fund as follows (Project 16- 6608): 20Ci -2 Agreement with April 19, 2016 Page 3 Michael Baker International for Professional Engineering Services Area No. Account No. FY Spending Plan FY Amount Area 1 22117660 -66220 2015 -16 2015 -16 (April -June) $ 30,000 Area 1 22217660 -66220 2015 -16 2016 -17 (July -June) $ 20,000 Area II 22217660 -66220 2015 -16 2016 -17 (July -June) $ 50,000 Area III 22317660 -66220 2015 -16 2016 -17 (July -June) $ 50,000 Area No. 7 20717660 -66220 2016 -17 2016 -17 (July -June) $ 86.956 Public Works Agency FM /EWG /ML Exhibits: 1. Agreement $ 236,956 APPROVED AS TO FUNDS AND ACCOUNTS: ,.r Francisco Gutierrez Executive Director Finance & Management Services Agency 20C -3 20C -4 CONSULTANT AGREEMENT THIS AGREEMENT is made and entered into this 20TH day of April 2016, by and between Michael Baker International ( "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 providing Engineering Services for the Storm Drain Master Plan Phase 2 Project. The Strom Drain Master Plan Update Phase 1 was completed in 2015. B. For this purpose, the City issued A Request for Proposal dated February 3, 2016, No. 16 -02, by which the City invited proposals for the Project. Following evaluation by the City of all the proposals that were submitted, Consultant was selected to complete the project. 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 terns and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services as set forth in the Exhibit A and incorporated by reference to this Agreement. 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 and incorporated by reference to this Agreement. The total sum to be expended under this Agreement shall not exceed Two Hundred Thirty Six Thousand, Nine Hundred and Fifty -Six Dollars ($236,956.00) during the term of this Agreement. b. Payment by City shall be made within thirty days (30) 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. Exhibit 1 Page 1 of 9 20C -5 3. TERM The term of this Agreement shall commence on April 20, 2016 and terminate on April 20, 2017, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended for an additional two (1) year period 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 its employees an&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 & 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 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 Consultant's negligent 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 Page 2 of 9 20C -6 bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and $2,000,000 in the aggregate, Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional ins'ured(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 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 California State law, 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 in form by the City. (iii,) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with 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 terminate this Agreement. Such termination shall riot 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. Page 3 of 9 200-7 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code §2782.8, the above indemnity shall be limited, to the extent required by Civil Code §2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful naisconduct of the Consultant. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. Page 4 of 9 20Ci -8 10. CONFIDENTLALITX If Consultant received 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 and disclosed without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. , 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or, indirect, which would conflict in any manner with performance of services specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M -30) Santa Ana, CA 92701 Fax 714 - 6476956 With courtesy copies to: Fred Mousavipour Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -36) P.0, Box 1988 Santa Ana, CA 92702 Fax 714- 647 -5622 Page 5 of 9 20C -9 And City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P,O, Box 1988 Santa Ana, CA 92702 Fax (714) 647 -6515 To Consultant; Michael Baker International 14725 Alton Parkway Irvine, CA 92618 Office 949 -472 -3505 www.mbakerintl.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 altar 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. 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, cormmuucation 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 facsimile, communication shall be effective or deemed to have been given twenty -four (24) hotius after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the tenns of this Agreement shall prevail and will serve to fully supersede existing Agreement. 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 terns or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, that terms or conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, Page 6 of 9 20C -10 promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parties which are not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City with thirty (30) days written notice of termination to the Consultant, a. As a condition of such payment, the City may require Consultant to deliver to the City all the 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 16. 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 and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. 3URISDICITON - 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 9 20C -11 18. PROFESSIONAL. LICENSES Consultant shall, throughout the terns 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 Sates, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. MISCELLANEOUS PROVISIONS a. Each rmdersigned 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. CITY OF SANTA ANA ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho City Attorney , to SANDOVAL Assistant City Attorney DAVID CAVAZOS City Manager Page 8 of 9 20C -12 RECOMMENDED FOR APPROVAL: FRED MOUSAVIPOUR Executive Director Public Works Agency CONSULTANT: Michael Baker, International By: Tax ID# Page 9 of 9 20C -13 r] CM= INTERNATIONAL i u 6 , * Y February 23, 2016 Mindy Ly, P.E. Project Manager City of Santa Ana Public Works Agency 20 Civic Center Plaza; P Floor Reception, Ross Annex Santa Ana, CA 92701 Re: Storm Drain Master Plan Phase 2, RFP No.: 16 -02 Dear Ms. Ly Michael Baker International, Inc. (Michael Baker) is pleased to provide this proposal to the City of Santa Ana (City) for the Storm Drain Master Plan Phase 2 project. We have thoroughly examined and are familiar and concur with the services and responsibilities and provisions required in this RFP. Having recently completed the Phase 1 update, the Michael Baker team is capable of effectively and efficiently performing quality work to achieve the City's objectives. Our qualified team will use their familiarity with the project history, experience with Orange County, and expert performance in flood modeling to immediately begin performing the services required for this project in a timely manner. The Michael Baker team's expertise and capability in the fields of storm drain design, hydrology and hydraulics, master plan preparation, storm water quality, low impact development (green infrastructure retrofitting) and grant application coordination offers you a comprehensive team all under one roof. This will ensure project scope components are coordinated seamlessly and innovative solutions are identified and thoroughly vetted while maintaining line -of -sight for available funding opportunities. On behalf of Michael Baker, a corporation that has completed more than 20 drainage master plans in the last decade, including the City of Santa Ana's Phase 1 Master Plan, we will provide the City with alternative infrastructure solutions that meet low impact development goals and will serve as a useful tool for years to come. Respectfully, Michael Baker International, Inc. John McCarthy, PE, CFM Principal -in- Charge Page I t INTERNATIONAL 20C -15 Storm Drain Master Plan IUTGWM As part of our commitment to the water resources field, Michael Baker has a specialized staff of over 40 local engineers dedicated to flood control engineering, storm water management and water quality services in California, providing the City of Santa Ana a team with tremendous depth of resources and experience. Supporting these local resources, Michael Baker offers one of the largest enginf design, and construction management firms in the countr professional staff of more than 6,000 employees in 90 oft nationwide. Demonstrated Storm Drain Master Plan Experience We bring to this project the technical capabilities needed develop an effective drainage master plan, along with a t successfully working with the City, the County of Orange, iocai communities, public agencies, and stakeholders to incorporate their concerns and issues into the development of innovative and effective project solutions. This team is proficient at employing state -of- the -art modeling tools, data management, and "green" infrastructure retrofitting for high quality and cost effective surface water storage solutions. I Y I{ L I MiEll BMP Retrofit Experience Michael Baker has developed tools for performing Best Management Practice (BMP) retrofit studies that are ideally suited to help the City comply with current and potential future City of Santa Ana, Storm Drain Master Plan Phase 1 x National Pollutant Discharge City of Redlands, Master Drainage Plan x x Elimination System secure ) requirements to help secure City of Buena Park, Storm Drain Master Plan x funding assistance. Our wide County of Orange - San Diego Creek Master Plan of Drainage x variety of experience includes Rancho Palos Verdes Master Plan of Drainage x siting, designing, and City of Anaheim - Storm Drain Master Plan x implementation of BMPs for Midway City Street and Storm Drain Master Plan and Improvements x water quality treatment. The Forbes Road /Oso Creek Multi -use Trail x x Michael Baker Team has a Heritage Fields & Orange County Great Park Drainage Master Plan x clear understanding of the City of Elk Grove on -call Services x requirements the regulated community faces in developing Storm Water Management Plans (SWMP), fulfilling NPDES Permit obligations, implementing BMP retrofit programs, complying with Total Maximum Daily Loads (TMDLs), and other related storm water activities. Michael Baker has successfully developed and completed numerous stormwater BMP retrofit studies including the County of Orange BMP Retrofit Study, City of Palo Alto Southgate Green Streets project, San Bernardino County Watershed Action Plan, as well as assisting Caltrans with identification of retrofit locations. Page 1 2 INTERNATIONAL 20C -16 Et.. Organization The Michael Baker Team for the Storm Drain Master Plan Phase 2 is comprised of the same local experts in hydrology /hydraulics, stormwater management, stormwater quality, regulatory compliance, low impact development and capital project grant funding coordination who recently assisted the City during the 2013 -2015 Phase 1 update. ' City of Santa Ana Public Works Department ?r Mindy Ly, PE Project Manager GUN"101yeleffil - LOW • • •• •, , 0100 14 Y � WIM" �w cY Rebecca Kenney, PE I Project Manager Rebecca will provide hands -on document development and serve as the primary point -of- contact for this project. With more than 20 years of experience in Orange County, Rebecca is a 40 %Availability knowledgeable Project Manager in Orange County storm drain infrastructure and requirements, having recently managed the City of Santa Ana's 2013 Storm Drain Master Plan Update. She is well qualified and excited to continue managing and coordinating this effort, and brings with her a proven experience in delivering complex storm drain infrastructure projects on time and within budget. Her recent experience includes having completed multiple drainage master plans in Orange County, as well as supporting large scale master planned communities in hydrologic and stormwater quality analysis. Relevant Experience includes: v City of Santa Ana - Storm Drain Master Plan Update ♦ County of Orange — San Diego Creek Master Plan of Drainage ♦ City of Anaheim — Storm Drain Master Plan ♦ Streetcar Stormwater Retrofit Rancho Palos Verdes Storm Water Master Plan 6 Irvine — Heritage Fields Drainage and Water Quality Master Plans City of Buena Park — Storm Drain Master Plan Page 13 I N T E R N AT 10 NA6 20C -17 Storm Drain Master Plan l Phase 2 ( RFP No. 16 -02 John McCarthy, PE, CFM j Principal -in- Charge 1 John will have executive oversight of the team and project and « T�' will serve as the alternate contact should the Project Manager be unavailable. He will help plan to the work and assure sufficient vailability resources are allocated to accomplish the scope items within the ri "" " "`" " City's established schedule. His experience is concentrated in the field of flood control and environmental engineering focusing on hydrology /hydraulics, master planning, water quality, and storm drain system design. John is highly knowledgeable about Orange County design requirements, having been responsible for the successful delivery of storm drain master planning and design projects throughout the County for more than two decades. These projects have included complex hydrology, flood control, storm drain design, and facility design. Relevant Experience includes: 4 City of Santa Ana - Storm Drain Master Plan Update County of Orange — San Diego Creek Master Plan of Drainage ♦ Orange County Flood Control On -Call Contract 0 Redlands Drainage Master Plan 0 Mid- County Parkway Drainage Master Plan, Riverside ♦ City of Anaheim — Storm Drain Master Plan ♦ City of Buena Park — Storm Drain Master Plan A. Midway City Street and Storm Drain Master Plan and Improvements Mujahid Chandoo, PE I Hydrology and Hydraulic Modeling -,4 Mujahid Mujahid will lead the development of the advanced 2D E GA 7.53 hydraulic model of the existing drainage system. His experience includes the preparation of various master plans j`75 %Availability within Southern California using advanced 1D and 2D hydraulic modeling for surface and sub - surface flood analysis, as well as the use of Geographical Information System (GIS) hydro applications to accurately identify and collect data for storm drain infrastructure and facilities. He is proficient in the use of stormwater management modeling, including XP -SWMM, Bentley CivilStorm, Watershed Modeling System (WMS) and Advanced Engineering Software for complex hydrology including detention basin routing, flood hydrographs and facility design throughout Southern California. Relevant Experience includes: City of Santa Ana - Storm Drain Master Plan Update o County of Orange — San Diego Creek Master Plan of Drainage ♦ City of Anaheim — Storm Drain Master Plan ♦ Redlands Drainage Master Plan • Streetcar Stormwater Retrofit Rancho Palos Verdes Storm Water Master Plan o City of Buena Park — Storm Drain Master Plan Page 1 4 INTERNATIONAL 20C -18 Storm Drain Master flats — V Phase 2 I RFP No. 16 -02 Dan Apt, CPESC, CPSWQ I Low Impact Development/Retrofitting Dan will be responsible for analyzing low impact development opportunities and implementing BMP research, design, and other stormwater retrofit management systems into the master plan. Over his 21 year career, he has identified regional structural BMP retrofitting opportunities into numerous studies, master plans, and designs to address water quality throughout Southern California. This experience includes managing the development of the Statewide California Low Impact Development Manual, available on the CASQA website. His extensive experience also includes municipal NPDES stormwater permit compliance assistance. He is an expert in navigating state regulatory agencies, such as the State Water Resources Control Board, several Regional Water Quality Control Boards, the U.S. Environmental Protection Agency and many others. Relevant Experience includes: City of Santa Monica - Sustainable Water Master Plan Orange County BMP Retrofit Opportunities Study Orange County Stormwater Permit Implementation Assistance d Orange County Watershed Planning and Engineering Grant Application Assistance. Heritage Fields Drainage and Water Quality Master Plans o Forbes Road /Oso Creek Trail Improvements Grant Assistance • Orange County Stormwater Management and Program Development Implementation & Training ♦ Statewide California Low Impact Development Manual Jeremy Hohnbaum, PE, QSD /QSP, LEED AP I Low Impact Development/Retrofitting Recent Experience includes: Jeremy will be responsible for providing design concepts for both structural and non - structural stormwater solutions, including Best Management Practices for low impact development/ "green" infrastructure retrofitting and hydromodification. He has more than 10 years of experience in both flood control and stormwater quality management, having prepared SWPPPs, erosion control plans, hydrologic /hydraulic analysis, and Pollutant Load Reduction Modeling (PLRM) throughout Southern California. ♦ City of Santa Monica - Sustainable Water Master Plan ® Orange County Watershed Planning and Engineering Orange County Stormwater Permit Implementation Assistance San Bernardino County Retrofit Study Forbes Road /Oso Creek Trail Improvements Grant Assistance ♦ City of Palo Alto — Southgate Neighborhood Storm Drainage and Green Street Improvements Page 1 5 INTERNATIONAL 20C -19 Joyce Hunting I Grant Assistance + 4' Joyce is an expert in the preparation and implementation of grant applications for various stormwater, restoration, conservation and water /wastewater treatment projects and studies. Her extensive experience also includes performing as a liaison between the technical team, client representatives, and the lead agency on regulatory discussions. Recent Experience includes: o City of Elk Grove, Stormwater Program Regulatory Compliance Grant Preparation ® Tuolumne Land Trust, Clavey River Ecosystem Program Watershed Assessment and Grant Application ♦ Colusa Basin Drainage District, the Resources Agency, Sacramento River Restoration Project, Grant Applications ♦ Yuba Sutter Regional Conservation Plan and Grant Applications F '- 211:44 l 7_r41W0MT=1 The City of Santa has recently completed a comprehensive city -wide Storm Drain Master Plan Phase 1 (2015 SDMP) prepared by Michael Baker. The 2015 SDMP performed hydrology in accordance with the Orange County Hydrology Manual and City of Santa Ana design criteria. The primary objective of the 2015 SDMP was to provide recommendations on flooding issues relating to the existing storm drain facilities. Analysis for the entire City was divided into seven (7) regional watersheds. Most of the city storm drain facilities tie into OCFCD regional channels. These channels have high water surface elevations or are deficient which significantly impact the local storm drain hydraulics. The storm drain hydraulics for the 2015 SDMP used a hydrodynamic modeling utilizing the Bentley CivilStorm software. The Phase 2 SDMP will enhance the calculations and the capital improvement plan identified in the 2015 SDMP with more detail analysis including hydrology methodology and alternative flood storage infrastructure. Michael Baker's intimate knowledge of the existing models will facilitate our review of the drainage systems. In order to avoid major infrastructure improvements and provide the City with the most economic and feasible solutions to alleviate flooding to the existing deficient storm drain system, the City is interested in exploring a variety of Low Impact Development (LID) strategies which will reduce and /or eliminate future flooding. Our team understands the City has expressed interest in specific LID strategies including but not limited to underground detention and retention systems located within public parks and other open spaces in order to avoid major reconstruction of existing storm drain facilities. These LID strategies will focus on minimizing and /or eliminating the need to increase existing storm drain infrastructure while providing multiple beneficial uses such as ground water recharge, enhanced water supply through stormwater harvesting, and stormwater quality treatment. Along with these strategies, if desired by the City, Michael Baker will identify additional LID strategies such as green streets that have been successful in previous projects throughout California. Some identified projects may serve as future alternative compliance projects for the City, as currently Orange County is exploring an alternative compliance program with assistance from Michael Baker. Michael Baker lommemNINERIM0 20C -20 Page 1 6 I;s,7, ' " ) Storm Drain Meter Pure �`' ���� � _ � As Michael Baker identifies potential drainage alternatives to reduce City flooding hazards, efforts to coordinate with all impacted agencies and stakeholders will be made. It is the goal to find solutions that consider all stakeholders' objectives including synergistic solutions which enhance water quality and provide environmental benefits. The goals of the study include: • Reduce flow discharge using the expected value hydrology method • Identify locations for storm drain improvements (based on revised hydrology and /or LID projects) • Identify locations for LID improvements • Research funding opportunities • Prepare list of Priority Projects • Cost Analysis As part of the effort to identify potential feasible and creative strategies to reduce flooding within the City, hydrology will be re- evaluated using an expected value method. Expected value hydrology method will be performed for each drainage basin within the project Master Planned area in accordance with Orange County Hydrology Manual in providing protection levels for existing facilities. Identification of potential locations to implement underground storage facilities and other LID strategies will begin with a high level approach identifying all of the City owned open space and recreational areas. According to the general plan land use, the City has approximately 806 acres designated as open space. These areas will be prioritized based on their ability to implement relatively larger detention systems that will have the most capacity to store and attenuate runoff, and where the most cost effective LID systems can be implemented. Where these open space areas are limited other creative LID solutions will be considered in order to mitigate flooding. These locations will be ranked based on potential storage capacity and location within the City. Locations within the City which are prone to flooding will have a higher priority than those which currently experience little to no flooding. Once we have identified potential locations for the proposed strategies, a feasibility analysis will be conducted to evaluate soil conditions, site constructability constraints, costs, as well as water quality and environmental benefits. After the feasibility analysis is complete, a hydrologic and hydraulic analysis will be completed for the priority sites in order to determine the potential reductions in flooding each of the proposed facilities are capable of providing. Rational method and small area hydrograph hydrology for the expected value method will be calculated for the 5 -, 10 -, 25 -, and 100 -year storm return periods, using the AES software program. Recommended facility improvements will be evaluated for the most feasible ultimate facilities based on revised hydrology and alternative infrastructure improvements. Michael Baker will review the available capacities (or constraints) associated with the existing downstream County regional drainage systems to identify opportunities to better utilize these systems or determine project impacts. Alternatives shall also consider the use of stormwater detention basins to reduce peak flows to the available capacity of the existing systems. Stage- storage- discharge rating curves will be developed for priority project detention basin locations. These storage areas could be underground storage chambers, multi -use recreation facilities etc. Basin routing for discharge mitigation will be performed to understand the impacts of such facilities. - - - - - 0 Page 1 7 INTERNATIONAL 20C -21 G ,) Storm Drain Master Plan 1 Phase x Ir P w. 16-02 Once the technical analysis is completed for the proposed facilities a cost benefit analysis will be prepared. This will summarize capital as well as life cycle costs, storage capacity and /or runoff reduction, as well as water quality, environmental benefits, and other benefits (i.e. social benefits) associated with each of the alternatives. The cost benefit analysis will include a triple bottom line sustainability analysis including social, economic, and environmental costs and benefits. This information will be necessary to complete the applicable grant applications. Once the relevant technical information has been evaluated, our team will work with the City to research, select, and complete grant applications using similar strategies used in previous successful grant applications. These strategies will focus on the hazardous and deficient conditions currently existing throughout the City and explain the critical nature for implementing the proposed strategies. Incorporating triple bottom line benefits into the application will be keyto explaining the synergies the proposed LID strategies will have while providing public safety through flood mitigation. Our team will also provide ongoing support to direct the City Staff on the grant application processes. If requested by the City, critical flooding locations may be evaluated using more advanced modeling techniques, such as coupled 1- and 2- dimensional modeling, to better understand the area flooding conditions, potential benefits and most feasible solution. Advanced methods can be used to evaluate locations where surface flows and subsurface facility flows interact in an unsteady manner. Surcharging and backwater in subsurface facilities and overland flow in topographically flat areas commonly occurs. Michael Baker had great success in coupling dynamic and non - dynamic modeling for the City of Redlands, City of Tustin, City of Laguna Woods, and the County of Orange. Our extensive experience in advanced modeling has given us the knowledge and understanding to identify what key elements of a drainage system would benefit, and would not benefit from dynamic modeling. INTERNATIONAL 20C -22 Page 18 Storm Drain Master Plan Phase 2 I RFP No. 1 as -02 ° Scope of Work Based on the City's requests in the RFP and our experience with similar projects, we recommend the following scope of work: TASK 1 — Review and Research Task 1.1 Review Phase 1 City Storm Drain Master Plan (2015 SDMP) Michael Baker will review the City of Santa Ana Storm Drain Master Plan (2015 SDMP). Data review will include location of known flooded areas, design criteria, hydrology methodology, hydraulic analysis, and prioritization criteria. This task can be completed efficiently since the Michael Baker staff are familiar with the watershed, methodology and constraints within the City of Santa Ana local and regional drainage systems. Task 1.2 Review of Facilities Michael Baker will perform a qualitative review of the priority proposed storm drain system from the 2015 SDMP and identify locations for alternative drainage improvements. This task will require an above- ground field assessment and inspection of existing City owned facilities (parks, City owned vacant lands, schools if desired, etc.). This inventory will include drainage facilities (storm drain lines and channel) throughout the City. Michael Baker will work directly with the City to identify and re- evaluate the priority improvement projects previously identified in the 2015 SDMP. The investigation will identify locations for potential LID flood storage improvements facilities. The collected data will be mapped using GIS and provided to the City. To facilitate the inspection process, Michael Baker will coordinate with the City and the local communities impacted by the field review prior to performing the work. Coordination may include notifying residents and providing educational information about the value of data being collected. A memo summarizing the 2015 SDMP methodology and guidelines will be prepared for City review. This document will serve as an initial reference framework for future decisions as work progresses and unique opportunities are encountered for flood reduction. Deliverables: 1. Inventory Log of All Data Collected 2. Technical Memo highlighting potential projects and alternative solutions TASK 2A — Alternative Improvements Expected Value Conversion Task 2A.1 2015 SDMP Proposed Facility Evaluation Michael Baker will re- evaluate the proposed drainage systems identified in the 2015 SDMP including the recommended improvements list and develop a table highlighting the construction constraints and cost - to- benefit comparison for each project. Construction constraints will be a high -level analysis based on the available utility data provided by the City and street classifications. Project benefits will be valued based on locations of flooding history and theoretical estimation from the hydraulic modeling based on the tributary drainage area to each system. A tabulated matrix will be provided that summarizes this task. Page 1 9 INTERNATIONAL 20C_23 Storm Dram Master Flan G Phase 2 ( RFP No, 16-02 r; Task 2A.2 Expected Value (EV) Hydrology Michael Baker will modify the approved hydrology (10 -, 25- and 100 -year high confidence) models developed previously in the 2015 SDMP. The Advanced Engineering Software (AES) add -on program will be utilized to globally change all soil types to B and all rainfall data for the respective storm event in accordance with the Orange County Hydrology Manual. The AMC for each model cannot be changed globally; therefore, each individual file will be updated manually. The locations and watersheds for alternative drainage improvements identified in Task 1 will use this EV hydrology for facility sizing. Similar to the process performed in the 2015 SDMP, the rational method hydrology will be converted to small area hydrograph. Michael Baker will test one area as agreed to with the City, to determine if expected value analysis is worthwhile. Once the area has been tested, the results will be discussed with the City prior to commencing all the expected value modeling. Task 2A.3 SD Alternative Formulation/ Feasibility Analysis Based on the expected value hydrology from Task 2A.2, Michael Baker will develop preliminary alternatives formulation for storm drain hydraulics. Michael Baker will perform a system optimization study, focusing on a "watershed solution ", not just multiple local solutions. The EV hydrology (Task 2A.2) is anticipated to produce less discharge than the High Confidence (HC) hydrology used in the 2015 SDMP Phase 1. The evaluation will utilize the 2- dimensional surface flow coupled with the 1- dimensional storm drain model in XP -SWMM to fully analyze the potential for reductions in proposed pipe sizes from the master plan. The existing condition hydraulics will be updated with the revised expected value discharges and will be used as a baseline to build the proposed alternative improvements. The fee estimated for this task is based on updating the hydraulics for all watersheds in the baseline (existing) and proposed conditions. The proposed conceptual improvements will focus on either: (1) increasing the hydraulic capacity through enlarged drainage facilities or storm drain extension, (2) constructing a diversion system, or (3) constructing detention storage for flow reduction and water quality benefits (Task 2A.3). All "diversions" will be local, not regional. Potential concept alternatives will be proposed so as to not divert flows from one watershed to another, unless approved by the County. Michael Baker will perform a hydraulic analysis of the conveyance "capacity" of the existing City backbone storm drain and proposed facility systems including subsurface storm drains identified in the 2015 SDMP. Preliminary horizontal and vertical alignments will be developed for the recommended facilities. The lengths and elevation data will be used for detailed hydraulic analysis and cost estimating purposes. The water surface data and hydraulic information will be summarized in tabular format for each reach or element of the facility to allow easy use and review. A technical memorandum will be prepared that summarizes the results of the alternatives analysis. The memorandum will serve to reference the methodology, design assumptions, guidelines, and criteria developed for the identification and evaluations of the drainage alternatives. Task 2A.3 Cost Estimate Page 1 10 INTERNATIONAL 20C -24 Storm gain Master Plan , Phase 2 I RFP No> 1+5-02 .ham... Similar to the SDMP Phase 1, Cost estimates will be performed for the identified most feasible drainage alternatives based on the recommendations in the above tasks and the City concurrence. A preliminary estimated cost of construction will be generated from the quantity estimate using approved unit costs from the City. Unit costs will be based upon the most current cost information for recent similar projects in the area compiled by Michael Baker and approved by the City. The total project costs for each alternative will then be estimated which include line items for project design, survey, geotechnical, administration and construction support. In addition, intangible costs for alternative systems will be investigated, such as environmental mitigation, if these are determined to be critical for a particular system. Major physical constraints will be included in the estimate such as (1) land acquisition, (2) street paving and traffic control, (3) utility relocation or protection, and (4) compliance with the current NPDES MS4 permit. Deliverable; 1. 2015 SDMP Proposed Evaluation Matrix 2. Expected Value Hydrology 3. SD Alternative Summary, Tables and Maps 4. Quantity and Cost Estimate Tables TASK 2B — Alternative LID Improvements Task 2B.1 LID Project Update Based on Task 1.2, Michael Baker will investigate, create, and evaluate an extensive list of potential facilities and methods which will reduce the volume of stormwater runoff and flooding throughout the City. The evaluation will consist of analyzing the feasibility of incorporating LID solutions such as above and below ground detention and retention basins, with the goal of downsizing local facilities and reducing and /or eliminating flooding within City Streets. Along with these larger detention and retention basins, Michael Baker will also evaluate the potential for groundwater recharge through retention and infiltration, stormwater harvest and use for landscape irrigation, as well as impervious surface reduction through green street design. The selection and evaluation process will need to incorporate design strategies that will fit within the requirements outlined in the grant applications to help the City position itself for grant success. Task 26.2 Hydrology Update and Basin Routing Analysis Rational method hydrology will be updated to accommodate the proposed LID facility locations. The hydrology models created in Task 2A will be used to obtain the 10- and, 25 -year storm expected value flow hydrographs for basin routing. Loss rates in accordance with OCHM will be required for the generation of small area hydrographs. Basin routing analysis will be performed to mitigate discharges conveyed in the existing drainage systems. The LID solutions such as detention basin locations as identified in Task 1 will be used for the routing analysis. These storage areas could be traditional detention basins, multi -use recreational facilities, underground storage tanks, etc. Only the expected value 10- and 25 -year storm events will be analyzed. Basin rating curves for each location will be developed based on the area and storage type. Task 26.3 SD System Evaluation Page 1 11 INTERNATIONAL 20C - 25 t Storm Drain Master Plan Phase 2 I RrP Nta. 16-02 Michael Bakerwill use the revised flowrates based on Task 2B.2 to evaluate the effect on the storm drain hydraulics. The existing condition hydraulics will be used as a baseline to build the proposed alternative improvements. Final drainage solution alternatives will be prepared for City review and acceptance. Task 2BA Cost Estimate Michael Baker will perform capital and life cycle cost estimates for the identified most feasible LID drainage alternatives based on the recommendations in the above tasks and the City concurrence. A similar approach as outlined in Task 2A.3 will be used. Task 2B.5 Proposed LID Exhibits Once the selected sites and LID improvements are prioritized, Michael Baker will develop conceptual exhibits showing the location for each of the highest priority proposed sites and where each project resides relative to high priority flooding areas. These exhibits will contain an aerial background and a preliminary outline for the proposed facility along with its related storm drain system tying showing how it ties into the existing storm drain system. Task 2113.6 Present to the City Staff Once we have developed exhibits and cost estimates for each of the high priority potential sites our team will present the LID alternatives to the City. This presentation will include a summary of how the device will function, potential site constraints, constructability concerns, costs, evaluation on the multiple benefits each alternative provides including reduction in local flooding, any environmental or water quality benefit it may provide, economic benefits, social benefits, and the overlap it has in relation to grant requirements. Deliverable: 1. Technical Memorandum Summary 2. LID Alternative Map Exhibits 3. Cost Estimate TASK 2C — Cost Comparison and Prioritization Task 2C.1 Cost Comparison Michael Baker will compare the cost of the drainage improvements based Task 2A and Task 2B. A matrix will be prepared which will summarize the pros and cons and recommended alternative(s). Task 2C.2 Prioritization Matrix Michael Baker will prepare a priority matrix for proposed recommended improvement projects identified in Task 2C.1. Potential projects will be grouped in priority order based on current capacity deficiencies, constraints (such as if a downstream project must be completed before an upstream project), and opportunities (such as planned roadway improvement or redevelopment projects). Areas of high susceptibility to flooding and /or priority water quality treatment will be ranked highest along with areas based on infrastructure safety and revenue generation. Present worth cost estimates will be shown for each project identified. Key issues for each project will also be noted, such as major utility conflicts, construction issues, permits and property acquisition requirements, as well as other City concerns. Deliverable: Page 1 12 INTERNATIONAL 20C -26 Storm Drain Master Plan ,s r Phase 2 1 RFP No. 16 -02 1. Technical Memorandum with Cost Comparison 2. Prioritization maps and exhibits TASK 3 — Research Grant Opportunities Michael Baker will research various Federal and State grant opportunities available to fund the LID improvements designed to capture and retain storm drain at -grade and /or above -grade drainage diversion - detention. Our team will utilize strategies used in past grant successes throughout this analysis to increase the City's potential to receive grant funding. Research and strategies will also include looking at transportation grants for implementation of green streets, to maximize opportunities for funding water quality improvements. Although the timing of the grant solicitation may not fit with the project, the Proposition 1 Grant Funding will be evaluated as the latest opportunity offered by the SWRCB for funding LID implementation projects. By researching and analyzing the various available grant opportunities listed in Attachment 4 of the RFP Appendix, as well as other available opportunities, we will identify the alternatives with the highest potential of receiving a grant. This will allow the City to focus on the projects that are most worthy of receiving funding. Deliverable: 1. Summary of projects including project description, scope of work, and potential grant eligibility TASK 4 — Evaluation and Recommendations Task 4.1 Prioritization SD Improvements Based on the storm drain evaluation, analysis and grant research and applicability, Michael Baker will prioritize and recommend infrastructure improvements that reduces and /or eliminates flooding within the City. A matrix evaluating and ranking each project using a specified weighting scheme will be provided. The weighting criteria will be presented to the City prior to implementing for the Phase 2 SDMP. Deliverables: 1. Draft Prioritization Matrix 2. Final Prioritization Matrix Task 4.2 Phase 2 Master Plan of Drainage Report Michael Baker will develop a Phase 2 Master Plan report that documents the detailed evaluation of the existing recommended projects (from the 2015 SDMP), alternative storm drain improvements based on expected value hydrology and feasible LID locations for runoff storage. Project costs, constraints and benefits will be shown for the recommended projects. Michael Baker shall give presentations to the City on the development and use of hydrologic and hydraulic models and their results. Submittals for the Phase 2 Master Plan document will consist of a Draft submittal and a Final submittal. For the Draft submittal, Michael Baker will provide two (2) printed, and one (1) PDF copy of the submittal for City review. Final Report submittal will consist of four (4) copies of the Report, two (2) copies of the Appendix, and one CD containing all files. The final drainage exhibits associated with the master plan of drainage include the following • Updated Drainage Concept Maps (8.5'x11 ") Page 1 13 INTERNATIONAL 20C -27 • Watershed Hydrology Map (Basins and Drainage Areas) • Storm Drain Deficiency Exhibits • Proposed Drainage Systems Map Facility maps will indicate the recommended sizes and lengths for the backbone infrastructure. The drainage index map will be prepared at 1" =600' scale. Maps will be created using the GIS shapefiles generated during the project and electronic copies of all maps will be provided in PDF format. Deliverables: 1. Master Plan of Drainage Report 2. Maps and Exhibits 3. Technical Appendix 4. Recommended Priority Projects 5. Grant Applications TASK 5— Meetings and Coordination Task 5.1 Project Review Meetings and Coordination Michael Baker will attend meetings and provide consulting services with the City and other agencies as directed by the City relevant to the development of the Phase 2 SDMP. Michael Baker will participate in monthly progress meetings and prepare meeting agendas and minutes for the meeting. The purpose of the meetings will be to review the progress of work and provide direction regarding the development of the SDMP. Deliverables: 1. Kick -off Meeting 2. Task 1 Meeting 3. Task 2A, 2B and 2C Meetings 4. Draft Report Meeting 5. Final Meeting 6. Meeting Agendas 7. Meeting Minutes 8. Project Schedule Task 5.2 Quality Control and Quality Assurance Michael Baker shall prepare and implement a quality control program for the duration of the project. The program will document the responsibilities and processes used to ensure a quality project is provided to the City. This task shall include the preparation of a project specific plan, oversight by the QA /QC manager, and the independent technical reviews prior to project submittals. ■�,„ -. -„ Ppge 1 14 INTERNATIONAL 20C -28 y r E. RELEVANT PROJECT EXPERIENCE The following representative projects demonstrate our team's capability working together on similar storm drain master plans, watershed management projects, green initiatives retrofitting, and grant assistance for public funding. Storm Drain Master Plan Update I Santa Ana, CA (2015) Michael Baker analyzed the City's drainage system to ensure consistency and capacity with Orange County requirements and prepared a hydrology study for 2 -, 10 -, 25 -, and 100 -year storm events. The capacity of the existing storm drainage was evaluated based on the Orange County design criteria to determine system capacity sufficiency utilizing a CivilStorm hydrodynamic hydraulic model. A comprehensive list of needed storm drainage improvements was then generated. Michael Baker performed a hydraulic analysis to size sufficient storm drain lines based on the hydrology study results. The team also provided an Esri ArcGIS geodatabase of city storm drain facilities, including storm drain pipes, city -owned drainage channels, manholes, catch basins, and culverts. Drainage Master Plan I Redlands, CA (2014) Michael Baker has completed a Master Plan of Drainage for the City of Redlands to update their drainage infrastructure and to identify regional drainage solutions to the City's historical flooding issues. The heavily developed and historical downtown portion of Redlands has been plagued by several large flood events over the past few decades, some resulting in more than 3 -feet of water. As part of this Drainage Master Plan, a linked 1- dimensional /2- dimensional model was developed using XPSWMM to evaluate surface and subsurface conveyance capacities. This comprehensive model allowed the team to run multiple scenarios rapidly to identify the existing system weaknesses, and to recommend appropriate improvements. A 3 -D animation of the results of the flood modeling was prepared to help stakeholders understand the flood hazards and the benefits of the proposed improvements. Michael Baker separated the proposed improvements into a priority ranking system. The City will use this system to identify which facilities to improve first. Highlights: ♦ Citywide Santa Ana Storm Drainage Master Plan ® Hydrologic and Hydraulic Analysis ♦ Consistency with Orange County Standards ♦ Geodatabase of City Storm Drain Facilities The project also included the identification and integration of "green infrastructure" to be incorporated into the master plan. A comprehensive study of the City's drainage areas and land uses was performed to identify potential areas for green initiatives. A series of practical green initiatives were developed and incorporated into the document to provide water quality treatment and surface water capture and recharge opportunities within the City. The master plan was recently endorsed by the City's Public Works Commission and unanimously adopted by the City Council. Page 115 1 N T ER NAT 10 N AL 20C -29 '� Storm Drain Master Plan `Yr Phase 2 I RFP No. 16 -02 Storm Water Permit :} Fw I + I Implementation Assistance I County of Orange (Ongoing) Michael Baker is assisting the County with permit renewal, ongoing implementation, and development of the Orange County Municipal NPDES Storm Water Program by providing support to the county and meeting key primary objectives, including continued compliance under the Santa Ana Region and San Diego Region permits. Michael Baker has provided support, as necessary, during the permit renewal process implementing the requirements of the Fourth Term permits through revision of existing programs, and development of new programs /materials to ensure compliance. Water Quality Management Plan Assistance I County of Orange (Ongoing) Michael Baker is assisting the County with WQMP related services including preparation of regulatory plans, technical guidance documents and annual reports for Low Impact Development (LID) and hydromodification implementation; assessment of economic impacts of LID and hydromodification implementation, development of case studies and training Highlights: ® NDPES Permit Implementation Assistance ♦ System Prioritization s BMP Retrofit ® Watershed Analysis ♦ GIS Modeling ,.r Highlights: ® NDPES Permit Implementations • System Prioritization ♦ BMP Retrofit V, 5 programs for cities and the development industry; providing support to L answer city and development industry questions; development of regional tools (e.g. mapping and modeling) to simplify preparation of project WQMPs; conducting outreach and coordination with various planning, engineering and development industry groups; and conducting assessments of LID and hydromodification effectiveness. Recent tasks have included providing WQMP and hydromodification help desk support, performing WQMP inspections, providing pre -wet season construction site inspection training, updates of the South Orange County Hydromodification Management Plan, and development of a non - priority project technical memorandum to provide a revised process for non - priority projects. Southgate Neighborhood Storm Drainage and Green Street Improvements Highlights: I City of Palo Alto (2014) ♦ Drainage Analysis Michael Baker's services included 6 BMP Location & identification and evaluation of optimal BMP Evaluation locations; development of final plans, & Use of Integrated specifications, and cost estimates for green Watershed street elements; and public involvement. The Assessment Tool for purpose of the project was to address the Restoration (iWATR) storm drainage deficiencies within the ff, -j �� Southgate neighborhood, improve stormwater quality through LID techniques a, , ae e{e�py4 Ni 4 329'�a. and reduce potable water usage. Several green street drainage elements were considered, including rain gardens in the planter strips, underground infiltration galleries, permeable paver's usage, and bioretention bulb outs. Page 116 INTERNATIONAL 20C -30 management practice locations, Michael Baker identified the optimal locations for capturing stormwater in the parks. Forbes Road /Oso Creek Multi -use Trail j County of Laguna Niguel Highlights: (2015) ♦ Grant Application Michael Baker prepared final plans, Assistance Sturm Drain Master Plan r � / Phase 2 ( RPP No, 16 -02 Flood Control between its terminus at the Three Flags Improvements Sustainable Water Master Plan I County of Santa Monica (2014) Highlights: - "� Metrolink Commuter Rail Transit Station to the ♦ Stormwater Capture Michael Baker assisted the city in the feasibility of capturing stormwater and Analysis using iWATR using it for irrigation in several city parks and conveying some of the captured BMP location tool water to the city's urban runoff recycling facility. Services included GIS rainfall ♦ Stormwater analysis and gray water demand analysis, identification of potential stormwater Conveyance Analysis capture locations at a local and regional level, and evaluation of the feasibility ♦ Rainfall Analysis of stormwater reuse. Using iWATR®, a GIS -based watershed analysis tool that Michael Baker developed to identify and evaluate potential best billf 0,40015604 management practice locations, Michael Baker identified the optimal locations for capturing stormwater in the parks. Forbes Road /Oso Creek Multi -use Trail j County of Laguna Niguel Highlights: (2015) ♦ Grant Application Michael Baker prepared final plans, Assistance specifications, and estimates for a multi -use p ♦ Flood Analysis and trail along the western edge of Forbes Road, Flood Control between its terminus at the Three Flags Improvements Commercial Center to the north and the ♦ ASCE Orange - "� Metrolink Commuter Rail Transit Station to the County Project south. The multi -use trail includes a 12 -foot Award Winner for wide pervious asphalt section adjacent to a 10- Bikeway and Trails. foot wide DG section. The AC trail serves as the Orange County Flood Control District's maintenance road for the Oso Creek Channel. The project funding source requires that the project implement water quality features within the project limits. As such, the project includes a bio- retention parkway approximately 650 feet long by 15 ... . ...... ...... feet wide. Additional improvements include hardscape enhancements, such as boulders and cobble stone, decorative crosswalk designs, street furniture and related bike and equestrian amenities, decorative fencing, and street /trail way- finding and interpretive signage. Horseshoe Bend Levee and Ecosystem Improvement Project, 2014 Integrated Regional Water $3:51A Management IRWM Grant Solicitation, Beth Island Municipal Improvement District 2015 Yuba Sutter Resource Conservation Plan, Suffer County, CA $550,958 2014 Yuba Sutter Resource Conservation Plan, Sutter County, CA $725,000 2011 Yuba Sutter Resource Conservation Plan, Sutter County, CA $422,958 Sleepy Hollow Detention Basin Retrofit, 2012 IRWM Grant Solicitation, City of Elk Grove, CA $223,000 - - - - - E Page 1 17 INTERNATIONAL 20C -31 p«q i4s j Sterm Grain Master Plan Pbaze2 1 NFPNO. 16 -02 M:re I 4/19 SIB 6/F ]/3 ] /It B/ It If" 16/93 tV30 13 /lA 415 I wl' Fa11 ld'ay /t6 tue a /19/16 vT}' Taredere"I' antl 'al YSJaya .ril Txe6/] /I6 Wed 3 Ity"e[F flalew VM1a Sel Cl ty Slmm pram MasMr lO tlays Wetl sJtl /Y6 Nei /11/16 edit, r ®, 9 °a Bmlexnle- "e" If 't I YS tlays Wed 1/10 /16 ]Ue E /) /16 ': S delllles en \s EMpe[\eJ III tlaVS Wetl 6 /0 /]6 Wetl .Wil:Fllemativelmp:avBlF VWUU5$kMP IOO tt 6 01 TdiWt1Panllly LVOWatiMr IO days Wed iUe ) /Sl t6 E. rdddd lner llyJ[owgy tlays 1AVId WeJ]I61/1 45 $0 Aernadve $OAlIdille efonnulallaM Feaclblllly Analy AStlays W60 ]/3]/I6 failirlimale lEri W6J Wetl Wed "'., - -. 0 ll tlays I /W11Ai WVIIE Wetl 211 /1] Wed "'., are 1 sk 2'S'inp T.ISIIIO:lertikel tlp lmplovemenls III dOys Wetl WeJ 11/9/18 WIVI] 13 �i LI V ' Vptl' SJays riddle /14 /YG y IIoJ Felting Ana ysL lO days INIVJ2/16 IIe6 Wetl] /9/16T 0/9/16 YiY 1n Wi fvolu'Ilon 5111— I'll, Sp SY Nod 91 /0116 Tel fit — t6 CUSIHpmals di,r rdJnys Btl'ayx WM 1/4/16 /4/11F �l `! 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Flnal MealinY 1daV II, We 111111 111/1] WBtl fi /I(1] Wed 3 /1 /l] I.. _.... F.. a E M111111111 111111 N I II{ .....,... e" e + OV Ib ty - /lee d u e Peaflll 5 M ldeloee C m[ 1IT111 6:6615u rca Aufre PsxRmss ^^"� a INI Mn3 /sshl mina `s emMxlAi.Ir xe M ronal sxm mxv Michael Elakidr 20C -32 crepe I u Storm Drain Master Plan � Phase 1 kFp NO, 16-02 Orange County Flood Control District Mehdl Sobhanl - Manager 300 N, Flower Street Santa Ana, CA 92703 (714) 647 -3998 mehdl.sobhani5ocnw.owov com Grant Funding Reference: City of Elk Grove Rick Carte, CIP Manager 8401 Laguna Palms Way Elk Grove, CA 95758 (916)638 -]111 rsheoheN ®eilmar ilv.ore City of Palo Alto Joe Tems, Senior Engineer 250 Hamilton Avenue Palo Alto, CA 94301 415 - 329 -2693 doe TerealfdCitvoFPaloAltn oro Michael Baker 20C -33 one' 1 le &.I v� ���p �'?" j ".' Rebecca Kinney, PE I Project Manager Ms. Kinney has extensive experience in all phases of stormwater management projects including planning, design, and construction. Her recent experience has focused on development of Master Plans of drainage, which focus on storm drainage facility sizing, stormwater NPDES compliance, stream stability, and floodplain management. Her planning experience includes large master planned communities, and municipal planning, as well as supporting hydrologic and stormwater quality analysis as a basis for CEQA documentation. Ms. Kinney has prepared Water Quality Management Plans, Stormwater Pollution Prevention Plans, and CEQA water quality technical studies. Ms. Kinney is experienced in channel restoration design work including hydrologic and hydraulic modeling and PS &E work. She has also served as a regulatory agent for the application of 404 Corps of Engineers, 401 California Regional Water Quality Control Board, and 1601/1603 California of Department of Fish and Game permits. She received Wetland Delineation training by the Wetland Training Institute. Her knowledge of both engineering and environmental requirements make her an asset to any multi - disciplinary team. Relevant Experience includes: Santa Ana Storm Drain Master Plan, Santa Ana, California. City of Santa Ana. Project Manager. Responsible for stormwater engineering and project management to update the city's storm drain master plan, The city has an established drainage system with some segments over 50 years old and other segments recently constructed, Michael Baker analyzed the main line drainage system and prepared a hydrology study along with maps for the entire city boundary and for individual sub -areas for 2 -, 10 -, 25 -, and 100 -year storm events. The capacity of the existing storm drainage was evaluated to determine system capacity sufficiency using a hydrodynamic hydraulic model. A comprehensive list of needed storm drainage improvements was then generated. Michael Baker performed a hydraulic analysis to size sufficient storm drain lines and provided an ESRI ARCGIS geodatabase of city storm drain facilities, including storm drain pipes, city -owned drainage channels, manholes, catch basins, and culverts. Michael Baker used the Bentley software hydrodynamic hydraulic model CivilStorm, which uses hydrographs with in the hydraulic model to determine adequate pipe sizing. San Diego Creek Master Plan of Drainage, Orange County, California. County of Orange. Project Manager, Responsible for stormwater engineering and project management to update and extend the San Diego Creek Master Plan hydrology from the confluence with Peters Canyon Wash to the Upper Newport Bay; a total watershed area of 120 square miles. Michael Baker's services included review and update of the watershed maps, rational method analysis, hydrograph parameter development, hydrograph analysis, and preparation of the master plan report. Storm Drainage Master Plan, Buena Park, California. City of Buena Park. Engineer. Provided stormwater engineering services to prepare a citywide drainage master plan, Michael Baker's services included field investigations, video surveys, storm drain mapping, hydrodynamic modeling, regulatory compliance analysis, best management practice (BMP) retrofit recommendations, geodatabase update, and master plan report preparation. <, t i arr hip v fs I Ru[n,,:_, IN TA A N AT IORAI 20C -36 Drain Master Plan h �Storms Phase 2 1 RFP No. 16 -02 Rebecca Kinney, PE I Project Manager Ms. Kinney has extensive experience in all phases of stormwater management projects including planning, design, and construction. Her recent experience has focused on development of Master Plans of drainage, which focus on storm drainage facility sizing, stormwater NPDES compliance, stream stability, and floodplain management. Her planning experience includes large master planned communities, and municipal planning, as well as supporting hydrologic and stormwater quality analysis as a basis for CEQA documentation. Ms. Kinney has prepared Water Quality Management Plans, Stormwater Pollution Prevention Plans, and CEQA water quality technical studies. Ms. Kinney is experienced in channel restoration design work including hydrologic and hydraulic modeling and PS &E work. She has also served as a regulatory agent for the application of 404 Corps of Engineers, 401 California Regional Water Quality Control Board, and 1601/1603 California of Department of Fish and Game permits. She received Wetland Delineation training by the Wetland Training Institute. Her knowledge of both engineering and environmental requirements make her an asset to any multi - disciplinary team. Relevant Experience includes: Santa Ana Storm Drain Master Plan, Santa Ana, California. City of Santa Ana. Project Manager. Responsible for stormwater engineering and project management to update the city's storm drain master plan, The city has an established drainage system with some segments over 50 years old and other segments recently constructed, Michael Baker analyzed the main line drainage system and prepared a hydrology study along with maps for the entire city boundary and for individual sub -areas for 2 -, 10 -, 25 -, and 100 -year storm events. The capacity of the existing storm drainage was evaluated to determine system capacity sufficiency using a hydrodynamic hydraulic model. A comprehensive list of needed storm drainage improvements was then generated. Michael Baker performed a hydraulic analysis to size sufficient storm drain lines and provided an ESRI ARCGIS geodatabase of city storm drain facilities, including storm drain pipes, city -owned drainage channels, manholes, catch basins, and culverts. Michael Baker used the Bentley software hydrodynamic hydraulic model CivilStorm, which uses hydrographs with in the hydraulic model to determine adequate pipe sizing. San Diego Creek Master Plan of Drainage, Orange County, California. County of Orange. Project Manager, Responsible for stormwater engineering and project management to update and extend the San Diego Creek Master Plan hydrology from the confluence with Peters Canyon Wash to the Upper Newport Bay; a total watershed area of 120 square miles. Michael Baker's services included review and update of the watershed maps, rational method analysis, hydrograph parameter development, hydrograph analysis, and preparation of the master plan report. Storm Drainage Master Plan, Buena Park, California. City of Buena Park. Engineer. Provided stormwater engineering services to prepare a citywide drainage master plan, Michael Baker's services included field investigations, video surveys, storm drain mapping, hydrodynamic modeling, regulatory compliance analysis, best management practice (BMP) retrofit recommendations, geodatabase update, and master plan report preparation. <, t i arr hip v fs I Ru[n,,:_, IN TA A N AT IORAI 20C -36 f Storm Drain fluster Plan f Phase 2 j li No. 16-02 i Rancho Palos Verdes Storm Water Master Plan, Rancho Palos Verdes, California. Cityof Rancho Palos Verdes. Task Manager. Provided drainage planning management for the overall Stormwater Master Plan for the City. The flood control portion of the report includes the use of the XP- SWMM model for both hydrology and hydraulics. The Rancho Palos Verdes Storm Water Master Plan includes the development of a GIS database for the storm drain inventory Including a Facility Mapping Tool which is being utilized to gather field data and keep the City informed of Michael Baker's field work schedule and finding, Data gathering for the project includes filling in missing as- built data such as inverts and facility naming. The hydrology and hydraulics modeling is being completed utilizing GIS, XPSWMM, and XPWSPGW. This master plan includes the integration of stormwater quality retrofit opportunities. The Master Plan will ultimately provide the City with a comprehensive "living" storm water master plan. The master plan also includes a project prioritization scheme and a Capital Improvement Plan. Heritage Fields Drainage and Water Quality Master Plans, Irvine, California. Fivepoint Communities (formerly Heritage Fields El Toro, LLC). Designer. Provided drainage master plan task management. Michael Baker provided regional hydrology, master planning of backbone facilities, and GIS mapping for the overall Heritage Fields project. The project encompasses 850 acres of the farmer El Toro Marine Corps Air Station and borders the Great Park. It will provide approximately 1,100 residential dwelling units together with two golf courses, riparian corridors, lake features, and trail connections. The master plan of drainage included six regional watersheds (Marshburn, Bee Canyon, Ague Chinon, Borrego, Serrano, and Upper San Diego Creek) passing through the project site and a master plan of water quality for all districts of Heritage Fields Master Plan of Storm Drainage for North and West Santa Ana River Tributary Areas, Anaheim, Callfornia.City of Anaheim. Project Manager. Responsibilities included stormwater engineering for the City of Anaheim to prepare an updated comprehensive storm drainage master plan for the North and West Santa Ana River tributary areas. The new plan was based on previous studies for the areas, updated to account for current hydrology methods, new hydrology modeling in areas without existing studies, Improvements to the storm drain and tributary channel systems, and the latest land use planning. The new plan will model existing storm drainage systems from as -built plans and identify deficiencies in the existing street sections and storm drain systems based on the results of the hydrology and hydraulic analyses. Alternatives to improve existing deficiencies and recommended improvements and cost estimates will be developed. McFarland General Plan Safety Element, Local Hazard Mitigation Plan, and Master Plan of Drainage, McFarland, California. City of McFarland. Task Manager. Performed as task manager for the preparation of a Master Plan of Drainage for the City. Michael Baker updated the general plan safety element and developed a local hazard mitigation plan (LHMP) and master plan of drainage (MPD) for the city pursuant to the requirements of the Disaster Mitigation Act of 2000. The LHMP includes identification and profiling of the city's identified natural hazards, vulnerability assessment, mitigation strategies, and plan implementation and maintenance, and involves public participation during the planning process, including public workshops and outreach. I N T E R N AT I4 NAC 20C -37 At C nt h m e n e" j 11 y,, uJI o ew w Storm Drain Master Pura Pisses 2 RPff No. 76 -02 John McCarthy, PE, CPM I Principal -in- Charge Mr. McCarthy is experienced in the development, final design, and construction of flood control and drainage projects for public works and private sector projects. His experience is concentrated in the field of stormwater management, including: hydrology studies, floodplain analysis, drainage master plan studies and runoff management plans, detailed hydraulic analyses, and improvement plan preparation. He has prepared stormwater runoff and drainage master plans for public and private sector clients, including the cities of Irvine, Tustin, Yucaipa, Victorville, and Azusa; counties of Orange, Riverside, and Ventura; and various private sector clients throughout California. Mr. McCarthy specializes in the development of complex flood control and runoff management solutions for both public and private sector projects. He also has extensive experience in flood control and storm drain facility design, including flood channels, storm drain pipes, debris and detention basins, and ecosystem restoration projects. Relevant Experience includes: Santa Ana Storm Drain Master Plan, Santa Ana, California. City of Santa Ana. Principal in Charge. Responsibilities included project team and resource management oversight for the update the city's storm drain master plan. The city has an established drainage system with some segments over 50 years old and other segments recently constructed. Michael Baker analyzed the main line drainage system and prepared a hydrology study along with maps for the entire city boundary and for individual sub -areas for 2 -, 10 -, 25 -, and 100 -year storm events. The capacity of the existing storm drainage was evaluated to determine system capacity sufficiency using a hydrodynamic hydraulic model. A comprehensive list of needed storm drainage improvements was then generated. Michael Baker performed a hydraulic analysis to size sufficient storm drain lines and provided an ESRI ARCGIS geodatabase of city storm drain facilities, including storm drain pipes, city -owned drainage channels, manholes, catch basins, and culverts. Michael Baker used the Bentley software hydrodynamic hydraulic model CivilStorm, which uses hydrographs with in the hydraulic model to determine adequate pipe sizing. Drainage Master Plan, Redlands, California. City of Redlands. Principal -In- Charge. Responsible for overseeing project. Michael Baker developed a drainage master plan for the city to update its drainage infrastructure and to identify regional drainage solutions to the city's flooding issues. Michael Baker's services included hydraulic modeling, planning, best management practice (BMP) identification and evaluation, and stakeholder coordination. Master Plan of Drainage Update, Yucaipa, California. City of Yucaipa. Principal -In- Charge. Responsible for project management for engineering services to update the city's drainage master plan. The update included the development of new hydrologic calculation of peak flow rates along Wilson and Wildwood Creeks with the City limits. The update included the incorporation of existing and future stormwater detention basins proposed for the watersheds. Michael Baker identified the configuration of the existing facilities and basins based on available as -built plans and data, prepared preliminary stage - storage and stage- discharge relationships for the proposed basins, and performed an optimization study to develop the most cost effective system to meet the city's standards. 1 N'r E N N AT ICJ N AL 20C -38 /lf +arfl � +yen Lg �"e,vu ?�•, r�� ) Storm Drain Master 1Piart / Phase 2 j RFP No. 16 -02 Orange County Flood Control On -Call Contract, Orange County, California. County of Orange. Project Manager. Responsible for project management for flood control planning and engineering services to support flood control. The projects included: San Diego Creek Master Plan Update; Local Drainage Manual Update; Santiago Creek Scour Analysis Plan Check; San Diego Creek Restoration Plans and Operations and Maintenance Manual; Foothill Basins Restoration Plans and Operations and Maintenance Manual; Santa Ana River Reach 9 SARI Line Protection; San Juan Creek Phases 4, 5, and 6 and Trabuco Creek Phase 8; and Edinger Channel - 3D Structural Analysis for Reinforced Concrete Box. The projects included flood control, water quality, and wildlife corridor or habitat conservation and protection. Michael Baker also provided services to obtain resource agency permits. Heritage Fields Drainage and Water Quality Master Plans, Irvine, California. Fivepoint Communities (formerly Heritage Fields El Toro, LLC). Project Manager. Responsible for managing the team to provide regional hydrology, master planning of backbone facilities, and GIS mapping for the overall Heritage Fields project. The project encompasses 850 acres of the former El Toro Marine Corps Air Station and borders the Great Park. It will provide approximately 1,100 residential dwelling units together with two golf courses, riparian corridors, lake features, and trail connections. The master plan of drainage included six regional watersheds (Marshburn, Bee Canyon, Ague Chinon, Borrego, Serrano, and Upper San Diego Creek) passing through the project site and a master plan of water quality for all districts of Heritage Fields. Northern Sphere Master Plan of Drainage, Unincorporated Orange County, California. Irvine Community Development Company. Project Manager. Responsible for developing a master plan of drainage for the Northern Sphere Area in unincorporated Orange County. Michael Baker prepared updated hydrology calculations based on the current land uses for the project area with a tributary drainage area of approximately 3,600 acres. Michael Baker also assessed existing and proposed condition hydrology and developed regional and master plan level drainage improvements for project implementation and mitigation of project impacts. Southern California Logistics Airport (SCLA) Storm Drain Master Plan, Victorville, California. Victorville, City of. Project Manager. Provided master planning studies and developed recommended improvement plans for storm drain systems associated with the reuse of the Southern California Logistics Airport, formerly known as George Air Force Base. The master plans incorporate the latest conceptual planning studies for development at the former air base and were completed in two phases. Emphasis was on surface drainage patterns through open channels and street cross - sections to provide the most cost- effective drainage system for the arid high -desert conditions, which produce high peak flows on an infrequent basis. Tustin Legacy Master Plan of Drainage I Runoff Management Plan, Tustin, California. City of Tustin. Task Manager. Assessed existing and proposed condition hydrology, developed regional and master plan level drainage improvements for project implementation and mitigation of project impacts. Michael Baker prepared a drainage master plan and comprehensive runoff management plan (RMP) for the redevelopment of the 1,650 -acre Tustin Air Base. Existing watershed conditions were documented and a plan was outlined to mitigate development runoff through appropriate backbone infrastructure to afford flood protection and avoid offsite impacts. The plan included a conceptual drainage plan and improvements for over 2.5 miles of regional channel improvements adjacent to the project site. An on -site regional stormwater detention basin was proposed to avoid construction of significant improvements to the existing downstream channel system. INTERNATIONAL 20C -39 At ✓v,hm""is I Rekuinpt EI Starr Drain Master Plan Phase 2 1 RFP Nc. 16 -D2 Mulahld Chandoo, PEI Hydraulic Modeling Mr. Chandoo has experience in the planning and design of various storm waterfacilities for public and private sector projects. He has been involved in preparation of various master plans within Southern California. He has extensive experience in using advanced hydraulic 1 D /2D modeling for surface and sub - surface flooding analysis for the City of Redlands, World Trade Center in New York City, Coachella Valley Water District (CVWD), and City of La Quinta, Mr. Chandoo also has experience in roadway drainage and has been involved in hydrologic and hydraulic analysis and report preparation, as well as preparation of PS &E. He has recently completed the preparation of drainage PS &E for the Cow Camp Road. rc, His computer modeling background includes the application of the Army Corps of Engineers HEC- RAS (River Analysis System), Stormwater and Wastewater Management Model (XP- SWMM), Watershed Modeling System (WMS) and Advanced Engineering Software (AES) for hydrologic /hydraulic analysis in Southern California. Sediment Transport models include HEC -6T and SAM. Mr. Chandoo uses the Geographical Information System (GIS) hydro applications in most of the hydrology and hydraulics software's. Relevant Experience includes: Santa Ana Storm Drain Master Plan, Santa Ana, California. City of Santa Ana. Engineer. Responsible for hydrology and hydraulics analysis. Michael Baker provided professional engineering services to update the city's storm drain master plan. The city has an established drainage system with some segments over 50 years old and other segments recently constructed. Michael Baker analyzed the main line drainage system and prepared a hydrology study along with maps for the entire city boundary and for individual sub -areas for 2 -, 10 -, 25 -, and 100 -year storm events. The capacity of the existing storm drainage was evaluated to determine system capacity sufficiency using a hydrodynamic hydraulic model. A comprehensive list of needed storm drainage improvements was then generated. Michael Baker performed a hydraulic analysis to size sufficient storm drain lines and provided an ESRI ARCGIS geodatabase of city storm drain facilities, including storm drain pipes, city -owned drainage channels, manholes, catch basins, and culverts. Michael Baker used the Bentley software hydrodynamic hydraulic model CivilStorm, which uses hydrographs with in the hydraulic model to determine adequate pipe sizing. San Diego Creek Master Plan of Drainage, Orange County, California. County of Orange. Engineer. Responsible for updating the hydrology for the entire San Diego Creek Watershed. This watershed is approximately 76,000 acres which includes fourteen (14•) sub - watersheds and sixteen (16) Flood Control detention basins. Tasks included reviewing previous studies for the watershed, verifying stage- storage for the basins and updating the ultimate land use for the entire watershed. The hydrology included developing the 100 -year expected value and high - confidence storm analysis per the Orange County Hydrology Manual (OCHM) for 16 concentration points along San Diego Creek. Michael Baker provided engineering services to update and extend the San Diego Creek Master Plan hydrology from the confluence with Peters Canyon Wash to the Upper Newport Bay; a total watershed area of 120 square miles. Michael Baker's services included review and update of the watershed maps, rational method analysis, hydrograph parameter development, hydrograph analysis, and preparation of the master plan report. IN T R N AT I ON A I 20C -40 Ftf Ye�rhmrpit; � Re.:��r, e,t a' I Storm Drain Master Plow Phase 2 1 RFP No. 96 -02 P Al Drainage Master Plan, Redlands, California. City of Redlands. Project Engineer. Responsible for 2D hydraulic modeling and flooding analysis through downtown Redlands using Stormwater and Wastewater Management Model (XP- SWMM). Zanja Creek and the drainage network was modeled to identify deficiency and causes of flooding. Michael Baker developed a drainage master plan for the city to update its drainage infrastructure and to Identify regional drainage solutions to the city's flooding issues. Michael Baker's services included hydraulic modeling, planning, best management practice (BMP) identification and evaluation, and stakeholder coordination. Rancho Palos Verdes Storm Water Master Plan, Rancho Palos Verdes, California. City of Rancho Palos Verdes. Project Engineer. Used ArcGIS and model builder to delineate watershed boundaries and obtain parameters according to LA County hydrology criteria. XP -SWMM was used to perform the hydrology and hydraulics for the existing condition. A recommended storm drain analysis was analyzed and a priority storm drain list was created, The Rancho Palos Verdes Storm Water Master Plan includes the development of a GIS database for the storm drain inventory including a Facility Mapping Tool which is being utilized to gather field data and keep the City informed of Michael Baker's field work schedule and finding. Data gathering for the project includes filling in missing as- built data such as inverts and facility naming. The hydrology and hydraulics modeling is being completed utilizing GIS, XPSWMM, and XPWSPGW. This master plan includes the integration of stormwater quality retrofit opportunities. The Master Plan will ultimately provide the City with a comprehensive "living" storm water master plan. The master plan also includes a project prioritization scheme and a Capital Improvement Plan. Storm Drainage Master Plan, Buena Park, California. City of Buena Park. Engineer. Responsible for hydrology and hydraulics analysis. Michael Baker provided engineering services to prepare a citywide drainage master plan. Michael Baker's services included field investigations, video surveys, storm drain mapping, hydrodynamic modeling, regulatory compliance analysis, best management practice (BMP) retrofit recommendations, geodatabase update, and master plan report preparation. Master Plan of Storm Drainage for North and West Santa Ana River Tributary Areas, Anaheim, California. City of Anaheim. Engineer. Responsible for hydrology analysis which included watershed delineation and discharge for the hydraulic analysis. Storm Drain As -Built drawings were obtained from the City of Anaheim and were analyzed with the new discharges using WSPG. Storm drain systems were proposed if the existing system was inadequate. Michael Baker was selected by the City of Anaheim to prepare an updated comprehensive storm drainage master plan for the North and West Santa Ana River tributary areas. The new plan was based on previous studies for the areas, updated to account for current hydrology methods, new hydrology modeling in areas without existing studies, improvements to the storm drain and tributary channel systems, and the latest land use planning. The new plan will model existing storm drainage systems from as -built plans and identify deficiencies in the existing street sections and storm drain systems based on the results of the hydrology and hydraulic analyses. Alternatives to improve existing deficiencies and recommended improvements and cost estimates will be developed. At t;rcwme;nes I I?F!;urcr =v N T E NNAT 10 N AL 20C -41 Dan Apt, CPESC, CPSWQ I Low Impact De velopmentlRetrofitting Mr. Apt's experience is in storm water management and water � a IfiedaS PPP °P �oii I e`} quality. His has extensive experience in municipal NPDES��re: stormwater permit compliance assistance, Best Management1ea7s „6��rp� "ne1TCF Practices (BMP) research, design and implementation���>&�zv�z including Low Impact Development, hydromodification `E�d atFif° Al pl sediment control, �Un stoe i P p anniing, and TMDL develoP ment and implementation. His ` experience includes developing storm water management�Iltcgl5cie plans, water quality management plans, municipal stormwater ermit renewal, and stormwater trainin Mr. A t has fnen p g P experience working with numerous regulatory agencies including the State Water Resources Control Board, several Regional Water Quality Control Boards, U.S. Environmental Protection Agency, the California Coastal Commission, and many others. Relevant Experience includes: Sustainable Water Master Plan, Santa Monica, California. City of Santa Monica. Project Manager. Responsible for project management. Michael Baker assisted the city with the rainwater, gray water, and stormwater sections of the city's sustainable water master plan. Michael Baker's services included geographic information system (GIS) rainfall analysis and gray water demand analysis, identification of potential stormwater capture locations at a local and regional level, and evaluation of the feasibility of stormwater reuse. Orange County BMP Retrofit Opportunities Study, Orange County, California. County of Orange. Project Manager. Responsible for developing a study to identify regional structural best management practice (BMP) retrofitting opportunities to improve water quality in the nine major watersheds of Orange County on behalf of the Orange County Municipal Storm Water Program. Michael Baker initiated a study in 2003 to identify potential opportunities within the existing storm drain infrastructure for configuring or reconfiguring drainage system segments to improve water quality and maintain or attain designated beneficial uses. The primary objective of the study was to develop a logical approach for the identification and prioritization of potential BMP retrofitting. Storm Water Permit Implementation Assistance, Orange County, California. County of Orange. Project Manager. Responsible for assisting with permit renewal, ongoing implementation, and development of the Orange County Municipal NPDES Storm Water Program by providing support to the County and meeting key primary objectives including: continued compliance under the Third Term permits; providing support, as necessary, during the permit renewal process and transition to the Fourth Term permits; and implementing the requirements of the Fourth Term permits through revision of existing programs and development of new programs / materials as needed to ensure compliance. This project also included revising the County's training program and providing training for all of the storm water program areas. Michael Baker assisted with permit renewal, ongoing implementation, and development of the Orange County Municipal NPDES Storm Water Program by providing support to the county and meeting key primary objectives, including continued compliance under the Third Term permits. Michael Baker provided support, as necessary, during the permit renewal process and transition to the Fourth Term permits and for implementing the requirements of the Fourth Term permits through revision of existing programs and development of new programs /materials to ensure compliance. A NO C h r-, en t; I Ne- suo,m;, IN T a NAT IONAI 20C -42 DStorm ®rain Master Plan Phase 2 j RFP No. 16 -02 Dan Apt, CPESC, CPSWQ I Low Impact De velopmentlRetrofitting Mr. Apt's experience is in storm water management and water � a IfiedaS PPP °P �oii I e`} quality. His has extensive experience in municipal NPDES��re: stormwater permit compliance assistance, Best Management1ea7s „6��rp� "ne1TCF Practices (BMP) research, design and implementation���>&�zv�z including Low Impact Development, hydromodification `E�d atFif° Al pl sediment control, �Un stoe i P p anniing, and TMDL develoP ment and implementation. His ` experience includes developing storm water management�Iltcgl5cie plans, water quality management plans, municipal stormwater ermit renewal, and stormwater trainin Mr. A t has fnen p g P experience working with numerous regulatory agencies including the State Water Resources Control Board, several Regional Water Quality Control Boards, U.S. Environmental Protection Agency, the California Coastal Commission, and many others. Relevant Experience includes: Sustainable Water Master Plan, Santa Monica, California. City of Santa Monica. Project Manager. Responsible for project management. Michael Baker assisted the city with the rainwater, gray water, and stormwater sections of the city's sustainable water master plan. Michael Baker's services included geographic information system (GIS) rainfall analysis and gray water demand analysis, identification of potential stormwater capture locations at a local and regional level, and evaluation of the feasibility of stormwater reuse. Orange County BMP Retrofit Opportunities Study, Orange County, California. County of Orange. Project Manager. Responsible for developing a study to identify regional structural best management practice (BMP) retrofitting opportunities to improve water quality in the nine major watersheds of Orange County on behalf of the Orange County Municipal Storm Water Program. Michael Baker initiated a study in 2003 to identify potential opportunities within the existing storm drain infrastructure for configuring or reconfiguring drainage system segments to improve water quality and maintain or attain designated beneficial uses. The primary objective of the study was to develop a logical approach for the identification and prioritization of potential BMP retrofitting. Storm Water Permit Implementation Assistance, Orange County, California. County of Orange. Project Manager. Responsible for assisting with permit renewal, ongoing implementation, and development of the Orange County Municipal NPDES Storm Water Program by providing support to the County and meeting key primary objectives including: continued compliance under the Third Term permits; providing support, as necessary, during the permit renewal process and transition to the Fourth Term permits; and implementing the requirements of the Fourth Term permits through revision of existing programs and development of new programs / materials as needed to ensure compliance. This project also included revising the County's training program and providing training for all of the storm water program areas. Michael Baker assisted with permit renewal, ongoing implementation, and development of the Orange County Municipal NPDES Storm Water Program by providing support to the county and meeting key primary objectives, including continued compliance under the Third Term permits. Michael Baker provided support, as necessary, during the permit renewal process and transition to the Fourth Term permits and for implementing the requirements of the Fourth Term permits through revision of existing programs and development of new programs /materials to ensure compliance. A NO C h r-, en t; I Ne- suo,m;, IN T a NAT IONAI 20C -42 y�+« 09 r<� r�ars�.1t7 ` Storm Drain Master Plan � Phase 2 1 li No. 16 -02 Watershed Planning and Engineering, Orange County, California, County of Orange. Project Manager. Responsible for project management. Michael Baker assisted with watershed planning and engineering, including preparation of watershed management plans, updates of hydromodification management plans (HMP), design services, and construction documents for post- construction best management practices (BMP). The project included development of standard low- impact development (LID) designs, revisions to the HMP, negotiations with the San Diego Regional Board staff regarding the HMP provisions, assistance with grant applications, development of the 2013 NSMP BMP Strategic Plan, and assistance with development of the Selenium TMDL for the Newport Bay Watershed. Storm Water Management Program Development, Implementation and Training, Orange County, California. County of Orange. Project Manager. Responsible for project management. Michael Baker Is providing technical support to assist the Orange County NPDES permittees with the development and implementation of the plan development elements of the countywide municipal stormwater program at a countywide programmatic level. The County of Orange, the Orange County Flood Control District, and incorporated cities received municipal NPDES permits in July 1990 from the Santa Ana and San Diego Regional Water Quality Control Boards. These permits were subsequently renewed in 1996 and again in 2002. With each permit renewal, the municipal program requirements were increased significantly. Oso Creek Multi -Use Trail, Laguna Niguel, California. City of Laguna Niguel. Project Manager. Michael Baker prepared final plans, specifications, and estimates for a multi -use trail along the western edge of Forbes Road, between its terminus at the Three Flags Commercial Center to the north and the Metrolink Commuter Rail Transit Station to the south. The multi -use trail includes a 12- foot wide pervious asphalt section adjacent to a 10 -foot wide DG section. The AC trail serves as the Orange County Flood Control District's maintenance road for the Oso Creek Channel. The project funding source requires that the project Implement water quality features within the project limits. As such, the project includes a bio- retention parkway approximately 650 feet long by 15 feet wide. Additional improvements include hardscape enhancements, such as boulders and cobble stone, decorative crosswalk designs, street furniture and related bike and equestrian amenities, decorative fencing, and street/trail way- finding and interpretive sigrage. California Low Impact Development Manual, Statewide, California, County of San Bernardino. Project Manager. Michael Baker provided management for the development of the Southern California Low Impact Development (LID) Manual. Michael Baker facilitated stakeholder meetings, provided review of the manual, and assisted the project manager with direction for the draft final products. The final LID Manual has been published and has been placed on the LID section of the California Stormwater Quality Association (CASQA) website. Heritage Fields Drainage and Water Quality Master Plans, Irvine, California. Fivepoint Communities (formerly Heritage Fields El Toro, LLC). Task Manager. Low impact development task manager. Michael Baker provided regional hydrology, master planning of backbone facilities, and GIS mapping for the overall Heritage Fields project. The project encompasses 850 acres of the former El Toro Marine Corps Air Station and borders the Great Park. It will provide approximately 1,100 residential dwelling units together with two golf courses, riparian corridors, lake features, and trail connections. The master plan of drainage included six regional watersheds (Marshburn, Bee Canyon, Ague Chinon, Borrego, Serrano, and Upper San Diego Creek) passing through the project site and a master plan of water quality for all districts of Heritage Fields. e t t ( I C tvhn' n t s 1 Resumes I N T E R N AT I O N A t 20C -43 Y I �Storm Drain Master Plan � Phase 2 ( RFP No, 16 -02 Jeremy Hohnbaum, PE, QSD/QSP, LEED AP I Low impact De vo l o pm en t /Re tro fit tin g Mr. Hohnbaum is a Project Engineer with broad experience in both flood control and water quality branches of stormwater management. Since joining Michael Baker he has prepared quantity and cost estimate worksheets and technical reports, and has experience with hydraulic /hydrologic modeling. He has prepared stormwater Pollution Prevention Plans (SWPPPs) and erosion control plans. He has design experience with non- structural and structural Best Management Practices (BMPs). His computer modeling background includes the application of the Army Corps of Engineers Flood Hydrograph HEC -1, Water Surface Profiles HEC -2, HEC-RAS (River Analysis System), Advanced Engineering Software for hydrologic /hydraulic analysis in Southern California, and Pollutant Load Reduction Modeling (PLRM). Mr. Hohnbaum has been involved on various phases of projects including field reconnaissance, preliminary design, final design, and report preparation. Recent Experience includes: Sustainable Water Master Plan, Santa Monica, California. City of Santa Monica. Engineer. Responsibilities included water quality evaluation, water harvest and use analysis, gray water supply and demand analysis, and regional stormwater capture planning and feasibility analysis. Michael Baker assisted the city with the rainwater, gray water, and stormwater sections of the city's sustainable water master plan. Michael Baker's services included geographic information system (GIS) rainfall analysis and gray water demand analysis, identification of potential stormwater capture locations at a local and regional level, and evaluation of the feasibility of stormwater reuse. Watershed Planning and Engineering, Orange County, California. County of Orange, Engineer. Responsibilities included water quality. Michael Baker assisted with watershed planning and engineering, including preparation of watershed management plans, updates of hydromodification management plans (HMP), design services, and construction documents for post - construction best management practices (BMP). The project included development of standard low - impact development (LID) designs, revisions to the HMP, negotiations with the San Diego Regional Board staff regarding the HMP provisions, assistance with grant applications, development of the 2013 NSMP BMP Strategic Plan, and assistance with development of the Selenium TMDL for the Newport Bay Watershed. Oso Creek Multi -Use Trail, Laguna Niguel, California. City of Laguna Niguel. Project Manager. Michael Baker prepared final plans, specifications, and estimates for a multi -use trail along the western edge of Forbes Road, between its terminus at the Three Flags Commercial Center to the north and the Metrolink Commuter Rail Transit Station to the south. The multi -use trail includes a 12- foot wide pervious asphalt section adjacent to a 10 -foot wide DG section. The AC trail serves as the Orange County Flood Control District's maintenance road for the Oso Creek Channel. The project funding source requires that the project implement water quality features within the project limits. As such, the project includes a bio- retention parkway approximately 650 feet long by 15 feet wide. Additional improvements include hardscape enhancements, such as boulders and cobble stone, decorative crosswalk designs, street furniture and related bike and equestrian amenities, decorative fencing, and street /trail way - finding and interpretive signage, d117e,c h,u rn 23 j f; na ar'�'iae N T R R RA'r 1 e 4 A L 20C -44 Storm Drain Master Plan f Phase 2 1 RFP No. 16 -02 s, 'V Or San Bernardino County Retrofit Study, San Bernardino County, California. County of San Bernardino, Engineer. Responsibilities included water quality. Michael Baker assisted the San Bernardino County Flood Control District and San Bernardino co- permittees with two system -wide evaluations as part of the watershed action plan. Michael Baker performed these studies during a four month timeframe to meet permit requirements to Identify opportunities to retrofit stormwater conveyance systems and parks and other recreational areas with water quality protection measures. Michael Baker used the Integrated Watershed Assessment Tool for Restoration, which incorporates a geographic information system -based model, to identify and evaluate more than 140 sites. Southgate Neighborhood Storm Drainage and Green Street Improvements, Palo Alto, California. City of Palo Alto, Engineer. Responsibilities included water quality. Michael Baker provided civil engineering services for the Southgate Neighborhood Storm Drainage Improvements and Green Street Project, Michael Baker's services included identification and evaluation of optimal best management practice (BMP) locations; development of final plans, specifications, and cost estimates for green street elements; and public involvement. Malibu Creek Watershed Feasibility Study, Los Angeles County, California. County of Los Angeles. Engineer. Michael Baker performed a study to identify retrofitting opportunities in the Malibu Creek Watershed to address multiple pollutants in stormwater runoff. Michael Baker's services included identification of potential retrofit sites for regional and local structural best management practices (BMP), evaluation of watershed water quality data, assessment of the feasibility of implementing BMPs in the identified sites, the development of an implementation plan, preparation of conceptual designs for 24 BMPs, and preparation of final designs for four of the BMPs. Structural Best Management Practices - Malibu Creek Watershed Planning and Feasibility Study, Los Angeles County, California. County of Los Angeles, Engineer. Michael Baker assisted the County of Los Angeles with identification of retrofitting opportunities in the Malibu Creek watershed to address multiple pollutants in stormwater runoff. The study included identification of potential retrofit sites for both regional and local structural best management practices (BMP), evaluation of watershed water quality data, assessment of feasibility of implementing BMPs in the sites identified, and potential development of conceptual designs. Michael Baker successfully identified 113 potential BMP sites to improve water quality. San Bernardino County NPDES Stormwater Program Training, San Bernardino County, California. County of San Bernardino. Engineer. Michael Baker is providing services for development and implementation of a comprehensive training effort in support of the San Bernardino County Stormwater Program. The county's Municipal Separate Storm Sewer System (MS4) Permit requires that the principal permittee develop, in collaboration with the Co- permittees, an updated training program. The update includes the development of training modules for general stormwater training; stormwater management for construction, maintenance, industrial, and commercial activities; and planning and design for stormwater, including low- impact development features. The Michael Baker team's tasks include identification of target audiences, key issues, and core competencies for training module development; development of a proposed training outline for county and Co- permittees feedback; development of draft and final training modules, pre- and post - training surveys, certificates of completion, and other training materials for approval; distribution of a pre- training survey to training participants; administration of the training modules, using adult learning principles, to agency staff from the county and Co- permittees; implementation of the post - training survey; distribution of certificates of completion for training participants; and analysis of training effectiveness, using the pre- and post- training surveys. A(A o ( h In, P P.5 I Ref; Of+,dS 114TE RNAT IONAr 20C -45 2i Plan 1 3 � Phase 2 1 UP No, 16 -02 Storm Drain Master Joyce Hunting j Grant Assistance Ms. Hunting has 32 years of technical and practical experience working in California's diverse natural environments. Her experience includes preparing and managing the preparation of environmental documents that comply with the requirements of the National Environmental Policy Act (NEPA), California Environmental Quality Act (CEQA), federal Endangered Species Act (ESA), California Endangered Species Act, California Public Utilities Commission (CPUC), California Department of Transportation (Caltrans), Central Valley Flood Protection Board, and local jurisdictions. She also has expertise in the preparation of US Army Corps of Engineers Individual and Nationwide Permit Applications, California Fish and Game Code (FGC) 1602 Streambed Alteration Agreements, habitat conservation plans, natural community conservation plans, wetland delineation and restoration plans, biological resource assessments and mitigation programs, and implementation of habitat conservation and restoration plans. Ms. Hunting's experience includes conducting public participation programs. Ms. Hunting has been the project manager on several large -scale environmental investigations to support NEPA and CEQA documents. She has managed technical studies and natural resource impact analyses for mining projects throughout the state. She has also managed over $2 million of biological investigations covering over 4,000 acres and 200 linear miles in support of an environmental impact report (EIR) for large -scale wastewater storage /discharge /reuse facilities for the Santa Rosa Regional Wastewater Treatment Plant. Ms. Hunting was the project manager for a large - scale biological investigation and successful regulatory permitting effort for more than 400 miles of fiber optic cable installation project for Level 3 Ltd. She was also the task lead in developing the biological studies and Biological section for the PG &E Hydro Divestiture Project DEIR prepared for the CPUC. In each of these projects, Ms. Hunting was a liaison between the biological team and other team members, consultant representative to the lead agency on biological issues, and represented the lead agency in regulatory agency discussions. She was also responsible for coordinating the field teams and ensuring adequate data collection and analysis. Recent Experience includes: City of Elk Grove, Stormwater Program Regulatory Compliance, Project Manager. Prepared a Clean Water Act 404 Regional General Permit, Section 401 Programmatic Water Quality Certification, and ESA Section 7 programmatic biological assessment for the City's stormwater maintenance program. Contributed to the Elk Grove Storm Drain Master Plan Preparation, grant preparation and implementation. Colusa Basin Drainage District, the Resources Agency, Sacramento River Restoration Project, Glenn, Colusa and Yolo Counties, Project Manager. Worked with the Colusa Basin Drainage District in formulating restoration projects to be funded through Proposition 12. Responsible for all necessary permitting and environmental compliance documentation. Responsible for restoration design and preparation of grant applications. Tuolumne Land Trust, Clavey River Ecosystem Program Watershed Assessment, Project Manager. Working with Stakeholders and the USFS, managed preparation of the Clavey River Watershed Assessment and various grant applications. tt?uchrnen {, i hesurn e:, I N T A N AT I e N A4 20C -46 . 'q h � Ix Phase 2 RFP No. 16 -02 y -j Y y `' R Yuba Sutter Regional Conservation Plan (Habitat Conservation Plan /Natural Communities Conservation Plan), Project Manager. The plan area encompasses 450,000 acres. The participants Include two counties, three cities, and the Department of Water Resources. Michael Baker International is working closely with local and resource agency representatives In developing a conservation strategy for 26 species of plants and animals that will ensure the continued survival of those plants and animals, while simultaneously accommodating private property rights and foreseeable future urban development. Sophisticated biological and geographical analyses were used to design a conceptual preserve system that maintains habitat connectivity. Prepare several successful grant applications. Salinas Valley Solid Waste Authority Crazy Horse Sanitary Landfill Permitting, Project Manager. Managed the regulatory permitting to implement the closure plan. The Crazy Horse Sanitary Landfill is located on a 160 -acre parcel in Salinas. City of Santa Rosa, Santa Rosa Subregional Long -Term Wastewater Project EIR /EIS, Task Manager. Managed $2 million of technical biological studies to support the EIR /EIS and permit processes. Prepared biological sections of the EIR /EIS, which compared five alternatives at an equal level of evaluation. Paradise Irrigation District, Water Supply Alternatives Environmental Feasibility Analyses, Project Director. Directed site assessments and environmental analyses for the Water Supply Alternatives Environmental Feasibility Analyses Report, per Proposition 204 grant funding requirements. Prepared an environmental feasibility study in order to evaluate alternative actions that the district could undertake to meet future water needs and ensure a reliable and adequate water supply for the district's service area. Paradise Irrigation District, Magalta Reservoir Raw Water Bypass Project, Project Manager. Managed environmental constraints analysis. Prepared the Initial Study and Mitigated Negative Declaration; Clean Water Act 404, 410, 1602 Streambed Alteration Agreement; and USFWS biological assessment for a water diversion project on Little Butte Creek. Colusa Basin Drainage District, Bureau of Reclamation, Freshwater Basin Watershed Management Program, Technical Advisor. Provided technical advice, environmental analyses, and agency coordination for a flood control feasibility study. California Public Utilities Commission, Pacific Gas & Electric (PG &E) Company Hydro - Divestiture Project EIR, Technical Director. Conducted a statewide biological assessment of the potential effects of divestiture of multiple PG &E hydroelectric facilities and land holdings. Coordinated staff of four companies. Ai t,,, hr,, e n f� 1 Nie.L'r,i", I N T E RMATIO N A L 20C -47 x1� S Storm Drain Master Plan . � x Yuba Sutter Regional Conservation Plan (Habitat Conservation Plan /Natural Communities Conservation Plan), Project Manager. The plan area encompasses 450,000 acres. The participants Include two counties, three cities, and the Department of Water Resources. Michael Baker International is working closely with local and resource agency representatives In developing a conservation strategy for 26 species of plants and animals that will ensure the continued survival of those plants and animals, while simultaneously accommodating private property rights and foreseeable future urban development. Sophisticated biological and geographical analyses were used to design a conceptual preserve system that maintains habitat connectivity. Prepare several successful grant applications. Salinas Valley Solid Waste Authority Crazy Horse Sanitary Landfill Permitting, Project Manager. Managed the regulatory permitting to implement the closure plan. The Crazy Horse Sanitary Landfill is located on a 160 -acre parcel in Salinas. City of Santa Rosa, Santa Rosa Subregional Long -Term Wastewater Project EIR /EIS, Task Manager. Managed $2 million of technical biological studies to support the EIR /EIS and permit processes. Prepared biological sections of the EIR /EIS, which compared five alternatives at an equal level of evaluation. Paradise Irrigation District, Water Supply Alternatives Environmental Feasibility Analyses, Project Director. Directed site assessments and environmental analyses for the Water Supply Alternatives Environmental Feasibility Analyses Report, per Proposition 204 grant funding requirements. Prepared an environmental feasibility study in order to evaluate alternative actions that the district could undertake to meet future water needs and ensure a reliable and adequate water supply for the district's service area. Paradise Irrigation District, Magalta Reservoir Raw Water Bypass Project, Project Manager. Managed environmental constraints analysis. Prepared the Initial Study and Mitigated Negative Declaration; Clean Water Act 404, 410, 1602 Streambed Alteration Agreement; and USFWS biological assessment for a water diversion project on Little Butte Creek. Colusa Basin Drainage District, Bureau of Reclamation, Freshwater Basin Watershed Management Program, Technical Advisor. Provided technical advice, environmental analyses, and agency coordination for a flood control feasibility study. California Public Utilities Commission, Pacific Gas & Electric (PG &E) Company Hydro - Divestiture Project EIR, Technical Director. Conducted a statewide biological assessment of the potential effects of divestiture of multiple PG &E hydroelectric facilities and land holdings. Coordinated staff of four companies. Ai t,,, hr,, e n f� 1 Nie.L'r,i", I N T E RMATIO N A L 20C -47 EXHIBIT B 20C -48 Michael Baker I MOM 11 IN 20C -48 EXHIBIT C t APPENDIX ATTACHMENT 3 -1: NON-COLLUSION AFFIDAVIT _ CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR STORM DRAIN MASTER FLAN PHASE 2 RFP NO,: 16 -02 NON - COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OP PUBLIC WORKS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or shaut 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 hid 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 kite 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 A �idav thereof shall also constitute sir '1 ay subject the y i Corti 1 Signed State of California Y County of is part of the Proposal. Signing this Proposal an the signature portion 1 Ngn- oollusion Affidavit. BIDDER'S are cautioned that making a false Subscribed and sworn to (or affirmed) before me on this mm_ day of _, 20,^, by proved to me on the basis of satisfactory evidence to be fire pers n(s who appeared before tne. Notary Public Signature Notary Public Seal 20C -49 CALIFORNIA JURAT WITH AFFIANT STATEM91NIT GOVERNMENT CODE § 8202 VWWN ee Attached Document (Notary to oross out lines 1--6 below) f � See Statement Below (Lines 1-6 to be completed only by document signer[s), not Notary) Signature of Document Signer No, I Signature of Document Signer No. 2 (if any) A notary public or other Officer completing this certificate Verifies only the Identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of & "----7-- CINDY OKAMOTO Commission * 2006352 Notary PUNIC -California Orange County MY CDmM Expires F06 3. 2017 Seal Place Notary Seal Above Subscribed and sworn to (or affirmed) before me on this AM ,—I day of �, 20,�k_ by Date Month Year (and Name(s) of Signors) proved to me on the basis of satisfactory evidence to be the perso�orwho appeared before me. Signature _(a Signatu f Notary Public OPTIONAL Though this section is optional, completing this information can doter alteration of the document or fraudulent reattachment of this form to an unintended document. Description of Attached Document 3 a 6 /a Ae..' Title or Type of Document: ocurnent Date: Number of Pages: — Signer(s) Other Than Named Above: �v�wlavw wr(w'om �W�y4w W xno.Kx: C-T, We'0 02014 National Notary Association • www.NationalNotary.org - 1- 800 -US NOTARY (1.800- 676 -6827) Item #5910 20C-50 APPENDLX ATTACHMENT 3 -2: NON- LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR STORM DRAIN MASTER PLAN PHASE 2 RFP NO.: 16-02 The prospective participant certifies, by signing; and submitting this bid or proposal, to the best of his or Ircr knowledge and belief, that: I . 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 "I)I.sclosure 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 its a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who falls to file the required certification shall be subject to a civil penalty of not less than $1.0,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that ho 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. Fit-in Michael Baker innt atlortal, l Signed and Printed Name: lT Title Vice President Date 2/23/16 20C -51 ATTAC-H---M--E--N—T,3---3:—,N—,""O—N,-DISCRIMINATION CETtTiF'ICATI(JN CF.RTIFI:CATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR STORM DRAIN MASTER PLAN PHASE 2 RFP NO.: 16 -02 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: The Consultant shall act 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; Isyoffor 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, d 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 Secrotary 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 11.246 of September 24, '1965, and such other sanctions may be 'unposed and remedies invoiced as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of 20C -52 September 24, 1965, so that such provisions will be binding upon each subcontract of 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 beoomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result ol'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, R. 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 seotl,on 420, and any Consultant of public works violating this Section is subject to all the penal 'r irnpo ed for r4latio the Chapter. Signed: Title: Vic President Firm: Michael Baker interna i •ial, Inc. Date: 2/23/16 20C -53 20C -54 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: CONTRACT AWARD TO QUALITY FENCE CO., INC. FOR CITYWIDE GENERAL MAINTENANCE SERVICES (SPEC. NO. 16 -029) {STRATEGIC PLAN NO. 6, 1C} CITY MANAGEW RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 16tReading ❑ Ordinance on 2"dReading ❑ Implementing Resolution ❑ Set Public Hearing For-_ CONTINUED TO J!I! HiPudtu 1. Reject the bid from Orange County Contractors Services as nonresponsive. 2. Award a contract to Quality Fence Co., Inc. for citywide general maintenance services for a one -year period expiring April 30, 2017, with provisions of four one -year renewals exercisable by the City Manager, in an annual amount not to exceed $45,000, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency Maintenance Services Division is responsible for maintaining approximately 400 miles of roadway within the City of Santa Ana. Contract services are necessary to assist with the repair of guardrails, permanent chain link fencing, block walls, traffic bollards and miscellaneous electrical services on an as- needed basis. This contract will provide an efficient and cost - effective method to complete these repairs to City property. The notice inviting bids was advertised on February 25, 2016 on the City's online bid management and publication system. A summary of the bid invitations and bids received is as follows: 212 Vendors notified 1 Santa Ana vendor notified 4 Bids received 1 Bid received from a Santa Ana vendor Bids were received and opened on March 22, 2016, and evaluated (Exhibit 1). The bid received from Quality Fence Co., Inc., is responsive to the specifications, meets the City's requirements for maximum quality service at minimum price and complies with prevailing wage requirements. 22A -1 Contract Award for Citywide General Maintenance Services April 19, 2016 Page 2 This contract also provides a City option for after -hour service calls, if needed; however, this service has not been necessary or utilized in the past five years as work has been scheduled during normal work hours. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). FISCAL IMPACT Funds in the amount of $15,000 for the remainder of FY 2015 -16 are available in the Public Works Roadway Markings /Signs account (01117625 - 62300) for $10,000 and in the Water Utility Water Production and Supply account (06017640- 62300) for $5,000. Subsequent funding for FY 2016 -17 in the amount of $30,000 will be budgeted and made available in the Public Works Roadway Markings /Signs and Water Utility Water Production and Supply accounts (50% in 01117625 -62300 and 50% in 06017640 - 62300). Upon exercising the renewal options, funds in the annual amount of $45,000 for FY 2017 -18, FY 2018 -19, FY 2019 -20, and FY 2020 -21 will be budgeted and made available in the following accounts: • $25,000 in the Public Works Roadway Markings /Signs account (01117625- 62300) • $20,000 in the Water Utility Water Production and Supply account (06017640- 62300) I A,� Freq Mousavipour Exe utive Director Public Works Agency FM /PG /SJM /sp Exhibit 1. Abstract of Bids APPROVED AS TO FUNDS AND ACCOUNTS: -N�N�R:a3:1tn-) Francisco Gutierrez Executive Director tvt Finance & Mgmt. Services Agency 22A -2 ABSTRACT OF BIDS CITYWIDE GENERAL MAINTENANCE (16 -029) 1 % Santa Ana Vendor Preference $69.25 - Total $8,919.00 $4,410.00 $6,855.75 Service call $450.00 $300.00 $95.00 Material /Equipment Rental Mark -Up 15% 15% 15% Exhibit 1 22A -3 Aneen Quality Fence SLS Property Bidder Construction, Inc. Co., Inc. Solutions, Inc. Location Costa Mesa Paramount Santa Ana Block Wall Repair $4,969.00 $1,280.00 $1,110.00 Chain Link Repair $1,300.00 $1,110.00 $1,565.00 Guardrail Repair $1,850.00 $1,395.00 $3,190.00 Traffic Bollard Repair $800.00 $625.00 $1,060.00 1 % Santa Ana Vendor Preference $69.25 - Total $8,919.00 $4,410.00 $6,855.75 Service call $450.00 $300.00 $95.00 Material /Equipment Rental Mark -Up 15% 15% 15% Exhibit 1 22A -3 22A -4 A _ CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE CONTRACT AWARD TO ONTARIO REFRIGERATION SERVICES, INC. FOR CHILLER AND HEATING - VENTILATION -AIR CONDITIONING EQUIPMENT REPLACEMENT (SPEC. NO. 16 -054) (STRATEGIC PLAN NO. 6, 1G & 2A) (SURPLUS ALLOCATION FUNDING) CITY MANA RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on V Reading ❑ Ordinance on 2nc Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO Authorize a one -time purchase and payment of purchase order to Ontario Refrigeration Services, Inc. for the purchase and installation of chiller system and related heating-ventilation - air conditioning equipment at Grand Central Arts Center in an amount not to exceed $435,320 that includes a 10 percent contingency, subject to non - substantive changes approved by the City Manager and City Attorney. Project in accordance with the Council approved Surplus Allocation Plan as of October 20, 2015. Department: Project: Category: Total Funding: Finance Grand Central Arts Center— Facilities /Assets $450,000 Chiller Replacement FY 2015 -16 DISCUSSION The Grand Central Arts Center building is located in the downtown area and owned by the City of Santa Ana, who is acting as the Successor Agency to the former Redevelopment Agency. The mission of the Grand Central Art Center is to explore contemporary art and visual culture locally, regionally, nationally, and internationally through socially engaged collaborations among artists, students, and the community. A lease agreement was executed in 1995 to lease the building to California State University, Fullerton (CSUF) for $1.00 per year for an initial term of ten years. The lease was amended in 2004 to extend the lease term for 30 more years. Under the terms of the existing lease the City, as landlord to the property, is responsible for the maintenance of the facility. However, the nominal rent income generated from the leasing of the property is not sufficient to offset maintenance - related expenditures. 22B -1 Contract Award for HVAC Equipment Replacement April 19, 2016 Page 2 In accordance with the Council approved Surplus Allocation Plan for fiscal -year 2015 -16, an evaluation of existing City buildings was conducted to help the Finance & Management Services Agency Building Maintenance Division determine the Grand Central Building necessitated an upgrade of systems. Specifically, as part of this evaluation Building Maintenance staff performed its annual inspection of the City's heating - ventilation -air conditioning (HVAC) equipment. This assessment revealed that the HVAC equipment at Grand Central Art Center is well past its lifecycle and can no longer be repaired or maintained in a cost - effective manner given its frequent system failures and downtimes. During the last six months, City staff and contract personnel have responded to 20 service calls related to the said HVAC equipment. Approval of the recommended purchase will allow the replacement of the chiller, boilers, condensers, cooling tower, expansion tanks, piping, plant controls, pumps, thermostats and variable frequency drives. In addition, the new equipment will provide improved interior air to tenants, reduce maintenance and repair costs. Santa Ana City Ordinance No. NS -2312 authorizes the City to use contracts from any public agency utilizing a competitive bid process. CSUF's Property Management Department solicited bids to implement cost effective energy efficiency measures at Grand Central Arts Center. Bid solicitations included the replacement of the chiller and HVAC system. City Attorney's Office staff reviewed the CSUF competitive bid process and determined that it was substantially equivalent to that prescribed by the City; therefore, could be used to exempt the project from the City's bidding requirements. As such, staff recommends approval of the recommended action. To allow for unanticipated charges, a 10% contingency has been included in the contract amount. STRATEGIC PLAN ALIGNMENT Approval of this item supports City's efforts to meet Strategic Plan Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans), and Objective #2 (address deferred maintenance on City buildings and equipment), Strategy A (prepare a Deferred Maintenance Plan that assesses safety, adequacy, and liability implications, and estimates repair costs to be programmed in the responsible agency's future budget). FISCAL IMPACT Funds in the amount of $435,320 are available in FY 2015 -16 Finance Building Maintenance Surplus Allocation account (05010021- 66200). APPROVED AS TO FUNDS AND ACCOUNTS Francisco Gutierrez Executive Director Finance and Management Services Agency 228 -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE; CONTRACT AWARD TO KAMBRIAN CORPORATION FOR VMWARE MAINTENANCE SUPPORT (SPEC. NO. 16 -047) {STRATEGIC PLAN NO. 6, 1F} CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _•wt• _% ❑ As Recommended 0 As Amended ❑ Ordinance on1 ®tReading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize a one -time purchase and payment of purchase order to Kambrian Corporation for the purchase of a VMWare Maintenance Support Contract in an amount not to exceed $44,300, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Information Technology Department supports the data centers at City Hall and the Police Department (SAPD). These data centers house the computer servers which host more than 50 departmental and enterprise computer applications such as the email system, Lawson financial system, Highline payroll system, Santa Ana Property Information Network (SAPIN) system, computer aided dispatch (CAD) system, and the jail management system, just to name a few. These systems and services are critical to the operations of the City. In 2008, as part of a new strategic plan, the Information Technology Department took advantage of virtualization technology which enables one physical server to run multiple virtual computer servers. This is accomplished by utilizing specialized software, through a company named VMWare, to simulate physical computer devices. The use of virtualization technology is an innovative strategy, and a best practice, that continues to reduce hardware costs, power consumption costs, and provide a more flexible and reliable computer hosting environment. Ongoing licensing and support, by an authorized VMWare reseller, is required in order to continue using this software, as well as to maintain the stringent service levels required for the data centers at City Hall and Police Department. Kambrian Corporation is a VMWare Value Added Reseller (VAR) and is authorized resell VMWare licensing and support. Current and past customers of Kambrian Corporation include the City of Los Angeles, the County of Los Angeles, and Orange County Transportation Authority (OCTA). VMWare, through this software support contract, will provide manufacturer software maintenance and support services, on -call technical 22C -1 Contract Award for VMware Maintenance and Support April 19, 2016 Page 2 support, 24 hours per day / seven days a week telephone support, and software upgrades at no additional cost. The notice inviting bids was advertised on March 16, 2016 and offers were solicited. A summary of the bids and offers received is as follows: 128 Vendors were notified 15 Vendors downloaded the bid 0 Proposals received from a Santa Ana vendor 4 Proposals received Bids were received and opened on March 28, 2016 (Exhibit 1). The bid received from Kambrian Corporation is responsive to the specifications and meets the City's requirements. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (Establish and maintain a Community Investment Plan for all City assets, Strategy 1F (perform periodic measurements to monitor and update each asset's condition and ensure adequate funding for repair, and /or replacement costs in future budgets). FISCAL IMPACT Funds are available in the fiscal year 2015 -16 Finance Information Systems Strategic Plan Maintenance and Support account (no. 10910147-62300) in the amount not to exceed $44,300. APPROVED AS TO FUNDS AND ACCOUNTS: 'A-, � I 11M� , �, Ja Ciulla Francisco Gutierrez C y Ch fTechnology Innovations Officer Executive Director Information technology Department Finance and Management Services Agency EXHIBIT: 1. Bid Summary 22Ci -2 ABSTRACT OF BIDS CONTRACT AWARD FOR VMWARE MAINTENANCE SUPPORT (16 -047) Kambrian SHI International VENDOR Corporation Corporation Compuwave Technologent LOCATION West Covina, CA Somerset, NJ Ventura, CA OFFER $44,262.76 $44,570.31 Exhibit 1 22C -3 $44,657.21 Irvine, CA $45,229.08 22C -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AWARD CONTRACT TO ASPLUNDH CONSTRUCTION CORP. FOR HARBOR BOULEVARD CORRIDOR TRAFFIC SIGNAL IMPROVEMENTS (PROJECT NO. 15 -6828) (STRATEGIC PLAN NO. 6, 1G) CITY V GER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 16' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to award and execute a construction contract to Asplundh Construction Corp., the lowest responsible bidder, in accordance with the base bid plus Alternates I, II, III, IV, and V, in the amount of $1,170,984, for the term beginning upon execution of the contract and ending upon project completion, for the Harbor Boulevard Traffic Signal Improvements project, subject to nonsubstantive changes approved by the City Manager and City Attorney. 2. Approve the Project Cost Analysis for a total estimated project delivery cost of $1,358,200, which includes the contract base plus additive Alternates I, II, III, IV and V; administration; inspection; testing; and an authorized contingency of $116,896. DISCUSSION The proposed project supports the City's collaborative efforts with the cities of Garden Grove, Fountain Valley, and Costa Mesa to implement traffic signal improvements along the Harbor Boulevard Corridor (Exhibit 1). This project will reduce traffic congestion during peak hours, while maintaining vehicle platoons at the speed limit at nonpeak hours. The traffic signal improvements will include communication conduits, fiber optic cables, and hardware; traffic signal cabinet and controller upgrades; ADA- compliant pedestrian push buttons and countdown indications; and field monitoring equipment, such as vehicle detectors and CCTV cameras, to support and maintain the new synchronization plan. Once completed, these improvements will enhance traffic signal operations, improve traffic signal synchronization, and reduce traffic congestion. A Notice Inviting Bids was advertised on February 8 & 15, 2016, and bids were opened on March 1, 2016. The following is a summary of the bid invitations made and the bids received: 23A -1 Contract Award For Harbor Boulevard Corridor Traffic Signal Improvements April 19, 2016 Page 2 Contractor Participation Data Santa Ana contractors receiving notices 1 Contractors requesting bidding documents 15 Bids received 5 Bids received from Santa Ana contractors 0 Bid Results Summary RANK BIDDER'S NAME LOCATION BASE BID BASE BID + ALL ALTERNATES 1 Asplundh Construction Corp. Anaheim $988,727.00 $1,170,984.00 2 Crosstown Electrical & Data, Inc. Irwindale $1,070,540.50 $1,282,019.50 3 DBX Inc. Temecula $1,192,964.75 $1,423,596.75 4 High -Light Electric, Inc. Riverside $1,338,480.00 $1,536,200.00 5 KDC Inc, dba Dynalectric Los Alamitos $1,422,331.00 $1,635,368.00 The advertised bid document was divided into a base bid and several alternates. The base bid was used to identify the low bidder, and the alternates would be used in any combination to maximize the use of the available project grant funds. Five bids were received and all five were considered responsive. Asplundh Construction Corp. submitted the lowest responsive bid, with a base bid of $988,727, plus a combined bid of $182,257 for all additive Alternates (I, II, III, IV, and V), for a total project bid of $1,170,984 (Exhibit 2). Since there are sufficient grants funds to complete the entire project, staff recommends awarding a contract to Asplundh Construction Corp. in the amount of $1,170,984 (Exhibit 3). The recommended scope of work and contract amount is comparable to the engineer's estimate. As indicated in the Project Cost Analysis (Exhibit 4), the total estimated delivery cost of this project, including construction, contract administration, inspection, testing, and contingencies, is $1,358,200. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan (e.g., neighborhood streets, traffic improvements, park facilities, bike master plan, etc.). 23A -2 Contract Award For Harbor Boulevard Corridor Traffic Signal Improvements April 19, 2016 Page 3 ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the proposed project is exempt from further review. Categorical Exemption ER No. 2014 -82 will be filed for this project. FISCAL IMPACT The Project Cost Analysis estimates project expenditures of $1,358,200, which include the construction contract, contract administration, inspection, and contingencies. Funds in the amount of $124,210 are budgeted in the Measure M2 Street Construction Fund (Account No. 03217662 - 66220). Funds in the amount of $1,233,990 are budgeted in the Measure M2 Street Construction Fund (Account No 03217663 - 66220). The funds will be expended according budgeted funds in the current fiscal year and next fiscal year as shown in the table below: Period Fiscal Year Account No Amount FY 2015/16 03217662 -66220 $24,842.00 03217663 -66220 $246,798.00 FY 2015/16 $271,640.00 FY 2016/17 03217662 -66220 $99,368.00 03217663 -66220 $987,192.00 FY 2016/17 $1,086,560.00 TOTAL: Fred Mousavipou Executive Director Public Works Agency FM /EWG /TC /MO Exhibits: 1. Location Map 2. Bid 3. Construction Contract 4. Cost Analysis $1,358,200.00 APPROVED AS TO FUNDS AND ACCOUNTS: �Izs� . Francisco Gutierrez Executive Director Finance & Management Services Agency 23A -3 23A -4 1 i GUNTAN VAL_EYi p ' • ' p SAN TA ANA r • 1 1 ' • 1 ' I • p GARXN GRDVF, i 1 1 1 p LEGEND ® i 1 Agency I i 1 , 1 I ' I � �COSTIOESAi SANTpANA p rox� 1 � 1 1 , p 1 1 ' PROJECT ' p r__ -_____ LIMITS It It i 1 1 1 1 j sI FOUNTAIN VAI E* Vm 1 I w L - -- ® - KFTA AM � City Council Project No. 15 -6828: Harbor Boulevard Corridor Traffic � P� Agenda Date Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization April 19. 2016 Project) Exhibit 1 23A -5 23A -6 EXHIBIT � CITY OF SANTA ANA ���������X� �� PROPOSAL PROJECT NO. 15^a828 Harbor Boulevard ConidorYraff|c Signal Improvements (as part vf Harbor Blvd Traffic Signal Synchronization Project) TO: CITY COUNCIL OF THE CITY OF SANTA ANA The undersigned bidder declares that they have carefully examined the location of the proposed work, that they have examined the Contract Documents in its entirety and hereby proposes to furnish all material and do all the work required to complete the said work in accordance with said plans (if any) and the specifications for the unit price(s) or lump sum(s) set forth in the following schedule: �Itom�De_scrlptlon �����Abiount City of Santa Ana Traffic Signal Mad ification at Harbor Blvd 1 LS 2 Install Type 334 Communication Cabinet I LS 41(40." Assembly 3 Install 2" PVC Conduit 530 LF to $ 4 Install 3" PVC Conduit 3200 LF a- 5 Install 4" PVC Conduit so LF $ a Install Type E Loop Detector 28 CA $ Ob: 5, 9 Install Detector Lead-in Cable 16120 LF 10 Replace Pedestrian Head Assembly with 12 EA Countdown Head RP^| ����� ���� �K PROPOSAL PROJECT NO. 15-6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) Item Description City Unit Unit Price Amount Install Audible Pedestrian Signal (APS) I IS ul t0 $ System 12 Install CCTV System 3 EA 0— 13 Replace Wireless System 2 EA 10b, 43'r 14 Install 48 Strand SMFO Cable Sao LF 15 Install 24 Strand SMFO Cable 5000 LF 50, 16 Install 12 Strand SMFO Cable 700 LF to 17 Install CArSe (Outdoor Rated) Cable 500 LF ,fir^ L0 18 Fusion Splice 1 Strand Single Mode Fiber 336 EA $ g �k Optic Cable 19 Install Fiber Optic Splice Closure 4 IS 20 Install IP Communication System at Harbor I EA Blvd and Hazard Ave 21 instail IF Communication 5ystern at harbor I EA Blvd and Sth5t 22 Install IF Communication System at Harbor I EA $ Blvd and 1st St 23 Install IP Communication System at Harbor I EA Blvd and McFadden Ave 24 Install IP Communication S ystem at Harbor i EA $ 11A0 La- Blvd and Warner Ave 25 Instal[ IP Communication System at Harbor i EA Blvd and Segerstrom Ave 26 Install IP Communication System at Harbor I EA $ 9600 Blvd and Garry Ave 27 Install IP Communication System at Harbor I Blvd and MacArthur Blvd 28 Remove Wireless System 2 EA I $ B P-2 23A-8 CITE' OF SANTA ANA PROPOSAL PROJECT NO. 15 -6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) Item Description Qty Unit Unit Price Amount 29 Remove Video Detection System at Harbor 1 $"� { W $ 1 � ` Blvd and Warner Ave 30 Pothole For Utility Not Shawn on plan 10 EA $ "/U v $j� TOTAL SANTA ANA BID $ City of warden Grove 31 Cabinet Upgrade 1 EA $ q1A, $ .......... 32 Furnish and Install EVP Unit 17 EA $ "' $ 40, 66K-0 33 Furnish and Install EVP Phase Selector 8 EA $f W $- 34 Furnish and Install EVP Cable 2745 LF $w 35 Furnish and Install Pedestrian Push - Button 50 EA tJ� Assembly [ 1�1b • 36 Furnish and Install Pedestrian Countdown 10 CA $ $ 4 Module' ,5&0' 37 Furnish and Install Vldac Detection 5�st2m 6 EA P� $� q CI $ i /i (VDS) 7 TOTAL GARDEN GROVE BID S City of Costa Mesa 38 Remove and salvage existing traffic signal 1 EA / $o� $ / _ (7G(}, cabinet. Remove foundation complete. ptt•e" �%1 `v 39 Remove and salvage existing traffic signal $ EA $ 1, 5�T p;p $ �}, boo Lp cabinet 44 Remove and salvage existing UPS cabinet 4 EA �r� $ . $ and assembly 41 Furnish and install Type P cabinet on new 1 EA $!f foundation OtSa.� 42 Furnish and install Type P cabinet on foundation 5 EA $f„ $ `, :° u 1 T existing ww RP -3 23A -9 CITY OF SANTA ANA PROPOSAL PROJECT NO. IS-6828 Harbor Boulevard Corridor Traffic Signal improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) Item Description City Unit Unit Price Amount 43 Furnish and install UPS Cabinet and UPS 4 EA $sf $ 10 assembly 44 Relocate existing traffic signal controller 6 CA $ , 00 assembly to new controller cabinet 45 Furnish and Install new CCTV camera 10 EA $ 61 WD,' <41 "o system 1 46 Remove and salvage existing CCTV camera I EA Or $ 47 Furnish and Install new pedestrian push 76 EA $ to $ button assembly 48 Furnish and Install new pedestrian 58 EA $ countdown module I 49F Remove existing pull box and Furnish and I EA M Install E Pull pax V_w so Remove existing pull box and Furnish and 2 EA 7c� Install #5 Pull Box 51 Furnish and Instal[ 46E Puil-Box 5 EA 14, 1377�, 52 Furnish and Install 45 Pull•Box 3 EA 53 Furnish and Install new 3" Conduit 1175 I LF S -4 54 Remove existing SIC Cable I 5090 LF $ $ "5 U15, 55 Furnish and Install 12 Strand SMFC, Cable 785 LF 10, 56 Furnish and Install 24 Strand SMFO Cable 4110 LF $ �'50 1t J $ 57 Furnish and Install Splice Enclosure in HE pull box, Fusion splice and terminate all a EA 3 fibers erfibarschematic. 58 Fusion splice and terminate new fibers in canister fiber schematic 2 EA $ OU existing splice per 59 Terminate fiber drop cable in fiber patch 3 EA $ rt_z panel 60 Terminate fiber distribution cable In fiber I EA $ patch panel EIP-4 23A -10 CITY OF SANTA ANA PROPOSAL PROJECT NO. 15-6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) Item Description Qty Unit Unit Price Amount 61 Furnish and Install new fiber patch panel. All fibers are to be terminated per fiber 7 EA to $/ I EA CA schematic. $ 5W J�,J=I TOTAL ALTERNATE 8ID#1 Alternate Bid #2 — Cardinal Circle at Harbor Blvd Video Detection — City of Garden Grove 62 Furnish and Install 410 trace wire 5505 LF $0 $ 63 Re-pull distribution cable from controller 5 EA Jp TOTAL ALTERNATE BID#2 #Z cabinet to #6E Pull Box Alternate Bid #3 — Merrimac Way at Harbor Blvd Traffic Signal Upgrade — City of Costa Mesa Item Description Qty TOTAL COSTA MESA BID Unit Price TOTAL BASE BID bo $ ANA+GARDEN GROVE+COSTA MESA) I Alternate Bid Items Alternate Bid #1— Harbor Place at Harbor Blvd Video Detection — City of Garden Grove Item Description Qty "y Unit U it Unit Price Amount Amount I Furnish and Install Video Detection System I EA CA $gs sm $ 5W J�,J=I TOTAL ALTERNATE 8ID#1 Alternate Bid #2 — Cardinal Circle at Harbor Blvd Video Detection — City of Garden Grove Item Description MY Unit Unit Price Amount I System Furnish and Install Video Detection System I EA Jp TOTAL ALTERNATE BID#2 #Z $ Alternate Bid #3 — Merrimac Way at Harbor Blvd Traffic Signal Upgrade — City of Costa Mesa Item Description Qty Unit Unit Price Amount Remove and salvage existing traffic signal I EA pp rp cabinet. Remove foundation complete. Remove and salvage existing UPS cabinet I EA $ Igo. Lo assembly Furnish and Install Type P cabinet on new foundation I EA $ �?Jboo,�—tsklobo, Vol '1 Iffm 23A -11 CITY OF SANTA ANA PROPOSAL PROJECT NO, 15.6828 Harbor Boulevard Corridor Traffic signal improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) 4 5 Furnish and Install UPS Cabinet and UPS assembly Relocate existing traffic signal controller assembly to new controller cabinet I 1 EA EA $ sm • 00 $ Vo $ 6 Rewire Intersection i LS s 00 /00, -- 7 Remove existing pull box I EA $ $ i6b, a Furnish and Install No, 6V Pull Box 2 EA $ 9 Furnish and Install new 2" conduit 20 LF $ co- 10 Furnish and Install new 3" conduit 220 LF $ q,,' q� ,R 11 Furnish and Install new 4" conduit 40 LF $ 0 J'0' 1-13 12 Terminate fiber drop cable In fiber patch I EA $ /1 4, Panel �emblto new controller cabinet I — 13 Furnish and Install 010 Trace Wire 260 LF $ $ 14 �u 1 EA $ cabinet to 46E Pull -Box ox _a: 1: TOTAL ALTERNATE BID#3 Altemate 51.4 ri4 -- W!5on Streit at Harbor Blvd Cabinat Upgradas - Cit 'Y of CoSta Mesa Item Description Qty Unit Unit Price Amount 1 Remove and salvage existing traffic signal 1 EA $ 600, $ goo cabinet. 2 Furnish and Install Type P cabinet on 1 EA $ q5o existing foundation —Controller 3 Relocate existing traffic signal 1 EA $ SP A �emblto new controller cabinet TOTAL ALTERNATE BID#4 $ jQ 00 MW 23A -12 CITY OF SANTA ANA PROPOSAL PROJECT NO. 15.6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) Z Furnish and Install Type P cabinet on new EA $ s�� ��� � foundation. J Furnish and Install UPS cabinet and UPS t EA $ C $ i LV Assembly i2 4 Relocate existing traffic signal controller 1 EA assembly to new controller cabinet TOTAL ALTERNATE BID #5 $ ('0190 0-0 TOTAL Base Bid plus Alternate 1,2,3,4LIM� plus all Alternate Bid Items. * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25!" limit as stated in Section 3 -2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to Increase or decrease the quantity of this Item accordingly. TIME FOR COMPLETION OF IMPROVEMENTS AND LIOUIDAT @D DAMAGES The undersigned bidder hereby proposes to complete the Work for the total contract base bid amount shown above, within eighty (80) working days after the commencement date stated in the Notice to Proceed. If Alternate Bid91rs awarded, five (5) working days will be added to the working days assigned to complete the contract base bid items. If Alternate Bid #2 is awarded, five (5) working days will be added to the working days assigned to complete the contract base bid items. If Alternate Bid #3 is awarded, twenty (20) working days will be added to the working days assigned to complete the contract base bid items. if Alternate Bid #4 is awarded, ten (10) working days will be added to the working days assigned to complete the contract base bid items. BP -7 23A -13 CITY OF SANTA ANA PROPOSAL PROJECT 1\10, 15.6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) If Alternate Bid #5 is awarded, twenty (20) working days will be added to the working days assigned to complete the contract base bid items. The liquidated damages amount in lieu of the amount specified in Subsection 6 -9 of the Standard Specificatj'�ns shall be $ ,000 per calendar day. 0 �ry Nam a of i lrm V I <'Pl 4 () t� Sri 0 --n0JJ L6 a . Signature of BIDDER Title (if an individual, so state) W. Holman, Vice President HE 23A -14 CiTY OF SANTA ANA PROPOSAL PROJECT NCO. 156826 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) BIDDER'S STATEMENT BIDDER understands and agrees that this Bid Proposal, Contract Documents and subsequent Construction Contract Agreement shall constitute the entire agreement between BIDDER and the AGENCY only after It has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Public Works Agency Executive Director or his /her duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to BIDDER or deposited with the united States Postal Service properly addressed to the BIDDER with the correct postage affixed thereto, BIDDER further agrees that upon delivery (as defined above) of the accepted agreement he /she will furnish AGENCY all required bonds and certificate of liability insurance within ten (10) business days or the funds, check, draft, or BIDDERS bond substituted in lieu thereof accompanying this proposal shall become the property of the AGENCY and shall be considered as payment of damages due to the delay and other causes suffered by AGENCY because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered Is difficult to ascertain; otherwise said funds, check, drafts, or BIDDER'S bond substituted in lieu thereof shall he returned to the undersigned, BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIRDER also certifies that the bid is a balanced bid. in accordance with Section 7028AS of the California Business and professions Cade, the undersigned certifies under penalty of perjury that the foregoing Is true and correct. Name of Firm F-Us Signature of BIDDER Title (if an individual, so state) Holman, ViCe President (if a firm or co- partnership, state the firm name and give the names of all individual co- partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof.) BP-9 23A -15 CITY OF SANTA AIWA PROPOSAL PROJECT N4. 15 -6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) 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: gam, - Gal0, L' J State Contractor's License No, and Class: 'MO LL0 _ 0,°10 / T License )/ 1 Expiration Date: df i e State Dept, of industrial Relations (DIR) Registration No.: w oboo 1 ' `-. % State Dept. of Industrial Relations (DIR) Registration Expiratiop Date: Signed: .. Title: Greg W. Holman, Vice President 11 P 23A -16 CITY OF SANTA ANA PROPOSAL PROJECT NO, 15.6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd "traffic Signal Synchronization Project) 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 $9„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 them wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site, Contractor shall defend, Indemnify and hold the City, Its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws, The undersigned certifies that the foregoing is true and correct. Name of Firm Signature of BIC Title _ (if an individual, so state) BP -1 t 23A -17 M, Am PROJECT NO. 15 -6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) OWNERSHIP AFFIDAVIT STATEOFWXtf=K% Pennsylvania COUNTY OF RWW Montgorneh5¢ CITY OF SANTA ANA } Gregory W. I- Iolman, being duly sworn, deposes and says: ❑INDIVIDUAL That he/she Is the patty making the foregoing proposal: Q PARTNERSHIP That he /she is a member of the co•parmersh)p 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 copartnership, [CORPORATION That he is of: j - Vice President a corporation which is making the foregoing proposal: [3JOINTVENTURE 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 Did 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 ""tract, for himss or any other person. Signature of BI Gregory Hol vice President j1u15rib d and sworn to before me this day ofR-lo 20 Signature wer Ad 's erl t " a blic) COMMONWEALTH OF PENNSYLVANIA NOTARIAL SEAL KIMBERLY S. WILEY, Notary Pttblk N My Commt�sstonPExP 1 41 JM 23A -18 CITY OF SANTA ANA PROPOSAL PROJECT NO. 15.6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) .►:• r KNOW ALL PRESENT that, _As lund� h Construction Corp , as BIDDER, and Travelers Casualty and Surety Company of America , as SURETY, are held and firmly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sum of Ten Percent (10 %) of Amount Bid Dollars ($ , which is ten percent (10%) of the total amount bid by BIDDER to AGENCY for the above - stated project, for the payment of which sum, BIDDER and SURETY agree to be bound, jointly and severally, firmly by these presents. THE CONDITIONS OF THIS OBLIGATION ARE SUCH that, whereas BIDDER is about to submit a bid to AGENCY for the above - stated project, if said bid is rejected, or if said bid is accepted and a contract is awarded and entered into by BIDDER in the manner and time specified, then this obligation shall be null and void, otherwise it shall remain in full force and effect in favor of AGENCY. IN WITNESS WHEREOF the parties hereto have set their names, titles, hands, and seal this _I nn day of _February 2016. �cvige u. t,.tu�.t non �. acct et,aty SURETY* Travelers Casualty and Surety Company of America Myisha Subscribed and 5 r to before me nlanmi HnrriG this 22nd day of February �} , 2016, Signature. Notary Public in and for the County of Harris , State of Texas *Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authorized representative. My NAOMIHARRIS BP -13 Notary Public STATE OF TEXAS Commission fths July A 2010 23A -19 AW POWER OF ATTORNEY TRAVELS' `(,� S J Farmington Casualty Company St. Paul Mercury Insurance Company Fidelity and Guaranty Insurance Company Travelers Casualty and Surety Company Fidelity and Guaranty Insurance Underwriters, Inc. Travelers Casualty and Surety Company ofAmerica St. Paul Fire and Marine Insurance Company United States Fidelity unit Guaranty Company St, Paul Guardian Insurance Company Attorney -lu Fact No, Certificate No. 006436949 230387 KNOW ALL MEN BY THESE PRESENTS: That Farmington Casualty Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company are corporations duly organized under the laws of the State of Connecticut, that Fidelity and Guaranty Insurance Company is a corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc., is a corporation duly organized under the Imes of the State of Wisconsin (herein collectively called the "Companies "), and that the Companies do hereby make, constitute and appoint Michael L Hemod, Wendy W. Stuckey, Lisa A. Ward, Donna L. Williams, Anoop Chawla Adlakha, Lope Tyler, Nancy Thomas; Vanessa Dominguez, and Myisha Jefferson of the City of HowEal , state of TeXas , their true and lawful Arommy(s) -in -Fact, each in theirseparate capacity if more than one is named above, to sign, execute, seal and acknowledge any and all bonds, recoguizauees, conditional undertakings and other writings obligntory in the nature thereof on behalf of the Companies in their business of guaranmeing the fidelity of persons, guaranteeing [he performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WITNESS WHEREOF, the Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this 21St day of January Farmington Casualty Cumpnny Fidelity and Guaranty Insurance Company Fidelity and Guaranty Insurance Underwriters, Inc. SL, Paul Fire and Marine insurance Company St. Paul Guardian Insuttmce Company St. Pour Mercury Insurance Company Travelers Casualty and Surety Company Travelers Casualty and Surety Company of America Called States Fidelity and Guaranty Company C,ASllff �f,FE 41 \XG R1 ,NSVpO 0,. \Y AM4 1�ey�,JPP D PPP M:t U .t u L 1 0 / 1 3GP,, �6 D � INCMPaa9tFng r. �.3 � ()/1 .. t'f° w � oxeoRnte � z NPatFOgD. �ft/n''fl"rr"-0tn. �. � �sCPoRo %y}'.c*"H<° 97� 1951 of N.A�c'r 1.,aESEXL,s+; SRRL a{ rCONN. �CPVY. (� Y�n1896 A t R y41: AN r Au State of Connecticut City of Hanford ss. Robert L. Raney, senior Vice President On this the 21st day of January 2016 , before me personally appeared Robert L. Raney, who acknowledged himself to be the Senior Vice President of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guaranty Insurance Underwriters, Inc., St. Paul Fire and Marine Insurance Company, St, Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, nod United States Fidelity and Guar:mry Company, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes tltemin contained by signing on behalf of true corporations by himself as a duly authorized officer. p.TlJ In Witness Whereof, I hereunto set my hand and official seal. My Commission expires the 30th day of June, 2016. b jRU6lVG tlr yN CS'F'� 58440 -8 -12 Printed in U.S.A. Matic C. Tatreaull. Notary Public TRAVELERS CASUALTY AND SURETY COMPANY OF AMERICA HARTFORD,CONNECTICUT 08183 FINANCIAL STATEMENTAS OF DECEMBER 31.2014 CAPITAL STOCK$ 0,480,000 'ASH AND INVESTED CASH $ 121,187,283 UNEARNED PREMIUMS $ 865,349,712 IONDS 3,411,486,037 LOSSES 660,966,443 ITOCKS 326,961,870 LOSS ADJUSTMENT EXPENSES 356,911,923 NVESTWNT INCOME DUE AND ACCRUED 46,277,103 COMMISSIONS 34,142,046 )7HER INVESTED ASSETS 4,010,410 TAXES, LICENSES AND FEES 11,534,866 'REMIUM EALANCES 209,082,904 OTHER EXPENSES 40,097,406 IET DEFERRED TAX ASSET" 82,639,844 CURRENT FEDERAL AND FOREIGN INCOME TAXES 24,133,069 0NSURANCE RECOVERABLE 17,397,751 REMITTANCES AND ITEMS NOT ALLOCATED 11,062,682 iECURITIES LENDING REINVESTED COLLATERAL ASSETS 6,22094 AMOUNTS WITHHELD/ RETAINED BY COMPANY FOR OTHERS 49,744,996 IECEIVABLES FROM PARENT, SUBSIDIAWES AND AFFILATES 9,057,199 RETROACTIVE REINSURANCE RESERVE ASSUMED 863,430 )THER ASSETS 3,078,655 POLICYHOLDER DIVIDENDS 7,370,690 PROVISION FOR REINSURANCE 3,4161806 ADVANCE PREMIUM 1,327,119 PAYABLE FOR SECURI'T'IES 4,590,766 PAYABLE FOR SECURITIES LENDING 8,224,694 CEDED REINSURANCE NET PREMIUMS PAYABLE 28,084,142 ESCHEAT LABILITY 1,136,046 OTHER ACCRUED EXPENSES AND LIABILITIES 421,167 TOTAL LIABILITIES $ 2,190.576.190 CARTALSTOCK $ 6,480,000 PAID IN SURPLUS 433,803,750 OTHER SURPLUS 1,674,373,715 TOTAL SURPLUS TO POLICYHOLDERS $ 2,114.657,475 OTALASSETS $ 4,225,233805 1 TOTAL. LIABILITIES & SURPLUS $ 4 225 233 888 TATE OF CONNECTICUT ) ;OUNTY OF HARTFORD )SS, ATY OF HARTFORD I BICHAEL J. DOODY, BEING DULY SWORN, SAYS THAT HE IS SECOND VICE PRESIDENT, OF7RAVELERS CASUALTYAND SURETYCOMPANY OFAMENCA, NO THAT TO THE BEST OF HIS KNOWLEDGE AND BELIEF, THE FOREGOING IS A TRUE AND CORRECT STATEMENT OF TFIE FINANCIAL CONDITION OF SAID )OMPANY AS OF THE 31ST DAY OF DECEMBER, 2014, IUBSCRIBED AND SWORN TO BEFORE ME THIS 9TH DAY OF MARCH, 2015 QTA)� UB}1 r �Ia SECOND VICE PRESIDE 1r,&/ SUSAN M. WLISSI ZI)PR INolar}y pub1fo My Con'mWton Expire &November 30, 2017 23A -21 EM STATE OF PENNSYLVANIA. COUNTY OF MONTGOMERY On this 23rd day of February, 2016, before me came George D. Licci to me known, who, being by me duly sworn, did depose and say that he resides in Jamison, PA that be is Asst. Secretary of Asphmdh Constniction Corp. The corporation described in and which executed the forgoing instrument as principal; that he knows the seal of said corporation; that the seal affixed to said instrument is such corporate seal; that it was so axed by order of the Board of Directors of said corporation and the he signed his name thereto by like order Subscribed and sworn to me before this 23rd day of February, 2016 A.D. Notary : re Not Publi or K. Fuller a g y My commission expires: 1/29/17 Wz IMAM F1 DU t � 23A -22 No. 6616 $'rATE' OF CAi.1F011NIA SAN FRANCISCO Amended Certificate of'Authority THIS IS TO CERTIFY, 'That, pursuant to dre hrsunmee Code of timState of 0diforeda, Travelers Casualty atal Surety CmrtprUty of ?Inrertca of 11urrter�l, Coauecdclit, arganY_ad under the lams of Connorti nit, sabiect to its ^brides of facorporation or ether finultutanutl or;k >uni ^nttona( lineaments, Is hereby, authorized to transact within this Stone, subject to all prmiisioms of this Certtficaw, the fallowing chrsses of hisurmtco. Fire, tl9arine, Surety, Disability, Plate Glass, Liability, Workers' Compensation, Common Carrier Liability, Boller and Machinery, Burglary, Credit, Sprinkler, Team and Vehicle, Automobile, Aircraft, and Miscellaneous os sarh classes arc now or mov hereafter be defined in the hisrrrance Lairs of the,Strrre nfCofiro>rnia, THIS CF.R?1hiCATF is erprassip canditioned upon the holder hereofaow and horeafter being m full comphonce with ail, and not in violation of any, of the applicable lolls and lawful reryniremanr maele under nuthorim of the lain' ofthe S'kae of Califarula as dorg as such lams or regalreu enis are in effect and apnlicahie, Mid as saeh hn, s mid requirements now are, or nt,m herelffar be changed or amended, IN WITNESS WHEREOF, eflective as oj`ehe 1st day of Jtdy, 199 ?, l have hereunto set urr hand (11111 caused op' gdlianl saint as ba a„J+ iced dos 16th rigvof✓tnte, 1947, Fee 5912.00 Chuck Quackenbush ➢$IICJItCt CrtmntiSSinnuc Roe. No, Filed 5.,28,'97 BY Fitsoria S. S'idharr Lrretrrcu Certification 1. the undersigned bmwance Commissioner ofthe State of Calijarnia, aia hemh). certify that I hare rot¢m'ed the above Coln of Certificate gt'Awhorlry with the tlrplicrae ,forigmal now onfile in r:;p gljire, aril that the same is a frdl, ante, and carretrt tnarsaript thereof: and of the whole gfsaid duplicate, mad said C'ex'tiricatte of antlrwiq is tow tit ftd(forca and eiCect. IN IiTi NESS WHEREOF, 1h(we heratarto set for hand and caused my ni7acial scut to be a>J%lsed thin 3 /sr rfa } pf7Jacemher, 20117. ,Steve pohner Gmu'an�> C'ao,arissM�io' tt" C�c>d.s,G.r. D h1i.�a Pauline D. ImIrea 23A -23 CITY OF SANTA ANA PROPOSAL PROJECT NO,15.6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) LIST OF SUB - CONTRACTORS Section 4100 et. seq. of the Public Contract Cade requires listing of all subcontractors with the bid for all subcontract work exceeding the following amount; o Streets, highways including bridge projects: Mo of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: %% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIRT. BIDDER proposes to subcontract certain portions of the wont to the firms listed below "i Name �q .i0 W n( 6j: y- t r L�(am N me License # /Exp. `"1-3 S.a i Mc nse# /Exp. DIR Reg. # /Exp, o®o Ig!g DIR g. # /Exp. Lo €ation Saga r�a.s°x -. sr. T¢wr,,iidA..Locatio Phone U. *ZC��� Phone Type Of Work G rrZ S c` Type Of W k Amount $ ��,Obb' Amount .$ Name SL (�In�ttte,u.i� l liuv License # /Exp. -r—� DIR Reg. # /ExP. DIR Reg. # /Exp. Location 044� 4rl.,,u Oa,GO (2a, Location Phone 7J t ak4 0 ° 1,5,5 cr �° 4o Pho roe _ Type Of Work �AN k. _l�R 4wh type Of Work Amount $ c2/,000— � Amount$ Name License #/ERGS. Signaaure of Bidder TAP -14 Name License M Location N Phone Type Of Work Amount $ 23A -24 CITY OF SANTA ANA PROPOSAL PROJECT NO. 15-6828 Harbor Boulevard Corridor Traffic signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which BIDDER has performed similar work within the past three years. Q and Address of Owner, Name Contract Amount Narne and Address of owner, Name and Telepf Contract Arnount 3. person familiar with project, Tvoe of Work e Number of person 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, and telephone numbers of all brokers and sureties from whom BIDDER Intends to procure Insurance and bonds. BP -15 23A -25 23A -26 M P� s.m CFO' W In n Po TJ UO z w ::o a N •p 0'a w cr p w m �, ru w Ln �• m a m n a W 07 "mi � D W C7 O1 Co O O C7 O 0 O O O � O n• m m m ro o a o_ m ^v a 0 3 0 0 •" 0 3 m � m re Q 3 � ro a 2 C a pay. r pp N n Ott d w m N n n N n h a s—° d _y P1 m C �Gn 7 b O O m v S @ n m n' m n O Y re in H io w m 23A -26 M P� s.m CITY OF SANTA ANA PROPOSAL PROJECT NO. 15-6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) DDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIp jaR �� has performed Traffic Signal and Intelligent Transportation System (ITS) installation and /or modification in the past 5 yearn Name �fOwner. Name and Teleph . uxnbar of person familiar with project. C.A: � Contract Amount Type of Work pate Completed 2, Name and Address of owner. Name and Telephone Number of person familiar wit ,project. Contract Amount Type of Work prate Completed 3. Name and Address of owner. Name and Telephone Number of person familiar with project, Contract Amount Type of Work pate Completed The following are the names, addresses, and telephone: numbers of all brokers and suretles from whom BIDDER intends to procure insurance and bonds. RP -16 23A -27 ASPLUN DH TEE EXPERT' CO. 708 Blair Mill Road Willow Grove, PA 10000••1784 'rho above corporate headquartoro address should not he used for billing purposno. All Invoices andlor statements ehould to forwanled to the Individual regional offices who conducted buslauss With the vendor. CREDIT INFORMATION ORIGINATED: August, 1928 FEDERAL ID NUMBER: 23- 1277550 INCORPORATED: Deoember 26, 1945 DUNS NUMBER: 00- 791.1753 OFFICERS: George E. Graham, Jr., President Joseph P. Dwyer, Secretarylrreasurer TYPE OF BUSINESS: Vegetation management and right -of -way clearing for utility companies BANK REFERENCE: PNC Bank Credit Reference Department MS F6-F166.04 -9 4th Floor 8800 Tinicum Boulevard Philadelphia, PA '19153 TRADE REFERENCES: Sauthco Industries Inc, Atin.: Credit Dept- / Carolyn Grant 1840 East Dixon Boulevard Shelby, NC 28152 voice (800) 331 -7655 fax (704) 482 -1460 Altaic Industries, Inc. 210 Inverness Center Drive Birmingham, AL 35242 contact: Scott Reed voice (205) 980 -6878 fax II 408-8083 W.W, Grainger Inc. phone (847) 647 -2060 account# 865856645 MISCELLANEOUS: TOTAL EMPLOYEES: 33,000+ FAX NUMBER: (215) 749 -6191 EMAIL: pnc_credit_ investigations @pnc.com ACCOUNT MANAGER: Eric Hersom Relationship Manager Corporate Banking Husgvnrna Forest & Garden Co. 8335 Harris Comers Parkway Charlotte, NC 28269 voice (704) 597 -5000 fax (704) 599 -4307 Terax South Dakota Inc. Attri.: Sarah Corey 500 Oakwood Road Watertown, SD 57201 voice (605) 8843830 (Sarah C,) fax (605) 882 -5573 Dow AgroSciences LLC Indianapolis, IN httos : / /creditreference dow qqN. Customer Code: 00029267 Standard Register Arlene Avers, Supervisor Credit Services Team 600 Albany Street Dayton, CH, 45417 voice (937) 221 -1000 41 Years at Blair Mill Road location 23A -28 7P27/2015 CITY OF SANTA ANA PROPOSAL PROJECT NO. 15.6828 Harbor Boulevard Corridor Traffic Signal improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) NMCOLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) in accordance with Title 23 United States Cade Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or Indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non - collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to criminal prosecution. 9 1 :ib°3{i:LV State of 6 &M09RIPc Per. County of M... ontgomery 5 bscribed anV¢ sworn to (or affirmed) before me on this 2L day of 20Af,' by Hvlrr ezrn proved to me on the basis of satisfactory evidence to be the persons) o appeared before me 23A -29 CITY OF SANTA ANA PROPOSAL PROJECT NO. 15.6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) NON-g15 ;RIMINATION 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 plated 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 rr 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. S. 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 Contractors 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 BP -18 23A -30 CITY OF SANTA ANA PROPOSAL PROJECT NO, 15-6 828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) 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 carder unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 12246 of September 24, 1965, so that such provisions will be binding upon each s+.ibcontract 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. 6. 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; Gre or I.IO1n�an Tide; Vice iident Firm; Asplundh Construction Corp. Date; February 22, 2016 BP -I9 23A -31 CITY OF SANTA ANA PROPOSAL PROJECT Nei. 15.6928 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) STATEMENT REGAR7ING APPRENTICESHIP RECXIJIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: 1. Apply to the joint apprenticeship commlttee 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 apprentice, on the public work, in the some 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; Grego y Holman Title: Vice esident Firm: Asplundh Construction Corp. Date: February 22, 2016 mil 23A -32 CITE' OF SANTA ANA PROPOSAL PROJECT N0.15.5828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) 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 (25 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:® G ego o man Title: Vice silent Firm: Asplundh Construction Corp. Date: February 22, 2016 13P-21 23A -33 CITY OF SANTA ANA PROPOSAL PROJECT NO, 15 -6828 Harbor Boulevard Corridor Traffic signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) PUBLIC CONTRACT CODE SECTION 10162 CIUESTIONAIRE In conformance with Public Contract Code Section 1 0162, the BIDDER shall complete, tinder penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bldding 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 fallowing space. BP -22 23A -34 CITY OF SANTA ANA INSTRUCTIONS TO BIDDERS PROJECT NO. 15.6828 Harbor Boulevard Corridor Traffic Signal improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) INTENT OF PROPOSAL The purpose of this Proposal is to identify a Prime Contractor to enter into a contract with the City of Santa Ana, referred to as AGENCY, to complete the Work shown on the Contract Documents, PR P The Proposal shall be submitted in accordance with the Notice Inviting Bids and shall be accompanied by the following documents: 1. Bid Proposal 2, Bidder's Statement 8, Contractor's Licensing and Registration Statement 4, Prevailing Wage Compliance and Monitoring Statement 5, Ownership Affidavit 6. Bid Bond 7, List of Subcontractors 8, References 9. Additional References 10, Non - Collusion Affidavit 11, Non•0iscrimination Certlficote 11 Statement Regarding Apprenticeship Requirements 11 Statement Regarding "Anti - Kickback " Requirements 14. Public Contract Code Section 101652 Questionnaire The Proposal may be considered non - responsive if any of these documents or forms is not .................... included. The bid package shall be submitted as instructed in the Notice Inviting Bids, It is the BIDDER'S responsibility to ensure delivery of the Proposal to the location and prior to the bid opening hour stipulated in the Notice inviting Bids, Late Proposals will not be considered, CALIFORNIA STATE LABOR CODE As outlined In the Notice Inviting Bids, this project is subject to compliance monitoring and enforcement by the State of California Department of Industrial Relations, per Section 1771.4.a.1. BIDDERS are required to Inform themselves fully of the conditions relating to construction and labor under which the work will be performed. Any contract entered into pursuant to this notice will incorporate the provisions of the California State Labor Code, per Section 171.4,a.2, Contractors are required to post job site notices, as prescribed by regulation. av 23A -35 CITY OF SANTA ANA INSTRUCTIONS TO BIDDERS PROJECT NO. 15-6828 Harbor Boulevard Corridor Traffic Signal improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) EXAMINATION CIF CONTRACTIDOCUMENTS AND PRQJECT SITE BIDDERS shall satisfy themselves by personal examination of the work site, Contract Documents ncluding the Plans and Specifications (and by any other means as they believe necessary) as to the actual physical conditions, requirements, and difficulties under which work must be performed. DISCREPANCIES AND MISUNDERSTANDINGa No BIDDER shall at any time after submission of a proposal make any claim or assertion that there was any misunderstanding or lack of information regarding the nature or amount of work necessary for the satisfactory completion of the Job. Any errors, emissions, or discrepancies found in the Contract Documents including the Plans and Specifications shall be culled to the attention of the AGENCY as a Request for Clarification and addressed prior to the submission of bid proposals. REQUESTS FOR INTERPRETATION OF CONTRACT DOCUMENTS Requests for interpretation must be received at least five (5) working days prior to the bid opening date, The person submitting the request will be responsible for its prompt delivery. Any Interpretation or correction of the documents will be made only by an Addendum. DDEND All addenda issued during open bid advertisement period will be posted on the City of Santa Ana webslte and shall become part of the Contract Documents. Before submitting a Proposal, each BIDDER Is responsible to become self- informed as to whether or not addenda have been issued. It is the BIDDER's responsibility to notify the AGENCY regarding receipt of addenda. WITH DRA.WA1,_CSF PROPOSAL A Proposal may be withdrawn by submitting a written request signed by the BIDDER. Such requests must be delivered to the AGENCY'S Public Works Agency Executive Director prior to the bid- opening hour stipulated In the Notice Inviting Bids. Proposals may not be withdrawn after said hour without forfeiture of the proposal guarantee which shall remain in effect for 60 days after opening bids. The withdrawal of the bid proposal will not prejudice the right of the BIDDER to submit a new bid proposal, providing there is time to do so, or to submit a new bid proposal if the is a rebidding of the same project. BID PROTEST Any bid protest must be submitted in writing to Executive Director of Public. Works Agency, City of Santa Ana, 20 Civic Center Plaza M -21, Santa Ana, CA 92701 before 5;00 p.m. of the 5th business day following bid opening.. Bid protests sent via mail or overnight carrier must be received by the AGENCY by 5 :00 pm of the 5th business day following bid opening In order to v 23A -36 CITY OF SANTA ANA INSTRUCTIONS TO BIDDERS PROJECT NO. 15 -6828 Harbor Boulevard Corridor Traffic Signal improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) be deemed timely, Hand delivered protests must be provided to the receptionist in the City Hall Annex /Public Works Counter on the first floor of the City Hall Annex. a, The initial protest document shall contain a complete statement of the basis for the protest. b. The protest shall refer to the specific portion of the Contract Document which forms the basis for the protest. c. The protest shall include the name, address, and telephone number of the person representing the protesting party. d. The party filing the protest shall concurrently transmit a copy of the Initial protest document and any attached documentation to all other parties with a direct financial interest, which may be adversely affected by the outcome of the protest, Such parties shall include all other BIDDERS or proposers who appear to have a reasonable prospect of receiving an award depending upon the outcome of the protest. If staff Is aware a protest has been filed prior to the opening of bids, the AGENCY shall announce at bid opening who such parties shall be. e. Should a written bid protest be filed in a timely fashion, a protest hearing shall be held before the Executive Director of Public Works or designee by the 10th business day from receipt of protest. All interested parties may appear and offer testimony at this bid protest hearing. Formal rules of evidence shall not apply at this hearing, nor shall testimony under oath be required. The burden of proof shall be on the party submitting the protest to demonstrate that the staff's determination of proposed low BIDDER is arbitrary and capricious, or unsuppot ted by substantial evidence in the record. f, All BIDDERS are advised that if you challenge the AGENCY "s award of contract in court, you may be limited to raising only those issues you or someone else raised at the public _ . hearing described above, or in written correspondence delivered to the Executive Director of Public Works at or prior to the public hearing. g. The Executive Director of Public Works or designee will issue a written decision to the City Council on the protest, which shall also be promptly provided to all interested parties. if the Executive Director of Public Works or designee determines that a protest is frivolous, the party originating the protest may be determined to be irresponsible and that party may be determined to be Ineligible for future contract awards, h. The procedure and time limits set forth In this paragraph are mandatory and are the BIDDER's sole and exclusive remedy in the event of bid protest, and failure to comply with these procedures shall constitute a waiver of any right to further pursue the bid protest, Including filing a Government Code Claim or legal proceedings, vi 23A -37 CITY OF SANTA ANA INSTRUCTIONS TO BIDDERS PROJECT NO, 15 -5878 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) BID PROPOSAL The definitions for Bit! Items that are identified in the Bid Proposal farm are provided in Appendix A. The AGENCY will check each bid Item unit price and amount for all the bids submitted. In case of a discrepancy between the correct product of the quantity muitipiled by the unit price and the subtotal amount entered by the BIDDER, the correct unit price shall prevail and the product will be correctly accordingly. In case of a discrepancy between the correct sum of the individual subtotal amounts and the total bid amount entered by the BIDDER, the correct sum shall prevail, if a unit price is not legible or is missing, the amount for that contract bid item shall be divided by the quantity to arrive at the unit price. The bid total shall be corrected and the results shall be considered as representing the bidder's intention. Proposals in which the prices are obviously unbalanced may be rejected.. If a Bid contains discrepancies that make it difficult or impassible to determine the bidder's intention, then such Bid may be considered unresponsive, in which case the bid may be rejected, Tirne far Gorn�l tion Of Improvements and Li zrridated gamap5 The throe for completion of this project, and the liquidated damages amount when /if the tirne for completion is exceeded, is Included In the Bid Proposal Section of these Contract Documents. BIDDERS STATEMENT In accordance with Section 7028.15(e) of the Business and Professions Code, a licensed contractor shall not submit a bid to the public agency unless his or her contractor's license number appears clearly on the bid, the license expiration date is stated, and the bid contains a statement that representations made therein are made under penalty of perjury. Any bid not containing this Information or a bid containing information, which is subsequently false, .shall be considered non - responsive and shall be rejected by the public agency. Format for these statements are included In the Bid Proposal section of these Contract Documents. In accordance with the Section 3300 of the California Public Contract Code, the Agency has determined that the BIDDER shall possess a license in the classification specified in the Notice Inviting Bids. vii 23A -38 CITY OF SANTA ANA INSTRUCTIONS TO BIDDERS PROJECT NO, 15 -6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) OWNERSHIP AFFIDAVIT An Ownership Affidavit is required to be completed and submitted with the Bid Proposal, A form is provided in the Bid Proposal section of these Contract Documents. Pj;OPP�AL GUARANTY IBID BONDI Each bid shall be accompanied by a Proposal Guaranty as instructed In the Notice Inviting Bids. A sample Bid Bond is Included in the Bid proposal Section of these Contract Documents, LIST OF 59B- CONTRACTORS The State of California Public Contract Code requires listing of all subcontractors who intend to perform work which is Y, % of the bid or $10,000 (streets, highways and bridge projects), whichever is greater, or Y2 % of the bid (buildings, parks, or other projects). A form for this information Is provided in the Bid Proposal section of these Contract Documents. UFLuI ,5 /�1DiJi1 °ZONAL REFEftENCES BIDDER shall Include a list of three public agencies for which BIDDER has performed similar work within past three (3) years, and three public agencies for which BIDDER and /or his Subcontractor has performed similar work within the past five (5) years, A form for this information is provided in the Bid Proposal section of these Contract Documents. NQN- CQLLU5ION AFFIDAVIT In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106, the AGENCY shall require all bidders to execute and submit a non - collusion affidavit with the Bid Proposal. A copy of the Non - Collusion Affidavit is provided In the Bid Proposal section of these Contract Documents, NON-DISCRIMINATION CERTIFICATE Attention is directed to Section 1735 of the California Labor Code, as added by Chapter 643,. Statutes of 1939, which reads as follows: "No discrimination shall be made In the employment of persons upon public works because of the race, religious creed, color, national origin, ancestry, physical handicap, medical condition, marital status, or sex of such persons except as provided in Section 1420, and every contractor for Public Works violating this Section Is subject to all penalties Imposed for a violation of the Chapter." A copy of the Certification of Nondiscrimination by Contractors Is provided in the Bid Proposal section of these Contract Documents. wait 23A -39 CITY OF SANTA ANA INSTRUCTIONS TO BIDDERS PROJECT NO, 15 -6828 Harbor Boulevard Corridor "traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) STATEMENT REGARDING APPRbNTiCE51iIP RECIUIREMENTS Bidders shall be familiar with the requirements of Section 1777.5 of the California State Labor Code regarding employment of apprentices and shall submit a Statement Regarding Apprenticeship Requirements with the Bid Proposal. A copy of the Statement Is provided in the Bid Proposal section of these Contract Documents, STATEMENT REGARDING "ANTI- KICK - BACK" �ENTS Bidders shall be familiar with, and shall agree to comply with, the Copeland "Anti- Kickback" Act (18 USC 74) as supplemented In the Department of Labor regulations (29 CFR, Part 3), and shall submit a Statement Regarding "Anti- Kickback" Requirements with the Bid Proposal. A copy of the Statement is provided in the Bid Proposal section of these Contract Documents. CONSTRUCTION CONTRACT AGREEMENT, BONDS & INJQ ANCE The Construction Contract Agreement is included in the project Contract Documents as Appendix B, Sample Bonds are included as Appendix C, and Insurance Requirements are included as Appendix D, Following authorization by City Council to award a Construction Contract, written notification will be given by the AGENCY to the successful BIDDER who will, within ten (10) business days, submit to the Agency the completed and signed Construction Contract Agreement, a Faithful Performance Bond, a Materlals and Labor Bond, and evidence of Worker's Compensation Insurance, Failure to execute a contract and submission of acceptable bonds and insurance as provided herein within the time limit above may be just cause for the annulment of contract award and the forfeiture of the bid proposal guarantee. No contract shall be binding upon the AGENCY until it has been completely executed by the Contractor, approved by the City Attorney, and executed by the AGENCY. After the AGENCY executes the Contract and approves the bonds and certificates of liability insurance, the AGENCY will send the successful BIDDER a copy of the fully executed Construction Contract Agreement, RETURN OF PROPOSAL GUARANTIES Within ten (10) days after the award of the contract, the AGENCY will return the proposal guaranties, other than Bid Bonds, except any guaranties that have been forfeited. in 23A -40 W0 z It O m N fC �W h ti n U I: „ o E 4 - U 0 23A -41 C5° Q 4.• -rR�.- U is J I 4� �,a 23A -42 CITY OF SANTA ANA EXHIBIT 3 APPENDIX B: Construction Contract PROJECT NO, 15 -6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) This CONSTRUCTION CONTRACT is made and entered into this 19th day of April, 2016, by and between the CITY OF SANTA ANA, CALIFORNIA, a charter city and municipal corporation organized and existing tinder the Constitution and laws of the State of California, hereinafter referred to as "CITY" and Asplundh Construction Corp,, hereinafter referred to as "CONTRACTOR ". WITNESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the Project No.15-6828, Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project), hereinafter referred to as the "Work of Improvement ", identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents," as defined, by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids + Information to Bidders • Bid Proposal • Bid Bond • Contract Form « Contract Bonds • General Provisions • Special Provisions • Project Plans • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3, CITY agrees to pay and CONTRACTOR agrees to accept in Rill payment to complete the Work of Improvement the sum total amount not to exceed $1,170,984, as set forth and identified in the BID PROPOSAL, which is attached hereto and incorporated herein as Exhibit "A ". The BID PROPOSAL contains a schedule of unit price(s) or lump sum(s) based on approximate quantities only, and the City does not expressly or by implication agree that the actual amount of work will correspond therewith, but reserves the right to increase or decrease the amotmt of any class or portion of the wort, or to omit portions of the work as may be deemed necessary or advisable. Page 1 of 3 23A -43 CITY OF SANTA ANA APPENDIX B: Construction Contract PROJECT NO, 15 -6828 Harbor Boulevard, Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) 4. CONTRACTOR agrees to complete the Work of Improvement within the time specified in the Time for Completion of Improvements section of the BILL PROPOSAL (Exhibit "A ") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5, The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the Work of Improvement a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100 %) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100 %) of the Contract price to guarantee payment of all claims for labor and materials fitrnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. . 7. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance, For projects tip to $500,000, the Warranty Bond amount shall be the greater of $10,000 or 20% of the final contract price. For project above $500,000, the Warranty Bond amount shall be the greater of $100,000 or 10% of the final contract price. . s. CONTRACTOR, shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY, // Page 2 of 3 23A -44 CITY OF SANTA ANA APPENDIX B: Construction Contract PROJECT NO. 15 -6828 Harbor Boulevard Corridor Traffic Signal Improvements (as part of Harbor Blvd Traffic Signal Synchronization Project) IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: MARIA D. HUIZAR APPROVED AS TO FORM: SONIA R. CARVALHO City Atto ey BY se Sandoval 1 'ef Assistant City Attorney CITY OF SANTA ANA: DAVID CAVAZOS Clerk of the Council City Manager RECOMMENDED FOR APPROVAL: Fred Mousavipour Executive Director, Public Works Agency CONTRACTOR: Asplundh Constriction Corp. By Title Page 3 of 3 23A -45 23A -46 COST ANALYSIS PROJECT NO. 15 -6828: HARBOR BOULEVARD CORRIDOR TRAFFIC SIGNAL IMPROVEMENTS (AS PART OF HARBOR BLVD TRAFFIC SIGNAL SYNCHRONIZATION PROJECT) Construction Contract $1,170,984 Contract Administration $25,378 Inspection and Testing $44,942 Contingencies $116,896 TOTAL ESTIMATED CONSTRUCTION COSTS $1,358,200 Exhibit 4 23A -47 23A -48 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: EMERGENCY SOLUTIONS GRANT PROGRAM FUNDING FOR FY 2016 -2017 (STRATEGIC PLAN NO. 5,6) CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _0•:♦ Q As Recommended 0 As Amended ❑ Ordinance on 1't Reading ❑ Ordinance on 2 "d Reading [] implementing Resolution M Set Public Hearing For CONTINUED TO FILE NUMBER 1. Approve the Fiscal Year 2016 -2017 Emergency Solutions Grant Program funding allocation. 2. Authorize the City Manager and the Clerk of the Council to execute a memorandum of understanding with the Santa Ana Police Department and agreements with non - profit organizations and /or sub - recipients awarded funds as part of the approved program in the amount of $489,202 for a term beginning July 1, 2016 through June 30, 2017, subject to non - substantive changes approved by the City Manager and City Attorney. COMMUNITY REDEVELOPMENT AND HOUSING COMMISSION RECOMMENDATION At its Regular Meeting on March 23, 2016, the Community Redevelopment and Housing Commission (CRHC) recommended the approval of the Fiscal Year 2016 -2017 Emergency Solutions Grant Program funding allocation by a vote of 5:0 (A. Garcia absent). DISCUSSION The Emergency Solutions Grant (ESG) Program is designed to assist sheltered and unsheltered homeless individuals, as well as those at risk of homelessness, and provide the services necessary to help those individuals to quickly regain stability in permanent housing after experiencing a housing crisis and /or homelessness. The U. S. Department of Housing and Urban Development (HUD) has changed the program's focus from addressing the needs of homeless in emergency or transitional shelters to assisting people to regain stability in permanent housing. In 2015, an Orange County ESG Collaborative was created between the cities of Anaheim, Santa Ana and Garden Grove, In January 2016, the Collaborative released a combined ESG Notice of Funding Availability (NOFA) to support the Orange County Continuum of Care's goal to end homelessness. The NOFA aligned values and priorities to create maximum impact and to 25A -1 Emergency Solutions Grant Funding for Fiscal Year 2016 -2017 April 19, 2016 Page 2 leverage funds. While funding recommendations were made collaboratively, ESG funds will be used to provide eligible activities within each jurisdiction for which they are funded. Orange County's Continuum of Care coordinator, 2 -1 -1 Orange County, notified all homeless service providers of the Notice of Funding Availability on behalf of each city. In addition, each city posted the application on their individual websites. Fifteen organizations submitted proposals with funding requests totaling over $1,523,100 (Exhibit 1). Of this amount, $626,200 was requested specifically for organizations in the City of Santa Ana. On February 17, 2016, the Orange County ESG Collaborative along with commissioners from the three cities reviewed and rated all applications. Along with the required documentation requested in the NOFA, the following evaluation criteria was used: 1) Prior experience implementing an ESG program; 2) Performance history with the City's ESG Program; 3) A proposed funding request that conforms to HUD's categorical spending caps; 4) The ability to leverage other homeless assistance funds; 5) Provision of robust supportive services and a demonstrated record of helping homeless families (or individuals) achieve stability. The CRHC's recommendations for funding from the City of Santa Ana for Fiscal Year 2016 -2017 is provided as Exhibit 2. A template of the grant agreement that will be executed after approval of this item by City Council is provided as Exhibit 3. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #6 (Focus projects and programs on improving the health and wellness of all residents). FISCAL IMPACT Funds will be budgeted and available in the Emergency Solutions Grant account (no. 13518785 - various) upon execution of a grant agreement between the City and HUD and adoption of the FY 2016 -17 annual budget. It is anticipated that the full allocation of ESG funds in the amount of $489,202 will be expended in FY 2016 -17. APPROVED AS TO FUNDS AND ACCOUNTS: Robert Cortez ,•-m Francisco Gutierrez Special Assistant to the City Manager Executive Director City Manager's Office Finance and Management Services Agency Exhibits: 1. Orange County Collaborative Requests 2. Santa Ana ESG Allocation Recommendations 3. Emergency Solutions Grant Agreement Template 25A -2 Ll Ll Ll Ll Ll Ll Ll Ll D D D D D D D D D D p > j A m m m m m m s° m m w v w > d w w w ry ry w w >>> m m m m D D D D D D D D D D D D 3 3 3 3 3 3 3 3 2 N N N N N N N R T O O E 3^ o u n m M C 7 N W n o w £ c c o c s O= c s n C C. m m p i � n a m n > m o i_ o c a a 0 o $ 8 8$ 8 0 0 08 8 $ $ 8 $$ 0 0 0 o a o 0 0 0 0 A A A a v Vi N N+ N t{A W O W N J Y W N O A O W J W gOg k N O N O O N N 0-- V O O O O J O O O O In OpW O N O O N O T S 88 E g g Q O a O O O O Li o mY - O ,O O O In In A N N lOU � S lmn O b Y N b N N 0o g o o S g g g g N A O O A H H H W w I O D O O A p O 00 O O g1S8O 8 O O O O 80 O 'O O a V,NNNUNN Vr NNNNNN N N N O r W °I O O O N O t/i O N In O O O 1n O O N W In O O A O O 1n °� O O O m O O O O S O O W O O O O O O S O O O O O O O O S S S O S 8 S S S S S 0 8 o S S 8 0 0 0 0 0 0 0 0 0 0 8 0 0 0 0 0 0 0 0 EXHIBIT 1 25A -3 ��FRgpFRgn'K /N "Alt TRFF7p,._ H �Od /g 0 'TPer//o °se/ro /y UNFIT ER pPFRAr /pNs 'Oa /s ost Re' O/d Np RF FN%p N pOd /y n °StP P4P erNN /pR F N pNs /NG 'oa /s :ost PerNooseh.1d Yryt /9 rpT .qt "touelT 1 r D O n i A oo N O N O O I a o O O O O EXHIBIT 2 25A -4 m t O m 3r 3 V 2 � D O Z 2 O o N O to T Q N v< N~ •*n3 2 o 0 C i C p N T O VI N b W N N N Iv O r T A TO W A N N N lA A O A VI N Ol A rd/ Ol Ol � O N O to N W In O 0 O 0 A to O 0 O 0 to 0 O 0 O O d 0 r o 0 o 0 o 0 o 0 0 C 0 G 0 C 0 G o O 0 O 0 0 W 000000000000 ^T`'�e 94, v. T6, j)PSt A F+ A F+ N N W W w W N N to O 00 0 O S S S S S S o SSS SS 0 w w r w O 0 N oo w oo F A9FGF,�FJJ, 2 V W A W (A O 9 Q °0 00 0o /09 F yOL v s�2 N N W W Vt (1j O Ut N O `rT S 0 0 O TO LT,p v. 0 0 0 0 0 0 �f 0 0 O dtd w A N N W M O 0 0 O w 0 N 0 0 0 O O T to O oo O 00oor O O 0o0o0 o o O O O ff0 . 0 0 0 w 0 0 0 0 0 q! u:0 , 000 o o 000 0o EXHIBIT 2 25A -4 m t O m 3r 3 V 2 � D O Z EMERGENCY SOLUTIONS GRANT SUBRECIPIENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND NAME OF SUBRECIPIENT (24 CFR Parts 91 and 576) THIS GRANT AGREEMENT, is hereby made and entered into this day of , 2016, by and between the City of Santa Ana, a charter city and municipal corporation of the State of California, herein called the "CITY ", and NAME OF SUBRECIPIENT, a California nonprofit organization, herein called the "SUBRECIPIENT ". RECITALS: I. The CITY is the recipient of Emergency Solutions Grant ( "ESG ") funds from the United States Department of Housing and Urban Development ( "HUD "), pursuant to subtitle B of title IV of the McKinney -Vento Homeless Assistance Act [42 U.S.C. 11371- 11378], for the rehabilitation or conversion of buildings for use as emergency shelter for the homeless, for the payment of certain expenses related to operating emergency shelters, for essential services related to emergency shelters and street outreach for the homeless, and for homelessness prevention and rapid re- housing assistance. Catalogue of Federal Domestic Assistance ( "CFDA ") 14.231 and Federal Award Identification Number (FAIN) E- 16 -MC -06 -0508. 2. The CITY has approved the provision of federal funds under the ESG to be used in the operation of an emergency solutions program ( "program ") for the homeless or at -risk of homelessness of the City of Santa Ana as further described by Exhibit A, Scope of Work, attached hereto and by this reference incorporated herein. 3. The SUBRECIPIENT represents that it has the requisite qualifications, expertise, and experience in the provision of emergency solutions programs for the homeless or at -risk of homelessness and is willing to use said federal funds to operate said program. 4. The SUBRECIPIENT agrees to assist individuals and families that are homeless or at risk of homelessness in obtaining appropriate supportive services including, but not limited to: temporary and permanent housing, relocation and stabilization services, rapid re- housing assistance, medical and mental health treatment, counseling supervision, and other services essential for achieving independent living, as well as other federal, state, local and private assistance available for such individuals. 5. The SUBRECIPIENT has agreed to be reimbursed for the above services in an amount not to exceed in grant funding. 6. This AGREEMENT is contingent upon the award of Emergency Solutions Grant funds from the United States Department of Housing and Urban Development. 7. The CITY and the SUBRECIPIENT have duly executed this AGREEMENT for the expenditure and utilization of said funds. NOW THEREFORE, it is agreed by and between the parties that the foregoing Recitals are a substantive part of this AGREEMENT and the following terms and conditions are approved and together with all exhibits and attachments hereto, shall constitute the entire AGREEMENT between the CITY and the SUBRECIPIENT: EXHIBIT 3 25A -5 1. SCOPE OF PROGRAM A. General Administration The SUBRECIPIENT agrees to implement this activity as set forth in detail in Exhibit A, Scope of Work, which shall provide a description of each activity, including the services to be performed, the person or entity providing the service, the estimated number of recipients of the service, and the manner and means of the services. B. Levels of Accomplishment — Goals and Performance Measures The SUBRECIPIENT shall be responsible to accomplish the levels of performance as set forth in Exhibit A and report such measures quarterly to the CITY. If the SUBRECIPIENT estimates such goals will not be met, the SUBRECIPIENT is to contact the CITY, at which time the CITY will determine if any adjustments to the grant award is appropriate. C. Staffine The SUBRECIPIENT shall ensure adequate and appropriate staffing is allocated to each ESG activity. Nothing contained in this AGREEMENT is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer /employee between the parties. II. TERM OF AGREEMENT This AGREEMENT shall take effect on July 1, 2016, and shall terminate on June 30, 2017, unless otherwise cancelled or modified according to the terms of this AGREEMENT. III. DISBURSEMENT AND FUNDS The City was allocated in Emergency Solutions Grant funds under the McKinney -Vento Homeless Assistance Act for fiscal year 2016 -2017 from the Department of Housing and Urban Development. CITY agrees to pay to SUBRECIPIENT when, if and to the extent federal funds are received under provisions of the Act a sum not to exceed $ for SUBRECIPIENT'S performance in accordance with the Budget attached hereto as "Exhibit B" during the period of this Agreement. Said sum shall be paid after CITY receives invoices submitted by SUBRECIPIENT as provided hereinabove. A. Amount and Exnenditure End Date The CITY agrees to reimburse the SUBRECIPIENT a maximum amount not to exceed from Emergency Solutions Grant (ESG) funds, as outlined in Exhibit B, Final Budget, and such funds shall be expended by the SUBRECIPIENT on or before June 30, 2017. SUBRECIPIENT has the ability to adjust line item amounts in the Budget with the written approval of the CITY's Executive Director of the Community Development Agency, so long as the total Budget amount does not increase. B. Invoicing Procedures The SUBRECIPIENT shall submit quarterly invoices (on or before the 15" day of October, January, April, and July) in a form prescribed by the CITY, detailing such expenses. Such schedule may be modified with the approval of the CITY. 25A -6 C. Pa= Payment is subject to the receipt and approval of such invoices and quarterly activity reports, as hereinafter more fully set forth below under Reporting, with the final payment subject to the satisfaction of the condition precedent of submittal of complete invoicing and reporting information due on or before July 15 of the applicable funding year. The CITY shall pay such invoices within thirty (30) days after receipt thereof, provided the CITY is satisfied that such expenses have been incurred within the scope of this AGREEMENT and that the SUBRECIPIENT is in compliance with the terms and conditions of this AGREEMENT, The thirty (30) day period will discontinue if the reimbursement request is determined to be incomplete and will restart the thirty day timeline once the remaining required elements have been submitted. Failure to provide any of the required documentation and reporting will cause the CITY to withhold all or a portion of a request for reimbursement until such documentation and reporting has been received and approved by the CITY. D, Use of Funds The SUBRECIPIENT agrees to use said funds pursuant to this AGREEMENT to pay for necessary and reasonable costs allowable under federal law and regulations to operate said program only. Said amounts shall include and will be limited to, street outreach, emergency shelter, homelessness prevention, rapid re- housing assistance, housing relocation and stabilization services, short -term and medium -term rental assistance, and Homeless Management Information Systems ( "HMIS ") data contribution as set forth in 24 CFR § 576.101 -- § 576.107. Allowable program costs are detailed in the Budget, as set forth in Exhibit B, attached hereto and by this reference incorporated herein. The SUBRECIFIENT'S failure to perform as required may, in addition to other remedies set forth in this AGREEMENT, result in readjustment of the amount of funds the CITY is otherwise obligated to pay to the SUBRECIPIENT pursuant to the terms hereof. The SUBRECIPIENT agrees that the homeless shelter /services under said program shall be available for the entire period during which said funds are provided. E. Condition of Puncl:ine (1) The CITY advises the SUBRECIPIENT that a significant change in entitlement funding may result in a. change in the current process utilized by the CITY to determine funding allocations. The SUBRECIPIENT' acknowledges that the obligation of the CITY is contingent upon the availability of Federal, State or Local government funds, which are appropriated or allocated for the payment of such an obligation. If funding levels are significantly affected by Federal budgeting or if funds are not allocated and available for the continuance of the function performed by the SUBRECIPIENT, this AGREEMENT may be terminated by the CITY at the end of the period for which finds are available. At the earliest opportunity, the CITY shall notify the SUBRECIPIENT of any service which may be affected by a shortage of hinds. No penalty shall accrue to the CITY in the event this provision is exercised and the CITY shall not be liable for auy damages as a result of termination under this provision of this AGREEMENT. Nothing herein shall be construed as obligating the CITY to expend funds in excess of appropriations authorized by law. (2) The SUBRECIPIENT shall allow representatives of the CITY or HUD to inspect facilities which are used in connection with the AGREEMENT or which implement programs funded under this AGREEMENT, F. Matching The SUBRECIPIENT is required to make matching contributions to supplement the ESG program in an amount that equals or exceeds the amount of ESG funds provided by HIJD through the CITY. Such contributions shall be entirely consistent with the Matching Requirements as outlined by 24 CFR § 576.201. The anticipated source and 25A -7 amount of all matching funds contributed by the SUBRECIPIENT will be enumerated in Exhibit B, Final Budget. G. Program Income (1) Definition. Program income means, as provided by 2 CFR 200.80, gross income received by the SUBRECIPIENT directly generated by a grant supported activity, or earned only as a result of the grant agreement during the grant period. For purposes of ESG, program income will also include any amount of a security or utility deposit returned to the SUBRECIPIENT. (2) Use. The SUBRECIPIENT shall use all income received from said fiords only for the same purposes for which said funds may be expended pursuant to the terms and conditions of this AGREEMENT. (3) Counts toward Matching, Costs paid by program income may count toward meeting the matching requirements, provided the costs are eligible ESG costs that supplement the program. H. Separation of Accounts All funds received by the SUBRECIPIENT from the CITY pursuant to this AGREEMENT shall be maintained separate and apart from any other funds of the SUBRECIPIENT, or of any principal or member of the SUBRECIPIENT, in an account (the "Account ") at a federally insured banking or savings and loan institution with record keeping of such Accounts maintained pursuant to applicable legal requirements. The SUBRECIPIENT shall keep all records of the Account in a manner that is consistent with generally accepted accounting principles. No monies shall be withdrawn from the Account except for expenditures relating to essential services, homeless prevention, and/or operations costs, as authorized hereunder. All disbursements from the Account shall be for obligations incurred in the performance of this AGREEMENT and shall be supported by contracts, invoices, vouchers, and other data, as appropriate, evidencing the necessity of such expenditure. The CITY may withhold payment allocation requests if the SUBRECIPIENT fails to comply with the above requirements until such compliance is demonstrated. Expenditure of Funds Much like how HUD requires the CITY, pursuant to 24 CFR 576.203, to expend all of the grant funds for eligible activity costs within 24 months after the date that HUD signs the grant agreement with the CITY, it is a requirement for the SUBRECIPIENT to expend all of the grant finds for eligible activity costs within the aforementioned period. For the purposes of this paragraph, expenditure means either an actual cash disbursement for a direct charge for a good/service or an indirect cost, or the accrual of a direct charge for a good/service or an indirect cost. Faflre to expend said funds within said timeframe can result in a reallocation of funds. J. Prohibited Use (1) Generally. The SUBRECIPIENT hereby certifies and agrees that it will not use funds provided through this AGREEMENT to pay for meals for persons other than those identified as homeless or at risk of homelessness. Said funds shall not be used for entertaiarnent purposes or for gifts. The SUB'RECIPIENT certifies that it will not use said finds for illegal or dishonest conduct, rather, fund use will remain in compliance with all applicable federal, state, and local laws, including applicable laws not outlined in this AGREEMENT. (2) Lobbying. The SUBRECIPIENT certifies and agrees that it will comply with federal law (31 U.S.C. 1352) and regulations found at 24 CFR Part 87, which provide that no appropriated funds may be expended by the recipient of a federal contract, grant, loan, or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency, Member of Congress, or an officer or employee of a Member of 25A -8 F0 V Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. The SUBRECIPIENT shall sign a certification to that effect in a form as set forth in Exhibit C, attached hereto and by this reference incorporated herein. The SUBRECIPIENT shall submit said signed certification to the CITY prior to performing any of its obligations under this AGREEMENT and prior to any obligation arising on the part of the CITY to pay any stuns to the SUBRECIPIENT under the terms and conditions of this AGREEMENT. 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 a "Disclosure Form to Report Lobbying," in accordance with its instructions (see Exhibit D). NOTICES The SUBRECIPIENT and the CITY agree that all notices required by this AGREEMENT shall be made in writing and delivered via mail (postage prepaid); commercial courier; personal delivery; or sent by facsimile or other electronic means (provided that receipt is confirmed). Any notice delivered or sent as aforesaid shall be effective on the date of delivery or sending. All notices and other written communications under this AGREEMENT shall be addressed to the individuals in the capacities indicated below, unless modified by subsequent written notice. Communication and details concerning the AGREEMENT shall be delivered to the office of, and directed to, the following representatives: CITY: Terri Eggers Sr. Community Development Analyst City of Santa Ana Community Development Agency (M -25) 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 -1988 (714) 647 -5378 (714) 647 -6549 FAX t eggers @ s ant a -ana, org GENERAL CONDITIONS A. Coordination with Continuum of Care SUBRECIPIENT: [Name] [Title] [SUBRECIPIENT Name] [SUBRECIPIENT Name] [Address] [Address] [City, State, ZIP] [Telephone#] [Fax##] The SUBRECIPIENT must work with the Continuum of Care ( "CoC ") to ensure the screening, assessment, and referral of program participants are consistent with the CITY's written standards for providing ESG assistance as described in its consolidated plan. The SUBRECIPIENT must keep documentation evidencing the use of, and written intake procedures for, the centralized or coordinated assessment system(s) developed by the CoC in accordance with the requirements established by I-IUD. See 24 CFR 576.400. 25A -9 B. Evaluation of Program Participants Eligibility and Needs The SUBRECIPIENT must conduct evaluations and re- evaluations to determine the eligibility of each individual or family's eligibility for ESG assistance in accordance with 24 CFR 576.401, C. Tenlunatine Assistance If a program participant violates program requirements, the SUBRECIPIENT may terminate the assistance in accordance with a formal process established by the SUBRECIPIENT that recognizes the rights of individuals affected. See 24 CFR 576.402 D. Shelter and Housing Standards The SUBRECIPIENT certifies that shelters and housing supported by ESG funds and used by ESG beneficiaries will conform to 24 CPR 576.403, E. Homeless Involvement The SUBRECIPIENT certifies that it will involve, to the maximmn extent practicable, homeless individuals and families in constructing, renovating, maintaining, and operating facilities assisted under the ESG program, and in providing services for occupants of these facilities. See 24 CFR 576.405(c) and 42 USC 11375(d). F. Independent Contractor Nothing contained in this AGREEMENT is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer /employee between the parties. The SUBRECIPIENr and its subcontractors shall at all times remain independent contractors with respect to the services to be performed under this AGREEMENT. The CITY shall be exempt from payment of any Unemployment Compensation, FICA, retirement, life and /or medical insurance and Workers' Compensation Insurance as the SUBRECIPIENT is an independent contractor. G. Subcontracts (1) Content Requirements. The SUBRECIPIENT will include all relevant provisions of this AGREEMENT in all subcontracts entered into as part of the activities undertaken in furtherance of this AGREEMENT and will take appropriate action pursuant to any subcontract upon a finding that the subcontractor is in violation of regulations issued by any federal agency. The SUBRECIPIENT will not subcontract with any entity where it has notice or knowledge that the latter has been found in violation of regulations imder 24 CFR Part 135 (Economic Opportunities for Low- and Very Low - Income Persons) and will not allow any subcontract unless the entity has first provided it with a preliminary statement of ability to comply with the requirements of these regulations. (2) Submission to the CITY. The SUBRECIPIENT must submit all subcontracts and other agreements that relate to this AGREEMENT to the CITY. 25A -10 H, Licensin¢ The SUBRECIPIENT agrees to obtain and maintain all required licenses, registrations, accreditation, and inspections from all agencies governing its operations. The SUBRECIPIENT shall ensure that its staff and subcontractors shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing the SUBRECIPIENT's operations hereunder. Such licensing requirements include obtaining a City business license, as applicable. I. Responsibilities Toward Employee The SUBRECIPIENT accepts full responsibility for payment of any and all unemployment compensation, insurance premiums, workers' compensation premiums, income tax withholdings, social security withholdings, and any and all other taxes or payroll withholdings required for all employees engaged in the performance of the work and activities authorized by the AGREEMENT. The SUBRECIPIENT accepts full responsibility for providing workers with proper safety equipment and taking any and all necessary precautions to guarantee the safety of workers or persons otherwise affected. J, Insurance and Bonding (1)Gencrally. The SUBRECIPIENT shall maintain liability and property insurance to cover actionable legal claims for liability or loss which are the result of injury to or death of any person, or damage to property (including property of Grantee) caused by the negligent acts or omissions, or negligent conduct of the SUBRECIPIENT, its employees, agents or subcontractors, to the extent permitted by law, in connection with the activities pursuant to this AGREEMENT. The SUBRECIPIENT shall comply with the bonding and insurance requirements of 2 CFR 200.427, and 2 CPR 200.447. The SUBRECIPIENT shall undertake self-insurance, or shall obtain, at its sole cost, a policy or policies of commercial general liability insurance, or equivalent form. Such insurance shall: (1) name the City of Santa Ana, its officers, agents, employees and volunteers as additional insureds; (2) be primary with respect to insurance or self - insurance programs maintained by the CITY; (3) contain standard separation of .insureds provisions; and (4) give to the CITY prompt and timely notice of claim made or suit instituted arising out of the SUBRECIPIENT's operations hereunder. (2) Limits. The SUBRECIPIENT shall maintain, at all times, the following minimum levels of Insurance, and shall, without in any way altering its liability, obtain, pay for, and maintain insurance for the coverages and amounts of coverage not less than those set forth below: a. Workers' Compensation. Amount must comply with State and Federal Laws b. Comprehensive General Liability. $1,000,000 combined single limit of liability for bodily injuries, death, and property damage resulting from an.y one occurrence, including the following coverages: Premises and Operations; and 25A -11 ii. Broad Form Commercial General Liability Endorsement to include blanket contractual liability (specifically covering, but not limited to, the contractual obligations assumed by the SUBRECIPIENT); Personal Injury (with employment and contractual exclusions deleted); and Broad Form Property Damage coverage. c. The SUBRECIPIENT's self insured retention or deductible per line of coverage shall not exceed $25,000 without the permission of the CITY. (3) Proof of Insurance. The SUBRECIPIENT shall furnish the CITY's Clerk of the Council with an insurance certificate from insurance carrier certifying that it carries such insurance and that the policy shall not be canceled nor the coverage reduced except upon thirty (30) days prior notice to the CITY. The SUBRECIPIENT shall, prior to exercising any right under this AGREEMENT: a. furnish properly executed certificates of insurance and additional insured endorsement to the CITY which shall clearly evidence all coverage required above; b. provide that such insurance shall not be materially changed or terminated except on thirty (30) days prior written notice to the CITY; c. maintain such insurance for the period covered by this AGREEMENT; and d. replace such certificates for policies expiring prior to the expiration of this AGREEMENT. (4) Company Rating. All insurance coverage shall be written with a company having an A.M. Best Rating of "A' or better and financial size of VIII or larger. (5) Failure to Comply. In the event of any failure by the SUBRECIPIENT to comply with these provisions, the CITY may, after notice to the SUBRECIPIENT, suspend the program for cause until there is full compliance. K. Zocung, The SUBRECIPIENT agrees that any facility /property used in furtherance of said program shall be specifically zoned and permitted for such use(s) and activity(ies). Should the SUBRECIPIENT fail to have the required land entitlement and/or permits, thus violating any local, state, or federal rules and regulations relating thereto, the SUBRECIPIENT shall immediately make good -faith efforts to gain compliance with local, state, or federal rules and regulations following written notification of said violation(s) from the CITY or other authorized citing agency, The SUBRECIPIENT shall notify the CITY immediately of any pending violations. Failure to notify the CITY of pending violations, or to remedy such known violation(s), shall result in termination of grant funding hereunder. The SUBRECIPIENT must make all corrections required to bring the facility /property into compliance with the law within sixty (60) days of notification of the violation(s); failure to gain compliance within such time shall result in termination of grant fuunding hereunder. L. Displaccment and Relocation. The SUBRECIPIENT must assure that it has talcen all reasonable steps to minimize displacement of persons. Relocation must be consistent with requirements as set forth in 24 CFR § 576.408. 25A -12 M. Provisions Required by Law Deemed Inserted. Each and every provision of law and clause required by law to be inserted in this contract shall be deemed to be inserted herein and the AGREEMENT shall be read and enforced as though it were included herein, and if through mistake or otherwise any such provision is not inserted or correctly inserted, then upon the application of either party the contract shall forthwith be physically amended, to malce such insertion or correction. VI. ASSURANCES AND CERTIFICATIONS A. Non - Profit Status The SUBRECIPIENT certifies that: (1) The SUBRECIPIENT is a duly organized and existing non - profit corporation in good standing and authorized to do business under the laws of the State of California and in possession of required non - profit status under the United States Internal Revenue Code [for example, 26 USC § 501(c)(3)]. The SUBRECIPIENT has full right, power, and lawful authority to accept the funding hereunder and to undertake all obligations as provided herein and the execution, performance, and delivery of this AGREEMENT by the SUBRECIPIENT has been fully authorized by all requisite actions on the part of the SUBRECIPIENT. (2) If the SUBRECiPIENT's non - profit status changes at anytime during this AGREEMENT, it will advise the CITY within 15 days. (3) If the SUBRECIPIENT is a private non- profit, it hereby agrees that the members of its Board of Directors will receive no compensation, directly or indirectly, other than reimbursement for expenses, from any funds generated from or because of the ESG program, for their services. (4) As a non - profit, the SUBRECIPIENT aclmowledges that administration of its operation and services are subject to the requirements as established in 2 CFR 200. B. Adherence to Federal, State, and Local Laws and Regulations (1) General. The SUBRECIPIENT agrees to comply with all requirements of the ESG program and applicable cross - cutting Federal, State, and Local requirements. (2) Economic Opportunities for Low- and Very Low- income Persons, The SUBRECIPIENT shall ensure that employment and other economic opportunities generated by the Program shall, to the greatest extent feasible, be directed to low- and very low- income persons, particularly those who are recipients of government assistance for housing. Section 3 of the Housing and Urban Development Act of 1968, 12 U.S.C. 1701u, and regulations at 24 CFR part 135 apply, except that homeless individuals have priority over other Section 3 residents in accordance with § 576.405(c). (3) Civil Rights, The SUBRECIPIENT agroes to comply with Title VI of the Civil Rights Act of 1964, as amended, Title VIII of the Civil Rights Act of 1968, as amended, Section 109 of the Title I of the Housing and Commtmity Development Act of 1974, Section 504 of the Rehabilitation Act of 1973, the Americans with Disabilities Act of 1990, the Age Discrimination Act of 1975, and 41 CFR Chapter 60. (4) Nondiscrimination and Equal Employment Opportunity, During the performance under this AGREEMENT, the SUBRECIPIENT shall not discriminate against any employee or applicant for employment 25A -13 based on race, color, creed, religion, sex, age, handicap, disability, ancestry, national origin, marital status, familial status, sexual orientation, or any otherbasis prohibited by applicable law. The SUBRECIPIENT shall take affinnative action to ensure that all applicants and employees are treated without regard to race, color, creed, religion, sex, age, handicap, disability, ancestry, national origin, marital status, familial status, and sexual orientation. The SUBRECIPIENT shall comply with all provisions of Executive Order I1246, Equal Employment Opportunity, as amended by Executive Orders 11375 and 12086. (5) Nondiscrimination and Equal Opportunity in Participation. The requirements in 24 CFR part 5, subpart A are applicable, including the nondiscrimination and equal opportunity requirements at 24 CFR 5.105(a). The SUBRECIPIENT shall not discriminate against any participant on the ground of race, color, creed, religion, sex, age, handicap, disability, ancestry, national origin, marital status, familiar status, sexual orientation, or any other basis prohibited by applicable law. The SUBRECIPIENT shall, through affirmative outreach, make known that use of the facilities, assistance, and services are available to all on a nondiscriminatory basis. The SUBRECIPIENT must take appropriate steps to ensure effective communication with persons with disabilities. (6) Americans with Disabilities Act. The SUBRECIPIENT agrees to comply with any federal regulations issued pursuant to compliance with the Americans with Disabilities Act which prohibits discrimination and ensures equal opportunity for persons with disabilities in employment, State and Local government services, and public accommodations. (7) Fair Housing. Under section 808(e)(5) of the Fair Housing Act, HUD has a statutory duty to affirmatively further fair housing. HUD requires the same of its funded sub - recipients. The SUBRECIPIENT has a duty to affirmnatively further fair housing opportunities for classes protected under the Fair housing Act, C. Falsification of Information The SUBRECIPIENT represents and warrants that it has made no false statements to the CITY in the process of obtaining this award of the ESG Fronds. D. Drug Free. Wo.rlc 1p ace The SUBRECIPIENT represents and warrants that it has established the following drug -free workplace policy: (1) The unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the workplace for any employee involved in a federally funded program. (2) As an employee working in conjunction with a federally funded program, the employees of the SUBRECIPIENT will be required to: a. Abide by the terms above in statement (1), and b. Notify the appropriate SUBRECIPIENT authorities and CITY officials of any criminal drug statute conviction for a violation occurring in the workplace. Such notification shall be made no later than five (5) days after conviction. (3) The CITY and the United States Department of Housing and Urban Development will be notified within 10 25A -14 ten days after receiving notice of any such violation. (4) Within thirty (30) days of receiving such notice, appropriate personnel action will be. taken against such employee, up to and including termination. (5) Each such employee shall be required to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State or Local health, law enforcement, or other appropriate agency. E. Religious Organization The SUBRECIPIENT may not engage in inherently religious activities, such as worship, religious instruction, or proselytization as part of said program or services. If the SUBRECIPIENT conducts such activities, the activities must be offered separately, in time or location, from said programs or services, and participation must be voluntary for the program participants. The SUBRECIPIENT shall not, in providing program assistance, discriminate against a program participant or prospective program participant on the basis of religion or religious belief. If the SUBRECIPIENT is a religious organization, it retains its independence from Federal, State, and Local governments, and may continue to carry out its mission, including the definition, practice, and expression of its religious beliefs, provided that the religious organization does not use direct ESG funds to support any inherently religious activities. The SUBRECIPIENT agrees that rehabilitation of structures by the religious organization in connection with said program must be in sound accord with the provisions under 24 CFR § 576.406. F. Additional Terms between the CITY and HUD The SUBRECIPIENT agrees further that it shall be bound by the standard terms and conditions used in the Giant Agreement between InW and the CITY and such other rules, regulations, or requirements as FM may reasonably impose in addition to the aforementioned assurances at or subsequent to the execution of this AGREEMENT by the parties hereto. G. OSHA Where employees are engaged in activities not covered under the Occupational Safety and Health Act of '1970, they shall not be required or permitted to work, be trained, or receive services in buildings or surroundings or raider working conditions which are unsanitary, hazardous, or dangerous to the participants' health or safety. I -I. Hatch Act The SUBRECIPIENT agrees that no funds provided, nor personnel employed under this AGREEMENT, shall be. in any way or to any extent engaged in the conduct of political activities in violation of the Hatch Act, 5 U.S.C. Section 1501 et seq. 11 25A -15 I. Davis -Bacon Act All laborers and mechanics employed by contractors or subcontractors in the performance of construction work, including alterations and repairs, in excess of $2,000.00, financed in whole or in part with federal funds shall be paid wages at rates not less than those prevailing on similar construction in the locality as determined in accordance with the Davis -Bacon Act, as amended, 40 U.S.C,. sections 276a - 276a -5. Any such construction contract shall include and comply with the required contract provisions and rules set forth in 29 C.F.R. §5.5. Further, the payroll reports (along with the "Statement of Compliance ") and basic records are required to be maintained and submitted, or made available, pursuant to 29 C.F.R. §5.5(a)(3). No payment, advance, grant, loan or guarantee of funds shall be approved by the federal agency unless there is on file with the agency a certification by the contractor that the contractor and its subcontractors have complied with the provisions of 29 C.F.R. §5.5. A breach of the contract clauses in 29 C.F.R. §5.5 may be grounds for termination of the contract, and for debarment as a contractor /subcontractor, as provided in 29 C.F.R. §5.12. Labor standards interviews /investigations shall be made as necessary to assure compliance. See 29 C,F.R. §5.6(a)(3). VII, A. Generallv The following requirements and standards must be complied with: 2 CFR Part 200, et al. SUBRECIPIENT shall procure all materials, property, or services in accordance with the requirements of 2 CFR 200.31$ -326. B. Procurement (1) Compliance. The SUUBRECIPIENT shall comply with current HUD and CITY policies concerning the procurement of equipment, goods, and services, and shall maintain inventory records of all non - expendable personal property as defined by such policy as may be procured with funds provided herein. The SUBRECIPIENT shall report to the CITY all program assets (unexpended program income, property, equipment, etc.), and upon the CITY'S request, such assets shall revert to the CITY upon termination of this AGREEMENT. (2) Pursuant to 2 CFR 200.331 (a) (4), the Indirect Cost Rate for the SUBRECIPT.ENT's award shall be an approved federally recognized cost rate negotiated between the SUBRECIPIENT aid the Federal govennnent, or, if no cost rate exists, the de minims indirect cost rate as defined in 2 CFR 200,-114(b) Indirect (F & A) costs shall be used. For this agreement, the de minims indirect cost of 10% will apply. (3) Use and Reversion of Assets. The use and disposition of equipment under this AGREEMENT shall be in compliance with the requirements of 2 CPR Part 200. C. Reportin Reporting requirements must conform to the policies and procedures as established by the CITY and 24 CFR § 576.500. The SUBRECIPIENT shall submit to the CITY, on or before the 15 "' day of October, January, April, and July, as part of the Quarterly Report: (1) Payment Request. An original request for reimbursement and true copies of invoices, receipts, agreements, or other docrrmentation supporting and evidencing how the ESG Funds have been expended during the applicable quarter. 12 25A -16 (2) Quarterly Activities and written cumulative (year -to -date) reports of activities, program accomplishments, new program information, and up -to -date program statistics on expenditures, caseload and activities. Failure to provide any of the required documentation and reporting will cause the CITY to withhold all or a portion of a request for reimbursement until such documentation and reporting has been received and approved by the CITY. (3) Matching. Quarterly certification of match, plus documentation of match source. (4) Any other such reports as the CITY (or HUD) shall reasonably require and/or request, including but not limited to the following information: monthly records of all ethnic and racial statistics of persons and families benefited by the SUBRECIPIENT in the performance of its obligations under this AGREEMENT. D. Record Keening Sufficient records must be established and maintained to enable the CITY and HUD to determine whether the ESG requirements are being met. Record keeping requirements must conform to the policies and procedures as established by the CITY. All accounting records, reports, all evidence pertaining to costs, expenses, and ESG Funds of the SUBRECIPIENT, and all documents related to this AGREEMENT shall be maintained and kept available at the SUBRECIPIENT'S office or place of business for the duration of the AGREEMENT and thereafter for five (5) years post - completion of an audit in conformity with the ESG requirements, except as hereinafter provided relating to retention of any records or documentation existing, created, or maintained in compliance with bead -based Paint regulations, which likely require longer retention as outlined below. Records which relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this AGREEMENT, or (b) costs and expenses of this AGREEMENT to which the CITY or any other governmental agency takes exception, shall be retained beyond the five (5) years until complete resolution or disposition of such appeals, litigation claims, or exceptions. All said records must be retained for the greater of the aforementioned duration or the periods specified in 24 CFR 576.500(y). All records relating to, or created or maintained in compliance with, the Lead -Based Paint regulations shall be retained and maintained by the SUBRECIPIENT indefinitely, including without limitation, all inspection report(s), disclosure statement(s), and clearance report(s). Copies made by microfilming, photocopying, or similar methods may be substituted for the original records. The CITY, HUD and auditors shall have the right to access all the S UBRECIPIENT records for as long as the records are retained by the SUBRECIPIENT. In (lie event the SUBRECIPIENT does mot make the above - referenced documents available within the City of Santa Ana, California, the SUBRECIPIENT agrees to pay all necessary and reasonable expenses incurred by the CITY in conducting any audit at the location where said records and books of account are maintained, The SUBRECIPIENT agrees to meet the requirements set forth in 24 CFR § 576.500. E. Homeless Management Information Systems (HMIS) (1) Generally. The SUBRECIPIENT must ensure that data on all persons served and all activities assisted under ESG are entered into the applicable community -wide HMIS in the area in which those persons and activities are located, or with the express knowledge and written consent of the CITY, a comparable database, in accordance with HUD's standards on participation, data collection, and reporting under a local HMIS, (2) HMIS Agency Agreement. The SUBRECIPIENT shall have an agreement in place with. the HMIS lead agency to participate in the regionally HMIS system. A copy of the SUBRECIPIENTS agreement with the HMIS lead agency shall be attached to this agreement as Exhibit F. In the case of Domestic Violence service providers 13 25A -17 or other agencies prohibited from entering data into HMIS, documentation from the FIMIS lead agency certifying that the SUBRECIPIENT is using a comparable database shall be attached to this agreement as Exhibit D. (3) HMIS Interagency Data Sharing Agreement. The SUBRECIPIENT shall enter into an Interagency Data Sharing Agreement with the HMIS Lead Agency where the SUBRECIPIENT agrees to share HMIS data with other ESG funded agencies regarding clients that are served in ESG f nsded programs, unless prohibited by law. A copy of such agreement shall be attached as Exhibit F -1. F. .Audit Report Requirements The SUBRECIPIENT agrees that if the SUBRECIPIENT expends Seven Hundred Fifty Thousand Dollars ($750,000.00) or more in federal funds, the SUBRECIPIENT shall have an annual audit conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget (2 CFR 200.501 a). The SUBRECIPIENT shall provide the CITY with a copy of said audit by April I of the year following the program year in which this AGREEMENT is executed. Further, the SUBRECIPIENT shall comply and/or cause compliance with audit report(s) required by applicable provisions of the Lead -Based Paint Regulations as further detailed below. VIII. EVALUATION AND MONITORING A. Generally The CITY will monitor the performance of the SUBRECIPIENT against goals and performance standards as required herein, The SUBRECIPIENT shall provide the CITY all necessary reporting information as required by the CITY in the administration and review of the Program. Substandard performance as determined by the CITY will constitute noncompliance with this AGREEMENT. If action to correct such substandard performance is not taken by the SUBRECIPIENT within a reasonable period of time after being notified by the CITY, contract suspension or termination procedures will be initiated. B. Access to Records The SUBRECIPIENT gives the CITY and HUD, including their authorized representative, access to and the right to examine all records, books, papers, items, emails, and documents, both physical and electronic, relating to the program. C, Audit The CITY shall have the right to audit and monitor any program income as a result of an ESG activity, Upon request by the CITY and for audit purposes, the SUBRECIPIENT further agrees to provide all files, records, and documents pertaining to related activities and clientele demographic data. IN, LIABILITY A. Generally Each party to this AGREEMENT acknowledges that it will be liable for its own negligent acts or negligent omissions by or through itself, its employees, agents, and subcontractors. Each party further agrees to defend itself and themselves, and to pay any judgments and costs arising out of such negligent acts or omissions, and nothing in this AGREEMENT shall impute or transfer any such liability from one to the other. In other words, the 14 25A -18 SUBRECIPIENT agrees to be fully responsible for its negligent acts or omissions, or any intentional tortuous acts which result in claims or silts against the CITY, and agrees to be liable for any damages proximately caused by said acts or omissions. Nothing herein shall be construed as consent by a State or CITY agency or subdivision to be sued by third parties in any matter arising out of any contract, and nothing herein is intended to serve as a waiver of sovereign immunity where sovereign immunity applies. B, CITY not Liable for Funds The SUBRECIPIENT further acknowledges that the source of the ESG Funds is a federal pass - through grant to the SUBRECIPIENT. The CITY shall have no obligation to advance or pay the SUBRECIPIENT with any fiords other than the ESG Funds the CITY receives from HUD. C, Hold Harmless The SUBRECIPIENT shall defend, indemnify and save harmless the CITY, its officers, agents, employees, representatives, volunteers, and student externs from and against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the CITY, and shall defend, indemnify and save harmless the CITY, its officers, agents, employees, representatives, volunteers, and student externs from and against any and all claims, demands, suits, actions or proceedings of any kind or nature, including, but not by way of limitation, workers compensation claims and attorney fees /expenses for litigation or settlement, resulting from or arising out of the negligent or wrongful acts, errors or omissions of the SUBRECIPIENT, its officers, directors, employees, agents, subcontractors, and suppliers arising out. of the SUBRECIPIENT's performance of this AGREEMENT. X. ENVIRONMENTAL CONDITIONS A. Generally ESG activities are subject to environmental review by HUD under the environmental regulations in 24 CFR 50, The SUBRECIPIENT, or any contractor of the SUBRECIPIENT, may not acquire, rehabilitate, convert, lease, repair, dispose of, demolish, or construct property for a project under this part, or commit or expend HUD or local funds for eligible activities under this part, until HUD has performed an environmental review under 24 CFR part 50 and the recipient has received HUD approval of the property, The SUBRECIPIENT agrees to comply with all applicable environmental requirements insofar as they apply to the performance of this AGREEMENT, including but not limited to the Clean Air Act, the Federal Water Pollution Control Act and the Flood Disaster Protection Act. If applicable, the SUBRECIPIENT also shall comply with the Historic Preservation requirements of National Historic Preservation Act of 1966. B. Lead -based paint remediation and disclosure The Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4821 - A46), the Residential Lead -Based Paint Hazard Reduction Act of 1992 (42 U.S.C. 4851 - 4856), and implementing regulations in 24- CFR part 35, subparts A, B, H, 7, IC, M, and R apply to all shelters assisted under ESG program and all housing occupied by program participants that were built before 1978. 15 25A -19 C. Assignment of Responsibilities By this AGREEMENT, the SUBRECIPIENT will accept assignment from the CITY of all responsibilities set forth in Subpart K of 24 CFR 35. D. Compliance with Subpart K The purpose of Subpart K is to establish procedures to eliminate as far as practicable lead -based paint ( "LBP ") hazards in a residential property that receives Federal assistance under certain HUD programs for acquisition, leasing, support services, or operation. In connection with the grant funds under this AGREEMENT, the CITY requires that the SUBRECIPIENT comply and show evidence of compliance with all applicable subparts of 24 CFR 35, and especially, Subpart K ( "LBP Regs "). The SUBRECIPIENT shall conduct the following activities for the dwelling unit, common areas servicing the dwelling unit, and the exterior surfaces of the building in which the dwelling unit is located: (1) A visual assessment of all painted surfaces in order to identify deteriorated paint; (2) Paint stabilization of each deteriorated paint surface, and clearance, in accordance with §§ 35.1330(a) and (b), before occupancy of a vacant dwelling unit or, where a unit is occupied, immediately after receipt of Federal assistance; and (3) Ongoing lead -based paint maintenance activities into regular building operations, in accordance with § 35.1355(a), if the dwelling unit has a continuing, active financial relationship with a Federal housing assistance program, except that mortgage insurance or loan guarantees are not considered to constitute an active programmatic relationship for the purposes of this part. (4) And, notice to occupants in accordance with §§ 35.125(b)(1) and (c), describing the results of the clearance examination. E. Notification of LBP Hazard The SUBRECIPIENT shall provide to all occupants of housing: (1) In accordance with Section 35.130 of the LBP Regs - the LBP hazard information pamphlet. The pamphlet shall be the EPA/HUD /Consumer Product Safety Commission lead hazard information pamphlet or an EPA - approved equivalent. The current form and version of the pamphlet can be found at: htt p: / /www. h u d . gov /offices/ lea d/ library /enforcement /fs -d i sc I. pd f (2) In accordance with 24 CFR 35, Subpart A, all available information and knowledge regarding the presence of LBP and LBP hazards prior to leasing a housing unit. (3) In accordance with 24 CFR 35, Subpart A, notification in writing of the results of the presumption of LBP and /or LBP hazards, results of any lead hazard evaluation, and any lead hazard reduction work. 16 25A -20 F. LBP Information Summary For purposes of information only and in no respect intended to be a representation or warranty of the provisions of the LBP Regulations, the CITY has caused to be prepared an information simimary relating to the LBP Regulations and Application to dwelling units that may be occupied by recipients of services and/or funding from the SUBRECIPIENT under this AGREEMENT. CITY staff will cooperate with and be available to the SUBRFCIPIENT to assist in implementation of compliance with the LBP Regs as to residential dwelling units to be assisted by the SUBRECIPIENT. The parties acknowledge and agree the CITY shall not be liable or responsible for the accuracy of such summary, and the SUBRECIPENT is directed to the LBP Regulations and implementing guidance published and provided by HUD relating to compliance with such LBP Regulations. G, Exertions Section 35.115(a) provides exemptions from Subparts B through R. For example, lead -based paint requirements do not apply to housing assistance if the assistance lasts less than one hundred (100) days. XI. CONFLICTS OF INTEREST The SUBRECIPIENT shall comply with 2 CFR 200.112 with respect to the use of program funds to procure services, equipment, supplies, or other property. With respect to all other decisions involving the use of program funds, the following restriction shall apply: No person who is an employee, agent, consultant, officer, or elected or appointed official of the SUBRECIPIENT and who exercises or has exercised any functions or responsibilities with respect to assisted activities, or who is in a position to participate in a decision malting process or gain inside information with regard to such activities, may obtain a personal or financial interest or benefit from the activity, or have an interest in any contract, subcontract, or agreement with respect thereto, or the proceeds there under, either for himself or herself, or for those with who he or she has family or business ties, dining his or her tenure or for one (1) year thereafter. The SUBRECIPIENT agrees to abide by the ESG Program's Conflict of Interest provisions as expressly detailed in 24 CFR § 576.404 regarding Organizational Conflicts of Interest and Personal Conflicts of Interest. All contractors of the SUBRECIPIENT must comply with the same requirements that apply to the SUBRECIPIENT under this section. XII. ASSIGNABILITY None of the duties of, or work to be performed by, the SUBRECIPIENT under this AGREEMENT shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of the CITY. The SUBRECIPIENT must submit all subcontracts and other agreements that relate to this AGREEMENT to the CITY. No subcontract or assignment shall terminate or alter the legal obligations of the SUBRECIPIENT pursuant to this AGREEMENT. XIII. EXCLUSIVITY OF AGREEMENT This AGREEMENT supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the use of the CITY's ESG Funds by the SUBRECIPIENT and contains all the covenants and agreements between the parties with respect to such ESG Funds in any manner whatsoever. Each party to this AGREEMENT acknowledges that no representations, inducements, promises or agreements, orally or otherwise, 17 25A -21 have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both the CITY and the SUBRECIPIENT. XFV, AMENDMENTS OR MODIFICATIONS The SUBRECIPIENT shall not obligate, encumber, spend, or otherwise utilize program finds for any activity or purpose not included or not in conformance with the budget as apportioned and as submitted to the CITY unless: (]) The SUBRECIPIENT has received explicit written approval from the CITY to undertake such actions, or (2) Budget changes may be made among approved program activities and among approved budget categories so long as the specific project activity has been approved, there is no change to the total grant amount, and the changes to the budget are documented. Any program modification request by the SUBRECIPIENT must be requested at least forty -five (45) days prior to the end of the term of this AGREEMENT. No modification to this AGREEMENT shall be binding by either party unless in writing and signed by both parties. In the event that the CITY approves any amendment to the funding allocation, the SUBRECIPIENT shall be notified in writing and such notification shall constitute an official amendment. The CITY may, at its discretion and upon provision of proper notice to the SUBRECIPIENT, amend this AGREEMENT to conform with changes in Federal, State, and/or the CITY laws, regulations, guidelines, directives, and objectives. Such amendments shall be incorporated by written amendment as a part of this AGREEMENT. XV. VIOL,ATION OF TERMS AND CONDITIONS A, Termination If due to any cause, the SUBRECIPIENT fails to comply with the terms, conditions or requirements of this AGREEMENT, or any prior AGREEMENT whereby ESG finds were received by the SUBRECIPIENT, whether stated in a Federal statute or regulation, an assurance, a. State plan or application, a notice of award, or elsewhere, the CITY may terminate or suspend this AGREEMENT in accordance with 2 CFR 200.339 and in accordance with 2 CFR 200.340 by giving written notice, and the CITY may request in writing that all or some of the grant funds be returned even if the SUBRECIPIENT has expended the funds. If the SUBRECIPIENT reports inaccurately, or if on audit there is a disallowance of certain expenditures, the SUBRECIPIENT agrees to remedy the acts or omissions causing the disallowance and repay the CITY all amounts spent in violation thereof. If the SUBRECIPIENT engaged in fraudulent activity to obtain and /or justify expenditure of the ESG funds granted hereunder, the SUBRECIPIENT shall be required to rei ibluse the CITY of all such funds that were obtained and /or spent under fraudulent circumstances, and the CITY reserves the right to take other rernedies that may be legally available. The SUBRECIPIENT agrees to return all funds as requested by the CITY under this section within thirty (30) days of receipt of the written request. 18 25A -22 Any objections regarding terminations or suspensions shall be made by the SUBRECIPIENT in writing and mailed to the CITY pursuant to the above NOTICES section. XVI. CLOSE -OUT The SUBRECIPIENT agrees to comply with the closeout procedures detailed in 2 CFR 200,343, including the following: 1. SUBRECIPIENT must submit, no later than ninety (90) calendar days after the end date of the period of performance, all financial, performance, and other reports as required by the terms and conditions of the Federal award; 2. Unless the CITY authorizes an extension, SUBRECIPIENT must liquidate all obligations incurred under the Federal award not later than ninety (90) calendar days after the end date of the period of performance as specified in the terms and conditions of the Federal award; 3. SUBRECIPIENT must promptly refund any balances of unobligated cash that the CITY paid in advance or paid and that is not authorized to be retained by SUBRECIPIENT for use in other projects (See OMG Circular A -129 and 2 CFR 200.345); 4. SUBRECIPIENT must account for any real and personal property acquired with Federal funds or received from the Federal government in accordance with 2 CFR 200.310 - 200.316 and 200.329; and, The CITY should complete all closeout actions for the Federal award no later than one year after receipt and acceptance of all required final reports. XVIL VALH)ITY AND SEVERABILITY The invalidity in whole or in part of any provision of this ARGREEMENT shall not void or affect the validity of any other provision of this AGREEMENT. Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under applicable law, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the remainder of such provisions of this AGREEMENT. XVIII. LAWS GOVERNING THIS AGREEMENT This AGREEMENT shall be governed by and construed in accordance with the laws of the State of California, and all applicable federal laws and regulations. XIX. WAIVER No delay or omission by the CITY hereto to exercise any right or power accruing upon any noncompliance or default by the SUBRECIPIENT with respect to any of the terms of this AGREEMENT shall impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition, or agreement herein contained. 19 25A -23 XX. AGREEMENT DOCUMENT, EXHIBITS, AND ATTACHMENTS All of the attachments and exhibits attached to this AGREEMENT are deemed incorporated by reference. This document may be executed in three (3) counterparts, each of which shall be deemed to be an original. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this AGREEMENT, and shall indemnify the CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to the CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. IN WITNESS WHEREOF, the parties hereto have executed this AGREEMENT on the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: CITY OF SANTA ANA a municipal corporation DAVID CAVAZOS City Manager SUBRECIPIENT: Name: Title: Tax ID: DUNS 16 25A -24 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AGREEMENT WITH DUDEK, INC., FOR AQUATIC ENGINEERING SERVICES TO REHABILITATE CENTENNIAL PARK LAKE (PROJECT NO. 16 -2657) (STRATEGIC PLAN NO. 6,1F) I CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on l Btl Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with Dudek, Inc. to provide Aquatic Engineering services for a one -year term beginning April 20, 2016, through April 19, 2017, with provision for two one -year term extensions exercisable by the City Manager and the City Attorney, in an amount not to exceed $55,000 over the life of the agreement subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION Centennial Lake is a man -made, 10 -acre water feature at Centennial Park, which is situated just south of Edinger Avenue between Fairview Avenue and the Santa Ana River. Since its construction in 1978, no major renovations have been made. Existing lake facilities and equipment have now been in use beyond their life expectancy. As a result, water quality has significantly declined in recent years. To rehabilitate the lake, a consultant specializing in aquatic engineering must be retained to assess the lake and its environment, develop restoration recommendations that are holistic in approach and provide associated cost estimates. A Request for Proposals (RFP No. 15 -127) for Centennial Park Lake Circulation and Aeration Study was released and posted on the City website on January 11, 2016, with proposals due on February 1, 2016. Four proposals were received and subsequently reviewed by a four - member committee comprised of staff from the Public Works and Parks, Recreation & Community Services agencies. Proposal evaluations were based on experience, qualifications, project understanding, scheduling, past performance, and the overall proposal. The fee schedules were opened and reviewed as the final component of the evaluations, and the proposals were ranked accordingly, as follows: 2513-1 Agreement for Aquatic Engineering Services April 19, 2016 Page 2 Rank Firm Score 1 Dudek, Inc. 91.8 2 PACE (Pacific Advanced Civil Engineering, Inc.) 85.5 3 Aqua Technex, Inc. 67.0 4 Aquatic Environments, Inc. 55.3 The proposal by Dudek, Inc., contains adequate resources to complete the required basic services, and the firm's rates are reasonable and within industry standards. The proposal was found to provide the best value and is appropriate for the project because of its strong qualifications, project understanding, as well as the proposed scope of work and corresponding fee schedule in the amount of $49,703. Staff is cognizant that these types of studies involve unknown environmental factors which could require additional work. Therefore, staff recommends inclusion of a 10 percent contingency for this contract, for a total amount not to exceed $55,000 (Exhibit 1). As with all professional services contracts, the City Project Engineer will monitor the consultant for progress and delivery of services, and will recommend progress payments accordingly. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy F (perform periodic measurements to monitor and update each asset's condition and ensure adequate funding for repair and /or replacement costs in future budgets). FISCAL IMPACT Funds in the amount of $45,000 are budgeted and available for expenditure in the FY 2015/16 Capital Improvement Program in the Capital Outlay Fund (Account No. 05113263- 66220, Project 16- 2657). Funds in the amount of $10,000 will be budgeted for FY 2016/17 in the Parks Acquisition & Development Fund, District 4 (Account No. 31413260- 66220). The funds will be expended according to the budgeted funds available this fiscal year, and the balance of the contract budgeted and expended in FY 2016/17 as shown in the following table: 25B -2 Agreement for Aquatic Engineering Services April 19, 2016 Page 3 Contract Period Fiscal Year Account No Amount FY 2015/16 05113263 -66220 $45,000 FY 2016/17 31413260 -66220 $10,000 TOTAL: ®� 0-.m. Executive Director Public Works Agency MCI APPROVED AS TO FUNDS AND ACCOUNTS: Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency FM /EWG /SF Exhibit: 1. Agreement Francisco Gutierrez Executive Director Finance & Management Services Agency kh 25B -3 25B -4 CONSULTANT AGREEMENT THIS AGREEMENT is made and entered into this 20th day of April, 2016 by and between DUDEK, Inc., (hereinafter "Consultant "), and the CITY OF SANTA ANA, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Aquatic Engineering. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be perfonned 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 shalt perform those services as set forth in Exhibit A, and incorporated by reference to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services for fee of $49,703.00, at the rates and charges identified in Exhibit B attached hereto and incorporated by reference. A contingency often percent (10 %) shall be available, at the discretion of the Executive Director of Public Works, for services that are currently not anticipated, but may be required to complete the Project. The total sum to be expended under this Agreement shall not exceed $55,000.00 during the tern of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals and Scope of Work, which may reasonably be expected by City. Exhibit 1 Page 1 of 8 25B -5 3. TERM This Agreement shall commence on the date first written above and terminate on April 19, 2017 unless terminated earlier in accordance with Section 15, below, The tern of this Agreement maybe extended for two (1) one year period upon a writing executed by the City Manager and the City Attorney 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire tenn 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 anon-exclusive and perpetual license for Cityto 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 anyway in its use of the Docuunents 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 Page 2 of 8 25B -6 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 injiuy, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self - insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be famished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by consultant, without thirty (3 0) days prior written notice to the City. (iv) Consultant shall supply City with a fully executed additional insured endorsement. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refiises 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 tennination. 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. Pa 3of8 25B -7 INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement, This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code §2782.8, the above indemnity shall be limited, to the extent required by Civil Code §2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant tinder 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. Page 4 of 8 25B -8 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care, "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: 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: Fred Mousavipour, Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P,O, Box 1988 Santa Ana, CA 92702 Fax: (714) 647 -5654 Page 5 of 8 25B -9 City Attorney City Attorney's Office City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, CA 92702 Fax 714- 647 -6515 To Consultant: Dudek, Inc. Bob Ohlund, PE 31.878 Camino Capistrano #200 San Juan Capistrano, California 92675 949 - 450 -2626 www.dudek.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. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terns 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 terns and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: Page 6 of 8 25B -10 a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. DISCRIMINA'T'ION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other govermuental 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. 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, intact, 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. Page 7 of 8 25B -11 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVAI,IIO City Attorney By: o e Sandoval — iefAssistant City Attorjicy RECOMMENDED FOR APPROVAL: FRED MOUSAVIPOUR Executive Director Public Works Agency CITY OF SANTA ANA David Cavazos City Manager CONSULTANT: Dudek, Inc. By: Tax ID# Page 8 0f8 25B -12 EXHIBIT A 2 Scope of Services Schedule Scope of Work Dudek will provide preliminary engineering services to collect and review existing background data. Data collection includes right -of -way documents, existing utilities plans, soils and geologic Information, "as- built" construction drawings for the lake, park and existing nearby utilities, existing hydraulic and master plans of drainage, irrigation plans, previous project reports, and proposed development plans. In addition, a field reconnaissance investigation of the project study area will be performed. The field investigation will include a verification of the site conditions and accuracy of the existing improvement plans. Soil Analysis • Excavate 5 small diameter borings to depths of 2 feet below the existing lake bottom. Borings depths of 2 feet are based upon the assumption that the sediment on the lake bottom is no more more than 1 -ft deep. We will geologically log the borings in accordance with USCS standards and will collect samples for laboratory testing. The borings will be backfilled with bentonite upon completion. • Perform laboratory testing which is anticipated to include grain size analyses, maximum density /optimum moisture, in -situ moisture and density, direct shear, compaction, permeability, and soil salinity. The laboratory test program will be determined based on soil conditions encountered during our exploration. • Prepare a written report presenting our findings and conclusions and recommendations regarding the proposed crossings, retaining (wing) walls, and pavement sections. De9lverable: Soil sample analysis results, narrative interpretation of relevant soil characteristics Water Quality Analysis Dudek will obtain lake water samples and have them tested in a lab certified by the California Department of Public Health. The lab will run a standard lake water quality test including: • Surface Dissolved Oxygen reading • Nutrients • -Total Phosphorus • Water Clarity Turbidity, Color, Total Dissolved Solids • Salts — Chloride, Conductivity • Acid /Base Readings — pH, Total Alkalinity, Total Hardness The test results will be used to provide physical indicators of specific problems with the lake water quality and markers for measurement of improvement of the lake water quality after rehabilitation of the lake. The lake water quality system will be designed to address the undesirable biological and chemical components identified in the lake water. Deliverable Water quality sample analysis results, narrative interpretation of relevant water quality characteristics M.1 t.)E K Centennial Park Lake Circulation and Aeration Study 11 25B -13 )Nt CAL 010UK/vND S(1- 1ILDUL I- I Dudek will develop three (3) preliminary lake rehabilitation plan alternatives. Development of the alternatives will be based upon the findings of the lake research effort, soil analyses and testing, water quality testing, condition of existing pump equipment/facilities, and input on preferences from the City. The variation in the alternatives will reflect different approaches to meet the same identified project goals. Major physical, design, and permitting constraints will be identified for each alternative. A conceptual exhibit and narrative description will be prepared to present each alternative to the City for input from the City and guidance and selection of the preferred alternative. Deliverable: Three (3) alternative Lake Rehabilitation Plan Exhibits, narrative description of major plan elements, order of magnitude cost estimate for each plan r Dudek will preliminarily size, design, and layout an aeration system to obtain optimum oxygen saturation in the lake. An exhibit will be prepared showing the preliminary sizing of major equipment and location of the aeration pods /discs. The aeration system fluid dynamics /sizing calculations will be provided in the report appendices. Deliverable: Lake aeration sizing calculation results (included in study report) and exhibit showing recommended aeration system components and location, preliminary partial specifications for recommended components Preliminary Lake Circulation System Pump Station Design and Plumbing System Design Dudek will preliminarily size, design, and layout the lake circulation system including the pump vaults /stations and associated equipment. The goal of the system is to provide efficient and cost effective circulation and a sufficient lake turnover rate to maintain optimal water quality in the lake. An exhibit will be prepared showing the preliminary sizing of major equipment (pumps, motors, valves, piping, etc.) and location of the circulation system components. Dudek will also provide an analysis of the expected yearly energy consumption of the circulation pumps. The calculated cost will be provided in the report showing operational costs of the lake. The circulation system hydraulics /sizing calculations and preliminary pump sizing calculations will be provided in the report appendices. Deliverable: Lake circulation pump and pipe sizing calculation results (included in study report) and exhibit showing recommended circulation system components and location, partial preliminary specifications for recommended components Perform a water balance analysis for the lake system which includes the irrigation demands for the project to determine the total water requirements. Water demand analysis will evaluate water demands on a monthly basis for a total year period. A simplified water balance will be prepared that analyzes all the water inputs and withdrawals to determine the amount of "makeup water" required for the lake operation, as well as irrigation demands. The water entering from the project will include both nuisance and stormwater runoff. The analysis will evaluate both average year and dry year conditions. The soil analysis results will be used to develop design recommendations for rehabilitation of the lake liner as determined from the water balance /seepage loss calculations and the soil grain size and chemistry analyses. Lake liner options that will be considered will include but, is not limited to: DUDEK Centennial Park Lake Circulation and Aeration Study 12 25B -14 SCOPE OF WORK AND SCI IFUUI_E • Membrane liners (thermoplastic polyolefln -TPO, HDPE, LLDPE, RPE, CSPE, EPDM, PP, etc.), • Chemical enhancement of existing soil liners (ESS -13, soda ash, sodium tripolyphosphate -STPP, tetrasodium polyphosphate- TSPP), • Soil liners and Soil Enrichment - bentonite clay (sodium rich clay) Deliverable: Lake liner design recommendations (included in study report) and exhibit showing recommended liner improvements, partial preliminary specifications for recommended liner system Preliminary Design Water Quality Treatment Train System Dudek will preliminarily size, design, and layout the water quality system treatment train including up -flow media biological filters, wetland filters, vegetated wetlands, and skimmers. The goal of the water quality system is to provide efficient biological nutrient removal, chemical component removal, macro - pollutant removal (trash and debris). The water quality system components will be sized to provide sufficient treatment capacity to maintain the circulation system water exchange rate /lake turn -over rate. An exhibit will be prepared showing the preliminary sizing and location of major components of the water quality system (skimmers, vegetated wetlands, wetland filters, up -flow media biological filters, etc.) of the water quality treatment system components. The treatment system hydraulics /sizing calculations and preliminary sizing calculations will be provided in the report appendices. Deliverable: Water quality system sizing calculation results (included in study report) and exhibit showing recommended water quality system components and location, partial preliminary specifications for recommended components Dudek will preliminarily size /design a single jet fountain type water feature for Centennial Lake. The sizing of the jet fountain type water feature is dependent upon the desired aesthetics of the fountain including the spray height, pattern, and fullness of the jet. Dudek will preliminarily recommend a fountain head type based upon input from City staff regarding the desired appearance of the fountain. An exhibit will be prepared showing the preliminary spray pattern, typical spray height range, and relative scale of the jet height for the recommended spray jet. Deliverable: Lake water feature size recommendation (included in study report) and exhibit showing recommended water feature location, spray patter, and location, partial preliminary specifications for recommended components um Prepare a general Lake Management Plan that will outline the operations and maintenance requirements for a proposed lake system and suggested modifications in the design to improve the anticipated long -term operation. The elements of the pond that the management plan will address include the shoreline erosion, algae control, aquatic plant management, sediment accumulation, pond water quality feature maintenance, makeup water, vector control, debris and trash control /removal, circulation pumps, and water quality adjustments. A maintenance checklist will be developed and operation schedule for the various items necessary in the pond maintenance program including estimating the frequency of the maintenance requirements. Water quality testing and monitoring program will be developed as part of the pond management program which will identify the different characteristics to be measured in the field. The management plan will provide a narrative of the different maintenance and operation requirements. This general lake management Dt DEK Centennial Park Lake Circulation and Aeration Study 13 25B -15 `>COP ()1- VVCj4�h AfvID :JCI IF_DLiL plan is intended as a guideline to assist in the planning efforts for the lake design and the future environmental planning documents. Deliverable: Lake management plan (included in study report) and exhibits showing recommended tasks, procedures, frequency, equipment, and troubleshooting recommendations r Based upon input from the City, Dudek will select a recommended lake rehabilitation plan from the alternatives developed. The recommended lake rehabilitation plan will be detailed to the preliminary design level, It will provide sufficient information for detailed preliminary cost estimating. The recommended plan will show size, location, type, and dimensions for each propose lake system improvements. The lake system improvements will include but are not limited to lake liner improvements, aeration system improvements, circulation system improvements, water quality system improvements, water feature improvements, fishery/wildlife enhancements, and maintenance features. A preliminary design exhibit and detailed narrative description will be prepared to present each component of the rehabilitation plan. The Lake Rehabilitation Plan exhibit will be a compilation of the design of each of the lake component systems Deliverable: Preliminary Lake Rehabilitation Plan exhibit showing all recommended improvements, and rehabilitated lake system components w Dudek will prepare a preliminary cost estimate for implementation of recommended rehabilitation plan including preliminary construction quantities and unit costs. The quantities will be developed from the preliminary rehabilitation plan developed for Centennial Park Lake. Unit costs will be based upon previous project cost information for similar projects in the area compiled by Dudek and approved by the Client. Dudek will also prepare a lake operation cost estimate for the recommended lake plan and concept level cost estimates for the alternative plans. The estimates will be included in the project report. Deliverable: Engineer's estimate of probable construction cost (included in study report) f Dudek will develop a phased project implementation plan to give the City guidance on construction sequence of the lake rehabilitation plan. The lake is part of a high demand high usage park with mixed usage demands for soccer field space, trail system access, public access roads, a high school campus, and a satellite campus of Santa Ana College. This will require coordinated implementation of the proposed improvements in order to minimize disruption to the other park uses and allow for timely implementation of the proposed improvements. Dudek will develop a preliminary construction phasing exhibit to demonstrate how the project can be implemented to minimize park user disruption and allow for rapid construction of the proposed improvements. Deliverable: Preliminary Lake Rehabilitation Phasing Plan exhibit showing phased implementation of all recommended improvements and recommended staging of the project. It is anticipated that the project will be exempt from CEQA laws. Dudek will file a Notice of Exemption with the County of Orange on behalf of the City to exempt the project; if applicable. Dudek will also provide CEQA compliance recommendations for the project based upon the recommended rehabilitation plan. The recommendations will generally provide guidance to the City DUDEK Centennial Park Lake Circulation and Aeration Study 14 25B -16 SC( -)PE OF WORK AND SCHEDULE on measures that may be necessary or beneficial to the City such as pre- project air quality monitoring to overcome any project protests in order to comply with the applicable CEQA laws for rehabilitation of the Lake. Deliverable: CEQA notice of exemption filed with County of Orange, narrative guidelines and advice regarding CEQA compliance steps for the project (included in study report) Based upon our recent experience with permitting similar community lakes and our familiarity with the project area it is anticipated that the project will be exempt from regulatory permits (401, 404, 16000, etc.) and there are no protected species in the vicinity of the project. However, it may be necessary to notify the resource agencies (SWRCB, USACOE, CDFW) of the project. Dudek will provide official notification to the agencies on behalf of the City. Dudek will also provide recommendations for the course of action to be taken by the City in the event that the selected Lake Rehabilitation Plan does require a resource agency permit and /or if protected species are identified in the vicinity of the project. Deliverable: Narrative guidelines and advice regarding Resource Agency compliance steps for the project (included in study report) Lake Rehabilitation Study Report Dudek will prepare a compilation report which will serve as the Lake Rehabilitation Study Report for the proposed improvements to Centennial Park Lak. The report will include documentation of each element of the lake study including: project background, project goals, City staff input, existing facilities, identified constraints, alternative rehabilitation plans, the recommended rehabilitation plan, preliminary design of each lake system (water quality, lake liner, aeration, circulation, water features, fishery/wildlife enhancements, etc.), cost estimates, CEQA compliance and permitting, lake management guidelines, and technical appendices. This document will serve to reference all preliminary design assumptions, guidelines, and criteria developed during the preliminary design process. The anticipated Table of Contents of the report is provided below: • Executive Summary • Background • Project Goals and Objectives • Existing Condition of Centennial Park Lake • Identified Deficiencies • Alternative Rehabilitation Plans • Order of Magnitude Costs • Rehabilitation Plan Selection • Recommended Rehabilitation Plan • Preliminary Design of Lake Systems • CEQA Compliance • Resource Agency Permitting • Engineer's Opinion of Probable Construction Costs • Phased Implementation Plan • Lake Management ,. _ .. DUDEK Centennial Park Lake Circulation and Aeration Study 15 25B -17 S(.'OIY ()F Vvup;� ANN 5t�111-C�1i4_.E. Deliverable: Report and Exhibits documenting study findings, data, figures, references and exhibits Dudek will provide coordination, communication, and technical consultation with City staff and other project team consultants throughout the duration of the project. This includes meetings /phone discussion /online conferences at regular intervals to discuss the progress of the study and consultation to assist the project planning. Deliverable: Meeting minutes (included in study report) Schedule Figure 2 on the following page, illustrates our timeline of deliverables associated with each task as it relates to the scope of work. Based on our proposed schedule, we anticipate completion of final lake report by April 21, 2016. Dk DEK Centennial Park Lake Circulation and Aeration Study 16 25B -18 Ll.,' LAi L U Ul Y_ 0 tL 0 W Cl. Cl C? N 25B -19 IN IN 3? Y i f is t s J i.. 1 Lu F U W (L S LU 5 W _ tL @ L Q C ca m �' C r _ v ° a C O t r ... �� a m � v a ° ry w o :p ttl 4 a roa tl y ti a, 'm N o 2 E'ly I� gq cl 25B -19 EXHIBIT B .,I n � i � � n i V �rvry ro c Po n b a i I 3 z i a4S 5r3 � �iS �3 �i �lnla`g;�ci a� 3�a ,non i 25B -20 DUDEK 2016 STANDARD SCHEDULE OF CHARGES ENGINEERING SERVICES $235.00 /hr Project Director...................... ....__............... 11 ...... 1...... 1....... $265.00 /hr Principal Engineer III ................... ....... ........ 11 .... 1... .... 1........... $235.00/hr Principal Engineer II ........ _._ .................... _.. ..... ,... .............. $226.00/hr Principal Engineer I ........ ............................... ........._....._.....$215.00 /hr Program Manager .................................. ,......... .... .... ........... $205.00/hr Senior Project Manager.... ... ............. ........ ............ $205.00/hr Project Manager ..... ............................... .................1111.......... $196.0 Olhr Senior Engineer Ill. ........ ..................... ............ ............ ..... . $195.00 /hr Senior Engineer II ..... ....................... _...........,._........ _........ S185.00/hr Senior Engineer I . ............... .............................................. ..$175.00Ihr Project Engineer IV/Technician IV ...... .._ ...... ............. .......... $165.00 /hr Project Engineer III/Technician III ..... ........ .... . ............ .... ....... $15000mr Project Engineer II/Technician It ............ ............................... $135.001hr Project Engineer [/Technician I ........................ .....................$120,00 /hr Project Coordinator. .._ ............................ 111..............1._........... $95.00/hr Engineering Assistant .... ......... ..... .. ... ........ .. ...... .... __ ... $85.00/hr ENVIRONMENTAL SERVICES Principal ... ......... -- ............................... .......1.1..........1....1..... $235.00 /hr Senior Project Manager /Specialist I._ .................................. $220,00 /hr Senior Project Manager /Specialist I ....... ............................... S210.00 1hr Environmental Specialist /Planner VI..- . ............................... $190.00 /hr Environmental SpecialisUPlanner V ........................ .............. $170.00 /hr Environmental SpeclaliatlPlanner IV........ _.._ . .......... .._. ....... $160.00 /hr Environmental SpeCialisUPlanner Ill . ... 1.1_1.__ ... 1_ ................ S150.00/hr Environmental SpecialisUPlanner 11 .-..,......,. ....... ...._. ........ .$130.001hr Environmental SpeciallsUPlannar I ................... ---- ........ .$120.00/hr Analyst III ...... ........ -- ........ ........... .. ....... .... . - ..................... .$110.00 /hr Analyst II ............ . S'I00A01hr Analyst I --- ........................... .................. ............................... $90.00 /hr Planning Assistant 0 ................................ ............... I ...... I........ $80.00/hr Planning Assistant I..-- .......................... ............................... $70.00/hr COASTAL PLANNING /POLICY SERVICES /hr Senior Project Manager /Coastal Planner 11 ........................... $215.001hr Senior Project Manager /Coastal Planner I.. . ......................... $205.001hr Environmental Specialist /Coastal Planner VI ...................... ..$195.001hr Environmental SpecialisUCoaslal Planner V.. .......... 1111........ 8175,00 11ir Environmental Specialist/Coastal Planner IV ... .....................$165.00 /hr Environmental SpecialisUCoastal Planner III ....,- ... -- ......... $165.00 /hr Environmental SpecialisUCoaslal Planner It ......................... S145.0011hr Environmental SpecialisUCoastal Planner I ..........1...1....1...1.. $135.00 /hr ARCHAEOLOGICAL SERVICES Senior Project Manager /Archaeologist II ............ ..........._...... S210.00ft Senior Project Manager / Archaeologiat I ..... ...................... $200.001hr Environmental Specialist /Archaeologist A- .......................... $180.00 1hr Environmental Speclallst/Archaeologist V- . ...... - ........ ........ $160.00 /hr Environmental Specialist /Archaeologist IV...._ ............ ... ...... $150.00/hr Environmental SpecialtsUArchaeologist III ._......... ...............5140.00 /hr Environmental Specialist /Archaeologist If ............................. $130100 1hr Environmental Specialist/Archaeoingist I ..... ._ .....................5120.00 /hr Environmental Speclalist/Paleontologist III ...... .....................$160.00 /hr Environmental Specialist /Paleontologist 11 ... ....... ................. S140.00 1hr Environmental Specialist/Paleontologist I ...._ .. .....................$120.00 /hr Paleontological Technician Ili ........................... ......................$80.00 /hr Paleontological Technician II ... ..... ....._........ ..__._...._._......... $70.00 /hr Paleontological Technician I ....... ..__....... ......... ........_.............$50.00 /hr Archaeologist Technician II ... ..-- ... ........... ........ ............ - ....... .$70.001hr Archaeologist Technician I ....... ..._...... _ ............ ......................$50.00 /hr CONSTRUCTION MANAGEMENT SERVICES Principaida anager ........ - -.. _ ............. _. _........_._.... .__ ... ._ 5195.00 /hr Senior Construction Manager _. ..._ ........................... I ....... _. 5180.001hr Senior Project Managar. .......__._ .................... .....................$180.00 /hr Construction Manager........ _._. _.........._ ......... .....................$150.00 /hr Project Manager .... .... - .... _. ... ...... .. _ ... .......... .- ..... .__, ... _...... $1400011hr Resident Engineer ... ........ .. ---- ...... ........... ..... .... _- ......... $140.0011rr Construction Engineer-., ......... .............. ....... .... S135.00 1hr On -site Owner's Representative _. _ . ...... _._..,.. S130.00 1hr Construction Inspector III ....................... S125.00 /hr Construction Inspector II_..._._.... .... ,. 1..1.1.1 ....................... 5115.001hr Construction Inspector I ... ........... ..... .._ ....... ____....... ... ........ $105.00 /hr Prevailing Wage Inspector _... ._.. _...... .... ..1 ..1._111. _........._.. S135.001hr COMPLIANCE SERVICES 1..... _._ ....... $235.00/hr Compliance Director ........ ............. ........... ...... ................ $200.001hr Compliance Manager ............................ ............................... $140.00/hr Compliance Project Coordinator...... ..... ............. ...... ...... ._.... $100.00 /hr Compliance Monitor ........................... ..._ 11 ... 11........................ $00.00/hr HYDROGEOLOGICAL SERVICES Principal .......... .............. ......... ............. _111_ ...... 1..... _._ ....... $235.00/hr Sr. Hydrogeologist IV /Engineer IV.._ ..................... 1.1., ...... 11. $215.001hr Sr. Hydrogeologist IlliEngine it Ill.- ....... .......................... 5200.00 /hr Sr. Hydrogeologist II /Engineer II ............ ............................... $100.00 /hr Sr, Hydrogeologist UEnglneer I., ........... ............... ........ ...... $165.00/hr hlydrogeologist VI /Engineer VI ............ .......... ..................... S150.00/hr Hydragoologlsl V /Engineer V._ .. ............................... - ....... S140.001hr Hydrogeologist IV /Engineer IV .............. _...... ...................... $130.00/hr Hydrogeologist III /Engineer III ........ ............... .............. ,...... . S120.00 /hr Hydrogeologist II /Engtnaor 11 ...... .... ............................... S110.001hr Hydrogeologist I /Engineer L ................. ............................... $100.00/hr Technician ....... -- ..... -- ......... ........ ...... ...... ....................... -- $95.00/hr DISTRICT MANAGEMENT & OPERATIONS District General Manager .... .. ..... ..... ... - ... I ....... .........- ....- . S175.001hr District Engineer .... ......... ........ ........ ... _.. 1................. 11,.,1....... $160.00 /hr Operations Manager ................... ....... .... ....................... ..... $150.00/hr District Secretary/Accountant ................. ............................... $85.00 /hr Collections System Manager..... .... ....... .................................. $95.00 /hr Grade V Operator.. .............. ................. ............................... Si00.00 11hr Grade IV Operator ...... -- ...... .._ ............... ..1............1......11....... $85.00 /hr Grade If Operator... ........... ....... -- ..................... .... ..... ...... $80.00/hr Grade 11 Operator.. .................. ...... ....... - ........ .. ... ...... $83.00 /hr Grade I Operator ... ............. .................. .. ........................_1111.. $55.00thr Operator In Training..._ ... S40.00 1hr Collection Maintenance Worker 11 ... ,.... ... 1111.... ... .................... $55.00 /hr Collection Maintenance Worker L ... ...... ... 1 ........... 1..... ,..1..1...... $40.00 /hr OFFICE SERVICES TschnicallDra(UngICADD Services 3D Graphic Artisl ..... ................ ......... .... ..,.......,.........,.......... S155.00 1hr Senior Designer ..... ............... ...... ..... ....... .................... ......... $145.00 /hr Designer ...... ........ . .... ._......... ,.............. ................... ........ ..... $135.00 /hr Assistant Designer .......... .... $130.00 /hr GIS Specialist IV ........ .... ..... ................... ........._................... $150.00 /hr GIS Specialist g1 ......... ................ ........ . ................ 111....... 1..... 5140.00 /hr GIS Specialist 11 ...... .. ....... ............ .. ... . .......... ,........... .......... $130.00/hr GIS Specialist I ..................................... ............................... S120.00 /hr CADD Operator Ill .......... ....................... ..1...111...................... S126.00/hr CADD Operator If.... ... ... - -- ........ $120.001hr CADD Operator L._.... ......... ....... ....... _- .............................. S 105.00 /hr CADDDrafter ..... ....... ..... -.._....__.._ ... ............_........,......... S95.00 /hr CADD Technician - ................ ---..._..... ............................... S85.00 /hr SUPPORT SERVICES Technical Editor Ill ... . .... . ... ......... ....... $140,001hr Technical Editor II ... ...... ...- _ ................. 111..........1................. $125.00/hr Technical Editor I ............... ............ .. ._........ ...... ---- .... ..... $110.001hr Publications Specialist Ill ......... ............. .............._................ S100A0 11-ir Publications Specialist 11 ............... ...................... ............. ....... $90.00/hr Publications Specialist I.. ........ ....... ............ _ ....... .... _... .... ,.... .. $80.00/hr Clerical Administration II ................ _................... 1...... 1.1..1....... $85.0011ir Clerical Administration I.... ..... .._ .... _........ 1111 ........................... $75.001hr Forensic Engineering - Court appearances, daposticed. and interrogatories as oxperl+vilneas will be billed at 2.00 times normal rates. Emergency and Holiday. - Minimum charge of Iwo hours veils be bill" at 1.75 limos the normal rate. Material and Outside aervicas - Sebmnheclors, houre of special equipmentr special roproduclions and blueprinting, outside data processglg and conip.ler SeNa(Ro, fau. are Charged e1. 1.75 times the direct coal, Travel Expenses - Mireage at current IRS allowable rates. Per clear nateas overnight stay is involved is charged al cost involoos,lara Chortled. -All fees will be billed to Client mon fiery and shall be this and payable .pan receipt. invoices are delinquent if not paid vJthin thirty (301 days frmn are date of the invoice. Chant agrees to pay a monthly late charge equal to ace teacher (1 °6) per month of the outstanding balance unlit paid in full. Annual earaches _ Unless idenGfed otre Aag these standard rates as increase S : annually. 25B -21 Effective January 1, 2016 EXHIBIT C Certifications APPENDIX ATTACI MENTM: NON- COLLUSION AFFIDAVIT CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR CE.CNTENNIAi., PARK LAKE CIRCULATION STUDY REP NO.: 15.127 &QN-DQI.LU90,N AMDAVIT . (fide 23 United States Code Section 112 aid Public Contmed Code Suction 7106) TO the CCCY OF SANTA ANA DRPARTNIPNT OF PUBLIC WORKS fit accenlance with "lido 23 United States Code Section 112 anet Paldfo Contract Code, 7166 the BIDDER declares Burt the bid is not made in the interest of, or on behalf or,, any undisctosed Person, partners lops company, association, orgcdzahon, or corporation; drat the bid is genuine and not collusive or shorn; that the BIDDER has not directly or butterfly hufiued or solicited any other BIDDER to put in it India or shams bid, mid has not directly or indirectly colluded, conspirad, connived or agreed with any BIDDER or anyone else to put In a strain bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agccxman; communication, or conference with anyone to flx the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost clalwat of the bid price, or of that of cry other BIDDER, or to socure any advantage against the public body awarding the contract of anyone interested in the proposed contract; first all statements contained or the bid are ltare; and, further, tfwt the BIDDER has• trot, directly or indirectly, submitted firs or her bid prico or any brenkdnent ffiwas f, or the contrans dremof, or divulgod bdomution or data relative thereto, or paid, and will not pay, rely fee to any Wrporntion, parnorsldp, company association, mgrn imbon, bid deposftmy, or to ally member or agent thereof to rurbeluce a calhulvo or sham bid. Note The above Non-collusion Affidavit is and of the Proturad. Signing ibis Proposal on the sigunhue portion dteru$ shall noun \containee aiymaturo of this Non collusion Affidavit. BIDDERS are c udionud that making a false cradficatimu�y% fact die cerldneto I1"mal' eCl tior4 State of Call parnin Conroy ct'_�N 7:r Eno Subselibed and sworn to (or offirmd) before me on for aP'a day 20f6, by _�G-- NH_r„ltl, ufr+E4 /7,e,7yl Proved tome on the basis of satinfarnry evidence to bo dtc pergon(s) who appeared before ate. __..,..._.. _.._ bAN16L K�IL .. [ COMM42416306 ' ttOYrypWE IbrNe BVYOIEOCSCCVmY Nntnry Public Signatwz Notary Public 3cal Dry of Santa Ana RrP 15 127 Pago 21 DG. DEK Centennial Park Lake Circulation and Aeration Study 19 25B -22 CA-R [IF ICAI IONS irlificate verifies only the identify of the Individua io signed the document to which this certificate attached, and not the truthfulness, accuracy, or State of California County of Subscribed and sworn to (or affirmed) before me on this o2of` 7" day of 20 14 , by proved to mean the basis of satisfactory evidence to be the personjsj who appeared before me. 19 DAN19LKIL t COW,#2016308 (Seat) Signature DUDEK centennial Park Lake Circulation and Aeration Study 20 25B-23 APPENDIX �--- ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CrWIA rTCATION3 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR CENTENNIAL PARK LAID. CIRCULATION STUDY RIrP NO.: 15.127 "Fheprospectivepanicipam certifies, by signing and submitting this hid orproposal, to the best of his or liar knowledge and belief, that: I . No federal appropriated finds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an otiicor or employee of any federal agency, it Member of Congress, an officer or employee of Cangress, or an employee of a Member of Congtuss in connection with the awtnding of any federal contract, tlnc making of any federal gram, the making of any Federal loam, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, of modification of any federal contract, grant, loan, or cooperative agreement. 2. !f'any rinds other than fcdcntl appropriated hRads have been paid or will be paid to any person far influencing or atlempti ng to influence any officer or employee of any federal agency, a Member of CoiWess, an ofiiecr or employee of Congress, or an employee of a MamberofCongress in connection wit t this federal conmwi, grant loan, loam or coopeelliva agreement, the undersigned shall complcteand submit a `Dketosure of Lobbying Activities". Mrs eertiEication is a umrerial repr scntxtion offset upon which reliance was placed when thou transaction was made or enter rd into. Submission of this cetificahou is a prerequisite for making or entering into this transaction Imposed by Section 1352, itic 31, U. S. Code. Any person who fails to f is the required eeniftcadon shall be subject to a civil penalty ornot less than $10,000 and not owe tiunn $100,000 for cacti such failure. The prospective participant also agrees by submitting his or her bid or la otxrsal that he or she shall regwre that the language or this cenifeation be iuckided in all lower tier subcontracts, which exceed $100,000 and Char all such sub recipients shall certify and disclose ncaaxiitngly. firm Dridek Signed and printed Name: - Bob Uhlund 'fine Vice Preskleni. fl:uc 1.2ft.16 CfEy of >ania Ana RFP 15 -127 - --- Page. 22 DUDEK Centennial Park Lake Circulation and Aeration Study 21 25B -24 CFR I I I IC VIONS ATTACHMENT 3 -3; NON- DISCRIMINTATION CEII 11 ICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR CENTENNIAL PART{ LAIM, CIRCULATION STUDY RFP NO.: 15 -127 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1. The Consultant shall not discriarinate 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, sox, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or rcctmitnront 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 (justified applicants will receive consideration for employment without regard to race, color, religion, sox, or national origin. 3. Tire Consultant shall send to each labor union or representative of workers with which he/she has a collective bargaining agrooment or other contract or understanding, a notice to be provided advising the said labor union or workers' roprosontativos of the Consultant's commitments under this section, anti 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 Other 11.246 of September 24, 1965, and of the rules, regulations, and relevant orders of [Ile 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 try the adnindstering agency and ttre Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6, in the event of the C 01MI ant'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 declare([ 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 romodics invoked as provided in Executive Order 11246 of September 24, 1965, or by ode, regulations, or order of the Secretary of Labor, cr as otherwise provided by taw. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every sabcontract 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 City of Santa Aria RFP 1515 -127 Page 23 DUDE& Centennial Park Lake Circulation and Aeration Study 22 25B -25 <il. H I IFl(;A I k,)N> 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 iii 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 Stites. 8. Pursuant to California Labor Code Soction 1935, as added by Chapter 643 Slats. 1939, and as anaendod, 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, marlud status, or sex of such persons, except its provided in Section 1420, and any consultant of public works violating (his Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Vice president Finn: Dudek Date: 1/28(16 _� — -- City of Santa Ana RFP 15 -127 Page 24 24 D19DEK Centennial Park Lake Circulation and Aeration Study 23 25B -26 A A • CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AGREEMENTS WITH THE COUNTY OF ORANGE FOR ANIMAL CARE SERVICES AND NEW SHELTER CONSTRUCTION (STRATEGIC PLAN GOAL NO. 1, 5) V_-/ Z/;� , CITY MANAPYR RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: :••• ❑ As Recommended ❑ As Amended ❑ Ordinance on 181 Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For [�Ts]gYilglll��L�s FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute the attached ten -year participation agreement with the County of Orange for the construction of a new County animal shelter, for the period of April 19, 2016 through July 1, 2026, in an amount not to exceed $7,141,377, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager and Clerk of the Council to execute the attached ten -year agreement with the County of Orange for the provision of animal care and shelter services, for the period of April 19, 2016 through June 30, 2026, in an amount not to exceed $12,305,730, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION On January 6, 2003, the Council approved actions to transition the operation of the City's animal shelter and related services to the County of Orange Animal Shelter as a contracted service. At that time, City staff evaluated several options to provide animal care shelter services. It was determined that contracting with the Orange County Animal Shelter was the most cost effective means of providing quality service to the City. On March 24, 2016, Orange County Community Resources notified the City Manager's Office of the County's decision to move forward with the construction of a new Animal Care Shelter. Given the conditions of the aging shelter, the County will be expediting the construction of the new facility with an expected completion date of Fall 2017. The new facility will be constructed over a 10 -acre parcel at the former Marine Corps Air Station Tustin Base for an estimated $35 million. 25C -1 County of Orange Animal Services Agreements April 19, 2016 Page c The cost of the new facility will be shared amongst all participating cities. As such, the County is requesting that cities who wish to engage services at new Animal Care Shelter to commit and execute a Participation Agreement and Agreement for Provision of Animal Care Services by April 30, 2016. No cities will be added for a three -year period following the execution of the agreements. As part of our due diligence, Police Department staff contacted animal care shelters from surrounding communities and has determined that other than the County of Orange Animal Care Shelter, no other animal care shelter in the County has the capacity to address Santa Ana's animal care needs. The animal care facilities that City Staff contacted include: • Irvine Animal Care Center • Laguna Beach Animal Shelter • Orange County Humane Society (in Huntington Beach) • Westminster Animal Care Center • Mission Viejo Animal Services Center • Dana Point Animal Shelter (in San Clemente) Participation Agreement The proposed ten -year Participation Agreement will cover the period of April 19, 2016 through July 1, 2026 with an estimated total cost of $7,141,377. The new animal shelter facility is a scalable project. As such, the County can adjust the size of the proposed facility based on the final number of participating contract cities. The City's participation amount may change depending on the final number of participating cities. The maximum animal shelter cost is based on a $35M facility with the County contributing the first $5M (plus the land) toward costs incurred after April 1, 2016. The remaining $30M will be divided proportionally among cities based on the previous five years of shelter usage. If at any time the County elects to discontinue providing animal sheltering services, the cities have an option to take over the operation of the shelter from the County under a ground lease arrangement. This option is available for 50 years. Animal Care Services Agreement The proposed ten -year Animal Care Services Agreement will cover the period of April 19„ 2016 through June 30, 2026 with an estimated total cost of $12,305,730. The estimated total cost does not include potential inflation adjustments and is solely based on the projected cost of $1,230,573 for the 2016 -17 fiscal year. The County will communicate any and all future cost adjustments for the provision of animal care services. The City currently utilizes a hybrid approach to providing animal services. The County provides animal shelter services and the City performs licensing and animal patrol services. The City's current 2015 -16 fiscal year animal care services agreement is estimated at $1,135,400. Staff recommends the approval of the Participation Agreement and the Animal Care Services Agreement to ensure timely execution of both agreements by April 30, 2016, and secure uninterrupted animal care services from the Orange County Animal Care Shelter. 25C -2 County of Orange Animal Services Agreements April 19, 2016 Page 3 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal # 1 - Community Safety, Objective #5, (provide high quality Police and Fire /Emergency Medical Services response within the City of Santa Ana) FISCAL IMPACT Funds for the Animal Services agreement will be appropriated in the Police Department's Animal Services contract services account (no. 01114430 62300) for the fiscal years 2016 -17 through FY 2026 -27. Funding for fiscal year 2016 -17 Participation Agreement will be allocated after completion of the fiscal year 2015 -16 audit and certification of the final account balances. Identification of funding is expected to be completed in December 2016 and at that time Council consideration and approval will be sought for the fiscal year 2016 -17 estimated payment totaling $535,603.21. Funding for the Participation Agreement for fiscal years 2017 -18 through 2026 -27 will be budgeted and available in the Police Department's Animal Services contract services account (no. 01114430 62300) totaling approximately $6,605,772.90. 25C -3 Participation Agreement Estimate Animal Services Estimate FY 2016 -17 535,603.21 1,230,573 FY 2017 -18 714,137.61 1,230,573 FY 2018 -19 714,137.61 1,230,573 FY 2019 -20 714,137.61 1,230,573 FY 2020 -21 714,137.61 1,230,573 FY 2021 -22 714,137.61 1,230,573 FY 2022 -23 714,137.61 1,230,573 FY 2023 -24 714,137.61 1,230,573 FY 2024 -25 714,137.61 1,230,573 FY 2025 -26 714,137.61 1,230,573 FY 2026 -27 178.534.40 0 7,141, 376.11 12, 305, 730 25C -3 Agreement with County of Orange for April 19. 2016 Page �- Animal Care Services and New Shelter Carlos Rojas Chief of Police Santa Ana Police Department APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez AL Executive Director Finance and Management Services Ag ncy Attachments: Exhibit 1 - Participation Agreement Exhibit A - OC Animal Care Facility Site Parcels Exhibit B - Initial Design Concept Exhibit C - Proposal to Ground tease Exhibit D - Maximum Construction Costs and Participation Formula Exhibit - Quarterly Payment Schedule Exhibit F- Animal Services Agreement (Sample) Exhibit 2 - Animal Services Agreement Exhibit 3 - OC Animal Care Services Summary of Major Terms Exhibit 4 - Orange County Community Resources letter 25C -4 EXHIBIT 1 25C -5 PARTICIPATION AGREEMENT This PARTICIPATION AGREEMENT, dated for reference as of 2016 (the "AGREEMENT "), is by and among the COUNTY OF ORANGE (the "COUNTY "), and the cities of [Participating cities subject to change] ANAHEIM, BREA, CYPRESS, FOUNTAIN VALLEY, FULLERTON, GARDEN GROVE, HUNTINGTON BEACH, LAGUNA HILLS, LAKE FOREST, ORANGE, PLACENTIA, RANCHO SANTA MARGARITA, SAN JUAN CAPISTRANO, SANTA ANA, STANTON, TUSTIN, VILLA PARK, and YORBA LINDA (each, a "CITY," and collectively, the "CITIES" and, together with the County, the "PARTIES "). RECITALS A. WHEREAS, COUNTY and each CITY are, or concurrent with the execution of this AGREEMENT, will become, parties to an Agreement for Provision of OC Animal Care Services (the "SERVICES AGREEMENTS "), pursuant to which COUNTY provides animal care services ( "SERVICES ") in the jurisdictional boundaries of the signatory cities, and; B. WHEREAS, COUNTY provides the SERVICES to the CITIES, as well as to the unincorporated areas of the COUNTY, through OC Animal Care ( "OCAC "), and; C. WHEREAS, COUNTY owns, and through OCAC operates, an animal care shelter facility at 561 The City Drive South, Orange, California (the "EXISTING SHELTER "), and; D. WHEREAS, the PARTIES agree that, owing to the age and condition of the EXISTING SHELTER, it is now desirable to construct a new facility (the "NEW SHELTER") in which to provide enhanced shelter and care services which will benefit the citizens of each of the PARTIES, and; E. WHEREAS, the PARTIES acknowledge that the construction of the NEW SHELTER will impact the operational costs of providing SERVICES pursuant to the SERVICES AGREEMENTS, which costs are shared among the parties in proportion to their usage of the SERVICES; and F. WHEREAS, each PARTY agrees that the construction of the NEW SHELTER is a benefit to, and necessary to meet the social needs of, each PARTIES' respective citizens, and, therefore, the PARTIES desire to enter into this AGREEMENT to set 25C -6 forth terms governing the constriction of the NEW SHELTER and the allocation among the PARTIES, and the method of payment of, the increased costs of SERVICES resulting from the construction of the NEW SHELTER. NOW, THEREFORE, in consideration of the foregoing recitals of fact, the mutual covenants and conditions contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the PARTIES agree as follows: 1. Design & Constrict 1.1. COUNTY Responsibilities: COUNTY shall be responsible for the design; preparation of all studies, analyses and documents necessary to deliver the NEW SHELTER, including any CEQA environmental documentation; obtaining all permits; administration; and construction of the NEW SHELTER. 1.2. Site: Construction of the NEW SHELTER is sited for the 10 acre area of land on the Old Tustin Air Force Base located at the 1500 block of Armstrong Avenue in Tustin, CA and identified on Exhibit A, attached hereto (the "SITE "). 1.3. Design Concept: COUNTY has developed the initial design concept of the NEW SHELTER, attached hereto as Exhibit B. The design of the NEW SHELTER is scalable based on usage needs. COUNTY shall use best efforts to scale the final design of the NEW SHELTER to a size reasonably appropriate for the total requirements of those CITIES that elect to be parties to this AGREEMENT. 1.4. Project Development: COUNTY has or shall retain the services of a licensed design -build contractor ( "CONTRACTOR ") to perform further design and all engineering, planning, preparation of plans and specifications, and complete constriction of the NEW SHELTER, including construction management and post - construction activities, pursuant to a written agreement between COUNTY and CONTRACTOR, as the same may be amended from time to time (the "CONSTRUCTION CONTRACT "). 1.5. Design Advisory Board: COUNTY shall establish a Design Advisory Board (the "DESIGN ADVISORY BOARD ") to provide input to COUNTY regarding the design of the NEW SHELTER. COUNTY shall, in good faith, reasonably consider the input of the DESIGN ADVISORY BOARD in making COUNTY'S determinations regarding the design of the NEW SHELTER. 2 25C -7 Nevertheless, COUNTY is not bound to follow the recommendations of the DESIGN ADVISORY BOARD and the ultimate determination as to the design of the NEW SHELTER rests entirely with COUNTY. The DESIGN ADVISORY BOARD shall consist of at least three staff members from the City Managers Association Animal Care Committee referenced in Paragraph IV of Exhibit A of the SERVICES AGREEMENT. At least two (2) of the staff members shall be chosen collectively by those CITIES whose shelter usage each individually constituted more than eight percent (8 %) of total usage of the EXISTING SHELTER for fiscal year 2014/2015. The third staff member shall be chosen by mutual agreement of the remaining CITIES. 1.6. Use of NEW SHELTER. The completed NEW SHELTER shall be owned by COUNTY and shall be used by COUNTY for the provision of SERVICES for contracting cities and COUNTY unincorporated areas, as needed, pursuant to the terms of current and future SERVICES AGREEMENTS. In the event COUNTY elects to discontinue usage of the NEW SHELTER for animal sheltering purposes prior to December 31, 2066, COUNTY shall offer to those CITIES then currently contracting with COUNTY to receive SERVICES pursuant to a SERVICES AGREEMENTS the opportunity to lease the NEW SHELTER strictly for animal sheltering purposes until such date, at a costs of $1.00 per year phis all rental costs, if any, owed to SOCCCD pursuant to the Ground Lease to be entered into between COUNTY and SOCCCD pursuant to the LETTER OF INTENT defined below (the "GROUND LEASE "). Each and every CITY exercising this option shall be responsible for all operational costs; utility costs; maintenance, alteration, repair and improvement costs; and any other costs of sustaining and operating an animal shelter at the SITE and shall indemnify COUNTY for any costs or liabilities resulting from or relating to the SITE. Upon exercise of the option, the COUNTY and the optioning CITIES shall use best efforts to negotiate mutually agreeable terms for the resulting lease. If the PARTIES cannot agree to mutually agreeable terms within one hundred and eighty (180) days after the exercise of the option, the option will terminate. The option provided for in this subsection is exclusive to those CITIES described above and may only be exercised collectively by those CITIES that elect to exercise the option or, if only one CITY wishes to do so, by that single electing CITY. The option must be exercised, if at all, within one hundred and eighty (180) days after COUNTY notifies CITIES of its decision to discontinue use of the NEW SHELTER for animal sheltering purposes. The option provided herein shall be contingent upon the GROUND LEASE not terminating by its terms prior to 25C -8 COUNTY obtaining fee hold possession of the SITE. In the event COUNTY does not yet have fee hold possession of the SITE as of April 29, 2034, the expiration date of the GROUND LEASE, COUNTY shall, at least six months prior to that date, consult with those CITIES then contracting with COUNTY for SERVICES regarding proposed methods of accessing continued use of the SITE. Upon execution of the GROUND LEASE, COUNTY and CITIES shall consult regarding any assistance CITIES can provide to facilitate and expedite conveyance of the SITE to COUNTY. 1.7. Contingency: All obligations created by this Agreement are contingent upon the full execution of the GROUND LEASE and receipt of possession of the SITE by COUNTY. 2. Constriction Costs Allocation 2.1 Total Costs: Total cost of NEW SHELTER construction shall include: a) all design development costs; b) all costs incurred by COUNTY pursuant to the CONSTRUCTION CONTRACT; c) all site preparation costs; d) all costs of fixtures; e) all costs incurred by COUNTY under the Amended and Restated Agreement for the Exchange of Real Property to be entered into between COUNTY and the South Orange County Community College District (the "SOCCCD ") pursuant to the Letter of Intent Regarding the Proposal to Ground Lease SOCCD Exchange Parcel to County of Orange For Development as Animal Care Center /Amendment of County - SOCCCD Land Exchange Agreement, which Letter of Intent is attached hereto as Exhibit C (the "LETTER OF INTENT "), as the same may be amended from time to time, as well as any costs incurred pursuant to the LETTER OF INTENT itself; and f) any and all other costs incurred by COUNTY for any construction or constriction related activity on the Site incurred in connection with the NEW SHELTER (the "ACTUAL CONSTRUCTION COSTS "). The maximum amount to be paid hereunder as ACTUAL CONSTRUCTION COSTS is set forth on Exhibit D, attached hereto (the "MAXIMUM CONSTRUCTION COSTS "). Upon completion of the NEW SHELTER, COUNTY shall provide CITIES with a full accounting of the application of all funds spent on ACTUAL CONSTRUCTION COSTS. 2.2 COUNTY's Contribution: COUNTY shall contribute toward the construction of the NEW SHELTER the land upon which the NEW SHELTER shall be constructed and five million dollars ($5,000,000.00) to be applied toward 25C -9 MAXIMUM CONSTRUCTION COSTS. Any COUNTY fiords paid by COUNTY toward ACTUAL CONSTRUCTION COSTS on or after the execution of this AGREEMENT shall count toward the $5,000,000 to be contributed by COUNTY and will be applied toward costs of construction as necessary to cover any discrepancy between available CITY payment funds and ACTUAL CONSTRUCTION COSTS as they become due and payable. 2.3 CITIES' Contribution: The remainder of MAXIMUM CONSTRUCTION COSTS beyond the five million dollars ($5,000,000.00) paid by COUNTY ( "CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS ") will be divided among the CITIES based on the formula set forth in Exhibit D, attached hereto. Each CITY'S respective percentage share of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS, as determined by said formula, is also set forth on Exhibit D. On that date which is five (5) years after the fall execution of this AGREEMENT, each CITY'S respective percentage share of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS shall be recalculated based on the same formula as set forth in Exhibit D but using then current statistical data. If any CITY'S respective percentage share of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS is altered by the recalculation by more than five percentage points, then each CITY'S total share of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS shall be recalculated so that the originally calculated percentage shall be applied to one half of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS and the recalculated percentage shall be applied to the second half of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS. All future payments owed by each CITY shall be adjusted based on the results of the recalculation of each such CITY'S total share of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS. If said adjustment results in a reduction in the amount owning by any CITY that, as of that time, has already fully paid its share of the MAXIMUM CONSTRUCTION COSTS, such reduction shall be credited as an offset against future charges, if any, under such CITY'S SERVICES AGREEMENT. If said adjustment results in an increase in the amount owning by any CITY that, as of that time, has already fully paid its previously calculated share of the MAXIMUM CONSTRUCTION COSTS, the amount of such increase shall be due and payable pursuant to the same payment schedule as those CITIES that have not elected to prepay their share of MAXIMUM CONSTRUCTION COSTS, subject to the same prepayment option. COUNTY shall, upon request of a CITY, provide the requesting CITY with copies of the data and documents used to calculate each CITY's percentage 25C -10 share of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS. 2.4 Payment Schedule: Each CITY shall pay its full share of CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS, in addition to costs to be paid in accordance with such CITY'S SERVICES AGREEMENT, in consideration of each such CITY'S continuing right to use the NEW SHELTER or the EXISTING SHELTER or any replacement of the NEW SHELTER or the EXISTING SHELTER (together, or any one of them, "SHELTERS ") pursuant to the terms of its SERVICES AGREEMENT. Each CITY'S annual obligation to make the payments required hereunder is contingent on the COUNTY malting available to such CITY, for the respective year, the use of SHELTERS pursuant to the terms of such CITY'S SERVICES AGREEMENT. At the election of each individual CITY, payment of the amounts owing hereunder may be made in advance of use or may be made over the ten (10) year term of the SERVICES AGREEMENTS in accordance with the Payment Schedule, attached hereto as Exhibit E (the "PAYMENT SCHEDULE "). For CITIES electing not to pay in advance of the scheduled payment, the annual amount each such CITY shall owe hereunder shall be increased by the fonnula shown on the PAYMENT SCHEDULE as the "ADDITIONAL FUNDING COST." The higher payment amount to be paid by CITIES not electing to pay in advance represents the cost to the COUNTY of the lost value overtime of the money paid by COUNTY toward ACTUAL CONSTRUCTION COSTS beyond the $5,000,000 provided for above. The amounts indicated on the PAYMENT SCHEDULE further include costs to be incurred by the relevant CITY for each thirty (30) day period that any payment is overdue. Each CITY acknowledges that the construction and availability of SHELTERS for use by each CITY over the tern of such CITY'S SERVICES AGREEMENT is a substantial benefit to such CITY. In the event any CITY refuses to receive SERVICES from COUNTY in violation of the terms of such CITY'S SERVICES AGREEMENT despite being offered such SERVICES by COUNTY, or in the case of a default or failure to pay its cost share in accordance with this AGREEMENT, each CITY remains obligated to pay to COUNTY its outstanding payments hereunder as they become due and payable and COUNTY may take any legal action as appropriate to obtain such payment. Further, the PARTIES acknowledge that the payments owing hereunder do not reduce or offset amounts owing pursuant to the SERVICES AGREEMENTS. 25C -11 3. Participation of New Cities After Commencement of Construction. After full execution of this AGREEMENT, no city will be added to the OCAC SERVICES program for a period of three (3) years from the date first set forth above, to allow for appropriate sizing and establishment of operational protocols for the NEW SHELTER. If a new city elects to participate in the OCAC SERVICES program after the three (3) year period indicated above, and COUNTY elects to provide SERVICES to such city, such city will be required to pay a pro rata portion of the MAXIMUM CONSTRUCTION COSTS based on the formula set forth in Exhibit D. Any new participating cities' contributions pursuant to this section will be applied first toward any necessary expansion of the NEW SHELTER and the remainder will be deposited into a shelter maintenance and repair fund (the "SHELTER MAINTENANCE FUND "). COUNTY shall establish a separate project fund account for all funds allocable to the SHELTER MAINTENANCE FUND and shall not commingle any other funds in said account. It is the intention of the PARTIES that any funds contained in the SHELTER MAINTENANCE FUND be exhausted prior to any additional contributions by the PARTIES toward post - construction shelter upgrades or capital improvements. Prior to contracting to provide SERVICES to a new city, COUNTY shall consult with those CITIES then currently contracting with COUNTY to receive SERVICES pursuant to a SERVICES AGREEMENT. COUNTY shall in good faith consider the input of those cities in making COUNTY'S determination as to whether to provide SERVICES to the proposed new city. Nevertheless, COUNTY is not bound to follow the recommendations of those cities and the ultimate determination as to whether to provide SERVICES to the proposed city rests entirely with COUNTY. 4. NEW SHELTER Account; Deposit of Funds. Upon the execution of this AGREEMENT, COUNTY shall establish a separate capital project fund accotmt for all funds of the PARTIES which are to be applied toward ACTUAL CONSTRUCTION COSTS for the NEW SHELTER (the "NEW SHELTER ACCOUNT ") and shall not commingle any other funds in said account. Funds payable by any CITY as an additional cost imposed due to late payment, or that are allocable to COUNTY to reimburse COUNTY for any COUNTY funds spent on ACTUAL CONSTRUCTION COSTS beyond the $5,000,000 provided for above, or that are to reimburse COUNTY for the lost value over time of the money paid by COUNTY toward ACTUAL CONSTRUCTION COSTS beyond the $5,000,000 provided for above, shall not be paid into the NEW SHELTER ACCOUNT but shall be paid directly to COUNTY for COUNTY'S sole use. 5. Allocation of Excess Funds. Upon final completion of the NEW SHELTER, issuance of a certificate of occupancy, payment of all ACTUAL CONSTRUCTION COSTS, and payment of all amounts due pursuant to this AGREEMENT, any unused funds remaining in 25C -12 the NEW SHELTER ACCOUNT, but not exceeding an amount equal to the difference between total ACTUAL CONSTRUCTION COSTS incurred and MAXIMUM CONSTRUCTION COSTS, shall be credited to those CITIES then obtaining SERVICES from COUNTY against future charges under each such CITY'S SERVICES AGREEMENT based on the same percentages that each such CITY paid of the CITIES' SHARE OF MAXIMUM CONSTRUCTION COSTS. Any funds not distributed in accordance with the previous sentence shall be deposited into the SHELTER MAINTENANCE FUND. 6. Operational Commitment. Concurrent with the execution of this AGREEMENT, each CITY shall enter into a new, amended SERVICES AGREEMENT with COUNTY in the form attached hereto as Exhibit F (the "AMENDED SERVICES AGREEMENT "). The operational cost for SERVICES owing pursuant to the AMENDED SERVICES AGREEMENTS, calculated with respect to each CITY and unincorporated COUNTY area, shall include, together with all other annual costs of operation of OCAC, all rental costs, if any, under the Ground Lease to be entered into between COUNTY and SOCCCD pursuant to the LETTER OF INTENT. All PARTIES acknowledge that the division of all operational costs among the PARTIES allows for costs efficiencies and operational savings to each PARTY and that each PARTY has entered into this AGREEMENT and its AMENDED SERVICES AGREEMENT in reliance on such shared costs and resulting savings. Each CITY, to provide assurance of such continued cost efficiencies to each remaining PARTY, hereby expresses its commitment to procure SERVICES from COUNTY for a period of 10 years and acknowledges the financial burden that any breach of this commitment would have on all other PARTIES. To that end the AMENDED SERVICES AGREEMENTS shall each provide for a 10 year term of service. 7. Defaults and Remedies. 7.1. Defaults. The failure by any PARTY to perform any of its obligations set forth in this AGREEMENT shall constitute a default of this AGREEMENT. Except as required to protect against further damages, the nondefaulting PARTY may not institute legal proceedings against the PARTY in default until the nondefaulting PARTY has provided the defaulting PARTY notice of the default and the following applicable cure period has expired: (i) the cure period for any monetary default shall be fifteen (15) calendar days after the defaulting PARTY'S receipt of written notice from the nondefaulting PARTY that such obligation was not performed; and (ii) the cure period for any other default shall be thirty (30) days 25C -13 after the defaulting PARTY'S receipt of written notice from the nondefaulting PARTY that such obligation was not performed. 7.2. Remedies Upon Default. Upon the occurrence of any default and after the defaulting PARTY has received written notice of default and the time period to cure the default has expired, the nondefaulting PARTY may at its option pursue damages or specific performance or other legal and equitable remedies the injured PARTY may have against the defaulting PARTY in accordance with applicable law. Should any CITY fail to pay any payment due by that CITY hereunder, COUNTY may take any action as is appropriate to obtain such payment. Nothing herein shall be construed as COUNTY'S exclusive remedy for the remediation of default by a CITY or CITIES, and COUNTY reserves the right to pursue any and all available rights and remedies at law or in equity. 7.3. Non - refund of Contributions. The payments made by all PARTIES pursuant to this AGREEMENT shall be used for completion and maintenance of the NEW SHELTER in the manner described herein and all PARTIES acknowledge and agree that the completion and maintenance of the NEW SHELTER, as well as the completion of each phase of construction activity and each construction milestone under the CONSTRUCTION CONTRACT, provides an immediate benefit to each PARTY and that no payments made pursuant to this AGREEMENT shall be refunded for any reason other than pursuant to the last sentence of Section S. La. S. Results of Nonpayment by any CITY. 8.1. Adjustment of Payments Upon Nonpayment: a) All PARTIES acknowledge that the failure of any CITY to pay any amount hereunder will result in an increase in the operational costs of sheltering SERVICES to be divided among all other CITIES. To that end, in the event any CITY fails to pay, for any other reason, any amount to be paid by that CITY under this AGREEMENT, within fifteen (15) days of when such payment is due, the amount of such nonpayment will be apportioned among the remaining CITIES such that the remaining CITIES' will be responsible to pay such unpaid amount. The amounts paid by the remaining CITIES pursuant to this section will be applied in the following order: first to replenish any COUNTY funds spent on ACTUAL CONSTRUCTION COSTS that would have been paid by funds owed by the nonpaying CITY, second to pay any other amounts due to COUNTY by the nonpaying CITY pursuant to this AGREEMENT, and the 25C -14 remainder to pay ACTUAL CONSTRUCTION COSTS as they come due. Should the non - paying CITY pay any portion of the amount owing, the increased cost paid pursuant to this subsection by the remaining CITIES will be reimbursed to the extent of the amount of such repayment. This section shall apply to each payment obligation owed and not paid by any CITY as it becomes due and payable and shall not result in any acceleration of the full amount payable by the nonpaying CITY over the term of this AGREEMENT. In the event any CITY should default in its obligations under this AGREEMENT and no longer obtain sheltering SERVICES from COUNTY, COUNTY shall consult with all CITIES then obtaining SERVICES from COUNTY to discuss methods of cost reduction that may be made available as a result of such reduction in sheltering SERVICES usage. b) It is the intention of all PARTIES that no fiords provided by any PARTY under this AGREEMENT shall be reimbursed for any other reason than that set forth in the last sentence of the foregoing subsection (a). If, pursuant to judicial action or threat thereof, any funds are reimbursed under this AGREEMENT to any CITY, other than pursuant to the last sentence of the foregoing subsection (a), the remaining CITIES' will be responsible to pay to the COUNTY the reimbursed amount. C) Each CITY's proportional share of any amounts required to be paid by CITIES pursuant to this section shall be determined based on the formula set forth on Exhibit D. Each CITY'S resulting incremental increase in contribution will be due within thirty (30) days of notification by the COUNTY to the participating CITIES of the increased amount owing. The obligation of CITIES to pay increased amounts under this Section 8 is not intended to be an exclusive remedy. COUNTY reserves the right to take any action as is appropriate to obtain payment from any non - paying CITY. Additionally, each CITY paying increased costs pursuant to this Section 8, shall have and retain the right to take any action at law or equity as is appropriate to obtain reimbursement of such increased payment amounts from the non - paying CITY. 8.2. Impact of Nonpayment upon SERVICES AGREEMENT. In the event any CITY fails to pay, for any reason, any amount to be paid by that CITY under this AGREEMENT, such failure shall constitute a default under the nonpaying CITY's SERVICES AGREEMENT and COUNTY shall have 10 25C -15 the right to immediately terminate such SERVICES AGREEMENT, at its discretion. 9. Status of COUNTY as Independent Contractor. COUNTY is, and shall at all times be deemed to be, an independent contractor. Nothing herein contained shall be construed as creating the relationship of employer and employee, or principal and agent, between any CITY and COUNTY or any of COUNTY's agents or employees. COUNTY shall retain all authority for rendition of services, standards of performance, control of personnel, and other matters incident to the performance of services by COUNTY pursuant to this Agreement. COUNTY, its agents and employees shall not be considered to be CITY employees. 10. Governing Law and Venue. This AGREEMENT has been negotiated and executed in the State of California and shall be governed by and construed under the laws of the State of California. In the event of any legal action to enforce or interpret this AGREEMENT, the sole and exclusive venue shall be a court of competent jurisdiction, located in Orange County, California, and the PARTIES hereto agree to and hereby submit to the jurisdiction of such court, notwithstanding Code of Civil Procedure Section 394. Furthermore, the PARTIES specifically agree to waive any and all rights to request that an action be transferred for trial to another county. 11. Tenn and Termination: This AGREEMENT shall be effective from the date first set forth above until each PARTY has made the last payment required under this AGREEMENT, provided that the rights granted with respect to the option created pursuant to Section 1.6 shall continue in accordance with the terns of Section 1.6. 12. Amendments /Entire Agreement: Amendments to this AGREEMENT must be in writing and approved by the governing body of each PARTY. This AGREEMENT is the entire agreement among the parties with respect to the construction of the NEW SHELTER and it supersedes any prior written or oral agreements with respect to the subject. Any and all exhibits that may be referred to in this AGREEMENT are by such references incorporated in this AGREEMENT and made a part hereof. 13. Severability. If any provision of this AGREEMENT, or the application thereof, to any extent, is held by a court of competent jurisdiction to be invalid, void or unenforceable, such provision, to the extent it is valid and enforceable, and all other remaining provisions hereof shall remain in full force and effect, to the fullest extent possible, and shall in no way be affected, impaired or invalidated thereby to the extent such provisions are not rendered impractical to perform taking into consideration the purposes of this 11 25C -16 AGREEMENT. 14. Attorney's Fees. In any action or proceeding to enforce or interpret any provision of this AGREEMENT, or where any provision hereof is validly asserted as a defense, each PARTY shall bear its own attorney's fees, costs and expenses. 15. Interpretation. This AGREEMENT has been negotiated at arm's length and between persons sophisticated and knowledgeable in the matters dealt with in this AGREEMENT. In addition, each PARTY has been represented by experienced and knowledgeable independent legal counsel of its own choosing or has knowingly declined to seek such counsel despite being encouraged and given the opportunity to do so. Each PARTY firrther acknowledges that is has not been influenced to any extent whatsoever in executing this AGREEMENT by the other PARTIES hereto or by any person representing the other PARTIES, or both. Accordingly, any rule or law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this AGREEMENT against the PARTY that has drafted it is not applicable and is waived. The provisions of this AGREEMENT shall be interpreted in a reasonable manner to affect the purpose of the PARTIES and this AGREEMENT. 16. Consent to Breach Not Waiver. No term or provision of this AGREEMENT shall be deerned waived and no breach excused, unless such waiver or consent shall be in writing and signed by the PARTY claimed to have waived or consented. Any consent by any PARTY to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach. 17. Authori ty. The PARTIES to this AGREEMENT represent and warrant that this AGREEMENT has been duly authorized and executed and constitutes the legally binding obligation of their respective organization or entity, enforceable in accordance with its terms. 18. Hold Harmless. Each CITY shall hold harmless, indemnify, and defend COUNTY, its officers, employees, and agents from and against any and all claims, suits, or actions of every kind brought for or on account of injuries to or death of any person or damage to any property of any kind whatsoever and to whomsoever belonging which arise out of such CITY'S failure to fulfill any payment obligations of such CITY arising pursuant to this AGREEMENT. COUNTY shall hold harmless, indemnify, and defend each CITY, its officers, employees, and agents from and against any and all claims, suits, or actions of every kind brought for or on account of injuries to or death of any person or damage to any property of any kind whatsoever and to whomsoever belonging which 12 25C -17 arise out of the performance or nonperformance of COUNTY's covenants and obligations under this AGREEMENT and which result from the actively negligent or wrongful acts of COUNTY or its officers, employees, or agents. This provision requiring COUNTY to hold harmless, indemnify, and defend each CITY shall expressly not apply to claims, losses, liabilities, or damages arising from actions or omissions, negligent or otherwise, of any independent contractor providing services pursuant to a contract with the COUNTY. In the event of concurrent negligence of the COUNTY, its officers, or employees, and any CITY, its officers and employees, then the liability for any and all claims for injuries or damages to persons and/or property or any other loss or cost which arises out of the terms, conditions, covenants or responsibilities of this AGREEMENT shall be apportioned in any dispute or litigation according to the California theory of comparative negligence. 19. Appropriations. During the term of this AGREEMENT, for each fiscal year, each CITY shall make every effort to adopt all necessary budgets and make all necessary appropriations for all payments due hereunder. The covenant contained in this Scction 19 shall be deemed to be, and shall be construed to be, contingent upon the continuing offer by COUNTY to provide SERVICES and use of SHELTERS to each individual CITY. To the extent COUNTY offers the provision of SERVICES and use of any SHELTERS to any CITY, the continued responsibility of such CITY to make all payments required hereunder shall be a duty imposed by law and it shall be the duty of each and every public official of each CITY to take such actions and do such things as are required by law in performance of the official duty of such officials to enable the CITY to carry out and perform the covenants contained in this Section 19. All PARTIES acknowledge that the constriction, maintenance and availability of SHELTERS for the provision of services to all PARTIES and the division of the costs of constructing and maintaining such SHELTERS among the PARTIES allows for costs efficiencies and significant savings to each PARTY and that each PARTY has entered into this AGREEMENT and its SERVICES AGREEMENT in reliance on such shared costs and resulting savings. Each PARTY, to provide assurance of such cost efficiencies to each remaining PARTY, hereby expresses its commitment to fulfill its stated obligations under this AGREEMENT regardless of the term of the AGREEMENT overlapping more than one fiscal year and acknowledges the financial burden that any breach of the terms of this AGREEMENT will have on all other PARTIES. 20. Assignability. Except as otherwise expressly provided for herein, no PARTY shall assign any of its obligations or rights hereunder without the consent of all other PARTIES. 13 25C -18 21. Execution in Counterp . This AGREEMENT may be executed in counterparts, each of which, when the PARTIES hereto have signed this AGREEMENT, shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. 22. Notices. Any notices required to be given pursuant to this AGREEMENT shall be given in writing and shall be mailed to all PARTIES to the AGREEMENT, as follows [to be completed prior to execution]: To CITY: To COUNTY: IN WITNESS WHEREOF, the Board of Supervisors of the COUNTY OF ORANGE has authorized and directed the Chairman of the Board of Supervisors to execute this Agreement for and on behalf of the COUNTY, and [Participating cities subject to change] the CITIES of ANAHEIM, BREA, CYPRESS, FOUNTAIN VALLEY, FULLERTON, GARDEN GROVE, HUNTINGTON BEACH, LAGUNA HILLS, LAKE FOREST, ORANGE, PLACENTIA, RANCHO SANTA MARGARITA, SAN JUAN CAPISTRANO, SANTA ANA, STANTON, TUSTIN, VILLA PARK, and YORBA LINDA have caused this AGREEMENT to be subscribed by each of their duly authorized officers and attested by their Clerks. DATE: Clerk of the Board In COUNTY OF ORANGE [The final agreement will contain appropriate signature blocks for participating CITIES. Following are simply examples of possible participants.] DATE: City Clerk 14 25C -19 ME CITY OF ANAHEIM DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: 15 25C -20 CITY OF BREA By: CITY OF FOUNTAIN VALLEY By: CITY OF FULLERTON By: CITY OF GARDEN GROVE By: CITY OF HUNTINGTON BEACH By: CITY OF LAGUNA HILLS By: CITY OF LAKE FOREST By: CITY OF ORANGE City Clerk 17va City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk DATE: City Clerk APPROVER AS TO FOR& , �t9/1/ 16 Laura A. ROSaini Assistant City Attarney 25C -21 m. CITY OF PLACENTIA By: CITY OF RANCHO SANTA MARGARITA By: CITY OF SAN JUAN CAPISTRANO By: CITY OF SANTA ANA By: CITY OF STANTON : m CITY OF TUSTIN CITY OF VILLA PARK DATE: City Clerk 17 25C -22 CITY OF YORBA LINDA ro x W Ni's c� o ¢° a drc Cf"'ti9YBt �� 1 x l + .ort Hi i° i kid 323 m ol = yt ka3 � i 3nN3h '�i3e N q z � e � 4 ' a . R d3 qq a Im Al j G 3 77 * F' VI°C ; lilts. `- 4 i „�•-�. n�rP3ne aarcebnriar�rt� � u . 25C -23 Z 111111119toz 8 %d 9Z 9ZSl% 919Z:v® IVTNEW 00 m a 6 3 11 � In I .: g 6 n 25C -24 n 171 Z w'•v,•9II1Z'dffJ llxxm.�e�nnw exon,., uvxwn,n.xuxu.ixvu.x,.au�um °imx. BZSu'prnmx x..x,v,rvnsmanxux..oxaxv as ,xxxxxmuown,x.uvauxw =910Zw ®x,n, i6 zz W J T m C Ndld ' dVDSQNd'I WI-dUINI t 9SdHd W Z W a J J W m W N 0 I o a WK uppolluouploopu AAAAAAAAAAAAAAAAAAAAA 0 ©OO ©6000 ©�008D8D8 _ ®a_a_ ®o e000 ------------------------ 25C -25 Exhibit C 2&(:{p �ARGCK4 !lLPAC�Nffi.t2$Sr..izkiC.IQCA 92`e92a6:i e 939.:�.AS� = iAXHA9.9E.d2 %2o . :Y.N545GC^_CD.ELU 6ADDLE@ACKC0.IEGE + RVNFVALLF.YCQLLEGG 6k %PUGAY14N PARK December 15, 2015 Mr. Scott Mayer County of Orange 333 W. Santa Ana Blvd, Santa Ana, CA 92702 -1379 Re: PROPOSAL, TO GROUND LEASE SOCCCD EXCHANGE PARCEL TO COUNTY OF ORANGE FOR DEVELOPMENT AS ANIMAL CARE CENTER / AMENDMENT OF COUNTY- SOCCCD LAND EXCHANGE AGREEMENT Dear Mr, Mayer: This letter of intent sets forth the material terms and conditions under which South Orange County Community College District ( "SOCCCD ") would ground lease land in Tustin Legacy to the County of Orange ( "County ") in advance of the planned land exchange as contemplated in the Exchange Agreement (as defined below) for the purpose of constructing an animal care center. Each of SOCCCD and County is sometimes hereinafter called a "Party" and they are sometimes hereinafter collectively called "Parties." Capitalized terms not defined herein shall have the meanings ascribed to them in the Exchange Agreement. 13ackaround. (a) Exchanaa Agreement, The Parties entered into that certain Agreement for the Exchange of Real Property dated as of February 7, 2012 (the "Original Exchange Agreement'), which sets forth the terms and conditions under which SOCCCD would convey to County a parcel of real property known as the " SOCCCD Exchange Parcel" in exchange for which County would cause the conveyance to SOCCCD of a parcel of real property known as the "County .Exchange Parcel." The Original Exchange Agreement as amended by Amendment No. 1, Amendment No, 2, Amendment No.3 and Amendment No. 4 is referred to herein as the "Exchange Agreement." A condition precedent to the consummation of the exchange contemplated by the Exchange Agreement (the "Exchange") is that the Navy shall have conveyed fee title to the County Exchange Parcel to the City of Tustin ("City") pursuant to the MCAS Tustin Reuse Plan. The Navy will not make such conveyance until certain issues related to remediation of hazardous substances on the County Exchange Parcel, a potion of the SOCCCD Exchange Parcel and certain nearby parcels are resolved. Upon the satisfactory resolution of such issues, the Navy will issue a document known as "FOST 9," which will, among other things, permit the Navy to convey the County Exchange Parcel to the City. It appears that the issuance of F'OST 9 may take several more years. The County's existing animal care facilities are severely impacted and County desires to develop the SOCCCD Exchange Parcel with an Animal Care Center ( "Center ") as soon as practicable. The Parties desire to amend the Exchange Agreement so as to permit County to commence construction of the Center no later than June 2016. 25C -26 Page 1 of 11 Exhibit C Mr. Scott Mayer County of Orange December 15, 2015, Page 2 (b) Bell A rreement. SOCCCD and City entered into that certain "Infrastructure Construction and Payment Agreement (Bell Avenue)" dated May 22, 2013 ("Bell Agreement ") which provides for the extension of a public street known as Bell Avenue from Red Hill Avenue to Armstrong Avenue. The portion of the Bell Avenue between Red Hill Avenue and Armstrong Avenue is hereinafter called "Bell Avenue." The SOCCCD Exchange Parcel abuts Bell Avenue on its south side, and parcels of land held by SOCCCD abut Bell Avenue on both its north and south sides. Under the Bell Agreement, the City will construct Bell Avenue and SOCCCD and City will each bear one -half of its costs of design and construction of Bell Avenue, which are defined in the Bell Agreement as the "Shared Costs." In addition, the City will construct certain improvements, including curb cuts, specified by SOCCCD, which are called " SOCCCD Required improvements" in the Bell Agreement. SOCCCD has agreed to reimburse the City for one hundred percent of the costs thereof, which costs are called the " SOCCCD Required Costs" in the Bell Agreement. The SOCCCD Required Costs are not included in the Shared Costs, 2. Amendment No. 5. The Parties will negotiate and enter into an amendment to the Exchange Agreement ( "Amendment No. 5 ") (which may take the form of an amended and restated Exchange Agreement), which will include the following terms and conditions: (a) CI_ osin . Pursuant to the Exchange Agreement, an escrow (the "Escrow ") was opened with First American Title Company ( "Escrow Holder ") Upon the close of transactions contemplated by Amendment No. 5 ( "Closing "), the following will simultaneously occur: (i) Withdrawal Letter. Upon the Closing, the Escrow Holder will be irrevocably instructed to submit the Withdrawal Letter (described under SOCCCD's Conditions hereinbelow) to the Department of Education with a copy to each of the Navy and the City. (ii) Ground Lease. A ground lease ( "Ground Lease ") between the Parties by which SOCCCD leases to County the SOCCCD Exchange Parcel with the terms and conditions described herehnbelow will become effective, with possession of the SOCCCD Exchange Parcel going to the County through the Ground Lease. (iii) Reimbursements. (1) Reimbursement Obligations, The County will become obligated to reimburse SOCCCD for one -half (112) of SOCCCD's one -half portion of the "Shared Costs" as defined in the Bell Agreement, all as more fully described herembelow. SOCCCD will provide to County for its review and approval prior to execution of Amendment No. 5 the same backup information as was provided to the City concerning the costs of demolition of structures in the right -of -way, for Bell Avenue ( "Standing ROW Demo Costs "), which costs are included in the Shared Costs. In addition, SOCCCD will provide to County for its review and approval all backup information that it receives from the City pursuant to the Bell Agreement concerning the Shared Costs to be incurred by City. 25C -27 Page 2 of 11 Exhibit C Mr. Scott Mayer County of Orange December 15; 2015, Page 3 (2) Reimbursemenr.Pavment. SOCCCD has already incurred expenses for the Standing ROW Demo Costs, as more fully explained in Section 4(a) below; therefore, upon Closing, County will be obligated to reimburse SOCCCD for one -half of the amount of the credit SOCCCD has earned to offset SOCCCD's obligation to reimburse City for other Shared Costs. Consequently, County shall pay to SOCCCD through the escrow at Closing (either by check or wire transfer) a payment in the amount of Five Hundred Nineteen Thousand Three Hundred Six and No /100 Dollars ($519,306.00) (the `Reimbursement Payment ") representing reimbursement for County's share of Shared Costs already incurred by SOCCCD for the Standing ROW Demo Costs. (b) Mutual Assistance. The Parties will be bound to cooperate and assist one another and use commercially reasonable efforts to accomplish the following: (i) FOST 9. Persuading the Navy to issue FOST 9 as soon as practicable. (ii) County Exchange Parcel. Persuading the Navy to add the County Exchange Parcel to that certain Lease in furtherance of Conveyance between the Navy and the City dated May 13, 2002 ( "LIFOC ") and persuading the City to add the County Exchange Parcel to that certain Sublease between SOCCCD and City dated April 29, 2004. (e) Close of the Exchanao. The Exchange Agreement, as amended by Amendment No. 5, will remain in effect and the Parties will be obligated to effectuate the close of the exchange of fee title to the SOCCCD Exchange Parcel and fee title to the County Exchange Parcel as contemplated in the Exchange Agreement, 3. Ground Lease. The Ground Lease will be on the standard form adopted by SOCCCD for ground leases at ATEP and conformed to this transaction. The form of Ground Lease will be included as an Exhibit to Amendment No. 5 and will be subject to County's prior approval. A portion of the SOCCCD Exchange Parcel is subject to the LiFOC and the Sublease. That portion of the SOCCCD Exchange Parcel will be sub-subleased by SOCCCD to County. The Ground Lease, including the sub - sublease, will have the following terms: (a) Free Rent Period, For a period of five (5) years after the Closing, a de minimus ground rent of One and no/100 Dollar ($1,00) per year will be payable by County to SOCCCD. (b) Rent Panents Dua. Commencing on the first day of the sixth (61r') year after the Closing, rental payments will be due and owing in monthly installments at a rental rate equal to Two Hundred Thousand and no /100 Dollars ($200,000.00) per annum, increased each year on the anniversary date of the first rental payment by five percent (5 %) of the rental amount then payable. Upon the close of the Exchange, County will become both lessor and lessee under the Ground Lease, and the Ground Lease will terminate by operation of law. 25C -28 Page 3 of 11 Exhibit C Mr. Scott Mayer County of Orange December 15, 2015, Page 4 (c) Uses Development Coordination. The permissible uses and the use restrictions contemplated in Section 33.2 ofthe Original Exchange Agreementto be imposed on the SOCCCD Exchange Parcel upon the close of the Exchange will also be incorporated into the Ground Lease. In addition, the requirements of Section I1 of the Original Exchange Agreement concerning development coordination will be incorporated into the Ground Lease (including the right of SOCCCD to review and comment on each set of Plans for the SOCCCD Exchange Parcel prior to submission of the same to the County Planning Department or the City). 4. Reimbursement Obligations. The County will reimburse SOCCCD for the costs described below within thirty (30) days after SOCCCD furnishes a demand therefor together with substantiation thereof reasonably acceptable to County to indicate that SOCCCD has expended funds in the amount requested to be reimbursed. The County's obligations to reimburse SOCCCD for certain costs are as set forth below: (a) Bell Avenue Construction Costs. County will reimburse SOCCCD for one -half ('V2) of the actual amount of Shared Costs that SOCCCD is obligated to bear under the Bell Agreement. The amount of County's obligation to reimburse SOCCCD for one -half of the Shared Costs and for one -half of the costs of construction of the Common Access Point as provided in Paragraph S(a) below shall not exceed Six Hundred Seventy -Five Thousand and no /100 Dollars ($675,000.00), SOCCCD has previously expended funds to cover the Standing ROW Demo Costs, which are included in the Shared Costs, in the amount of Two Million Seventy -Seven Thousand Two Hundred Twenty -Four and Noll 00 Dollars ($2,077,224.00) for which SOCCCD is entitled to a credit of One Million Thirty - Eight Thousand Six Hundred Twelve and no /100 Dollars ($1,038,612,00) against its obligation to reimburse City for one -half of the Shared Costs, all as evidenced by that certain Memorandum of Standing ROW Demolition Costs and SOCCCD Credit between SOCCCD and City. The Reimbursement Payment described above represents the payment by County of one -half of the amount of the credit already earned by SOCCCD. After the Closing, there will remain One Hundred Fifty -Five Thousand Six Hundred Ninety -Four and No /100 Dollars ($155,694.00) to be paid by County to SOCCCD for Shared Costs to be incurred by City in the design and construction of Bell Avenue until County shall have paid the maximum described above (the "Remaining Construction Reimbursement Obligation "). (b) Bell Avenue Utilities_ The County is currently studying whether to install (at its expense) the wet and dry utilities serving the SOCCCD Exchange Parcel in Armstrong Avenue or in Bell Avenue. SOCCCD does not intend to install any dry utilities in Bell Avenue. SOCCCD has given City specifications for storm drain capacity and the Irvine Ranch Water District (`BRWD ") specifications for potable water, reclaimed water and sanitary sewer. If County elects to utilize any of such wet utilities serving the SOCCCD Exchange Parcel in Bell Avenue, then County shall indicate to City or IRWD, as applicable, specifications to increase the capacity of such utilities to the extent necessary to accommodate the needs of the SOCCCD Exchange Parcel, In such event, the County will reimburse SOCCCD one hundred percent (100 %) of the actual additional costs incurred by SOCCCD for the increased capacity of wet utilities subject to a 25C -29 Page 4 of 11 Exhibit C Mr. Scott Mayer County of Orange December 15, 2015, Page 5 maximum reimbursement amount of Five Flundred Thousand and no /100 Dollars ($500,000.00). In the event that some portion of the cost of installing wet utilities within Bell Avenue serving both the ATEP Site and the SOCCCD Exchange Parcel qualify as a Capital Improvement Project by IRWD then such portion shall not be included in the costs to be reimbursed by County to SOCCCD. In the event that SOCCCD obtains a refund from IRWD for any costs of installation of wet utilities after SOCCCD has received a reimbursement payment from County for such utilities, then SOCCCD will remit one -half (1/2) of such refund to County. (c) Demolition. The County will agree to reimburse SOCCCD for one -half (1/2) of the actual costs incurred by SOCCCD to demolish all above - ground; at- ground and below - ground structures on the County Exchange Parcel in an amount not to exceed Five Hundred Thousand and No/] 00 Dollars ($500,000.00). S. Aceess to Bell Avenue. (a) Common Access Point. The Parties agree that "Intersection 2" on Bell Avenue (the intersection closest to Red Hill Avenue as shown on the map attached hereto as Exhibit A) shall be shared by the Parties for access to the SOCCCD Exchange Parcel and to SOCCCD's parcel of land ( "Contiguous Parcel ") that is contiguous to the SOCCCD Exchange Parcel, The County's use of "Intersection 2" shall be limited to public access to the Center. The center of the access point at Intersection 2 ( "Common Access Point ") for access to the SOCCCD Exchange Parcel and the Contiguous Parcel shall be the property line ("Property Line ") between them. SOCCCD shall cause the Common Access Point to be included in the SOCCCD Required Improvements under the Bell Agreement so that the City shall be obligated to construct the Common Access Point. In addition, the inclusion of the Common Access Point in the SOCCCD Required Improvements will result in the costs of constructing the Common Access Point to be included in the SOCCCD Required Costs. Upon submission of reasonable evidence to County by SOCCCD of its reimbursement payment to City for the costs of constructing the Common Access Point, County shall reimburse SOCCCD for one -half of such costs, subject to the maximum described in Section 4(a) above. (b) Common Driveway. (i) Construction. The Parties agree that County will construct or cause to be constructed a driveway ( "Common Driveway ") starting at the Common Access Point and continuing westerly approximately three hundred sixty feet (360'). The centerline of the Common Driveway shall be the Property Line and its width shall be approximately thirty -nine feet (39'). SOCCCD and County will each be obligated to bear one -half (1/2) of the costs of design and construction of the Common Driveway. The design of the Common Driveway and the budget for constructing the same shall be agreed upon by the Parties prior to the commencement of construction pursuant to the review contemplated by Paragraph 3(c) above. The parties 25C -30 Page 5 of 11 Exhibit C Mr. Scott Mayer County of Orange December 15, 2015, Page b acknowledge that the design of the Common Driveway shall be subject to approval by the Division of State Architect. (ii) Design. The parties agree to cooperate to agree upon the design of the Common Access Point and the Common Driveway as soon as practicable so as not to delay the City's schedule for the construction of Bell Avenue. (iii) Site Plan, Attached hereto as Exhibit B is a Conceptual Site Plan for the Center showing the approximate location of the Common Access Point and the Common Driveway. County shall submit to SOCCCD a refined Site Plan for the Center for review prior to commencement of construction pursuant to Paragraph 3(a) above. (iv) Reci rrgcal Easement A ree ent. The Parties shall enter into a Reciprocal Easement Agreement ( "REA. ") concerning the Common Driveway, which shall be recorded against the SOCCCD Exchange Parcel and Contiguous Parcel by the escrow holder upon the Closing. The REA shall provide for the use of the Common Driveway for ingress and egress to both the SOCCCD Exchange Parcel and the Contiguous Parcel, for the maintenance thereof and for the sharing of costs of such maintenance between the owners of the two parcels. The REA shall forbid County to use the Common Driveway for any purpose other than public access to the Center. (v) Other Caynty Aoc��s Points to Bell A venue. County shall be solely responsible for all costs of the design and construction of all access lanes, curb cuts and other improvements required to provide access to Bell Avenue from the SOCCCD Exchange Parcel other than the Common Access Point and the Common Driveway. (c) ri s. SOCCCD has previously obtained from the City a determination of the average daily trips ( "AlDTs ") assigned to the ATEP Site. County shall be responsible for obtaining a determination from the City of the number of ADT's that will be assigned to the SOCCCD Exchange Parcel and County shall make its own determination whether that number is adequate for the use and operation of the Center. To the extent required by the City, the County will cause the level of service to be analyzed by a traffic engineer and approved by the City prior to the issuance of any development permits or approvals by the City, which traffic analysis will assume that SOCCCD and all other property owners in Neighborhood A (as designated in the Specific Plan) use all of the ADTs that are assigned to such properties pursuant to the Specific Plan as in effect as of the date that Amendment No. 5 is executed. The number of ADTs required by the County for its use and operation of the Center on the 5OCCCD Exchange Parcel shall not exceed the number of ADTs allocated to the SOCCCD Exchange Parcel or, prior to the issuance of any development permits, be found to substantially change the trip distribution or peak hour trips assumptions in the Specific Plan. 25C -31 Page 6 of 11 Exhibit C Mr. Scott Mayer County of Orange December 15, 2015, Page 7 b. Conditions to Closing, (a) Co_ unty :j Conditions. It will be a condition precedent to the County's obligation to effectuate the Closing that: (i) Board of Supervisors' Approval. The County Board of Supervisors shall have approved Amendment No. 5, and any and all applicable statutes of limitation with respect to a challenge of the adoption of Amendment No. 5 shall have expired or, if the approval of Amendment No. 5 shall have been challenged, such challenge shall have failed to affect the Board's approval of Amendment No. 5. (ii) Scope and Design of Bell Avenue. County shall have been afforded by the City an opportunity to make reasonable comments on the scope and design of Bell Avenue (including the County Required Improvements), and County shall have reasonably approved of such scope and design. (iii) City-County Agreement. The City shall have executed in recordable farm and deposited in escrow with instructions to Escrow Holder to record upon the Closing the City - County Agreement as described in Section 3.3.2 of the Original Exchange Agreement imposing certain rise restrictions in favor of the City on the SOCCCD Exchange Parcel. (iv) Title Insurance. First American Title Insurance Company shall have irrevocably committed to issue a title insurance policy in form reasonably acceptable to County insuring County's leasehold interest in the SOCCCD Exchange Parcel, County may also require a survey of the SOCCCD Exchange Parcel (at its cost) in order to obtain an extended coverage title insurance policy. (b) SOCCCWs Conditions. It will be a condition precedent to SOCCCD's obligation to effectuate the Closing that: (i) Board of Trustees' Approval. The Board of Trustees of SOCCCD shall have approved Amendment No. 5, and any and all applicable statutes of limitation with respect to a challenge of the adoption of Amendment No. 5 shall have expired or, if the approval of Amendment No, 5 shall have been challenged, such challenge shall have failed to affect the Board's approval of Amendment No. S. (ii) Withdrawal Letter County shall have deposited into Escrow, fully executed, the Withdrawal Letter in the form of Exhibit L to the Exchange Agreement, withdrawing its application for a Public Benefit Conveyance of the County Exchange Parcel, together with instructions to Escrow Holder to cause the delivery of the Withdrawal Letter to the Department of Education upon the Closing. 25C -32 Page 7 of 11 Exhibit C Mr, Scott Mayer County of Orange December 15, 2015, Page 8 (iii) Effectiveness Notice. The City shall have deposited the Effectiveness Notice as described in the Exchange Agreement, fully executed, into the Escrow, together with instructions to the Escrow Holder to cause the delivery of the Effectiveness Notice as described in Section 6.2.1 of the Original Exchange Agreement to the Government upon the Closing. (iv) Environmental htsurance. SOCCCD shall have received assurance reasonably acceptable to SOCCCD that it can amend its existing Environmental Pollution Legal Liability Policy for the ATEP Site to delete the SOCCCD Exchange Parcel and add the County Exchange Parcel. (c) Mutual Conditions. It will be a condition precedent to the obligations of each Party to effectuate the Closing, that: (i) Specific Plan Amendment. (The Specific Plan Amendment contemplated in the Exchange Agreement has been adopted by the City; however, the Specific Plan Amendment, by its terms, becomes effective only upon the close of the Exchange Agreement.) The City shall have acknowledged that the Closing of Amendment No. 5 is the functional equivalent of the close of the Exchange and shall take such action as may be necessary to assure that the Specific Plan Amendment is effective. (ii) Development Agreement. (The Development Agreement contemplated in the Exchange Agreement has been adopted by the City; however, the Covered Property as described in the Development Agreement will exclude the SOCCCD Exchange Parcel and include the Covered Property only upon the close of the Exchange.) The City shall have acknowledged that the Closing of Amendment No. 5 is the functional equivalent of the close of the Exchange and shall take such action as may be necessary to assure that the Covered Property includes the County Exchange Parcel and excludes the SOCCCD Exchange Parcel. (iii) Con�cnts. All consents from any governmental authority necessary to effectuate the Closing shall have been obtained. 7. No Obligation to Enter into Amendment No 5. This letter of intent is not binding on SOCCCD or County, and does not give rise to any rights or obligations on either Party. Neither Party will be bound until Amendment No. 5 has been executed and delivered by both SOCCCD and County, 25C -33 Page 8 of 11 Mr, Scott Mayer County ufOrange December ]5,2O|5, Page 9 1"'M Exhibit If the foregoing is acceptable, please sign this letter where indicated below and return it to |5 Very truly yours, Debra L. Fitzsim Vice Chancellor 0 Scott Mayer, Chief Real of California BOARD o,rwm,usa^oc^,mL JAI, nu"nrAu^,.nxpop, L^N^w^ncmn'un.xun�r/,p»ewcuoo^om. r,mmWxnr J^weon.vv^mn^a^oL,poco,xnacx^wcu,m` ^aCoxx�o°,nonJ°"arw,,c.n^ �� Pago8nf11 ��� �� ��v����m� Exhibit C Exhibit A Bell Avenue Interchange Man �n�r�wa a ,t:�:�' "� ''� uuux. rr+awcerumtttc.rtwewe LPi s>,... 25C -35 Page 10 of 11 a 'i E � t i hh i �i I td ,t:�:�' "� ''� uuux. rr+awcerumtttc.rtwewe LPi s>,... 25C -35 Page 10 of 11 Exhibit C Exhibit 13 Animal Care Center Conceptual Site Plan PUBIC ENTRANCE GATE P" 1( € ARMSTRONGAVE. D�� I � �- Vl➢NTY" � 1 s � — I I ( I I , I I I I i ( ( 0{RIONAL ACCESS I , i NOWT II I! Nil !i iA 4WUCPSgkG lli,� Ll!ti _ q� STOP ENTRANCEONLV PAHMSVM6AW PUb4t 9"NG n15 TACES i° STOPPARKIN6 t45WKES �O N(IIEVNENS PSYENG S1 DkAENSiDNS D4'M) SlIVIFTLEEOFFICE OP-5.4 CONCCPTUAL SITE PLAN OC ANWAL CARE Taw !(a �y"•1 7E1<Iifii3lU GATE P" 1( € ARMSTRONGAVE. D�� I � �- Vl➢NTY" � 1 s � — I I ( I I , I I I I i ( ( 0{RIONAL ACCESS I , i NOWT II I! Nil !i iA 25C -36 Page 11 of 11 COUMYVEHICLES & STOP ENTRANCEONLV PAHMSVM6AW PUb4t 9"NG n15 TACES i° STOPPARKIN6 t45WKES �O N(IIEVNENS PSYENG S1 DkAENSiDNS D4'M) SlIVIFTLEEOFFICE OP-5.4 CONCCPTUAL SITE PLAN OC ANWAL CARE 25C -36 Page 11 of 11 Exhibit D Maximum Construction Costs and Participation Formula Maximum Construction Costs $35,000,000 $5,000,000 County Contribution $30,000,000 Contract Cities Funding Share *Costs included are identified in Section 2.1 of the Participation Agreement. Participation Formula The total projected cost to the Contract Cities is based on $30.0 million as the total contract city contribitution. The distribution among the Contract Cities is an estimate assuming participation by a// 18 cities currently contracting with the County for OC Animal Shelter services. Estimates do not include Additional Funding Costs associated with a 10 -year Payment Schedule. Estimated costs for each city are based on a historical five -year average of Animal Charge Days, expressed as a percentage of the total. Animal Charge Days represents the number of days animals receive board and care at OCAC. Calculation of pro rata portion of Maximum Construction Costs for new cities added after initial contract execution and three year period as set forth in Section 3. of the Participation Agreement will be based upon comparability to similar sized cities under contract with the County based upon a five year average annual Shelter Utilization figure using actual admissions and shelter days for the new city with their current /previous Shelter provider. In the absence of available shelter data for a new city, the pro rata portion will be based upon comparability to similar sized cities under contract with the County based upon city population as identified in the most recent California State Department of Finance publications. intington Beach guna Hills ke Forest ange icentia ncho Santa Margarita n Juan Capistrano nta Ana Inton stin la Park rba Linda Total 25C -37 Page 1 of 1 Distribution of Cities' Share of Maximum Construction Costs $ 7,017,529 23.39% $ 367,454 1.22% $ 568,874 1.90% $ 777,973 2.59% $ 2,240,317 747% $ 4,142,755 13.81% $ 1,829,954 6.10% $ 222,122 0.74% $ 555,539 1.85% $ 2,467,472 8.2291. $ 548,846 1.83% $ 209,618 03091. $ 270,168 0.90% $ 6,867,112 22.89% $ 612,821 2.04% $ 791,152 2.64% $ 46,853 0.16% $ 463,442 1.54% $ 30,000,000 100.00% 25C -37 Page 1 of 1 3/17/2016 25C -38 EXHIBIT E Cities Share of Max Construction Costs 30,000,000.00 Additional Funding Cost Rate 0.77% Number of Payments $779,966.51 40 Payments Quarterly Payment Schedule N Payments ' Period Beginning Balance Payment Cities Share MCC of Additional Funding Cost Cumulative Cities Share of MCC - Cumulative. Additional' Funding Cost Ending Balance 5 Year Average *. (%) 1 10/1/2016 _ 30,000,000.00 $779,966.81 722,216.81 57,750.00 29,277,783.19 2 1/1/2017 29,277,783.19 779,966.81 723,607.09 56,359.73 723,607.08 28,554,176.11 3 4/1/2017 28,554,176.11 779,966.81 725,000.02 54,966.79 1,445,607.10 _56,359.73 111,326.52 27,829,17_6.09 4 7/1/2017 27,829,176.09 779,966.81 726,395.65 53,571.16 2,175,002.75 164,897.68 27,102,780.44 5 10/1/2017 27,102,780.44 779,966.81 727,793.96 52,17185 2,902,796.71 217,070.53 _ 26,374,986.48 6 1/1/2018 26,374,986.48 779,966.81 729,194.96 50,771.85 3,631,991.67 267,842.38 25,645,791.52 �^ 7 4/1/2018 25,645,791.52 779,966.81 730,598.66 49,36815 4,362,590.33 317,210.53 24,915,192.86 8 7/1/2018 24,915,192.86 779,966.81 732,005.06 47,96175 5,094,595.39 365,172.28 24,183,157.80 9 10/1/2018 24,183,187.80 779,966.81 733,414.17 46,55164 5,528,009.56 411,724.92 23,449,773.63 10 1/1/2019 23,449,773.63 779,966.81 734,826.00 4_5,140.81 6,562,835.56 456,865.73 22,714,947.63 11 4/1/2019 22,714,947.63 779,966.81 736,240.54 43,726.27 7,299,076.10 500,592.00 21,978,707.09 _12 7/1/2019 21,978,707.09 77_9,966.81 737,657.80 42,309.01 8,036,73190 542,901.01 21,241,049.29 13 10/1/2019 21,241,049.29 779,966.81 739,077.79 _ 40,889.02 5,775,811.69 583,790.03 20,501,971.50 14 1/1/2020 20,501,971.50 779,966.81 740,500.51 9,5_16,31120 623,256.33 19,761,470.99 15 4/1/2020 779,966.81 741,925.98 _39,466.30 38,040.83 10,258,_238.18 661,297.16 19,019,545.01 /1/202_0 _19,761,470.99 19,019,545.01 779,966.81 743,354.19 36,612.62 11,001,592.37 697,909.78 18,276,190.82 0/1/2020 18,276,190.82 779,966.81 744,785.14 35,181.67 11,746,377.51 733,091.45 17,531,405.68 1/1/2021 17,531,405.68 779,966.81 746,218.85 33,747.96 12,492,596.36 766,839.41 16,785,156.83 /1/2021 16,785,186.83 779,966.81 747,655.33 32,311.48 13,240,251.69 799,150.89 ~16,037,531.50 /1/2021 16,037,531.50 779,966.81 749,094.56 30,872.25 13,989,346.25 830,023.14 15,288,436.94 0/1/2021 15,288,436.94 779,966.81 750,536.57 29,430.24 14,739,882.82 14,537,900.37 1/1/2022 14,537,900.37 779,966.81 751,981.35 27,985.46 15,491,864.17 _859,453.38 887,438.84 13,785,919.02 _ /1/2022 E 13,785,919.02 779,966.81 753,425.92 26,537.89 16,245,293.09 913,976.73 13,032,490.10 7/1/2022 13,032,490.10 779,966.81 754,879.27 25,087.54 17,000,172.36 939,064.27 12,277,610.83 0/1/2022 12,277,610.83 779,966.81 756,332.41 23,634.40 17,756,504.77 962,698.67 11,521,278.42 1/1/2023 11,521,278.42 779,966.51 757,788.35 22,178.46 18,514,293.12 984,877.13 10,763,490.07 4/1/2023 10,763,490.07 779,966.81 759,247.09 20,719.72 19,273,540.21 1,005,596.85 10,004,242.98 7/1/2023 10,004,242.98 779,966.81 760,708.64 19,258.17 20,034,248.85 1,024,855.02 9,243,534.34 0/1/2023 9,243,534.34 779,966.81 762,173.01 17,793.80 20,796,421.86 1,042,648.82 8,481,361.33 1/1/2024 8,481,361.33 779,966.81 763,640.19 16,326.62 21,560,062.05 1,058,975.44 7,717,721.14 4/1/2024 7,717,721.14 779,966.81 765,110.20 14,856.61 22,325,172.25 1,073,832.05 6,952,610.94 32 7/1/2024 6,952,610.94 779,966.81 766,583.03 13,383.78 23,091,755.28 1,087,215.83 6,186,027.91 33 10/1/2024 6,186,027.91 768,058.71 11,908.10 23,859,813.99 1,099,123.93 5,417,969.20 34 1/1/2025 5,417,969.20 _779,966.81 779,966.81 _ 769,537.22 _ 10,429.59 24,629,351.21 1,109,553.52 4,648,431.95 35 4/1/2025 4,645,431.98 779,966.81 771,018.58 8,948.23 25,400,369.79 1,118,501.75 3,877,413.40 36 7/1/2025 3,877,413.40 779,966.81 772,502.79 7,464.02 26,172,872.58 1,125,965.77 3,104,910.61 37 10/1/2025 779,966.81 773,989.86 5,976.95 26,946,862.44 1,131,942.72 2,330,920.75 38 1/1/2026 _3,104,910.61 779,966.81 775,479.79 4,487.02 27,722,342.23 1,136,429.74 1,555,440.96 39 4/1/20261 _2,330,920.75 1,555,440.96 779,966.81 776,972.59 2,994.22 28,499,314.82 1,139,423.96 778,4_6837 40 7/1/20261 778,468.37 779,966.81 778,468.26 1,498.55 29,277,783.08 1,140,922.51 0.11 TOTAL 31,198,672.40 29,999,999.89 1,198,672.51 3/17/2016 25C -38 Exhibit F 25C -39 AGREEMENT FOR PROVISION OF OC ANIMAL CARE SERVICES BETWEEN COUNTY OF ORANGE AND CITY OF aCOMPANY» aSTART DATE» THROUGH «END DATE» THIS AGREEMENT entered into this «START_DAY» day of «START MONTHv aSTART_YEAR)>, which date is enumerated for purposes of reference only, is by and between the COUNTY OF ORANGE, a political subdivision of the State of California (COUNTY) and the CITY OF oCOMPANYw(MUNI_CORP» (CITY). This Agreement shall be administered by County of Orange OC Community Resources (ADMINISTRATOR). WITNESSETH: WHEREAS, CITY wishes to contract with COUNTY for the provision of the OC Animal Care Services described herein; and WHEREAS, COUNTY is willing and able to provide such services on the terms and conditions hereinafter set forth: NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: 25C -40 I. II. III. IV. V. VI. VII. VIII. IX. I. II. III. IV. V. VI. VII. // // CONTENTS PAGE EXHIBIT B Animal Care Notice of Intent ............................ ,,CONV,Nra, 2 of 7 25C -41 1 2 3 3 4 5 5 5 6 6 6 7 7 1 1 4 5 5 6 7 1 Page REFERENCED CONTRACT PROVISIONS Term: uSTART DATE» through «END DATE>> Notices to COUNTY and CITY: COUNTY: County of Orange OC Community Resources Director's Office 1770 North Broadway Santa Ana, CA 92706 -2642 and County of Orange OC Community Resources OC Animal Care Director 561 The City Drive South Orange, CA 92868 CITY: «CONTACT)> ' 4013 TITLE>> City of XOMPANY1> «ADDRESSb> «CITY —STATE ZIP>> // // II. ALTERATION OF TERMS uCOWANY2�> 3 of 7 25C -42 This Agreement, together with Exhibit A and B, attached hereto and incorporated herein by reference, fully expresses all understanding of COUNTY and CITY with respect to the subject matter of this Agreement, and shall constitute the total Agreement between the parties for these purposes. No addition to, or alteration of, the terms of this Agreement, whether written or verbal, shall be valid unless made in writing and formally approved and executed by both COUNTY and CITY. This Agreement supersedes any and all previous agreements between the parties relating to the subject matter hereof. III. INDEMNIFICATION AND INSURANCE A. CITY agrees to indemnify, defend and hold COUNTY, its elected and appointed officials, officers, employees, agents and those special districts and agencies for which COUNTY's Board of Supervisors acts as the governing Board ( "COUNTY INDEMNITEES ") harmless from any claims, demands, including defense costs, or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the services, products or other performance provided by CITY pursuant to this Agreement. If judgment is entered against CITY and COUNTY by a court of competent jurisdiction because of the concurrent active negligence of COUNTY or COUNTY INDEMNITEES, CITY and COUNTY agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment. B. COUNTY agrees to indemnify, defend and hold CITY, its elected and appointed officers, employees, agents, directors, members, shareholders and /or affiliates harmless from any claims, demands, including defense costs, or liability of any kind or nature, including but not limited to, personal injury or property damage, arising from or related to the services, products or other performance provided by COUNTY pursuant to this Agreement. If judgment is entered against COUNTY and CITY by a court of competent jurisdiction because of the concurrent active negligence of CITY, COUNTY and CITY agree that liability will be apportioned as determined by the ,court. Neither party shall request a jury apportionment. C. Each party agrees to provide the indemnifying party with written notification of any claim related to services provided by either party pursuant to this Agreement within thirty (30) calendar days of notice thereof, and in the event the indemnifying party is subsequently named party to the litigation, each party shall cooperate with the indemnifying party in its defense. D. Without limiting CITY"'s indemnification, CITY warrants that it is self - insured or shall maintain in force at all times during the term of this Agreement, the policy or policies of insurance covering its operations, placed with reputable insurance companies. Upon request by ADMINISTRATOR, CITY shall provide evidence of such insurance. E. Without limiting COUNTY's indemnification, COUNTY warrants that it is self - insured or shall maintain in force at all times during the term of this Agreement, the policy or policies of insurance covering its operations, placed with reputable insurance companies. Upon request by CITY, COUNTY shall provide evidence of such insurance. aCOMPANYN 4 of % 25C -43 IV. NOTICES A. Unless otherwise specified, all notices, claims, correspondence, reports and /or statements authorized or required by this Agreement shall be effective: 1. When written and deposited in the United States mail, first class postage prepaid and addressed as specified on Page 3 of this Agreement or otherwise directed by ADMINISTRATOR or CITY; 2. When FAXed, transmission confirmed; 3. When sent by electronic mail; or 4. When accepted by U.S. Postal Service Express Mail, Federal Express, United Parcel Service, or other expedited delivery service. B. Termination Notices shall be addressed as specified on Page 3 of this Agreement or as otherwise directed by ADMINISTRATOR or CITY and shall be effective when FAXed; transmission confirmed, or when accepted by U.S. Postal Service Express Mail, Federal Express, United Parcel Service, or other expedited delivery service. C. Each party shall notify the other party, in writing, within twenty -four (24) hours of becoming aware of any occurrence of a serious nature, which may expose either party to liability. Such occurrences shall include, but not be limited to, accidents, injuries, or acts of negligence, or loss or damage to any COUNTY property in possession of CITY. D. For purposes of this Agreement, any notice to be provided by COUNTY may be given by ADMINISTRATOR. V. SEVERABILITY If a court of competent jurisdiction declares any provision of this Agreement or application thereof to any person or circumstances to be invalid or if any provision of this Agreement contravenes any federal, state, or county statute, ordinance, or regulation, the remaining provisions of this Agreement or the application thereof shall remain valid, and the remaining provisions of this Agreement shall remain in full force and effect, and to that extent the provisions of this Agreement are severable. VI. STATUS OF THE PARTIES Each party is, and shall at all times be deemed to be, an independent contractor and shall be wholly responsible for the manner in which it performs the services required of it by the terms of this Agreement. Each party is entirely responsible for compensating staff and consultants employed by that party. This Agreement shall not be construed as creating the relationship of employer and employee, or principal and agent, between COUNTY and CITY or any of either party's employees, agents, consultants, or subcontractors. Each party assumes exclusively the responsibility for the acts of its employees, agents, consultants, or subcontractors as they relate to the services to be provided during the course and scope of their employment. Each party, its agents, employees, or subcontractors, shall not be entitled to any rights ,,COMenxr2» 5 of 7 25C -44 or privileges of the other party's employees and shall not be considered in any manner to be employees of the other party. VII. TERM A. The term of this Agreement shall commence as specified on Page 3 of this Agreement. B. This Agreement shall be effective for the full ten (10) year term specified on Page 3 of this Agreement, provided no notice of termination has been given by COUNTY in accordance with the Termination paragraph of this Agreement. VIII. TERMINATION A. COUNTY may terminate this Agreement immediately upon default by CITY of its obligations hereunder or under that Participation Agreement entered into, in the year 2016, between CITY, COUNTY, and all other cities then contracting for Animal Care Services with COUNTY, for the purpose of allocating the increased costs of Animal Care Services resulting from the construction of a new animal shelter. B. Upon termination, both parties shall be obligated to perform such duties as would normally extend beyond this term, including but not limited to, obligations with respect to confidentiality, indemnification, audits, reporting and accounting. C. Any obligation of COUNTY under this Agreement is contingent upon the inclusion of sufficient funding for the services hereunder in the applicable budgets approved, by the Board of Supervisors. In the event such funding is subsequently reduced or terminated, COUNTY may terminate this Agreement upon thirty (30) calendar days written notice _given to CITY. Any obligation of CITY under this Agreement is contingent on COUNTY making available to 'CITY the continued use of Animal Care Services pursuant to the terms hereof. CITY acknowledges that other local cities have or will enter into similar agreements with the COUNTY to provide Animal Care Services for a period of ten (10) years, that the sharing of costs among the COUNTY and all contracting cities allows for costs efficiencies and operational savings to COUNTY and each contracting city, and that COUNTY and each contracting city have entered into their Services Agreements in reliance on such shared costs and resulting savings. CITY further aclatowledges that the refusal of CITY to fidfill its obligations under this Agreement would increase the financial burden of services on COUNTY and all remaining contracting cities. CITY therefore agrees that it will fulfill its obligations hereunder and acknowledges that COUNTY and the other cities acquiring Animal Care Services from COUNTY are relying on CITY'S stated agreement, and the sharing of costs with CITY, in electing to acquire similar services. IX. THIRD PARTY BENEFICIARY Except to the extent provided for in Section VII above with respect to other contracting cities, neither party hereto intends that this Agreement shall create rights hereunder in third parties including, «CONVArnT> 6 of 7 25C -45 but not limited to, any subcontractors or any clients provided services hereunder. X. WAIVER OF DEFAULT OR BREACH Waiver of any default shall not be considered a waiver of any subsequent default. Waiver of any breach of any provision of this Agreement shall not be considered a waiver of any subsequent breach. Waiver of any default or any breach shall not be considered a modification of the terms of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement, in the County of Orange, State of California. CITY OF « COMPANY» «MUNI_CORPv BY: DATED: eTITLEly ATTEST: BY: DATED: CITY CLERIC APPROVED AS TO FORM: BY: DATED: CITY ATTORNEY COUNTY OF ORANGE BY: DATED: TITLE: a(COWANYZn 7 of 7 25C -46 APPROVED AS TO FORM: OFFICE OF THE COUNTY COUNSEL ORANGE COUNTY, CALIFORNIA IC DEPUTY aCOMPANY2» 8 Of % 25C -47 DATED: EXHIBIT A TO AGREEMENT FOR PROVISION OF OC ANIMAL CARE SERVICES WITH CITY OF « COMPANY» uSTART DATEv THROUGH «END DATEn I. DEFINITIONS A. "Actual Cost" means all COUNTY expenditures, including indirect charges, for providing Animal Care Services to CITY pursuant to this Agreement. B. "Animal Care Notice of Intent" means the document, signed by authorized representatives of COUNTY and CITY, which specifies all Animal Care Services COUNTY intends to provide to CITY, the estimated cost of the services, and the effective date. C. "Animal Care Service(s)" means one or more service to be provided by COUNTY to CITY, as specified, by category, in Paragraph ILB. of Exhibit Ato this Agreement. D. 'Tee Revenue" means revenue collected by COUNTY for Animal Care Services provided by COUNTY to CITY pursuant to this Agreement. E. "Fiscal Year" means a twelve (12) -month period from July through June. F. "Net Cost" means Actual Cost minus Fee Revenue. G. "Service Details" mean the activities performed by COUNTY within an Animal Care Service category. II. SERVICES TO BE PROVIDED BY COUN'T'Y A. ANIMAL CARE NOTICE OF INTENT 1. Annually, by March 1, CITY shall identify which of the Animal Care Services, specified below in subparagraph'II.B. of Exhibit A to this Agreement, CITY would like COUNTY to provide during the next Fiscal Year. CITY and COUNTY may agree to individualized levels of Service Details within the Animal Care Services selected. Requests for individualized levels of Service Details will only be considered by COUNTY if the resulting service level will not conflict with state or federal statutes and will not endanger public health. 2. Annually, by April 1, COUNTY shall prepare and send to CITY an Animal Care Notice of Intent which shall include, but not be limited to, a list of Animal Care Services, and individualized Service Details, if any, COUNTY agrees to provide, estimated costs for said services, and the start date for those services. COUNTY shall provide the Animal Care Services specified in the Animal Care Notice of Intent signed by both ADMINISTRATOR or designee, and an authorized representative of CITY. 3. Upon mutual agreement of CITY and COUNTY, COUNTY may prepare a new or amended acOMPANYN 1 of 6 EXHIBIT A 25C -48 Animal Care Notice of Intent at any time, may change due dates specified in subparagraph ILA. 1. and ILA.2. of Exhibit A to this Agreement, and may modify the format of the Animal Care Notice of Intent attached to this Agreement as Exhibit B. B. ANIMAL CARE SERVICES — COUNTY provides the following seven (7) categories of Animal Care Services. Each category of service includes Service Details which may be added or changed by ADMINISTRATOR upon six (6) months prior notification to CITY. COUNTY shall provide to CITY the Animal Care Services specified on the most current, Animal Care Notice of Intent for the Fiscal Year, signed in accordance with subparagraph ILA.2. of this Exhibit Ato' the Agreement. 1. ANIMAL CONTROL SERVICES — Animal Control Services include, but are not limited to, emergency response service; patrolling; impounding of stray animals and of owner - released animals; animal cruelty investigations; animal bite investigations; citation issuance; field release to owner and impound fee collection for impounded animals; quarantine activities including home checks of animals involved in bites; site inspections required to comply with vicious dog ordinances; emergency transportation of injured, impounded animals to a veterinarian; impounding of deceased animals for disposal; responses to requests for assistance from law enforcement and CITY officials regarding suspected criminal activities or zoning violations related to animals; advice to residents regarding wildlife management or other animal concerns, not to include wildlife eradication or relocation services; injured wildlife pick -up; animal license issuance and renewal, fee collection and payment services; customer support regarding animal licensing; animal license billing; and delinquent animal license follow -up; assistance to residents regarding potentially dangerous and/or vicious animals; impound data entry; and impound animal photography. 2. ANIMAL CARE SPECIAL SERVICES a. Animal Care Special Services include, but are not limited to animal license issuance and renewal; fee collection and payment services; customer support regarding animal licensing; animal license billing; delinquent animal license follow- up; 'animal field canvassing to locate and license unlicensed animals; inspection of animal - related businesses in CITY jurisdiction in response to complaints and in accordance with COUNTY established inspection schedules; and when applicable, issuance of animal permits for private homes. b. The number of hours of canvassing provided to CITY by COUNTY will be prorated based on available canvassing hours and CITY percentage of costs of Animal Care Services received by CITY during the previous Fiscal Year. At sole discretion of COUNTY, COUNTY may provide canvassing services to cities that did not receive canvassing services in the previous Fiscal Year. COUNTY may change its methodology for allocating canvassing hours upon six (6) months prior notification to cities. 3. ANIMAL CARE SHELTER SERVICES a. Animal Care Shelter Services include, but are not limited to, retention of impounded animals at COUNTY's Animal Care Shelter (Shelter), public display of animals to allow owner «CONVANY » 2 of 6 EXHIBIT A 25C -49 identification; contact of owners when animals are wearing identification; sale or release of impounded animals to residents; animal evaluation for adoption; reasonable effort toward animal placement; public education; volunteer services; rescue group coordination; euthanasia and disposal of animals that are neither redeemed nor adopted; veterinary services and spay /neuter surgeries consistent with standards established by the California Veterinary Medical Board; and necropsies on animals that die under suspicious circumstances or at the request of law enforcement. b. CITY may request additional retention days for healthy, non - aggressive impounded animals. Additional retention days will be offered to CITY upon written approval by COUNTY's OC Community Resources Director, or designee, on a space available basis only. c. COUNTY agrees to maintain its Shelter in a humane manner, consistent with applicable laws, keep said premises in a clean condition at all times, and use humane methods of care consistent with applicable laws. d. No animals may be donated, sold or otherwise released for the purposes of experimentation, research or vivisection. 4. BARKING DOG COMPLAINT SERVICES —Barking Dog Compliant Services include, but are not limited to, receipt of barking dog complaints from residents, customer assistance regarding barking dog complaints, issuance of citations, and administrative hearings in response to complaints received by COUNTY for barking dogs within jurisdiction of CITY. 5. STANDARD LICENSING SERVICES — Standard Licensing Services include, but are not limited to, animal license issuance and renewal, fee collection and payment services; customer support regarding animal licensing; animal license billing; and delinquent animal license follow -up. 6. CITY LICENSE SERVICES a. City License Services include, but are not limited to, issuance of CITY animal licenses at the time of adoption or redemption by owners. CITY shall provide CITY licensing tags to COUNTY. COUNTY shall provide quarterly licensing reports to CITY. b. CITY shall make its best effort to provide updated animal licensing information to COUNTY. 7. ANIMAL IMPOUND SERVICES — Animal Impound Services include, but are not limited to, data entry of impound information for each live or deceased animal from CITY, impound animal photography for each live animal, owner notification of impounded animal, and posting of animal photographs on COUNTY website. COUNTY shall receive CITY animals at Shelter at times arranged by COUNTY. C. COUNTY shall notify CITY of COUNTY's hours of operation for Animal Care Services. COUNTY may adjust hours of operation for Animal Care Services upon ninety (90) calendar days prior notification given to CITY. D. Animals which are being retained for criminal prosecutions, except for violations of animal control regulations and /or ordinances pursuant to this Agreement, are not to be construed as held <(COMPAmz» 3 of 6 EXHIBIT A 25C -50 pursuant to the services provided under this Agreement; housing will be provided at the discretion of COUNTY and at COUNTY's usual and customary charges for such housing. E. To facilitate the performance of services, COUNTY shall have full cooperation and assistance from CITY, its officers, agents and employees. III. PAYMENTS A. BASIS FOR PAYMENT 1. CITY shall pay COUNTY the Net Cost of providing Animal Care Services specified in Animal Care Notice of Intent for CITY signed in accordance with subparagraph II.A. CITY Net Costs may include services /supplies procured but not yet delivered within the Fiscal Year. 2. The methodology for determining CITY's Actual Cost of Animal Care Services shall be provided to CITY annually in accordance with the Reports paragraph of this Agreement. CITY shall take all action necessary to ensure that Animal Care Services fees effective with respect to CITY are consistent with the most recent animal care services fees approved by the County of Orange Board of Supervisors (the "COUNTY FEES ") which fee amounts will be charged for Animal Care Services within CITY's jurisdiction and shall be used in determining CITY's Actual Cost of Animal Care Services. If CITY wishes to charge fees which are different from the COUNTY FEES, CITY shall notify COUNTY of the applicable fee amounts to be charged for Animal Care Services within CITY'S jurisdiction (the "CITY FEES ") and the applicable CITY FEES will be charged for Animal Care Services within CITY's jurisdiction and shall be used in determining CITY's Actual Cost of Animal Care Services. 3. COUNTY shall record and retain all Fee Revenue derived from providing Animal Care Services to CITY. CITY's Fee_ Revenue 'shall be credited to CITY's Actual Cost of Animal Care Services. COUNTY shall have all fee collection powers of CITY and shall receive full cooperation from CITY to enable efficient enforcement of fee collection. B. PAYMENT SCHEDULE 1. Each Fiscal Year, CITY shall pay COUNTY in arrears for the Net Cost of Animal Care Services provided in accordance with the following payment schedule. Billings are due from COUNTY to CITY within thirty (30) calendar days following the three -month Period specified below. Period Billing Due Payment Due eCOMPANYN July 1 through September 30 October 1 through December 31 January 1 through March 31. April l through June 30 October 30 November 25 January 30 February 25 April 30 May 25 July 30 August 25 4of6 25C -51 EXHIBIT A 2. If payment is not received by COUNTY by the payment due date specified above in subparagraph III.B. of Exhibit A to this Agreement, COUNTY may cease providing any further service under this Agreement and may satisfy the indebtedness in any manner prescribed by law. 3. COUNTY may modify the payment schedule upon six (6) months written notification to CITY. IV. CITY MANAGERS ASSOCIATION ANINIAL CARE COMMITTEE The subcommittee of the Orange County City Managers Association representing all cities participating in OCAC services has established the City Managers Association Animal Care Committee to facilitate communication between OCAC and the city managers and staff of the participating cities regarding financial and operational matters of OCAC, including the assessment of cost options for animal care services provided under the Services Agreements. COUNTY shall provide regular updates on such topics to the City Managers Association Animal Care Committee. V. LAWS AND REGULATIONS A. COUNTY shall comply with all applicable governmental laws, regulations, and requirements related to Animal Care Services, as they exist now or may be hereafter amended or changed and shall enforce federal and state statutes deemed applicable to CITY by COUNTY. Animal Care ,Services provided by COUNTY to CITY may be changed to comply with said laws, regulations, and requirements. ADMINISTRATOR will make its best efforts to notify CITY of changes that may impact Animal Care Services provided through this Agreement. B. For each Animal Care Service that COUNTY agrees to provide to CITY in an Animal Care Notice of Intent, CITY shall enact and maintain, in full force and effect ordinances identical to COUNTY ordinances which apply to said service, including but 'net limited to, those related to fees. ADMINISTRATOR shall notify CITY of the deadline for adopting said ordinances. If COUNTY is unable to enforce an animal care ordinance because of the limitations of a CITY ordinance or failure of CITY to adopt identical ordinances related to an Animal Care Service, COUNTY may suspend provision of one or all Animal Care Services to CITY or may terminate this Agreement. It is solely the responsibility of CITY to immediately notify COUNTY of any discrepancy between relevant ordinances maintained by CITY and those maintained by COUNTY. D. If CITY wishes to maintain any relevant ordinance that is not consistent, on any point, with COUNTY ordinances, CITY shall immediately notify COUNTY of the discrepant ordinance. At the sole discretion of COUNTY, COUNTY may waive CITY enactment and maintenance of COUNTY animal care ordinances and may agree to enforce, and issue citations for violations pursuant to, the discrepant CITY ordinance. CITY acknowledges that individualized enforcement of unique CITY ordinances may result in increased costs to CITY. E. CITY shall notify COUNTY of its intent to add, amend, or delete any CITY animal care ordinance at least ninety (90) calendar days in advance of its addition, amendment, or deletion. «COMPANY2» 5 of 6 EXHIBIT A 25C -52 F. CITY may request that specific ordinances adopted by CITY not be enforced in CITY by COUNTY. Requests for exclusion must be submitted in writing and received by COUNTY ninety (90) calendar days prior to the requested exclusion. Requests for exclusion will only be considered by COUNTY if they are not in conflict with state statutes and do not endanger public health. COUNTY shall notify CITY, in writing, of COUNTY's decision regarding the requested exclusion. G. COUNTY's OC Community Resources Director, or designee, may provide assistance to CITY in defining the manner in which enforcement of a new or amended animal care ordinance would be provided by COUNTY. Requests for assistance must be made in writing and received by COUNTY ninety (90) calendar days prior to the requested implementation of the service. If the cost of such service can be delineated and accommodated by COUNTY, COUNTY will send an amended Animal Care Notice of Intent to CITY which will include reference to the CITY ordinance. H. CITY will reimburse COUNTY for ordinance enforcement, as specified in the Payments Paragraph of this Agreement. Vl. REPORTS A. Each Fiscal Year, COUNTY shall provide to CITY written, quarterly reports of Animal Care Services revenue and expenses for each period specified below. Said reports will be due to CITY within thirty (30) calendar days of the month following the reporting period, in accordance with the schedule below: Period Reports Due,' July 1 through September 30 October 30 October 1 through December 31 January 30 January I through March 31 April 30 April Lthrough June 30 July 30 B. Each Fiscal Year, COUNTY shall provide the following Animal Care Services reports to CITY by July 30: 1. A payment methodology report for Animal Care Services to be provided by COUNTY during the next Fiscal Year and 2. A Fiscal Year intake and outcome report. C. COUNTY may change the due dates for reports specified in subparagraphs VI.A. and VLB. above upon six (6) months written notification to CITY. D. No less than once every three (3) years, COUNTY shall engage an external auditor to review CITY billings. acoMPANYI» 6 of 6 EXHIBIT A 25C -53 Vll. RECORDS A. All records created or received by COUNTY in accordance with the performance of COUNTY services pursuant to this Agreement are confidential. COUNTY agrees to keep said records in such form and manner as the Auditor- Controller of COUNTY shall specify. Said records shall be open for examination by CITY at all reasonable times. B. Once each Fiscal Year, COUNTY shall deliver to CITY only the addresses of each CITY licensed animal upon demand without additional expense or cost to CITY. Any such information requested which is confidential pursuant to the terms of the Public Records Act shall be released to CITY pursuant to government code. Prior to each disclosure, CITY agrees to complete and return to COUNTY a "Confidentiality Agreement" on a form approved or provided by COUNTY. The parties agree and understand that this procedure is required by the Public Records Act and necessitated to permit CITY to obtain the information required for its use, and to allow COUNTY to disclose said information. Upon receipt by COUNTY, the records requested may be released to the extent COUNTY is in possession of such records, and permitted by state law to disclose them voluntarily. // // // // // // acOMPANYIn 7 of 6 EXHIBIT A 25C -54 EXHIBIT B TO AGREEMENT FOR PROVISION OF OC ANIMAL CARE SERVICES WITH CITY OF « COMPANY» <<START DATEv THROUGH «END DATE» ANIMAL CARE NOTICE OF INTENT This Animal Care Notice of Intent specifies Animal Care Services to be provided to CITY by COUNTY for the Period: aNOI_START>> through «NOI_END>>. COUNTY agrees to provide to the City of oCOMPANY2» the following Animal Care Services beginning <<NOI_EFFECTIVE »: aSERVICEI» <<SERVICE2» <<SERVICE3u oSERVICE4» oSERVICE5» The total estimated cost for Animal Care Services specified above is «TOTAL COST_ ». Z This is anew Animal Care Notice of Intent for the Period indicated above. [] " This is an Amendment to an existing Animal Care Notice of Intent for the Period indicated above. Significant Changes Since the Previous Animal Care Notice of Intent: To the best of my knowledge, this notice specifies the Animal Care Services to be provided by COUNTY. City of <<COMPANY2» Representative and Title Date OC Animal Care Director Date «CONVANYI> 1 of I EXHIBIT B 25C -55 EXHIBIT 2 25C -56 AGREEMENT FOR PROVISION OF OC ANIMAL CARE SERVICES BETWEEN COUNTY OF ORANGE AND CITY OF SANTA ANA APRIL 19, 2016 THROUGH JUNE 30, 2026 THIS AGREEMENT entered into this April 19, 2016, which date is enumerated for purposes of reference only, is by and between the COUNTY OF ORANGE, a political subdivision of the State of California (COUNTY) and the CITY OF SANTA ANA, a California Municipal Corporation (CITY). This Agreement shall be administered by County of Orange OC Community Resources (ADMINISTRATOR). WITNESSETH: WHEREAS, CITY wishes to contract with COUNTY for the provision of the OC Animal Care Services described herein; and WHEREAS, COUNTY is willing and able to provide such services on the terms and conditions hereinafter set forth: NOW, THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: 25C -57 CONTENTS PARAGRAPH TitlePage .................. ............................... Contents.................... ............................... Referenced Contract Provisions .............. I. Alteration of Terms .. ............................... II. hidenmification and Insurance ................ III. Notices ...................... ............................... IV. Severability ............... ............................... V. Status of the Parties .. ............................... VI. Term .......................... ............................... VII. Termination .............. ............................... VIII. Third Party Beneficiary ........................... IX. Waiver of Default or Breach ................... Signature Page .......... ............................... EXHIBIT A I. Definitions ...................................... ............................... IL Services to be Provided by County ............................... III. Payments ......................................... ............................... IV. City Managers Association Animal Care Committee.. V. Laws and Regulations .................... ............................... VI. Reports ............................................ ............................... VII. Records ........................................... ............................... EXHIBIT B Animal Care Notice of Intent . ............................... City of Santa Ana 2 of 8 25C -58 PAGE 1 2 3 4 4 5 5 6 6 6 7 7 7 .... I Page REFERENCED CONTRACT PROVISIONS Term: April 19, 2016» through June 30, 2026. Notices to COUNTY and CITY: COUNTY: County of Orange OC Community Resources Director's Office 1770 North Broadway Santa Ana, CA 92706 -2642 and CITY: County of Orange OC Community Resources OC Animal Care Director 561 The City Drive South Orange, CA 92868 Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 Fax (714) 647 -6956 With courtesy copies to: Chief of Police, Santa Ana Police Department City of Santa Ana 60 Civic Center Plaza (M -97) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 245 -8007 And City of Santa Ana 3 of 8 25C -59 City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 647 -6515 I. ALTERATION OF TERMS This Agreement, together with Exhibit A and B, attached hereto and incorporated herein by reference, fully expresses all understanding of COUNTY and CITY with respect to the subject matter of this Agreement, and shall constitute the total Agreement between the parties for these purposes. No addition to, or alteration of, the terms of this Agreement, whether written or verbal, shall be valid unless made in writing and formally approved and executed by both COUNTY and CITY. This Agreement supersedes any and all previous agreements between the parties relating to the subject matter hereof. II. INDEMNIFICATION AND INSURANCE A. CITY agrees to indemnify, defend and hold COUNTY, its elected and appointed officials, officers, employees, agents and those special districts and agencies for which COUNTY's Board of Supervisors acts as the governing Board ( "COUNTY INDEMNITEES ") harmless from any claims, demands, including defense costs, or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the services, products or other performance provided by CITY pursuant to this Agreement. If judgment is entered against CITY and COUNTY by a court of competent jurisdiction because of the concurrent active negligence of COUNTY or COUNTY INDEMNITEES, CITY and COUNTY agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment. B. COUNTY agrees to indemnify, defend and hold CITY, its elected and appointed officers, employees, agents, directors, members, shareholders and /or affiliates harmless from any claims, demands, including defense costs, or liability of any kind or nature, including but not limited to, personal injury or property damage, arising from or related to the services, products or other performance provided by COUNTY pursuant to this Agreement. If judgment is entered against COUNTY and CITY by a court of competent jurisdiction because of the concurrent active negligence of CITY, COUNTY and CITY agree that liability will be apportioned as determined by the court. Neither party shall request a jury apportionment. C. Each party agrees to provide the indemnifying party with written notification of any claim related to services provided by either party pursuant to this Agreement within thirty (30) calendar days of notice thereof, and in the event the indemnifying party is subsequently named party to the litigation, City of Santa Ana 4 of 8 25C -60 each party shall cooperate with the indemnifying party in its defense. D. Without limiting CITY's indemnification, CITY warrants that it is self - insured or shall maintain in force at all times during the term of this Agreement, the policy or policies of insurance covering its operations, placed with reputable insurance companies. Upon request by ADMINISTRATOR, CITY shall provide evidence of such insurance. E. Without limiting COUNTY's indemnification, COUNTY warrants that it is self - insured or shall maintain in force at all times during the term of this Agreement, the policy or policies of insurance covering its operations, placed with reputable insurance companies. Upon request by CITY, COUNTY shall provide evidence of such insurance. III. NOTICES A. Unless otherwise specified, all notices, claims, correspondence, reports and /or statements authorized or required by this Agreement shall be effective: 1. When written and deposited in the United States mail, first class postage prepaid and addressed as specified on Page 3 of this Agreement or otherwise directed by ADMINISTRATOR or CITY; 2. When Faxed, transmission confirmed; 3. When sent by electronic mail; or 4. When accepted by U.S. Postal Service Express Mail, Federal Express, United Parcel Service, or other expedited delivery service. B. Termination Notices shall be addressed as specified on Page 3 of this Agreement or as otherwise directed by ADMINISTRATOR or CITY and shall be effective when Faxed, transmission confirmed, or when accepted by U.S. Postal Service Express Mail, Federal Express, United Parcel Service, or other expedited delivery service. C. Each party shall notify the other party, in writing, within twenty -four (24) hours of becoming aware of any occurrence of a serious nature, which may expose either party to liability. Such occurrences shall include, but not be limited to, accidents, injuries, or acts of negligence, or loss or damage to any COUNTY property in possession of CITY. D. For purposes of this Agreement, any notice to be provided by COUNTY may be given by ADMINISTRATOR. IV. SEVERABILITY If a court of competent jurisdiction declares any provision of this Agreement or application thereof to any person or circumstances to be invalid or if any provision of this Agreement contravenes any federal, state, or county statute, ordinance, or regulation, the remaining provisions of this Agreement or the application thereof shall remain valid, and the remaining provisions of this Agreement shall remain in full force and effect, and to that extent the provisions of this Agreement are severable. City of Santa Ana 5 of 8 25C -61 V. STATUS OF THE PARTIES Each party is, and shall at all times be deemed to be, an independent contractor and shall be wholly responsible for the manner in which it performs the services required of it by the terms of this Agreement. Each party is entirely responsible for compensating staff and consultants employed by that party. This Agreement shall not be construed as creating the relationship of employer and employee, or principal and agent, between COUNTY and CITY or any of either party's employees, agents, consultants, or subcontractors. Each party assumes exclusively the responsibility for the acts of its employees, agents, consultants, or subcontractors as they relate to the services to be provided during the course and scope of their employment. Each party, its agents, employees, or subcontractors, shall not be entitled to any rights or privileges of the other party's employees and shall not be considered in any manner to be employees of the other party. VI. Term A. The term of this Agreement shall commence as specified on Page 3 of this Agreement. B. This Agreement shall be effective for the full ten (10) year term specified on Page 3 of this Agreement, provided no notice of termination has been given by COUNTY in accordance with the Termination paragraph of this Agreement. VII. TERMINATION A. COUNTY may terminate this Agreement immediately upon default by CITY of its obligations hereunder or tinder that Participation Agreement entered into, in the year 2016, between CITY, COUNTY, and all other cities then contracting for Animal Care Services with COUNTY, for the purpose of allocating the increased costs of Animal Care Services resulting from the constriction of a new animal shelter. B. Upon termination, both parties shall be obligated to perform such duties as would normally extend beyond this term, including but not limited to, obligations with respect to confidentiality, indemnification, audits, reporting and accounting. C. Any obligation of COUNTY under this Agreement is contingent upon the inclusion of sufficient funding for the services hereunder in the applicable budgets approved by the Board of Supervisors. In the event such funding is subsequently reduced or terminated, COUNTY may terminate this Agreement upon thirty (30) calendar days written notice given to CITY. Any obligation of CITY under this Agreement is contingent on COUNTY making available to CITY the continued use of Animal Care Services pursuant to the terms hereof. CITY acknowledges that other local cities have or will enter into similar agreements with the COUNTY to provide Animal Care Services for a period of ten (10) years, that the sharing of costs among the COUNTY and all contracting cities allows for costs efficiencies and operational savings to COUNTY and each contracting city, and that COUNTY and each contracting city have entered into their Services Agreements in reliance on such shared costs and resulting savings. City of Santa Ana 6 of 8 25C -62 CITY further acknowledges that the refusal of CITY to fulfill its obligations under this Agreement would increase the financial burden of services on COUNTY and all remaining contracting cities. CITY therefore agrees that it will fulfill its obligations hereunder and acknowledges that COUNTY and the other cities acquiring Animal Care Services from COUNTY are relying on CITY'S stated agreement, and the sharing of costs with CITY, in electing to acquire similar services. VIII. THIRD PARTY BENEFICIARY Except to the extent provided for in Section VII above with respect to other contracting cities, neither party hereto intends that this Agreement shall create rights hereunder in third parties including, but not limited to, any subcontractors or any clients provided services hereunder. IX. WAIVER OF DEFAULT OR BREACH Waiver of any default shall not be considered a waiver of any subsequent default. Waiver of any breach of any provision of this Agreement shall not be considered a waiver of any subsequent breach. Waiver of any default or any breach shall not be considered a modification of the terms of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement, in the County of Orange, State of California. CITY OF SANTA ANA M. ATTEST: ffiffi CITY MANAGER CITY CLERIC APPROVED AS TO FORM: DATED: DATED: BY: Cf/t L� (9 tt' DATED: .1r�t�, up p CITY ATTORNEY City of Santa Ain % of 8 25C -63 COUNTY OF ORANGE :• TITLE: APPROVED AS TO FORM: OFFICE OF THE COUNTY COUNSEL ORANGE COUNTY, CALIFORNIA DATED: BY: DATED: DEPUTY City of Santa .kna 8 Of 8 25C -64 ami TO AGREEMENT FOR PROVISION OF OC ANIMAL CARE SERVICES WITH CITY OF SANTA ANA April 19, 2016 THROUGH June 30, 2026 I. DEFINITIONS A. "Actual Cost" means all COUNTY expenditures, including indirect charges, for providing Animal Care Services to CITY pursuant to this Agreement. B. "Animal Care Notice of Intent" means the document, signed by authorized representatives of COUNTY and CITY, which specifies all Animal Care Services COUNTY intends to provide to CITY, the estimated cost of the services, and the effective date. C. "Animal Care Service(s)" means one or more service to be provided by COUNTY to CITY, as specified, by category, in Paragraph II.B. of Exhibit A to this Agreement. D. 'Tee Revenue" means revenue collected by COUNTY for Animal Care Services provided by COUNTY to CITY pursuant to this Agreement. E. 'Fiscal Year" means a twelve (12) -month period from July through June. F. "Net Cost" means Actual Cost minus Fee Revenue. G. "Service Details" mean the activities performed by COUNTY within an Animal Care Service category. II. SERVICES TO BE PROVIDED BY COUNTY A. ANIMAL CARE NOTICE OF INTENT 1. Annually, by March 1, CITY shall identify which of the Animal Care Services, specified below in subparagraph II.B. of 'Exhibit A to this Agreement, CITY would like COUNTY to provide during the next Fiscal Year. CITY and COUNTY may agree to individualized levels of Service Details within the Animal Care Services selected. Requests for individualized levels of Service Details will only be considered by COUNTY if the resulting service level will not conflict with state or federal statutes and will not endanger public health. 2. Annually, by April 1, COUNTY shall prepare and send to CITY an Animal Care Notice of Intent which shall include, but not be limited to, a list of Animal Care Services, and individualized Service Details, if any, COUNTY agrees to provide, estimated costs for said services, and the start date for those services. COUNTY shall provide the Animal Care Services specified in the Animal Care Notice of Intent signed by both ADMINISTRATOR or designee, and an authorized representative of CITY. city of Santa Ana 1 of 7 EXHIBIT A 25C -65 3. Upon mutual agreement of CITY and COUNTY, COUNTY may prepare a new or amended Animal Care Notice of Intent at any time, may change due dates specified in subparagraph II.A.I. and II.A.2. of Exhibit A to this Agreement, and may modify the format of the Animal Care Notice of Intent attached to this Agreement as Exhibit B. B. ANIMAL CARE SERVICES — COUNTY provides the following seven (7) categories of Animal Care Services. Each category of service includes Service Details which may be added or changed by ADMINISTRATOR upon six (6) months prior notification to CITY. COUNTY shall provide to CITY the Animal Care Services specified on the most current, Animal Care Notice of Intent for the Fiscal Year, signed in accordance with subparagraph II.A.2. of this Exhibit A to the Agreement. 1. ANIMAL CONTROL SERVICES — Animal Control Services include, but are not limited to, emergency response service; patrolling; impounding of stray animals and of owner- released animals; animal cruelty investigations; animal bite investigations; citation issuance; field release to owner and impound fee collection for impounded animals; quarantine activities including home checks of animals involved in bites; site inspections required to comply with vicious dog ordinances; emergency transportation of injured, impounded animals to a veterinarian; impounding of deceased animals for disposal; responses to requests for assistance from law enforcement and CITY officials regarding suspected criminal activities or zoning violations related to animals; advice to residents regarding wildlife management or other animal concerns, not to include wildlife eradication or relocation services; injured wildlife pick -up; animal license issuance and renewal, fee collection and payment services; customer support regarding animal licensing; animal license billing; and delinquent animal license follow -up; assistance to residents regarding potentially dangerous and /or vicious animals; impound data entry; and impound animal photography. 2. ANIMAL CARE SPECIAL SERVICES a. Animal Care Special Services include, but are not limited to animal license issuance and renewal; fee collection and payment services; customer support regarding animal licensing; animal license billing; delinquent animal license follow -up; animal field canvassing to locate and license unlicensed animals; inspection of animal - related businesses in CITY jurisdiction in response to complaints and in accordance with COUNTY established inspection schedules; and when applicable, issuance of animal permits for private homes. b. The number of hours of canvassing provided to CITY by COUNTY will be prorated based on available canvassing hours and CITY percentage of costs of Animal Care Services received by CITY during the previous Fiscal Year. At sole discretion of COUNTY, COUNTY may provide canvassing services to cities that did not receive canvassing services in the previous Fiscal Year. COUNTY may change its methodology for allocating canvassing hours upon six (6) months prior notification to cities. 3. ANIMAL CARE SHELTER SERVICES a. Animal Care Shelter Services include, but are not limited to, retention of impounded City of saute Ana 2 of 7 EXHIBIT A 25C -66 animals at COUNTY's Animal Care Shelter (Shelter), public display of animals to allow owner identification; contact of owners when animals are wearing identification; sale or release of impounded animals to residents; animal evaluation for adoption; reasonable effort toward animal placement; public education; volunteer services; rescue group coordination; euthanasia and disposal of animals that are neither redeemed nor adopted; veterinary services and spay /neuter surgeries consistent with standards established by the California Veterinary Medical Board; and necropsies on animals that die under suspicious circumstances or at the request of law enforcement. b. CITY may request additional retention days for healthy, non - aggressive impounded animals. Additional retention days will be offered to CITY upon written approval by COUNTY's OC Community Resources Director, or designee, on a space available basis only. c. COUNTY agrees to maintain its Shelter in a humane manner, consistent with applicable laws, keep said premises in a clean condition at all times, and use humane methods of care consistent with applicable laws. d. No animals may be donated, sold or otherwise released for the purposes of experimentation, research or vivisection. 4. BARKING DOG COMPLAINT SERVICES — Barking Dog Compliant Services include, but are not limited to, receipt of barking dog complaints from residents, customer assistance regarding barking dog complaints, issuance of citations, and administrative hearings in response to complaints received by COUNTY for barking dogs within jurisdiction of CITY. 5. STANDARD LICENSING SERVICES — Standard Licensing Services include, but are not limited to, animal license issuance and renewal, fee collection and payment services; customer support regarding animal licensing; animal license billing; and delinquent animal license follow -up. 6. CITY LICENSE SERVICES a. City License Services include, but are not limited to, issuance of CITY animal licenses at the time of adoption or redemption by owners. CITY shall provide CITY licensing tags to COUNTY. COUNTY shall provide quarterly licensing reports to CITY. b. CITY shall make its best effort to provide updated animal licensing information to COUNTY. 7. ANIMAL IMPOUND SERVICES — Animal Impound Services include, but are not limited to, data entry of impound information for each live or deceased animal from CITY, impound animal photography for each live animal, owner notification of impounded animal, and posting of animal photographs on COUNTY website. COUNTY shall receive CITY animals at Shelter at times arranged by COUNTY. C. COUNTY shall notify CITY of COUNTY's hours of operation for Animal Care Services. COUNTY may adjust hours of operation for Animal Care Services upon ninety (90) calendar days prior notification given to CITY. D. Animals which are being retained for criminal prosecutions, except for violations of animal City of Santa Ana 3 of 7 EXHIBIT A 25C -67 control regulations and /or ordinances pursuant to this Agreement, are not to be construed as held pursuant to the services provided under this Agreement; housing will be provided at the discretion of COUNTY and at COUNTY's usual and customary charges for such housing. E. To facilitate the perfonnance of services, COUNTY shall have full cooperation and assistance from CITY, its officers, agents and employees. III. PAYMENTS A. BASIS FOR PAYMENT 1. CITY shall pay COUNTY the Net Cost of providing Animal Care Services specified in Animal Care Notice of Intent for CITY signed in accordance with subparagraph II.A. CITY Net Costs may include services /supplies procured but not yet delivered within the Fiscal Year. 2. The methodology for determining CITY's Actual Cost of Animal Care Services shall be provided to CITY annually in accordance with the Reports paragraph of this Agreement. CITY shall take all action necessary to ensure that Animal Care Services fees effective with respect to CITY are consistent with the most recent animal care services fees approved by the County of Orange Board of Supervisors (the "COUNTY FEES ") which fee amounts will be charged for Animal Care Services within CITY's jurisdiction and shall be used in determining CITY's Actual Cost of Animal Care Services. If CITY wishes to charge fees which are different from the COUNTY FEES, CITY shall notify COUNTY of the applicable fee amounts to be charged for Animal Care Services within CITY's jurisdiction (the "CITY FEES ") and the applicable CITY FEES will be charged for Animal Care Services within CITY's jurisdiction and shall be used in determining CITY's Actual Cost of Animal Care Services. 3. COUNTY shall record and retain all Fee Revenue derived from providing Animal Care Services to CITY. CITY's Fee Revenue shall be credited to CITY's Actual Cost of Animal Care Services. COUNTY shall have all fee collection powers of CITY and shall receive full cooperation from CITY to enable efficient enforcement of fee collection. B. PAYMENT SCHEDULE 1. Each Fiscal Year, CITY shall pay COUNTY in arrears for the Net Cost of Animal Care Services provided in accordance with the following payment schedule. Billings are due from COUNTY to CITY within thirty (30) calendar days following the three -month Period specified below. Period July 1 through September 30 October 1 through December 31 January 1 through March 31 April 1 through June 30 Billing Du Payment Due October 30 November 25 January 30 February 25 April 30 May 25 July 30 August 25 city of Santa Ana 4 of 7 EXHIBIT A 25C -68 2. If payment is not received by COUNTY by the payment due date specified above in subparagraph III.B. of Exhibit A to this Agreement, COUNTY may cease providing any further service under this Agreement and may satisfy the indebtedness in any manner prescribed by law. 3. COUNTY may modify the payment schedule upon six (6) months written notification to CITY. IV. CITY MANAGERS ASSOCIATION ANIMAL CARE COMMITTEE A subcommittee of the Orange County City Managers Association representing all cities participating in OCAC services exists to facilitate communication between OCAC and the city managers and staff of participating cities regarding financial and operational matters of OCAC, including, but not limited to: the assessment of cost options for animal care services provided under the Services Agreements; supplemental services or financial requests which result in a change to a participating city's Actual Cost; consideration of new or adjusted fees; and other Service Details which may arise during the course of the Agreement. COUNTY shall provide regular updates on operations to the City Managers Association Animal Care Committee and to a participating city upon request. V. LAWS AND REGULATIONS A. COUNTY shall comply with all applicable governmental laws, regulations, and requirements related to Animal Care Services, as they exist now or may be hereafter amended or changed and shall enforce federal and state statutes deemed applicable to CITY by COUNTY. Animal Care Services provided by COUNTY to CITY may be changed to comply with said laws, regalations, and requirements. ADMINISTRATOR will make its best efforts to notify CITY of changes that may impact Animal Care Services provided through this Agreement. B. For each Animal Care Service that COUNTY agrees to provide to CITY in an Animal Care Notice of Intent, CITY shall enact and maintain in full force and effect ordinances identical to COUNTY ordinances which apply to said service, including but not limited to, those related to fees. ADMINISTRATOR shall notify CITY of the deadline for adopting said ordinances. If COUNTY is unable to enforce an animal care ordinance because of the limitations of a CITY ordinance or failure of CITY to adopt identical ordinances related to an Animal Care Service, COUNTY may suspend provision of one or all Animal Care Services to CITY or may terminate this Agreement. It is solely the responsibility of CITY to immediately notify COUNTY of any discrepancy between relevant ordinances maintained by CITY and those maintained by COUNTY. D. If CITY wishes to maintain any relevant ordinance that is not consistent, on any point, with COUNTY ordinances, CITY shall immediately notify COUNTY of the discrepant ordinance. At the sole discretion of COUNTY, COUNTY may waive CITY enactment and maintenance of COUNTY animal care ordinances and may agree to enforce, and issue citations for violations pursuant to, the discrepant CITY ordinance. CITY acknowledges that individualized enforcement of unique CITY ordinances may result in increased costs to CITY. City of Santa Ana 5 of 7 EXHIBIT A 25C -69 E. CITY shall notify COUNTY of its intent to add, amend, or delete any CITY animal care ordinance at least ninety (90) calendar days in advance of its addition, amendment, or deletion. F. CITY may request that specific ordinances adopted by CITY not be enforced in CITY by COUNTY. Requests for exclusion must be submitted in writing and received by COUNTY ninety (90) calendar days prior to the requested exclusion. Requests for exclusion will only be considered by COUNTY if they are not in conflict with state statutes and do not endanger public health. COUNTY shall notify CITY, in writing, of COUNTY's decision regarding the requested exclusion. G. COUNTY's OC Community Resources Director, or designee, may provide assistance to CITY in defining the manner in which enforcement of a new or amended animal care ordinance would be provided by COUNTY. Requests for assistance must be made in writing and received by COUNTY ninety (90) calendar days prior to the requested implementation of the service. If the cost of such service can be delineated and accommodated by COUNTY, COUNTY will send an amended Animal Care Notice of Intent to CITY which will include reference to the CITY ordinance. H. CITY will reimburse COUNTY for ordinance enforcement, as specified in the Payments Paragraph of this Agreement. Vd. REPORTS A. Each Fiscal Year, COUNTY shall provide to CITY written, quarterly reports of Animal Care Services revenue and expenses for each period specified below. Said reports will be due to CITY within thirty (30) calendar days of the month following the reporting period, in accordance with the schedule below: Period Reports Due July 1 through September 30 October 30 October 1 through December 31 January 30 January 1 through March 31 April 30 April 1 through June 30 July 30 B. Each Fiscal Year, COUNTY shall provide the following Animal Care Services reports to CITY by July 30: 1. A payment methodology report for Animal Care Services to be provided by COUNTY during the next Fiscal Year and 2. A Fiscal Year intake and outcome report. C. COUNTY may change the due dates for reports specified in subparagraphs VI.A. and VI.B. above upon six (6) months written notification to CITY. D. No less than once every three (3) years, COUNTY shall engage an external auditor to review CITY billings. City of Santa Ana 6 of 7 EXHIBIT A 25C -70 VII. RECORDS A. All records created or received by COUNTY in accordance with the performance of COUNTY services pursuant to this Agreement are confidential. COUNTY agrees to keep said records in such form and manner as the Auditor- Controller of COUNTY shall specify. Said records shall be open for examination by CITY at all reasonable times. B. Once each Fiscal Year, COUNTY shall deliver to CITY only the addresses of each CITY licensed animal upon demand without additional expense or cost to CITY. Any such information requested which is confidential pursuant to the terms of the Public Records Act shall be released to CITY pursuant to government code. Prior to each disclosure, CITY agrees to complete and return to COUNTY a "Confidentiality Agreement" on a form approved or provided by COUNTY. The parties agree and understand that this procedure is required by the Public Records Act and necessitated to permit CITY to obtain the information required for its use, and to allow COUNTY to disclose said information. Upon receipt by COUNTY, the records requested may be released to the extent COUNTY is in possession of such records, and permitted by state law to disclose them voluntarily. // // // City of Santa Ana 7 of 7 EXHIBIT A 25C -71 EXHIBIT B TO AGREEMENT FOR PROVISION OF OC ANIMAL CARE SERVICES WITH CITY OF SANTA ANA DATE THROUGH DATE ANIMAL CARE NOTICE OF INTENT This Animal Care Notice of Intent specifies Animal Care Services to be provided to CITY by COUNTY for the Period: Date through Date COUNTY agrees to provide to the City of SANTA ANA the following Animal Care Services beginning Date. Servicel Service2 Service3 Service4 Service5 The total estimated cost for Animal Care Services specified above is Total Cost. ❑ This is a new Animal Care Notice of Intent for the Period indicated above. ❑ This is an Amendment to an existing Animal Care Notice of Intent for the Period indicated above. Significant Changes Since the Previous Animal Care Notice of Intent: To the best of my knowledge, this notice specifies the Animal Care Services to be provided by COUNTY. David Cavazos, City Manager OC Animal Care Director Date Date City of Santa Ana 1 of 1 EXHIBIT B 25C -72 EXHIBIT 3 OC ANIMAL CARE SERVICES NEW AGREEMENTS FOR SHELTER CONSTRUCTION AND SERVICES MAJOR TERMS Participation Agreement (New Shelter) 1. Establishes a Design Advisory Board consisting of three (3) city representatives. Two of the representatives must be from cities individually constituting more than 8% of the total usage of the existing shelter (Anaheim, Santa Ana, Garden Grove or Orange) 2. If at any time the County elects to discontinue providing animal sheltering services, the cities have an option to take over the operation of the shelter from the County under a ground lease arrangement. This option is in play for 50 years. 3. Maximum shelter cost is based on a $35M shelter with the County contributing the first $5M toward costs incurred after April 1, 2016. The remaining $30M is divided proportionally among cities based on the previous 5 years of shelter usage. See attached draft exhibit D. 4. Payments may be made in advance, or at the election of each individual city, over a ten year period. For those cities electing the 10 year payment period, payments will be due quarterly beginning in October 2016 and will include an additional funding cost (0.77 %) See attached draft exhibit E. 5. After year 5, each city's respective percentage share of the maximum construction costs shall be recalculated based on the same formula as set forth in draft exhibit D but using then current statistical data. If any city's respective percentage share is altered by the recalculation by more than 5 %, then each city's total share of the maximum construction costs shall be recalculated so that the originally calculated percentage shall be applied to one half of the maximum construction costs and the recalculated percentage shall be applied to the second half of the maximum construction costs. 25C -73 6. No city will be added to OC Animal Care program for a period of three years to allow for appropriate sizing and establishment of operational protocols for the new shelter. New cities will be required to pay a pro rata portion of the maximum construction costs based on the formula in draft Exhibit D. New monies will first be applied toward any necessary shelter expansion and the remainder will be deposited into a shelter maintenance and repair fund to off -set future costs to all contract cities. 7. Any excess funds (maximum construction costs less actual construction costs) shall be credited to cities against future charges under each city's Services Agreement. 8. Participating cities are making a ten (10) year operational commitment. 9. Maximum construction costs may increase under the following conditions: I. The recalculation under number 5 above. There will be winners and losers, if applied. ll. One or more cities fail to execute the Participation Agreement. The maximum shelter cost of $35M is based on all existing contract cities signing the Participation Agreement. If any cities do not sign the Participation Agreement, then the maximum cost to the remaining cities may increase. While there is built -in scalability in the County's design -build contract, there are also some fixed costs that cannot be adjusted. III. When a city fails to make payment under the 10 year payment plan. If a city defaults on its payments, the County will pursue all legal remedies and the remaining cities may also pursue legal remedies. Should the non- paying city pay any amount owing, the increased cost to other cities will be reimbursed. Agreement for Provision of Animal Care Services A. Ten year term. County will still issue an annual Notice of Intent. 25C -74 B. May be terminated by County immediately upon default by a city under the Services Agreement or the Participation Agreement. C. County will no longer be able to terminate without cause. D. City and County may agree to individualized services if the resulting service level will not conflict with state or federal statutes and not endanger the public health. E. Cities may adopt fee amounts that differ from the County's fee schedule. F. The FOAB is changed to the City Managers Association Animal Care Committee (CMAAC) and will be constituted at the discretion of the cities. The County no longer has the right to change the constitution of the committee. G. No less than once every three years, the County will engage an external auditor to review city billings. H. The Services Agreement must be executed simultaneously with the Participation Agreement. IMPORTANT NOTE The County is requesting that cities approve and execute the agreements by April 1. If an individual city requires more time, they should contact Steve Franks directly at (714) 480 -2788. 25C -75 O R A N G E C O U N T Y EXHIBIT 4 OCCommunity Resources Our Community. Our Commitment, 25C -76 March 24, 2016 STEVE FRANKS DIRECTOR OC COMMUNITY RESOURCES Dear City Manager: JENNIFER HAWKINS, DVM DIRECTOR RE: ORANGE COUNTY ANIMAL CARE SHELTER & SERVICES OC ANIMAL CARE As you are aware, the County of Orange is moving forward on the construction RENEE RAMIREZ of a new Animal Shelter at the former MCAS Tustin Base. This project is being INTERIM DIRECTOR expedited given the condition of our aging Shelter. Considerable progress OC COMMUNITY SERVICES has been made, including: JULIA BIDWELL . Terms & conditions have been negotiated for Site Control of the MCAS INTERIM DIRECTOR HOUSING COMMUNITY Tustin parcel consistent with the Notice of Intent approved b the p pP Y DEVELOPMENT & HOMELESS South Orange County Community College District (SOCCCD) and the PREVENTION Board of Supervisors last December. The proposed Lease Agreement and Amended Land Exchange Agreement are scheduled for STACY BLACKWOOD presentation to the Board of Supervisors for approval on April 12, DIRECTOR 2016. OC PARKS . Conceptual design and CEQA work is completed, and an RFP for a Design /Build contract has also been completed. The recommended HELEN FRIED firm and proposed Design /Build contract are currently scheduled for COUNTY LIBRARIAN The April 12, 2016 meeting of the Board of Supervisors. OC PUBLIC LIBRARIES Over the last several months, County staff and a team from the current contract cities have been negotiating contract terms for a Participation Agreement and the Agreement for Provision of Animal Care Services. It is my understanding that the contract cities have been briefed on our progress by the city negotiating team and the Mayor terms have been shared. In summary, the Participation Agreement involves a $35 million dollar project on the 10 acre parcel at MCAS Tustin. The County is providing the land and the initial $5 million toward the project, with the cities providing a $30 million contribution. The Participation Agreement includes a schedule of the distribution of city costs (assuming a $35 million project in total and participation by all 18 contract cities.) The contract allows for payment of the city payments over a 10 -year period. Several cities are exploring alternate service models. Please be advised that there is scalability in the proposed Design /Build contract. We intend to work with the Design team and our contract cities as to address sizing (and related cost reductions) to reflect the service needs for the actual number of cities that opt into contracts. The Agreement for Provision of Animal Care Services involves a 10 -year term, effective from the date of execution. Neither party may terminate without OFFICE OF THE DIRECTOR cause. Further, individualized service levels and fee structures may be 1770 NORTH BROADWAY SANT A ANA, CA 92706- SANTA g by providing g negotiated b cit rovidin that the resulting service level does not conflict 2642 with existing law or endanger public health. PHONE: 714.480.2768 Fax: 714.480.2899 At this point in time, we request a commitment from your city in the form of 25C -76 ORANGE COUNTY ANIMAL CARE SHELTER & SERVICES PAGE 12 MARCH 24, 2016 executing the two agreements. Attached is the final Participation Agreement and the Agreement for Provision of Animal Care Services. These agreements were reviewed by the City Attorney for Anaheim and the City of Garden Grove. A summary of Major Terms for both agreements is attached. Please note that the exhibits for the Participation Agreement includes a site map, initial conceptual design work, a copy of the executed NOI between SOCCCD and the County, the maximum construction costs and participation formula (by city), payment schedule (for the 10 -year city payments), and the Amended Services Agreement. Although we had initially requested city commitments earlier in April, we are now requesting cities execute both agreements by April 30'". There will be no cities added after that for a three year period while design and construction is completed and the initial operational protocols are developed at the new site. Please provide a response by April 11'" with the projected date your City Council will take action and your planned recommendation as available. This information is important as these two agreements will be presented to the Board of Supervisors for action on April 12, 2016. I would also like to take this opportunity to share that the County is taking considerable efforts to improve and upgrade the services provided by OC Animal Care. Most recently, the County has secured the services of a Shelter expert to assist in evaluating our current practices, with the expectation that she and her team will make recommendations regarding "best practices" for Shelter operations. We expect that you will be contacted as a part of this effort. The final recommendations will be reviewed with contract cities, animal advocates, rescues, and the general public in the preparation of an action plan. Dr. Jennifer Hawkins, Shelter Director, is available to provide details on this project and respond to any questions you may have regarding the services provided by OC Animal Care. Thank you for your assistance in expediting this matter. Your continued partnership in providing Animal Shelter and Field Services is appreciated. Please give me a call at 714 -480- 2788 with any questions you may have regarding the two agreements. Yours truly, Ste e kksirector OC Community Resources c: Frank Kim, County Executive Officer Mark Denny, Chief Operating Officer 2 `1 1 D e v� Attachments: Summary of Major Terms Participation Agreement Agreement for Provision of Animal Care Services 25C -77 25C -78 • . •. A • CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AGREEMENT WITH NORTH STAR DESTINATION STRATEGIES INC. FOR COMMUNITY BRANDING AND MARKETING SERVICES {STRATEGIC PLAN NO. 3, 1E) (SURPLUS ALLOCATION FUNDING) p ��s CITY MA G RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 13t Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with North Star Destination Strategies, Inc. to develop a citywide community branding strategy for a two year period, terminating on April 18, 2018, in the amount not to exceed $148,500, which includes a 10% contingency, subject to non - substantive changes approved by the City Manager and City Attorney. Project in accordance with the Council approved Surplus Allocation Plan as of October 20, 2015. Department: Project: I Category: Total Funding: Community Santa Ana City -Wide Branding Investment $200,000 Development Agency Study DISCUSSION In accordance with the Council approved Surplus Allocation Plan for fiscal -year 2015 -16, staff issued a Request for Qualifications (RFQ) for branding and professional marketing consultant services to develop a citywide community branding strategy. The purpose of this effort is to develop a clear, strong and resilient brand identity that represents the varied attributes of the Santa Ana community. The project scope includes an assessment of the City of Santa Ana's current image, development of a community brand, and a comprehensive implementation plan. The resulting brand messaging will place particular emphasis on: • attracting, retaining and growing businesses; • maintaining and enhancing the City's quality of life; • encouraging residents of all ages to engage in community life, civic activities and recreational interests. 25D -1 Agreement with North Star Destination Strategies Inc. for Community Branding and Marketing Services April 19, 2016 Page 2 Community engagement and input from Santa Ana residents, businesses, members of the development community, partner organizations and other identified key groups will be critical to the success of this effort. An engaged and informed community will be accomplished thru extensive multi - lingual outreach, including, but not limited to focus groups, social media campaigns, educational presentions, stakeholder interviews, community surveys, and other grassroots engagement activities. A successful branding effort will include messaging that captures the cultural values and uniqueness of the Santa Ana community; a consistent and comprehensive verbal and visual identity across City departments; and a unified approach to support overall branding and communications efforts. The City solicited responses between February 19, 2016 and March 10, 2016. Outreach included posting to the City's website and PlanetBids. Staff also communicated electronically to a large network of marketing and public relations firms. Following the release of the RFQ, the City received a total of 20 responses. Appointed by the City Manager, the Evaluation Committee reviewed and evaluated the proposals based on qualifications, references, and experience. Evaluation Committee was composed of the following: Downtown Inc., Santa Ana Business Council, Santa Ana Chamber of Commerce, and City of Santa Ana Community Development Agency and City Manager Manager's Office. After careful review of the responses received and interviews with the finalist, the Evaluation Committee selected North Star Inc., as the best qualified firm for this project. North Star is the recognized national leader in community branding, having collaborated with more than 200 communities from 43 states across the U.S. Many of these were high -level initiatives, including the states of Florida and Mississippi and urban hub cities like Jacksonville, FL; Newark, NJ; Aurora, IL; and Sacramento, CA. North Star is noted for their ability to bring together divergent missions and viewpoints around what stakeholders have in common. Their process combines a proven approach with customized creativity and out —of -the box thinking. North Star's proposal includes extensive community engagement and education, detailed research, expert- driven strategy development, award - winning visual identity design and a comprehensive implementation plan, along with on -going post - project evaluation to track results after project completion. Attached is the proposed agreement with North Star Destination Strategies Inc., which includes a detailed scope of work and cost proposal (Exhibit 1). It is anticipated that the community branding process will take nine to twelve months to complete with an additional 12 months to conduct a post - project assessment a year after the brand implementation. 25D -2 Agreement with North Star Destination Strategies Inc. for Community Branding and Marketing Services April 19, 2016 Page 3 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective #1 (Implement a comprehensive Economic Development strategy), Strategy E (Partner with local Chambers of Commerce, citywide business associations and the community to develop a new branding and marketing strategy for the City. In addition, the City will promote the consistent use of our City logo). FISCAL IMPACT Funds in the amount of $48,500 are budgeted and available in Fiscal Year 2015 -16 and another $100,000 are proposed to be budgeted in Fiscal Year 2016 -17 Surplus Allocation account no. 05018018 - 62300. APPROVED AS TO FUNDS AND ACCOUNTS: �L=cl dw a A n o Francisco Gutierrez SR Executive Director Finance & Mgmt. Services Agency Exhibit: 1. Agreement 25D -3 25D -4 CONSULTANT AGREEMENT WITH NORTH STAR DESTINATION STRATEGIES INC. FOR COMMUNITY BRANDING SERVICES THIS AGREEMENT is made and entered into this 19th day of April, 2016 by and between North Star Destination Strategies, Inc. ( "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 community branding. B. Consultant represents that it is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall develop a community brand identity for the City and provide professional marketing consulting services, as more specifically described in the scope of work attached as Exhibit A. 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 $148,500. This amount is comprised of (1) the sum of $135,000 and (2) a 10% contingency of up to $13,500 for additional services as may be performed by Consultant at the sole direction 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 that fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date stated above and continue through April 18, 2018, unless terminated earlier in accordance with Section 14 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 2501-5 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. 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: (1) name the City, its officers, employees, agents, volunteers, and representatives as additional insureds; (2) be primary and not contributory with respect to insurance or self- insurance programs maintained by the City; and (3) contain standard separation of insured provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than 51,000,000 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 California state law, 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. 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. e. 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 25D -6 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 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. 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, Its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies_ to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. OWNERSHIP OF MATERIALS; WORK FOR HIRE Upon termination of this Agreement, Consultant shall transfer, assign and make available to the City, or its representatives, all property and materials in its possession or control belonging to the City and paid for by the City. In the event that the material, which is the subject of this Agreement, is copyrightable subject matter, Consultant and City agree the material shall be a work made for hire and the property of the City. In the event that the material which is the subject of this Agreement is not copyrightable subject matter, or for any reason is determined not to be a work made for hire, then and in such event Consultant hereby assigns all right, title and interest to said material to City. Concepts, logos and straplines not selected by the City remain the intellectual property of Consultant. Stock photography used for the demonstration of creative concepts is not to be reproduced or published in anyway without first negotiating usage rights with the appropriate stock image provider. To ensure that the recommended strapline (tagline) is available for use and capable of being trademarked, Consultant will conduct a trademark registration search with the United States Patent and Trademark Office via their web site: http:// www .uspto.gov /mainitrademarks,htm. Consultant will report any records found relating to the strapline. The pursuit of an official, legally- binding trademark is the responsibility of the City. 8. 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. 25D -7 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 copies to: City Attorney City of Santa Ana 20 Civic Center Plaza P.O. Box 1988 Santa Ana, California 92702 Fax 714 -647 -6515 4 25D -8 To Consultant: North Star Destination Strategies, Inc. 209 Danyacrest Drive Nashville, CA 37214 Attn: Don McEachern, President & CEO A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above, For purposes of calculating these 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 regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 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 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, City 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. 25D -9 15. NONDISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or in connection with any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 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 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 on or after the date and year first above written. CITY OF SANTA ANA DAVID CAVAZOS City Manager ATTEST MARIA D. HUIZAR Clerk of Council CONSULTANT DON MCEACHERN President & CEO APPROVED AS TO FORM 0s4N F M. FUNK sistant City Attorney 25D -10 MiNk 25D -11 NORT14 ,4 ST AR SCOPE OF WORK 1. t',g')ffiNIUNirY FE3iwr- =GHAENC & i:iatf ;A1I,r2N Successful community branding must be a grassroots effort. North Star involves those most rooted in your community — residents, businesses, teachers, leaders, preachers, students, moms and dads, merchants — from day 1. This process is ongoing. It starts with educating people on what branding is and what it can mean for them. It continues with focus groups, interviews and surveys designed to get people's actual opinions about things. It soars when we help you put together a Friends of Santa Ana ambassador group that will initially work to inform the brand and eventually become the most vocal advocacy group for Santa Ana. "Friends of Santa Ana" Group Creation: We work with Santa Ana branding committee to develop a list of influential voices from across your community (working name of "Friends of Santa Ana"). This group comprises leaders representing diverse interests including students, matriarchs, historians, artists, parents, librarians, coaches, athletes, teachers, doctors, merchants, journalists, architects, bloggers, event planners — anyone with a valuable opinion and a love for Santa Ana. The group should be assembled prior to North Star's in- market visit. While we are in Santa Ana, we will conduct a focus group with the fledgling Friends of Santa Ana. We will also educate them on branding in general and how an ambassador group can promote the brand and remain independent. We share our favorite ambassador group success stories including the "Friends of Lou" from Louisville and help them brainstorm the possibilities for their group. One of the first charges of these articulate voices is to help talk about the branding effort and take the pulse of their constituencies. We give them a number of tools to accomplish this: Social Media Campaign Structure: Using the available hashtag ttfriendsofSantaAna we set up a platform that the group can use to discuss issues important to their constituencies. Your Friends of Santa Ana group is not working to "sell in" the brand, they are answering questions, addressing concerns and cultivating good ideas. Educational Site i Brand Story Site: This site serves as an online tool to direct traffic towards for Santa Ana residents and stakeholders to learn more about the branding effort, the current state of the process and to get involved either in the research stage or to become a champion after the launch of the new brand. In addition, this website transitions throughout the process from a purely educational site, to one that describes the core branding strategy after the strategic DNA statement is approved and then becomes a brand story website at the completion of your BrandPrint. iAl1 -n nN/� F:RANr1PRirdl 3 25D -12 NORTH A STAR Other engagement activities outside the Friends of Santa Ana: Press Release: The media can be a powerful ally in brand engagement. But first you have to engage their expertise, We provide a general press release on what a community brand is and what it does. It also highlights the need for the public's help during the process and communicates the date, time and location of the upcoming educational presentation. Not only does this start the public education process, it opens up lines of discussion with the press. We are also happy to meet with members of the press during our in- market trip. Educational Presentation: In addition to educating the Friends of Santa Ana, we conduct one or more live PowerPoint presentations (during the in- market trip) to private and public sector stakeholder groups (determined and assembled by Santa Ana) for purposes of educating and furthering buy -in of the Santa Ana branding initiative. We collaborate with the Santa Ana branding team to determine who these audiences are and what you want to convey. Then we craft the presentation to meet those goals. Educational PowerPoint: We provide the Santa Ana team with a copy of the community branding PowerPoint presentation (with detailed notes), This gives you the ability to carry on the education and engagement via additional presentations, distribution to interested parties or placement on community websites. 25D -13 SANI "AANAeRANDPkINT 4 NORTH STAR SCOPE OF WORK e. RESEARCH We approach every client with a completely open mind. Our lack of preconceived ideas regarding our clients allows us to conduct the most relevant, most reliable, most objective research possible. From this research is born the strategic DNA Definition that defines Santa Ana's brand. Therefore, North Star considers it an advantage — even a necessity — to enter into a new relationship with a clean slate. We evaluate the environment, the competitive situation, stakeholder attitudes, community attitudes, current communications and the perceptions of target audiences and influencers, Our years of experience allow us to highlight the most effective array of tools and methodologies to ensure the most comprehensive, trustworthy and detailed data collection. You will notice both qualitative and quantitative studies included in this recommended matrix. North Star strongly advocates a mixed method approach to research because it will tell you not just "Now, When, What and Where" but also "Why ". Situation Analysis: This study establishes the current lay of the land from the perspective of your critical partners. We both administer a questionnaire to each internal group or organization and meet with these groups to more fully understand your primary objectives, general history, political landscape, resources, competitors, etc. Research, Planning, Communications and Media Audit: We conduct a comprehensive review of any relevant research and planning documents.ln addition, we review and analyze existing marketing materials, branding, logos and messaging from public and private sector partners as well as recent press related to Santa Ana. Familiarization Tour: Tour and analysis of commercial sites, business and technology parks, housing developments, downtown, retailers, restaurants, outdoor rec areas, parks, the arts, etc. Sales Review (How Santa Ana sells itselg: We want to know how you sell, formally and informally, to key business prospects, developers, professional candidates, students, potential home buyers, etc. We want to hear your presentations, see what they see and receive any materials they receive. Key Stakeholder Interviews: Some of our most valuable nuggets for the purposes of defining your DNA and crafting your creative work come from these intensive one -on -one interviews with key stakeholders (including leaders from city department staff, real estate agents, park officials, elected officials, business community, schools, civic organizations, etc,). We also want to talk to articulate individuals who are passionate about Santa Ana (poets, coaches, ministers, historians, matriarchs, patriarchs and more). We know you want us to talk to everyone, so we continue the conversations via phone once we get bark to the office. Because we can react to the information they give us with original questions, these interviews often lead us down exciting discovery paths not revealed by quantitative surveys. SANIAANABRANDPRINJI L 25D -14 NORTN.4 STAR Undercover Interviews: Our team conducts informal discussions with residents and visitors as they experience Santa Ana, Curious with a purpose, we ask for recommendations, what it is like having a business here, what we shouldn't miss during our visit or what we might expect if we were to move to Santa Ana. Vision Survey: This open- ended, right - brained survey challenges stakeholders to provide deeper comments and opinions. We administer the surrey digitally and in paper form to the list provided by YOU, guaranteeing all your valuable stakeholders are able to participate. This tool dovetails beautifully with the qualitative interviews (described on the previous page) because it extends your participant universe and allows you to layer trending opinions with in -depth perspectives, Online Community Survey; Giving residents a forum for sharing is important. We use some of the themes identified In the vision survey to craft a quantitative survey posted Online for community -wide participation. We promote this survey using traditional and social media. Fascinating similarities and differences between leadership perspectives and resident perspectives are often revealed. Brand Barometer: This proprietary research tool measures the strength of Santa Ana's resident advocacy relative to the rest of the United States as a place to live, work and play, In other words, how likely are your residents to advocate Santa Ana for starting a business or quality of life, Lack of advocacy can indicate a lack of knowledge or a real problem. Either way it gives you a starting point for making change. Strong advocacy, on the other hand, is a public relations winner. Note: The brand barometer is also a great benchmarking tool for measuring internal attitudinal change moving forward. Influencer Perception Study: Working from a combined list of site selectors, relocation executives, meeting planners, regional and state level executives in economic development and tourism as well as other external influencers you provide with a list we compile, North Star conducts qualitative, in -depth Interviews with professionals outside Santa Ana, These interviews uncover valuable 30,000 ft. perspectives. Quantitative Perception Study: This survey is conducted using a statistically significant random sampling of consumers and non- consumers in outside markets using existing inquiry records. Data will be cross - tabulated in a number of ways to reveal the most insightful patterns between consumer and non - consumer groups, For instance, perceptions and attitudes for those who have visited Santa Ana will be compared and contrasted to those who have not visited and are reporting perceptions purely on reputation. This Consumer and Non - Consumer Awareness and Perception Study measures: • Overall awareness and perceptions of Santa Aria. • Overall awareness and perceptions of the competition. • Measurements of Santa Ana's delivery of quality of life indicators, • Consumer experiences with Santa Ana. • Attitudes regarding Santa Ana's strengths and weaknesses. • Consumer opinions regarding what needs to be added or taken away. • Changes in consumer perceptions of Santa Ana after visiting, • Patterns of visitation activities associated with consumer's primary purpose of visitation. Competitive Positioning Review: A brand message and marketing strategy analysis to evaluate Santa Ana's position relative to the competition in the state and in the region, 25D -15 SANTAANA BRANDPRINT 6 NORI H 4 STAR SCOPE OF WORK 3, INSIGfI_f.S A S RATS 3`f Our insights come from asking a number of thought- provoking questions: What brand "story" does the research tell? What distinguishes Santa Ana today? How does the current brand fit into the consumer's lifestyle? How can the brand best be used to elicit Santa Ana's desired emotional /behavioral responses? These insight questions are compiled in a succinct storyline that leads directly to Santa Ana's strategic DNA statement. Your DNA statement is the critical touch point for all branded activity moving forward. Situation Brief & Insight Development: The sharpest research and strategic minds at North Star gather with our team members in Santa Ana to review all research findings. Data on its face has limited value but the connections between data points open up understanding and opportunity. The entire team led by CEO Don McEachern weaves together these connections into a compelling set of insights that start to tell Santa Ana story. DNA Definition: Based on those insights, this guiding statement for your brand is developed. This definition should serve as the touch point for all Santa Ana activity moving forward. Many of our communities reference their DNA Definition when making decisions about everything from policy to infrastructure improvement to promotions. Included in your DNA definition is: Target audience: For whom Santa Ana has the most appeal Frame of reference: Geographic context of Santa Ana Point of difference: What makes Santa Ana special Benefit Why it should matter to the consumer "Research and Strategy" Presentation: This presentation represents a critical juncture in the project. We prepare a comprehensive review of all relevant research, insights and recommended DNA Definition. A preview of this presentation is shared with key branding committee members for purposes of editing and fine - tuning. The collaboratively perfected presentation is then made at a larger stakeholder meeting. DNA Definition approval is required before proceeding. SANTA ANA BRANDPRfN 1 7 2501-16 NOR H,4 STAR K" �r 4, BPAND II) ENTITY DE".VEL PMENl" In this stage, all insight and strategy are transformed into tangible creative products that embody Santa Ana. An in -depth creative brief and creative workshop guides this work. Straplines, logos, color and messaging (with graphic standards) are created. Additional deliverables will also be developed to express the new brand identity in the context of its future use. Creative Workshop; A collaborative, interactive meeting between the North Star team and Santa Ana creative team that explores the roles of different creative elements and identifies creative preferences. Our goal is to most effectively hone in on the type of work you want without limiting the creative thinking of our writers, graphic designers and art directors. This meeting is always lots of fun for everyone involved. Written Concepts & Straplines: A strapline is not the be -all and the end -all for your brand. But it is the start of the story. (We adopted the phrase "strapline" rather than tagline because the job of this line is to strap together the missions and agendas of all the organizations in Santa Ana). Depending on how safe or edgy you want to be, the new Santa Ana strapline can capture people's attention immediately and pique their curiosity or it can serve as a solid, hard- working tool that starts the job of positioning Santa Ana in the minds of consumers. North Star will provide a minimum of five different strapiines along with rationales for the strengths of each line. We also conduct trademark and Google searches to ensure the availability of each line. This is a critical step and one often overlooked by many professionals, But there is nothing more frustrating than getting to the end of the project with a strapline that is not available to you. Logos; The slate of logos presented to the Santa Ana creative team will represent a range of options. We will also provide a round of revisions to the selected mark. Once the "hero" logo has been chosen and perfected, we design it with and without the state name and with and without the strapiine in both vertical and horizontal lockups, representing all the different ways you will use it. Logo Family: North Star is known for its logo families and we want to make sure key stakeholders in Santa Ana have access a version of the mark they can use. Once we gain consensus on a "master driver" logo, we provide versions for each individual public sector organization. We will also provide the private sector with details on the framework to be used In any number of ways moving forward. Color Palette: We start by developing logos in black and white to reduce color bias. But once that decision is made we open the possibilities visually by allowing you to select between two very different palettes. This is a key decision in how your visual brand identity will "feel" since color evokes emotion and memory. Looks: Think about it. If the only tools we gave you were a logo and a line, then all you would be able to do is put that logo and line on stationery, t- shirts and the top of your website. We go far beyond that, crafting two entirely different visual looks that allow you to choose how your brand messaging will be conveyed in terms of headlines, photography style, special graphic elements or detailing and copy points. The creative committee will select one took and it will be applied to all subsequent deliverables. 25D -17 ;ANTA ANA GRANDPRNT R NORTH A STAR Brand Identity Testing: We have conducted consumer creative testing in a variety of ways through the years and are open to different approaches. It has been our experience that you are better served surveying a small group of general consumers outside of Santa Ana using inquiries versus polling stakeholders or the community at large. Additionally, we would recommend asking consumers to choose between two or three options for logo, line and looks versus voting "yes" or "no" on just one approach. Graphic Standards Guide: This guide contains all necessary information for using your logo, color, typefaces, language, narrative and other key elements to ensure consistency across all mediums and from any organization. We provide digital and printed versions of this Guide as well InDesign files so you can edit as necessary. Brand Narrative: Your DNA Definition is the core or what makes Santa Aria special. The narrative takes that core and describes it in artistic and compelling language for connecting emotionally with your different consumers. The narrative defines your personality and Santa Ana tone of voice, It can be woven into ad copy, placed on websites, integrated into speeches and distributed to businesses to use in their own communications about the place they call home. The more it is used, the more widely your message is dispersed. Sub - narratives for target audiences will also be provided. Custom Deliverables: To assist in the communication of the final logo concept, North Star will work with you in identifying a list of 10 -12 custom deliverables that target your specific goals. This is a powerful addition as it brings the logo, line, color, photography, narrative, graphic elements and much more to life in the real world. Possibilities include: Community Portal Website Organizational Website Design Social Media Application Partnership Opportunities Print and Electronic Advertising Billboard Design Signage (entryway, wayfinding, environmental application) Stationery Package PowerPoint Templates Merchandising Community Outreach And much more SAN-iAANA ERANDPRINT 9 25D -18 NORTH 4 STAR SCOPE OF WORK S. IMPLEMENTATION PLAN It can be overwhelming for city leaders presented with a new brand to know what to do first, second or third for that matter! This plan takes you step by step through the first two years of implementation with detailed explanations and examples of every recommendation. It will prioritize both long and short -term strategies and will be written to employ a variety of communication tools; engage Santa Ana residents and businesses; enable target audiences to connect and interact with the City and use feedback to further build your brand; provide opportunities for target audiences to become advocates and recommend methods to ensure effective implementation by developing processes to track results and measure success. In fact, brand integration is a key area of distinction for North Star because of our attention to detail and customization. We've branded more than 200 communities and no two plans have ever been alike. The easiest way to understand the depth of this plan is to take you through our development agenda. Planning Focus & Collaboration: First we collaborate with Santa Ana leaders and the branding committee to identify areas of emphasis. In other words, what would you like the brand to help you do specifically in the next two years? Recruit new business? Attract more residents? Increase your appeal for young professionals? Partner more effectively with existing business? Wayfinding? Develop a robust social media program? What current initiatives would benefit from suggestions about how the brand could be integrated? Marketing & Communication Action Plan: This highlights the must -do tactics for assimilating your new brand to gain traction during the first two years. Recommendations as to how the brand should influence the marketing and communications efforts from the City and partner organizations will be addressed. Partner Integration & Promotion: Throughout our process we focus on community engagement, education and participation to build buy -in from your partners (community agencies, groups, businesses, etc). it is from this foundation that we will craft an array of opportunities for integration into the everyday lives and business operations of these partners. We will include clear partner integration direction for new products, packaging, events, awards, social media campaigns and more while maintaining your brand integrity Public Relations Strategy: Public relations is all about telling the Santa Ana story in the most positive, compelling way. Using the Santa Ana brand strategy as a starting point, our team of seasoned creative writers will create a bank of relevant story ideas that work together to build equity in your brand message. We will also provide direction for how to leverage social media in the distribution of these stories and for interaction with your audiences. Staff Integration Recommendations: Staff are the front line for your new brand so brand integration across your partner organizations' staff is a critical initial step in rolling out your new brand. We will provide specific steps for integrating the brand internally in communications, materials, language, stationery, email signatures, etc, as well as ideas for generating excitement and interest for your brand internally. SANTAAiuA BRANDK WT 70 2501-19 NORTHA STAR Maintenance & Target Audience Messaging: Prom your foundational brand narrative, we will provide sub - narratives that harken back to your overarching brand strategy while speaking in language that connects to your specific target audiences to be used in communications for all Santa Ana partner organizations, elevator speeches and more. In addition, we will provide direction for maintaining consistency across your messaging regardless of target audience or partner usage. Promotion & Assimilation Tactics: In addition to the above target areas, we will also provide traditional and nontraditional integration direction across the following tactical areas: • Online /social media • Guerrilla marketing • Targeted events /festivals • Policy • Sports • Environmental applications • Purpose Initiatives • Arts • Sustainability • Incentives • Master planning • Private sector • Exports • Awards • Education SANTA ANA BRANDnRINT 11 25D -20 NORTH A 5l "AR SCOPE OF WORK 6, WORKSHOPS & TRAINING North Star crafts this entire initiative to not only provide all of the necessary framework for your brand, but for its launch and integration into your community. The foundation for successful brand integration is laid in the early stages of the process with advocacy building and education. That foundation strengthened via comprehensive research and made compelling with creativity. This ensures a seamless transition from the branding process to your brand launch internally and externally. Here is how we help: Final Presentation: This hour long presentation takes participants quickly through the highpoints of the branding research and strategy and then does a thorough exploration of the foundational creative development (line, narrative, logo, look and color palette) and the steps of the action plan. Each step is illustrated using the custom deliverable designs. We deliver this presentation up to three times to the groups or committees of your choice. Brand Workshops & Mini - Conference: Leveraging the excitement garnered from your final presentation, North Star will conduct three training workshops within Santa Ana (one morning and two afternoon). During these workshops we focus first on brand education and then on strategies participants can use to spread the word about the brand or integrate it into their own initiatives. These workshops will be tailored to suit the audience for each workshop (Staff /Partner Agencies, "Friends of Santa Ana" and Private Sector Partners). To add to the impact of these collaborative workshops, North Star invites one brand implementation expert from some of our most successful clients to join. Brand Roll -Out Planning: North Star will collaborate with the Santa Ana team to assist in the planning and implementation of your initial roll -out, SANIA ANA L PA!NOPRIN r 9, 25D -21 NOR TH4 STAR SCOPE OF WORK t. U'VALUAf"ION & Rf -SLJ ft 1RACIRING Evaluation yields new information, which may lead to the beginning of a new planning cycle. Information can be gathered from concept pre- testing, campaign impact in the marketplace and tracking studies to measure a brand's performance over time. Ideally, two basic questions will be answered: have responses to the brand among target audiences changed in the way the BrandPrint intended? And have these changes resulted in action that will achieve the desired objectives of the brand? No single measure of success works for something as complicated as a community brand. As such, every research study in this plan is designed to produce benchmarks and results that can be used for comparison with future studies in areas of advocacy, return on investment, perceptions of the existing Santa Ana brand and attitudes regarding how well Santa Ana performs as a place to live, visit and do business. Additionally, our 15 years of branding experience have shown that true success can be seen in the spread of excitement, inspiration and innovation among your stakeholders around the brand. This is a "soft measurement" but it is vitally important. North Star builds hours into our BrandPrint process for mentoring with our clients. Your success is our success, and everyone at North Star - from the president and CEO to the office manager to our research assistants - takes the success of our clients personally. Toward that end, we are always available to answer questions and help with problems. In short, we have maintained an ongoing personal and business relationship with most of our clients, some for more than a decade. 12 -Month Follow Up: We follow up after a year of your brand implementation to discuss the successes enjoyed and hurdles that you are working to overcome. We provide suggestions and direction for next steps in your continual brand integration. Brand Barometer: Getting the talk right on the street is the most important thing a community can do to bolster its development efforts. Word of mouth has always been important; in this post - digital world, it is essential. With the benchmark included in your brand study, the Brand Barometer becomes a simple and inexpensive way to track your results and validate your success in word of mouth advertising and resident advocacy. We strongly recommend a Brand Barometer measurement every year to track the progress of the community. North Star keeps a running annual average allowing you to compare your community to the nation over time. This current national sampling mitigates swings in the economy and gives you the truest look at advocacy for Santa Ana, Quantitative Perception Study: You will have gained an in -depth understanding of the brand perceptions of the community among consumers as part of this effort. You will also have an excellent benchmark. You will be able to easily assess the changes in your reputation in the minds of outsiders, business leaders, visitors and potential visitors. This will be one of the rnost effective quantifiable measures of the impact of your branding efforts. ',AN (A ANA NRANI) I'RUVT _ 25D -22 4 IIM 25D -23 NORTH,4 STAR SCOPE OF WORK PR0,P0SD s F & tIMF St";brr- rr&FLE Partnering with Santa Ana is not a responsibility we take lightly. As such, if it becomes necessary, we are interested in collaborating with Santa Ana leaders and stakeholders to create an even more custom scope of work for perfecting this important initiative. This initiative will take from 6 - 9 months, dependent upon how quickly approval and data is received from the client at key milestones. Cost Engagement & Education 15,000 Research & Strategy 46,000 Creative Development & Action Planning 55,000 Website (Education, Strategy & Brand Story) 12,000 TOTAL 128,000 This cost proposal has been calculated by third party costs associated with the research (i.e. Qualtrics Consumer Panels) and North Star's blended hourly rate of $1501hr. Travel costs will be billed separately. SAMh ANA BkAGl �4'NIN I 1., 25D -24 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AGREEMENT RENEWAL WITH APOSTOLIC ASSEMBLY OF THE FAITH IN CHRIST JESUS, INC. FOR PARKING LEASE AT 308 NORTH MAIN STREET (STRATEGIC PLAN NO. 3,4B) CITY MANAG RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended 71 As Amended Ordinance on tat Reading Q Ordinance on 2otl Reading El Implementing Resolution 0 Set Public Hearing For CONTINUED TO IAI11111= 111118fl=1 7 Authorize the City Manager and Clerk of the Council to renew the agreement with Apostolic Assembly of the Faith in Christ Jesus, Inc. for the parking lease located at 308 North Main Street for the first renewal period of April 1, 2016 through March 31, 2017, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The former Community Redevelopment Agency (CRA) for the City of Santa Ana owned several parcels of land located throughout the Downtown area, including the ten -space parking lot at 308 North Main Street. In early 2011, the Apostolic Assembly of the Faith in Christ Jesus, Inc. (Apostolic Assembly) approached the CRA for the lease of such property to accommodate their daily parking needs. As such, on April 1, 2011, both entities entered into an initial five -year term agreement effective through March 31, 2016 with two, one -year renewal options. The lease payments for the property are set at $1,053 per month and have been satisfactorily met during the initial five year term. When the CRA was dissolved as of February 1, 2012, the City of Santa Ana became the owner of the above referenced property and assumed all lease associated obligations. The City of Santa Ana and the Apostolic Assembly are both in agreement to exercise the first one -year renewal option under the same terms and conditions. Therefore, staff's recommendation is to approve and formerly recognize the first renewal option between the City of Santa Ana and the Apostolic Assembly. STRATEGIC PLAN ALIGNMENT Approval of these items assists the City in meeting Goal #3 — Economic Development, Objective #4 (continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, shopping, dining, and entertainment destination), Strategy B (create a comprehensive program to 25E -1 Agreement Renewal with Apostolic Assembly April 19, 2016 Page 2 manage parking that includes innovative strategies to provide parking , create revenue and enhance accessibility in the downtown). FISCAL IMPACT Funds received will be deposited into Parking Meter & Facilities revenue account (no. 02710002- 53804) as follows: Fiscal Year Account Amount FY 2015 -16 April 1, 2016 -June 30, 2016 02710002 -53804 $3,159 FY 2016 -17 (July 1, 2016 -March 31, 2017 02710002 -53804 $9,477 Total $12,636 APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez Executive Director Finance and Management Services Agency 6� Exhibit: 1. One -year Extension of Lease 2. Original Lease 25E -2 MAYOR Miguel A. Pulido MAYOR PRO TEM Vincent R Sarmiento COUNCILMEMBERS Angelica Amezoua P. David Benavides Michele Martinez Roman Rayne Sal Tinaiero Pastor Leobardo A. Maffey Apostolic Assembly Si6n 308 N. Main Street Santa Ana, CA 92701 CITY OF SANTA ANA FINANCE AND MANAGEMENT SERVICES AGENCY 20 Civic Center Plaza M -17 s P.O. Box 1988 M -17 Santa Ana, California 92702 WWW.aanta-ana March 22, 2016 CITY MANAGER David Cavazos CITY ATTORNEY Sonia R. Carvaiho CLERK OF THE COUNCIL Maria D. Huizar Re: One -Year Extension of Lease Aarree atent re Parking Spaces at 308 N. Main Street Dear Pastor Maffey: Pursuant to Section 1.02(a) of the Lease Agreement entered into by Apostolic Assembly of the Faith in Christ Jesus and the Community Redevelopment Agency for the City of Santa Ana, effective April 1, 2011, the term of the Agreement is hereby extended for 1 one -year period, from April 1, 2016 through March 31, 2017, by mutual consent of the parties. The Community Redevelopment Agency was dissolved as of February 1, 2012, at which time the City of Santa Ana became the owner of the above - referenced property. Accordingly, all references in the Agreement to "Lessor" shall hereafter mean "City of Santa Ana." The insurance certificates are required to be extended and/ re —hewed to cover this extension. All other terms and conditions of the Lease Agreement remain unchAged and in fitll force and effect. CITY OF SANTA ANA APOST `LIC ASSEMBLY David Cavazos Leobard A� Ma ey City Manager Pastor APPROVED AS TO FORM n M. Funk Assistant City Attorney Exhibit 1 ATTEST Maria D. Huizar Clerk of Council SANTA ANA CITY COUNCIL Miguel A. Pulido Vincent F. Sarmiento Michele Martinez Ant ellca Amezcue P. David Benavides Roman Reyna Sal Tinajero Mayor i Mayor Pro Tom. Ward 1 Ward a Ward Wards Ward MP- tlo sanla -ana or =i r lonloa sanlaana -orq MM 24 (� t = a na. r DBenaNdespsanla -ana oro Re n @ sante -ana ora ro s�,qj� m,onarj 25E -4 DO NOT RECORD LEASE AGREEMENT BETWEEN THE COMMUNITY REDEVELOPMENT AGENCY THE CITY OF SANTA ANA AND THE APOSTOLIC ASSEMBLY OF THE FAITH IN CHRIST JESUS, INC. THIS LEASE AGREEMENT" ( "Agreement ") is made and effective this 1" day of April, 2011, by and between the Community Redevelopment Agency for the City of Santa Ana, herein referred to as "Lessor ", and the Apostolic Assembly of the Faith in Christ Jesus, Inc, a California non -profit public benefit corporation, herein referred to as "Lessee ". The parties hereto agree as follows: ARTICLE 1— TERM OF LEASE Section 1.01 Property and Use (a) Lessor owns the real property described in Exhibit A attached hereto and made a part hereof (the "Property "), located at 308 N. Main Street, Santa Ana, California. (b) Lessor hereby rents to Lessee sole use of the area designated as the parking lot on said Property to park motor vehicles on site per the striping plan referenced in Exhibit B attached hereto and incorporated herein. (c) Lessee is accepting the Property in an "as -is" condition. (d) Lessee may not sublet or assign the Property to any other person, entity, company or organization. (e) Any signage Lessee intends to place upon the Property is subject to prior approval of the Lessor, and must be compliant with City of Santa Ana local regulations. (f) Upon the expiration or termination of this Agreement, Lessee shall surrender the Property to Lessor in good and clean condition, less ordinary wear and tear. Section 1.02 Term (a) The terra of the Agreement for renting the Property ( "Term ") shall be for five (5) years commencing on April 1, 2011 with termination on March 31, 2016, at rental amounts set forth below. There shall be two (2) one- year renewal options exercisable by agreement of both parties. If no options to renew are exercised, the Agreement shall continue on a month to month basis after the Term expires, until the Lessor terminates. a Exhibit 2 25E -5 DO NOT RECORD (b) Notice of intent to vacate or termination of the Lessor- Lessee relationship is only valid with thirty (30) clays prior written notice to the other party for no cause. (e) Notice of intent to terminate due to violation of Lease terms and conditions shall be consistent with California State law. Section 1.03 Rent /Security Deposit (a) Upon execution of this Agreement, Lessee shall pay to Lessor the following monthly compensation for use of the Property: April 1, 2011 through Dec. 31, 2011 = $700 per month Jan. 1, 2012 through March 31, 2016 = $1053 per month Rent payments will be due upon execution of this Agreement and thereafter on or before the 5 °i of each month, payable to "Community Redevelopment Agency of the City of Santa Ana," and remitted to: The City of Santa Ana M -13, 20 Civic Center Plaza, P.O. Box 1988 Santa Ana, CA 92702. A late charge of ten percent (10 %) shall be applied after any payment hereunder is due but unpaid. (b) Lessee's monthly rental payments shall be subject to a CPI adjustment equal to the City's Miscellaneous Fee CPI upon exercise of each renewal option during the term hereof. (c) Contemporaneously with the execution of this Agreement, Lessee shall deposit with Lessor the sum of $2,000.00 as a Security Deposit. The deposit will be held without liability for interest as security for faithful performance by Lessee. (d) Rent for any period during the rental term which is less than one (1) month shall be a prorated portion of the monthly installment herein, based upon a thirty (30) day month. Section 1.04 Non - Recording Neither party shall record this Agreement, ARTICLE 2 — TAXES AND MAINTENANCE Section 2.01 Taxes Lessee shall pay before they become delinquent all taxes, assessments or other charges levied or imposed by any governmental entity on Lessee's Property. If such taxes are not 25E -6 DO NOT RECORD assessed separately to Lessee, Lessor shall provide Lessee with evidence, reasonably acceptable to Lessee, of such tax assessment and the amount due, which is attributable to Lessee. Section 2.02 Maintenance Lessee shall pay for all services furnished to the Property for the use, operation and maintenance of Lessee's Property during the Term of this Agreement, or any extension thereof, and for the removal of trash from the Property during the Term of this Agreement, or any extension thereof. Lessee shall provide lighting for the Property and for persons using the Property. ARTICLE 3 — IMPROVEMENTS AND ACCESS Section 3.01 The Property /Miscellaneous (a) Lessee shall repair any damage to the Property and will leave the Property in satisfactory condition as approved in writing by Lessor. Lessee shall be required to remove all its fixtures upon expiration/termination of the Agreement, and if Lessee fails to do so within thirty (30) days, Lessor may elect to do so at Lessee's sole cost and expense, or elect to not remove such fixtures, in which case, such fixtures shall become the property of Lessor, at Lessor's option. Any personal property, equipment or other improvements that are not removed within said thirty -day period shall become the property of Lessor, at Lessor's option. Lessee's obligation to pay compensation to Lessor shall not cease, unless and until the fixtures that Lessee must remove, are removed to Lessor's approval. (b) Lessee shall provide access to the Property to the Lessor, and its employees, agents, contractors and subcontractors, twenty -four (24) hours a day, seven (7) days a week. Except in the case of emergencies, Lessor shall give Lessee twenty -four (24) hours notice prior to entry into the Property. (c) Lessee shall, at its sole cost and expense, maintain and repair the Property including, but not limited to, the removal of all trash, debris, graffiti, as well as any special intensive cleaning. If Lessee causes any damage to the Property, to the Property or to access roadways or other nearby facilities, it shall properly repair same as specified by Lessor. (d) Upon the expiration or termination of this Agreement, Lessor shall approve in writing the surrender of the Property by Lessee only after being satisfied that the Property has been left in good and clean condition, less ordinary wear and tear. 25E -7 DO NOT RECORD (e) Quiet Enjoyment. Lessee shall have quiet possession of the Property for the entire term hereof, subject to all the provisions of this Agreement. Section 3.02 Liens Lessee will not permit any mechanics' or materialmens' or other liens to stand against the Property by reason of any use or occupancy by Lessee, or any person claiming under Lessee. ARTICLE 4 — INDEMNITY AND INSURANCE Section 4.01 Indemnification, Defense, Hold Harmless Lessee shall protect, defend, indemnify and save and hold harmless Lessor, its officers, officials, employees, and agents from and against any and all liability, loss, damage, expenses, costs (including without limitation costs and fees of litigation of any nature) arising out of or in connection with Lessee's performance of this Agreement or I.,essee's failure to comply with any of Lessee's obligations contained in the Agreement by Lessee, its officers, agents or employees except such loss or damage which was caused by the sole negligence or willful misconduct of Lessor. In the event Lessor is named as codefendant, Lessee shall notify Lessor of such fact and shall represent Lessor in such legal action unless Lessor undertakes to represent itself as codefendant in such legal action, in which event Lessor shall bear its own litigation costs, expenses and attorney's fees. Lessee further agrees to indemnify, hold harmless, and pay all costs for the defense of the Lessor, including fees and costs for special counsel to be selected by Lessor, 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. Lessor may make all reasonable decisions with respect to its representation in any legal proceeding. Section 4.02 Insurance In addition to the Lessee's covenant to indemnify and bold harmless Lessor, Lessee shall obtain and furnish to Lessor, a policy of general public liability insurance, commercial general liability, covering the Property. The policy shall indemnify Lessee and Lessor, their officers, agents and employees, while acting within the scope of their duties, against any and all claims arising out of or in connection with the Property and shall provide coverage in not less than the following amount: combined single limit bodily injury, personal injury and property damage, liability, of $1,000,000 per occurrence. The City also requires an Additional Insured Endorsement, as attached and incorporated herein as Exhibit C. The policy shall name the City of Santa Ana, its agents, officers, employees and volunteers as Additional Insureds, and shall specifically provide that any insurance coverage which may be applicable to the Property shall be deemed excess coverage and that Lessee's insurance shall be primary. Under no circumstances shall the above- 25E -8 DO NOT RECORD mentioned insurance contain a "deductible" or any other similar form of limitation on the required coverage. Lessee is required to give the Lessor no less than thirty (30) days notice of cancellation or reduction in coverage. No cancellation provision in any insurance policy shall be construed in derogation of the continuous duty of Lessee to furnish insurance during the term of this Agreement. Section 4.03 Property Insurance Lessee shall provide to Lessor, before entering the Property, and shall maintain in force during the entire term of this Agreement, property insurance with extended coverage endorsements thereon, on the Property in an amount equal to the full replacement cost and /or value thereof; this policy shall contain a replacement cost endorsement naming Lessee as the insured and shall not contain a co- insurance penalty provision. The policy shall contain a special endorsement that such proceeds shall be used to repair or rebuild any such improvements so damaged or destroyed; and if not so used, such proceeds shall be paid to Lessor. The proceeds of any such insurance payable to Lessor shall be used for rebuilding or repair as necessary to restore the Property at the discretion of Lessor. The policy shall name Lessor as an Additional Insured. The policy or policies shall also contain the following endorsements: The insurer will not cancel or reduce the insured's coverage without thirty (30) days prior written notice to Lessor; and 1 Lessor will not be responsible for premiums or assessments on the policy. A complete and signed certificate of insurance with all endorsements required by this Section shall be filed with Lessor prior to the execution of this Agreement. At least thirty (30) days prior to the expiration of any such policy, a signed and complete certification of insurance showing that coverage has been renewed, shall be filed with Lessor. Section 4.04 Certificates of Insurance; Additional Insured Endorsements Prior to execution of this Agreement, Lessee shall furnish to Lessor certificates of insurance and additional insured endorsements to each of Lessee's insurance policies, subject to approval of the City Attorney, evidencing the foregoing insurance coverages as required by this Agreement; these certificates shall: provide the name and policy number of each carrier and policy; 2. shall state that the policy is currently in force; and 3. shall promise to provide that such policies will not be canceled, suspended, voided, reduced in coverage or in limits, or modified without thirty (30) days prior written notice of Lessor. 25E -9 DO NOT RECORD Lessee shall maintain the foregoing insurance coverages in force throughout the term of this Agreement. The requirement for carrying the foregoing insurance coverages shall not derogate from the provisions for indemnification of Lessor by Lessee under the Agreement. Lessor or its representatives shall at all times have the right to demand the original or a copy of all these policies of insurance, which Lessee shall provide within fifteen (15) days of Lessor's request. ARTICLE 5 —TERMINATION/DEFAULT Section 5.01 Termination (a) In the event of any damage, destruction or condemnation of the Property, which renders the Property unusable or inoperable in Lessor's judgment, Lessee shall have the right, but not the obligation, to terminate the Agreement with respect to the subject Property by giving written notice to Lessor within thirty (30) days after such damage, destruction or condemnation. If by virtue of such casualty or condemnation, Lessor determines that the Property is no longer adequate for Lessee to continue its operations, or any repairs to the Property have not been completed or cannot reasonably be completed within sixty (60) days from the date of the damage, destruction or condemnation. This Agreement will become null and void. (b) In the event of condemnation, unless Lessee is allowed by the condemning authority to continue its operations in the Property, this Agreement shall terminate as of the date title to the Property vests in the condemning authority or Lessee is required to cease its operations, whichever is earlier. If any property described herein or hereinafter added hereto is taken in eminent domain, the entire award shall be paid to Lessor. (c) This Agreement may be terminated on fifteen (15) days prior written notice by either party upon a default of any covenant or term hereof by the other party, which default has been noticed and is not cured within thirty (30) days of receipt of written notice of default, provided that the grace period for any monetary default is only ten (10) days from receipt of notice. ARTICLE 6 — ASSIGNMENT, ABANDONMENT, DEFAULT, INSOLVENCY Section 6.01 Assignment Lessee shall not, either voluntarily or by operation of law, assign, transfer, mortgage, pledge, or encumber this lease or any interest therein, and shall not sublet said Property or any part thereof, or any right or privilege appurtenant thereto, or allow any other person (the employees, agents, servants, and invitees of Lessee excepted) to occupy or use said Property, or any portion thereof, without the prior written consent of the Lessor. 25E -10 DO NOT RECORD Section 6.02 Abandonment by Lessee Should Lessee breach this Agreement and abandon the Property prior to the expiration of the Term, Lessor may recover at least one month's rental compensation for Lessee's failure to give notice of such termination/vacation of the Property. Section 6.03 Default by Lessee Should Lessee default in the performance of any of the terms, conditions, or obligations contained in this Agreement, Lessor may, in addition to the remedies specified in Section 6.02 of this Agreement, re -enter and regain possession of the Property in the manner provided by the laws of unlawful detainer of the State of California then in effect. Section 6.04 Insolvency of Lessee The insolvency of Lessee as evidenced by a receiver being appointed to take possession of all or substantially all of the property of Lessee, or the making of a general assignment for the benefit of creditors by Lessee, or the tiling of a petition in bankruptcy shall terminate this Agreement and entitle Lessor to re -enter and regain possession of the Property. Section 6.05 Cumulative Remedies The remedies given to Lessor in this Agreement shall not be exclusive, but shall be cumulative and in addition to all remedies now and hereafter allowed by law or elsewhere provided in this Agreement. Section 6.06 Waiver of Breach The waiver by Lessor of any breach by Lessee of any of the provisions of this Agreement shall not constitute a continuing waiver or a waiver of any subsequent breach by Lessee either of the same or another provision of this Agreement. ARTICLE 7 — HAZARDOUS MATERIALS Section 7.01 At the time of execution of this Agreement, Lessor warrants that the Property is clean and contains no known hazardous materials. Lessee represents and warrants that it will comply with all environmental laws during the term of this Agreement; its use of the Property herein will not generate any hazardous substance, and it will not store or dispose on the Property nor transport to or over the Property any hazardous substance. Lessee further agrees to clean -up and remediate any hazardous substance on the Property and Property, and hold Lessor harmless from and indemnify Lessor against any release of any such hazardous substance and any damage, loss, or expense or liability resulting from such release including all attorneys' fees, costs and penalties incurred as a result thereof 25E -11 DO NOT RECORD except any release caused by the negligence of Lessor, its employees or agents. "Hazardous substance" shall be interpreted broadly to mean any substance or material defined or designated as hazardous or toxic waste, hazardous or toxic material, hazardous or toxic or radioactive substance, or other similar term by any federal, state or local environmental law, regulation or rule presently in effect or promulgated in the future, as such laws, regulations or rules may be amended from time to time: and it shall be interpreted to include, but not be 'limited to, any substance which after release into the environment will or may reasonably be anticipated to cause sickness, death or disease. ARTICLE 8 — MISCELLANEOUS Section 8.01 Force Majcure — Unavoidable Delays Should the performance of any act required by this Agreement to be performed by either Lessor or Lessee be prevented or delayed by reason of an act of God, strike, lockout, labor troubles, inability to secure materials, restrictive governmental laws or regulations, or any other cause except financial inability not the fault of the party required to perform the act, the time for performance of the art will be extended for a period equivalent to the period of delay, and performance of the act during the period of delay will be excused, provided, however, that nothing contained in this section shall excuse the prompt payment of compensation by Lessee as required by this Agreement or the performance of any act rendered difficult solely because of the financial condition of the party, Lessor or Lessee, required to perform the act. Section 8.02 Notice Any written notice or required submittals, given under the terms of this Agreement, shall be delivered personally, or mailed, certified marl, postage prepaid, addressed to the party concerned as follows: 1 "o Lessor: and. City of Santa Ana - Community Redevelopment Agency 20 Civic Center Plaza (M -25) 13.0. Box 1988 Santa Ana, CA 92702 Attn: Executive Director 'relefacsimile (714) 647 -6549 Agency General Counsel City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, CA 92702 Telefaesimile (714) 647 -6515 25E -12 DO NOT RECORD To Lessee: Apostolic Assembly of the Faith in Christ Jesus , Inc. P.O. Box 3416 Santa Ana, CA 92703 -0416 Attn: Ariel Meza, Pastor A party may change its address by giving notice in writing to the other party. "Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or other 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. Section 8.03 Contract Administrator The Executive Director of the Agency, or his /her designee, shall be City's Administrator for this Agreement and all approval and notices required to be given herein shall be so directed and addressed. Section 8.04 Compliance with Laws Lessee shall at Lessee's own cost and expense comply with all statutes, ordinances, regulations, and requirements of all governmental entities, including federal and state, county and municipal, relating to Lessee's use and occupancy of the Property whether such statute, ordinances, regulations, and requirements be now in force or hereinafter enacted. The judgment of any court of competent jurisdiction, or the admission by Lessee in a proceeding brought against Lessee by any government entity, that Lessee has violated any such statute, ordinance,, regulation, or requirement shall be conclusive as between Lessor and Lessee and shall be considered grounds for termination of this Agreement by Lessor. Lessee will obtain all permits and other governmental approvals, required in connection with Lessee's activities hereunder, and update such permits /approvals as necessary. Section 8.05 Binding on Heirs and Successors This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors, and assigns of the parties hereto. The provisions of this 25E -13 DO NOT RECORD Section shall not be deemed to be a waiver of any of the conditions against assignment set forth hercin. Section 8.06 Partial Invalidity Should any provision of this Agreement be held by a court of competent jurisdiction to be either invalid, void, or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect unimpaired by the holding, so long as the reasonable expectations of the parties hereto are not materially impaired. Section 8.07 Waste or Nuisance Lessee shall not commit or permit the commission by others of any waste on the Property. Lessee shall not maintain, commit, or permit the maintenance or commission of any nuisance as defined in Section 3479 and /or Section 3480 of the California Civil Code on the Property; and Lessee shall not use or permit the use of the Property for any unlawful purpose. Section 8.08 Repairs Lessee shall be required to make any repairs to the Property occurring from damages caused by Lessee, its employees, agents, contractors, and subcontractors. Section 8.09 Time of Essence Time is expressly declared to be of the essence in this Agreement. Section 8.1.0 Governing Law 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 Change 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. Section 8.11 Survival 'Perms and conditions of this Agreement which by their sense and context survive the termination or expiration of this Agreement, shall so survive. Section 8.12 Reserved Section 8.13 Conflict of Interest ffill 25E -14 DO NOT RECORD Lessee covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any rnanner with performance of this Agreement. Section 8.14 Attorney's Fees In the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. Section 8.15 Exclusivity and Amendment This Agreement constitutes the entire agreement and understanding between Lessor and Lessee respecting the Property and correctly sets forth the obligations of Lessor and Lessee to each other as of such date. Any agreements or representations respecting the Property or their licensing between the parties not expressly set forth in this instrument are null and void. This Agreement or any part of it may not be changed, altered, modified, limited or extended orally or by any Agreement between the parties, unless such Agreement is expressed in writing, signed and acknowledged by Lessor and Lessee, or their successors in interest. Section 8.16 Captions Captions used in this Agreement are for ease of reference only and shall not affect the construction or interpretation of this Agreement. Section 8.17 Non - Discrimination Lessee 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. Lessee affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. BALANCE OF PAGE INTENTIONALLY LEFT BLANK SIGNATURES ON NEAT PAGE 25E -15 DO NOT RECORD 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: COMMUNITY REDEVELOPMENT AGENCY - CITY OR SANTA ANA Maria D. ITuizar Nancy'1'. L ards Clerk of the Council Interim hxec ive Director APPROVED AS TO FORM: LESSEE: ,Agency Legal Counsel By:__ r — By Lisa E Storck' Jason X� ilaf Assistant Counsel EQWe Pastor 12 25E -16 EXHIBIT C ADDITIONAL INSURED ENDORSEMENT Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # -- relating to the following: 1. The Community Redevelopment Agency of the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702, and its officers, employees, agents and volunteers are named as additional insureds ( "additional insureds ") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. a. With respect to the additional insureds, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the Community Redevelopment Agency of the City of Santa Ana, 20 Civic Center Plaza (M -25), Santa Ana, California 92702. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to this endorsement form as a part of Named Insured Countersigned by 25E -17 Authorized Representative FOURTH THIRD U N 308 North Main Street Exhibit A 25E -18 STREET STREET C ryR'1 2SE T 25E -20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AGREEMENT WITH STRAUB DISTRIBUTING CO. FOR SPONSORSHIP OF THE CINCO DE MAYO EVENT {STRATEGIC PLAN NO. 5, 5C} — J CITY AGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: As Recommended ❑ As Amended ❑ Ordinance on 1®` Reading ❑ Ordinance on 2nd Reading Implementing Resolutlon ® Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with Straub Distributing Co. for sponsorship of the Cinco de Mayo Event in the amount of $20,000, for a term from April 19, 2016 through May 31, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Cinco de Mayo event has been a positive attraction for the downtown businesses and surrounding neighborhoods. This event attracts thousands of Santa Ana residents and visitors from all over Orange County. The purpose of the event is to celebrate Cinco de Mayo through a safe, family - friendly event that includes: live entertainment, food booths, informational /resource booths, merchandise /service booths; cultural exhibits and carnival rides /games over two days. The 17th Annual Cinco de Mayo Festival will take place on April 30 - May 1, 2016. In 2014, recognizing the great value of the event, the City of Santa Ana, Parks, Recreation, and Community Services Agency (PRCSA) recommended that the City host the Cinco de Mayo event and act as Event Manager. The PRCSA will continue the responsibilities of the Event Manager for 2016 and be responsible for providing all the necessary equipment, stages, electricity, carnival rides, vendor booths, and insurance for the event. City staff has been working to bring together all the elements necessary to operate a successful event. As part of managing the event, city staff is requesting to enter into agreement with Straub Distributing Co. to provide sponsorship for the event. As a sponsor Straub Distributing Co. will provide $20,000 to the City of Santa Ana, a beer garden, and grant rights to the City to use the sponsor's trademark(s) and logo(s). 25F -1 Agreements with Straub Distributing Co. April 19, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #5 (Promote a strong arts and culture infrastructure), Strategy C (Promote arts and culture by partnering with artist groups and merchants to hold events celebrating art in public plaza, parks and other City - controlled open Space). FISCAL IMPACT Anticipated revenue has been included in the FY 2015 -2016 budget and will be deposited in the PRCSA -City Events (no. 01113002 - 53331) revenue account for FY 2015 -2016 in the amount of $20,000. Gerardo Mouet, Executive Director Parks, Recreation and Community Services Agency EXHIBIT: Agreement APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez, Executive Director Finance and Management Services Agency 25F -2 SPONSORSSHIP AGREEMENT WITH STRAUB DISTRIBUTING FOR CINCO DE MAYO FESTIVAL 2016 THIS SPONSORSHIP AGREEMENT is made and entered into this 191h day of April 2016 by and between Straub Distributing Co., an Anheuser -Busch Distributor ( "Sponsor "), 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 is producing its annual Cinco de Mayo Festival in downtown Santa Ana on April 30 and May 1, 2016 ( "Event ") and desires to retain sponsors for the Event. B. Sponsor represents that it is able and willing to provide sponsorship for the Event as fitrther described below. 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. SPONSOR OBLIGATIONS Sponsor shall provide for the Event a beer garden package that shall include the following: one beer trailer, three 20' x 20' tents, three tables for the serving area, one table for ID check, one portable bar, a beer garden entrance banner, and ten tear drop banner flags, to be set up with the approval of the Executive Director. Sponsor grants to City the right to use Sponsor's trademark(s), trade name(s), logo designs and company descriptions as prepared and delivered to City by Sponsor in any medium of advertising, marketing materials, and /or promotional goods distributed in conjunction with the Event and in accordance with Sponsor's usage guidelines. 2. SPONSORBFNEFITS In exchange for the sum specified in Section 3 below, Sponsor shall be entitled to the benefits at the Event as described on Exhibit A. 3. SPONSORSHIP FEE For its participation as a. Sponsor for the Event, Sponsor shall pay to the City a sponsorship fee of Twenty Thousand Dollars ($20,000). The sponsorship fee is payable by Sponsor to City upon execution of this Agreement and before Event. Sponsor shall not be entitled to the sponsorship benefits tinder this Agreement, or to otherwise participate in the Event, if the sponsorship fee is not received before the Event. 4. TERM This Agreement shall commence on the date stated above and continue through the last date of the Event, unless terminated as otherwise provided in this Agreement. 5. INDEPENDENT CONTRACTOR Sponsor 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 25F -3 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 Sponsor performs the services which are the subject matter of this Agreement; however, the services to be provided by Sponsor shall be provided in a manner consistent with all applicable standards and regulations governing such services. Sponsor 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. INSURANCE During the term of this Agreement, Sponsor shall maintain and shall require its subcontractors or agents, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Sponsor 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 Sponsor'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, and $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 non - 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 California state law, Sponsor, if Sponsor 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, Sponsor agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident, d. The following requirements apply to the insurance to be provided by Sponsor pursuant to this section: (i) Sponsor shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be famished to the City upon execution of this Agreement and shall be approved in form 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. 25F -4 e. If Sponsor 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. 7. INDEMNIFICATION To the fullest extent permitted by law, Sponsor 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, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a claim; collectively, "claims "), which may arise from or in any manner are related (directly or indirectly) to Sponsor's presence or activities at the Event (including the negligent and /or willful acts, errors and /or omissions of Sponsor, 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 Sponsor 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 Sponsor. 8. CONFIDENTIALITY If Sponsor receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Sponsor 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 lake 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 Sponsor disclosed in a publicly available source; (c) is in rightful possession of the Sponsor without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Sponsor without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Sponsor 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, 25F -5 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement sb,all 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 facsimile 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 Copies to: Parks, Recreation & Community Services Agency City of Santa Ana 20 Civic Center Plaza (M -75) Santa Ana, California 92702 Fax: 714 -571 -4221 and 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 Sponsor: Straub Distributing Co. 4633 La Palma Avenue Anaheim, CA 92807 Phone: 714 -743 -5274 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. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Sponsor 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 25F -6 modified except by written instrument signed by the City and by an authorized representative of Sponsor. The parties agree that any terns 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 Sponsor 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. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Sponsor, Sponsor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assigmnent, 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 Sponsors retained by City. 13. CANCELLATION OR TERMINATION If, because of war, fire, strike, civil strife, government regulation, natural catastrophe, an act of terrorism or public enemy, an act of God, or any reason beyond the reasonable control of City, the Event or any part thereof is prevented from being held or is cancelled by City, City, in its sole discretion, shall determine and refund to the Sponsor its proportionate share of the balance of the aggregate sponsor fees received that remain after deducting expenses incurred by City and reasonable compensation to City. In no case shall the amoinit of the refund to the Sponsor exceed the amount of the fee paid. City reserves the right to cancel any portion of the Event as it deems necessary and appropriate. Cancellation by the Sponsor will be accepted only in writing, In the event of cancellation by Sponsor, Sponsor will remain obligated for 100% of the sponsorship fee, and City will retain the right to seek and retain an alternate sponsor in City's sole discretion. 14. NONDISCRIMINATION' Sponsor 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, tennination or other employment related activities or in connection with any activities imder this Agreement. Sponsor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. 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. 16. PROFESSIONAL LICENSES Sponsor shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary hereunder and required by the laws and 25F -7 regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Sponsor 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. 17. POWER TO BIND Each undersigned represents and warrants that its signature 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 WITNESS WHEREOF, the parties hereto have executed this Sponsorship Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SOMA R. CARVALHO City Attorney J ViN M . FUNK Assistant City Attorney CITY OF SANTA ANA DAVID CAVAZOS City Manager SPONSOR STRAUB DISTRIBUTING CO. 25F -8 EXHIBIT A Cinco de Mayo Festival April 30 and May 1, 2016 Sponsorship by Straub Distributing • List of Gore Elements • Title Sponsor and company branding of Beer Garden • Sponsor name and logo integrated into event branding and promotional materials • Company logo displayed on main stage banners and jumbotron screen • Company sponsorship recognition in TV, Radio and Press promotions ■ Media partners include but are not limited to: Telemundo, Miniondas, El Aviso, Para Todos, Rumores and Stay Connected OC. • Two (2) Product promotion opportunities by company representatives from stage per day • Two (2) Public recognition of sponsorship by MC from stage per day • Company representatives to provide promotional materials to public at Beer Garden • VIP Hospitality for 10 company representatives per day • Partner with city selected non- profit organization to sell product at Beer Garden • Operator to staff a minimum of two serving stations at Beer Garden • Beer Garden to expand onto French St. to accommodate additional serving station Contact Person Jeannie Jurado Community Services Manager (714) 571 -4251 Auradg@§anta- ana.gg City of Santa Ana Parks, Recreation & Community Services Agency 7 25F -9 25F -10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AGREEMENT WITH IN- CUSTODY TRANSPORTATION SERVICES INC. FOR PRISONER TRANSPORT SERVICES {STRATEGIC PLAN NO. 1,314 RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: I'_11IN00 04�7 ❑ As Recommended ❑ As Amended ❑ Ordinance on Ist Reading ❑ Ordinance on 21d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with In- Custody Transportation Service, Inc. to provide prisoner transportation services for Santa Ana Jail inmates and arrestees, for a three year period beginning May 1, 2016 through April 20, 2019, in an amount not to exceed $410,544, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION Jail personnel and patrol officers must conduct hospital guard for Santa Ana arrestees who are injured or require medical attention following their arrest. The police officers or Jail's transport officers must guard the arrestee until the arrestee is stable enough to be booked at the County jail facility. This may take several hours or possibly several days, depending on the arrestee's medical condition. In many cases, Jail housing units are required to be locked down so on -duty Jail personnel can be sent to guard the arrestee at the hospital. When Jail staffing levels are critically low, patrol officers are taken from the field to guard arrestees at the hospital. This option takes the patrol officer from their assigned patrol areas. Overtime is also often paid for this hospital guard coverage when patrol and Jail operations are unable to send an on -duty officer because of low staffing levels. Under the current agreement with the United States Marshal's Office, the Jail is also required to transport inmates to and from the Santa Ana Jail facility to the Edward R. Roybal Federal Courthouse in Los Angeles and the Ronald Reagan Federal Courthouse in Santa Ana, approximately five days per week. The US Marshal's office provides some reimbursement for this task, however the transport duties are conducted on overtime and the reimbursement does not cover the full cost of each transport. Staff researched the option of having a contracted transport agency provide hospital guard services and prisoner transport services as a cost savings alternative. A transport provider would not only allow the 25G -1 Agreement with In- Custody Services Inc. for Prisoner Transport Services April 19, 2016 Page 3 Jail to save money, but also cause less impact to patrol and Jail operations. Operational and fiscal benefits of this prisoner transport agreement include: • Reduced overtime by not having to call in staff to transport or backfill while other staff transport • Fewer lockdowns since staff will not have to transport • Quicker relief of police officer /correctional staff from hospital guard duties. This will get officers back to the field quicker and reduce the time inmates are on lockdown. • Staff estimates that the Jail will save an estimated $101,000 in overtime, vehicle maintenance and fuel expenses for the three year term of the contract. On October 14, 2015 the Police Department issued a request for proposals (RFP #15 -111) for prisoner transport services. On October 28, 2015 a pre - proposal conference was conducted and on November 12, 2015 the City received a single proposal from In- Custody Transportation, Inc. The proposal was evaluated by the current Jail Transport Supervisor and Jail Manager to ensure In- Custody Transportation, Inc. was equipped to provide the services outlined in the RFP. The Jail Transport Manager also made an on -site visit to the In- Custody Transportation's place of business to ensure their equipment, training and staffing met or exceeded the minimum standards noted within the RFP. The Manager and Supervisor were satisfied with In- Custody Transportation's business operations and recommended approval of the agreement. In- Custody Transportation will charge $25 per hour for hospital guard coverage, plus a $100 drop -off fee. They will charge a $100 pick -up fee, plus $1.10 per mile for each court transport. The estimated contract charges are projected to be $11,404 per month or $136,848 per year. Staff estimates that the Jail will save an estimated $101,000 in overtime, vehicle maintenance and fuel expenses for the three year term of the contract. The base agreement amount for the period of May 1, 2016 through April 20, 2019 is $136,848 per year, for a three -year agreement, in the amount not to exceed of $410,544. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #1 - Community Safety, Objective #3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), Strategy A (continuously evaluate and assess fiscal aspect of service delivery to ensure that the Police Department provides programs and services efficiently and effectively). 25G -2 Agreement with In- Custody Services Inc. for Prisoner Transport Services April 19, 2016 Page 3 FISCAL IMPACT Funds for this agreement are available and will be appropriated in the Police Special Revenue - General contract services account (no. 02414400 62300) for the following fiscal years: FY 2015 -16 FY 2016 -17 FY 2017 -18 FY 2018 -19 Total Carlos Rojas Chief of Police Santa Ana Police Department Exhibit A $22,808 $136,848 $136,848 $114,040 $410,544 APPROVED AS TO FUNDS AND ACCOUNT: ,-� K, 4 amSer� Francisco Gutierrez Executive Director Finance and Management Services Agency 25G -3 25G -4 INMATE TRANSPORTATION AND HOSPITAL GUARD SERVICES AGREEMENT THIS AGREEMENT, made and entered into this 19th day of April, 2016 by and between In- Custody Transportation, Inc. (hereinafter "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 (hereinafter "City "). RECITALS 1. The City desires to retain a Contractor having special skill and knowledge in the field of inmate transportation and hospital guard services. 2. City posted a Request for Proposals for Inmate Transportation Services and Hospital Guard Services (RFP #15 -111). All proposals submitted in response to the RFP were evaluated by the City and Contractor was selected for the Agreement. 3. Contractor represents that Contractor is able and willing to provide such services to the City and is licensed by the State of California to provide inmate transportation and hospital guard services. 4. 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 inmate transportation and hospital guard service firm. 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: TERMS AND CONDITIONS A. TERM The term of this contract shall commence on May 1, 2016 and terminate April 20, 2019, unless earlier terminated as set forth in Section H, below. A copy of the Scope of Services is attached hereto as Exhibit A and incorporated herein by reference. GIB ++ rtZl�fl1�.F��iit[�I�l City agrees to pay and contractor agrees to accept as total payment for its services, the rates and charges set forth in contractor's proposal, attached hereto as Exhibit B and incorporated by reference. The amount to be expended for services shall not exceed four hundred ten thousand 25G -5 _ _ _ five hundred and forty -four dollars ($410,644) during the three (3) year term of this agreement. 2. Invoices a. The contractor shall submit a monthly invoice by the fifteenth of the month to the City for the services rendered in the prior month. b. All invoices for work performed under this contract shall be submitted in a format approved by the City. Invoices shall include the following information at a minimum: i. Contractor's invoice number ii. Beginning and ending dates for services 3. Payment by City shall be made within thirty (30) days following receipt of proper invoice, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance of a professional parking control enforcement services. 4. Extra Work No new work of any kind shall be considered an extra unless a separate estimate is given for said work and the estimate is approved by the City in writing before the work is commenced. The contractor will be required to provide detailed information of such extra work. Documentation of contract compliance may be required on some occasions. Work performed prior to obtaining written approval of the City shall not be included within the Scope of Work and may not be paid. Contractor shall during the entire term of this contract, be construed to be an independent contractor and not an employee of the City. This contract 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 manner in which contractor performs the services required by this contract. 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. E. INSURANCE Prior to undertaking performance of work under this contract, contractor shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: Commercial General Liability Insurance. Contractor shall maintain 25G -6 commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting there from 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 One Million Dollars ($1,000,000) per occurrence, Two Million Dollars ($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. A sample additional insured endorsement is attached hereto as Exhibit C. 2. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than One Million Dollars ($1,000,000) per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. 3. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, contractor is required to be insured against liability for Workers' Compensation or to undertake self- insurance. Prior to commencing the performance of the work under this contract, contractor agrees to obtain and maintain any employer's liability insurance with limits not less than One Million Dollars ($1,000,000) per accident. 4. 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 One Million Dollars ($1,000,000) per claim. 5. The following requirements apply to the insurance to be provided by contractor pursuant to this section: a. Contractor shall maintain all insurance required above in full force and effect for the entire period covered by this agreement. b. Certificates of insurance shall be furnished to the City upon execution of this contract and shall be approved in form by the City Attorney, C. 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. 6. 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 25G -7 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 contract. Such termination shall not affect contractors 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. HOLD HARMLESS/ INDEMNIFICATION Contractor agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the 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 §2782.8, the above indemnity shall be limited, to the extent required by Civil Code §2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor. ItimmiLq[iYti 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, sent by facsimile communication, or via e-mail to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M -30) Santa Ana, CA 92701 Fax (714)647 -6956 With courtesy copy to: City Attorney City of Santa Ana 25G -8 off 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 Fax: (714) 647 -6515 Chief of Police City of Santa Ana 60 Civic Center Plaza (M -97) P.O. Box 1988 Santa Ana, California 90702 Fax (714) 245 -8007 To Contractor: In- Custody Transportation, Inc. Attn: Charles McIntyre 301 E. Arrow Highway, #110 San Dimas, CA 91773 H. TERMINATION The City reserves the right to terminate the contract as follows: This agreement may be terminated without cause by City upon thirty (30) days written notice delivered to the contractor either personally or by mail. Upon termination, City shall pay to contractor that portion of compensation specified in the agreement that is earned and unpaid prior to the effective date of termination. CK�1�C�7iT�eF •' •t �: ..0 �e •� In the event of nonpayment of undisputed sums by the City, contractor shall give the City thirty (30) working days to cure the alleged breach. In the event that the alleged breach is not cured, contractor shall give City sixty (60) days' notice of termination. J. EMPLOYMENT OPPORTUNITIES FOR SANTA ANA RESIDENTS Contractor shall solicit and advertise employment opportunities to Santa Ana residents. The City shall inform the contractor of areas to publicize recruitment opportunities, such as work centers and community centers. Such effort and procedure will be provided to the City for review. K. COMPLIANCE WITH APPLICABLE LAWS,REGULATIONS, AND LICENSING 1. Contractor shall perform all requirements under this contract in strict observance of and in compliance with all applicable environmental, traffic, safety and any other laws, regulations, ordinances, codes and any other legislative or statutory requirements. 2. Contractor shall maintain all required licenses during the term of this 25G -9 Agreement. Contractor will give notice immediately if any required license is revoked or suspended. Failure to have or suspension of any required license will be immediate grounds for termination of this Agreement. L. ASSIGNMENT Inasmuch as this contract 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 City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. M. JURISDICTION — VENUE This contract has been executed and delivered in the State of California and the validity, interpretation, performance and enforcement of any of the clauses of this contract 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 contract. P. FINES The contractor shall be liable for all violation fines levied against the City by federal, state, or local agencies with regulatory authority related to contractor provided services. The contractor shall keep records of transportation and hospital guard services as outlined by the Santa Ana Jail Manager. These records will include the inmate /detainee's name, date, times of arrival and departure, and any other relevant information depending on the circumstances. R. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow 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. 25G -10 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA CARVAHALO City Attorney By; Kyle C. ellesen Deput City Attorney RECOMMENDED FOR APPROVAL: Carlos Rojas Chief of Police Santa Ana Police Department CITY OF BANTA ANA DAVID CAVAZOS City Manager Xi7.YY Te[Ais7 7 Charles McIntyre President In- Custody Transportation, Inc. Tax ID# 25G -11 EXHIBIT A CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR INMATE TRANSPORTATION AND HOSPITAL GUARD SERVICES SCOPE OF SERVICES DESCRIPTION AND SCOPE OF WORK The City of Santa Ana is Issuing this Request for Proposals (RFP) for Prisoner Transportation and Hospital Guard Services Historically, the City of Santa Ana Correctional Officers have completed the transportation of prisoners from contract agencies that include Bureau of Prisom the United States Marshal's Office, and Immigration and Custorns Enforcement. The majority of the transports are related b/4mud appearances mt Ronald Reagan Federal Courthouse im Santa Ana, California and Edward R. Rny#al Federal Building and United States Courthouse, i* Los Anga|ea, California. Required services may include the transportation cd arrest situations where multiple individuals are taken into custody and transported from the arrest site to the jail facility for booking. Contractor shall agree to the City's identified process for the facilitation of vital information regarding background oYpd8nwmr(n) prior ip each transport Services related (o the transport or guard coverage mf high-risk prisoners, such *n prison based connections (Eme, AB, PENI, NLR), the Contractor shall have the ability to provide multiple guard protection upon request nr demand, when the Department d*\*mo|n*s tile pr}uoum,(a> warrants mn Increased level ofsecurity. Hospital guard coverage is currently handled by Santa Ana Police Department personnel for prisoners in Santa Ana Police Department custody, |lnstabx| guard coverage |m provided within local medical facilities. The service will require line Contractor of prisoners und provide interstate and In- state transportation of prisoners from slid to location designated by the Santa Ana Police Department. Upon request, the Contractor shall provide prisoner transportation services for ale City of Santa Ana; specifically die transportation of prisoners who are held at the Santa Ana Jail, in other facilities or detained within the custody of Santa Ana contract agencies. The Contractor shall assume oustrody of prisoners committed to the custody of the City of Santa Ana and provide interstate and in-stato transportation of said prisoners to and from locations designated by the Santa Ana Police Deparlment. Once the Contractor has accepted the prisoner, the Contractor shall be responsible for the physical custody, property, and necessary paperwork of the Santa Ana Police Department prisoner. Ili the event that a prisoner, being transported by the Contractor, becornes ill or injured during the transport, and requires professional medical examination and/or treatment, such fees for examination and/or treatment shall be the responsibility o/dhaCiiyonsanioAna^ifsmid illness or injury is pro-disposed and not Incurred okra to lack of reasonable care or willful misounduct by City of Santa Ana Samoa RrP Fade 9 ������ �����U� Contractor. Oo transports muQuauod from Santa Ana, the Santa Ana Jail will supply medications and any like provisions that have been prescribed for the prisoner and required during transport. All medical emergencies will ba reported tn the Santa Ana Jail facility in"n*d|a($|y� The Contractor shall have the capability to transport medically challenged prisoners and rilay submit ameatm invoice b` the City. In advance uf transport, the Contractor shall advise the City of any additional billing amount tobw incurred for transporting medically challenged prisoners. The Contractor shall Veresponsible resets transport, The Contractor shall be responsible for the timely and punctual delivery of sold prisoners, Should there bmmdelay; the Contractor shall notify the Santa Ann Jail Immediately. |f transport time iu longer than $ hours, the Contractor shall provide prisoners with one (1)meal that meals California Code of Regulations, Title 15 Standards. The Contractor shall provide restroom breaks for the prisoners every three to four hours If vehicle is not equipped with suitable restroom facilities, The Contractor shall assume custody of prisoners from authorized agents of the City, at tile location of incarceration determined by the parties to be suitable for such pu"nm.to transport such prisoners io their destination or other specified location. The Contractor should be able t* provide all types mf prisoner kannpa$altinn; routine prisoner transport for both mile and female prisoners, special prisoner transportation, including medical conditions for both male and female prisoners, court appearances, transfers, relatuies, and medical moves, The Contractor shall $w able to handle h|Q|»mmcod{y. administrative segregation. and mentally Ill prisoners. Contractor must have all state required Uranoes/pnmmntm for staff assigned. The contracted hospital guard personnel must be armed, Training wf the hospital guard per sonnet must include the folfuwriwg� Weapons QwuoMcm$*nynd Handling, Handcuffing and Restraint training, Tm*er training, OC Spray training, general Hospital Guard Training � Hospital gwwrd personnel must be able to respond within mh*n^hou/ period frm/n the time they are requested and available for 244`wur coverage, ifheaded, Hospital guard personnel are never to leave the arrestee unattended unless the madicall treatment of the prisoner prohibits them from remaining im8df sight of thm|nr^miw� Hospital guard personnel shall prohibit all visitors from seeing or speaking with the prisoner being guarded without prior specific approvaf from Santa Ana Police Department Watch Commanders of Santa Ana Jail Supervisor. Hospital guard personnel shall remain in regular contort with Santa Ana Jail as it relates tmthe pending hospital discharge, upgrade o, downgrade 4fprisoner's condition, prisoner phone cm|| requests, etc. City of Santa Ana Samofe RFP Page 10 ���� ����� �� �U�� Hospital guard personnel may need to transport the prisoner tothe Orange County and nvthe Santa Ana Jail for booking, after being discharged from the hospital. I[ [tic Contractor iw unable h» provide transport, arrangements may be mado to have Jail or patrol staff responds to transport the prisoner k/ Orange County Jail or the Santa Ana Jail, A. PERFORMANCE SCHEDULE Contracted transportation wem/i000 are required Cwrep|mnathomajo,itypf\hwtnauspnrta|io"d"tiwa currently handled hy Jail Transportation Officers and Police Officers The City averages approximately 20 one-way weekly transportations that routinely occur Monday - Friday, excluding court holidays. Hospital guard coverage inuneomw^nwwdmd basis and may nxour two |n three times per month averaging 12^4W hours for each event, Contractor |w expected inro6p*wd(o relieve hospital guard requests vi\h(n two (3) hours o(notification. The performance uy such services and the control 4f personnel xo employed shall remain Win the Contractor. The Contractor shall assume custody of prisoner as a 'transportation officer" pursuant /o California Penal Code section x3 1A. subdivision (a). All agents f<haC$mtrmok»rm/|w,aeoun`e custody oxa prisoner shall meet the training requirements vf California Panel Code sections 8318, subdivision and 83%.|nuaywo)iog custody mf prisoners, the Contractor, and the Cnntnm*\nem agents, shall perform their responsibilities for security and control of prisoners, whether it is ground or air transport, in accordance vain all state and faidetal requirements and within the guidelines of the City's written policies and procedures. Anytime a prisoner from the City |s involved ineoincident during transport such msavehicle breakdown, vehicle accident, medical problem, involved in a fight, anticipated late arrival to court, or an unusual incident, the Santa Ana Jail will be notified by phone Immodately. An incident report sent *xthe Santa Ana Jail may also be required explaining the circumstances of the incident, depending on the nature o(1hoincident. RFP 10 25G-14 CITY OF SANTA ANA REOUPST FOR PROPOSALS FOR INMATE TRANSPORTATION AHD HOSPITAL GUARD SERVICES PROPOSERS CERTIFICATION and PROPOSAL ITEM PRICING, Certification • I cwtify that I lijyc+ real. undwstard andAnlrat, to l."G, terms And cons 141 m of this I'squni fol I am tannillarvilh all 1:10 wisling corcftlon�s and limitation lhat may InApacl kjor?, fN Lja!ge. I 1.1-itristord and a,- ckgrifirn"m prior to the SLbinis51ofl of nlyprsp-sal. Proposal Item Price- Pr;r!nU shot ho brood cn ar hourly vw,, tim acrd see I�ar�a;ivr. for Pee must b4fri,-:Itjsh,aofalf cans. Irl.4judintl hat not lll,,,Irekiro'li� -ta o for labor. e. n d, md IL01, Aryapmja 'rjatviab will b. by the contractor only after dlUvirasdand at.0,orizeu by the Cily rimlectii m onager oi dG,,ijn4- in ��- CwToD - 900-631-6,;1) + LEGAL NAME 01"COMP NY F—ONmAND F/U —41bl�=-11— jtd- �[-A W-0 rlLE -IJ-614421 10 �Ari DI M Aj -(A 77J PUS I ljESS ADDRIES5 SR cUoej '7 I � ECIF.Al-ITI-101-11Z AGENT Ti7-E DA=1 E MAI; AFD 9 ESS .IG -;12 - 3 1712 14 rL-)C-l'Z—,DNTJVUE9 Fi-7-P—PLjr,.AP-Ei- W5-5FL �>@U�- 11 25G -15 ATIE I PRISON ER AYEQ; T'I. ES I POSOMOr Transport 2 Hospital QUA Coverage 3 Extradition Transports 0 0 ��- CwToD - 900-631-6,;1) + LEGAL NAME 01"COMP NY F—ONmAND F/U —41bl�=-11— jtd- �[-A W-0 rlLE -IJ-614421 10 �Ari DI M Aj -(A 77J PUS I ljESS ADDRIES5 SR cUoej '7 I � ECIF.Al-ITI-101-11Z AGENT Ti7-E DA=1 E MAI; AFD 9 ESS .IG -;12 - 3 1712 14 rL-)C-l'Z—,DNTJVUE9 Fi-7-P—PLjr,.AP-Ei- W5-5FL �>@U�- 11 25G -15 EXHIBIT C ADDITIONAL INSURED ENDORSEMENT Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 9. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702; its officers, employees, agents and volunteers are named as additional insureds ( "additional insureds ") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective _ , this endorsement form as a part of Policy # Issued to Named Insured Countersigned by 12 25G -16 Authorized Representative REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: PURCHASE AGREEMENT FOR BRISTOL STREET IMPROVEMENTS PHASE IV (PROJECT NO. 116741 NONGENERAL FUND) (STRATEGIC PLAN NOS. 6, 1G; 3, 2C} CITY MANAGffd RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: F-IT009TWAI ❑ As Recommended ❑ As Amended ❑ Ordinance on Vt Reading Ordinance on 2n' Reading ❑ Implementing Resolution ❑ Set Public Hearing Fw CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a purchase agreement, subject to nonsubstantive changes approved by the City Manager and City Attorney, with property owner Rocio Rodriguez Valle, for the property commonly known as 1301 West Carlton Place (APN 408- 332-18), for the full purchase price for said real property and goodwill (if any), in the amount of $450,000. DISCUSSION Bristol Street is a major north -south transportation facility which is designated as a major arterial highway in the City's Circulation Element of the General Plan. Improving the 3.9 -mile Bristol Street segment from Warner Avenue to Memory Lane has been a long -term priority project that will be constructed in several phases. Improvements include widening the street from two to three lanes in each direction, raised landscape medians, and bike lanes. Public Works Agency staff is acquiring properties for the development of Phase IV, bounded by Warner Avenue and Saint Andrew Place. Property acquisitions for this phase are expected to be completed by spring 2017. Construction is anticipated to begin in summer 2017. To accommodate the improvements and widening for Phase IV, acquisition of 1301 W. Carlton Place is required (Exhibit 1). The offer, based on the appraised value prepared by a licensed appraiser in the State of California, was made and accepted by the property owner. The compensation amount is in the Recommended Action and is shown in the attached agreement (Exhibit 2). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City 25H -1 Purchase Agreement for Bristol Street Improvements Phase IV April 19, 2016 Page 2 assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). Approval of this item also supports the City's efforts to meet Goal #3 Economic Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (support business development and job growth along transit corridors through the completion of critical transit plans /projects). ENVIRONMENTAL IMPACT In 1990, City Council approved the Bristol Street Final Environmental Impact Statement /Environmental Impact Report (FEIS /EIR No. 89 -01). Due to several minor design modifications in Phase IV, which lies between Warner Avenue to St. Andrew Place, an Addendum to the FEIS /EIR was prepared and adopted pursuant to the California Environmental Quality Act by City Council on April 7, 2015. FISCAL IMPACT Funds in the amount of $450,000 are available in the Bristol Street Improvements Project (No. 116741) for expenditure in FY 2015/2016 as follows: $45,000 in the Select Street Construction Fund (Account No. 05917661- 66100), $360,000 in the Measure M2 Street Construction Fund (Account No. 03217663 - 66100), and $45,000 in the Select Street Construction Fund (Account No. 05917660- 66100). Fr* Mousavipour Ex cutive Director Public Works Agency FM /EWG /JG /KN /ML Exhibits: 1. Location Map 2. Agreement for APN 408 - 332 -18 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez fV Executive Director Finance & Management Services Agency 25H -2 MATCHLINE SEE BELOW RIGHT I 1 I j I 14M338.17 I ST GERTRUDE PL i I I40aa7141: i i I doaa7l -17 i I I I I ' 40e471-05 i I I ddb - 471 -PB I I r'71-7-77... j NI I I I I O1I I I I 1915, 94-0i�F- - -• --j OWN - I m�S ' UJ /W r.__.. �.._._..� LL '015.1@4.23: PA IOiB.19A.241 .__I 4o15a'lnat —'--f '015.194 -35; •015 -1N.3R 915- i9d -2Q� ' '015 tsaa� . I I I WARNER AVENUE i LEGEND= Em - >uu,FCr aR0ac1rr r 4 fl l i ST ANDREW PL I I I I n ' o I rv' I I I m I, CARLTON PL 9 p! i 1— a GLENWOODPL I CAMEN PL J I I I A �ST ANNE PL I I W.r—T ... ! R1 I T 7 " -T . I rvl I I I °�..L. —L_.L. F-2-7-7-7-7- Ln w �°�-�{-'-{ 4- ss, , J m Ha1-4- -r -4 - I N I I I I Loi L L L .. I C I I I I ©I I I I N;1-4-44-- 1---r- 4 -- i ri I i I T -'m T —..—.. � v EXHIBIT 1 MATCHLINE SEE TOP LEFT SANTA ANA PURCHASE AGREEMENT FOR CITY COUNCIL BRISTOL STREET IMPROVEMENTS P- AGENDA DATE: PHASE IV (PROJECT NO. 116741 PUBLIC waPrs acencr APRIL, 19, '2M6 NONGENERAL FUND) (Strategic Plan No. 6, 1, G; and 3, 2, C) 25H -3 PAGE 1 OF 1 25H -4 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 0 -. © 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and Rocio Rodriguez Valle, a single woman (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" -- Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1301 W Carlton Place, Santa Ana) (APN 408 -332 -18) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seiler. Seller agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, within ninety (90) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non- monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Fifty Thousand and no /100 Dollars ($450,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. r -,I ' 4, Escrow. City agrees to open an escrow at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within ninety (90) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property, for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, the total sum of Four Hundred Fifty Thousand and no /100 Dollars ($450,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant feed conveying said real property to City; 25H -6 (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7, Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 90 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow, In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. % Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11, Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 11 Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, Fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 124.5,245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all 25H -7 acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other, persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is Rocio Valle, 1301 W. Carlton Place, Santa Ana, CA 92704. 15, Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (1) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6,8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and 25H -8 Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (vili) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S,C. 56901 et sea. (42 U.S.G. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C, 59601 et sec. (42 U.S.C. S9801). 18, Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control; Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval 21. Modification and Amencirnent. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25H -9 26. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficlary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25H -10 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Rocio Rodriguez Valle, a single woman Rocio Rodriguez Valle City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Jo Sandoval C60 Assistant City Attorney Date: , -`� 2016 Date: '2016 Date: 2016 Date: M+tt -c , 2016 25H -11 EXHIBIT "A" LEGAL DESRIPTION THE LAND REFFERED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: LOT 73 OF TRACT NO, 2209, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 64, PAGES 25 AND 26 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECODER OF SAID COUNTY. APN: 408 -332 -18 25H -12 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow, If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25H -13 EXHIBIT "A" f R�e7a[�7�7�1TI � [sP. THE LAND REFFERED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: LOT 73 OF TRACT NO. 2209, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 64, PAGES 25 AND 26 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECODER OF SAID COUNTY. o : mE3 25H -14 EXHIBIT "B" (First American) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict, The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or, arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you, in the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing, The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25H -15 When recorded, please mail this instrument and tax statements to: Clerk of the Connell City of Santa Ana 20 Civic Center Plaza, M -30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER GOVERNMENT CODE SECTION 6103. SPACE ABOVE THIS LINE FOR RECORDER'S USE CANCEL APPROVED AS TO APPROVED SY DESCRIPTION DESCRIPTION A. P. Rnv MAP PROJECT TAROS PORMBYAT'PY, DIRECTOR WRITTEN BY CHECKED -O.K. NUMBER 405- 252 -25 NIAVER NUIOER A 1301 W. Carlton Place, Santa Ana, CA 92704 DEED iJUMBEli FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Rocio Rodriguez Valle, a single woman Do Hereby Grant to the CITY OF SANTA ANA, a charter City and municipal; corporation duly organized under the Constitution and laws of the State of California, for public roadway purposes, all that real property in the City of Santa Ana, Orange County, State of California, located at 1301 W. Carlton Place, Santa Ana, CA 92704 described as follows: SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated: 1 I P By: 1--C)gkY1 T"dA 'cl.ji Rocio Rodriguez Valle 25H -16 Order Number: O- SA- 4446831 Page Number: 6 Lb Pr) 3OV7d 304N1e3,9 Y5 9 0 ]�Y7d y Mar as AI. e 3DV7d3 N x>axi �fl N30WbJ 3NNV YS ',a N f V M b R 0 G ryp 0 - I e k " r' r0° OY O O a Q O OS Os h a O ' O o 0 o 0 o e 3DV7d3 N x>axi �fl N30WbJ 3NNV YS ',a 3D C7d5 N3dW7D 9 51 Q2 m P4. 'o a G °av p Gb hMA �3DV7d 000MN370 'g Q d CO 0 p N N W ryp 0 - I e k " r' u, I� q tp q bv4 h a O ' O o 0 o 0 o o.,o. 3D C7d5 N3dW7D 9 51 Q2 m P4. 'o a G °av p Gb hMA �3DV7d 000MN370 'g N 11 N1171VI 37V 7d'u F", 0 m -] L NOI76'VO y Q d CO 0 0 U 0 0 C-� 0 - I e k " r' u, I� q tp q bv4 h a O ' O o 0 o 0 o o.,o. h6A oY N 11 N1171VI 37V 7d'u F", 0 m -] L NOI76'VO y g IVV7d ,9 ti hW N 4 Q Ss: CO M Q a L, M3e0Np' Q d CO 0 0 0 0 0 C-� 0 - I e k " r' u, I� q tp q bv4 h a O ' O C� w CO h6A oY g IVV7d ,9 ti hW N 4 Q Ss: CO M Q a L, M3e0Np' mw� C�Q �ao N y# W O O � mW� ¢ate ti z N b O N 2 F- Ili ez � Fll,2M+,.wl Te Page 6 of 14 I� q tp q bv4 h is bN.64 PO w mw� C�Q �ao N y# W O O � mW� ¢ate ti z N b O N 2 F- Ili ez � Fll,2M+,.wl Te Page 6 of 14 ACKNOWLEDGMENT 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 Califor 'a County of On / before me, 2�� s lte'L"AM7 tJa a. (insert name and1fitle of the offi er) personally appeared y. it who proved to me on the basis of satisfactory 6iderice to be the person(s) whose name(s) is /are subscribed to the within instrument and acknowledged to me that he /she /they executed the same in his /her /their authorized capacity(ies), and that by his /her /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY paragraph is true and correct. WITNESS my hand and official seal. Signature 6 ,® � under the laws of the State of California that the foregoing �PKr ICK C RAY [ . Commission # 1982M 6 a °? Notary Pubilo • Callfornla z Z t -'� .g Orange County s My Comm. ERplres Jun 23, 2Di6' (Seal) 25H -18 REQUEST FOR COUNCIL /ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AGREEMENT WITH KAPSCH TRAFFICCOM USA, INC., FOR SCADA SYSTEM MAINTENANCE [NON- GENERAL FUND] {STRATEGIC PLAN NO. 6, 1C} CITY MAN R RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: 0400T i ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute an agreement with Kapsch TrafficCom USA, Inc., to provide software support and maintenance for the City's water production facilities Supervisory Control and Data Acquisition System, for the term beginning April 20, 2016 through December 31, 2018, in an amount not to exceed $50,000 per year, for a total not -to- exceed amount of $150,000, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency's Water Resources Division operates 21 active water wells and 7 water pumping stations to supply the city's drinking water. These facilities are controlled by a Supervisory Control and Data Acquisition (SCADA) system. Kapsch TrafficCom USA, Inc., installed the SCADA system in 1992 and upgraded it in 2000. The system uses programmable controllers at each water production site to communicate with a central computer system located at the City Corporate Yard to remotely operate water wells, pumps, and reservoirs. When the controllers and monitoring sensors are triggered, the SCADA system sends out alarms via a short messaging service (also referred to as SMS or text message) that notifies staff of pump, well, and /or electrical irregularities in the City's water production system. Staff may then investigate and correct any problems quickly, saving time, labor, and other associated costs by correcting malfunctions and minimizing inefficiencies and damage. Kapsch TrafficCom USA, Inc., licenses its proprietary SCADA system software and provides technological support to the City. It is a sole- source provider, as no other vendor can provide these services to the SCADA system. The company has provided excellent service to the City and been responsive to any issues that have occurred in the past. Staff recommends that Kapsch TrafficCom USA, Inc., be retained to provide all required upgrades, system maintenance, and programming improvements for a continued reliable system. Although the agreement will be executed as of April 20, 2016, the term commences January 1, 2016, in order to pay for services 251 -1 Agreement with Kapsch TrafficCom USA, Inc., for SCADA System Maintenance April 19, 2016 Page 2 already provided and to ensure continued and uninterrupted service. The scope of work includes telephone support, system training, and as- needed on -site support for hardware- or software - related issues that cannot be resolved by telephone or online. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy C (invest resources and technology to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT The total amount of the agreement is not to exceed $150,000. Funds have been budgeted and are available for expenditure in the FY 2015/16 Water Production and Supply Account (No. 06017640 - 62300) and will be budgeted in same account in future fiscal years as shown below. Any unspent encumbered balance will be carried forward into subsequent fiscal years as needed to fulfill the agreement term. Fiscal Year Amount 2015/16 $50,000 2016/17 $50,000 2017/18 $50,000 TOTAL: $150,000 Y5 e_e Fred Mousavipour Executive Director Public Works Agency FM /NS /RR Exhibit: 1. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 251 -2 CONSULTANT AGREEMENT THIS AGREEMENT is made and entered into this __ day of April 2016, by and between ICapsch TrafficCom USA, Inc. ( "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 providing software maintenance support for the Supervisory Control and Data Acquisition System (SCADA) software for the City's water production facilities, as well as additional programming and training as necessary. B. Consultant has been providing software maintenance support for the SCADA software system and the City wants to continue these services with Consultant. This Agreement shall cover services provided since January 1, 2016, for continuous uninterrupted service. C. Consultant represents that Consultant is able and willing to provide such services to the City. D. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting fine 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 set forth in Exhibit A and incorporated by reference to and made part of this Agreement. 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 and incorporated by reference to and made part of this Agreement, The total sum to be expended under this Agreement shall be Fifty Thousand Dollars ($50,000.00) annually, with a total aggregate not to exceed One hundred and Fifty Thousand Dollars ($150,000.00) daring the 3 year term of this Agreement. b. Payment by City shall be made within forty -five days (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. P,2812& Exhibit 1 3. TERM The term of this Agreement shall commence on January 1, 2016, in order to provide continuous and uninterrupted services and terminate on December 31, 2018, 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 all 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 its 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 & 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. Cormnercial General Liability Insurance. Consultant 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 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 PZ5� 14 amount of $1,000,000 per occurrence and $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 insured 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 California State law, 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 in form by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with filly 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 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 kind agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold hanmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: for personal injury, f R '� damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I of this Agreement. Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil Code §2782.8, the above indemnity shall be limited, to the extent required by Civil Code §2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for third party claims of 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. Such indemnification shall not apply where the City has (1) modified Consultant - provided work products or documents, (2) used such work products or documents in a way not intended by this Agreement, (3) combined the work products or documents with other materials not provided by Consultant, or (4) failed to reasonably notify Consultant of the claim and allowed Consultant to control the defense and settlement of such claim in Consultant's discretion. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be perfonned 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 it period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant received 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 "Ac"IsI-V possession of the Consultant and disclosed without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE, Consultant covenants that it presently has no interest and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the Council City of Santa Ana 20 Civic Center Plaza (M -30) Santa Ana, CA 92701 Fax 714 - 647 -6956 Copies to: Fred Mousavipour Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -36) P.O. Box 1988 Santa Ana, CA 92702 Fax 714- 647 -5622 And City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, CA 92702 Fax 714- 647 -6515 Consultant: Kapsch TrafficCom USA, Inc. Attn: Philip Jacobs 4256 Hacienda Drive, Suite 100 Pleasanton, CA 94588 Fax 925- 225 -1610 PL8)2y A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail and will serve to fully supersede existing Agreement. 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, that terms or conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any parties which are not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be tenninated by the City with thirty (30) days written notice of termination to the Consultant. a. City shall pay Consultant for all work performed up to and including the termination date hereunder. As a condition of such payment, the City may require Consultant to deliver to the City all the 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 that fails to meet the standard of performance specified in the Recitals of this Agreement. 16. NON DISCRIMINATION Consultant shall not discriminate because of race, color, creed, relation, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or any activities under this Agreement. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 17. JURISDICITON - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the tern of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United Sates, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and 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. C. In no event shall Consultant be liable for consequential, indirect, special or punitive damages hereunder; direct damages shall not exceed the amounts paid to Consultant hereunder. FF 11 01 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. CITY OF SANTA ANA ATTEST: MARIA D. HUIZAR DAVID CAVAZOS Clerk of the Council City Manager APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: LISA STORCK Assistant City Attorney RECOMMENDED FOR APPROVAL: CONSULTANT: FRED MOUSAVIPOUR Executive Director Public Works Agency Kapsch TrafficCom, USA, Inc. Hy: -- Tax ID# 751—I'd EXHIBIT' t- <.., Kapsch TraffigCom USA, Inc. // �+(-� ��' I ka- PSLR/ J `'- ,,. January 12, 2016 City of Santa Ana Public Works Division 220 S. Daisy Ave Santa Ana, CA 92703 Attention: Mr. Cesar E. Barrera Reference: City of Santa Ana Water SCADA System Subject: Kapsch TrafficCom USA, Inc. DYNAC SCADA System Maintenance and Service Contract Dear Mr. Barrera: Kapsch is pleased to respond to your request for the above referenced Maintenance and Service Contract Proposal. The term of the contract will be from January 1, 2016 to December 31, 2016. The following paragraphs comprise the terms and conditions upon which the Maintenance and Service Contract will be based. Software Maintenance a) Each year Kapsch will provide three, 2 -day on -site visits (48 hours total) preventative software maintenance for the SCADA System servers and workstations. Services will include general system diagnostics as provided with original installation, file and disk management, software backup and archiving, etc. Any additional time requested will be billed at our published Professional and Support Services rates. Accepted: $ Included Standard Telephone Support a) Kapsch's Applications Engineering staff will be made available for telephone support to answer questions regarding the use, modification or troubleshooting of PLC /RTU software provided by Kapsch. b) Kapsch's Software Engineering staff will be made available for telephone support to answer questions regarding the use, modification or troubleshooting of the DYNAC SCADA software provided by Kapsch. c) Kapsch's Software Engineering staff will be made available for telephone and modem support to remotely diagnose, troubleshoot and resolve any problems found in the DYNAC SCADA software provided by Kapsch. d) Client personnel will be required to work with Kapsch personnel via telephone as needed to ensure that any reported problem may be accurately diagnosed. Total Standard Telephone Support Accepted: $ Included Kapsch TrffiBcCo n USA, Inc. 142561iacienda Drive, Suite 1001 Pines 2619-41 Iona: (925) 225 -1600 1 Fax, (925) 22.5 -16101 vwv.kapscncom EXHIBIT Kapsch TrafficCom USA, Inc. Kaf'7�f�%r'7 �> City of Santa Ana Jan 12, 2010 Hardware Maintenance Page 2of5 a) On a bi- annual basis, Kapsch will provide on -site preventative hardware maintenance for the SCADA System servers, workstations and peripheral devices. Services will include general system diagnostics as provided with original installation, cleaning, consumables replacement (i.e. changing printer ribbon), etc. Accepted: $ Not - included b) Kapsch will provide for repair or replacement of the SCADA System servers, workstations and peripheral devices via service sub - contracts with original equipment manufacturers or their authorized representatives. Availability of these services will be based upon the terms and conditions of the manufacturers' standard contracts. Accepted: $ Not included LIMITATION OF LIABILITY. IN NO EVENT SHALL KAPSCH BE LIABLE FOR SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES ARISING IN ANY WAY WHATSOEVER. Kapsch, its contractors and suppliers of any tier, shall not be liable in contract, tort or otherwise for damage to or loss of other property or equipment or systems, cost of capital, cost of replacement power or equipment, increased operating expenses, delay damages, or claims of City of Santa Ana's customers no matter how caused, including if caused by: abuse; accident; alteration or repair by anyone other than Kapsch's authorized representatives; improper storage; misuse; improper maintenance; failure to observe instructions; improper or unauthorized access or use; hacker or cracker intrusion or disruption; distributed denial of service attacks; computer viruses or worms; loss, theft, misuse, alteration or corruption of data, programs or information; failure of network security; or other acts, omissions, torts or crimes. City of Santa Ana's remedies stated herein are exclusive and the Kapsch's liability with respect to any contract, or the performance or breach thereof, relating in any way to any work or equipment covered by this contract, whether in contract, tort, or otherwise shall not exceed the price of the particular equipment or part or service for which such liability is claimed. This provision shall survive termination of the contract. WARRANTIES. Kapsch warrants the equipment and services of its own manufacture against defects in material and workmanship for one year from delivery or, if installed by Kapsch, for one year from installation of equipment/performance of services or portions thereof but not to exceed eighteen months from shipment, provided City of Santa Ana must give Kapsch immediate written notice upon discovery of the defect and immediately ceases use of equipment to prevent further damage. Kapsch's obligation is limited to furnishing a repaired or replacement part or, at its option, to repairing the defective part F.O.B. Kapsch's plant. City of Santa Ana shall pay cost of field labor. This warranty excludes equipment or services damaged due to: abuse: accident; alteration or repair by anyone other than Kapsch's authorized representatives; improper storage; misuse; improper maintenance; failure to observe instructions; improper or unauthorized access or use; hacker or cracker intrusion or disruption; distributed denial of service attacks; computer viruses or worms; loss, theft, misuse, alteration or corruption of data, programs or information; failure of network security; or other acts, omissions, torts or crimes. Kapsch reserves the right to investigate claims by City of Santa Ana as to defects. City of Santa Ana shall pay costs to investigate invalid claims and for any repair or replacement shown by investigation not to be covered by warranty. Kapsch TrafHcCom USA, Inc. 1'1256 Hacianda Drive, Suite 100 1 P�asan5111 Phone. (025) 225 -1600 1 Fax (025) 225 -1610 1 w .kapschsom Kapsch TrafficCom USA, Inc. lcap5c17 City of Santa Ana Jan 12, 2016 Page 3 of 5 Products supplied but not manufactured by Kapsch shall be subject only to the warranty extended by the original manufacturer. THE WARRANTIES SET FORTH IN THIS PROVISION ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES WHETHER STATUTORY, EXPRESS OR, IMPLIED (INCLUDING ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OR TRADE), EXCEPT OF TITLE AND AGAINST PATENT INFRINGEMENT. Maintenance and Service Requests All maintenance and service requests shall be documented by the Client (i.e. fax, memo, etc.) for future reference and administrative purposes. All maintenance and service requests shall be acknowledged in writing by Kapsch, including diagnosis and corrective actions taken. All on -site services provided will be documented on field service reports which will be submitted to the Client daily as services are provided. Standard Scheduling and Availability a) Kapsch personnel will be generally available during normal working hours, 8:00am - 5:00pm, Monday through Friday. Scheduling of maintenance and service work will be based upon current personnel schedules and availability (i.e. at the time of any given request), and the priority of the request. Priorities for maintenance and service requests will be determined on a case -by -case basis. b) Kapsch personnel will also be available for on -call telephone consulting and troubleshooting services, outside the normal work schedule defined above. Accepted: $70,500 Training a) Each year Kapsch will provide one, 3 -day onsite operator and system manager training visit for an unlimited number of Santa Ana personnel. Training manuals will be provided by Kapsch, computer workstations shall be provided by Santa Ana. Accepted: $21,000 Miscellaneous Professional and Support Services c) Additional services - DYNAC SCADA system programming and /or materials provided on request will be billed at our published Professional and Support Services rates on a Not to Exceed (LATE) basis. Accepted: _ NTE $58,500 Kapsch 1'rafflcCom USA, Inc. 14256 Hacienda Drive, Suite 1001 Pj�sW�,-)� a Phone: (025) 225 -16001 Fax: (525) 22546101 w Aepsch.com Kapsch TrafficCom USA, Inc. k -g3P.5 1 j ='' City of Santa Ana Jan 12, 2016 Page 4 of 5 Resident Maintenance and Service Personnel a) One resident Kapsch Service Engineer will be assigned on a full -time basis to perform preventative and corrective maintenance on -site during normal working hours based upon an 8- hour /day, 40- hour /week schedule. The starting time of daily shifts will be in accordance with normal Client maintenance personnel. Accepted: $ Not included One resident Kapsch Service Engineer will also be available for on -call telephone consulting and troubleshooting services, outside the normal work schedule defined above. All services provided upon an on -call basis will be billed per Kapsch's published Professional and Support Services rates. Accepted: Time & Material Not Included a) The fixed price amount(s) quoted above are due upon acceptance of the Contract and will be invoiced in full based upon Net 30 payment terms. b) An authorized purchase order for the total amount of all fixed price option(s) selected is required prior to any services being rendered. c) The duration of the Contract will be 36 months from January 1, 2016. The Contract can be renegotiated and renewed on a yearly basis thereafter. Contract Acceptance Kapsch, Inc. authorized signature title date Client authorized signature title date Kapach rraniccom USA, Inc. 14256 Hacienda Drive, Suite 1001 Pleasanton, CA 94588 Phone. (925) 22546001 Fax. (925) 225 -16101 w .kapsch.com 251 -14 Kapsch TrafficCom USA, Inc. * -aP.5 17 ._ X --'' City of Santa Ana Jan 12, 2016 Page 5 of 5 Kapsch looks forward to your favorable review of this proposal. If this proposal is deemed acceptable, please initial each option desired and sign and date both copies and return them to Kapsch as soon as possible. An executed copy will be returned to you for your records. If you have any questions or concerns regarding this proposal please contact the undersigned at our Pleasanton, CA. facility. Yours Truly, Kapsch TrafficCom, USA, Inc. Philip J. Jacobs Sr. Project Manager Attachment (1) Professional and Support Services Kapsch TrafficCom USA, Inc. 142561 lactentla Drive, Suite 1001 PIQ� L C JW Phone: (925) 225.1600 i Fax: (926) 225.1610 1 v uev- kapseh.com "11 1011 %J Kapsch TrafficCom USA, Inc. /r46P ,5C/�s , „> Page 1 PROFESSIONAL AND SUPPORT SERVICES Kapsch is pleased to provide the following categories of services: I. PROFESSIONAL SERVICES Division /Department Manager $210.00 Sr. Project Manager 200.00 Project Manager 190.00 Sr. Software Engineer 220.00 Software Engineer 160.00 Sr. Systems Engineer 190.00 Systems Engineer 150.00 Applications Engineer 110.00 Field Specialist 140.00 Field Technician 100.00 Designer /Draftsperson 90.00 Administrative Support 80.00 IL FIELD SERVICES Field Services supplied to customers not covered by an established Contract Service Agreement or services as requested by a customer for a specific day, time or reason, outside the scheduled service provided under a Contract Service Agreement. Service and Travel Time Portal to Portal (See Note). a. Std. work hours 8:00 a.m. to 5:00 p.m. Standard Rate per I and III b. Saturday and hours other than 8:00 a.m. to 5:00 p.m. 1.5 times Standard Rate c. Sundays and Legal Holidays Double Standard Rate Note: The base location for travel time will be Kapsch's nearest service office. Minimum service charge will equal 4 hours at appropriate service rate. III. SHOP FABRICATION SERVICES Shop fabrication services are available at a shop rate of $80.00 per hour. Materials will be invoiced at cost plus 25 %. Normal shop expenses are included within the above rates; however, additional expenses such as freight, travel, etc., will be billed at cost. Shop /field calibration, acceptance testing, start -up, etc., are considered field services and will be charged at the appropriate field service rates. Kapsch TraffleCOm USA, Inc. 1 4256 Hacienda Drive, Suite 100 1 Pleasanton, CA 94588 1 Phone 925225 1600 1 Fax 925 2251610 1 w kapach.us t �' Kapsch TraffiicCom USA, Inc. /,,,.�PSc Page 2 IV, KAPSCH'S PERSONNEL RATES Normal labor charges will be at the hourly rates shown in the above tables for each labor classification. Time In excess of 8 hours per day or 40 hours per week is termed overtime. When client authorized, overtime rates are 1.5 times normal rates. Rates are in USD. Rates are not valid for prevailing wage work. Quoted rates are subject to reasonable adjustment after August 31, 2016. V. SUBCONTRACTED WORK When it is necessary to supplement our staff with consultants or outside subcontractors, these services are billed at our cost plus 15 %. VI. EXPENSES Additional expenses are charged at cost plus 15 %. These reimbursable costs include, but are not limited to: Travel (air fare, auto rental, public transportation and subsistence) Use of company vehicles ($90 /day) and employee cars ($0.65 /mile) Equipment rental or purchase Long distance and cellular telephone, fax , postage, courier and reproduction work Applicable sales taxes and freight charges VII. MATERIALS Material is charged at list price plus 15 %. Applicable sales, excise taxes, fees and freight charges are added as applicable. VIII. DOCUMENTATION All agreed upon documentation including manuals, drawings and reproductions, will be furnished to the client during or at the close of the job. We reserve the right to retain either originals or reproductions of all of our work for our files. IX. TERMS, CONDITIONS, AND CLARIFICATIONS The attached terms, conditions, and clarifications shall also apply. Kapsch TrafflcGom USA, Inc. 1 4256 Haclenda Drive, Suite 190 1 Pleasanton, CA 94588 1 Phone 925 225 1600 1 Fax 925225 1610 1 w kapschms 251 -17 Kapsch TrafficCom USA, Inc. 1 =7PSC/�T -, -> Page 1 TERMS AND CONDITIONS 1. ACCEPTANCE. Prices quoted are firm for 60 days unless otherwise stated in quotation. Acceptance of your order is expressly conditional upon acceptance of these Terms, which shall constitute the complete agreement. No waiver or modification of any Terms shall be binding on Seller unless made in writing and signed by the Seller's authorized representative, 2. PRICE ADJUSTMENTS. If shipment is delayed for any reason by Purchaser, Seller may adjust prices based on prevailing conditions and add all costs caused by the delay. Seller may store the products at which time the risk of loss shall pass to Purchaser and all storage expenses shall be paid by Purchaser. 3. TAXES. Prices quoted do not include any property, sales, use or other taxes levied on the equipment, services, or this agreement. Purchaser shall pay for such taxes unless Purchaser furnishes a proper tax exemption certificate. 4. TERMS OF PAYMENT, A. All invoices are due 15 days from invoice, and payable in U.S. funds, free of any exchange or other charges. B. Purchaser shall, without formal notice, be liable for interest on past due amounts at 3% over the prime rate. C. All shipments shall be subject to the ongoing approval of Seller's Credit Department. 5. DELIVERY. Seller shall, after consulting Purchaser, deliver products KO.B. point of shipment, with freight invoiced to Purchaser. For any shipment, Purchaser must unpack immediately and if damage is discovered must: a) not remove product from point of examination unless necessary to protect the product; b) retain shipping container and packing material; c) notify carrier's agency to make inspection; d) send Seller's copy of carrier's inspection report; and e) take necessary steps to protect the equipment from any damage. In no event is Seller liable for any claims or damages if these steps are not followed. 6. CHANGE ORDER. If Purchaser requests changes in the scope of work, Seller shall review the request and notify Purchaser of the effect on price, delivery, performance, and other contract terms by Seller under the order or contact. All Change Orders shall state the adjustment to scope of work, contract price, and other relevant terms. No change shall bind Seller unless made in writing and signed by Seller's authorized representative. 7. DELAY. Seller shall not be liable for delays due to causes beyond its control, including without limitation, acts or omissions of Purchaser, acts of God, Government regulations, fires, strikes, floods, riot, war, embargoes, transportation delays, or inability to obtain labor, materials, or manufacturing facilities despite diligent efforts. In no event shall the contract be canceled by Purchaser, due to delays or any other cause, except by written agreement (see Termination paragraph 13). No damages for late shipment may be assessed against Seller. 8. WARRANTIES. Seller warrants the equipment and services of its own manufacture against defects in material and workmanship for one year* from delivery or, if installed by Seller, for one year* from Kapsch TrafflcCone USA, Inc. 1 4256 Hacienda Drlve, $0110 100 1 Pleasanton, CA 94588 1 Phone 925 225 1600 1 Fax 925 225 1610 1 w .kapsch.us 251 -18 Kapsch TrafficGorn USA, Inc. Page 2 installation of equipment/performance of services or portions thereof but not to exceed eighteen months` from shipment, provided Purchaser must give Seller immediate written notice upon discovery of the defect and immediately ceases use of equipment to prevent further damage. Seller's obligation is limited to furnishing a repaired or replacement part or, at Its option, to repairing the defective part F.O.B. Seller's plant. Purchaser shall pay cost of field labor. This warranty excludes equipment or services damaged due to: abuse: accident; alteration or repair by anyone other than Seller's authorized representatives; Improper storage; misuse; improper maintenance; failure to observe instructions; Improper or unauthorized access or use; hacker or cracker intrusion or disruption; distributed denial of service attacks; computer viruses or worms; loss, theft, misuse, alteration or corruption of data, programs or information; failure of network security; or other acts, omissions, torts or crimes. Seller reserves the right to investigate claims by Purchaser as to defects. Buyer shall pay costs to investigate invalid claims and for any repair or replacement shown by investigation not to be covered by warranty. Products supplied but not manufactured by Seller shall be subject only to the warranty extended by the original manufacturer. THE WARRANTIES SET FORTH IN THIS PROVISION ARE EXCLUSIVE AND IN LIEU OF ALL OTHER WARRANTIES WHETHER STATUTORY, EXPRESS OR, IMPLIED (INCLUDING ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR PARTICULAR PURPOSE AND ALL WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OR TRADE), EXCEPT OF TITLE AND AGAINST PATENT INFRINGEMENT. 'or such period as required by specifications 9. LIMITATION OF LIABILITY. IN NO EVENT SHALL SELLER BE LIABLE FOR SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES ARISING IN ANY WAY WHATSOEVER. Seller, its contractors and suppliers of any tier, shall not be liable in contract, tort or otherwise for damage to or loss of other property or equipment or systems, cost of capital, cost of replacement power or equipment, increased operating expenses, delay damages, or claims of Purchaser's customers no matter how caused, including if caused by: abuse; accident; alteration or repair by anyone other than Seller's authorized representatives; improper storage; misuse; improper maintenance; failure to observe instructions; improper or unauthorized access or use; hacker or cracker intrusion or disruption; distributed denial of service attacks; computer viruses or worms; loss, theft, misuse, alteration or corruption of data, programs or information; failure of network security; or other acts, omissions, torts or crimes. Purchaser's remedies stated herein are exclusive and the Seller's liability with respect to any contract, or the performance or breach thereof, relating in any way to any work or equipment covered by this contract, whether in contract, tort, or otherwise shall not exceed the price of the particular equipment or part or service for which such liability is claimed. This provision shall survive termination of the contract. 10. PATENT OR COPYRIGHT INFRINGEMENT. Subject to the following provisions, Seller shall, at its own expense, defend or at its option settle any claim, suit, or proceeding ( "Claim ") brought against Purchaser, so far as based on an allegation that any goods, material, equipment, device, computer program, or article, or any part thereof (hereinafter "Product") furnished hereunder constitutes a direct or contributory infringement of any claim of any U.S. patent or copyright. The obligation shall be effective only if Purchaser has made all payments due, notifies Seller promptly in writing, and gives information and assistance for the defense of the Claim. Seller shall pay all damages and costs awarded in defending such claim. If the Product furnished becomes the subject for any Claim for infringement of any U.S. patent or copyright, or if adjudication states that such Product infringes any U.S. patent or copyright, or if Kapsch TrafflcCom USA, Inc. 1 4256 Hacienda Drive, Suite 100 1 Pleasanton, CA 94588 I Phone 925 225 1600 I Fax 825 225 1610 1 mvv.1 apsch.us 251 -19 Kapsch TrafficCom USA, Inc. Page 3 the use or sale of the Product is enjoined, Seller shall at its option and expense either a) procure for the Purchaser the right to continue using the Product; or b) replace it with a non - infringing product; or c) modify it so it becomes non - infringing; or d) remove it and refund the purchase price and the transportation and installation costs thereof. The foregoing indemnity does not apply to patented processes performed by or with the aid of the Product, or another product produced thereby, products supplied according to a design required by Purchaser and other than Seller, combination of the Product with another product not furnished hereunder unless Seller is a contributory infringer, or any settlements of a Claim made without Seller's written consent. The foregoing states the Seller's entire liability with respect to patent or copyright infringement by said Product. This provision shall survive the termination of the contract. 11. TECHNICAL DOCUMENTS. Unless certified as binding, technical documents shall serve as an approximation only. Seller reserves the right to make any necessary alterations. Technical documents bearing proprietary notices shall be held in confidence by Purchaser, shall remain Seller's exclusive property, and shall not be copied or disclosed to other persons without Seller's written consent. 12. TERMINATION OR CANCELLATION. Contracts shall not be terminated or canceled without Seller's written consent. If Seller accepts cancellation, Purchaser agrees to pay without delay the full contract price for all completed work, suitable charges for unfinished work (including actual expenditures plus overhead charges) and all other reasonable termination costs. 13. TITLE /RISK OF LOSS. The Product sold shall remain Seller's personal property until fully paid. The Purchaser agrees to perform all acts necessary to protect and assure retention of title to such Product by Seller until Purchaser has made full payment. Risk of loss of any part of the Product shall pass to the Purchaser upon delivery at the designated delivery (F.O.B.) point. 14. SOFTWARE LICENSES. Any software supplied as part of this order shall remain the property of the Seller or its Licensors. Purchaser agrees to execute a license or sublicense agreement, as applicable, prior to delivery of any software or software documentation. 15. INSURANCE. Unless additional coverage or, limits are provided for by specification, Seller agrees at all times during the performance of Its work to maintain in force insurance as follows: A. Statutory Worker's Compensation in all states includes employer's liability subject to a limit of $1,000,000 each accident. B. Comprehensive Automobile Liability: Combined Single Limit: $1,000,000 'C. Comprehensive General Liability: General Aggregate $2,000 000 _ Products-Comp/OP Aggregate $2,000,000 _ Personal & Adv. Injuries $1,000,000 Each Occurrence $1,000,000 Fire Damage $50,000 Medical Expense (any one person) $5,000 I(apsch TraHleCnm USA, Inc. 1 4256 Hacienda Orive, Suite 100 I Pleasanton, CA 94588 1 Phone 925 225 1600 1 Fax 925 225 1610 I w kapschus 251 -20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: AMENDMENT TO AGREEMENT FOR FEDERAL GOVERNMENT LIAISON SERVICES WITH HOLLAND & KNIGHT (STRATEGIC PLAN NOS. 1 - 7) /� Z,15��Zzl CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 16' Reading ❑ Ordinance on V Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an amendment to the agreement with Holland & Knight to expand the scope of services for federal government liaison services, increase the compensation by $4,200 ($1,400 per month), retroactive to April 1, 2016 to June 30, 2016 for a total annual cost not to exceed $117,600, with an option of a one -year renewal exercisable by the City Manager, subject to non - substantive changes approved by the City Manager and City Attorney, DISCUSSION On August 5, 2014, the City Council authorized the City Manager and Clerk of the Council to execute an agreement with Holland & Knight for federal government liaison services (Exhibit 1). Through sustained, strategic federal advocacy activities with Holland & Knight over the past two years, the City has strengthened its presence and engagement with Congress, the White House, and various Federal agencies, resulting in significant policy and funding achievements. For example, the City has secured over $11 million in Urban Area Security Initiative (UASI) funding and $2.5 million in Community Oriented Policing Services (COPS) funding. In addition, the City successfully extended the Empowerment Zone Employment Credit through 2016. Future grant funding includes $125 million for the OC Streetcar Project, identified in the President's proposed budget for Fiscal Year 2017. Holland & Knight also worked closely with the US Marshalls and Immigration and Customs Enforcement (ICE) to ensure that the Santa Ana jail received adequate reimbursement. The City's proactive approach in Washington, D.C. has helped foster relationships with key policy makers that have enabled the City to influence the direction of legislation and program funding to better support its priorities. 25J -1 Amendment to Agreement for Federal Government Liaison Services with Holland and Knight April 19, 2016 Page 2 At the March 22, 2016 Legislative Council Committee meeting, Committee members discussed an expansion in the scope of servies from Holland & Knight. Staff recommends the expansion of Holland & Knight's scope of services to further raise the City's national profile, which includes the following (Exhibit 2): 1. Determine which of the City's accomplishments and priorities to elevate nationally, matching them with issues prominent on the national level and where there is the ability for the City to have a strong voice. 2. Work with the City to develop a compelling "Santa Ana" narrative, highlighting its key policy and programmatic successes. 3. Identify opportunities to highlight the City's work with Congressional leaders, the White House, and Administration officials. 4. Build new partnerships with outside national stakeholder groups to help support and showcase the City's initiatives. 5. Work with the City's team to help create messaging and related materials that incorporate the City's story, reflect the City's strategic vision, and highlight potential media /social media opportunities that help feed the City's national advocacy effort. 6. Maintain constant contact with the City on strategic implementation, making adjustments to strategy as federal, political, and legislative factors evolve. These activities would complement Holland & Knight's existing scope of services, some of which include: working closely with the City to set its federal priorities; ensuring that the City's delegation is familiar with and supportive of the City's key issues; coordinating all federal advocacy visits; participating in quarterly Legislative Council Committee meetings; participating in monthly calls with City staff; and being available 24/7 as other issues arise. These services are described in the Request for Proposals for Federal Government Liaison Services Scope of Services (Exhibit 3). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet all seven goals and objectives of the Strategic Plan, which include: Community Safety; Youth, Education, Recreation; Economic Development; City Financial Stability; Community Health, Livability, Engagement and Sustainability; Community Facilities and Infrastructure; and Team Santa Ana. FISCAL IMPACT The following accounts will have an increased amount of $1,400 (totaling $4,200) for the months of April, May and June of Fiscal Year 2015 -2016: Public Works Administrative Services account (no. 10117601 - 62300), Office of the Chief of Police Contract Services - Professional account (no. 01114400 - 62300), and General Fund Legislative Affairs account (no. 01104012 - 62300). 25J -2 Amendment to Agreement for Federal Government Liaison Services with Holland and Knight April 19, 2016 Page 3 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Mgmt. Services Agency Exhibits 1. Original Agreement No. A- 2014 -193 2. Proposed Second Amendment to Agreement 3. Request for Proposal for Federal Government Services Liaison Services - Scope of Services 25J -3 25J -4 WORK MAY PROCER) A- 2014 -193 UNTII.INSUNA CEFXPIFlF�„ CLERK OF COUNOR. DATE: `/ CITY OF SAN'T'A ANA i HOLLAND AND KNIGHT PROFESSIONAL, SERVICES AGREEIVIENT 1, PARTIES AND DATE, This Agreement shall be deemed effective as of July 1, 2014 by and between the City of Santa Ana, a charter city of the State of California ( "City") and Rolland and Knight of Washington D.C. with its principal place of business at 800 17" Street N.W., Suite 1100, Washington, DC, 20006 ( "Consultant "). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties," 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the teens and conditions set forth in this Agreement. Consultant represents that it is experienced in developing federal communications and legislative strategies for public clients, is a full service government relations firm registered with both the U.S. Senate & House of Representatives, and is familiar with issues identified by City in City's Legislative Priorities document. . 2.2 Project. City desires to engage Consultant to render Federal Legislative Advocacy and Liaison services ( "Project') as set forth in this A.6rm-nent. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of ,Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional federal legislative advocacy and liaison consulting services necessary for the Project ( "Services " ). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference, All Services shall be subject to, and ,performed in accordance with„ this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The Initial Term of this Agreement shall be from July 1, 2014 through July 1, 2015, unless earlier terminated or extended as provided herein, On or before July 1, 2015 and July, 1, 2016, as the case may be, the City Manager shall have the authority to extend the Initial Term for up to two additional true -year teens (Additional Terms). All r� extensions, if granted, must be in writing executed by both parties. The City Manager's authority to extend this Agreement is limited to the Initial and Additional Terns only. 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates: Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee, Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tat withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Intentionally Omitted. 3.2.3 Confonnance to Applicable Requirements, All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant ccumot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Dan Maldonado. 3.2.5 City's Representative. The City hereby designates the City Manager, or his or her designee, to act as its representative for the performance of this Agreement ( "City's Representative "). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative. Consultant hereby designates Dan Maldonado, or his or her designee, to act as its representative for the performance of this Agreement ( "Consultant's Representative "). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his best shill and r , �,, attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.23 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care: Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub - consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re- employed to perform any of the Services or to work on the Project. 3.2.9 haws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising wherefrorn. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations, 3.2. 10 Insurance. 3.2.10.1 Time for Compliance. Consultant shall not commence Work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required Linder this section. In addition, Consultant shall not allow any subcontractor to commence wort on ,my subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section. 3.2.10,2 Minimum Reguirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to Z5Jjr7 persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subcontractors. Consultant shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage: (A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); and (3) Workers' Compensation and Employer's Liability: Workers' Compensation insurance, (B) Minimum Limits of Insurance, Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury and property damage, If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement /location or the general aggregate limit shall be twice the required occurrence limit; and (3) Workers' Compensation and employer's Liability: Workers' Compensation limits as required by the District of Columbia. 3.2,10.3 Professional Liability. . Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. 3.2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied, or approved by the City to add the following provisions to the insurance policies: (A) General Liability. The general liability policy shall be endorsed to state that: (1) the City shall be covered as additional insured with respect to the Work or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work; and (2) the insurance coverage shall be primary insurance as respects the City shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any insurance or self- insurance maintained by the City shall be excess of the Consultant's insurance and shall not be called upon to contribute with it in any way. (B) [intentionally Omitted]. (C) Workers' Compensation and Employers LiabilitX Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents and volunteers for losses paid under the terns of the insurance policy which arise from work performed by the Consultant. (D) All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents and volunteers. r 3.2.10.5 Separation of Insureds: No Special Limitations, All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents and volunteers. 3.2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. Consultant shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 3.2.10.7 Acceptability of Insurers, Insurance is to be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 3.2.10.8 Verification of Covera e. Consultant shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. 3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be it) compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 255 -Try 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation in the amount of $8,400 (Eight Thousand Four Hundred dollars) per month. The total compensation shall not exceed $100,800 (One Hundred Thousand Eight Hundred dollars) in any one -year term. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work, Section Removed 3.3.5 _ Prevailin Wages. Section Removed 3.4 Accounting Records. 3.4.1 Maintenance and fns ection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Tennination of Agreement. 3.5.1.1 Grounds for Termination. City or Consultant may terminate the whole or any part of this Agreement at any time and without cause by giving written notice to the other party of such termination, and specifying the effective date thereof, at least thirty (30) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services and authorized reimbursable expenses which have been adequately rendered to or on behalf of City, and Consultant shall be entitled to no further compensation. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) clays of the request. 25J910 3.5.13 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated, 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Consultant: Holland and Knight LLP 800 17`x' Street NW, Suite 1100 Washington, D.C. 20006 Fax: 202- 955 -5564 Attn: Eve O'Toole, Senior Policy Advisor City: City of Santa Ana 20 Civic Center Plaza (M -31) P.O. Box 1985 Santa Ana, California 92702 Fax: 714-647-6954 Attn: David Cavazos, City Manager Such notice shall be deemed made when personalty delivered or when mailed, forty -eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Con.fidentialit . 3.5.3.1 Documents & Data; Licensing of Intellectual Property. 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 tinder 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 prepared by design professionals other than Consultant or 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. 9,1! , 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional docimlents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees, If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. Consultant agrees to and shall defend, indemnify and hold harmless the City, its officers, agents, employees and consultants from and against any damages or claims resulting from or arising out of Consultant's negligent or wrongful acts, errors or omissions, 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Orange County, 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5. 10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, 26s1A 2 hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction. References; Ca tp ions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Part Bent' ^ _ eficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant fiirther agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non - discrimination shall include, but riot be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff 25Jn13 or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affinnative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self - insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5,21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original, 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. [Signatures on Next Page] MIME IN WITNESS WHEREOF, the parties hereto have executed this Agreement the elate and year first above written. CITY OF SANTA ANA By:� L� David Cavazos City Manager Attest: Maria D. Huizar, City Cie, Approved cis to Form: Jouna, A. k" wxn,, Sonia R. Carvalho, City Attorney HOLLAND AND KNIGHT LLP k irrOA / it )V� Daniel Maldonado Senior Policy Advisor 2 45 25J -16 SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT (Increase in Compensation) This Second Amendment to Consultant Agreement ( "Second Amendment ") is entered into between (i) The City of Santa Ana ( "City "), a charter city of the State of California and a municipal corporation, and (ii) Holland and Knight of Washington D.C. with its principal place of business at 800 17th Street N.W., Suite 1100, Washington D.C, 20006) Consultant "). This Second Amendment is intended to increase compensation pursuant to Section 3.3.1 of that Agreement entered into on July 1, 2014 and amended by a First Amendment dated July 15, 2015. This Second Amendment shall become effective upon the date of the last signature to this Second Amendment. EFFECT UPON ORIGINAL AGREEMENT. The Original Professional Services Agreement dated July 1, 2014, ( "Original Agreement') and the First Amendment dated July 15, 2015 shall remain in full force and effect according to its terms, unless otherwise expressly amended by this Second Amendment. AMENDMENT OF SECTION 3. Section 3.3.1 of the Original Agreement is amended to read as follows: "3.3.1. Compensation. Consultant shall receive compensation in the amount of $9,800 (Nine Thousand Eight Hundred dollars) per month. The total compensation shall not exceed $117,600 (One Hundred Seventeen Thousand Six Hundred dollars) in any one -year term." SIGNATURE AND AUTHORITY TO EXECUTE. The Parties hereto further represent and declare that they carefully read this Second Amendment and know the contents thereof, and that they sign the same freely and voluntarily. Each Party represents and warrants that it has the legal right, power and authority to enter into this Second Amendment and to consummate the transactions contemplated hereby. [signatures on following page] 25J -17 THE CITY OF SANTA ANA, a California municipal corporation Date: By: ATTEST: MARIA D. HUIZAR City Clerk APPROVED AS TO FORM: City Attorney Date: DAVID CAVAZOS City Manager CONSULTANT HOLLAND AND KNIGHT C 2 DANIEL MALDONADO Senior Policy Advisor 25J -18 KC113Y1 CITY OF SANTA ANA REQUEST FOR PROPOSAL FOR FEDERAL GOVERNMENT LIAISON SERVICES SCOPE OF SERVICES The City of Santa Ana Is seeking Requests for Proposals from a professional consulting firm to provide federal government liaison services. The consultant works under the policy direction of the Mayor and City Council and is administratively responsible to the City Manager. The principle responsibility of the consultant will be to secure federal funding and achieve determined legislative and regulatory outcomes on behalf of the City as outlined In the Scope of Services below. II. SCOPE OF SERVICES A. Consultant will act as a Washington Representative to the City in Washington, D. C. S. The Consultant will confer with the City Manager and such other City personnel as he may designate at the times and places mutually agreed to by the City and the Consultant on all organizational planning and program activity which has a bearing on the ability of the City to utilize federal programs. C. Consultant shall serve as lead advocate on City issues if the City contracts for the services of other Washington representatives. Consultant shall coordinate such other services. D. Consultant will review federal executive proposals, legislation under consideration, proposed and adopted administrative rules and regulations, and other Washington developments for the purpose of advising the City on those Items which may have a bearing on City policy or programs. E. Consultant will secure and furnish such detailed Information as may be available on federal issues In which the City indicates an interest. F. At the request of the City Manager, Consultant will review and comment on proposals of the City which are being prepared for submission to federal agencies. G. Consultant will maintain liaison with the City's Congressional delegation and will assist the delegation in any matter which the City determines to be In Its best interest In the same manner as any other member of the City's administrative staff might render assistance. H. Consultant will counsel with the City regarding appearance by City personnel before Congressional committees and administrative agencies and will arrange for appointments and accommodations for City personnel as necessary, mv- City of S ervices Page 9 Exhibit 3 C-1■� 9 e 99999.91060\2925571.4 25J-19 Consultant will contact federal agencies on the City's behalf when City applications are under consideration by such agencies and otherwise take whatever steps appear to be necessary to obtain the most favorable consideration of such applications. In fulfilling responsibilities under this Agreement, the Consultant will act in the name of the City of Santa Ana and with the title Washington Representative to the City Manager. In addition to the Scope of Services listed above, the City seeks assistance in identifying funding opportunities and grant applications and other special programs for which the City may qualify. Below Is a detailed listing of existing federally funded programs /grants administered by the City: U.S. Department of Housing and Urban Development Community Development Slook Grant Neighborhood Stabilization Program 1 Neighborhood Stabilization Program 3 Emergency Shelter/Solutions Grant ARRA - Homelessness Prevention and Rapid Rehousing Section S Housing Choice Vouchers Housing Opportunities for Persons with AIDS Home Investment Partnerships Program ARRA - Neighborhood Stabilization Program 2 U.S. Department of Labor CA Employment Development Department: Workforce Investment Act Cluster: Job Tech Center H -18 Job Training Grant South Bay Workforce Investment Board: National Emergency Grant U.S, Department of Transportation CA Department of Transportation: Highway Bridge Replacement and Rehabilitation Regional Surface Transportation Arterial Highway Rehabilitation Program SAFETEA -LU CA Department of Parks and Recreation: Natlonai Recreation Trails Program CA Department of Transportation: Highway Safety Improvement Program Hazardous Elimination Safety Program CA Office of Traffic Safety: DUI EnforcemenllAwaroness 2010 Selective Traffic Enforcement U.S. Department of Justice Federal Equitable Sharing (Asset Forfeiture) CA Emergency Management Agency: OES -Anti -Gang Initlative County of Orange Sheriffs Department: Byrne Justice Assistance Grant County of Orange Sheriffs Department: City of Santa Ana RFP 12.078 — Federal Government Liaison Services Page 10 C -2 99999.91060\2925571.4 25J -20 ARRA - Byrne Justice Assistance Grant 2009 ARRA - Community Oriented Policing Services U.S. Department of Homeland Security CA Emergency Management Agency: Urban Area Security Initiative FEMA Metro Mad Response FEMA - Metro Mod Response 2009 CA Emergency Management Agency: Interoperable Emergency Communications 2010 FEMA Flood Emergency FEMA - Assist Firefighters 2008 U.S. Department of Commerce CA Emergency Management Agency: Public Safety Interoperable Communications 2007 U.S. Department of Health and Human Services County of Orange Social Services Agency Vocational Tralning & Work Experience Program U.S. Institute of Museum and Library Services CA State Library: Library Services & Technology Act FY Laura Bush IMLS Seeds to Trees U.S. Department of Energy ARRA - Energy Conservation U.S. Environmental Protection Agency Water Infrastructure Special Appropriation - West Pump Facility Upgrade City of Santa Ana RFP 12.075 - Federal Government Llalson Services Page 11 C -3 99999.91060\2925571.4 25J-21 25J -22 • o CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: PURCHASE AGREEMENTS FOR BRISTOL STREET IMPROVEMENTS PHASE IIIA (PROJECT NO. 136792 NONGENERAL FUND) (STRATEGIC PLAN NOS. 6, 1G; 3,2C) r CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: 901 ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute purchase agreements, subject to nonsubstantive changes approved by the City Manager and City Attorney, for the full purchase price for real property listed below, and goodwill (if any), with the following property owners: No. Property Owner Property commonly Amount known as /located 1 Tina Marie Estrada (APN 405 - 262 -27) $290,000 2 Tina Marie Estrada 1003 N. Bristol Street $464,000 (APN 405 - 262 -28) 3 That Van Dinh & Kiem Cucthi Tran 1005 N. Bristol Street $450,000 (APN 405 - 262 -29) 4 Hyunsik E. Choi & Jennifer Y. Choi 917 N. Bristol Street $480,000 (APN 405 - 262 -25) 5 Stephanie Vandai Tonnu 1301 W. 10th Street $540,000 (APN 004 - 121 -18) 6 Oscar Culp and Ruth E. Culp 1302 W. 12th Street $435,000 (APN 004 - 112 -35) 7 Jose B. & Cira G. Trujillo 1307 W. 10th Street $480,000 (APN 004 - 121 -12) 8 Jose Sergio Bravo, Marco Antonio 1305 W. 12th Street $430,000 Bravo & Martin Silvestre Bravo (APN 004 - 113 -19) 9 Lan Phuong Thi Tran 1009 N Bristol $500,000 (APN 405 - 262 -30) 25K -1 Purchase Agreements for Bristol Street Improvements Phase IIIA April 19, 2016 Page 2 Bristol Street is a major north -south transportation facility which is designated as a major arterial highway in the City's Circulation Element of the General Plan. Improving the 3.9 -mile Bristol Street segment from Warner Avenue to Memory Lane has been a long -term priority project that will be constructed in several phases. Improvements include widening the street from two to three lanes in each direction, raised landscape medians, and bike lanes. Public Works Agency staff is acquiring properties for the development of Phase IIIA, bounded by Civic Center Drive and Washington Avenue. Property acquisitions for this phase are expected to be completed by spring 2017. Construction is anticipated to begin in summer 2017. To accommodate the improvements and widening for Phase IIIA, acquisition of the entire properties listed above are required (Exhibit 1). The offers, based on the appraised values prepared by a licensed appraiser in the State of California, were made and accepted by the property owners. The compensation amounts are listed above and shown in the attached agreements (Exhibits 2 through 10). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). Approval of this item also supports the City's efforts to meet Goal #3 Economic Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (support business development and job growth along transit corridors through the completion of critical transit plans /projects). ENVIRONMENTAL IMPACT In 1990, City Council approved the Bristol Street Final Environmental Impact Statement/Environmental Impact Report (FEIS /EIR No. 89 -01). Due to several minor design modifications in Phase IIIA, which lies between Civic Center Drive and Washington Avenue, an Addendum to the FEIS /EIR was prepared and adopted pursuant to the California Environmental Quality Act by City Council on April 7, 2015. 25K -2 Purchase Agreements for Bristol Street Improvements Phase IIIA April 19, 2016 Page 3 FISCAL IMPACT Funds in the amount of $4,069,000 are available in the Bristol Street Improvements Project (No. 136792) for expenditure in FY 2015/2016 as follows: $1,912,430 in the Select Street Construction Fund (Account 05917661- 66100), $2,034,500 in the Measure M2 Street Construction Fund (Account No. 03217663 - 66100), and $122,070 in the Select Street Construction Fund (Account No. 05917660 - 66100), subject to nonsubstantive changes. Executive Director Public Works Agency FM /EWG /JG /KN /ML Exhibits: 1. Location Map 2. Agreement for APN 405 - 262 -27 3. Agreement for APN 405 - 262 -28 4. Agreement for APN 405 - 262 -29 5. Agreement for APN 405 - 262 -25 6. Agreement for APN 004 - 121 -18 7. Agreement for APN 004- 112 -35 8. Agreement for APN 004 - 121 -12 9. Agreement for APN 004 - 113 -19 10. Agreement for APN 405 - 262 -30 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director 1� Finance & Management Services Agency 25K -3 25K -4 N (NITS) MATCHLINE SEE BELOW RIGHT 10TH STREET 9TH STREET —7--- LEGEND 405- 262 -24 405- 262 -23 405 - 282 -22 405-2G2-21 - .UHIECT PPOPERT1E5 t - COUIREO PROPERTIES SANTA ANA CITY COUNCIL P AGENDA DATE APRIL 19, 2016 PUBLIC WORN, AGENCY CIVIC CENTER DR. F—r ----i L-h WASHINGTON AVENUE N 40 -274-12 n N 40 - 274 -1L a I EXHIBIT 1 12TH STREET W x N z °z J F- 11TH STREET I � N U] ❑= a m 9 a - .UHIECT PPOPERT1E5 t - COUIREO PROPERTIES SANTA ANA CITY COUNCIL P AGENDA DATE APRIL 19, 2016 PUBLIC WORN, AGENCY CIVIC CENTER DR. F—r ----i L-h WASHINGTON AVENUE N 40 -274-12 n N 40 - 274 -1L a I EXHIBIT 1 12TH STREET H05- 274 -10 405 - 274 -0q 405 - 282 -33 405 - 282 -32 40s- 262 -s1 MATCHLINE SEE TOP LEFT TITLE PURCHASE AGREEMENTS FOR BRISTOL STREET IMPROVEMENTS PHASE IIIA (PROJECT NO. 136792 NONGENERAL FUND) (Strategic Plan No. 6, 1, G; and 3, 2, C) 25K -5 PAGE 1 OF 1 N ti N m F- 11TH STREET I � N /I- V! J 9 wm m �. �m H05- 274 -10 405 - 274 -0q 405 - 282 -33 405 - 282 -32 40s- 262 -s1 MATCHLINE SEE TOP LEFT TITLE PURCHASE AGREEMENTS FOR BRISTOL STREET IMPROVEMENTS PHASE IIIA (PROJECT NO. 136792 NONGENERAL FUND) (Strategic Plan No. 6, 1, G; and 3, 2, C) 25K -5 PAGE 1 OF 1 25K -6 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on _________________ 201 6, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or 'Buyer "), and Tina Marie Estrada, a married woman, as her sole and separate property (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seiler, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as APN: 405 - 262 -27) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be g2rlypyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and _all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a, policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Two Hundred Ninety Thousand and no /100 Dollars ($290,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. Exhibit 2 25K -7 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereuopn, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State Of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Two Hundred Ninety Thousand and no /100 Dollars ($290,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; 25K -8 (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow, In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10, Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release, A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; clairns for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto, This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 154.2, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor. " Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14, Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 2401 Katella Ave., Suite 600, Anaheim, CA 92806, 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17, Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material" "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6,95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et sec. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et seq. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -11 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authoritv to Execute Agreement, Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -12 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Tina Marie Estrada, a married woman, as her sole and separate property Date: ^s� 12016 Tina ie Es da City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Vef Sandoval C Assistant City Attorney Date: 12016 Date: 2016 Date: IjJJP (� �C> 2016 25K -13 EXHIBIT "A" LEGAL DESCRIPTION All that certain real property situated In the County of Orange, State of California, described as follows Beginning at the Southwest corner of Lot 6 of Tract No. In the City of Santa Ana, County of Orange, State of California, as shown on a map thereof recorded In Dgpk2-5,-P-dgg-42, of Miscellaneous Maps, Records of said Orange County, running thence South parallel to the Est line of Bristol Street, 172.23 feet more or less to the North line of Hedges Addition as shown on a map thereof recorded in bDDk_2L_P_a-gg-_43 of Miscellaneous Records of Los Angeles County, California; Thence West along the North line of said Hedges Addition, 174.50 feet more or less to the center line of Bristol Street; Thence North along the center line of Bristol Street to a point which is South 890 38' 30" West 30 feet from the Southwest corner of Lot 5 of said Tract No, 822; Thence North 890 38' 30" East along the South line of said Tract No, 839 17450 feet more or less to the point of beginning. Excepting therefrom the South 43 feet. Also excepting therefrom the North 60 feet -PM a 25K-14 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -15 25K -16 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA"), entered into on ------------------ 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and Tina Marie Estrada, a married woman, as her sole and separate property (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1003 N. Bristol Street, Santa Ana, CA) (APN: 405 - 262 -28) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Convevance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed, Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City - - because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Sixty Four Thousand and no /100 Dollars ($464,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 2I ! 3 4, Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereuopn, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit 'B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5, Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon — written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Sixty Four Thousand and no/100 Dollars ($464,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; 25K -18 (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. '12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements - — pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.24.5 and 1263.615 and 1263.025; and 24 , attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto, This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute cr common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O, Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 2401 Katella Ave., Suite 600, Anaheim, CA 92806. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property, Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste" "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seq. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42, U.S.C. 59601 et seq. (42 U.S.C. S9601), 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property, This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this _transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law, This PSA shall be governed by and construed in accordance with the laws of the State cf California. 25K -21 26. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -22 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Tina Marie Estrada, a married woman, 1� as her sole and separate property Tina City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Fluizar City Clerk Approved as to Form: e Sandoval C . f Assistant City Attorney Date: �V] ° 2016 Date: 2016 Date: 2016 Date: 10 2016 25K -23 EXHIBIT "A" LEGAL DESCRIPTION All that certain real property Situated in the County of Orange, State of California, described as follows: Beginning at the Southwest corner of Lot 6 of jLajLNQj-39, in the City of Santa Ana, County of Orange, State of California, as shown on a Map thereof recorded In Boo k_25,__PAjcq_-4Z of Miscellaneous Maps, Records of Orange County, running thence South parallel to the East line of Bristol Street, 172.23 feet, more or less, to the North line of Hedges Addition to Santa Ana, as shown on a map thereof recorded in Book 31, Page 48 of Miscellaneous Records of Los Angeles County, California; Thence West along the North line of said Hedges Addition, 174.50 feet, more or less, to the center line of Bristol Street; Thence North along the center line of Bristol Street to a point which is South 890 38' 30" West 30 feet from the Southwest corner of Lot 5 of said jrAQt- Na. -U.9 Thence North 891 38' 30" East along the South line of said Tract No. 839, 174,50 feet, more or less, to the point of beginning. Excepting therefrom the South 112.23 feet. 25K-24 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller - - -- agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -25 25K -26 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on .................. 201 6, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and That Van Dinh and Kiem Cucthi Tran, husband and wife as community property with rights of survivorship (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1005 N. Bristol Street, Santa Ana, CA) (APN: 405- 262 -29) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Fifty and no /100 Dollars ($450,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereuopn, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B " attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement, 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 50963 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California, To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no - - -case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Fifty and no /100 Dollars ($450,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; 25K -28 (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245,245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does riot extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor," Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1005 N. Bristol Street, Santa Ana, CA 92703. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE _.16.. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Peilormance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 251223, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and SIR: Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C, S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.G. 86901 et sec. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et sue. (42 U.S.C. S9601), 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19, Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. motions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -31 M No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Dutv To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assit,Lnees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authorltv to Execute Agreernent. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -32 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: That Van Dinh and Kiem Cucthi Tran, husband and wife as community property with rights of survivorship 7&kz�-- That Van Dinh Kiem Cucthi Tr n City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Vi e Sandoval ief Assistant City Attorney Date: > 2016 Date: 3' 6 1 , 2016 Date: 2016 Date: 2016 Date: Aj &r,� /0 2016 25K -33 - 0 . 1 • All that certain real property situated in the County of Orange, State of California, described as follows: Lot 5 of jLaLL_ No. _8& in the City of Santa Ana, County of Orange, State of California, as shown on a map recorded in Book 25 Pa_qe_42 of Miscellaneous Maps, in the Office of the County Recorder of said County. Assessor's Parcel Number: 405-262-29 25K-34 EXHIBIT "B" (Commonwealth land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check, All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow, You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -35 25K -36 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 1 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and Hyunsik E. Choi and Jennifer Y. Choi, husband and wife, as Trustees and the subsequent Trustees of the Choi Family Trust, dated August 12, 2009 (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" - Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as APN 405 - 262 -25) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all _ leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title insurance, Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Eighty Thousand and no /100 Dollars ($480,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non- monetary, general or specific, and including any and all leasehold interests), liens, clouds or detects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein. required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. EXW, ,137 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third ,parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 6. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Eighty Thousand and no /100 Dollars ($480,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; 25K -38 (c) Delivery to City of the policy of title insurance as hereinabove provided (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, tune is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements - pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263,615 and 1263.025; and 2J_ ►�Ioo, attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1020 S. Burlwood Drive, Anaheim, CA 92807. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et sue. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 at sec. (42 U.S.C. 59601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or, amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law, This PSA shall be governed by and construed in accordance with the laws of the State of California, 25K -41 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Dutv To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -42 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Hyunsik E. Choi and Jennifer Y. Choi, husband and wife, as Trustees and the subsequent Trustees of the Choi Family Trust, dated August 12, 2009 r—` Hyunsik E. Choi, Trustee J niferr Y. oi, � u tee City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: J99eandoval ¢ ie Assistant City Date: 2-- —e' l 2016 Date: "'" '? , 2016 Date: 2016 Date: 2016 Date: 6 1(AtL ; , 2016 25K -43 EXHIBIT "A" 0 � iL` T � � I��7 I ; :Y � C�7 ►1 All that certain real property situated in the County of Orange, State of California, described as follows: That portion of Lourles' Subdivision of a portion of Hedges Addition to Santa Ana, in the County of Orange, State of California, recorded in Aook 5 Pgge 12 of Miscellaneous Maps, in the Office of the County Recorder of said County. Beginning at a point West 325.00 feet and North 374.00 feet (measured along the West line of Baker Street) from the Northeast corner of Lot 4 in Block A of said Hedges Addition, as per map recorded in Book 31 Page 48 of Miscellaneous Records, in the Office of the County Recorder of Los Angeles County, California; thence West 318.33 feet to the East line of Bristol Street as said East line existed April 19, 1947; thence South 74.00 feet along said East line; thence East 318.33 feet; thence North 74.00 feet parallel with said West line of Baker Street to the point of beginning. Except the East 175.00 feet thereof. 25K -44 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -45 When recorded, please mail this instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M -30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER GOVERNMENT CODE SECTION 6103. SPACE ABOVE 1 HIS LINE FOR RECORDER'S USE CANCEL dPPROVLD AS TO APPROVED BY DESCRPTION DESCRIPTION A RIW MAP PROJECT TAXES FORM BYATTY- DIRECTOR WRITTEN BY CHECKED -0X. 40i- r6 ? -25 Nll;f131.R NUhft36R X 917 N. Bdswt St met, Snata Ana, CA 92703 DEED NUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Hyunsik E. Choi and Jennifer Y. Choi, husband and wife, as Trustees and the subsequent Trustees of the Choi Family Trust, dated August 12, 2009 Do Hereby Grant to the CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, for public roadway purposes, all that real property in the City of Santa Ana, Orange County, State of California, located at 917 N. Bristol Street, described as follows: Dated : SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; z.. -Z.- -? - f � 25K -46 Hyunsik E. Choi, Trustee By: yr _ nniferY. hoi, D6stee EXHIBIT "A" LEGAL DESIRIPTION All that certain real property situated In the County of Orange, State of California, described as follows: That portion of LOUries' Subdivision of a portion of Hedges Addition to Santa Ana, In the County of Orange, State of California, recorded in Bo Pace 17_ of Miscellaneous Maps, in the Office of the County Recorder of said County. Beginning at a point West 325.00 feet and North 374,00 feet (measured along the West line of Baker Street) from the Northeast corner of Lot 4 in Block A of said Hedges Addition, as per map recorded in Book 31 Page 48 of Miscellaneous Records, In the Office of the County Recorder of Los Angeles County, California; thence West 318.:33 feet to the East line of Bristol Street as said East line existed April 19, 1947; thence South 74.00 feet along said East line; thence East 318.33 feet; thence North 74,00 feet parallel with said West line of Baker Street to the point of beginning, Except the East 175.00 feet thereof. 25K -47 it. + XMVAX 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 l./i�t4kkk _ } On 2 "- 2 � °,-,o { t dD16 before me, { L fie- personally appeared. 4..1�4?a L�1 Inct who proved to me on t , basis of satisfactory evidenc o be th persc n�s whose name* re subscribed to the within instrument and acknowledged to me that hers e executed the same in MsaberAo authorized capacit le , and that by his eir signature on the instrument the persori , or the entity upon behalf of which the persor sacted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. qi,�ZT� DA NIELA BORSE WITNESS my hand and official seal. ",� Comm.# 2064639 ' NOTARY PUBLIC -CALIFORNIA y, l ORANGE COUNTY »f^ MY Comm, pep, JAN. 01, 4018'" Notary Public Signature (Notary Public Seal) 1� I fro] Z FAX412IF1tl01KA01011201.i111111 DESCRIPTION OF THE ATTACHED DOCOMENT (Title or description of attached document) (Title or description of attached document continued) Number of Pages _ Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer (Title) ❑ Partner(s) ❑ Attorney -in -Fact ❑ Trustee(s) ❑ Other 2015 Version www.NotaryCl asses. corn 600 - 873 -9865 INSTRUCTIONS FOR COMPLETING THIS FORtvf ON ThuformcompheTlvhh crereutCaliforilia stanaes regarding notary iva$ingand,, j/'naeded, should be tonrpleted and attached to the docurnant. Acknmvlede Hants ,from other stales mny be contpleaerl fa-documents being sent to that state so long as the wading does not require the California notary to violate Ca7tfarnia notarp law. • State slid County information must be the State land County where the document signer(s) personally appeared before the notary public for acknowledgment. • Date of notarization must be the date that the signer(s) personally appeared which must also be the same date the acknowledgment is completed. • The notary public must print his or tier naive as it appears within his or her commission followed by a comma and then your title (notary public). • Print the name(s) of document siguer(s) who personally, appear at the time of notarization. • Lrdicate the correct singular or plural forms by crossing off incorrect forms (i_a. hefsheRkey; is /are) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording. • The notary seal impression must be clear and photographically reproducible. Lnpression must not cover text or lines. If seal impression smudges, re -seal if a sufficient area permits, otherwise complete a different acknowledgment form. • Signature of the notary public must match the signature on file with the office of the county clerk. Additional intbrnration is not required but could help to ensure this acknowledgment is not misused or attached to a different document. Indicate title or type of attached document, number of pages and date. , Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title lie. CEO, CPO, Secretary). • Securely attach this document to the signed document with a staple. PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or `Buyer "), and Stephanie Vandal Tonnu, a married woman, as Trustee of the Stephanie Vandal Tonnu Family Trust Established March 31, 2014 (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" -- Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as APN 004 - 121 -18) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non- monetary, general or specific, and including any and all __leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Five Hundred Forty Thousand and no /100 Dollars ($540,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. "T=A 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Pay vent of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Five Hundred Forty Thousand and no /100 Dollars ($540,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; 25K -50 (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and OCCUDancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 91 Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors-in-interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledament of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seiler, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and 25K -51 attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C, Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1986, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 10302 Wembley Circle, Westminster, CA 92683, 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17, Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley - Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous 25K -52 material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et sect. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42, U.S.C. S9601 et sue. (42 U.S.C. S9601), 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty,'punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22, Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law, This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -53 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Dutv To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. _Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -54 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Stephanie Vandai Tonnu, a married woman, as Trustee of the Stephanie Vandal Tonnu Family Trust Established March 31, 2014 L � A} Stephanie al Tonnu, Trustee City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: iando val ssistant City Attorney Date: 2.12 9 % 1 (o , 2016 Date: 2016 Date: 2016 Date: Y" l q '2016 25K -55 EXHIBIT "A" LEGAL DESIRIPTION /A|thatcer\ainrea|puopertysituetedinthmCwunty«fOrange,Qtote*fCaifornia^deycUbadmufhUuvvs: itho(Jtyof8an��pm8'CwuntynfOmanA*,5tafeofCu|�nrnla,amperMaprecorded|n RoQk 39, Caaft. of Lot -� miscellaneous Maps, \n the office uf tile county Recorder ofsaid County. ��K��� ��K����� EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow, You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -57 When recorded, please mail this instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER GDVERNMENT CODE SECTION 6103. SPACE ABOVE THIS LINE FOR RECORDER'S USE CE X' MPROVED Al TO PORMHYATTY. MPROVED HY UllU3CTOR DESCRIPTION WRITTEN BY DESCRIPTION CHECKEDOS<, A, P. NOMHER 004- 121 -18 R/W MAP NpMHER PRWeCT DIDbIHHR 1301 W. 10th Stre,t,5anta Aiia,CA92703 DgEDNUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Stephanie Vandal Tonnu, a married woman, as Trustee of the Stephanie Vandai Tonnu Family Trust Established March 31, 2014 Do Hereby Grant to the CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, for public roadway purposes, all that real property in the City of Santa Ana, Orange County, State of California, located at 1301 W. 10`h Street, described as follows: SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated 2.12 -0 l l0 25K -58 r By:_ A� L Stephanie Vandal Tonnu, Trustee A A •� 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. J State of California County of e)H of 4d Cd4!'° On Z— 2 9 -,16 before me, _ personally appeared P _O arld i e YQ 41CfQI) who proved to me on the ba is of satisfactory evidence to be the person( }whose name /awe- subscribed to the within instrument and acknowledged to me that M he they executed the same in raiser threir authorized capacity(ies), and that by hh�I llthreir signature(s) on the instrument the person(s), or the entity upon behalf of which the person (e)-acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. °° DANIELA EK0 aE p r•, Hf: coetfa. IF 2054039 'q (� NOTARY PUBLIC- CALIFORNIA N On OR COUNYY "+Mm ' MY Comm. E /P. JNp, 31, 2818 "N Notary Signature (Notary Public Seal) PTION OF THE ATTACHED DOCUMENT (Title or description of attached document) (Title or description of attached document continued) Number of Pages — Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer I ❑ Partner(s) ❑ Attorney -in -Fact ❑ Trustee(s) ❑ Other 2015 Version wowv.NotaryClasses.com 800 -573 -0835 INSTRUCTIONS FOR COMPLETING THIS FORM Thisformcompliesivilh current California stahnes regarding naiary rvordilg nnci, if needed should be completed and attached to the document.,4cknmvledgments front other states tray be completed for documents being sent to that state so long as the wording does not reguha the C'aliforrda notary to violate California rotary lmn. • State and County information must be the State and County where the document signer(s) personally appeared before the notary public for acknowledgment. • Date of notarisation must be the date that the signers) personally appeared which most also be the same date the acknowledgment is completed. • The notary public must print his or her name, as it appears within his or her commission followed by a comma and then your title (notary public). • Print the name(s) of document signer(s) ",he personally appear at the time of notarization. • indicate the correct singular or plural forms by crossing off ineoneet forms n.e_ helshelthcy— is late ) or circling the correct forms. Failure to correctly indicate this information may lead to rejection of document recording. • The notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines. If seal impression smudges, re -seal If a sufficient area permits, otherwise completea different acknowledgment form. • Signature of the notary public, must match the signature on file with tine office of the county clerk. Additional information is not required but could help to ensure this acknowledgment is not misused or attached to a different document. Indicate title or type of attached document, number of pages and date. Indicate the capacity claimed by the signer. If the claimed capacity is a corporate officer, indicate the title (Le, CEO, CFO, Secretary). • Securely attach this document to the signed document with astali FOHMERN LEGAL DESRIPTION AJ/thutoerta|Nnea|pnope¢ysituatedNthrC8untywJOnunQ*'5LateofCa|ifonuia,descr|bod$sfo\|Vvvo' Lot \n the C8Yuf8an�x Ana, CnuAiyof orange, State ofCa||fnn8u,ao per L�apraoo|t|ed\n �--��� ��Of0|mCCUaneOLJSMups/|nthmoffice of the county Recorder of said WuotY. Assessor's Parcel Number: 004-121-181 ��K��� ��K����� PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 1 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and Oscar Culp and Ruth E. Culp as Trustees of the Oscar and Ruth E. Culp Trust dated October 19, 2005 (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1302 W 12�" Street Santa Ana CA) (APN 004- 112 -35) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 1 Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Thirty Five Thousand and no1100 Dollars ($435,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow, City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter, Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority, Upon -- written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Thirty Five Thousand and no /100 Dollars ($1435,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; 25K -62 (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. i. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Qccugancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 235 Cottingham Court, Oceanside, CA 92054 -3755. 15, Exceptions. City agrees to accept title to said real property subject to the following: NONE 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et sec. (42 U.S.C. 56903) or (A) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 et seer.. (42 U.S.C. 59601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the -City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -65 26. No Reliance By One Party On The Other, Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. X Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -66 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Oscar Culp and Ruth E. Culp as Trustees of the Oscar and Ruth E. Culp Trust dated October 19, 2005 Date: 2016 Jerry Lu P, Successor Trus #ee oftheOscar and Ruth E. Culp Trust dated October 19, 2005 City/Buyer City of Santa Ana Date: - 2016 David Cavazos City Manager Attest: Date: '2016 Maria D. Huizar City Clerk Approved as to Form: Assistant City Date: —M—kk—CL�' 2016 25K-67 EXHIBIT "A" LEGAL DESRIPTION All that certain real property situated in the County of Orange, State of California, described as follows; Lot 16 of Tract No, 1256, in the City of Santa Ana, County of Orange, State of California, as shown on a Map recorded in Book 41, Paae 48 of Miscellaneous Maps, Records of Orange County, California. 25K -68 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to cornmence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. -- -- - __Those escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -69 When recorded, please mail this instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M -30 Santa Ana, California 92701 Free recording requested by ME CI'T'Y OF SANTA ANA PER GOVERNMENT CODE SECTION 6103. SPACE ABOVE TINS LINE FOR RECORDER'S USE CANCEL TAXES x A ROVED AS'lb FORM BY AMT. APYRUVED NY DOtEC'1'O1t DESCRIP'PION WRiTCEN fiY DGSC'lIIY'EfON CIICCKEU -O.K. AP. NUMBER 004-112-35 RMMAP NU MER YRU7RC'L NUM$HR 1302 W. 12'" Sued, St. Ana, CA 92703 DP.ED MIMBER Oscar Culp and Ruth E. Culp as Trustees of the Oscar and Ruth E. Culp Trust dated October 19, 2005 Do Hereby Grant to the CITY OF SANTA ANA, a charter City and municipal corporation duly organized under the Constitution and laws of the State of California, for public roadway purposes, all that real property in the City of Santa Ana, Orange County, State of California, located at 1302 W. 12th Street, described as follows: SEE EXHIBIT "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A FART HEREOF; Dated : 3 _ 2)— �L O M By:._ Jerry L. ccessor Trustee of the Oscar and Ruth E. Culp Trust dated October 19, 2005 25K -70 LWAR IMN LEGAL DESRIPTION All that certain real property situated in the County of Orange, State of California, described as follows: Lot 16 of Tract No. 1256, in the City of Santa Ana, County of Orange, State of California, as shown on a Map recorded in Book 41, Paoe 48 of Miscellaneous Maps, Records of Orange County, California, 25K -71 t 0 k FA 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 ` 0(4 On �tMt 30 l _ before me, _ personally appeared _ who proved to me on t � basis f satisfactory evidenc to be the person( whose name (G4 sage- subscribed to the within instrument and acknowledged to me that A s ht4ttrep executed the same ink /h4F /the authorized capacity(ies , and that by herrAh,er signature(Oon the instrument the person(s}-or the entity upon behalf of which the person (-&) acted, executed the instrument. certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. ,,••t°^, DANIELA BORBE WITNESS m hand and official seal. _ . coMM,t12054639 �gg y (� " NOTARY PUBLIC CALIFORNIA yt ORANGE COUNTY il�w°ar,rame^" y MY COMM. EtP, JAN. Si, 20iB i Notary Public Signature (Notary Public Seal) RUM 1! K OF THE ATTACHED DOCUMENT (Title or description of altachod document) _. (Title or description of allaclied document continued) Number of Pages _-_. Document Date CAPACITY CLAIMED BY THE SIGNER ❑ Individual (s) ❑ Corporate Officer ( Idle) • Partner(s) • Attorney -in -Fact ❑ Trustee(s) ❑ Other 20 15 Version mnvw.NotaryCI asses. cotn 800- 873 -9865 IC INSTRUCTIONS FOR COii+tPLi3TINCr THIS FORM ThLr,/brtn anugtlies hridr currant Cat{ forma slanrtas regarding nafar��rvarlirryq mni, Jneeded, should he completed and atlached to the document, Ac /rgonfedgurents ft an other slates our) be completed for doelauerus being sent to that state so long as the tarring does not i eyuh e the California notary to violate Califoolla notary law. • State and County information must be the State and County where the document signer(s) personally appeared before the notary public for acknowledgment. • Date of rici ization Imat be [lie date that the signer(s) personalty appeared which must also be the same date the aclmowlcdgmen( is completed. • The notary public must print his at her name as it appears within his or her commission followed by a comma and then your title (notary Public). • priat the name(s) of document signer(s) who personally appear at the time of nhotmizatIon. • Indicate the correct singular at plural forms by crossing off incorrect fauns (i.e. he /shetkhe}, is /exe ) or circling the correct forms. Failute to correctly indicate this information may lead to rejection of document recording. • 'File notary seal impression must be clear and photographically reproducible. Impression must not cover text or lines, If seal impression smudges, re -seal if it sufficient area Fenn its, otherwise coal plete a different acknowledgment form. • Signanre of the notary public nmst match the signature em file with the office of the county clerk. , Additional information is not required but could help to ensure this acknowledgment is not misused at attached to a different (loelialemt. Indicate title or type of attached document, number of pages and date. Indicate the capacity claimed by (he signer. If the claimed capacity is a corporate officer, indicate the title (Le. CFO, CFO, Secretary). • Securely attach this document to (he signed document with a staple. PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on March 4, 2016, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and Jose B. Trujillo and Cira G. Trujillo, husband and wife as joint tenants (hereinafter "Seller'), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" -- Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1307 West 10th Street, Santa Ana, CA 92703) (APN: 004 -121 -12) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company, 4100 Newport Place Dr., Newport Beach, California, within (60) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all _ Leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Eighty Thousand Dollars ($480,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Insurance Company, 4100 Newport Place Dr., Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B " attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; --seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller; at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Eighty Thousand Dollars and no /100 Dollars ($480,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; 25K -74 (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, Current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs. Assigns Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence, 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and 25K -75 attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto, This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1307 W. 10th Street, Santa Ana, CA 92703. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material" "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. 51317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seg. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et se g. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -77 26. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Quty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authority to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -78 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Jose B. Trujillo and Cira G. Trujillo, , ,husband and wife as joint tenants Jose Trujillo Cira G. G. Trujil j City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: s Sandova -,- C ief Assistant City Attorney Date: 0 S " / , 2016 Date: , 2016 Date: 2016 Date: 12016 Date: 2016 25K -79 EXHIBIT "A" LEGAL DESRIPTION All that certain real property situated In the County of Orange, state of California, described as follows; Lot 2 of Tract t LQ �, in the City of Santa Ana, County of orange, state of California, as per map recorded in Book 39 Paae 6 of MiscellaneOLIS Maps, In the office of the County Recorder of said orange County, California. Assessor's Parcel Number: 004 - 121 -12 25K -80 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow, You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -81 25K -82 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on -- ---------- - - - --, 201 6, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or 'Buyer"), and Jose Sergio Bravo, a married man, as his sole and separate property, Marco Antonio Bravo, a single man, Martin Silvestre Bravo, a single man, all as joint tenants (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" — Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1305 W 12th Street, Santa Ana, CA 92703) (APN: 004 - 113 -19) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Title Company at 4100 Newport Place Dr, Suite 120 Newport Beach, California within sixty (60) days from and after the date on which the City has approved this Agreement. 2, Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Four Hundred Thirty Thousand and no /100 ($430,000) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. r w I PAF 4. Escrow. City agrees to open an escrow at the office of Commonwealth Title Company, 4100 Newport Place Dr. Suite 120 Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow, Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereupon, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B " of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no -- -case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Pavment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Four Hundred Thirty Thousand and no /100 Dollars ($430,000.00) City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; 25K -84 (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct staters of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns. Successors -in- interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation, Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements - -- pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263.025; and O attorney's fees and costs. It being understood that this is a complete and full settlement of all acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto, This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1305 W 12th Street, Santa Ana, CA 92703. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (1) defined as a "hazardous waste ", "extremely hazardous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as 'hazardous substance under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous 25K -86 material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C, 56901 et M. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et M. (42 U.S.C. S9601). 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingency. It is understood and agreed between the parties hereto that the completion of this - - -- — transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -87 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 27. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreernent To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29. Authoritv to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporations of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -88 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Jose Sergio Bravo, a married man, as his sole and separate property, Marco Antonio Bravo, a single man, Martin Silvestre Bravo, a single man, all as joint tenants Jots Sergio Brav YL r'7r C-0 /'d /? c " I/ "' Z? r0..q.. Z7 Marco Antonio Bravo Date: 6 w ; W_, 2016 Date: 1 -aa (,, 2016 y_a-IJ -0 Date: M CA y � �� 2016 Martin Silvestre Bravo City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Jo e Sandoval C ief Assistant City Attorney Date: 2016 Date: , 2016 Date: A" N '2016 25K -89 EXHIBIT "A" LEGAL DESRIPTION All that certain real property situated in the County of Orange, State of California, described as follows: Lot 14 of Tract 1256, in the City of Santa Ana, County of Orange, State of California, as per Map recorded in Book 41, Page 48 of Miscellaneous Maps, in the office of the County Recorder of said County. Assessor's Parcel Number: 004 - 113 -19 25K -90 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow, If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. ---- -These escrow instructions, and amendments hereto, may be executed which independently shall have the same effect as if it were the original, constitute one and the same instruction. 25K -91 in one or more counterparts, each of and all of which taken together shall 25K -92 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on 201 6, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and Lan Phuong Thi Tran, a single woman (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A" -Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1009 N. Bristol Street, Santa Ana, CA 92703) (APN: 405 - 262 -30) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Convevance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of Commonwealth Land Title Company at 4100 Newport Place Drive, Suite 120, Newport Beach, California, within sixty (60) days from and after the date on which the City has approved this Agreement. 2. Title to _ be Convey_ ed. Seller agrees --- that, -except_ as may-1tereinaft-ar. be 9therwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 1 Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Five Hundred Thousand and no /100 ($500,000) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non- monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 2FxI 4430 4. Escrow. City agrees to open an escrow at the office of Commonwealth Land Title Company, 4100 Newport Place Drive, Suite 120, Newport Beach, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within sixty (60) days of the City's execution of this Agreement. If escrow is not in a condition to close by the Close of Escrow, and failure to close is due to unforeseen conditions of title or interest of third parties in the Property that cannot be resolved in Escrow, then buyer may, at its option, request cancellation of escrow and this Agreement and return of any funds it has deposited into escrow. Thereuopn, all obligations and liabilities of the Parties under this Agreement shall cease and terminate. If no such request is made, Escrow shall be closed as soon as possible thereafter. Buyer shall be entitled to possession of the Property immediately upon close of Escrow. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B " attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, re- conveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement, 6, Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 5086 of the Revenue and Taxation Code of the State of California. To the extent that Seller has prepaid any taxes or assessments attributable to the Property; Seller shall be solely responsible for obtaining any refund due thereon from the taxing authority. Upon written request, Buyer shall assist Seller, at Seller's sole cost, in obtaining said refund, if any; however, in no case shall Buyer credit or otherwise pay Seller for that refund, if any, through or outside of Escrow, All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Five Hundred Thousand and no /100 Dollars ($500,000.00) City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; 25K -94 (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 81 Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Acknowledgment of Full Benefits and Release. A. By execution of this Agreement, Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby acknowledges that this Agreement provides full payment for the acquisition of the Property by Buyer, and Seller hereby expressly and unconditionally waives any claim for compensation for injury to the remainder ( "severance damages "); precondemnation damages; claims for inverse condemnation; loss of goodwill and /or lost profits; loss or impairment of any "bonus value" attributable to any lease; damage to or loss of improvements pertaining to the realty; damage to or loss of machinery, fixtures, inventory, equipment and /or personal property; any right to repurchase, leaseback from Seller, or receive any financial gain from, the sale of any portion of the Property , or challenge Buyer's adoption of a resolution of necessity, pursuant to Code of Civil Procedure sections 1245.245; any right to receive any notices pursuant to Code of Civil Procedure section 1245.245; any right to enforce any other obligation placed upon Seller pursuant to Code of Civil Procedure sections 1245.245, 1263.025 and 1263.615; any other rights conferred upon Defendants pursuant to Code of Civil Procedure sections 1245.245 and 1263.615 and 1263,025; and attorney's fees and costs. It being understood that this is a complete and full settlement of all 241MV acquisition claims, liabilities, or benefits of any type or nature whatsoever relating to or in connection with the acquisition of the Property by Buyer. This release shall survive the Close of Escrow. B. This Agreement arose out of Buyer's efforts to acquire the Property through its municipal authority. Seller, on behalf of himself, his heirs, executors, administrators, successors and assigns, hereby fully releases Buyer, its successors, agents, representatives (including attorneys), and assigns, and all other persons and associations, known or unknown, from all claims and causes of action by reason of any damage which has been sustained by Seller, or may be sustained by Seller, as a result of Buyer's efforts to acquire the Property or to construct the works of improvement thereon, or any preliminary steps thereto. This Agreement does not, and shall not be construed to, require Seller to indemnify Buyer for damages which may arise as a result of Buyer's efforts to construct improvements on the Property. C. Seller hereby acknowledges that he either has consulted with legal counsel, or had an opportunity to consult with legal counsel, regarding the provisions of the California Civil Code section 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Seller acknowledges that he may have sustained damage, loss, costs or expenses which are presently unknown and unsuspected, and such damage, loss, costs or expenses which may have been sustained, may give rise to additional damage, loss, costs or expenses in the future. Nevertheless, Seller hereby acknowledges that this Agreement has been negotiated and agreed upon in light of that situation, and hereby expressly waives any and all rights which Seller may have under California Civil Code Section 1542, or under any statute or common law or equitable principal of similar effect. This acknowledgment and release shall survive the Close of Escrow. 14. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M -36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is 1009 N Bristol Street, Santa Ana, CA 92703. 15. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 16. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 17. Hazardous Waste, Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ( "Hazardous Materials ") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste ", "extremely hazardous waste ", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and 25K -96 Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et sect. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et sec. (42 U.S.C. S9601), 18. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 19. Indemnity. Seiler agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 20. Contingence. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 21. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 22. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 23. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 24. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 25K -97 25. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 26. No Third Partv Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder, 27. Dutv To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 28. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 29, Authority to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 30. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25K -98 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. 'SELLER: Lan Phuong Thi Tran, a single woman 0 (s — Date: Marr-k 2016 Lan Phuong Thi Tran City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Joe andoval Chi f Assistant City Attorney Date: .2016 Date: 2016 Date: '\/Wtc L N , 2016 25K -99 EXHIBIT "A" LEGAL DESRIPTION All that certain real property situated in the County of Orange, State of California, described as follows: Lot 4 of Tract No. 539, in the City of Santa Ana, County of Orange, State of California, as per map recorded in Book 25 Paae 42 of Miscellaneous maps, in the Office of the County Recorder of said County. Assessor's Parcel Number: 405 - 262 -30 25K -100 EXHIBIT "B" (Commonwealth Land Title Company) GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or. become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25K -101 25K -102 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: CONDITIONAL USE PERMIT NO. 20116-03 TO ALLOW A FOOD COMMISSARY AND FOOD TRUCK TERMINAL AT 2419 SOUTH BROADWAY — ARAFAT ABDELKARIM, APPLICANT (STRATEGIC PLAN NO. 3, 2) CITY M GER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED r As Recommended ❑ As Amended Ordinance on 1" Reading Ordinance on 200 Reading Implementing Resolution Sat Publio Hearing For_ CONTINUED TO FILE NUMBER Receive and fife the staff report approving Conditional Use Permit No. 2019 -003 as conditioned. At its regular meeting on March 28, 2016 a vote of 8:0 (Gartner absent), the Planning Commission adopted a resolution approving Conditional Use Permit No. 2019 -03 as conditioned to allow a food commissary and food truck terminal at 2419 South Broadway located in the Light Industrial (M -1) zoning district, The Planning Commission made no changes to the recommendation outlined In the attached staff report (Exhibit A). Arafat Abdelkarim, representing the OC Food Truck Company, Is requesting approval of a conditional use permit to allow a food commissary and truck terminal at 2419 South Broadway. The site is approximately .12 acres and is located mid-block on South Broadway between West Warner Avenue to the north and West Central Avenue to the south and is developed with a 4,000 - square -foot industrial building. The remaining 25,000 - square -foot yard will be enclosed by an eight-foot-high perimeter block wall and will be utilized for food vending trucks to park. The existing industrial building will function as a food commissary and prep area, as well as a cleaning area for cooking equipment. Truck commissaries are regulated by the Orange County Department of Health Services which requires a hygienic location for the mobile vending trucks. Since the original date of construction in 1980, the site has been occupied by food vending businesses, however, the site remained vacant for a period of 12 months, and a new conditional use permit is required before the truck terminal can operate. Full -sized site plans are available for public viewing In the Clerk of the Council Office. 31A-1 Commissary & Food Truck Terminal 2419 South Broadway STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 Objective #2 (create new opportunities for business/job growth development through new General flan and Zoning Ordinance policies). FISCAL IMPACT There is no fiscal impact associated with this action. H scan Haghani, AICP sib Executive Director Planning & Building Agency IO:rb IQ; lorozoolplanning commlaalon1241 g 8 8roadwaylCUP.2019•Qa.00 Food Track Cammlasary.co Exhibit: A. Planning Commission Staff Report 31A-2 Economic Development„ and encourage private 1 FOR PI �. MARCH 28, 2016 TITLE: PUBLIC HEARING - FILED BY ARAFAT ABDELKARIM FOR CONDITIONAL USE PERMIT NO. 2016 -03 TO ALLOW A FOOD COMMISSARY AND FOOD TRUCK TERMINAL AT 2419 SOUTH BROADWAY (STRATEGIC PLAN NO. 3,2) Prepared by Ivan Orozco Ex� ut� "rector APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED ❑ Applicant's Request ❑ Staff Recommendation CONTINUED TO Planning Manager Adopt a resolution approving Conditional Use Permit No. 2016 -03 as conditioned. Request of Applicant Arafat Abdelkarim, representing The OC Food Truck Company, is requesting approval of conditional use permit to allow a food commissary and food truck terminal at 2419 South Broadway. Freight, bus and truck terminals require approval of a conditional use permit pursuant to Section 41- 472.5(i) of the Santa Ana Municipal Code (SAMC). Project Location and Site Description The project site is located mid -block on South Broadway between West Warner Avenue to the north and West Central Avenue to the south and is developed with a 4,000- square -foot industrial building; the remaining 25,000 - square -foot yard will be enclosed by an eight foot high perimeter block wall. The site is approximately 0.84 acres in size and is zoned Light Industrial (M -1) which is consistent with the General Plan designation of Industrial (IND) for the area. The site is surrounded on all sides by industrial uses such as manufacturing and warehouses. Uses such as food commissary and truck terminals are consistent with this General Plan land use designation as truck terminals are a conditionally permitted use in the M1 Zone (Exhibits 1, 2 and 3). Project Description The OC Food Truck Company is proposing a full service catering truck terminal with commissary amenities located within an existing industrial building. The company will provide the necessary areas for food trucks parking, and for the trucks to be washed and restocked daily. The existing industrial building will function as a food commissary and prep area, as well as a cleaning area for cooking equipment. Truck commissaries are regulated by the Orange County Department of Health Services which requires a hygienic location for the mobile vending trucks. EXHIBIT A 31A-3 - Conditional Use Permit No. 2016 -03 March 28, 2016 Page 2 The OC Food Truck Company is also proposing 24 -hour surveillance for the site, since the facility will be accessed by vendors 24 hours a day. Electrical and water hook -ups will be provided in the parking area to supply the necessary utilities in order to keep the refrigeration units operating while the vehicles are parked, and to fill up the water reservoir tanks that are used on the trucks. A new trash enclosure will also be constructed to meet the City specifications for the proposed use. Lighting will be added throughout the site and the building to comply with the Police Department requirements as per the building security ordinance. The parking area is well maintained and will require minor improvements such as restriping. The project proposes to park approximately 43 commercial food vending trucks. Employees will use the spaces vacated by the food trucks for parking during the operating hours. No vehicle repair is proposed on -site (Exhibits 4 and 5). Proiect Background The site was developed in 1986 with the construction of a 4,000 - square -foot industrial warehouse building. Shortly after the construction of the building, a business license was issued to allow a catering truck facility. Over the years, the site has changed ownership but the use has remained consistent. The latest food vending businesses to occupy the site were the Southern California Association of Independent Catering established in 1987 and Independent Dairy Drivers LLC, in 2004. Finally, Abel's Towing occupied the site in 2007, as an impound yard and remained there for several years. In late 2014, the property was acquired by Mr. Arafat Abdelkarim who is proposing to operate the OC Food Truck Company. To provide essential amenities for a catering truck facility, the site constructed a truck wash catch basin and sand /grease interceptor were installed to service the prior food vending businesses. Since the truck terminal use was stopped for a period of 12 months, a new conditional use permit will be required. Pro, i Analysis Food truck establishments have been permitted as truck terminals. Currently there are four sites in the City that serve as commissaries for produce and truck terminals. After careful review of the application, the Planning Division determined that these commercial vehicles are similar in nature to the vehicles stored at freight, bus, or truck terminals, which allow for the storage and dispatch of larger scale commercial vehicles with a conditional use permit in the Light Industrial zone. Furthermore, the proposed site has been used as a truck terminal and has the infrastructure necessary for this type of operation. The existing building will perform as a food commissary which is a key part of the daily operations for food truck vending. As part of the development review portion of the project, staff worked with the applicant to identify improvements required in tandem with the proposed commissary and truck terminal facility. Most of the improvements are minor and include lighting and security measures. Furthermore, the two existing individual parcels are required to be merged into one single parcel. 31A-4 Conditional Use Permit No. 2016 -03 March 28, 2016 Page 3 Conditional use permits are governed by Section 41 -638 of the SAMC. Conditional use permits may be granted when it can be shown that the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community; that the proposed use will not be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity; that the proposed use will not adversely affect the economic stability or future economic development of properties surrounding the area; that the proposed use will comply with the regulations specified in Chapter 41 for such use; and, that the proposed use will not adversely affect the General Plan. If these findings can be made, then it is appropriate to grant the conditional use permit. Conversely, the inability to make these findings would result in a denial. 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 conditional use permit request, staff believes that the following findings of fact warrant approval of the conditional use permit. The Planning Division has reviewed the application and proposal and has determined that because of the nature of operations, it is similar in nature to the operations of a freight, bus and truck terminal. The proposed food commissary and food truck terminal at its proposed location would require approval of a conditional use permit, along with approval from the Orange County Department of Health Services, The Light Industrial Zone provides operational standards for all uses with the zoning designation as an enforcement measure to keep businesses in compliance with City standands. Further, the project is consistent with the goals and objectives of the General Plan that safeguard residents and workers in the area while encouraging land uses that accommodate the City's needs for services. The project site is not located within an established neighborhood association. The project site was posted with a notice advertising this public hearing, a notice was published in the Grange County Reporter and notices were sent to all property owners and occupants within 500 feet of the project site_ At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public. This project was reviewed in accordance with the Guidelines for the California Environmental Quality Act. The project is exempt from further review pursuant to Section 15301. This Class 1 exemption allows for the operation, repair, maintenance, or minor alteration of existing public or private structures and facilities, involving negligible or no expansion of the use beyond that existing at the time of the lead agency's determination. 31A-5 Conditional Use Permit No. 2016 -03 March 28, 2016 Page 4 The food commissary is an existing facility, requiring minor interior and exterior alterations such as plumbing and electrical improvements with no proposed building expansion. It has been found by the City's development review agencies to not create any adverse impacts such as noise, traffic, or safety concerns. The food commissary and truck terminal is proposed to be located on a site that is not designated by the federal, state or local agencies to be an environmental resource of hazardous or critical concern. The cumulative impact of this project will not be significant as the use will be complimentary with the nearby industrial uses in the area. There is no reasonable possibility that the project will have a significant effect on the environment due to the facility having the necessary infrastructure to operate the proposed use. The project is not located within a highway officially designated as a state scenic highway and will not result in damage to scenic resources. The project is not located on a site which is included on any list compiled pursuant to Section 65962.5 of the Government Code. Lastly, the project is not proposed on a site that is considered a historical resource or that is listed in the Santa Ana Register of Historic Properties. As a result, Categorical Exemption Environmental Review No. 2015 -12 will be filed for this project. Strategic Plan Alignment The project is consistent and supports the City's efforts to meet Goal No. 3 Economic Development, Objective No. 2 by creating new opportunities for business /job growth and encouraging private development through new General Plan and Zoning Ordinance policies. Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Condition Use Permit No. 2016 -03 as conditioned. Assistant Planner I IO:jm 10: lorozcolplanning commission \2419 S Broadway =P 2016 -03 OC Food Truck Commissary.po Attachments: Exhibit 1 — Vicinity Map Exhibit 2 —Location Map Exhibit 3 — Site Photo Exhibit 4 — Site Plan Exhibit 5 — Floor Plan 31A-6 RI 121 RD sn� a�� sr Ri Rl r RI t RI RI M RI i t III it RI a ft1 RI t El C2 1- 81 1:0 C2 MI ml C2 i —RI It III Rl RI RI III r!'7R. —i % ml ii MI TE Mt C2 C2 f- RI III III RI III L Mt Ri 125- cz ml C5 II c 0 It RI CR IT= ---ii -A II HI Ri Lt ------- I-- II cl At CENERALAGRWLTURALf CR COMMIJUALSMODNIIAL m SNGLEFAMILYRESDENIX -B PAWNGIACEIMA110N PC CKAEMMENTCRM m TNDFAMIMESEENCE C-gVl (DOMMERCIALM"IMAIN ml UUMNOUSIRIAL FE MuLnREDEP191YMIJORE C7 MMMUNPI-YOOMMEMAL M2 PEAVYINDUSMAL FAMILYPESDUCE C� MD C0MM.()0WMAUMUD3JvIDlSrRCT mo MUTAWOPEPATIOMS III SMIRFANAFARMTS C2 MEFALCOMMEFIDAL 0 OPEN .AkCE PE FMOROALESTATE C3 WILPALaJONEM p PRORERWL a) SAMECDEVROPMENT C&A CENTRAL BUSNESSARTISTMI-LADE PCD PLANNED 0CMMUNITY D&E.GPMENT SP SFEDI'D]FLAN C4 PLANNEDEHOPPINGMIPIR KID PLANNED C5 ARTERIALCOMMEMAL CUP 2016-3-OTH OC FOOD TRUCK CO. COMMISSARY 2419 SOUTH BROADWAY 500 FEU 1000 FEET L -_A N N -IN G- -AN D 8 iU I L D I N G A G E N C Y MUT I 31A-7 SCHOOL WARNER AVENUE OFFICE COMMERCIAL `z w w w w � h tY v V H vi V w O V Q J [} d d Z � 0 m w S m V m - 4 _ V m EXISTING LANG USE MAP EXHIBIT 2 31A-8 CUP 2016 -3 -0TH OC FOOD TRUCK CO. COMMISSARY r, 2419 SOUTH BROADWAY P L A N N I N G A N D B U I L D I N G A G E -NC Y V F- V ¢ u_ L V w C C w w, CL V � 2 � [c O V H u_ Z CUP 2016 -3 -0TH OC FOOD TRUCK CO. COMMISSARY r, 2419 SOUTH BROADWAY P L A N N I N G A N D B U I L D I N G A G E -NC Y RMO � � - w� \/� � \ \ \ \ \ � .= « \ \ _ � < . � I � � - w� \/� C� 2 \ \ .= « © \ 2. ^\ «� \ \ ©\ §\ \ EXHIBIT 21A.10 ..\ .. r _ i ,r Ci eP i i�i r 8 ir� ii{ 1 � }C i ii fi I I UF ! �i 7{ •„ it v� ,. 31A-1 1 f. PY141 kIT r LS 3.28.16 RESOLUTION NO. 2016 -XX A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2016 -03, AS CONDITIONED, TO ALLOW A FOOD COMMISSARY AND FOOD TRUCK 'TERMINAL LOCATED AT 2419 SOUTH BROADWAY BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1, The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting approval of Conditional Use Permit No. 2016 -03 to allow a food commissary and truck terminal located at 2419 South Broadway. B. Santa Ana Municipal Code Section 41- 472.5(i) requires a conditional use permit for a freight, bus, and truck terminal. C. On March 28, 2016, the Planning Commission held a duly noticed public hearing on Conditional Use Permit No. 2016 -03. D. The Planning Commission determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code (SAMC) Section 4.1 -638, have been established for Conditional Use Permit No. 2016 -03 to allow for a food commissary and truck terminal: 1. Will the proposed use provide a service or facility which will contribute to the general well being of the neighborhood or the community? The project will provide a full service facility necessary for mobile food vendors to operate in the City of Santa Ana. This terminal will facilitate the organization, dispatch and regulatory operations for food trucks that require frequent inspections by the Department of Health Services. The facility will provide a location to securely park, restock and clean the vehicles, decreasing the number of likely food trucks parking on residential streets. 2. Will the proposed use under the circumstances of the particular case be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity? Resolution No. 2016 -xx Page 1 of 7 31A -12 The proposed facility is located within the Light Industrial (M1) zone and is consistent with the adjacent uses. The use is similar in nature to freight, bus, truck terminals and therefore will require approval of a conditional use permit, which is allowed in the Light Industrial zone. The site will provide the necessary amenities to food trucks to assure that vendors can provide quality service that will not jeopardize the health, safety and general welfare of the public. This will provide the appropriate water source that vendors need to prepare their food and ensure that cooking equipment is kept clean. 3. Will the proposed use adversely affect the present economic stability or future economic development of properties surrounding the area? The proposed facility will not adversely affect the economic stability or economic development of the surrounding area. The use is appropriate in an industrial zone and will provide employment through the food commissary and the food truck operations. Traditionally, food truck vendors purchase supplies through commissary buildings, and additional goods from local providers (meats, beverages, vegetables and cleaning supplies). City and State agencies will receive taxes and fees from the proposed use since each truck will require a City business license and Health Department license in order to operate. Will the proposed use comply with the regulations and conditions specified in Chapter 41 for such use? The Planning Division has reviewed the application and made the determination that the proposed use is similar in nature to a freight, bus and truck terminal which allows the storage and dispatch of large commercial vehicles in the Light Industrial (M1) zone with a conditional use permit. The property has been occupied with similar uses in the past and therefore provides the infrastructure to operate a food truck terminal. The proposed use will meet all the City and State Health Department regulations; furthermore, once operational, the commissary and site will be regularly inspected to guarantee all operational standards are followed. 5. Will the proposed use adversely affect the General Plan or any specific plan of the City? The project has been reviewed a determination has been commissary and truck terminal General Plan. The proposed 31A -13 by the Planning Division and made that the proposed will not adversely affect the use is compatible with the Resolution No. 2016 -xx Page 2 of 7 adjacent industrial uses in the area and is consistent with the goals and objectives of the Land Use Element. Goal 2 promotes land uses to enhance the economic and fiscal viability. In addition, Goals 3 and 5 require preservation of neighborhood character and integrity as well as mitigation of developments' impacts. The proposed food truck terminal and commissary will be located in an area compatible in nature to the uses surrounding the property. The site has already provided a location for similar uses, with infrastructure already in place to provide the essential amenities for the use. Further, Policy 2.6 encourages the creation of new employment opportunities in developments which are compatible with surrounding land uses. The proposed use will create additional employment opportunities inside the commissary building and food truck vendors, and will provide additional food options to residents and visitors to the City. E. In accordance with the California Environmental Quality Act (CEQA) the recommended action is exempt from further review per Section 15301. Class 1 exemption allows for the operation, repair, maintenance, or minor alteration of existing public or private structures and facilities, involving negligible or no expansion of the use beyond that existing at the time the lead agency's determination. The food commissary is an existing facility, requiring minor interior and exterior alterations such as plumbing and electrical improvements with no proposed building expansion. It has been found by the City's development review agencies to not create any adverse impacts such as noise, traffic, or safety concerns. The food commissary and truck terminal is proposed to be located on a site that is not designated by the federal, state or local agencies to be an environmental resource of hazardous or critical concern. The cumulative impact of this project will not be significant as the use will be complementary to the nearby industrial uses in the area. There is no reasonable possibility that the project will have a significant effect on the environment due to the facility having the necessary infrastructure to operate the proposed use. The project is not located within a highway officially designated as a state scenic highway and will not result in damage to scenic resources. The project is not located on a site which is included on any list compiled pursuant to Section 65562.5 of the Government Code. Lastly, the project is not proposed on a site that is considered a historical resource or that is listed in the Santa Ana Register of Historic Properties. As a result, Categorical Exemption Environmental Review No. 2015 -12 will be filed for this project. Resolution No. 2016 -xx Page 3 of 7 31A -14 Section 2. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the negligence of the City of Santa Ana. Section 3. The Planning Commission of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No. 2016 -03, subject to the conditions outlined in Exhibit A. This decision is based upon the evidence submitted at the abovesaid hearing, which includes, but is not limited to: the Request for Planning Commission Action dated March 28, 2016, and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. ADOPTED this 28th day of March, 2016, by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney James Gartner Chairman 31A-15 Resolution No, 2016 -xx Page 4 of 7 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -XX to be the original resolution adopted by the Planning Commission of the City of Santa Ana on March 28, 2016. Date: Acting Recording Secretary City of Santa Ana 31A -16 Resolution No. 2016 -xx Page 5 of 7 Conditions for Approval for Conditional Use Permit No. 2016.03 Conditional Use Permit No. 2016 -03 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this conditional use permit. The applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the conditional use permit. 1. The applicant must comply with all conditions and requirements of the Development Review Committee for the development project (DP No. 2015 -05). 2. Any amendment to this conditional use permit must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the conditional use permit must be amended. 3. No vehicle repair is permitted at this facility 4. No barbed wire shall be allowed or used at this facility 5. The site shall be maintained litter free and kept in a clean and safe condition. The boxes shall be broken down flat before they are put in the trash containers. All trash containers shall be emptied on a regular basis so that the site remains litter free and trash does not accumulate and overflow from the bins. 6. The sizes of the trucks parked at the facility are limited in size to those that fit in the designated parking spaces shown on the approved site plan. Trucks are not permitted to be parked in designated drive aisles or fire lanes. All graffiti shall be removed within 24 hours. Prior to issuance of a Certificate of Occupancy, all trash enclosures shall be equipped with locking covers or lids, Resolution No. 2016 -xx Page 6 of 7 31A -17 9. To the extent permitted by the Santa Ana Municipal Code, all vending vehicles parked at the facility must first obtain a valid Santa Ana City Business License and /or other necessary permits or licenses which shall be posted on the vehicle. Resolution No. 2016 -xx Page 7 of 7 31A -18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 18, 2016 TiTLE: CONDITIONAL USE PERMIT NO, 2016 -04 TO ALLOW A TYPE 74 ALCOHOL BEVERAGE CONTROL LICENSE AT THE BLINKING OWL DISTILLERY LOCATED AT 802 EAST WASHINGTON AVENUE — BRIAN CHRISTENSON, APPLICANT {STRATEGIC PLAN NOS. 3, 2,4) CITY MANP ER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1B1 Reading ❑ Ordinance on Z' Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the staff report approving Conditional Use Permit No. 2016 -04 as conditioned. PLANNING COMMISSION ACTION At its regular meeting on March 28, 2016 by a vote of 6,0 (Gartner absent), the Planning Commission adopted a resolution approving Conditional Use Permit No. 2016 -04 as conditioned which approved a Type 74 Alcoholic Beverage Control (ABC) license to allow educational tours, limited tastings, and limited direct sales at Blinking Owl craft distillery at 802 East Washington located in the Transit Zoning Code /Urban Neighborhood 2 (SD- 64/UN -2) zoning district, The Planning Commission modified a condition to require patrons attending special events to park at the Santa Ana Regional Transportation Center (SARTC) unless parking availabilities were limited, In which case a private valet/shuttle service would be required. The Planning Commission also added a condition to require an update from staff after one (1) year to discuss any operational impacts associated with the project, The conditions of approval are outlined in the attached staff report (Exhibit A). s Blinking Owl is requesting approval of a CUP to allow a Type 74 ABC license to allow educational tours, limited tastings, and limited direct sales of bottled distilled spirits to consumers. Pursuant to Section 41 -2007 of the SAMC, establishments offering alcoholic beverage sales or consumption require approval of a CUP; however, the use of the property as a manufacturing facility is permitted by right. The tenant is currently undergoing tenant improvements to establish a new craft distillery at the subject property. Full -sized site plans are available for public viewing in the Clerk of the Coun�i Office. 31 B -1 s . 1- April „ t Page I1�171T [!I►►fIr7f3111:��7ii.LiY� ►i�1� W r 11HATT9GIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 Economic Development, Objectives #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies) and #4 (continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, shopping, dining, and entertainment destination). FISCAL IMPACT There Is no fiscal impact associated with this action. Hassan Haghani, AICP Executive Director Planning & Building Agency AP :rb apNaportAlItaft liaporla 1br 0MCUP1Q -4 Blinking Owl Type 74 AN= Exhibit A, Planning Commission Staff Report 31 B -2 REQUEST FOR Planning Commission Action PLANNING COMMISSION DATE MARCH 28, 2016 TITLE. PUBLIC HEARING — FILED BY BRIAN CHRISTIANSON FOR CONDITIONAL USE PERMIT NO, 2016 -04 TO ALLOW A TYPE 74 ALCOHOL BEVERAGE CONTROL LICENSE AT THE BLINKING OWL DISTILLERY LOCATED AT 802 EAST WASHINGTON AVENUE (STRATEGIC PLAN NOS. 3,2; 3,4) Prepared by Ali Pezeshkpour PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended D Set Public Hearing For DENIED • Applicant's Request • Staff Recommendation CONTINUED TO cu e Director e-- K Planning Mangy er RECOMMENDER ACTIONS Adopt a resolution approving Conditional Use Permit No. 2016 -04 as conditioned. Request of Applicant Brian Christianson, representing Jakosky Properties, Inc., is requesting approval of a conditional use permit (CUP) for a Type 74 Alcoholic Beverage Control (ABC) license to allow educational tours, limited tastings, and limited direct sales at Blinking Owl craft distillery, located at 802 East Washington Avenue. Establishments In the Transit Zoning Code that sell alcoholic beverages require approval of a CUP pursuant to Section 41 -2007 of the Santa Ana Municipal Code (SAMC). Proiect Location and Site Description Blinking Owl is currently in the process of pursuing tenant improvements to occupy a 5,596- square foot manufacturing space at the southeast corner of Washington Avenue and Santiago Street. The total square footage of all structures on site is approximately 20,038 square feet and the entire property is approximately 1.06 acres. The General Plan land use designation for the site is Urban Neighborhood (UN). The Urban Neighborhood land use designation applies to primarily residential areas with pedestrian oriented commercial uses, schools and small parks. The parcel is located within the Transit Zoning Code (SD -84) zoning district in the Urban Neighborhood 2 (UN -2) land use sub -zone. The property is also located in the Heavy Industrial overlay zone within SD -84 (OZ M -2), which allows properties presently used for industrial purposes to continue industrial land uses. The Heavy Industrial overlay designation allows manufacturing uses by right, making Blinking Owl craft distillery's manufacturing land use consistent with the zoning designation. Surrounding land uses include utility and commercial uses to the north, commercial and industrial uses to the east, industrial uses to the south, and commercial and industrial uses to the west across Santiago Street (Exhibits 1, 2 and 3). EXHIBIT A 31 B -3 CUP No. 2016 -04 March 28, 2016 Page 2 Proiect Description Blinking Owl is requesting approval of a CUP to allow a Type 74 ABC license to allow educational tours, limited tastings, and limited direct sales of bottled distilled spirits to consumers. Pursuant to Section 41 -2007 of the SAMC, establishments offering alcoholic beverage sales or consumption require approval of a CUP; however, the use of the property as a manufacturing facility is permitted by right. The tenant is currently undergoing tenant improvements to establish a new craft distillery at the subject property. The distillery will occupy a 5,596- square foot portion of a multi -unit industrial building. The tenant space will contain a manufacturing area with distillery equipment, offices, and an area for public tours and service with an alcohol service area and moveable furniture. The tenant space has been designed to comply with State Department of Alcoholic Beverage Control standards for establishments that produce distilled spirits and offer tours, tastings, and sales to the public (Exhibits 4 and 5). The proposed hours of operation for the tasting room and tours that are open to the public are Friday from 3:00 p.m. to 6:30 p.m., Saturday from 11:00 a.m. to 6:00 p.m., and Sunday from 12:00 p.m. (noon) to 4 :00 p.m. Tours and tastings are to be scheduled by appointment only on Monday through Thursday. Proiect Backgraund In October 2015, Governor Brown approved Assembly Bill No. 1295 and signed into law the Craft Distillers Act of 2015. The Act resulted in the new Type 74 ABC license to allow production, limited tastings, tours, and limited sales to consumers of distilled spirits. The Type 74 ABC license responds to a rapidly- emerging industry of craft distillers throughout the United States. In California, 50 facilities currently manufacture distilled spirits; the Type 74 ABC license would allow these facilities to open to the public. The applicant filed a CUP application in January 2016 to allow a Type 74 ABC license at the subject location. If approved, Blinking Owl would be the first "grain to glass" distillery in Santa Ana and Orange County. To minimize any impacts to the residential uses in the vicinity, all operations, including tours and tastings, will be conducted within the building. State regulations for the Type 74 ABC license limit the amount of production and sales at craft distilleries. The license allows the production of up to 100,000 gallons of distilled spirits per fiscal year (excluding brandy). Facilities can package, export, and sell only their own products to primarily wholesalers and other manufacturers but not directly to retailers, with the exception of limited sales to consumers at each site. Craft distillers may sell up to 2.25 liters of their own pre - packaged product in conjunction with instructional tastings or tours that occur on the premises. The license also allows on -site tastings of the facility's own craft limited to a 1.5 -ounce pour per person daily. 31 B -4 CUP No. 2016 -04 March 28, 2016 Page 3 Project Analvsis Conditional use permit requests are governed by Section 41 -638 of the SAMC. Section 41 -2007 requires a CUP for establishments in the Transit Zoning Code (SD -84) selling alcohol for on -site or off -site consumption. Staff has prepared the following analysis, which in turn forms the basis for the recommendation contained in this report. In analyzing this conditional use pen-nit request, staff believes that the following findings of fact warrant approval of the CUP. The educational tours, tastings, and sale of alcoholic beverages to customers are intended to provide a service ancillary to the primary manufacturing use. Manufacturing operations on the premises are proposed from 7:00 a.m. to 7:00 p.m„ making the limited tastings and tours ancillary to the manufacturing use. This will thereby benefit the community by providing a unique manufacturing use with an additional and complementary amenity that is open to the public. The granting of the CUP will allow the distillery to compete with other craft distillers in Santa Ana and Orange County that may also offer similar services to the public, allowing Blinking Owl, a local small business, to remain economically viable. The proposed license will contribute to the evolving mixed -use neighborhood in which it is located, which has welcomed new commercial and industrial tenants in recent months. Moreover, all tours, tastings, and sales to consumers will take place inside the manufacturing facility's building, helping to reduce potential impacts to the surrounding neighborhood. The proposed license will not adversely affect the General Plan. The granting of this CUP supports several policies contained in the General Plan. These include policies supporting: the provision of a diverse range of goods and services, creating a safe and attractive business environment, and encouraging development that is compatible with nearby land uses. Finally, the proposed conditions of approval will mitigate potential impacts from the Type 74 ABC license. Police Department Analysis The Police Department reviews conditional use permit applications for the sale and service of alcoholic beverages in order to ensure that the potential crime and nuisance behaviors associated with alcohol consumption are mitigated to the greatest extent possible. For on -sale licenses, the Police Department analyzes the crime rate in the area using the standards and definitions contained in the Business and Professions Code Section 23948.4(c)(2), which also are utilized by the State Department of Alcoholic Beverage Control (ABC). This section defines "reported crimes" as criminal homicide, forcible rape, robbery, aggravated assault, burglary, larceny theft, and motor vehicle theft, combined with all arrests for other crimes, both felonies and misdemeanors, except traffic citations. The Police Department then compares the number of such crimes in the reporting district as compared to the number of crimes in other reporting districts. In keeping with the standard used by State ABC and Business and Professions Code, should the Police Department determine that 31 B -5 CUP No. 2016 -04 March 28, 2016 Page 4 the reporting district has a 20 percent greater number of reported crimes than the average number found in all reporting districts, the Police Department will consider this information in making its recommendation. The project at 802 East Washington Avenue is located in Reporting District No. 205. This reporting district is not 20 percent higher than the average number of reported crimes in all reporting districts. In addition, the Police Department contends that the proposed conditions of approval will mitigate any potential negative impacts to the surrounding community. As a result, the Police Department is supportive of the applicant's request. Public Notification On February 4, 2016, the applicant held a community meeting at the Santa Ana Regional Transportation Center where he presented information about the project to the community. In addition, staff from the Planning and Neighborhood Initiatives Divisions attended and, together with the applicant, answered questions related to planning processes and the subject development. Community members also shared neighborhood -level concerns about potential impacts of the facility, as well as neighborhood -level concerns about parking, traffic, vandalism, pollution, area transients, and pedestrian safety. The project is located within the boundaries of the Logan Neighborhood Association. Staff contacted the president of the Logan and nearby French Park and Lacy neighborhood associations to ensure that they were notified of this project and to identify any areas of concern. The project site was also posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter, and mailed notices were sent to all property owners and tenants within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received after the community meeting. CEQA Compliance In accordance with the California Environmental Quality Act (CEQA) the recommended action is exempt from CEQA per Section 15061(b)(3). This exemption applies to projects where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. The project proposes to allow onsite tours, limited tastings, and limited direct sales to consumers within an existing structure. No expansion of square footage or interior reconfigurations of square footages are proposed as part of the project. Strategic Plan Alissnment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objectives No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies) and No. 4 (continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, shopping, dining, and entertainment destination). RIUM CUP No. 2016 -04 March 28, 2016 Page 5 Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Conditional Use Permit No. 2016 -04 as conditioned. Ali Pezeshkpour, AICP Associate Planner AP:jm apVeports \Staff Reports for PC\CUP'16 -4 Blinking Owl Type 74 ABC.pc Attachments: Exhibit 1 —Vicinity Map Exhibit 2 — Location Map Exhibit 3 — Site Photo Exhibit 4 — Site Plan Exhibit 5 — Floor Plan 31 B -7 SEVENTEENTH ST X 0 cS ci RI Ri Mt A'$S RI ti c C2 M2 E L ED LID! 5F-3 ni '0 Ll 113 sp-3 4 TV p sp.3 TV TV F ,Ni GCD 9 UNQ M., tic uc. -'UC, Fu, tD ,J,a M2 U 2 a UNZ UN2 DR) UN2 UN2 DT DT URRI L�.Nll UN2 MUNI' CD uc CDR =CD'I-- VC" RE E� J. 9-1 L -i r-----i r FIRST ST. Al ONSIALAMWLTURALt cri MMMEROALREDOMAL RI %GJ�FAMILYFTSOHGAL �a RAWNGMCIORICAMON G, GOVO•NMWTCelflS �2 TAOFANIll.YfaDENCE GSA OWMERCIALSOUTHMAIN mi GYMNDMRAL SO MuLlIRCOENSTYMULTIPLE Cl COMMUNWOOMMEMAL M2 HISAVYINOUSMAl. FAMID(REMME CI�MO COMM COMMFFOAUMU$UNI 01SITICT mo MIUTAWOKFAITONS 94 9JPA"NAMRTM84TS C2 GEMERALCOMMETUAL 0 Op5qS510E POIDDRALETATE 0 CeVRALBUSNES p PROFEMNAL 97 SrmrlcnFvELoflmff4T aA CSlTRA-Mj9Ne35ARlISTMLLAM FM BANNED COMMUNITY DEVELOrMW 9DWFICPLAN C4 PLANNED&IONINGMIDER PFU PLANNFD FEDMFRALOEMOM1C-NT C5 ARTERALCOMMERCIAL CUP 2016-04 BLINKING OWLTYPE 74 ABC 802 EAST WASHINGTON AVENUE =son RM7 I" =1000 FEET P L A N N I N G A N 0 B U I L D I N G A G E N C Y EXHIBIT I .,a 116ta-lop J J _q COMM RCIAL z w wo z V1 WASHINGTON AVENUE C.OMM, o a Zp c S. ,R PROJECT s 'SITE no 1p INDUSTRIAL ~ PC y w J w uj fps S. F. R. v o INDUSTRIAL ? - G w Ln 9 2pG 4 INDUST. G U tr n OPEN i SPACE vr, CUP 2016 -04 BLINKING OWLTYPE 74 ABC t\ 802 EAST WASHINGTON AVENUE s';N P L A N N I N G A N D 8 V I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 31 B -9 CUP 2016 -04 BLINKING OWL DISTILLERY 802 EAST WASHINGTON AVENUE SITE PHOTO A92i b MU I VINUQAIIVI I VNV VINVS I aAV NOIONIHSVM 3 Uv U AMMUSIa HMO ONDIN119 1 -PORM M 1 sum I Ho In 1h a gnaw 1 I NOW THM led W H U 1 qu q an Pun Rg 110 HIM W1 1 1 IL , 11 E 009 HM ju U! P 1 sh a 1, U No 11; in lop up Ekq M HIM M It 1 11 N NO' Hit, W W I WIN 10 Us; U I a v IM! NORM; ---- ---- -- Y - - --- ._. - -- lip (ES EXHIBIT 4 I U-CCII LOLZO I VINVOdIIVO I VNV VINVS I 3AV NOIONIHSVM 3 UO II AHMUSIO IMO 9NDIN119 wilyM H - i 7 31 EM05 yr 7 ZHU 991 IT K�T"T OR ow F-71 rM CT jFr� FU:JFP Q, ISO I ME AK Big n, Ji al 31 EM05 yr LS 3.28.16 RESOLUTION NO.2016 -XX A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2016 -04 AS CONDITIONED TO ALLOW A TYPE 74 ALCOHOL BEVERAGE CONTROL LICENSE FOR THE PROPERTY LOCATED AT 802 EAST WASHINGTON AVENUE BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting approval of Conditional Use Permit No. 2016 -04 to allow a Type 74 Alcoholic Beverage Control (ABC) license at the property located at 802 East Washington Avenue. B. Santa Aria Municipal Code Section 41 -196 requires approval of a conditional use permit for establishments wishing to sell alcohol for on- or off - premise consumption. C. On March 28, 2016, the Planning Commission held a duly noticed public hearing on Conditional Use Permit No. 2016 -04. D. The Planning Commission of the City of Santa Ana determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code (SAMC) Section 41 -638, have been established for Conditional Use Permit No. 2016 -04 to allow a Type 74 ABC license: 1. That the proposed use wilt provide a service or facility which will contribute to the general well being of the neighborhood or community. The proposed Type 74 ABC license will provide an ancillary service to the manufacturing facility by allowing the facility to offer tours, limited tastings, and limited sales to consumers. This will thereby benefit the community by providing a unique manufacturing operation with an additional and complementary public service. Standards and conditions are applicable to the alcoholic beverage control license which will mitigate any potential impacts created by the use and ensure that the use will not negatively affect the surrounding community. Resolution No. 2016 -xx 31 B -13 Page 1 of 7 2. That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. The proposed Type 74 ABC license will not be detrimental to persons residing or working in the vicinity because conditions of approval to the alcoholic beverage control license will mitigate any potential negative or adverse impacts created by the use. This is primarily a manufacturing use and the addition of alcohol sales and tastings to the public will be ancillary to the main use as a craft distillery. In addition, the use will occur within the premises, mitigating any potential impacts to the surrounding neighborhood. Finally, the sale of alcohol at the facility is intended to be incidental to the primary use as a manufacturing operation. 3. That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. The proposed use will not adversely affect the economic stability of the area, but will instead allow the manufacturing facility to compete with other nearby craft distilleries in Orange County that also offer tours, limited tastings, and limited sales to their guests and other visitors. Moreover, the offering of alcoholic beverages will allow the operator to remain economically viable and contributes to the overall success of the Transit Zoning Code area, helping to decrease the number of vacant spaces that may affect the economic viability of the area. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The proposed project will be in compliance with all applicable regulations and conditions Imposed on a manufacturing facility selling alcohol pursuant to Chapter 41 of the Santa Ana Municipal Code. The facility will be maintained as a manufacturing operation, having all necessary equipment to operate primarily as a craft distillery, and producing spirits as a manufacturing operation with ancillary alcohol service that is open to the public. 5. That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. Resolution No. 2018 -xx 31B-14 Page 2 of 7 The proposed use will not adversely affect the General Plan. The granting of this conditional use permit supports several policies contained in the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. Providing a variety of unique manufacturing facilities, including a craft distillery, meets the City's needs for goods and services for residents and visitors. Furthermore, Policy 2.8 of the Land Use Element promotes the rehabilitation of commercial properties, and encourages increased levels of capital investment. The operator's tenancy contributes to the maintenance and viability of the repurposed industrial building in which it is located. Further, Policy 2.9 of the Land Use Element supports developments that create a business environment that is safe and attractive. Conditions of approval for the proposed Type 74 ABC license will maintain a safe and attractive environment in the neighborhood. Finally, Policy 5.5 of the Land Use Element encourages development that is compatible with and supporting of surrounding land uses. The facility will be located in a mixed industrial, commercial, and residential area and its operations will be compatible with the surrounding industrial and commercial businesses and will minimize impacts to residential properties in the vicinity. E. In accordance with the California Environmental Quality Act (CEQA) the recommended action is exempt from CEQA per Section 15061(b)(3). This exemption applies to projects where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. The project proposes to allow onsite tours, limited tastings, and limited direct sales to consumers within an existing manufacturing operation. No expansion of square footage or interior reconfigurations of square footages are proposed as part of the project. Section 2. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Section 3. The Planning Commission of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No. 2016 -04 as conditioned in Exhibit "A " attached hereto and incorporated herein for the project located at 802 East Washington Avenue. This decision is based upon the evidence submitted at the Resolution No. 201 G -xx 31 B -15 Page 3 of 7 abovesaid hearing, which includes, but is not limited to: the Request for Planning Commission Action dated March 28, 2016, and exhibits attached thereto; the Request for Planning Commission Action dated March 28, 2016, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. ADOPTED this 28" day of March, 2016. AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: James Gartner Chairperson APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on March 28, 2016. Date: _ Acting Recording Secretary City of Santa Ana Resolution No. 2016 -xx 31 B -16 Page 4 of 7 Conditions for Approval far Conditional Use Permit No. 2016.04 Conditional Use Permit No. 2016 -04 for a Type 74 Alcoholic Beverage Control license is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below P rior to exercising the rights conferred by this conditional use permit. The applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the conditional use permit. 1. The operator of the establishment shall submit to the Planning Division three (3) copies of a program /schedule one month before any special event at the premises for review by the Planning Division, Police Department, and Public Works Agency. Special events shall include, but not be limited to, a grand opening event, promotional events, weddings, ceremonies, celebrations, anniversaries, and similar occurrences that create the possibility of generating noise and parking impacts to the surrounding community beyond the normal impacts of the day -to -day operations at the manufacturing facility. The program /schedule must contain details on proposed or scheduled events, including the type of event, relevant groups /organizations, dates, hours and duration, expected attendance, and any other pertinent information. 2. The operator of the establishment shall provide a valet service and /or transportation service to all attendees of special events. If providing a valet or transportation service, it shall be the operator's responsibility to obtain all necessary approvals by City agencies prior to offering such service. 3. The sales, service, and consumption of alcoholic beverages shall be permitted only between the hours of 8:00 a.m. and 12:00 a.m. unless otherwise amended by the granting of a conditional use permit for after -hours operations pursuant to Santa Ana Municipal Code Chapter 41. 4. It shall be the applicant's responsibility to ensure that no alcoholic beverages are consumed on any property adjacent to the licensed premises under the control of the applicant, with the exception of any enclosed patio areas. 5. The applicant or an employee of the licensee must be present to monitor all areas of the facility during all times that alcoholic beverages are being served or consumed. Resolution No. 2010 -xx 31 B -1 7 Page 5 of 7 8. Queuing lines shall be managed in an orderly manner and all disruptive and /or intoxicated patrons shall be denied entry. The business owner, or his designee, shall be responsible for monitoring the queuing lines at all times. 7. The outdoor queuing line shall not block public walkways or obstruct the entry or exit doors of adjacent businesses. Stanchions or barriers must be used to maintain order at all times the queue exceeds 25 patrons. If located on public property those barriers must be approved by the Public Works Agency, 8. Employees and contract security personnel shall not consume any alcoholic beverages during their work shift, except for product sampling for purposes of employee education about new products, 9. There shall be no exterior advertising of any kind or type, including window signs or other signs visible from outside, that promote or indicate the availability of alcoholic beverages on the premises. Interior displays of alcoholic beverages or signs, which are clearly visible to the exterior, shall constitute a violation of this condition. Permissible window displays must be kept to a minimum for maximum visibility and shall not exceed 25 percent of window coverage. Floor displays shall not exceed three feet in height. 10. There shall be no promotions encouraging intoxication or drinking contests or advertisements indicating "buy one drink, get one free ", "two for the price of one ", or "all you can drink for..." or similar language. 11. Live Entertainment, including but not limited to, amplified music, karaoke, performers and dancing, is prohibited or shall be subject to the issuance of an entertainment permit pursuant to Santa Ana Municipal Code ( "SAMC) Chapter 11 — Entertainment, and shall comply with all of the standards contained therein. Notwithstanding this requirement, music /noise shall not be audible beyond 20 feet from the exterior of the premises in any direction. 12. Neither the applicant, nor any person or entity operating the premises with the permission of the applicant, shall violate the City's adult entertainment ordinance contained in SAMC Section 12 -1 and 12 -2. 13. The premises shall not be operated as an adult entertainment business as such term is defined in SAMC Section 41- 1701.8. 14. The applicant(s) shall be responsible for maintaining free of litter the area adjacent to the premises under the control of the licensee. 15. There shall be no public telephones located on the exterior of the premises. All interior pay phones must be designed to allow outgoing calls only. Resolution No. 2016 -xx 31 B -1 8 page 6 of 7 15. Any graffiti painted or marked upon the premises or on any adjacent area under the control of the licensee(s) shall be removed or painted within 24 hours of being applied. 17.The facility and required parking must conform to the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). These code conditions will require that the existing project lighting, door /window locking devices and addressing be upgraded to current code standards, Lighting standards cannot be located in required landscape planters. Prior to issuance of Letter of Approval to the Alcohol Beverage Control Board, this condition must be compiled with. 18. A timed - access cash controller or drop safe must be installed. 19. Install a silent armed robbery alarm. 20.The owner or manager of the licensed premises shall maintain on the premises a written security policy and procedures manual, that has been approved by the police department, addressing at a minimum the following items; handling obviously intoxicated persons; establishing a reasonable ratio of employees to patrons, based upon activity level, in order to monitor beverage sales and patron behavior; handling patrons involved in fighting, arguing or loitering about the building and in the immediate adjacent area that is owned, leased, rented or used under agreement by the Licensee(s); verifying age /checking identification of patrons; warning patrons of reaching their drinking limit/potential intoxication and refusing to serve; calling the police regarding observed or reported criminal activity and the management of queuing lines. Resolution No. 2018 -xx 31 B -19 Page 7 of 7 31 B -20 CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: CONDITIONAL USE PERMIT NO. 2016-06 AND VARIANCE NO. 2016-01 TO ALLOW CENTRAL BAPTIST CHURCH TO OCCUPY A SITE WITH A REDUCED FRONT YARD SETBACK AT 2323 NORTH GRAND AVENUE — DOUG ELY, APPLICANT (STRATEGIC PLAN NO. 3, 2) CITY MA>l AGER MINOR RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED 0 As Recommended [I As Amended 0 Ordinance on 1 " Reading 0 Ordinance on 2nd Reading © Implementing Resolution [] Set Public blearing For CONTINUED TO FILE NUMBER f C J i r i f f i s■ f} 6 i f Y . • i i f: 2nd Variance No. 2016-01 as conditioned, PLANNING COMMISSION ACTION At its regular meeting on March 28, 2016 by a vote of 6:0 (Gartner absent), the Planning Commission adapted a resolution approving Conditional Use Permit No. 2016 -06 as conditioned to allow Central Baptist Church to occupy a vacant building and Variance No. 2016.01 as conditioned for a reduction in the required front yard setback at 2323 North Grand Avenue located in the General Agricultural (A -1) zoning district. The Planning Commission made no changes to the recommendation outlined in the attached staff report (Exhibit A). The applicant is proposing to occupy a vacant and underutilized building as the new home for the Central Baptist Church. The applicant is proposing to restore and refurbish the building to comply with the Building and Fire Codes as well as various provisions of the ,Zoning Ordinance. Interior tenant improvements will include the creation of a 1;057 - square -foot multi - purpose room that will be used for church services and other similar assembly functions, new office space, a bookstore, kitchen and restrooms. New electrical and mechanical systems will also be Installed within the building. Exterior work will consist of new windows and doors, roof equipment screening and the repainting of the building. Repaving and the restriping of the parking lot as well as the removal of dead landscaping and the planting of new drought- tolerant landscaping with a drip irrigation system are also proposed for the project. The church will operate from 9:00 a,m. to 5:00 p.m. can Monday through Friday with the exception of Thursday, where the church will operate from 9:00 a.m. to 9:00 p.m. On Sunday, the church will hold services and bible study classes from 8:00 a.m. to 7:00 p.m. The church will be closed on Saturday. Full -sized site plans are available for public viewing in the Clerk of the Council Office. 31 C -1 CUP No. 2016 -06 & VA No. 2016 -01 — Central Baptist Church at 2323 North Grand Avenue April 19, 2016 Page 2 MMMOUNTYMMUMM MM Hassan Haghani, AICP Executive Director Planning & Building Agency VF:rb Areportalaupl6 +068WO-01 central paptiat Churoh.ca 31 C -2 REQUEST i Rlkff&LLti,Cr f r • ■L�ii[t8f►[�I+T�IiSli�ll~��r1 i►[�il��ilii[rlr , . _ MARCH 28, 2016 TITLE: PUBLIC HEARING — FILED BY DOUG ELY FOR CONDITIONAL USE PERMIT NO. 2016 -06 AND VARIANCE NO. 2016 -01 TO ALLOW CENTRAL BAPTIST CHURCH TO OCCUPY A SITE WITH A REDUCED FRONT YARD SETBACK AT 2323 NORTH GRAND AVENUE (STRATEGIC PLAN NO. 3,2) Prepared by Vince FregOSo Execu ivb IDirector r •. R R � r r APPROVED • As Recommended • As Amended • Set Public Hearing For DENIED • Applicant's Request • Staff Recommendation CONTINUED TO JI Planning Manager 1. Adopt a resolution approving Conditional Use Permit No. 2016 -06 as conditioned. 2. Adopt a resolution approving Variance No. 2016 -01 as conditioned. DISCUSSION Request of Applicant Doug Ely, on behalf of the Central Baptist Church, is requesting approval of a conditional use permit and variance to allow a church to occupy a vacant building at 2323 North Grand Avenue. The request also includes a proposal to reduce the required front yard setback. Specifically, the applicant is requesting approval per Section 41- 201.5(1) of the Santa Ana Municipal Code (SAMC), which requires a conditional use permit for churches in the General Agricultural (Al) zoning district, as well as a variance from Section 41 -372 of the SAMC, which requires a minimum landscaped front yard setback of 15 feet. Property Description and Project Back r� ound The subject property is a .51 acre, semi - square shaped parcel of land located at the northeast corner of Grand and Santa Clara Avenues. The property currently has a single- story, 3,831- square -foot building that was built in 1966 but has been vacant for several years. The building and site were previously occupied by a school use. The site has a zoning designation of General Agricultural (A -1) and a General Plan land use designation of General Commercial (GC). Surrounding land uses include a used car lot to the north, commercial to the south and west, and single - family residential uses to the east (Exhibits 1, 2 and 3). EXHIBIT A 31 C -3 Conditional Use Permit No. 2016 -06 Variance No. 2016 -01 March 28, 2016 Page 2 Proiect Description The applicant is proposing to occupy a vacant, underutilized and vandalized building as the home of the Central Baptist Church. The applicant is proposing to restore and refurbish the building to comply with Building and Fire Code standards as well as the various provisions of the Zoning Ordinance. Interior tenant improvements will include the creation of a 1,057 - square -foot multi- purpose room that will be used for church services and other similar assembly functions, 450 square feet of office space, a 100 square foot bookstore, a kitchen and restrooms. New electrical and mechanical systems will also be installed within the building. Exterior work will consist of new windows and doors, roof equipment screening and the repainting of the building. Repaving and the restriping of the parking lot as well as the removal of dead landscaping and the planting of new drought - tolerant landscaping with a drip irrigation system are also proposed for the project (Exhibits 4, 5, 6 and 7). The City's parking standard for churches is one space per three fixed seats and one space per 35- square feet of floor area where there are no fixed seats (SAMC 41- 1411). Using this parking ratio, a total of 30 parking stalls are required, with 32 spaces to be provided for the new church facility. The church intends to operate on the premises from 9:00 a.m. to 5:00 p.m. on Monday through Friday with the exception of Thursday, where the church will operate from 9:00 a.m. to 9:00 p.m. On Sunday, the church will hold services and bible study classes from 8:00 a.m. to 7:00 p.m. The church will be closed on Saturday. Analvsis of the Issues Conditional Use Permit The Santa Ana Municipal Code (SAMC) provides for the regulation of churches and accessory church buildings subject to a conditional use permit in the General Agricultural (A -1) zoning district. The purpose of regulating church uses is to preserve the quality of the residential character of the existing neighborhood and to minimize impacts to surrounding areas. As proposed, the project is in compliance with the provisions of Santa Ana Municipal Code (Zoning Code /Chapter 41) that are applicable to a church with the exception of the front yard setback, which the applicant has applied for a variance to obtain relief. The sanctuary/multi- purpose room and offices result in a total parking requirement of 30 parking spaces, while 32 spaces are proposed. Access to the site will be taken primarily from one existing driveway on Grand Avenue and a secondary driveway on Santa Clara Avenue. Adequate on -site parking, additional landscaping and conditions of approval have been added to limit any potential impacts to the surrounding uses. Approval of the conditional use permit will allow the church the ability to provide religious service to its 31 C -4 Conditional Use Permit No, 2016 -06 Variance No. 2016 -01 March 28, 2016 Page 3 congregation and the surrounding community. The proposed church supports several goals and policies of the General Plan, including Policy 5.1 of the Land Use Element which encourages development which has a net benefit to the community and Policy 1.8 of the Land Use Element which encourages the development of non - profit recreational facilities and services. Variance The SAMC also regulates the required landscaped setbacks for properties in the A -1 zoning district. The purpose of regulating setbacks is to preserve the quality of the visual environment by ensuring that new development is harmonious in scale and character with existing development in the area. In this case the applicant is requesting approval to reduce the required setback along both Grand and Santa Clara Avenues to 10 feet. Section 41 -627 of the SAMC establishes the minimum landscaped setback of 15 feet for a church use. Through the variance process, the SAMC also provides for the ability to vary from the design standards contained in the code where there is a condition unique to size, shape, topography, location or surroundings of the site. In this case, there are special circumstances of the subject site that would warrant a variance from the landscaped setback standard. The following outlines the unique challenge of this particular parcel of land. The project site is located on a corner lot fronting both Grand and Santa Clara Avenues, major arterial streets as defined by the Circulation Element of the General Plan. Additionally, the site is occupied by a structure that was constructed in 1966 when the development standards were substantially less than currently exists in the Zoning Code. The current placement of the building and configuration of the existing parking spaces makes it infeasible to reoccupy the building without a variance as almost half of the spaces would need to be removed to provide the 15 -foot setback. As a result, staff is supportive of the applicant's request for a setback variance. CEQA Compliance In accordance with the California Environmental Quality Act, the recommended action is exempt for further review per Section 15061(b)(3). The general rule exemption allows projects to be exempt from CEQA if it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. As the project will be in compliance with all provision of the Municipal Code with the exception of the landscaped setback standard, and no adverse environmental impacts will result from the variance, it has been determined that the project will not have an effect on the environment. Statutory Exemption Environmental Review No. 2015 -76 will be filed for this project. 31 C -5 Conditional Use Permit No. 2016 -06 Variance No. 2016 -01 March 28, 2016 Page 4 Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objective No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). Conclusion The rehabilitation of an existing building and site for the Central Baptist Church will be consistent with several provisions of the General Plan. Further, it will allow the estasblishment of a new church facility on art underutilized parcel of land. As a result, staff recommends approval of Conditional Use Permit No. 2016 -06 and Variance No. 2016 -01 as conditioned. Vince Fregoso, CP Principal Planner VF:jm vAreportstwpl6 06& @16 -01 Central Baptist Church.32816.pc Attachments: Exhibit 1 — Vicinity Map Exhibit 2 —Location Map Exhibit 3 — Site Photo Exhibit 4 -- Site Plan Exhibit 5 — Floor Plan Exhibit 6 — Building Elevations Exhibit 7 — Preliminary Landscape Plan 31 C -6 CUP 2016-6 & VA 2016-1 CENTRAL BAPTIST CHURCH 2323 NORTH GRAND AVENUE 500 Fffr I'= 1000 FEET P L A M N I N G A N D 8 U I L D I N G A G -E N -CY EXHIBIT 1 VI&W.jAP7 PAIRHAVEN AVE, R,1111 R4 L CS R4 R2 RI Al Ili C5 R 0 nlrau RI RI OL - - - - - - - - - �.Il R I cl .1 0 RI 'RI RI I AI Al RI RI R RI RI Al Al RT A I 0 AI RI RI P J. C4 .tLR RI ST. C5 Rl T p P 'LCI NEV TEE -N 1-H S r AI MMNLAEPICULTUPALt m CCIAMEMALFEEIDENMAL RI SWUFAMILYFEEIDENTIAL PAPUNGIVIODINCATION Gc GOMRWENTCENIER P2 WYOFAMILYPIPIDENOP M 0UMMEF,JAL9UJTH MAIN mi UQMNDUSRAL m MulLnPZDENawMuLTfPF cl MMMUNIWMMMEUAL M2 hTAVYINDUSMAL FAMILYPEEIDENCE Cl-MD COMM. COMMMAUMUMJM 01SIFICT mo MUTARYOPEPAIIONS w SUBURBANAPARTMENTS C2 CENERALCOMMERCIAL 0 OPEN SPACE PE FESDEN71ALESTATE M CENTRALWEINEES P P190FEMNAL So S�WNCDUDDPNIM M-A CE41ML SUONMEARS1 \AUAGE {CD PLANNED COMMUNEY021FLOWENT ED S-MRCPLAN C4 PLANNED SICPHNGOENTER PRE) PLANNED RMEN71AL DEVELOPMENT Q ARTERALOOMMMAL CUP 2016-6 & VA 2016-1 CENTRAL BAPTIST CHURCH 2323 NORTH GRAND AVENUE 500 Fffr I'= 1000 FEET P L A M N I N G A N D 8 U I L D I N G A G -E N -CY EXHIBIT 1 VI&W.jAP7 W _w w j "- OEECHVVOOD STREET V C < w W Li _ COMMERCIAL d u w MULTI r FAMILY 2 MULTI RESIDENCE _ —_ FA I LY RESIDENCE � z �RFS ENCE PROJECT O 51TE`, 0 SANTA CLARA AVENUE LtRES LE -F MII_Y DE CE COMM EDISON S NGI F VMf . 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[u- I n z A � „ � EXHIBIT 6 PaQe 1 f2 371 d-1 2 R rz tp 0 a 05 JC u .0 O v U N 4 Pa 2of2 S1eC -13 i. �1 N U i a ti a 6 3 O U d Ci G 05 O a U $ L q U e w rn CL O OG 12 C 9i U �i IR 4a 3ot_ t 8 0.fifi 15% } °SHIM a� # (r tt 4 z t al 5 li!j . - a r� yyF � tl it d MIN A � a Y4 Rd A`. 4 111, YY � 3 J I V —I jf EXHIBIT 7 W z w y ¢d K U d d N w e 0 0 rs ar m Ery 06 w. o� r= U v, r q a W � f/) z C. N I n9 I � w C (9 r w cl If < ',; x FlI z s� AF 3 Fl E t Ud Rio 1011y! k 5 d Y j °" 0 0 nn I 3 d 1 37a9 as ii fig 3 a_ ,. God" -'Oi col r�i o 3 J I V —I jf EXHIBIT 7 W z w y ¢d K U d d N w e 0 0 rs ar m Ery 06 w. o� r= U v, r q a W � f/) z C. N I n9 I � w C (9 r w cl If < ',; x Ud Rio 1011y! k 5 d Y j °" 0 0 nn I 3 J I V —I jf EXHIBIT 7 W z w y ¢d K U d d N w e 0 0 rs ar m Ery 06 w. o� r= U v, r q a W � f/) z C. N I n9 I � w C (9 r w cl If < LS — 03/28/16 RESOLUTION NO, 2016- A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2016 -06 AS CONDITIONED TO ALLOW THE CENTRAL BAPTIST CHURCH TO OPERATE AND VARIANCE NO. 2016 -01 AS CONDITIONED TO ALLOW A REDUCTION IN THE REQUIRED STREET SETBACK FOR THE PROPERTY LOCATED AT 2323 NORTH GRAND AVENUE BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. The Applicant is requesting approval of Conditional Use Permit No. 2016- 06 to allow a church use to occupy an existing building and Variance No. 2016 -02 to allow a reduction in the required landscaped setback for a proposed church at 2323 North Grand Avenue. B. Conditional Use Permit No. 2016 -06 and Variance No. 2016 -01 came before the Planning Commission of the City of Santa Ana for a duly noticed public hearing on March 28, 2016 to consider all testimony, written and oral. C. Conditional Use Permit No. 2016 -06 has been filed with the City of Santa Ana seeking to allow a church use within an existing building 1. Section 41- 201.5(1) of the Santa Ana Municipal Code requires a conditional use permit for churches in the General Agricultural (A -1) zoning district. 2. The site contains an existing 3,831 - square -foot building that has been vacant for several years but was previously occupied by a school use. 3. Santa Ana Municipal Code Section 41 -638 authorizes the Planning Commission to grant a conditional use permit upon making certain findings. i. The proposed use will provide a service or facility which will contribute to the general well -being of the neighborhood or the community. Resolution No. 2016- 31 C -15 Page 1 of 7 Central Baptist Church will provide services that contribute to the well -being of the surrounding community. The proposed rehabilitation of a building that has been vacant for several years will allow the church the ability to provide religious and other related services that will benefit the community. As access to the site is from Grand and Santa Clara Avenues, and the project is located on two primary arterial streets, no neighborhood traffic impacts will be generated. ii. The proposed use, under the circumstances of the particular case, will be detrimental to the health, safety or general welfare of persons residing or working in the vicinity. The church will not negatively impact residents or workers in the area since the church and related programs operate exclusively on a site that is separated from the adjacent single - family uses by a block wall. Further, the 32 parking spaces to be provided on the site will satisfy the parking requirements for all church operations and will not result in any impacts on the adjacent properties. iii. The proposed use will adversely affect the present economic development of property in the surrounding area. The proposed church will not adversely affect the economic viability of the area. The occupation of a vacant building with a new use will result in a positive addition to the surrounding area and will complement and improve the economic viability of the area. iv. The proposed use will comply with the regulations and conditions specified in this chapter for such use. The Central Baptist Church will be in compliance with all applicable provisions of Chapter 41 of the Santa Ana Municipal Code and all other provisions that regulate church uses with the exception of the required landscaped setback standard. However, the applicant is applying for a variance to obtain relief from this standard. Resolution No, 2016- 31 C-1 6 Page 2 of 7 v. The proposed use will not adversely affect the general plan of the city or any specific plan applicable to the area of the proposed use. The proposed church use is consistent with the General Plan's Land Use Element policies to encourage the development of nonprofit facilities and services as well as promote uses that provide a positive contribution to neighborhood character and identity. D. The Planning Commission determines that for Variance No. 2016 -01 the following findings, which must be established pursuant to Santa Ana Municipal Code (SAMC) Section 41 -638 in order to grant a variance from the provision of the Santa Ana Municipal Code have been established: 1. 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 contains a special circumstance related to its size, shape and location. Due to the existing placement of the building on the site, it is infeasible to meet the minimum 16 foot landscape standard without a reduction in almost half of the proposed parking stalls. Therefore, denial of the variance would deprive the property owner the privilege of utilizing the site to its maximum potential. 2. That the granting of a variance is necessary for the preservation and enjoyment of one or more substantial property rights. The granting of the variance is necessary for the preservation and enjoyment of substantial property rights. The granting of the variance would allow the property owner the opportunity to rehabilitate an outdated building and site while allowing the building to be occupied by a new church use with a reduced landscaped setback. Enhanced drought - tolerant landscaping will be installed to assist in minimizing the impact of the reduced setback. 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 as the building and site have Resolution No. 2016- 31 C -1 7 Page 3 of 7 been designed to comply with all applicable development standards except for the minimum landscaped setback standard. Further, off -site improvements will be provided to address disabled accessibility issues from the public right -of- way to the site. The proposed building will be rehabilitated to blend with the surrounding buildings and will not be materially detrimental to the public welfare or injurious to surrounding property. 4. That the granting of a variance will not adversely affect the General Plan of the City. Finally, the project will not adversely affect the general plan in any way as the land use designation of General Commercial (GC) allows uses such as churches and other religious facilities. Further, the project will be consistent with Goals 1 and 3 of the Land Use Element as the project will promote a balance of land uses and will improve the character and integrity of the neighborhood. F. In accordance with the California Environmental Quality Act, the recommended action has been reviewed through per Environmental Review No. 2015 -76. It has been found that the project will not result in any impact on the environment and is therefore exempt by the General Rule provision of CEQA. Section 2. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the negligence of the City of Santa Ana. Section 3, The Planning Commission of the City of Santa Ana hereby approves the conditional use permit and variance for the project subject to conditions outlined in Exhibit A and Exhibit B. 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 March 28, 2016, and exhibits attached thereto, and the public testimony, all of which are incorporated herein by this reference. Resolution No. 2016- 31 C-1 8 Page 4 of 7 ADOPTED this 28th day of March, 2016 by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: James Gartner Chairperson APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on March 28, 2016. Date: Acting Recording Secretary City of Santa Ana Resolution No, 2016- 31 C -19 Page 5 of 7 Conditions of Approval for Conditional Use Permit No. 2016 -06 Should the Planning Commission approve Conditional Use Permit No. 2016 -06 the approval is subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below np gr to exercising the rights conferred by this conditional use permit. The applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the conditional use permit. 6 1. All proposed improvements must conform to the Site Plan Review approval of DP No. 2015 -34 and the staff report exhibits. 2. Any amendment to this conditional use permit must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the conditional use permit must be amended. 3. The use at this location is limited to a church and related activities. No thrift shop or full -time school may occur on the premises. 4. There shall be no more than 151 seats or occupancy of the church sanctuary at any time. 5. Landscaping, once installed, shall be maintained per the approved landscape plan. 6. Prior to issuance of a certificate of occupancy, the parking lot needs to be repaired and repaved per city standards. B. Public Works Agency 1. Prior to issuance of a building permit, either submit an easement agreement between the subject parcel and the parcel to the north that will allow the trash truck to cross property lines or obtain a will serve letter from Great Western accepting the on -site truck movements. Resolution No. 2015- 31 C -20 Page 6 of 7 c Conditions of Approval for Variance No. 2016.01 Should the Planning Commission approve Variance No. 2016 -01 the approval is subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below rip or to exercising the rights conferred by this variance. The applicant must remain in compliance with all conditions listed below throughout the life of the variance. Failure to comply with each and every condition may result in the revocation of the variance. A. Plannina Division 1. All proposed improvements must conform to the Site Plan Review approval of DP No. 2015 -34 and the staff report exhibits. 2. Any amendment to this variance must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 3. The use at this location is limited to a church and related activities. No thrift shop or full -time school may occur on the premises. 4. There shall be no more than 151 seats or occupancy of the church sanctuary at any time. 5. Landscaping, once installed, shall be maintained per the approved landscape plan. 6. Prior to issuance of a certificate of occupancy, the parking lot needs to be repaired and repaved per city standards. B. Public Works Aaencv 1. Prior to issuance of a building permit, either submit an easement agreement between the subject parcel and the parcel to the north that will allow the trash truck to cross property lines or obtain a will serve letter from Great Western accepting the on -site truck movements. Resolution No, 2015- 31 C -21 Page 7 of 7 31 C -22 REQUEST FOR COUNCIL ACTION Real CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY; 00*7 ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2`4 Reading ❑ Implementing Resolution ❑ Bet Public Hearing For [•ie]gtt�t�llt� ■i •] FILE NUMBER Receive and file the staff report approving Conditional Use Permit No, 2016 -07 as conditioned • lJ a • At its regular meeting on March 26, 2016 by a vote of 6:0 (Gartner absent), the Planning Commission adopted a resolution approving Conditional Use Permit No. 2016 -07 as conditioned to allow the construction of a new Carl's Jr, Restaurant with drive - through window service at 9325 South Harbor Boulevard located in the Light Industrial (M -1) zoning district, The Planning Commission made no changes to the recommended conditions of approval outlined in the attached staff report (Exhibit A), Dave Luxton, representing Dave Luxton Carl's Jr,, is requesting approval of a conditional use permit to allow the construction of a new Carl's Jr. Restaurant with drive - through window service at 3325 South Harbor Boulevard, The subject site is .75 acres in size and Is located on the east side of Harbor Boulevard between MacArthur Boulevard and Moore Avenue. The proposed project includes the construction of anew 3,000 square -foot restaurant will accommodate 72 patrons and include a drive- through window. A total of 42 spaces will be provided for this project. In addition, a number of site Improvements will be made to bring the site into 'compliance with current code including new drought - tolerant landscaping, building signage, trash enclosure and parking lot striping. Full -sized site plans are available for public viewing in the Clerk of the Council Office. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objective 02 (create new opportunities for business /job growth and encourage private development through new General Plan and .Zoning Ordinance policies). 31 D -1 CUP No. 2016 -07 — Carl's ,Jr. Drive- Through at 3325 south Harbor Boulevard April 19, 2016 Page 2 FI§CA6 IMEAQT - There is no fiscal impact associated with this action, Hassan Haghani, AICP�eI/-' //5 Executive Director Planning & Building Agency AN :rb Adwp5llplanaomm=U PI OJ.CatWsdcoa Exhibit: A. Planning Commission Staff Report 31 D -2 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: MARCH 28, 2016 TITLE: PUBLIC HEARING — FILED BY DAVE LUXTON FOR CONDITIONAL USE PERMIT NO. 2016 -07 TO ALLOW A CARL'S JR RESTAURANT WITH DRIVE - THROUGH WINDOW SERVICE AT 3325 SOUTH HARBOR BOULEVARD (STRATEGIC PLAN NO. 3,2) Prepared by Ann Hsin -An Ni ecutive ' ector >t t PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED Ct Applicant's Request ❑ Staff Recommendation CONTINUED TO Planning Man ger Adopt a resolution approving Conditional Use Permit No. 2016 -07 as conditioned. Request of Applicant Dave Luxton, representing Dave Luxton Carl's Jr., is requesting approval of a conditional use permit to allow the construction of a new Carl's Jr. Restaurant with drive - through window service at 3325 South Harbor Boulevard. Pursuant to Section 41- 472.5(g) of the Santa Ana Municipal Code (SAMC), an eating establishment with drive - through window service requires the approval of a conditional use permit in the M -1 (Light Industrial) zoning district. Project Location and Site Description 'The subject site is .75 acres in size and is located on the east side of Harbor Boulevard between MacArthur Boulevard and Moore Avenue. The parcel contains an existing one -story, 2,759 square foot Carl's Jr. Restaurant that was constructed in 1977. A total of 42 on -site parking spaces are provided in a surface parking lot. The site is surrounded by industrial uses to the north, east and west and Kaiser Permanente to the south (Exhibits 1, 2 and 3). The General Plan land use designation for the site is Industrial (IND) which allows manufacturing, industrial and support commercial and restaurant uses, such as the proposed use. The project site is consistent with this General Plan land use designation. The zoning for the site is Light Industrial (M -1). The M -1 zone is intended to accommodate traditional industrial uses such as warehouses, wholesale, light manufacturing and ancillary commercial establishments that support the industrial uses such as the proposed restaurant. EXHIBIT A 31 D -3 Conditional Use Permit No. 2016 -07 March 28, 2016 Page 2 Project Description Carl's Jr. is requesting approval of a conditional use permit to allow drive - through window service in conjunction with a new 3,000 square -foot restaurant to accommodate 72 patrons. A total of 30 parking spaces are required and 42 spaces will be provided for this project. In addition, a number of site improvements will be made to bring the site into compliance with current code, including new drought - tolerant landscaping, building signage, trash enclosure and parking lot striping. The proposed architectural style is California Contemporary. A variety of quality building materials, including stone veneer, pre - finished hanger rod suspended metal canopy, metal cap and expansion joint will be used. Clear glass storefronts and anodized aluminum frames will be installed on all windows and doors. Additionally, a new 750 square -foot outdoor dining area will be provided as an added amenity. The proposed hours of operation will be from 6:00 a.m. to 11:00 p.m. seven days a week. An existing 17 -foot landscaped setback will be provided along the Harbor Boulevard frontage. New landscaping is proposed throughout the site with drought- tolerant landscaping materials (Exhibits 4, 5 and 6). A new 2,760 square -foot Carl's Jr. Restaurant with drive - through window service was constructed in 1977 at this location. This Carl's Jr. Restaurant has been in operation since that time. Project Analysis Staff has reviewed the applicant's request to construct a new Carl's Jr. Restaurant with drive - through window service at this location. In analyzing the conditional use permit request, staff believes that the following analysis warrants staff'Q rornrnmendation of approval for the conditional use permit. The proposed Carl's Jr. Restaurant with drive - through window service meets all of the requirements specified in the M -1 zoning district relating to the proposed use. The proposed project will be in compliance with the development standards for the M -1 zone, including landscaping and parking. Parking for a restaurant use is one space per every 100 square feet of gross floor area. A total of 30 spaces are required with 42 spaces to be provided for the site. Additionally, appropriate conditions of approval have been included for this project that will ensure it remains in compliance with the provisions of the zoning district. 31 D -4 Conditional Use Permit No. 2018 -07 March 28, 2018 Page 3 The proposed Carl's Jr. Restaurant with drive- through window service will support several goals and policies of the General Plan, including Land Use Element Goal 1, which promotes the balance of land uses to address basic community needs; Goal 2, which promotes land uses that enhance the economic viability of the City; and, Goal 3, which aims to allow uses that preserve and improve the character and integrity of neighborhoods, including both the adjacent industrial and residential neighborhoods. The project will promote a balance of land uses to address basic community needs and that enhance the economic viability of the City and will provide a use that will assist in diversifying the range of services available to adjacent communities. Land Use Element Policy 2.8 promotes the rehabilitation of commercial properties and encourages increase levels of capital investment, This project will promote the rehabilitation of a commercial property and encourage increased levels of capital investment through the construction of a new restaurant on this site. Further, Land Use Element Policy 5.5 encourages development which is compatible with and supportive of surrounding land uses. The proposed project will assist in providing a variety of dining services to those working in the immediate area and will provide employment opportunities to residents that live in the surrounding communities. Public Notification The project site is not located within any boundaries of a Neighborhood Association. The project site was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners and occupants within 500 feet of the project site, At the time of this printing, no correspondence, by phone, written or electronic has been received from any members of the public. CEQA Compliance In accordance with the California Environmental Quality Act the recommended action is exempt from further review per Section 15332. This Class 32 exemption allows infili development provided they are consistent with the zoning and General Plan, do not have any noise or traffic impacts, and can be served by existing utilities. Categorical Exemption Environmental Review No. 2015 -81 will be filed for this project. 1. There will not be a significant cumulative effect by this project and successive projects of the same type in the same place, over time. There is not a reasonable possibility that the project will have a significant effect on the environment due to unusual circumstances. 3, This project does not damage a scenic resource within an officially designated state scenic highway. 31 D -5 Conditional Use Permit No. 2016 -07 March 28, 2016 Page 4 4. This project is not located on a site included on any list compiled pursuant to Government Code Section 65962.5. 5. This project does not cause a substantial adverse change in the significance of a historical resource. Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objective No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Conditional Use Permit No. 2016 -07 as conditioned. Ann H. Ni Associate Planner AN Jrn Anhwp5I1plancomm=UP16- 7.Cad'skpc Attachments: Exhibit 1 — Vicinity Map Exhibit 2 — Land Use Map Exhibit 3 — Site Photo Exhibit 4 — Site Plan Exhibit 5 — Elevations Exhibit 6 — Preliminary Landscaping Plan 31 D -6 \j Ml MIJ Ml llif c i t y Ml N11 I ml MI WARN AV, ml M7 MI M1 or > ml MI M I 3 Ml MI 5EGER51 ROM AV. i 0 m Nil Ac MI Ml :c Nll Ml Nil ml V I I �y M2 M2 Ml ml M l ml Nil =*-j MACARTH 11 ml t -------------- PROJECT MAC ARTHUR BLVD II Al GNEFALAGROULTURALt CR COMMOUALIUDWAL Rl SNGLErAMILYFMOENTIAL -s FARKINOMCD]FICkTION GO GOVITNIA84TC94TER m WFAWLYFESDENCL ON MMMEVA1.9arTHMAIN ml UGHTINDUSM1. M MULnREDB4G7YNAJUlRE ci COMMUNITYCOMMSUAL M2 HFAVYINDUSMAL. FAMl(2YfC30B4M Cl-MO COMM. COMMMAUMUEffiM OISNM mo MILITAWOFM-11ONS PA !I)BURElANAPARIMENTS C2 GENBIALO)MMUCIAL 0 OPEN S?AGE FE FMDUMLE&ATE m CINTTlALBUSNIRSS p PR:ff59OKAL m S%OFIGOBeOFMW C3-A aNTFALBLANEE&ARnSFMLLAGE POD RANNE)OOMMUNITY0eaOl'MENT a- SMI`10 AN CA RANNMEHOFMNGC94TER FPn RANNE)FESDSTPALO aOPMBVT C5 ARFMALCOMMffUAL CUP 2016-7 CARUS JR. RESTAURANT WITH DRIVE-THROUGH 3325 SOUTH HARBOR BOULEVARD 500 FRT 7"= 1000 PEEP P L A N N I N G A N D 8 U I L D I N G A -GE -N C Y EXHIBIT I '1131DIVIT.-I CUP 2016 -7 CARL'S JR. RESTAURANT WITH DRIVE THROUGH & IV 3325 SOUTH HARBOR BOULEVARD' P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 31 D -8 GARRY AVENUE INDUSTRIAL w O COMMERCIAL m IN USTRIAL INDUSTRIAL -� COMMERCIAL INDUSTRIAL INDUSTRIAL } 0 0 PROJECT o m SITE 0 `D COMMERCIAL V _._..___—__ ®_.�__�____, MacARTHUR BOULEVARD CITY OF COSTA MESA I PROFESSIONAL CUP 2016 -7 CARL'S JR. RESTAURANT WITH DRIVE THROUGH & IV 3325 SOUTH HARBOR BOULEVARD' P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 31 D -8 i j! C S� T z Nw p� Q H ¢ _ ° - �es In C_SS� f3u b & ° if ME �i E Jv S�'�r5 IIi �R�$ NYC Z °c W u a - f P �a �l I b a ' z CL Co o� m 4 z¢ � om rn F Z W N N Y. m - - -Ll- noe 2JOSPJVH - --— EXHIBIT 4 - - __— � m �Ew j. 'brc� I F 0 t) �k z �I W I (f1 6 S m k_ o J EXHIBIT 5 Page 1 of 2 Z m 4. Cm ¢ z n w a a �3� E eFu �;��� ;�; ssPI�� e8'ca�ya.�. will �d7 j. 'brc� I F 0 t) �k z �I W I (f1 6 S m k_ o J EXHIBIT 5 Page 1 of 2 Z m 4. Cm ¢ z n w a a �3� § ! [ , ƒ Page a! 31 D.12 ( } ( \ \� ))} )/ � � \ e!; J}) A� k� til � ) . %mJdlGez> § ! [ , ƒ Page a! 31 D.12 ( } ( \ \� ))} )/ � � \ e!; J}) A� k� i 11 Mklf2VlLeMI I 4. tl �w z �R ag g � Wy kd F3� 3 5 W 5° s a � apg x 1010 0.1 0 010 iJ { w y a y �- C g r 3 Mklf2VlLeMI I 4. o j c3rlul 3 a K m � Fe. �aF 'd?5 F "pY 4 a w s+ v a O � n J`r J a �a r z a� m Y n U Q _g P— e �o�a tl �w z �R ag g � Wy kd 3 5 W e apg 1010 0.1 0 010 3 IP S d � �y RZ yas s a °a �mc JAS a�4�88 ,�y o j c3rlul 3 a K m � Fe. �aF 'd?5 F "pY 4 a w s+ v a O � n J`r J a �a r z a� m Y n U Q _g P— e �o�a tl z gA� ag g � Wy kd 3 5 1010 0.1 0 010 o j c3rlul 3 a K m � Fe. �aF 'd?5 F "pY 4 a w s+ v a O � n J`r J a �a r z a� m Y n U Q _g P— e �o�a L5 3.26.16 RESOLUTION NO, 2016 -xx A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2016 -07 AS CONDITIONED TO ALLOW A DRIVE - THROUGH FOR THE PROPERTY LOCATED 3325 SOUTH HARBOR BOULEVARD BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting approval of Conditional Use Permit No. 2016 -07 to allow a drive- through in the Light Industrial (M -1) zoning district at the property located at 3325 South Harbor Boulevard, B. Santa Ana Municipal Code Section 41- 472.5(8) requires approval of a conditional use permit to allow eating establishments with drive - through window service in the Light Industrial (M -1) zoning district. C. On March 28, 2016, the Planning Commission held a duly noticed public hearing on Conditional Use Permit No. 2016 -07. D. The Planning Commission of the City of Santa Ana determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code (SAMC) Section 41- 472.5(8), have been established for Conditional Use Permit No. 2016 -07 to warrant approval of the conditional use permit to allow a drive - through: That the proposed use will provide a service or facility which will contribute to the general well -being of the neighborhood or community. The proposed eating establishment with drive - through window service will provide a service to the community. The proposed eating establishment with drive - through window service is a use that is supportive to the primary industrial uses in the area. The use will provide dining opportunities to those working in the immediate area and will provide employment opportunities to residents that live in the city. The drive - through window service will provide a convenient option for patrons purchasing meals at the restaurant. 2. That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. Resolution No. 2016 -xx 31D-14 Page 1 of 6 The proposed eating establishment with drive- through window service will not be detrimental to persons residing or working in the vicinity because the eating establishment with drive - through window service has been designed to minimize potential impacts to vehicles travelling along Harbor Boulevard as the internal stacking area has been increased. Further, conditions of approval have been incorporated to minimize potential adverse impact from occurring on the premises. 3. That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. The proposed eating establishment with drive - through window service will not adversely affect the economic stability of the area but will make a positive contribution to the surrounding area. The project will provide a well maintained and operated service to the community and will complement and improve the economic viability of the area as the proposed eating establishment with drive- through window service would include improvements to the property and streetscape including new landscaping and architectural enhancements. The use of the site as an eating establishment with drive - through window service in conjunction with the improvements that will be made to the site will improve the economic viability of the area. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The proposed eating establishment with drive- through window service will be in compliance with all applicable regulations and provisions of Chapter 41 of the Santa Ana Municipal Code and all other provisions that are applicable to an eating establishment with drive - through window service, Site improvements are proposed to the drive - through lane, parking lot, landscaping and signage to bring the site into compliance with the zoning code. 5. That the proposed use will not adversely ,affect the General Plan or any specific plan of the City. The proposed Carl's Jr. Restaurant with drive - through window service will not adversely affect the General Plan. The proposed Carl's Jr. Restaurant with drive - through window service will support several goals and policies of the General Plan, including Land Use Element Goal 1, which promotes the balance of land uses to address basic community needs; Goal 2, which promotes land uses that enhance the economic viability of the City; and, Goal 3, which aims to allow uses that preserve and improve the character and integrity of neighborhoods, including both the adjacent industrial and residential neighborhoods. The project will promote a balance of land uses to Resolution No. 2016 -xx 31 D -15 Page 2of6 address basic community needs and that enhance the economic viability of the City, will provide a use that will assist in diversifying the range of services available to adjacent communities. Land Use Element Policy 2.8 promotes the rehabilitation of commercial properties and encourages increase levels of capital investment. This will promote the rehabilitation of a commercial property and encourage increased levels of capital investment through the construction of a new restaurant for this site. Further, Land Use Element Policy 5.5 encourages development which is compatible with and supportive of surrounding land uses. The proposed project will assist in addressing the needs of dining services to those working in the immediate area and will provide employment opportunities to residents that live in the surrounding communities. Section 2. in accordance with the California Environmental Quality Act the recommended action is exempt from further review per Section 15332. This Class 32 exemption allows infill development provided it is consistent with the zoning and General Plan, does not have any noise or traffic impacts, and can be served by existing utilities. Categorical Exemption Environmental Review No. 2015 -81 will be filed for this project. 1. There will not be a significant cumulative effect by this project and successive projects of the same type in the same place, over time. 2. There is not a reasonable possibility that the project will have a significant effect on the environment due to unusual circumstances. 3. This project does not damage a scenic resource within an officially designated state scenic highway. 4. This project is not located on a site included on any list compiled pursuant to Government Code Section 65962.5. 5. This project does not cause a substantial adverse change in the significance of a historical resource. Section 3. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the sole negligence of the City of Santa Ana. Resolution No, 2016 -xx 31 D -16 Page 3 of 6 Section 4. The Planning Commission of the City of Santa Ana after conducting the public hearing hereby approves Conditional Use Permit No. 2016 -07 as conditioned in Exhibit A, attached hereto and incorporated herein, for the project located at 3325 South Harbor Boulevard. This decision is based upon the evidence submitted at the abovesaid hearing, which includes, but is not limited to: the Request for Planning Commission Action dated March 28, 2016 and exhibits attached thereto; and, the public testimony, written and oral, all of which are incorporated herein by this reference. ADOPTED this 281" day of March, 2016 AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney James Gartner Chairperson Resolution No. 2016 -xx 31 D-17 Page 4of6 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on March 28, 2016, Acting Recording Secretary City of Santa Ana Resolution No. 2016 -xx 31 D -18 page 5 of 6 Y 1 Conditions of Approval for Conditional Use Permit No. 2016 -07 Conditional Use Permit No. 2016 -07 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below rip or to exercising the rights conferred by this approval. The applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the Conditional Use Permit. A. Planning Division 1. All proposed site improvements must conform to the Site Plan Review approval of DP No. 2015 -39 and the staff report exhibits. 2. Any amendment to this conditional use permit must be submitted to the Planning Division and Police Department for review. At that time, staff will determine if administrative relief is available or the conditional use permit must be amended. 3. Prior to approval of Certificate of Occupancy, all on -site improvements shall be made in accordance with the submitted plans. 4. Landscaping shall be maintained in compliance with the submitted plan. Any modifications to this plan shall be submitted to the Planning Division for review and are subject to the approval of the Planning Manager. 5. The applicant or responsible party shall submit the plan(s) listed below to the Orange County Fire Authority for review. Approval shall be obtained on each plan prior to issuance of a building permit: a. Fire master plan (service code PR145) b. Architectural (service code PR248) The applicant or responsible party shall submit the plan(s) listed below to the Orange County Fire Authority for review. Approval shall be obtained on each plan prior to concealing interior construction: a. Hood and duct extinguishing system (service code PR335) Resolution No. 2016 -xc 31 D -19 Page 6 of 6 31 D -20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 18, 2016 TITLE; VARIANCE NO. 2016-02 TO ALLOW A REDUCTION IN STREET FRONTAGE FOR A NEW COMMERCIAL BUILDING AT 5106 WEST FIRST STREET - GEORGE BEHNAM, APPLICANT (STRATEGIC PLAN NO. 3,2) CITY M A R RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ,-,-e ;r ❑ As Recommended ❑ As Amended ❑ Ordinance on I" Readin ❑ Ordinance on 2tl0 Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the staff report approving Variance No. 2016 -02 as conditioned. PLANNING C9MMISSiON ACTION At its regular meeting on March 28, 2016 by a vote of 6:0 (Gartner absent), the Planning Commission adopted a resolution approving Variance No, 2016 -02 as conditioned to allow the reduction in street frontage for a new commercial building at 5105 West First Street located in the General Commercial (C-2) zoning district, The Planning Commission made no changes to the recommendation outlined in the attached staff report (Exhibit A). The applicant Is proposing to demolish an existing 3,400- square -foot industrial building and construct a two- story, 7,604-square-foot commercial center. The ground floor will consist of 4,695 square feet of floor area that will be divided Into two different uses, retail uses encompassing 3,200 square feet of floor area and medical offices encompassing 1,495 square feet of floor area, The second level will consist of approximately 2,969 square feet that will be devoted to professional and business office uses. The project will be in compliance with all applicable development standards with the exception of the minimum street frontage standard, The architectural design of the building is contemporary, with a combination of smooth stucco finishes, metal roofs, metal louvers, decorative reveals and upgraded light fixtures used to convey a strong architectural theme. Full -sized plans are available for public viewing in the Clerk of the Council Office, Approval of this item supports the City's efforts to most Goal #3 - Economic [Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), 31 E -1 a April 6 Page FISCA6 IMPAC T There is no fiscal impact associated with this action, Hassan Hdghani, AICP 7, -' Executive Director Planning & Building Agency VF;rb 0 rapoiW VA 16.42 Huynh oommamW.aa 31 E -2 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: MARCH 28, 2016 TITLE: PUBLIC HEARING — FILED BY GEORGE BEHNAM FOR VARIANCE NO. 2016 -02 TO ALLOW A REDUCTION IN STREET FRONTAGE FOR A NEW COMMERCIAL BUILDING AT 5105 WEST FIRST STREET {STRATEGIC PLAN NO. 3,21 Prepared by Vince Fregoso Execu e,kector iILyawtr r s �rshl PLANNING COMMISSION SECRETARY APPROVED 13 As Recommended • As Amended • Set Public Hearing For DENIED • Applicant's Request • Staff Recommendation CONTINUED TO Adopt a resolution approving Variance No. 2016 -02 as conditioned. Request of Applicant Planning Manager Mr. George Behnam, on behalf of Henry and Nam Huynh, is requesting approval of a variance from the required street frontage standard in order to allow the construction of a new two -story, 7,664 - square -foot commercial building at 5105 West First Street. Specifically, the applicant Is requesting relief from Section 41 -384 of the Santa Ana Municipal Code (SAMC), which requires all projects within a commercial zoning district to have a minimum street frontage of 120 feet. Project Location and Site Description The Huynh commercial building is proposed to be constructed on a .49 acre, rectangular shaped parcel of land located at 5105 West First Street, which is situated one parcel east of Euclid Street. The parcel currently contains a 3,400- square foot structure occupied by a manufacturing use that will be demolished to accommodate the new building. Land uses surrounding the project site include multi - family residential to the north, south and east, and an AT &T data center and commercial uses to the west and south (Exhibits 1, 2 and 3). The General Plan land use designation for the site is General Commercial (GC). This land use designation is developed with commercial uses that generate revenue for the City and support the various land uses throughout the City. The parcel is located within the General Commercial (C2) zoning district. The C2 zoning district allows commercial, retail and office uses such as the ones proposed for this project, making the proposed use consistent with the zoning designation. EXHIBIT A 31 E -3 Variance No. 2016 -02 March 28, 2016 Page 2 Proiect Description The applicant is proposing to demolish an existing 3,400- square -foot building in order to construct a two -story, 7,664 - square foot commercial center. The ground floor will consist of 4,695 square feet of floor area that will be divided into two different uses: retail uses encompassing 3,200 square feet of floor area and medical offices encompassing 1,495 square feet of floor area. The second level will consist of approximately 2,969 square feet that will be devoted to professional and business office uses. A total of 34 parking spaces are required for the office, retail and medical uses, with 34 spaces to be provided for the project. The architectural design of the building is considered to be contemporary, with a combination of smooth stucco finishes, metal roofs, metal louvers, decorative reveals and upgraded light fixtures assisting in conveying a strong architectural design concept (Exhibits 4 and 5). Prolect Anaivsis Variance requests are governed by Section 41 -638 of the SAMC. Variance requests may be granted when it can be shown that there exists a special circumstance related to the property, such as size, shape, topography, location or surroundings; that a variance is necessary for the preservation and enjoyment of substantial property rights; that a variance will not be detrimental to the public or surrounding property; or that a variance will not adversely affect the General Plan. if these findings can be made, then it is appropriate to grant the variance. Conversely, the inability to make these findings would result in a denial. Using this information, staff has prepared the following analysis, which forms the basis for the recommendation contained in this report. The applicant is proposing to obtain a variance from Section 41 -384 of the SAMC and reduce the minimum lot size from 120 feet to 90 feet and allow the development of the proposed project. After analyzing the proposal, staff is supportive of the applicant's request. The minimum street frontage requirement is intended to ensure that a commercial development has adequate street frontage to be a viable development with the potential for long -term success. It was found that many older developments that had a narrower street frontage were less successful, had extensive tenant turnover and a high vacancy rate due to minimal street visibility. This resulted in development sites that were not maintained and generated an excessive amount of code enforcement contacts. To address this concern, the commercial development standards were amended to require a minimum street frontage. The project site faces unique challenges created by its locational circumstances. The site shares its western property line with an AT &T data center and its eastern property line with a 35 -unit condominium complex. Both of those developments are well- established and have expressed no intent to relocate, making the acquisition of additional land to meet the minimum street frontage standard infeasible. Therefore, a unique circumstance exists related to the shape and location of the parcel that necessitates the granting of a variance, thereby allowing the redevelopment of an underutilized parcel of land that is located on a major arterial corridor. Further, the project will be in compliance with all other development standards for a commercial project in the General Commercial zoning district. 31 E -4 Variance No. 2016 -02 March 28, 2016 Page 3 Finally, the project will be consistent example, the project is consistent with Goal 2 (enhance the City's economic integrity of the neighborhood). Public Notification with several goals and policies of the General Plan, For Land Use Element Goal 1 (promote a balance of land uses), and fiscal viability), and Goal 3 (improve the character and The project site is located within the Riverview West Neighborhood Association. Staff has contacted the association representative to discuss the project and identify any issues related to the request. The project site was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter, and mailed notices were sent to all property owners and tenants within 500 feet of the project site. At the time of this printing, no correspondence, by phone, written, or electronic, has been received from any members of the public. CEQA Compliance In accordance with the California Environmental Quality Act, the recommended action is exempt for further review per Section 15061(b)(3). The general rule exemption allows projects to be exempt from CEQA if it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment. As the project will be in compliance with all provision of the Municipal Code with the exception of the street frontage standard, and no adverse environmental impacts will result from the variance, it has been determined that the project will not have an effect on the environment. Statutory Exemption Environmental Review No. 2014 -110 will be filed for this project. Strategic Plan Alignment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objective No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies). Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Variance No. 2016 -02 as conditioned. Vincent Fregoso I Principal Planne VF:jm Orepa(W VA 16 -02 Huynh commercial.032816.pc 31 E -5 Variance No. 2016-02 March 28, 2016 Page 4 Attachments: Exhibit 1 — Vicinity Map Exhibit 2 — Location Map Exhibit 3 — Site Photo Exhibit 4 — Site and Floor Plan Exhibit 5 — Building Elevations 31 E-6 —I Ct1V of G urde Grova AVE. L S: R7 R2 'a R7 -� "I: JER'l , - R3 R2 1 Ri R2-1 RI kt! n� Rl Al R2 R2 1= R'h RI ;RI I yl �? III _I RI 0 a ='I Al ilrnullt 1,___�I II ax LRt }I„ 1 CZj C2 T rIF51 Inns) AVE; I. y R2 -PRD ( y PROJECrSn a'I _l' .11 11 � 6 y I 1 I J M I Il. Ii~ MI CITY 1 R CI 'IL R II I II RI RbPRI rRi Rl II II II� , RI ' R2 RI it R JI 4 1 d a n I —•—�� it I1_RA R3 R RI R1 RI RI ., ill I'`- -F —� R4 () R2 Rl ni az I Rl nI — Weslnln >inr� ,.:Rl I li+l y RI Ai Al pz R2.. G In+ AI Rt Rl RI E, mrrvm r m Al CEEALACRRCULTURALI CR C%MAMEMALFiHDEMIAL R1 SNCSEFAMILYRR"IHRTIAL .B FARQNGMODIECATION CL; GOVUHMENTCDM FQ TVOFAMILYff DERCE GSM ODMMEPJALSOUTH MAIN Ml UG{TINDUSMAL m MU01PEDMOTYMULiRE Cl COMMUNITYCOMM90AL M2 NFAWINDUSRRAL. FAMILYFESDEdCE CI-MD COMM, CCMMEMAUMU831M DISRRCT MO M10TARYOPERATIONS RR SJEREA.NAFARINIMTS C2 GENIPALCOMMMAL 0 ORNGACE FE RESDDMALLWE m CWRALR1SNM P RZN"S"L R) S�mRCDevao MHVT Ct•A CSq TAL EJ9NE3EWMSTMUACi FCD PLANNE) COMMUNITYUBaOPMSRT S' S- IMFICRAN CA RANNE7 SiCFR R NGCSm FR PLANNED PODERTIAL DEMS.CFMMT CS ARCERALCOMMffCAL VA 2016 -2 l�r HUYNH COMMERCIAL BUILDING y a 5105 WEST FIRST STREET — __ =500 FEET P' =1000 FEET P L_ ANN_ I_ N G A N D B U I L D I N G A G E N C Y EXHIBIT 1 VIC?dtl�flQ71 IN L -F MILY :E R 51 E C 3RD STREET 2ND STREET V IN L w A IIL RE 3 I C E N C E :E 0 1 5 T ER MULTI FAMILY RESIDENCE IRE�SID N ELY F-- w w h w J v u� MOBILE COMM. HOME PARK I wi MOBILE HOME PARK 'W w MULTI CO MERCIAL COL' FAMILY tA RESIDENCE STREET VA 2016 -2 HUYNH COMMERCIAL BUILDING P (p 5105 WEST FIRST STREET y� P L A N N I N G A N D B U I L D I N G A G E N C Y EXISTING LAND USE MAP EXHIBIT 2 31 E -8 SI G E u FA I Y w 2i RI SI E CE 2 0 2ND STREET V IN L w A IIL RE 3 I C E N C E :E 0 1 5 T ER MULTI FAMILY RESIDENCE IRE�SID N ELY F-- w w h w J v u� MOBILE COMM. HOME PARK I wi MOBILE HOME PARK 'W w MULTI CO MERCIAL COL' FAMILY tA RESIDENCE STREET VA 2016 -2 HUYNH COMMERCIAL BUILDING P (p 5105 WEST FIRST STREET y� P L A N N I N G A N D B U I L D I N G A G E N C Y EXISTING LAND USE MAP EXHIBIT 2 31 E -8 VA 2016 -2 HUYNH COMMERCIAL BUILDING 5105 WEST FIRST STREET EXHIBIT 3 31 E -9 IiunnH naNaw aw V4 Jaia aoIdjo v lIViaa I]3fOVJ t.. a�3' 33 'J tl 1 Wy q A N WVNH3 3 9a03�J I u wl �I i I <. ,.� ...,.o,. RUN �� 1 15 � N K qr U FFN u Z N 15 /ally 'N f1�71 r1 a a a c t- a LL 131 A. VIJ M5a14 Mkr r°M1 cm cr a »ANNn lary eAvy °JNIOlU1B H01d30 g e i '. h F yy 4 0 a k• IdNhliH AaN3H'NW '8'71V13i! dS a�aroue WVNH38 AS809 E, s3 Oil n I; � I I �4 Z 7 LL e i m- i Q 7 F 6 W J '. Y It o '4 0, m. EXHIBIT 5 1 E -11 Ls 03.28.16 RESOLUTION NO.2016 -XX A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING VARIANCE NO. 2016 -02 AS CONDITIONED TO ALLOW A REDUCTION IN STREET FRONTAGE FOR THE HUYNH COMMERCIAL BUILDING TO BE LOCATED AT 5105 WEST FIRST 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, The Applicant is requesting approval of Variance No. 2016 -02 to allow a reduction in the minimum street frontage required for a commercial development proposed at 5105 West First Street. B. Pursuant to Section 41 -373 of the Santa Ana Municipal Code (SAMC), a commercial property in the General Commercial (C2) zoning district is required to have a minimum street frontage of 120 feet. C. Variance No. 2016 -02 came before the Planning Commission of the City of Santa Ana on March 28, 2016 for a duly noticed public hearing to reduce the required street frontage to ninety (90) feet for the building to be located at 5105 West First Street. D. The Planning Commission determines that for Variance No. 2016 -02 the following findings, which must be established pursuant to Santa Ana Municipal Code (SAMC) Section 41 -638 in order to grant a variance from the provision of the Santa Ana Municipal Code have been established: 1. 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 contains a special circumstance related to its size, shape and location. Due to the unique location of the site along a primary arterial street and its placement between two established land uses, the built out conditions adjacent to the parcel makes it infeasible for the applicant to obtain additional land to meet the minimum street frontage standard. Resolution No. 2016 -xx 31 E -12 Page 1 of 4 Therefore, denial of the variance would deprive the property owner the privilege of utilizing the site to its maximum potential. 2. That the granting of a variance is necessary for the preservation and enjoyment of one or more substantial property rights. The granting of the variance is necessary for the preservation and enjoyment of substantial property rights. The granting of the variance would allow the property owner the opportunity to demolish an outdated building and replace it with a new commercial building with less than required street frontage. 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 as the building and site have been designed to comply with all applicable development standards except for the minimum street frontage standard. Further, off-site improvements will be provided to address disabled accessibility issues from the public right -of -way to the site. The proposed building will blend with the surrounding buildings and will not be materially detrimental to the public welfare or injurious to surrounding property. 4. That the granting of a variance will not adversely affect the General Plan of the City. Finally, the project will not adversely affect the general plan in any way as the land use designation of General Commercial (GC) allows commercial uses such as medical office, retail and professional office uses. Further, the project will be consistent with Goals 1, 2 and 3 of the Land Use Element as the project will promote a balance of land uses, will enhance the City's economic and fiscal viability and will improve the character and integrity of the neighborhood. F. In accordance with the California Environmental Quality Act, the recommended action has been reviewed through per Environmental Review No. 2014 -110. It has been found that the project will not result in any impact on the environment and is therefore exempt by the General Rule provision of CEQA. Section 2. The applicant agrees to indemnify, hold harmless, and defend the City of Santa Ana, its officials, officers, agents, and employees, from any and all liability, claims, actions or proceedings that may be brought arising out of its approval of this Resolution No, 2016 -xx 31 E -13 Page 2 of 4 project, and any approvals associated with the project, including, without limitation, any environmental review or approval, except to the extent caused by the negligence of the City of Santa Ana. Section 3. The Planning Commission of the City of Santa Ana hereby approves the variance for the project subject to conditions outlined in Exhibit A. 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 March 28, 2016, and exhibits attached thereto, and the public testimony, all of which are incorporated herein by this reference. ADOPTED this 28th day of March, 2016 by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Lisa Storck Assistant City Attorney James Gartner Chairperson Resolution No. 2016 -xx 31E-14 Page 3of4 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, ROSA BARELA, Acting Recording Secretary, do hereby attest to and certify the attached Resolution No. 2016 -xx to be the original resolution adopted by the Planning Commission of the City of Santa Ana on March 28, 2016. Date: Acting Recording Secretary City of Santa Ana Resolution No, 2016 -xx 31 E -15 Page 4of4 EXHIBIT A Conditions of Approval for Variance No. 2016 -02 Should the Planning Commission approve Variance No. 2016 -02 the approval is subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full 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 variance. Failure to comply with each and every condition may result in the revocation of the variance. A. Planning Division 1. All proposed improvements must conform to the Site Plan Review approval of DP No. 2014 -35 and the staff report exhibits. 2. Any amendment to this variance must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 3. There shall be no more than 3,200 square fleet of retail space and 1,495 square feet of medical office space at any time. 4. Landscaping, once installed, shall be maintained per the approved landscape plan. 5. The site occupant shall be responsible for maintaining the premises free from graffiti, including the side of the buildings adjacent to the railroad tracks. All graffiti shall be removed within 24 hours. Resolution No. 2016 -xx 31 E -1 6 Page 5 of 5 0, A0111 � Lod 14 CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: ADOPT A RESOLUTION TO ESTABLISH A HOTEL DEVELOPMENT INCENTIVE PROGRAM {STRATEGIC PLAN NO. 3,3C) CITY MAN ER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 a' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Adopt a resolution authorizing the establishment of a hotel development incentive program to provide economic incentives for the development of four to five -stars or AAA -rated four Diamond and above quality hotels in the City of Santa Ana. DISCUSSION According to the Anaheim /Orange County Visitors & Convention Bureau, 46.1 million people visited Orange County in 2014. Visits increased by 3.9 percent in 2013 and is expected to continue to increase more in 2016. Tourism in Orange County is booming and Santa Ana has the opportunity to take advantage of its centralized location in the heart of this industry. Santa Ana's proximity to the Anaheim resort district, the John Wayne Airport, and local amenities such as, the Discovery Cube Orange County and the Bowers Museum makes it a desireable location to attract incoming tourists and visitors to Orange County. According to a study by PKF Hospitality Research consultant, the average occupancy rate for Orange County hotels is 78.3 percent and is indicative that additional capacity exists for the development of new hotels in this area. To capitalize on this growth, Santa Ana will need to strategically position itself to accommodate new hotel development. By doing so, Santa Ana will have the potential to create new jobs, spur economic development, and enhance the City's revenue base. Currently, Santa Ana does not have any four -star rated or AAA (American Automobile Association) four Diamond and above hotels. However, nine three -star rated hotels are located within city limits. All other hotels and motels within the city are rated from one to two- stars. A uniform rating system for star quality hotels in the United States does not exist. Several websites and travel guides use the star rating when ranking hotels. AAA has an independent rating system that many hotels have been rated by (Exhibit 1). Staff recommends the use of both star and AAA Diamond ratings for this incentive program. 55A -1 Resolution - Establish a Hotel Development Incentive Program April 19, 2016 Page 2 The City currently imposes an 11 percent Hotel Visitors' Tax (HVT) on hotel and motel guests. The purpose of this tax is to recover costs of governmental services associated with nonresidents of the city. Since fiscal year 2011 -12, the City has experienced a 29 percent increase in HVT revenues and are projected to exceed $9 million by year end 2015 -16. To spur the development of high quality hotels (four to five -star rated or AAA four Diamond or above), staff is recommending an economic incentive to close the funding gap in a proposed high quality hotel development. A feasibility analysis would be completed for the project, whereby a projection of operating performance is combined with project development cost in order to determine the funding gap. A financial firm would be used for the feasibility analysis which would be funded by the developer. The City would pay for the funding gap through the HVT incremental revenue over a period specified in each negotiated agreement. The City would use a percentage (50 percent) of new incremental HVT generated by the new development to fund the payments. Incremental HVT equals the amount of new HVT that the new hotel development generates from a baseline (Year 0). No upfront expenditures from the City would be required. Each hotel agreement will be brought forward to City Council for consideration. Sample Calculation: A new hotel development generates $1 million in new HVT revenue to the City in its first year. Fifty percent ($500,000) will be reimbursed to the hotel after the City receives the HVT. In year two, the hotel generates $1,200,000 in HVT revenue, 50 percent ($600,000) would be reimbursed to the hotel. This agreement would continue over a 10 -15 year period or until the funding gap is reached per the negotiated agreement. On March 24, 2016, staff met with members of the UNITE HERE Local 11 organization that represents more than 20,000 workers employed in hotels, restaurants, airports, sports arenas, and convention centers throughout Southern California. The meeting provided an opportunity to discuss and review language as it relates to Labor Peace Agreements. A Labor Peace Agreement is an enforceable agreement between a Hotel Owner /Operator and a labor organization, that represents, or seeks to represent, the Hotel's employees and that contains provisions under which the labor organization and its members agree to refrain from engaging in any picketing, work stoppages, or any other economic interference with Hotel operations or the construction of the facility. In addition, staff worked with the Los Angeles /Orange Counties Building and Construction Trade Council in which they provided feedback related to prevailing wage requirements and the hiring of local residents. Based on staff's research and feedback from both labor organizations, staff recommends the implementation of a hotel development incentive program which incorporates requirements for prevailing wages, hiring of local residents and Labor Peace Agreements. As it relates to Labor Peace Agreements, staff is recommending two provisions which are dependent on whether the proposed hotel will be developed on city owned or privately owned property. 55A -2 Resolution - Establish a Hotel Development Incentive Program April 19, 2016 Page 3 City Owned Property: For all hotels covered by this Hotel Development Incentive Program in which the City owns the site on which the hotel is proposed, and leases said property to the owner or operator for use by the hotel, the City shall require that the hotel owner or operator execute a Labor Peace Agreement with any labor union that represents or seeks to represent employees of the hotel, both during construction and operation of the hotel. When a Labor Peace Agreement is required because the City owns the site of the hotel, evidence shall be presented to the City that the owner or operator has entered into a Labor Peace Agreement with any labor union that represents or seeks to represent employees of the hotel, both during construction and operation of the hotel, meeting the requirements of this section, prior to the issuance of any building permits for the construction of the hotel. Privately Owned Property: For all hotel projects covered by this Hotel Development Incentive Program that are not on City owned property, the hotel owner or operator shall demonstrate that they have engaged in meetings with labor representatives and have made best efforts to determine whether a Labor Peace Agreement for the hotel project is feasible, but they shall not be required to enter into such an agreement. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 Economic Development, Objective #3, (Promote a solutions -based customer focus in all efforts to facilitate development and investment in the community), Strategy C (Explore opportunities to encourage a business friendly environment within the City through the reduction of non - essential regulatory requirements, improved coordination between agencies for development review and addition of monetary incentives). FISCAL IMPACT There is no fiscal impact associated with this action. Each individual incentive agreement would be subject to City Council approval. Exhibits: 1. Diamond Rating Guidelines 2. Resolution RC/MM 55A -3 55A -4 A rimved Re u i rements X `l %usano�2a" `�L<i�i��ittdtfi�2e0 ,Approval Requirements & ;,� , 4 e � V,,e_,e Introduction Dear Hospitality Professional, On behalf of AAA, I am pleased to introduce to you the latest edition of the Lodging Approval Requirements & Diamond Rating Guidelines. This year marks the 301h anniversary of the AAA Diamond Ratings, as well as the 201h anniversary of the Diamond Rating Guidelines. Since its inception in 1902 as a federation of independent motor clubs, AAA has existed to provide information, safety, security, and peace of mind to its now more than 50 million members. AAA's services have evolved to encompass roadside assistance, insurance and financial services, safety education, and public affairs. AAA is also an undisputed leader in travel information and services. In 1937, the first AAA field representatives were hired to inspect lodgings and restaurants, and in 1963, AAA began assigning lodging ratings from good' to 'outstanding'. In 1977 — AAA's 75th (diamond) anniversary — the Diamond Rating system was introduced for lodgings, with restaurants included in 1989. In 1987, the first AAA Lodging Diamond Rating Guidelines booklet was introduced for industry review. Prior to this date, only minimum approval requirements were printed and distributed upon request. The new edition of the AAA Approval Requirements and Diamond Rating Guidelines was designed with two objectives in mind: • To ensure that our ratings program is accurate and consistent when compared to meeting the travel needs of over 50 million AAA members. • To provide hospitality professionals a valuable reference so they may be successful in achieving their goal as it relates to AAA Approval and our proprietary Diamond Rating Process. To that end, we feel that it is important to partner with the hospitality industry by gathering input, discussing the meaning of our ratings, and openly sharing how the Diamond Rating Process is applied at the property level. We strongly urge property representatives to take full advantage of the information provided by AAA inspectors during an evaluation, since our experts are exposed to a wide range of properties throughout the United States, Canada, Mexico and the Caribbean. AAA evaluates more than 32,000 accommodations, 28,000 restaurants and nearly 11,000 campgrounds as key content for over 168 million copies of travel - related materials annually. AAA travel products are wide - ranging and include 26 regional TourBook® guides, 11 regional CampBook® guides, AAA.com— including the well -known TripTik° Travel Planner —as well as, numerous retail guidebooks, atlases and maps. We look forward to your continued service on behalf of AAA members at large and appreciate your participation in AAA programs. Sincerely, ichael Petrone, CEC irector /AAA Tourism Information Development 55A -6 TABLE OF J i AM SectionOne ....................................................................... ..............................1 Defining AAA Approval Requirements and AAA Diamond Rating Guidelines ..................... 1 Applyingfor a AAA Diamond Rating .................................................. ............................... 1 AAAApproval Requirements ............................................................. ............................... 2 The AAA Evaluation and Diamond Rating Process ............................. ............................... 4 SectionTwo ....................................................................... ..............................6 Whatthe Diamond Ratings Mean ...................................................... ............................... 6 DiamondRating Guidelines — Exterior ............................................... ............................... 7 Diamond Rating Guidelines — Public Areas ........................................ ............................... 9 Diamond Rating Guidelines — Guestroom ........................................ ............................... 17 DiamondRating Guidelines — Bathroom .......................................... ............................... 24 The AAA Four and Five Diamond Rating .......................................... ............................... 30 Four and Five Diamond Service Expectations .................................. ............................... 30 SectionThree ................................................................... .............................37 TheListing ...................................................................................... ............................... 37 LodgingClassifications. ........... ...................................................................................... 37 Accessibility.................................................................................... ............................... 39 MemberComment Procedures ......................................................... ............................... 39 TheAAA Appeals Process ................................................................ ............................... 40 GreenPrograms .............................................................................. ............................... 40 Addresses and Phone Numbers ....................................................... ............................... 41 55A -7 _1r_ Defining a Requirements and AAA Diamond Rating Guidelines It is important to note the difference between AAA Approval Requirements and Diamond Rating Guidelines as this concept is often misunderstood. The evaluation process is made up of three parts: Approval Requirements, objective Diamond Rating Guidelines, and subjective elements based on the professional experience and training of AAA inspectors — who visit over 32,000 lodgings each year. The essential AAA Approval Requirements are common -sense qualifications that AAA members have told us are important to them and, similarly, that most professional operators routinely employ. All properties must first meet this set of criteria in order to be considered for AAA Aouroval and Diamond Ratina. The Diamond Ratina Guidelines are not rating requirements, but are components used to determine the appropriate Diamond Rating level. Diamond Rating guidelines are simply a reflection of what is typically seen throughout the various market segments of the lodging industry. Therefore, failure to meet some of the components listed for the ratings categories does not necessarily preclude the achievement of that rating. During our evaluation, inspectors will assess the strengths and weaknesses of the property and assign the most appropriate rating that will provide the best match in meeting AAA member expectations. Furthermore, not all of the Diamond Rating Guidelines will apply to all property types. For example: meeting rooms would not be expected at a Bed & Breakfast property, but would be essential at a convention - oriented hotel. Also, the availability and type of swimming pool will be dictated by climatic influences and /or the property classification. AAA inspectors will only use the sections of the Diamond Rating Guidelines that are appropriate for the property classification in assessing the overall Diamond Rating. Applying for a AAA Diamond afro AAA CONSIDERS ALL VALID APPLICATIONS FOR EVALUATION. To be considered a valid applicant for AAA evaluation, lodging properties must meet all of the Approval Requirements for their property category. These minimum requirements reflect members' basic expectations. Prior to completing an Application For Evaluation (provided at: www.AAA.biz /A p Loved), please review the requirements to verify your property's eligibility to apply. Currently listed establishments need not reapply, as our inspectors will routinely conduct an evaluation of your property on a continual basis. Include recent and accurate pictures of the exterior, public areas, as well as examples of a standard guest unit and bathroom, and return to AAA. Please note that if our research indicates past disqualifying issues, you may be asked to provide written documentation of the corrective action taken since then. As of August 1, 2006, lodging properties that request evaluation by AAA are charged' a nonrefundable application fee: $150 for first -time applicants and $300 for repeat, applicants that previously failed an evaluation or were disassociated from AAA for any reason. The fee does not apply to currently Approved and listed establishments that remain in good standing,' "Please do not send a payment with the initial application. On receipt of your Application For Evaluation, AAA will provide written notice regarding the status of your application and, if accepted for further consideration, an invoice for your application fee On receipt of payment, AAA will schedule your property for an unannounced evaluation within one year. All application fees should be made in U.S. funds and are nonrefundable and will have no bearing on the outcome of evaluations AAA conducts property evaluations as a service to members, and does not guarantee that all applicants will be Approved and listed in member publications. Basic listings are provided without charge to Approved properties 554 -9 AAA does not guarantee an immediate evaluation of all properties that apply, but does guarantee a fair review of all applications. Additionally, AAA reserves all rights to apply priority consideration to those properties demonstrating traits that provide the highest degree of AAA member value. Through ongoing member research, AAA has developed criteria reflecting key elements of consideration in making travel - related decisions. Some examples of AAA member value criteria are: • LOCATION • NEWLY BUILT/ RENOVATED • HIGH DEGREE OF CLEANLINESS AND COMFORT • APPROPRIATELY MAINTAINED CONDITIONS • PRICE (willingness to provide a discount or best rate available) Once your property is approved, it will be evaluated at least once per evaluation cycle by a AAA inspector. All evaluations are unannounced to ensure that our inspectors see your property just as our members would see it. The conditions noted at the time of the annual evaluation will be the basis of the decision to list or rate a property. This decision is at the sole discretion of AAA. By applying for an evaluation, you agree to allow AAA to publish your property information and the respective Diamond Rating in our travel publications. AAA will make every effort to ensure that your property is fairly represented. If, after continued review, or up to and including the end of one year, the property is determined to be of limited AAA member value, a letter will be sent advising that the property has been released from any further consideration. AAA Approval Requirements AAA APPROVAL REQUIREMENTS REFLECT THE MINIMUM ACCEPTABLE CONDITIONS AS ESTABLISHED THROUGH MEMBER SURVEYS AND CONTINUOUS FEEDBACK. X2 5510 19. Each guest unit must contain a comfortable bed with a mattress pad, two sheets, two pillows with pillowcases, and an appropriate bed covering. 20. Each guest unit must have a nightstand or equivalent by each bed, a chair, a writing surface, a waste container, clothes- storage space, and clothes- hanging facilities with hangers for two guests. 21. Each guest unit must have adequate shades, drapes, or blinds to cover all windows or other transparent areas to provide the guest with privacy. 22. The level of soundproofing must be adequate to muffle outside noises and normal sounds in adjacent units and public areas. 23. Each guest unit must have an active light switch at the main entry. 24. Each guest unit must have good illumination at a writing surface, a sitting area, and at each bed. 25. Each guest unit door must be equipped with both a primary lock and a secondary deadbolt lock. A primary lock is defined as a device that permits a guest to enter a unit using some form of key and allows the door to be locked while the unit is occupied and when the guest leaves the unit.: Passkeys assigned to appropriate staff members will function to operate only these locks. a guest an extra m ster keys will not be V1 LU: aLa11. iVaDLm ncy .7ypLCI11J WIII UC. aGGCPLOYIe WILCO Lne.. Hl"VFYC"Gy` MUSCer Key IS Only available to top management and security; personnel. Secondary Lock Variances In certain instances, the requirement for secondary locks may common are noted below.. AAA claims the right of final arbitral Sliding Glass Doors Each sliding door must be equipped: w Is required on all ground floor doors and those which are acces French Doors In addition to the deadbolt lock requiremen top; and bottom to secure the stationary /auxiliary door. The lower doorframe or floor and must be strong and sturdy meche codified to meet a variety of exceptions. The most all decisions of this nature. affartiva Inrl mn rl virc G ca,nnriani cnriirihi Ihr4 Its must extend into the upper doorframe and the '. S. 26. Each door to connecting guest units or maintenance corridors must be equipped with a deadbolt lock. 27. Each guest unit entry door must have a viewport or window convenient to the door. 28. Each window overlooking a common walkway or in a ground floor unit must be equipped with a functional lock. 29. Each guest unit must have an operational, single station smoke detector. Hard -wired smoke detectors are preferred. When battery- operated detectors are used, there must be an adequate maintenance program to routinely test and replace batteries. 55Aml 1 The AAA Evaluation and Diamond Rating Process The AAA Evaluation and Diamond Rating Process primarily consists of three parts: • INTRODUCTION, INTERVIEW • PROPERTY TOUR AND PRACTICAL APPLICATION OF THE APPROVAL REQUIREMENTS AND DIAMOND RATING GUIDELINES • ASSESSMENT SUMMARY First, all establishments must meet AAA Approval Requirements and be determined to provide member value. This validation is conducted through a combined process of applications, inspections, referrals, and media research. If a property is presumed to qualify, one of our inspectors will visit and observe the curbside appeal, exterior, and other factors pertaining to the basic foundation of the establishment, This preliminary review will verify that this property clearly exhibits characteristics that would appeal to AAA members. If satisfied, our representative will contact the owner, general manager, or property designee for a brief interview. This interview is an extremely important part of the evaluation, as factual data is gathered for inclusion into our travel information inventory with potential use in AAA's worldwide printed and electronic publications. This session also gives the property representative a chance to advise AAA of any plans for improvement that may be forthcoming. Following the interview, the inspector will tour the establishment with the property representative to assess the AAA Approval Requirements & Diamond Rating Guidelines. The tour will include an evaluation of all public areas and a cross section of rooms. The inspector will discuss both strengths and weaknesses of the property as it relates to our Guidelines. This dialogue is unique to the AAA Diamond Rating Process and is a valuable resource to any property. The overall evaluation process will include the review of six key areas ■ CLEANLINESS AND CONDITION • MANAGEMENT AND STAFF EXTERIOR, GROUNDS, AND PUBLIC AREAS • GUESTROOM DECOR, AMBIANCE, AND AMENITIES • BATHROOMS • GUEST SERVICES (if applicable). 55x412 Properties will receive a mark of 'Pass' or 'Fail' based on the manner of interaction with all property representatives. The inspector will be evaluating the overall level of hospitality, professionalism, and deportment. It is critical to receive a passing mark to be considered for a Diamond Rating. THE ACHIEVEMENT OF A AAA DIAMOND RATING MEANS THAT AN ESTABLISHMENT IS ONE OF AN EXCLUSIVE GROUP THAT HAS SUCCESSFULLY COMPLETED THIS THOROUGH EVALUATION PROCESS. If a property is approved, the inspector will assign, or recommend, a Diamond Rating or FYI designation as appropriate based on conditions that exist at the time of the evaluation. The inspector will provide the property representative a written summary of the evaluation, including the rating decision. The frequency of subsequent AAA evaluations varies slightly, depending on the classification and the assigned rating of each establishment. 55Aml3 F AAA DIAMOND RATINGS REPRESENT A COMBINATION OF THE OVERALL QUALITY, THE RANGE OF FACILITIES, AND THE LEVEL OF HOSPITALITY OFFERED BY A PROPERTY. These widely recognized and trusted symbols help AAA members choose lodgings that will meet their needs and expectations. AAA inspectors are responsible for determining a property's Diamond Rating based on established standards that are developed with input from our trained professionals, AAA members, and various lodging industry professionals. AAA's Diamond Rating Guidelines indicate what is typically found at each rating level. However, the size, age, and overall appeal of an establishment are also considered, as well as regional architectural style and design. Diamonds are assigned based on the average of all property characteristics, with a focus on overall guest impression rather than on individual elements. Therefore, not meeting a guideline (in one area) may not necessarily affect the overall Diamond Rating. The final factor in determining the Diamond Rating for a property is professional judgment, which is a very important part of the rating assessment. Our inspectors are North America's travel experts based upon ongoing training and experience in conducting more than 32,000 lodging evaluations per year. What a Diamond One Diamond 1701 These establishments typically appeal to the budget- minded traveler. They provide essential, no- frills accommodations. They meet the basic requirements pertaining to comfort, cleanliness, and hospitality. Two Diamond These establishments appeal to the traveler seeking more than the basic accommodations. There are modest enhancements to the overall physical attributes, design elements, and amenities of the facility - typically at a moderate price. Three Diamond IF Wr 'tF These establishments appeal to the traveler with comprehensive needs. Properties are multifaceted with a distinguished style, including marked upgrades in the quality of physical attributes, amenities, and level of comfort provided. Four Diamond VI Fd"W These establishments are upscale in all areas. Accommodations are progressively more refined and stylish. The physical attributes reflect an obvious enhanced level of quality throughout. The fundamental hallmarks at this level include an extensive array of amenities combined with a high degree of hospitality, service, and attention to detail. Five Diamond Npr ' 1►r 4 These establishments reflect the characteristics of the ultimate in luxury and sophistication. Accommodations are first class. The physical attributes are extraordinary in every manner. The fundamental hallmarks at this level are to meticulously serve and exceed all guest expectations while maintaining an impeccable standard of excellence. Many personalized services and amenities enhance an unmatched level of comfort. 55 AA 5 GLOSSARY: D. Gt mate controlled —Heat, ventilation and %or air conditioning and coolin ► Dated - Marked by featuresof the past; showing the effects of long use c ► Form - The essence of design-or configuration. ► Function The action_for which something_'is fundamentally fitted or purl ► Plus - When you see this term used (such as 2D, plus), it means that tN elements of the previous columns_ in addition to elements of the current di P. Residential- Of, or relating to, -or connected with, residential - style; invo Diamond Rating Guidelines r EXTERIOR ble. onal presence of home. Limited quantity Enhanced quantity, Various 311 plus: 413, plus: and variety of function, and landscape Excellent variety of Elegant and landscaping; Basic variety of features are mature plants; extensive variety design landscaping; well- Obviously of landscaping, Coordinated design coordinated for professionally with meticulous form, function, planned and attention to detail and seasonality; manicured in placement and An ample quantity care and variety of plants are integrated with buildings, walkways, parking lots, courtyards, gardens, etc. 55A' --16 Basic or dated in style No drive - through covered entry Varied surfaces; Illumination is adequate EXTERIOR Modest enhancements to form and function via roofing, windows, siding, or some other architectural feature(s) Drive - through covered entry; Limited capacity (one -car width) 1D. plus: Paved and marked areas Significantly enhanced in form and function with some residential appointments, such as: enhanced roofs, intricate moldings, window treatments, balconies, chimneys, etc. 2D, olus: Increased capacity (two -car width); Structure is decorative 2D. Plus: Lighting is well - positioned, from multiple sources, and provides a good level of overall illumination 55A-17 3D, olu : Obviously upscale 3D, Dlus: Oversized capacity (two - car width and depth); Upscale design and appointments 3D. Dlus: Lighting fixtures reflect upscale characteristics with respect to the design of the property Valet parking upon request or some other upgraded feature, such as: covered /indoor parking, shuttle service, or evidence of added security 413, olus: Extraordinary with unique architectural features 4D. plus: Elegant design and appointments 4D. Plus: Valet parking is automatic Diamond Rating Guidelines - Public 55AA 8 Walls are of basic material and design, such as: cinder block with a plain paint finish, standard grade wood, prefab modular laminate paneling, or wallpaper Building structure and design is basic or dated in style Limited quantity and variety of landscaping; Basic design PUBLIC AREAS Wall treatments are modestly enhanced,such as: drywall with basic paint finish or plain vinyl coverings; Rubber or vinyl baseboards Decorative wall treatments, such as: drywall with textured and painted finish, decorative vinyl coverings, or select grade wood /stone; Chair rails and carpeted baseboards 3D, Plus: At least one significant upscale design enhancement, such as: accent wall(s), furniture - finish wood paneling, soft wall coverings, ceiling trim, architectural feature, wainscot, etc.; Wood baseboards Climate controlled I Climate controlled I Climate controlled Weather appropriate (Provides protection and comfort with respect to climatic elements); Building structure shows modest enhancements to design and function via roofing, windows, siding, or some other architectural feature(s) Enhanced quantity, function, and variety of landscaping; Coordinated design 2D, Plus: Building structure and design is significantly enhanced in form and function with some residential appointments, such as: enhanced roofs, moldings, window treatments, etc. Various landscape features are well - coordinated for form, function, and seasonality; An ample quantity and variety of plants are integrated with buildings, walkways, parking lots, courtyards, gardens, etc. 55A -19 3D, Plus: Building structure and design is obviously upscale 3D, Plus: Excellent variety of mature plants; Obviously professionally planned and manicured 4D, Plus: Wall finishes are of the highest grade materials; Accented with multiple luxurious design enhancements Climate controlled 4D, Plus: Extraordinary with unique architectural features 4D, Plus: Elegant and extensive variety of landscaping, with meticulous attention to detail in placement and care Basic material and design, such as: drop tile, concrete, or standard grade wood Basic lighting fixtures that provide an adequate level of overall illumination Basic design in limited locations throughout the property PUBLIC AREAS Poster(s) or commercial artwork with thin, un- enhanced wood, metal, or plastic frame(s) Modest enhancements to material and design, such as: enhanced drop tile, painted drywall, popcorn finish, sand textured concrete, etc. Lighting fixtures are modestly enhanced in style, positioning, and function to provide a good level of overall illumination Modestly enhanced design in appropriately placed locations throughout the property Matted artwork (common or commercial) in enhanced frame(s) or other decorative appointments Predominant use of decorative elements to painted drywall, such as: an advanced textured finish (knockdown, orange peel, comb, slap brush, etc.) or select grade wood /stone 2D, plus: Lighting fixtures are decorative and well - coordinated forform and function 213, plus: Decorative enhancements in design 55AL20 Variety of matted and framed or unframed canvas artwork (varied sizes and scenes) or other appointments that provide a distinctive or thematic upscale appeal 3D, plus: One architectural or design feature, such as: treys, beams, medallions, vaulted /volume, murals /stencils, tin tiles or skylights, ceiling fans, special effect lighting, etc. 3D, plus: Lighting fixtures reflect upscale design and provide an excellent level of overall illumination 3D, plus: Upscale design in ample locations 413, plus: Variety of styles and accent pieces, such as: limited edition prints, canvas art, tapestries, or lithographs with enhanced matting and preservation frames, assorted artisan pieces or sculptures, floral displays or plants 4D, plus: Multiple architectural or design features 4D, plus: Custom lighting fixtures of outstanding quality provide a unique illumination effect 4D, plus: Custom design creatively placed for a unique effect Obviously restricted by size and /or placement of appointments; Basic counter registration with limited or no seating capacity If available, predominantly basic materials, such as: particle board, laminate, or vinyl finishes; Dated styles with limited coordination; Provides an adequate level of comfort Ice machine(s) available Vending machine(s) available PUBLIC' Modest restrictions due to size and /or placement of appointments; Seating arrangement for one small group, such as: a sofa and two arm chairs An increased level of coordination; Modest enhancements in materials, design, and function; Provides an enhanced level of comfort Multiple sealed ice machines Basic hygiene amenities, such as: toothbrush /paste, razors, mouthwash, shower caps, combs, etc., available at the front desk or in vending machine No restrictions, as placement of appointments is well- proportioned to area size; Expanded seating arrangement accommodating two small groups; Placement of appointments is well - proportioned to area size and traffic flow Decorative and well- coordinated forform and function; Overall construction and design reflects current industry trends, such as: Melamine resins, solid wood trim, or upgraded laminate finishes; Provides an obvious degree of comfort ZD, plus: Located in a recessed area Dedicated sundry area offering a variety of merchandise, such as: health and beauty needs, food, beverage, and reading materials 55 -� -21 Area size and placement of appointments provide an obvious degree of spaciousness allowing increased ease of movement for many guests; Multiple conversational groupings, including one or more privacy areas; Identifiable guest service area and bell stand 3D, plus: Modern or antique upscale style and materials, such as: solid wood, polished metals, leather, designer fabric, veneer finishes with solid wood accents, laminate insets, etc.; Provides an exceptional degree of comfort 3D, plus: Conveniently located and appropriately soundproofed Upscale gift shop Area size and placement of appointments provide a free flowing abundance of space that contributes to the ultimate level of comfort and relaxation for many guests; Identifiable concierge area 413, plus: Luxurious, unique, and elegant custom design and workmanship Specialized service, delivery or in -room honor bar Variety of first - class shops PUBLIC AREAS Personal computer, with Internet access, available in lobby for guests' use Elevatoris available for guests' use in multi -story buildings Artificial or live plants in limited locations Dedicated open area (out of traffic pattern) with desk and chair, to include at leastthree business - related items, such as: PC, printer, copier, fax machine, supplies, etc. 2D, Plus: Primarily dedicated to guests' use; Prompt response, quick moving, and spacious; Elevator includes decorative appointments; Landing includes a limited (four) amount of decorative furnishings, such as: tables, lamps, phone, artwork, chair, mirror, flowers, etc., and is recessed from the lobby and guestroom corridors Good variety of live plants or artificial floral arrangements used as appropriate for decorative accents throughout the property 55A1322 3D, Plus: Well- appointed, enclosed area; Multi -guest capability with comprehensive office supplies 3D, plus: Multiple elevators include upscale appointments; Landings include a variety of upscale furnishings (five), such as: sofa table, lamps /wall sconce, phone, artwork, chair, coffee table, mirror, flowers /plants, etc.; Additional service elevator is available for staff's use Abundant variety of live plants, silk, or dried floral arrangements used as appropriate to enhance an upscale theme throughout the property 4D, Plus: Luxurious surroundings include the latest business technology; Professionally staffed area 4D, Plus: Elevator cabs have dual call button panels; landings are elegant with luxurious, unique, and artistic appointments Garden -fresh condition, outstanding variety of live plants and flowers that are uniquely arranged to provide a luxurious appeal throughout the property PUBLIC AREAS Limited (washer and dryer only) coin - operated laundry facilities Luggage carts available Private meeting room available; Basic audiovisual equipment available, such as: projectors, microphones, television, sound system, etc. Expanded coin - operated laundry facilities, such as: multiple machines, vending supplies, folding table, etc. -or- valet laundry 2D, plus: Design enhancements, such as: solid construction, larger, smooth tracking wheels, and bumper guards Expanded meeting space with decorative appointments; Increased variety of audiovisual equipment available, such as: dropdown projector and screen, smart lectern, controlling lights and surround sound, multi - casting, wireless communication, etc.; Some conference services available, such as: planning assistance, catering, and most technology needs 55-A -23 Valet laundry and pressing available 3D, plus: Upscale design enhancements, such as: brass or metal finish, carpeted base, and multiple hanging capabilities. Luggage assistance available upon request A variety of meeting rooms, such as: ballroom, boardroom, theatre, and /or meeting rooms of various sizes, with upscale appointments; All audiovisual equipment is state -of- the -art; Pull conference services available including on -site professional conference planner and technical support 4D, plus: Personalized services available, such as: one hour pressing, shoeshine, tailoring or alterations, etc. Luggage assistance upon arrival is automatic 4D, plus: Luxuriously appointed, first - class facilities; Custom conference services PUBLIC AREAS One full- service outlet or food court (comparable to a one diamond restaurant) onsite: OR I Standard continental breakfast (minimum: juice, pastry, and hot beverage)is served in a dedicated area with modest restrictions due to size and /or placement of appointments; Limited seating is available Pool area with a limited amount of furniture of basic or mixed styles; Property location determines seasonal availability 213, plus: (comparable to a two diamond restaurant); Lounge or bar area OR I Expanded continental breakfast, or more, Is served in a dedicated area that is distinctly separate from the lobby traffic; Appointments are well - proportioned to area size, with appropriate seating for the size of the establishment; Television Weather appropriate pool (usable at least nine months annually); Area is well- appointed with a good variety of decorative, comfortable pool furniture; Hot tub or whirlpool spa 55A524 Upscale, full- service restaurant (comparable to a three diamond restaurant); Separate lounge or bar area; Room service available for breakfast, lunch, and dinner 3D, plus: Pool area reflects the use of upscale building materials and design, with a variety of pool furniture; Hot tub or whirlpool spa, steam room, or sauna; Food and beverage service is available poolside 4D, plus: Multiple outlets (at least one is comparable to a four diamond restaurant); Room service available 24/7 4D, plus: Pool area Is of elegant design, with unique appointments, such as: sculptures, waterfalls/features, exotic plants and gardens, stone /tile surfaces with designer inlays, etc.; Outstanding variety of luxurious furniture; Cabanas; Full -time professional attendant is on duty PUBLIC AREAS Two pieces of equipment on site in a designated room One unisex 2D. plus: Three or more pieces of equipment; Room is enhanced with atleastthree purposeful appointments, such as: mirrored walls, television, water cooler, bathroom, towels, clock, scales, etc. Multiple facilities/ programs onsite; Some with off - site privileges Separate gender restrooms in a convenient location (If property has expanded meeting facilities, then additional restrooms are available in proportion) 558e -25 Full spa services available 3D, plus: Five or more pieces of state -of- the -art equipment, including cardio and weight training capability 3D, plus: Arrangements are made for off - site services 3D. plus: Upscale appointments Full spa onsite 4D, plus: Ten or more pieces of equipment; Luxurious health club environment; dressing area includes: lockers, showers, and restrooms; Full - time professional attendant is,on duty; In -room exercise equipment available 4D, plus: First -class facilities/ programs with custom concierge services provided 4D, plus: First -class with luxurious appointments - -. cMIIis _ P-_ _ Resid Diamond Rating Guidelines - Guestroorn 55A -26 Basic material, such as: linoleum or low density pile carpet with padding that provides little or no comfort underfoot (floor feels hard) Basic material and design, such as: cinder block with a plain paint finish, standard grade wood, prefab modular laminate paneling, or wallpaper GU'ESTI Enhanced material, such as: wood laminates and vinyl, or medium density pile carpet with padding that provides average comfort underfoot Wall treatments are modestly enhanced,such as: drywall with basic paint finish or plain vinyl coverings; Rubber or vinyl baseboards Poster(s) or commercial artwork with thin, un- enhanced wood, metal, or plastic frame(s) OM 2D, plus: Wood laminates or carpet with enhanced design, such as: patterns, textures, or inlays; Decorative tile (ceramic, stone, concrete, terra cotta, etc.); Hard surfaced floors have decorative area rugs as appropriate Decorative wall treatments, such as: drywall with textured and painted finish, decorative vinyl coverings, or select grade wood /stone; Carpeted baseboards Matted and framed artwork (common or commercial) in enhanced frame(s) or other decorative appointments 55#27 3D, plus: High grade wood, marble, granite, or other upscale stone floors, or high density pile carpet with padding that provides exceptional comfort underfoot 3D, plus: At least one significant upscale design enhancement, such as: accent wall(s), furniture- finish wood paneling, soft wall coverings, ceiling trim, architectural feature, wainscot, chair rails, etc.; Wood baseboards Variety of matted and framed artwork (varied sizes and scenes) or other appointments that provide a distinctive or thematic upscale appeal 4D, plus: Custom inlays or textured enhancements that provide an overall design that is obviously elegant and unique; Area rugs are luxurious and unique 413, plus: Wall finishes are of the highest grade materials; Accented with multiple luxurious design enhancements 4D, plus: Variety of styles and accent pieces, such as: limited edition prints, canvas art, tapestries, or lithographs with enhanced matting and preservation frames, assorted artisan pieces or sculptures, floral displays or plants Basic material and design, such as: drop tile, concrete, or standard grade wood Basic drapes, blinds, or shades offering limited blackout effect from the sun or outside light sources No headboard -or- headboard and mattress are of basic materials and plain design (vinyl flat top); Box spring or bed base Bed coverings are of basic style; Bed linens are of common blends and thread counts (sheer, coarse to touch); Pillows are of a standard grade (thin Polyester batting) GUESTROOM Modest enhancements to material and design, such as: enhanced drop tile, painted drywall, popcorn finish, sand textured concrete, etc. 1D, plus: Full blackout effect Headboard and mattress are of modestly enhanced material and design (quilted, soft top); Box spring or bed base Bed coverings are quilted or modestly enhancedin style; Bed linens are of average (150 -250) thread count, closely woven and smooth to touch; Pillows are of an enhanced grade (thick Cluster Fiber) Predominant use of decorative enhancements to painted drywall, such as: an advanced textured finish (knockdown, orange peel, comb, slap brush, etc.) or select grade wood /stone 213, plus: Two design enhancements, such as: blinds, shutters, sheers, fabric side panels, valance, glass treatment, cornice, etc., provides a professional design effect 2D, plus: Decorative headboard 2D, plus: Two accent features, such as: comforter, duvet, dust ruffles, bed throw /scarf, multiple pillows, accent pillows/ shams or triple sheeting 55A9-28 3D, plus: One architectural or design feature, such as: treys, beams, medallions, vaulted /volume, murals /stencils, tin tiles or skylights, ceiling fans, special effect lighting, etc. 3D, plus: Three or more design enhancements Upscale headboard, bed base and mattress which includes a comfort enhancement, such as: pillow top, memory foam padding, adjustable comfort level, etc. Bed coverings include three or more accent features (see 3D); Bed linens are of increased thread count ( >250), tightly woven, crisp, and very soft to the touch; Pillows are of an upscale grade, such as: down or feather 4D, plus: Multiple architectural or design features 4D, Plus: Elaborate, luxurious, and unique visual effect 4D, Plus: Elaborate, luxurious, and unique visual appeal 4D, Plus: 300 thread count bed linens (Egyptian cotton, satin, silk or similar) provide a super soft, silk -like feel; Choice of pillow fills, such as: silk, wool, cashmere, premium foams, latex or goose down, etc., is provided Open wall - mounted clothes rack with simple wire or non - detachable hangers Open clothes storage space Two or more well - positioned basic lighting fixtures; Provide an adequate level of overall illumination Predominantly basic materials, such as: particle board, pressboard, laminate, or vinyl finishes; Dated styles with limited coordination; Provides an adequate level of comfort G U ESTROOM Semi - enclosed area with detachable wood, plastic, or heavy metal hangers Multiple enclosed drawers; Total storage space can accommodate the needs of two or more guests Three or more lighting fixtures; Modestly enhanced in style, positioning, and function; Provide a good level of overall illumination 1D, Plus: An Increased level of coordination; Modest enhancements in materials, design, and function; Provides an enhanced level of comfort Fully- enclosed with at least six open -hook wood or heavy gauge, sculptured plastic matching hangers; Some with skirt or pant hanging attachments; Closet depth is 22 inches ( at minimum) and can enclose full length apparel 2D, plus: Sufficient space for one piece of luggage, such as: folding metal rack, bench, or credenza top Four or more well - positioned lighting fixtures; Decorative and well - coordinated for form and function; Provide a good level of overall illumination at each location Predominantly freestanding; Decorative and well- coordinated for form and function; Overall construction and design reflects current industry trends, such as: Melamine resins, solid wood trim, or upgraded laminate finishes; Provides an obvious degree of comfort 55AQ -29 313, plus: At least eight hangers D us: Sufficient space for two pieces of luggage (upgraded wooden racks or designer -style benches); Total storage space can accommodate the needs of three or more guests 3D, olus: Predominantly freestanding fixtures of upscale design; Provide an excellent level of overall illumination 3D, plus: Modern or antique upscale style and materials, such as: solid wood, polished metals, leather, designer fabric, veneer finishes with solid wood accents, laminate insets, etc.; Provides an exceptional degree of 4D, Plus: At least ten hangers (two of which are satin or similar); One or more designer features, such as: drawers, shelves, shoe rack, walk -in capability, etc.; Closet is illuminated 4D, Plus: Total storage space can accommodate the needs of four or more guests 4D, plus: Custom lighting fixtures of outstanding quality; Custom function(s), such as: dimmers, point lighting, multiple switches, and /or natural light sources; Provide a unique illumination effect 4D, plus: Luxurious, unique, and elegant custom design and workmanship One chair (typically placed as part of a duplex, triplex, or task table) Duplex, triplex, or small task table that provides adequate work space (e.g., enough space for a laptop computer and an 8x10 inch reference material item) Heat and /or air conditioning available on a seasonal basis as needed; Window style air - conditioning units Touch -tone telephone GUESTROOM' ID, plus: Additional seating for one guest; Vinyl or fabric upholstery Desk or medium task table that provides good work space (e.g., enough space for a laptop computer and two 8x10 inch reference material items) ID, plus: Conveniently located through- wall units 1D, plus: Message light on telephone Comfortable seating for two guests - to include desk chair with arms and partial upholstery, such as: vinyl, leather, or fabric; Plus one additional fully upholstered easy /lounge chair that is positioned for television viewing Desk or large task table that provides very good work space (e.g., enough space for a laptop computer and three 8x10 inch reference material items); One electrical outlet (not in use) conveniently placed at the desk 2D, plus: Heat and air conditioning available on demand; Modern, quiet, with easily accessible controls in each guestroom 2D, plus: Voice messaging 55A2130 3D, plus: Comfortable seating for three guests; Upscale materials and design in an expanded setting, such as: a loveseat, sofa, or oversized chair with ottoman Large desk that provides ample work space (e.g., enough space for a laptop computer, three 8x10 inch reference material items, and a portable printer); Multiple electrical outlets (not in use) conveniently placed at the desk Heat and air conditioning available on demand; Central system with thermostat control 313, plus: Multiple telephones; Two - line telephone or separate Internet capability 413, plus: Luxurious materials and design; Additional furniture pieces, such as: end tables, coffee or occasional tables 413, plus: Desktop enhancements, such as: desk blotter, pull -out writing surface, stationery, and other office supplies 4D, plus: Digital thermostat control 4D, plus: Cordless telephone; Expanded phone features, such as: pre - programmed dialing keys, speaker capability, personalized display or voicemail Dial -up capability Standard CRT TV (curved screen); Wall- mounted; Limited viewing angles; Basic cable Clock GUESTROOM High -speed access (cable or wireless) available in some rooms SD, Plus: Standard CRT TV (curved screen) with remote control; Located on credenza, dresser, or other furniture piece without a swivel base; Limited viewing angles; Channel directory Standard clock radio High -speed cable access available in all rooms 2D, Plus: 25 inch screens with portable full function remote control; With swivel /pull -out base; Multiple viewing angles; Multiple televisions in suites; Expanded Cable channel selection (at least 35 channels); Plus one additional feature, such as: free movie channel, pay - per -view movie channels, video games, etc. 2D, Plus: Decorative design 55 - -A -31 High -speed wireless access available in all rooms 3D, Plus: Z 25 inch Flat Screen CRT or Flat Panel TV (such as: LCD, Plasma, SED, etc.); Located on credenza, dresser, or on /in other furniture piece with a swivel /pull -out base or wall mounted; Cables and cords are hidden from view 3D, Plus: Digital display DVD player (in lieu of pay -per- view movies) 4D, Plus: Available in some public areas of the property 4D, Plus: Custom, decorative enhancement (e.g., framing, mantle placement, remote enclosure, mirrored screen, etc.); High - definition channels available 4D, plus: CD player with at least one CD selection; MP3 docking station; Surround sound audio DVD Player; DVD library available Local telephone directory Basic ice bucket (polystyrene foam, plastic, cardboard, etc.) with disposable cups G U ESTROO M 1D, plus: Local Business flyers (food, attractions, transportation, etc.); Notepad and pencil Plastic ice bucket with lid and disposable cups Iron & board available Full- length mirror 2D, plus: Guest - service directory; Complimentary daily newspaper available; Notepad and pen Insulated plastic ice bucket with lid and disposable cups Full -size iron and board Refrigerator available Microwave oven available Extra pillows and blankets available In -room safe Coffee maker and supplies, including tea bags Framed or beveled full - length mirror 55A3 32 3D, plus: Enhanced guest - service directory in folder, binder, or digital format; Complimentary daily newspaper delivered to room; Additional reading materials, such as: magazines, books, etc.; Upgraded stationery package (envelopes, postcards, writing paper) Ice bucket with lid of upscale design, such as: insulated and padded vinyl, acrylic or metal; Glass tumblers 3D, plus: In -room snacks, mini bar, or a refrigerator that can be custom stocked upon request In -room safe that is large enough for a standard 12" laptop computer 4D, plus: Uniquely appointed guest - service directory in folder, binder or digital format; In -room comfort menu providing exercise, spa, butler, or other personalized services; Assortment of complimentary daily newspapers available for delivery to room Ice bucket of luxurious design, such as: designer glass, silver, brushed or glossy metal finish, rings or handles, etc.; Selection of glassware; Ice tongs 4D, plus: Two robes; Two pairs of slippers Umbrella In -room comfort menu providing exercise, spa, butler, or other personalized services Diamond s - Bathroom Obviously restricted by size and /or placement of appointments; however, provides guest an adequate level of comfort Basic material, such as: linoleum, painted concrete, plain resin, or poured composite surface BATHROOM, Modest restrictions due to size and /or placement of appointments Vinyl or ceramic tile No restrictions, as placement of appointments is well- proportioned to room size Decorative tile (ceramic, stone, concrete, terra cotta, etc.) 55PA -33 Room size and placement of appointments provide an obvious degree of spaciousness, allowing increased ease of movement for multiple guests Marble, granite, or other upscale stone floors; Area rug(s) as appropriate Room size and placement of appointments provide a free flowing abundance of space that contributes to the ultimate level of comfort and relaxation for multiple guests 413, plus: Custom inlays or textured enhancements provide an overall design that is obviously elegant and unique Basic material and design, such as: cinder block with a plain paint finish, standard grade wood, prefab modular laminate paneling, dated ceramic tile or wallpaper Basic material and design, such as: drop tile, concrete, or standard grade wood BATHROOM Wall treatments are modestly enhanced, such as: drywall with basic paint finish or plain vinyl coverings; Rubber, vinyl, or ceramic tile baseboards Modest enhancements to material and design, such as: enhanced drop tile, painted drywall, popcorn finish, sand textured concrete, etc. Decorative wall treatments, such as: drywall with textured and painted finish, decorative vinyl coverings, or select grade wood /stone; Wood or decorative ceramic tile baseboards Predominant use of decorative enhancements to painted drywall, such as: an advanced textured finish (knockdown, orange peel, comb, slap brush, etc.) or select grade wood /stone 55#A%!_-3J4 3D, plus: At least one significant upscale design enhancement, such as: accent wall(s), furniture - finish wood paneling, soft wall coverings, ceiling trim, architectural feature, wainscot, etc.; Wood or high - end stone baseboards Matted and framed artwork or other appointments that provide a distinctive or thematic upscale appeal 3D, plus: One architectural or design feature, such as: treys, beams, moldings, medallions, raised /vaulted/ volume, murals /stencils, tin or skylights, ceiling fans, special effect lighting, etc. 4D, plus: Wall finishes are of the highest grade materials; Accented with multiple luxurious design enhancements 4D, plus: Variety of styles and accent pieces, such as: limited edition prints, canvas art, tapestries, or lithographs with enhanced matting and preservation frames, assorted artisan pieces or sculptures, floral displays or plants 4D, plus: Multiple architectural or design features Basic rectangular style, size (4 +/2 ft. length and 14 in. depth) and materials (fiberglass, acrylic, or porcelain on steel); Simple design (straight sided) If separate from tub (or shower only), base is of basic material (metal or fiberglass) and of plain design Basic square size (59 sq. ft.) BATHROOM SD, plus: Modest design enhancement ID. plus: If separate from tub (or shower only), base is of enhanced material (acrylic or ceramic tile) Modest enhancement to design -or- irregular shape (rectangular, rounded corner or neo angle) Fiberglass or metal Acrylic or ceramic file Lightweight vinyl curtain Heavyweight vinyl curtain or plexi- glass door with aluminum frame 55-� 2D, plus: Decoratively enhanced in design, or augmented for comfort or function If separate from tub (or shower only), base is decorative ceramic tile, cultured marble /granite, or poured acrylic Very good size ( >9 sq. ft.) Acrylic with enhancements for comfort, style, or function -or- decorative ceramic tile or other solid surface, such as: cultured marble /granite, poured acrylic, etc.) Decorative vinyl, polyester, or nylon curtains with curved shower rod; -or- lightweight glass door with aluminum frame; -or- effective door -less design Enhancements to size ( >4 +/2 ft. length and >14 in. depth), design, and /or style, such as: oval, round, or free form If separate from tub (or shower only), base is of upscale material, such as: marble, granite, stone, or porcelain tiles. Oversized ( >12 sq. ft.) Marble, granite, stone, or porcelain tiles; Enhanced solid surface; Tub and shower height soap dishes 3D, plus: Double curtains -or- heavyweight glass door with /without metal frame 4D. plus: Obvious enhancements in comfort, design, function, and /or material, such as: larger, two person capability, contoured backs, built -in lumbar back support, water jets, enamel- coated cast iron, natural marble, stone, or other designer features 4D, plus: Separate shower stall in addition to the tub; base is of outstanding material and artistic design, such as: marble, granite, stone, or porcelain tiles with complementary inlays or treatments 4D, plus: Luxurious material and artistic design, such as: marble, granite, stone, or porcelain tiles with complementary inlays or treatments; Seating is integrated into design 4D, plus: Fixed door enclosure (framed or frameless); Enhanced (etched, frosted, embossed, tinted, etc.) glass BATHROOM. Traditional, single Multiple setting function shower shower head head Two - piece, I 1D, plus: round; Basic style Enhanced style Combined with toilet area within an enclosed space that is restricted by size and /or placement of appointments Wall- mounted, basic-style, porcelain 1D, plus: Modest restrictions due to size and /or placement of appointments OR If vanity area is separate from the toilet area, it is positioned in plain view of the guestroom Standard self - rimming porcelain or porcelain on steel Multiple setting shower head with metal finish Two - piece, elongated; Basic style 2D, plus: No restrictions, as placement of appointments are well - proportioned to room size OR If vanity area is separate from the toilet area, it is positioned in restricted view from the rest of the guestroom Seamless (Poured acrylic or cultured marble /granite/ quartz) -or- Under- mounted porcelain or porcelain on steel 558 -1 Enhanced style, of modern design, fixed shower head 3D, plus: Enhanced style or function Custom water features, such as: body jets, hand- held sprayers, multiple shower heads, rain showers, or gentle flow environmentally friendly features 413, plus: Distinct toilet -only area; Enclosed or semi - enclosed 313, plus: 4D, plus: Vanity is well- Room size and integrated into the placement of overall scheme of appointments the bathroom for provide a free convenience and flowing abundance comfort; Room of space that size and placement contributes to the of appointments ultimate level of provide an obvious comfort and degree of relaxation for spaciousness, multiple guests allowing increased ease of movement for multiple guests Porcelain or porcelain on steel, with an upscale counter enhancement, such as: wall faucets or upscale counter - mounted faucets 4D, plus: Multiple sinks of ornate design, such as: above counter vessel or pedestal -or- of designer materials, such as: glass, stainless steel, vitreous china, enameled cast iron, fireclay, brass, nickel, copper, marble, or either real /synthetic stone Small size ( <2 sq ft.) shelf of basic material, such as glass, metal, or sheet laminate Small (1' /2 ft. x 2 ft.) mirror Basic design and function, such as: bulb and cover; Provide an adequate level of overall illumination Standard function; Basic materials of plain design Basic, lightweight; Rough to touch; Limp feel; Low absorbency; Displayed on caddies BATHROOM Moderate size (? 2 sq. ft.) laminate counter Medium -sized ( >3 sq. ft.) mirror Very good size (?4 sq. ft.) counter space of solid surface, such as: poured acrylic, cultured marble/ granite /quartz, or ceramic tile 213, Plus: Beveled or decoratively framed mirror Skirting partially Enhanced skirting conceals plumbing conceals plumbing Modest design enhancements, such as: box /egg crate style or enhanced glass cover; Provide a good level of overall illumination SD, plus: Modest design enhancements SD, plus: Modest enhancements in design; Displayed on bars and /or shelves Decorative, well - coordinated for form and function; Multiple bulbs and covers provide a good level of overall illumination 213, plus: Metal with decorative finishes, such as: chrome, pewter, brass, nickel, gold, etc. Medium weight; Soft to touch; Medium absorbency 5 5#37 Oversized (? 6 sq. ft.) counter space of excellent quality, such as: marble, granite, or other solid stone 413, olus: Multiple counters and /or shelves; Artistic design, such as: marble, granite, solid stone, or porcelain tiles with complementary inlays or treatments Large (3 ft. x 5 4D, Plus: ft.) mirror with Artistic design an upscale frame enhancement Upscale, furniture - finished skirting 313, plus: Upscale design; Multiple locations; Illuminated shower; Provide an excellent level of overall illumination at each location Upscale design enhancements, such as: satin or enamel finishes, two or more metal combinations, embossing, etc. Heavyweight; Plush to touch; Firm, self - supporting feel; Premium cotton with high absorbency 4113, plus: Elaborate design features, cabinetry, multiple shelving, and /or drawers 413, Plus: Designer fixtures; Custom function(s),such as: dimmers, point lighting, multiple switches, and /or natural light sources; Provide a unique illumination effect 4113, plus: Designer materials and style; Unique appointments 413, Plus: Generous sized towels or bath sheets; Luxurious appearance, with intricate and detailed enhancements to design Two small (a' /4 oz.) bars of soap (or equivalent) Facial tissues BATHROOM Two medium (? 3/4 oz.) bars of soap (or equivalent); one packet or bottled item; modest presentation Four -piece personal care package, includes one large (? 11/4 oz.) and one medium (? 3 /4oz.) bars of soap (or equivalent); two (? 3 /4oz.) bottled items; Decorative presentation; Additional amenities (such as: toothpaste/ brush, comb, sewing kit, mouthwash, etc.) are available onsite SD, plus: I Facial tissues inset Wall- mounted with I in vanity (no chrome covers chrome) Wall- mounted hair dryer Night -light 55A2938 3D, plus: Seven -piece personal care package; Toiletries are enhanced by fragrance, natural supplement, packaging, etc.; Includes: two large (? 1'/4 oz.) bars of soap (or equivalent), three (? 1 oz.) bottled items, and two additional items; Upscale presentation; Freestanding soap dish at sink Facial tissues freestanding in decorative container Freestanding hair dryer; Makeup mirror 313, plus: Landline or cordless telephone available 4D, plus: Ten -piece personal care package of designer /spa toiletries; Ample sized (? 11 /2oz.) bars of soap and bottled items 011/4 oz.); Unique presentation 4D, plus: Custom designed container 4D, plus: Illuminated makeup mirror; Scale; vanity seating 413, plus: Television These prestigious ratings are achieved by less than four percent of all Approved properties — typically the most luxurious and pampering properties throughout North America. Less than one third of one percent of lodgings receives the Five Diamond@ Rating while approximately three and one half percent receives the Four Diamond@ Rating. Establishments must consistently reflect upscale and extraordinary characteristics (respectively) in both physical attributes and level of guest services. If the AAA inspector determines that your establishment meets our Four or Five Diamond Guidelines, the property will next be scheduled for an anonymous hospitality evaluation. Only the Four and Five Diamond evaluations incorporate a review of twelve critical service areas and measure over 300 guest interaction points into the overall rating. In addition, all Five Diamond Rating recommendations are forwarded to AAA's Five Diamond Committee for further review. Once the committee's assessment is concluded, the establishment will be advised in writing of the outcome. Four and Five Diamond Service Expectations IN ADDITION TO THE FOLLOWING GUEST SERVICE INTERACTION POINTS, each section is assessed a subjective point value based on the overall levels of competency, refinement, and hospitality. 1. Reservation Services 4D • Accepted 24 hours, either at property or through a cent • Operator answers phone promptly within three rings • Operator provides a warm and sincere greeting • Reservationist thanks caller for contacting the property • Reservationist provides an introduction X Reservationist asks for caller's name Reservationist addresses caller by name prior to closing Reservationist anticipates caller's needs or offers a personalized recommendation • Reservationist provides rate structure and room availability • Reservationist provides an overview of facilities and services Reservationist exhibits competent knowledge of all associated facilities and hours • Reservationist collects registration information • Reservationist explains deposit and cancellation policies • Reservationist explains unusual payment options • Reservationist reviews reservation request Reservationist exhibits a sincere desire and comDliance to all guest reauests 55-AA -39 2. Arrival Services 3. GL'7 ■ ■ 0 X 4D Cars in queue are acknowledged and directed as appropriate upon arrival Uniformed attendant promptly opens the car door Attendant provides a warm and sincere welcome greeting Attendant makes a proper introduction Attendant inquires about the guest's name Attendant uses guest's name at least once prior to closing Attendant explains parking procedure Valet parking is automatic Attendant promptly unloads luggage Attendant explains luggage handling procedure Attendant provides direction to registration area Attendant anticipates guest's needs or offers a personalized recommendation Attendant is efficient yet unhurried and sensitive to the manner of the guest Attendant exhibits a sincere desire and compliance to all guest requests Attendant escorts guest to appropriate area Attendant provides a warm and sincere closing Attendant addresses guest by name during closing The guest feels well served Lobby greeters are available to escort guest to appropriate area Check In Services • Attendant provides a warm and sincere greeting; recognizes guest appropriately • Attendant inquires about guest's name Attendant addresses guest by name during initial greeting without inquiry Attendant uses guest's name at least once prior to closing Staff associate acknowledges (with a warm and welcoming greeting) guests waiting in line • Registered guests are not asked for duplicate information • Attendant confirms rate and type of room • Attendant provides room number discreetly Attendant places all registration materials into the guest's hand Attendant exhibits a sincere desire and compliance to all guest requests Attendant anticipates guest's needs or offers a personalized recommendation Attendant is efficient yet unhurried and sensitive to the manner of the guest X Attendant arranges escort of guest and belongings to room Attendant provides introduction to escort X Attendant provides a warm and sincere closing Attendant addresses guest by name during closing X I The guest 55A!40 4 Bell Services (Check In) 4D • Escort provides a warm and sincere greeting Escort uses guest's name at least once prior to closing • Escort is able to provide information about facilities when asked Escort takes the initiative in providing information about all facilities Escort anticipates guest's needs or offers a personal recommendatio Escort exhibits a sincere desire and compliance to all guest requests • Escort places luggage on luggage stand or in appropriate area • Escort explains features and functions of room • IluxEscort is efficient yet unhurried and sensitive to the manner of the guest • Escort provides a warm and sincere closing Escort addresses guest by name during closing The guest feels well served 5 Evening Housekeeping Services 4D Evening housekeeping service is automatic Attendant folds back or removes bedspread Attendant turns up pillows Attendant straightens bathroom Attendant re- points tissues Attendant cleans soiled surfaces Attendant replaces or straightens (Green Program) used towels Attendant replenishes used amenities Attendant adjusts drapes Attendant adiusts room I Attendant delivers gift amenity, such as: goodnight wish, chocolates, etc. Attendant refreshes ice Attendant replaces used glasses Attendant displays evening services, such as: robe on bed, laundry, shoeshine, etc. Attendant leaves personalized message for guest There is additional evidence of personalized services 5�i� =41 6. Wake -Up Call Services 4D • Some type of service is available 24/7; Alarm clock or alternative method is used if there are no hones in room • Service number is answered within three rings • Operator provides a warm and sincere greeting Operator uses guest's name at least once prior to closing X Operator asks appropriate questions and replies in a professional manner Operator anticipates guest's needs or offers a personalized recommendation Operator is efficient yet unhurried and sensitive to the manner of the guest X Operator provides a warm and sincere closing Operator addresses guest by name during closing X Call is received within five minutes of requested time • Call is an automated message Call is a live message • Message includes a warm and sincere greeting Message includes the use of guest's name Message includes time of call Message includes other pertinent information, such as weather Operator anticipates guest's needs or offers a personalized recommendation Operator is efficient yet unhurried and sensitive to the manner of the guest Operator provides a warm and sincere closing Operator addresses guest by name during closing X The guest feels well served There is additional evidence of personalized services 7A. Room Service (Order Services) T X Service is available at limited hours Service is available 24/7 X Service number is answered within three rings X Operator provides a warm and sincere greeting Operator uses guest's name at least once prior to closing Operator exhibits a sincere desire and compliance to all guest requests Operator anticipates guest's needs or offers a personalized recommendation X Operator asks appropriate questions and replies in a professional manner • Operator repeats order to guest Operator is efficient yet unhurried and sensitive to the manner of the guest • Operator provides time estimate for delivery(within 30 minutes) • Operator provides a warm and sincere closing Operator addresses guest by name during closing • Operator calls to advise guest if order will be late or if items ordered are not 55A342 X The guest feels well served X Special express services are available for breakfast orders Evidence of personalized services exists 713. Room Service (Delivery Services) 4D X Delivered within five minutes of time promised • Morning newspaper is presented with breakfast • Attendant provides a warm and sincere greeting Attendant uses guest's name at least once prior to closing Attendant exhibits a sincere desire and compliance to all guest requests Attendant anticipates guest's needs or provides a personalized recommendation • Attendant provides a suggestion as to tray /table placement Attendant is conversant during set -up and delivery • Attendant reviews guest order • Attendant prepares table set up and removes food covers, with guest permission • Food presentation and quality of ingredients reflects an upscale experience • All appropriate dishware and linens are of an upscale quality • All food is served at the proper temperature (hot food hot and cold food cold) • All food is prepared as ordered There is additional evidence of personalized services • Attendant offers to pour beverage • Attendant provides written or verbal direction for table /tray removal Attendant is efficient yet unhurried and sensitive to the manner of the guest • Attendant provides a warm and sincere closing Attendant addresses guest by name during closing • The guest feels well served • Prompt (within 15 minutes) removal of trays /tables, upon request Bell Services (Check Out) ; 4D • Service number is answered within three rings • Operator provides a warm and sincere greeting Operator uses guest's name at least once prior to closing Operator exhibits a sincere desire and compliance to all guest requests Operator anticipates guest's needs or offers a personalized recommendation • Operator offers to retrieve car or arrange other transportation Operator is efficient yet unhurried and sensitive to the manner of the guest • Operator provides a warm and sincere closing Operator addresses guest by name during closing • The guest feels well served X I Bell start arrives promptly; If not within five minutes, guest is notified of delay at time of request X I Bell staff provides a warm and sincere greeting c i Bell staff uses guest's name at least once prior to closing Bell staff exhibits a sincere desire and compliance to all guest requests Bell staff anticipates guest's needs or offers a personalized recommendatic X Bell staff inquires about guest's stay Bell staff is appropriately conversant with guest while providing assistance Bell staff is efficient yet unhurried and sensitive to the manner of the gues X Bell staff provides a warm and sincere closing Bell staff addresses guest by name during closing X The guest feels well served 9. Check Out Services 4D X Express check out services are available 24/7 X Attendant provides a warm and sincere greeting; recognizes guest appropriately Attendant addresses guest by name during initial greeting, and as appropriate thereafter Staff associate acknowledges guests (with a warm and welcoming greeting) guests waiting in line X Attendant inquires about guest stay Attendant exhibits a sincere desire and compliance to all guest requests Attendant provides a copy of bill for review in guest's hand X Attendant confirms payment method Attendant places check out folio into the guest's hand Attendant expresses a warm and sincere thank you for staying at the property Attendant sincerely encourages guest to return Attendant anticipates guest's needs or offers a personalized recommendation Attendant is efficient yet unhurried and sensitive to the manner of the guest X Attendant provides a warm and sincere closing Attendant addresses guest by name during closing X The guest feels well served 10. Departure Services 4113 Guest's vehicle Is waiting or comfortable accommodations are provided X Guest does not wait more than five minutes for pre- arranged transportation X Attendant provides a warm and sincere greeting Attendant uses guest's name at least once prior to closing Attendant anticipates guest's needs or offers a personalized recommendatior Attendant is conversant pertaining to the guest's stay Attendant reviews all of guest's belongings and their placement in vehicle X Attendant opens and closes door for guest(s) Attendant is efficient yet unhurried and sensitive to the manner of the guest X Attendant provides a warm and sincere closing Attendant addresses guest by name during closing X The guest feels well served 55AI44 11. Concierge Services 4D • Concierge is on duty with limited hours of availability Concierge is on duty, or a "special services" number is available for guests, 24/7 • Attendant provides a warm and sincere greeting Attendant uses guest's name at least once prior to closing Attendant exhibits a sincere desire and compliance to all guest requests Attendant anticipates guest's needs or offers a personalized recommendation • Attendant demonstrates a general knowledge of area attractions and services Attendant demonstrates an extensive knowledge of area attractions and services Attendant fulfills guest's special request(s) Attendant is efficient yet unhurried and sensitive to the manner of the guest • Attendant provides a warm and sincere closing Attendant addresses guest by name during closing • The guest feels well served Miscellaneous Staff Services; awl All associates exhibit a professional vocabulary that is devoid of common slang Guests are graciously escorted to areas when directions are requested All associates consistently maintain eye contact with guests There is evidence that all associates are empowered by management to resolve guest immediately • All staff associates fulfill guest's special request(s) All phone calls are answered promptly within three rings • All associates are appropriately attired; name tags are c • All associates demonstrate appropriate behavior • All associates demonstrate appropriate hygiene Shoe shine service is available • Accurate pre - programmed phones • Miscellaneous charges are billed directly to the guest room Butler services are available for all rooms • At least one food and beverage outlet is comparable to a Three Diamond ratin At least one food and beverage outlet is comparable to a Four Diamond rating At least one food and beverage outlet is comparable to a Five Diamond rating 55AI.45 The si ONCE A PROPERTY IS APPROVED, AAA PUBLISHING ESTABLISHES THE CONTENT AND FORMAT OF EACH LISTING IN ALL OF OUR PUBLICATIONS. The listing is provided at no cost to the establishment and does not contain advertising or promotional verbiage provided by the operator. The listing copy describing the lodging is based in part on objective information provided by the establishment. This listing information is updated annually, and your establishment will be contacted either in person, by mail, or via the telephone. Failure to provide this information in a timely manner may result in the deletion of your establishment from our publications. Additionally, AAA's professionally trained inspectors enhance our inventory with descriptive prose for each establishment. This skilled degree of subjectivity enables unto capture the feel of an experience and pass along this valuable information to AAA members. Each Diamond Rated property has the opportunity to participate in the AAA Official Appointment Program, entitling the establishment to use the renowned AAA '(CAA .in Canada) emblem and Diamond Rating in its advertising and promotions. This program also entitles the establishment to an enhanced listing in AAA publications. Personalized display advertising in AAA publications is also available. FYI Designation This designation means that a` property has not been Diamond Rated by a AAA inspector, but is of notable significance and potential member value, The property is unrated due to one of the following reasons: • The property is too new to rate. • The property is under construction. • The property is undergoing extensive renovations. • The property has not been evaluated. • The property does not meet all Diamond Rating requirements. Lodging is ALL DIAMOND RATED LODGINGS ARE CLASSIFIED USING KEY DESCRIPTIVE ELEMENTS. FIRST, ALL LODGINGS ARE CLASSIFIED BY STYLE OF OPERATION: i a' Evening and breakfast hours. Evening office closures are normal. A continental or full, hot breakfast is served and is ncluded in the room rate. 55-AA 47 Cabin: Vacation- oriented, typically smaller scale, freestanding units of simple construction- roughly finished logs or stone —and basic design or decor. Often located in wooded, rural, or waterfront locations. As a rule, basic cleaning supplies, kitchen utensils, and complete bed and bath linens are supplied. The guest registration area may located off site. ' Condominium: Vacation- oriented — commonly for extended -stay purposes — apartment -style accommodations of varying design or decor. Routinely available for rent through a management company, units often contain one or more bedrooms, a living room, full kitchen, and an eating area. Studio -type models combine the sleeping and living areas into one room. As a rule, basic cleaning supplies, kitchen utensils, and complete bed and bath linens are supplied. The guest registration area may be located off site. Cottage: Vacation - oriented, typically smaller scale, freestanding units with home style enhancements in architectural design and interior decor. Often located in wooded, rural, or waterfront locations. Units may vary in design and decor. As a rule, basic cleaning supplies, kitchen utensils, and complete bed and bath linens are supplied. The guest registration area may be located off site. Country Inn: Although similar in definition to a bed and breakfast, country inns are usually larger in scale with spacious public areas and offer a dining facility that serves -at a minimum- breakfast and dinner. Hotel Commonly, a multistory establishment with interior room entrances offering a variety of guest unit styles. The magnitude of the public areas is determined by the overall theme, location and service level, but may include a variety of facilities such as a restaurant, shops, fitness center, spa, business center, and /or meeting rooms. Motel: Commonly; a one- or two-story - establishment with exterior room entrances and drive up parking. Typically, guest units have one bedroom with a bathroom of similar decor and design. Public areas and facilities are often limited in size and /or availability. Ranch: Typically a working ranch with an obvious rustic; Western theme featuring equestrian- related activities and a variety of guest unit styles. Vacation Rental 'House: Vacation- oriented— commonly for extended -stay purposes — typically larger scale, freestanding, and of varying design or decor. Routinely available for rent through a management company, houses often contain two or more bedrooms, a living room, full kitchen, dining room, and multiple bathrooms. As a rule, basic cleaning supplies, kitchen utensils, and complete bed and bath linens are supplied. The guest registration area maybe located off site, EMSECOND, A DETERMINATION IS MADE PERTAINING TO OVERALL CONCEPT - AND (IF APPLICABLE), A LODGING MAY BE FURTHER DEFINED AS: Boutigue: Often thematic and typically an informal, yet highly personalized experience; may have a luxurious or quirky style which is fashionable or unique. Classic: Renowned and landmark properties, older than 50 years, well known for their unique style and ambiance. Casino: Extensive gambling facilities are available, such as: blackjack, craps, keno, and slot machines._ Contemporary: Overall design and theme reflects characteristics of the present era's mainstream tastes and style. Extended Stay: Offers a predominance of long -term accommodations with a designated full- service kitchen area within each unit. Historic: These properties are typically over 75 years of age and exhibit many features of a historic nature with respect to architecture, design, furnishings, public record, or acclaim. Properties must meet one of the following criteria: • Maintained the integrity of the historical nature • Listed on the National Register of Historic Places • National Historic Landmark or located in a National Register Historic District 55A48 Resort: Recreation- oriented, geared to vacation travelers seeking a specific destination experience. Travel packages, meal plans, theme entertainment, and social and recreational programs are typically available .Recreational facilities are extensive and may include spa treatments; golf, tennis, skiing, fishing, or water sports. Larger resorts may offer a variety of guest accommodations. Retro: Overall design and theme reflects a contemporary design reinterpreting styles from a bygone era. Vacation Rental: Typically houses; condos, cottages or cabins; these properties are a "home away from home" offering more room and greater value for the money. In general, they provide the conveniences of home, such as full kitchens and washers /dryers; Located in resort or popular destination areas within close proximity to major points of interests, attractions, or recreation areas, these properties may require ,a pre- arranged reservation and check-in 'at:an off -site location. 'Housekeeping services may be limited or not included. Vintage: Offers a window to the past and provides an experience reflecting a predominance of traits associated with the era of their origin. Accessibility Accessible Features: This property has some accessible features. It may be fully accessible, semi - accessible, or meet some of the needs of hearing- impaired individuals. Accessibility is not a requirement for listing and will not affect your Diamond Rating. However, we strongly encourage you to make every effort to meet the needs of all your guests - including the mature traveler and those with disabilities. Member Comment Procedures AAA CLOSELY MONITORS THE NUMBER AND TYPE OF COMMENTS WE RECEIVE FROM MEMBERS REGARDING ALL APPROVED PROPERTIES. When members write to us expressing dissatisfaction with a particular lodging, it is tracked through the AAA National Office Member Relations department. All complaints are carefully reviewed for validity. The establishment is then notified of each complaint so they have an opportunity to respond and resolve the matter within a reasonable period of time. Even though a complaint may be satisfactorily resolved, the complaint becomes a permanent part of the establishment's record. If a member complaint is determined to be of an extreme nature, an establishment may be disapproved immediately and without warning. This action is at AAA's sole discretion. If a property has been disapproved for excessive member complaints, a written request for a reevaluation may be submitted, accompanied by an explanation of the actions taken to limit future complaints. Note: Such properties may not reapply until one year has passed from the date of disapproval. All requests may be addressed to: AAA Tourism Information Development' 1000 AAA Drive Mail Stop 51 Heathrow, FL 32746 -5063 55� =49 The AAA Appeals Process THE APPEALS PROCESS WAS ESTABLISHED AS A RESOURCE FOR ALL RESTAURANTS, LODGINGS, CAMPGROUNDS, AND ATTRACTIONS EVALUATED BY AAA. What can I appeal? Our relationships with lodging establishments are very important to us and, therefore, each situation is handled on an individual basis via the following steps: How do I file an appeal? First, contact the AAA Customer Service Center, Monday through Friday, from 8:30am to 5:15pm (Eastern Time) at 407 - 444 -8370. In many cases, our analysts will be able to answer your concern immediately. If resolution is not obtained, your call will be directed to the AAA Regional Manager for your area. If an issue remains unresolved after the above steps, an establishment is asked to state its concerns in writing for review by the AAA Appeals Committee. All appeals entertained by the committee must be in writing from the establishment only. In order to expedite this process, appeals should outline the specific concerns in a succinct manner. Each appeal is thoroughly researched and given thoughtful consideration and a substantive reply. All appeals should be sent to the attention of: AAA Appeals Committee 1000 AAA Drive Mail Stop 51 Heathrow, FL 32746 -5063 Please note: The committee's decision on your appeal will be considered as AAA's final decision. You will be notified by mail as to the status of your appeal within 45 days of receipt of your written statement. Green Programs AAA SUPPORTS ENVIRONMENTAL MANAGEMENT AND SUSTAINABILITY THROUGHOUT THE LODGING INDUSTRY TO THE EXTENT THAT TRULY EFFECTIVE PROGRAMS MAINTAIN QUALITY STANDARDS OF GUEST COMFORT. We strongly encourage continued use of programs that offer guests choices without consequences for noncompliance. Effective green programs are intended to reduce waste without reducing guest comfort. 55A 50 Addresses and Phone Numbers If you have additional questions... ► Please call AAA at: (407) 444 -8370 Evaluation Applications, Operations, Rating and Listing Information (407) 444 -8280 Display Advertising &Official Appointments ► Visit us at www.AAA.biz /Approved Or, write to us at: AAA Tourism Information Development Mail Stop 51 1000 AAA Drive Heathrow, FL 32746 -5063 Establishments located in Southern California should contact the following AAA club: Automobile Club of Southern, California P.O. Box 25001 Santa Ana, CA 92799 -5001 (714) 885 - 2247, option #2 Evaluations, Ratings, and Official Appointments. (714) 885 -2410 TourBook Advertising 5yi®1 =51 55A -52 ROH: 04/19/16 RESOLUTION NO. 2016- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO ESTABLISH A HOTEL DEVELOPMENT INCENTIVE PROGRAM 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: 1. Santa Ana's proximity to the Anaheim resort district, the John Wayne Airport, and local amenities such as the Discovery Science Cube and the Bowers Museum makes it a desirable location to attract incoming tourists and visitors to Orange County. According to a study by PKF Hospitality Research consultant, the average occupancy rate for Orange County hotels is 78.3% and is indicative that additional capacity exists for the development of new hotels in this area. 2. Santa Ana will need to strategically position itself to accommodate new hotel development. By doing so, Santa Ana will have the potential to create new jobs, spur economic development, and enhance the City's revenue base. Currently, the City of Santa Ana does not have any four - star rated or AAA four Diamond and above hotels. However, nine three - star rated hotels reside within City limits. All other hotels and motels within the City are rated from one to two - stars. A uniform rating system for star quality hotels in the United States does not exist. Several websites and travel guides use the star rating when ranking hotels. AAA has an independent rating system that many hotels have been rated by. The City recommends the use of both star and AAA diamond ratings for this incentive program. 3. The City currently imposes an 11 % Hotel Visitors Tax (HVT) on hotel and motel guests. The purpose of this tax is to recover costs of governmental services associated with nonresidents of the City. Since fiscal year 2011- 12, the City has experienced a 29 percent increase in HVT revenues and are projected to exceed $9 million by year end 2015 -16. 4. To spur the development of high quality hotels (four to five star rated or AAA Four Diamond or above), the City is recommending an economic incentive to close the funding gap in a proposed high quality hotel development. A feasibility analysis would be completed for the project, whereby a projection of operating performance is combined with project EXHIBIT 2 Resolutlon No. 2016 - 55A-53 development cost in order to determine the funding gap. A financial firm would be used for the feasibility analysis which would be funded by the developer. 5. The City would pay for the funding gap through the HVT incremental revenue over a period specified in each negotiated agreement. The City would use a percentage (50 percent) of new incremental HVT generated by the new development to fund the payments. Incremental HVT equals the amount of new HVT that the new hotel development generates from a baseline (Year 0). No upfront expenditures from the City would be required. Each hotel agreement will be brought forward to City Council for consideration. Section 2. Based upon the information provided herein and at the hearing on this matter, the City Council of the City of Santa Ana hereby establishes the Hotel Development Incentive Program as follows: 1. Definitions. For the provisions of this Resolution, the following definitions shall apply: a. Brand — the entity whose Flag is used to identify the Hotel. b. Executive Director — the Executive Director of the Community Development Agency for the City of Santa Ana, or his /her designee. C. Flag — the distinctive name of a Hotel that, by virtue of its distinctive name, is identified by specific physical and operational features so that guests are assured that they will receive a specified level of service and amenities wherever the property is located. d. Hotel — any building with rooms or suites intended for an uninterrupted stay of no more than twenty -eight consecutive calendar days by guests for compensation, which was not operational at the time of adoption of this Resolution, and provides physical features and operational services that meet or exceed, as determined by the Executive Director acting in his /her sole and absolute discretion, a four to five star rating or criteria established for AAA Four Diamond or above Hotels by the American Automobile Association. e. Hotel Development Incentive Program — the program set forth in this Resolution to encourage and incentivize the development, construction and operation of Hotels. Resolution No. 2096_J 55A -54 f. Hotel Visitor's Tax (HVT) Rate — The current rate of HVT, as applicable from time to time. The HVT Rate shall apply for the calculation of any and all Incentive Payments. g. Incentive Payments — the payments made by the City to an Owner pursuant to an Operating Covenant Agreement and described in Section 4 hereof. h. Labor Peace Agreement — an enforceable agreement between a Hotel Owner or Operator and a labor organization, as defined by 29 U.S.C. §152(5), that represents, or seeks to represent, the Hotel's employees, both during construction and operation of the Hotel, and that contains provisions under which the labor organization for itself and its members agrees to refrain from engaging in any picketing, work stoppages, or any other economic interference with Hotel operations. I, Open(s)(ing)(ed) for Business or Opening — the day on which a Hotel opens for business to the general public. j. Operating Covenant Agreement(s) -- the agreement(s) approved by the City Council described in Section 3 hereof. k. Operating Period — This will be negotiated in the Operating Covenant Agreement. Operator — franchisee, manager, lessee, or licensee with whom an Owner has a contract to operate the Hotel pursuant to a franchise, management, lease, or license arrangement. M. Owner — the person or entity that is the owner of a Hotel or a site upon which a Hotel is to be constructed, whether in the capacity of fee simple owner, lessee, sub - lessee, mortgagee in possession, licensee, franchisee, or any other capacity, or the assignee or designee of such Owner. n. Prevailing Wage Statutes — Labor Code Section 1770, et seq. o. Site Control — being the Owner of a site on which a Hotel is proposed. P. Temporary Closure — a period of time, no longer than reasonably necessary for repairs, reconstruction or resolution of maintenance issues, but in no event longer than two hundred (200) days. Resolution No, 2016 - 55A-55 2. Participation in the Hotel Development Inventive Program. An Owner that wishes to participate in the Hotel Development Inventive Program must first submit the following to the Executive Director: a. Evidence of Site Control; b. Description of development team, including, the development entity, the architect(s), interior designer, landscape architect, and other professional disciplines related to the construction and operation of the Hotel for the purposes of confirming that the project will be a Hotel when Opened for Business; G. Conceptual operating plan and design of the Hotel for the purpose of confirming that the project will be a four to five star rated or AAA Four Diamond or above Hotel when Opened for Business; d. Evidence of interest by a Brand, Flag, and Operator in operating a Hotel within the City; and, e. Feasibility analysis completed for the project by a financial firm and funded by the Owner, whereby a projection of operating performance is combined with project development cost in order to determine the funding gap. The Executive Director shall determine, acting in his /her sole and absolute discretion, the sufficiency of the submittals. 3. Operating Covenant Agreement. If, based on the information provided pursuant to Section 2 above, the Executive Director is satisfied that the Owner is likely to Open and operate a Hotel, then the Executive Director may further decide in his /her discretion to negotiate an Operating Covenant Agreement with the Owner. Any Operating Covenant Agreement that may be negotiated by the Executive Director shall be subject to consideration by, and shall not be effective unless approved by, the City Council. In considering a proposed Operating Covenant Agreement, the City Council may approve, deny or modify such proposed agreement acting in its sole and absolute discretion, following compliance with all required and applicable laws, including, but not limited to, Government Code Section 53083 and the California Environmental Quality Act. Nothing herein creates an obligation on the part of the City to negotiate and /or approve an Operating Covenant Agreement. The Operating Covenant Agreement will contain, among other items that the Executive Director may impose, the following: a. A recordable covenant by the Owner to operate and maintain the Hotel as a four to five star rated or AAA Four Diamond or above Hotel for not less than the Operating Period. Resolution No. 2016 -_ 55A -56 b. An obligation on the part of the City to make Incentive Payments contingent upon compliance by the Owner with the Operating Covenant Agreement. C. An obligation on the part of the Owner to comply with the Prevailing Wage Statutes. d. An obligation on the part of the Owner to use good faith efforts to hire local residents and contract with local subcontractors, suppliers and other businesses. e. An obligation on the part of the Owner to ensure that all journeymen and apprentices comply with all State labor laws and that the workforce on site meet a specific ratio of apprenticeship program graduates and of OSHA certified workers, along with the presence of at least one site safety manager with OSHA 30 -hour certification. f. Indemnities by the Owner in favor of the City and related parties as to: i. the condition of the site; ii. litigation concerning entitlements and /or enforceability of the Operating Covenant Agreement; and iii. Prevailing Wage Statutes. g. Agreement, assumption of risk and waiver by the Owner that, if the Operating .Covenant Agreement is approved by the City prior to consideration by the City of any land use, entering into the Operating Covenant Agreement does not commit the City to consider or undertake acts or activities requiring subsequent independent exercise of discretion, including, but not limited to, the approval of any development proposal, including a Hotel project, or land use approval governing the site where the Hotel is proposed. The Owner shall agree that the City retains discretion on potential future actions to approve, deny, modify, and consider alternatives to a proposed project, as well as to impose adequate mitigation measures as may be required by the California Environmental Quality Act. h. A covenant and agreement by the Owner for itself, its successors, assigns or designees, that during the term of the Operating Covenant Agreement the business and any of its employees shall not discriminate against any person on the basis of sex, marital status, race, color, religion, ancestry, national origin, physical handicap, sexual orientation, or domestic partnership status. Resolution No. 2016 - 55A-57 An acknowledgement by the parties that the only remedy for default is specific performance and that monetary damages are not available to the Owner for any City default. 4. Incentive Payments and Required Actions upon Completion of Hotel. Further Terms to be Included in the Operating Covenant Agreement: a. Confirmation that the Hotel is Operating as a four to five start rated or AAA Four Diamond or above Hotel. Upon completion of a Hotel with respect to which an Operating Covenant Agreement has been entered into, the Owner shall provide to the City, at Owner's sole cost and expense, an independent third party audit, by an auditor approved by the City, confirming that the Hotel is operating or will operate as a four to five star rated or AAA Four Diamond or above Hotel. The City shall approve or reject the results of such audit acting in its reasonable discretion. b. Incentive Payments for Hotel, Upon the confirmation described in subsection a. of this section 4, the City shall pay Incentive Payments to an Owner of a Hotel, pursuant to an Operating Covenant Agreement, in an amount equal to fifty percent (50 %) of the HVT collected and remitted to the City during the Operating Period based on the HVT Rate with respect to such Hotel. C. Termination of Incentive Payments. Incentive Payments shall terminate, and the Operating Covenant Agreement shall so provide, upon the expiration of the applicable Operating Period, or at such time as the Hotel ceases to operate as a four to five star rated or AAA Four Diamond or above Hotel for reasons other than Temporary Closure; provided that the Incentive Payments shall terminate upon any closure unless the Owner notifies the City, in writing, of any Temporary Closure within ten (10) days of the initial occurrence of the onset of such condition or conditions that cause such a Temporary Closure. 5. Labor Peace Agreement. For each Hotel covered by this Hotel Development Incentive Program in which the City owns the site on which the Hotel is proposed, and leases said property to the Owner or Operator for use by the Hotel, the City shall require that the Hotel Owner or Operator execute a Labor Peace Agreement with any labor union that represents or seeks to represent employees of the Hotel, both during construction and operation of the Hotel. When a Labor Peace Agreement is required because the City owns the site of the Hotel, evidence shall be presented to the City that the Owner or Operator has entered into a Labor Peace Agreement with any labor union that represents or seeks to represent employees of the Hotel, both during construction and operation of the Hotel, meeting the requirements of this section, prior to the issuance of any building permits for the construction of the Hotel. Resolution No. 2016 55A -58 For all other Hotel projects covered by this Hotel Development Incentive Program that are not on City owned property, the Hotel Owner or Operator shall demonstrate that they have engaged in meetings with labor representatives and have made best efforts to determine whether a Labor Peace Agreement for the Hotel project is feasible, but they shall not be required to enter into such an agreement. 6. No Pledge. Provisions for the making of Incentive Payments pursuant to the Operating Covenant Agreement shall not be deemed to constitute a pledge of any particular funds by the City, but instead an obligation contingent upon the operation of a Hotel. 7. Administrative Rules and Regulations. Consistent with the intent and goals of this Hotel Development Incentive Program, the Executive Director may adopt administrative rules and regulations for implementation and furtherance of the requirements of this program. Section 3. The City Council's decisions creating this Hotel Development Incentive Program are based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated November 3, 2015, and exhibits attached thereto; the Request for Council Action dated April 19, 2016, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. The City Council hereby finds and determines that the establishment of the Hotel Development Incentive Program, by the adoption of this Resolution, is not subject to the California Environmental Quality Act of 1970, as amended (Public Resources Code Section 21000 et seq.), pursuant to Sections 15060(c)(2) and 15060(c)(3) of the State of California Guidelines for Implementation of the California Environmental Quality Act (California Code of Regulations, Title 14, Chapter 3), because it will not result in a direct or reasonably foreseeable physical change in the environment and is not a "project" as defined in Section 15378 of the California Code of Regulations. 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. Resolution No. 2016 -_ 55A -59 ADOPTED this day of , 2016. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney, Ryan %� Ho e Assistall�p Ci Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: NOT PRESENT: Councilmembers Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Maria D. Huizar, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on April _, 2016. Date: Clerk of the Council City of Santa Ana Resolution No. 2016 -_ 55A -60 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED RESOLUTION AUTHORIZING THE ® As Recommended SUBMISSION OF APPLICATIONS FOR ❑ As Amended CALRECYCLE PAYMENT PROGRAM L Ordinance on 2 Reading ® Ordinance on a "� Reading FUNDS ® 8 plmen ig R on (STRATEGIC PLAN NO. S, 2) e n g for — l CITY TANAGER 111 !, r ,SI• ZI1111 i!DI4■Li•7 Adopt a resolution authorizing the Executive Director of the Public Works Agency to submit applications for California Department of Resources Recycling and Recovery payment programs to support the City of Santa Ana's beverage container recycling and other recycling related programs, r e California Department of Resources Recycling and Recovery (CalRecycle) offers funding opportunities that can assist local government entities in the safe and effective management of the waste stream. This funding provides for the implementation of programming that promotes recycling, waste reduction, and product reuse, For the past 20 years, the City has been awarded funding through the CalRecycle Beverage Container Recycling City /County Payment Program, These funds have been used to Implement ongoing recycling and public education programming in Santa Ana, During this same period, the City was also awarded CalRecycle Oil Payment Program (OPP) funding to Implement used oil and oil filter recycling programming, In the past, CalRecycle required, and the City provided, a resolution approving submission of the City's applications for OPP funds. CalRecyole now requires a resolution that encompasses all payment programs. The resolution, which is effective until rescinded, authorizes the City of Santa Ana to submit applications, and authorizes the Executive Director of Public Works, or his designee, to execute the necessary applications and documents to implement and secure payment of these State funds. 5513-1 Resolution Authorizing Applications for CalRecycle Payment Programs April 19, 2016 Page 2 ETRATEGiC E�AN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 — Community Health, Livability, Engagement & >ustainabillty, Objective #2 (expand opportunities for conservation and environmental sustainabillty). ENVIRg9 MENT& IMPACT There is no environmental Impact associated with this action, PIB�MPACT There is no fiscal impact associated with this action. I:11IUI'MIUMlLN4� Exhibit: 1, Resolution 55B -2 JXS/3/15/16 RESOLUTION NO. 2016- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING THE EXECUTIVE DIRECTOR OF THE PUBLIC WORK AGENCY TO SUBMIT APPLICATIONS FOR PAYMENT PROGRAMS AND RELATED AUTHORIZATIONS TO THE DEPARTMENT OF RESOURCES RECYCLING AND RECOVERY 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. WHEREAS, pursuant to Public Resources Code sections 48000 et seq., 14581, and 42023.1 (g), the Department of Resources Recycling and Recovery (CalRecycle) has established various payment programs to make payments to qualifying jurisdictions; and B. WHEREAS, in furtherance of this authority CalRecycle is required to establish procedures governing the administration of the payment programs; and C. WHEREAS, CalRecycle's procedures for administering payment programs require, among other things, an applicant's governing body to declare by resolution certain authorizations related to the administration of the payment program. NOW, THEREFORE, BE IT RESOLVED that the City of Santa Ana is authorized to submit an application to CalRecycle for any and all payment programs offered; BE IT FURTHER RESOLVED that the Executive Director of the Public Works Agency, or his /her designee, is hereby authorized as Signature Authority to execute all documents necessary to implement and secure payment; and BE IT FURTHER RESOLVED that this authorization is effective until rescinded by this governing body. Section 2. This Resolution shall take effect immediately upon its adoptions by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this day of 2016. Resolution No. 2016 - Page 1 of 2 55B -3 Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia A. Carvalho, City Attorney By: e ,andoval f Assistant City At o y— AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Resolution No. 2016 - Page 2 of 2 Clerk of the Council City of Santa Ana 55B -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: PROPOSAL WITH AMCAL MULTI- HOUSING, INC. FOR THE AWARD OF INCLUSIONARY HOUSING IN -LIEU FEES FOR THE FIRST STREET APARTMENTS PROJECT AND AUTHORIZE THE DRAFTING OF A CONDITIONAL LOAN COMMITMENT LETTER {STRATEGIC PLAN NO. 5, 3A & 3C} CITY MANA ER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Consideration of a staff proposal with AMCAL Multi- Housing, Inc. for the award of inclusionary housing in -lieu fees for the First Street Apartments project located at 1440 East First Street in Santa Ana and approve a conditional loan commitment letter in an amount up to $8,900,000.00 that will be contingent on the City's actual receipt of in -lieu fee payments of $9,695,725.60, or a portion thereof, or a cash equivalent to the in -lieu fee payments from Heritage Village OC, LLC. DISCUSSION On February 2, 2016, the City Council directed the City Manager "to lead discussions with the developer, AMCAL Multi- Housing, Inc., on a proposal for City Council consideration as to the affordable housing project to receive the inclusionary housing in -lieu fees" from the Heritage Village OC, LLC mixed -use development project. Under Sec. 41- 1904(c)(3) of the City of Santa Ana Housing Opportunity Ordinance, a Developer shall pay any in -lieu fees in full before issuance of the first building permit for any portion of a residential project, including any non - residential portions of a mixed -use development. The Developer may provide input regarding what project the in -lieu fees should be applied towards. The in -lieu fees collected by the City are City funds over which the City has complete and absolute discretion. City staff anticipates executing an Inclusionary Housing Agreement with Heritage Village OC, LLC for the Heritage Apartments for $9,695,725.60 of in -lieu fees, or a portion thereof, to be received from the owner before issuance of the first building permit for the project. As stipulated in the Housing Opportunity Ordinance, Heritage Village OC, LLC may provide input regarding 65A -1 Proposal with AMCAL Multi- Housing, Inc. April 19, 2016 Page 2 what project the in -lieu fees should be applied towards. Dyer 18 has requested that their in -lieu fee payment be applied towards the AMCAL Multi- Housing, Inc. ( "Developer ") project located at 1440 East First Street in Santa Ana ( "First Street Apartments "). (Exhibit 1) Staff's recommended proposal was prepared with the understanding that Heritage Village OC, LLC will honor the written preference request made by Dyer 18 and Mr. Ryan Ogulnik's representation at the public hearing at which the Heritage project was approved. Heritage Village OC has made a written request to pay the in -lieu fees in phases to be timed with the phasing of the build out of its project. While phasing of development is a common practice and phasing payments of development fees is also a common practice, the City's Housing Opportunity Ordinance would have to be amended to allow for such phased payments as requested. On March 18, 2016, the Community Development Agency received a proposal from the Developer for the First Street Apartments. The proposal requested $8,900,000 from the Heritage project's inclusionary housing in -lieu fee payment. Keyser Marston Associates (KMA), a real estate advisory firm which specializes in structuring affordable housing financing and implementation transactions, is currently reviewing the proposal and conducting an underwriting and subsidy layering analysis on behalf of the City that will be completed within 60 days of the Developer's submission. The Developer proposes the following deal points for consideration of the First Street Apartments: - Developer's Proposal - Request $8.9 million from the In -Lieu Fee Payment from Heritage Village OC, LLC, which provided a Developer Input Letter supporting the First Street Apartments by the Developer. City Response — The City has provided the funding proposal to KMA for underwriting and subsidy layering analysis. - Developer's Proposal — On or before April 1, 2016, AMCAL shall submit a full underwriting package to the City which shall contain project site plans, elevations, unit mixes and projections (the "Underwriting Package ") City Response — The City received the Underwriting Package and proposal on Friday, March 18, 2016. - Developer's Proposal — Within forty -five (45) days of submission of the Underwriting Package to the City, City staff shall review the Underwriting Package and City staff and AMCAL shall mutually agree upon the amount of the In -Lieu Fee which is needed by AMCAL for the development and construction of the Affordable Project (the "In -Lieu Assistance Amount "). 65A -2 Proposal with AMCAL Multi- Housing, Inc. April 19, 2016 Page 3 City Response — The City has asked KMA to conduct the underwriting and subsidy layering analysis of the Project. The City anticipates sixty (60) days to conduct the underwriting and come to a mutually agreed upon amount of the In -Lieu Fee for the Project. Developer's Proposal — Once AMCAL and City staff have agreed to the In -Lieu Assistance Amount and a form of commitment letter, City staff will submit the matter to the City Council for review and approval. Subject to an approval by the City Council, the City shall issue AMCAL a commitment for the In -Lieu Assistance Amount (the "City Commitment ") within fifteen (15) days after approval by City Council. City Response — City Council voted on February 2, 2016 to: "Direct the City Manager to lead discussions with developer [AMCAL] on a proposal for City Council consideration as to the affordable housing project to receive in -lieu fees." City staff has drafted a conditional loan commitment letter (Exhibit 2) that contains everything with the exception of a final amount of assistance. Once the City receives the analysis report from KMA, City staff and the Developer will come to an agreement on the In -Lieu Assistance Amount, up to a maximum of $8,900,000 based upon KMA's analysis. Developer's Proposal— The City shall have no obligation to fund any amount of the In -Lieu Assistance until the City has either (i) received the In -Lieu Fees from Heritage Village OC or (ii) received assurances acceptable to the City that the In -Lieu Fee will be paid upon a date certain. City Response — The City shall only disburse funds when the City has received the in -lieu fee payment, cash or cash equivalent to the in -lieu fee payment from the Heritage project. - Developer's Proposal— The City shall have no obligation to fund any amount of the In -Lieu Assistance until AMCAL receives full entitlements for the Affordable Project. City Response — The Affordable Project is anticipated to receive full entitlements on May 3, 2016, contingent on City Council approval. - Developer's Proposal— If AMCAL does not receive an allocation of 9% Tax Credits for the Project within two (2) years of the issuance of the City Commitment, the City may terminate the City Commitment in its sole and absolute discretion. City Response — The City's conditional commitment letter and commitment of inclusionary housing funds for the project will expire two (2) years from issuance of the letter to the Developer. 65A -3 Proposal with AMCAL Multi- Housing, Inc. April 19, 2016 Page 4 - Developer's Proposal — The City Assistance will be made in the form of a residual receipts loan made to AMCAL which shall (i) have a term of 55 years, (ii) accrue simple interest at 3% per annum, (iii) be repayable from 50% of project cash flow, and (iv) be documented using the City's standard form of residual receipts loan documents and regulatory agreement. City Response — The City's standard practice is residual receipt loans with 3% interest and 50% repayable from the project cash flow. - Developer's Proposal — No deferred Developer Fee during the permanent period of the Project. City Response — Under the California Tax Credit Allocation Committee regulations, the proposed Project qualifies for a Developer Fee of up to $2.0 million. However, it is important to note that only $1.4 million of the Developer Fee can be included in the Project's eligible Tax Credit basis. In some cases, it would be financially prudent to require the Developer to defer payment of $600,000 of the Developer Fee, and to recoup those funds from the cash flow generated by the Project over time. To test this concept, KMA prepared pro forma analyses for the Project with and without the requirement that $600,000 of the Developer Fee be deferred. The results of this comparative analysis indicate that given tiebreaker considerations associated with the competitively awarded 9% Tax Credits, the financial gap is approximately equal under both scenarios. As such, it is KMA's recommendation that no Developer Fee deferral be required. On March 28, 2016, the Planning Commission considered the draft mitigated negative declaration (MND) for the First Street Apartments and unanimously approved a recommendation to the City Council for the following actions: (1) Approve and adopt the MND and Mitigation Monitoring Program Environmental Review; (2) Adopt a resolution approving a General Plan Amendment; and (3) Adopt an ordinance approving Amendment Application. City Council will conduct its first reading of the First Street Apartments Project and recommended actions on April 19, 2016 with the second reading on May 3; 2016. Project Description AMCAL Multi- Housing, Inc. (Developer) was founded in 1978 as an affordable housing developer with its headquarters in the city of Agora Hills, California, and an Orange County office in the city of Irvine. The Developer specializes in high - quality, service and amenity- enriched housing for families and seniors at all ranges of the economic spectrum, from special needs to homeownership. The Developer has a successful track record with over 4,827 affordable rental and for -sale units. The Developer has completed one project in the City of Santa Ana known as Vista Del Rio prior to the submission of its new proposal. The Vista Del Rio project is a 41 -unit new construction rental project that serves developmentally disabled persons, located at 1600 W. Memory Lane and completed in August 2014. The Vista Del Rio project utilized Redevelopment -owned land and funding from the HOME program ($1,500,000) and three (3) Redevelopment loans (totaling 65A -4 Proposal with AMCAL Multi- Housing, Inc. April 19, 2016 Page 5 $3,469,000) for the City's total loan investment of $4,969,000. In addition, the project had eight (8) Project Based Vouchers. The proposed new project, located at 1440 East First Street, will provide 69 units of affordable workforce housing (Exhibit 3). The residential units will be located within six buildings. The rental units are 100% affordable to family households earning between 30% and 60% of the Area Median Income. The unit mix will consist of six (6) four - bedroom units, twenty -eight (28) three - bedroom units and thirty -five (35) two- bedroom units (one being a manager's unit). Eight (8) of the units will be assisted by the Santa Ana Housing Authority's Project -Based Voucher Program. On -site amenities will include a community room and amenity space including tot lots /play areas for children; outdoor seating, BBQs, a flex play space and planters. The community room will be incorporated into the development, providing a computer laboratory, kitchen, activity room for resident activities, and office space for property management and social services staff. The design of the units and the on -site amenities will reflect innovative standards that promote long- term viability for working families. AMCAL will engage the non - profit organization LifeSTEPS to provide free on -site social services to project tenants. Services will be provided in the form of classes and workshops with the subject matter tailored by a social service coordinator to the specific needs of the community. Some example class topics may include: 1) Computer skills; 2) English as a Second Language (ESL); 3) Exercise and Dance for All Ages and Abilities; and 4) Job Search Workshops. The proposed unit mix and rent restrictions are as follows: i ne manager's i wo- dearoom unit is not incmaea The City of Santa Ana's funding source would be the in -lieu fee payment from the Heritage Village OC, LLC that would be deposited into the Inclusionary Housing Fund that will be provided by means of a 55 -year City loan carrying a 3 percent interest rate and payable by residual receipts. The loan agreements for these funds will be approved by City Council prior to execution and when the Inclusionary Housing Funds become available after receiving the in -lieu fee payment, cash or cash equivalent from the Heritage Village OC, LLC Inclusionary Housing Agreement. STRATEGIC PLAN ALIGNMENT The activities covered by this report allow the City to meet Goal # 5 (Community Health, Livability, Engagement & Sustainability) Objective # 3 (Facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods) Strategy A (Continue to explore options citywide regarding the re -use of commercial or industrial buildings that are currently underutilized or vacant for mixed -use residential projects) and Strategy C (Provide that Santa Ana residents, employees, artists and veterans receive priority for affordable 65A -5 30 %AMI 35% AM 40% AMI 45% AM] 50% AMI 60% AMI Unit Size No. Units Proposed No. Units Proposed No. Units Proposed Proposed Proposed Proposed Total Rent Rent Rent No. Units Rent No. Units Rent No. Units Rent Two 3 $ 554 6 $ 659 7 $ 765 7 $ 870 7 $ 976 4 $ 1,187 34 Bedroom Three 3 $ 615 1 $ 737 - -- — -- -- - -- -- 24 $ 1,346 28 Bedroom Four 1 $ 687 — — - __ — — -- _- 5 $ 1,502 6 Bedroom Total 7 7 7 7 7 1 33 1 68 i ne manager's i wo- dearoom unit is not incmaea The City of Santa Ana's funding source would be the in -lieu fee payment from the Heritage Village OC, LLC that would be deposited into the Inclusionary Housing Fund that will be provided by means of a 55 -year City loan carrying a 3 percent interest rate and payable by residual receipts. The loan agreements for these funds will be approved by City Council prior to execution and when the Inclusionary Housing Funds become available after receiving the in -lieu fee payment, cash or cash equivalent from the Heritage Village OC, LLC Inclusionary Housing Agreement. STRATEGIC PLAN ALIGNMENT The activities covered by this report allow the City to meet Goal # 5 (Community Health, Livability, Engagement & Sustainability) Objective # 3 (Facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods) Strategy A (Continue to explore options citywide regarding the re -use of commercial or industrial buildings that are currently underutilized or vacant for mixed -use residential projects) and Strategy C (Provide that Santa Ana residents, employees, artists and veterans receive priority for affordable 65A -5 Proposal with AMCAL Multi- Housing, Inc. April 19, 2016 Page 6 housing created under the City's Housing Opportunity Ordinance or with City funding to the extent allowed under state law). FISCAL IMPACT The final fiscal impact will not be known until such time that the Heritage Village OC, LLC inclusionary housing fees are received. Judson Brown Housing Division Manager Community Development Agency Exhibits: 1. Dyer 18 Written Preference Request Letter 2. Conditional Loan Commitment Letter 3. 1440 East First Street Site Map 65A -6 October 6, 2015 Kelly Reenders, Executive Director Community Development Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 Re: Heritage Village - In Lieu Fee Payment Dear Ms. Reenders: As you know, the Heritage project is in the process of obtaining entitlements and anticipated to be go before the Planning Commission on October 12, 2015. As part of the entitlements, the Heritage project is required to satisfy the City's inclusionary housing requirements pursuant to the Housing Opportunity Ordinance (HOO), as recently amended and adopted by the City Council on Tuesday, September 1, 2015. As part of the menu of options available under the HOO, we plan on paying an in lieu fee to satisfy the City's inclusionary housing requirements. As stipulated in the new HOO, the developer may provide input regarding what project the in lieu fees should be applied towards. We are writing to request that the in lieu fee payment for the Heritage project be applied towards the AMCAL Multi- Housing, Inc. (AMCAL) project located at 1440 East First Street in Santa Ana ( "First Street Apartments "). We request that the in lieu fee payment being made by the Heritage project be used to fund an important project for Santa Ana, namely the First Street Apartments Project. It is important to note that the First Street Apartments Project is a financially feasible transaction that will be built and financed within a timeframe that compliments the Heritage project. Given the progress made thus for on First Street Apartments, we see an opportunity to partner with AMCAL and fast track the development of affordable workforce rental housing in Santa Ana. AMCAL's successful track record is well known locally, including in Santa Ana. Vista del Rio, recently completed by AMCAL, is a successful award - winning project located in Santa Ana that represents the high level of quality and design that we want to see in the City. We have also meet with AMCAL and provided design and other input on the First Street Apartments Project and are very confident that it will be an attractive, well constructed project that will no doubt be an asset to the community. The Heritage project's benefits to the City and the community are noteworthy and include over 98,000 square feet of retail and office space, hundreds of new jobs and multi- EXHIBIT 1 1945 PORT CreLren PLACE -NEWPORT BEACH - CA- 92660 65A -7 millions of dollars annually to the City's general fund, We recognize an additional benefit to The Heritage is its ability to subsidize sufficient high-quality affordable housing in the surrounding community, We are confident First Street Apartments, which is located about 3 miles from the Heritage project, will help satisfy this importc.int need. For the reasons set forth above, we strongly request that the City allocate the lieu fee payment for the Herttoge project towards First Street Apartments. It you have any questions, please feel free to contact me directly at 31MW4083. Sincerely, RY'. Ogul,-,,-,— Heritage Village Project 194", P".7 p...... f"', (A W66C) 65A-8 Attachment A April 20, 2016 AMCAL 1440 Santa Ana Fund, L.P. AMCAL Multi- Housing, Inc. 2082 Michelson Drive, Suite 306 Irvine, CA 92612 Attention: Mario Turner SUBJECT: 69 Unit Multi - Family Housing Project 1440 East First Street, Santa Ana, California Dear Mr. Turner: AMCAL 1440 Santa Ana Fund, L.P., a California limited partnership ( "Developer ") applied for financial assistance in connection with the proposed development of a 69 unit affordable housing complex to be located at 1440 East First Street, Santa Ana, California ( "Project "). The City has reviewed the Developer's request for assistance and at a City Council meeting on April 19, 2016 the City Council authorized and approved providing up to a maximum amount of $8.9 million of funds to the Project (the "City Assistance "), which City Assistance shall be funded exclusively from inclusionary housing in -lieu fee payments made pursuant to the City's Housing Opportunity Ordinance (Article XVIILI of Chapter 41 of the Santa Ana Municipal Code) by the developer (the "Market Rate Developer ") of that certain mixed -use development to be located at 2001 East Dyer Road, Santa Ana, California (the "In- Lieu Fee "). The specific amount of funding assistance will be determined on or before May 18, 2016. The loan agreements for these funds require City Council approval prior to execution by the Developer and the City of Santa Ana. The purpose of this letter is to provide a conditional, pre - commitment from the City of Santa Ana for a loan of up to $([TO BE DETERMINED ON OR BEFORE MAY 18, 20161) ( "City Loan ") from funds received by the City from the In -Lieu Fee. The City intends that this letter evidence the City's award of the City Assistance to the Developer for the Project subject to the conditions described below. The amount of the proposed Loan has been determined based upon the City's review of the Developer's proposal for the receipt of the City Assistance and the development proforma and projected cash flows for the Project submitted by the Developer to the City as of March 18, 2016 ( "Proforma "). The City Manager has authority to approve revised development proformas and projected cash flows for the Project; provided, however, that the Santa Ana Assistance is not materially increased or extended. Exhibit 2 Error! No document variable supplied. 65A-9 AMCAL 1440 Santa Ana Fund, L.P. April 20, 2016 Page 2 The Loan, should it be issued, will have the following teams: $[TO BE DETERMINED BY MAY 18, 2016] principal amount, or as much thereof as is disbursed for acquisition costs and hard and soft costs in constructing the Project; 3% simple interest per annum; Repayment from 50% of Residual Receipts (after payment of operating expenses, debt service, any deferred developer fee, and partnership fees to be described in the Agreement) with the remaining 50% to be disbursed to the Developer; Remaining principal and accrued interest due upon the 55th anniversary of the issuance of Certificate of Occupancy and /or final building permits or earlier upon sale, refinancing or default. Additionally, Santa Ana will receive 50% of the net proceeds received from any sale or refinancing of the Project, after payment of outstanding debt and payment in full of any deferred developer fee and establishment of any reserves and transaction costs; and Cost savings from the Project, if any, will be applied first to pay down the Loan, subject to compliance with the TCAC Regulations. The City's obligation to provide the Loan to the Project are subject to each of the following conditions: Receipt by the City of the In -Lieu Fee. On October 6, 2015 the City received a letter indicating a Market Rate Developer's preference that the In -Lieu Fees be applied towards the Project. The Developer agrees and acknowledges that while a preference has been stated and the City has agreed to honor the preference, the City has not yet received the In -Lieu Fee. The City shall notify the Developer if and when it receives the In -Lieu Fee. Notwithstanding anything to the contrary set forth herein, the City shall have no obligation to fund the Loan unless the In Lieu Fee has been received by the City. 2. Review and approval of the documents evidencing the Loan by the City Council. 3. Compliance with and completion of environmental review of the Project pursuant to the California Environmental Quality Act ( "CEQA ") and approval thereof. 68 of the 69 "Housing Units" at the Project shall and will be restricted to "Affordable Rent" as defined by the TCAC Regulations for a period not less than 55 years pursuant to conditions, covenants and restrictions recorded against the Project in the Official Records, County of Orange, California. One (1) Housing Unit will be rented to an on -site property manager; the manager's unit will not be rent- restricted. Error! No document variable supplied. 65A -10 AMCAL 1440 Santa Ana Fund, L.P. April 20, 2016 Page 3 5. The Loan Agreement shall provide that each of the following conditions shall be met prior to the disbursement of any portion of the Loan: a. All grading permits shall have been issued and the City shall have issued a letter stating that building permits are ready to issue, subject only to payment of fees and the completion of grading of the Project site. b. Developer shall have secured all necessary financing and funding for the construction and operation of the Project. Such financing and funding shall be sufficient to pay all Project development costs, through lease -up, as set forth in a final budget consistent with the approved Proforma (or as otherwise approved by the City), C. The Developer shall have provided evidence to the City that the Developer has obtained insurance policies and certificates or endorsements acceptable to the City, as described in the Loan Agreement. d. The Developer shall have provided construction security in favor of the City, which may include a completion guarantee from AMCAL Multi - Housing, Inc. and/or a letter of credit and/or performance & payment bonds from the general contractor for the Project (or some combination of these), in an amount sufficient to ensure the Project will be completed and placed in service within the time set forth in the Project schedule approved by Santa Ana. e. Developer shall submit and obtain Executive Director of the Community Development Agency's approval of the construction contract, Developer's limited partnership agreement for the limited partnership entity to be formed to own and operate the Project, and management, marketing and tenant selection plans for the Project. 6. The City's obligation to provide the Loan is and shall remain subject to all covenants, conditions, and restrictions set forth in the Loan Agreement, and in particular City's analysis of the available funding sources and development and operating costs of the Project and the overall economic feasibility of the Project. If you have any questions or require additional information regarding this letter, please Error! No doe a meat variable supplied. 65A-1 1 AMCAL 1440 Santa Ana Fund, L.P. April 20, 2016 Page 4 contact Sincerely, City Manager Error! Nu document vuri"W supplied. 65A -12 PROPOSED PROJECT LOCATION 1440 EAST 1 ST STREET EXHIBIT 3 65A -13 65A -14 CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: RECEIVE AND FILE COUNCIL UPDATE REGARDING THE SANTA ANA JAIL; AUTHORIZATION TO DRAFT RFQ FOR JAIL RE -USE STUDY; AUTHORIZATION TO ENTER INTO NEGOTIATIONS WITH POLICE OFFICERS ASSOCIATION; & AUTHORIZATION TO CONTINUE DEVELOPMENT OF TRANSGENDER CARE PILOT (STRATEGIC PLAN NO. 1, 4A) c , \-...... 1 CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: aW•:• 19 ❑ As Recommended ❑ As Amended ❑ Ordinance on 1st Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Receive and File Council Update to February 2, 2016 meeting regarding Santa Ana Jail. 2. Authorize City Manager to work with community members and labor representatives to draft an RFQ for a consultant to conduct a Jail Re -use Study. 3. Authorize City Manager to enter into negotiations with Peace Officers Association to potentially offer retirement incentives to full -time staff in the Jail Bureau. 4. Authorize the City Manager to continue working on options for the Transgender Care and Classification Committee Pilot program (TCCC) to be reviewed at the May 17, 2016 City Council meeting. DISCUSSION On February 2, 2016 the City Council directed staff to "Deny contract amendment, engage community in developing solutions and request City Manager work with Police Chief in strategizing sustainability of jail without the use of Federal dollars, if not feasible, propose options to terminate jail services." Contact information provided by the Clerk of the Council was used to outreach to individuals that spoke on the issue. CMO staff sent out emails and conducted follow - up phone calls. Individuals and organizations contacted in this process were encouraged to invite other interested parties to these listening sessions. 65B -1 Receive and file jail update regarding the Santa Ana Jail; Authorization to draft RFQ for Jail Re- use Study; Authorization to enter into negotiations with POA; & Authorization to continue development of Transgender Care Pilot April 19, 2016 Page 2 The City Manager, Police Chief, and Jail Administrator had seven follow up meetings with community members and advocacy organizations (Exhibit 1) to discuss their concerns. These meetings were held on the following dates and locations: Meeting # 1 Meeting # 2 Meeting # 3 Meeting # 4 Meeting # 5 Meeting # 6 Meeting # 7 March 3, 2016 March 4, 2016 March 7, 2016 March 17, 2016 March 30, 2016 April 4, 2016 April 6, 2016 Center OC CMO Office Ross Annex Room 1600 Ross Annex Room 1600 CMO Office Center OC Ross Annex Room 1600 The conversations were focused around two major policy areas. The first area was regarding improvements to the overall jail conditions especially as they relate to the handling of transgender detainees at the Santa Ana Jail facility. This conversation focused on concerns in regard to the strip search policy, jail release procedures, and specifics in dealing with the proposed transgender population module. The Jail Administrator worked with ICE to provide good faith efforts to reduce the need for strip searches for detainees that remain supervised during court appearances and are not mixed with populations from other facilities. Staff will continue working toward improvements to ensure that the Santa Ana Jail facility provides high quality and humane care. The second area of concern focused on discussing mid -to -long range strategies for ending the I.C.E. contract at the facility. Initial discussions with community members highlighted the lack of support for privatization of the jail facility. Organizations indicated that they would not be able to support this action and the conversation shifted towards a general re -use study of the facility with all options on the table. As a result of the listening sessions, staff recommends working with the involved stakeholders to draft and review an RFQ to identify a consultant to study jail re -use options for the Santa Ana Jail Facility. During the two months of conversation the Jail facility experienced a decline in ICE detainees, from a population of 237, to a low of 165, with a current population of 189. This decrease in population resulted in a $3,097,755 difference in the value of the contract. The current bed count increased to 189 on April 11, 2016 but remains unpredictable in the near term. The transgender female population has decreased to 27 people in a module designed for 64. Therefore this module is proposed to be combined with the gay & bi- sexual male population to save $80,000 currently being spent on monthly costs to operate separate dedicated modules. If the City Council directs staff to continue conversations on the Transgender Care Pilot, staff would delay combining the modules. In addition to the $16.6 million cost of operating the facility there remains a need to pay the Jail facility debt of $24.3 million remaining debt balance with $3 million payment annually through 2024. 65B -2 Receive and file jail update regarding the Santa Ana Jail; Authorization to draft RFQ for Jail Re- use Study; Authorization to enter into negotiations with POA; & Authorization to continue development of Transgender Care Pilot April 19, 2016 Page 3 Members from the LGBT community provided suggestions to improve the conditions for the transgender detainees. The Transgender Care Memorandum is a document intended for ICE personnel which directs them to house transgender females in a facility with a TCCC program. The Santa Ana Jail would be the first facility to form a committee that would take into consideration the transgender detainees' preferences as it relates to their custody and housing placement within the facility. (Exhibit 2) However the additional costs of this pilot project make the program cost prohibitive with the declining bed count. In order to be fiscally sustainable, some type of financial assurance would be required. During the listening sessions, members of the community provided their alternative to the TCCC. Their draft policy (Exhibit 3) is attached. Any changes or additions to City policy would need to go through the formal review and legal analysis process. ICE would then require a contract amendment in order to adhere to proposed changes. At this time, staff and ICE are reviewing the documents. Any City policy change impacting federal detainees would require a mutually agreeable contract amendment. Staff recommends authorizing the drafting of an RFQ to identify a consultant to study re -use options for the Santa Ana Jail Facility. Stakeholders are welcome to continue participation in the process. Staff anticipates a budget of $100,000, with goal of completion within 10 -12 months. Staff is recommending designating $1 million in the upcoming budget cycle for costs associated with a potential phase -out, implementing a hiring freeze at the facility, and providing full -time Jail staff with retirement incentives. In order to complete these proposals, staff is requesting authorization from the Mayor and City Council to enter into negotiations with the POA. City Staff is committed to continuing dialogue throughout the process, welcome community input, and additional meetings to review a RFQ if approved by Council. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1 Community Safety, Objective #4 (Ensure a sound fiscal model for jail operations through coordinated efforts with personnel from the City Manager's Office, Police Department, City Attorney's Office, Finance and Personnel), Strategy A - Modify the Santa Ana jail business model and identify short- and long -term goals. FISCAL IMPACT There are no immediate fiscal impacts associated with this item. The cost of implementing follow up actions will be provided to the City Council after direction on the recommended actions have been provided to staff. Exhibit 1: List of Agencies and Individuals Consulted Exhibit 2: Transgender Care and Classification Committee Memorandum Exhibit 3: Community Proposal - Draft Policy Regarding Transgender People in Custody L• MW Lt m I Organizations Consulted During Meetings 1. ACLU 2. De Colores 3. RAIZ 4. OCIYU 5. Transgender Law Center 6. LA LGBT Center 7. LGBT Center OC 8. UCI Law Students, 9. Mexican Consulate 10. Local and Federal I.C.E representatives 11. La Famila 12. CIVIC 13. Friends of the Orange County Detainees 14. El Centro Cultural de Mexico 15. Santa Ana Building a Healthy Community 16. Human Rights Watch Exhibit 1 L• MEMORANDUM FOR: SUBJECT: PuMgse Office of rnforcen+ent and Removal Operations U.S. Department or Homeland security 300 12 °' St, SW Washington, DC 20336 U.S. Immigration {x � and Customs Enforcement June 19, 2015 Assistant Directors Deputy Assistant Directors Field Office Directors Deputy Field Office Directors Assistant Field Office Direc ICE Health Service Cornsx i Thomas Homan Executive Assos Further Goance Regarding the Care of Transgender Detainees This memorandum provides further guidance regarding the placement and care of transgender adult detainees in the custody of U.S. Immigration and Customs Enforcement (ICE), Enforcement and Removal Operations (ERO). Background This guidance complements existing ICE, detention standards, ICE Policy 11062.2: Sexual Abuse and Assault Prevention and Intervention (SAAPI) (May 22, 2014), and the requirements of the U.S. 'Department of Homeland Security (DHS) regulation titled, "Standards to Prevent, Detect, and Respond to Sexual Abuse and Assault in Confinement Facilities," 79 Fed. Reg. 13,100 (Mar. 7, 2014), hereafter DHS PREA Standards. The security and safety of FRO employees, detainees, detention staff, and members of the public are paramount in the exercise of this guidance. As in all cases, if an individual is not subject to the requirements of mandatory detention, Field Office Directors (FODs) should continue to consider whether the use of detention resources is warranted for a given individual and shall consider, on a case by case basis, all relevant factors in this determination, 'including whether an individual identifies as transgender. While the FODs may exercise prosecutorial discretion at any stage of an enforcement proceeding, it is generally preferable to exercise such discretion, if warranted, as early in the case or proceeding as possible. Exhibit I 65B -7 Further Guidance Regarding the Care of Transgender Detainees Page 2 of 18 ICE ERO will provide a respectful, safe, and secure environment for all detainees, including those individuals who identify as transgender. Discrimination or harassment of any kind based on a detainee's actual or perceived sexual orientation or gender identity is strictly prohibited. Moreover, ICE ERO reaffirms its commitment to provide effective safeguards against sexual abuse and assault for all individuals detained in ERO custody. 1. Data Systems and Form 1 -213 a. ERO Law Enforcement Systems and Analysis (LESA), in consultation and collaboration with other relevant ICE and ERO components, is directed to update, to the extent practicable, all appropriate data systems (including, but not limited to, EAGLE, FARM, and other systems that receive data from ERO- related data systems for statistical, medical, or other purposes) to: (1) capture a detainee's `Biological Sex" or "Sex" (See Attachment 1: Definitions) as Male, Female, Intersex, or Unknown (Note: data systems should not use the category or header of "Gender" to capture and record a detainee's "Sex "); and (2) add a data field, which may be in the form of a check -box, to record if the detainee identifies as "Transgender." ERO LESA should also ensure that the identification of "Transgender" appears conspicuously on the Form I -213 "Record of Deportable/Inadmissible Alien" when printed. 2. Initial Processing a. During the initial processing of an individual taken into ERO custody, the FOD, or his/her designee, shall ensure ERO personnel record a detainee's `Biological Sex" or "Sex" as Male, Female, Intersex, or Unknown on the Form I -213 and within applicable data systems. b. In those circumstances during initial processing when a detainee: (1) self - identifies as transgender or otherwise identifies with a gender different from that which corresponds with his or her biological sex (e.g., a biological male who identifies as a woman); or (2) responds affirmatively during Risk Classification Assessment (RCA) module screening that he or she may be at an elevated risk in a detention setting because of his or her actual or perceived gender identity and/or gender expression, the FOD shall ensure ERO personnel ask if the detainee would like to formally disclose his or her gender identity. c. The following script is appropriate, but not required, for use by ERO personnel in these circumstances and should be communicated in a language and manner the detainee can understand: Do you wish to disclose your gender identity (please note you are not required to disclose information about your gender identity which you are not comfortable sharing)? If the detainee answers affirmatively, ERO personnel should then ask: L. W Further Guidance Regarding the Care of Transgender Detainees Page 3 of 18 Do you identify as a man, a woman, or as transgender? If the detainee indicates he or she self - identifies as transgender, or has a gender identity different from his or her biological sex, ERO personnel shall record the initial determination in the appropriate data systems. d. If the individual identifies that he or she is transgender, the same should also be noted on the Form I -213 and the Form I -213 should indicate any other information he or she disclosed related to his or her gender identity. e. When processing an individual who identifies as transgender, ERO personnel should be aware that he or she may: i. Exhibit a gender expression (i.e., external and objective manifestations of gender, such as, but not limited to, one's preferred name, pronouns, clothing, makeup, haircut, behavior, voice, or body characteristics) that appear to indicate a gender different from the sex listed on the detainee's identity documentation. ii. Carry official documentation, including medical documentation, recognized by ICE officials or a government entity (local, state, or federal) that indicates a gender identity different from the detainee's biological sex or lists the detainee's gender identity as transgender. iii. Possess prescription medication (e.g., hormones), as verified by a qualified medical professional, that indicates a gender identity different from the detainee's biological sex. f. The detainee shall not be disciplined for refusing to answer any gender identity- related questions during processing, for not disclosing complete information in response to questions asked about gender identity, or for falsely reporting that he or she is not transgender. g. If at any time during initial processing ERO personnel determine additional privacy is needed to further address issues, questions, or answers referenced above with the detainee, the FOD, to the extent practicable, shall ensure ERO personnel make appropriate accommodations (such as using an office or unoccupied holding cell) to converse with the detainee in private. h. Pursuant to the DHS PREA Standards, the FOD shall ensure sensitive information, such as a detainee's gender identity, is not used to the detainee's detriment by ICE personnel or detention facility staff or other detainees, is not shared with other detainees, and is not shared with others who do not have a need to know the information. L. Further Guidance Regarding the Care of Transgender Detainees Page 4 of 18 i. Pursuant to the DHS PREA Standards, searches shall be conducted in a professional and respectful manner, and in the least restrictive manner possible, consistent with security needs. At no time shall any search be conducted solely for the purpose of determining a detainee's biological sex. 3. Initial Placements a. When a detainee identifies as transgender, ERO shall make individualized placement determinations to ensure the detainee's safety. b. In determining the appropriateness of a facility to house the detainee, FRO should consider: i. Facilities within the Field Office's Area of Responsibility (AOR) that have incorporated the "ICE Detention Facility Contract Modification for Transgender Care," (See Attachment 2) and, therefore, maintain a functioning Transgender Classification and Care Committee (TCCC); ii. Facilities within the AOR that operate a Protective Custody Unit (PCU) for transgender detainees; or iii. Facilities within the AOR that demonstrate best practices in the care of Lesbian, Gay, Bi- sexual, Trausgender, or Intersex (LGBTI) detainees, to include, but not limited to: (1) the availability of medical personnel who have experience providing care and treatment to transgender detainees (to include the delivery of hormone therapy) and (2) detention facility staff who have received LGBTI Sensitivity and Awareness Training. c. If placement into a facility described in Sections 3.b.i -iii above is not practicable, the FOD shall ensure the facility chosen for placement within his or her AOR is able to appropriately care for the individual. FODs are reminded that placement into segregation should occur only when necessary and in compliance with applicable detention standards. In particular, placement into administrative segregation due to a detainee's identification as transgender should be used only as a last resort and when no other temporary housing option exists. If the facility is unable to meet these requirements, or if the detainee expresses concerns regarding his or her placement or conditions of confinement, the POD, in consultation with his or her Office of Chief Counsel, shall examine options for transfer of the detainee to a different facility. Attachment 3 lists DHS PREA and Performance Based National Detention Standards 2008 and 2011 (PBNDS) requirements related to transgender detainees. 4. Transfers: Transfers shall comply with ICE Policy 1.1022.1: Detainee Transfers (Jan. 4. 201Q. In addition, FODs should consider any transfer request made by the detainee related to his or her transgender identification. Should FODs need guidance on initial placement or subsequent transfer decisions, they are encouraged to reach out to the National ERO LGBTI Coordinator and ERO Field Operations. 65B -10 Further Guidance Regarding the Care of Transgender Detainees Page 5 of 18 5. Care of Transeender Detainees in ICE Facilities: ERO Custody Management, in consultation and collaboration with other relevant ICE Directorates or Programs and components (including the Office of Acquisition Management and the Office of Detention Policy and Planning), will work with willing ICE service vendors to incorporate the model procedures outlined in Attachment 2, "ICE Detention Facility Contract Modification for Transgender Care" into facility contracts. 6. ERO LGBTI Field Liaisons a. Each ERO FOD shall designate a specially trained employee at the supervisory level to serve as an LGBTI Field Liaison'. The LGBTI Field Liaison will regularly communicate with the National ERO LGBTI Coordinator (See section 7 below) and report to ERO Headquarters on the progress of implementing and maintaining the provisions of this memorandum. The LGBTI Field Liaison will also coordinate with the Prevention of Sexual Assault (PSA) Coordinator in his or her Field Office where their responsibilities and work overlap. b. In detention facilities that have adopted the "ICE Detention Facility Contract Modification for Transgender Care," the ERO LGBTI Field Liaison will be available to actively participate on the facility's TCCC. c. Each ERO LGBTI Field Liaison will also participate in all relevant training offered by ERO Headquarters on the subject of this memorandum. 7. National ERO LGBTI Coordinator a. ERO will designate a National LGBTI Coordinator. The National ERO LGBTI Coordinator will: (1) serve as the primary point of contact and subject matter expert for ERO regarding the care and treatment of LGBTI detainees in ERO custody; (2) evaluate information collected from EAGLE, EARM, RCA and other relevant ICE information technology systems regarding the care and custody of LGBTI detainees; (3) assist the field and ERO Headquarters Directorates in utilizing information about LGBTI detainees to help ensure compliance with the provisions of this memorandum; (4) continue to refine and deliver training on the provisions of this memorandum; and (5) coordinate with ICE's PSA Coordinator where their responsibilities and work overlap. b. The National ERO LGBTI Coordinator shall also organize and convene a standing working group to assess the implementation and maintenance of this memorandum, advise agency leadership on issues affecting LGBTI detainees in ERO custody, further explore best practices and strategies, and make additional recommendations when necessary. The standing working group should meet no less than quarterly and at a The ERO LGBTI Field Liaison selected by the FOD may also be the local field ERO Prevention of Sexual Assault (PSA) Coordinator or other HQs collateral duty assignment (e.g. Segregation Review Coordinator). 65B -11 Further Guidance Regarding the Care of Transgender Detainees Page 6 of 18 minimum include members from ERO Custody Management, ERO Field Operations, ICE Health Service Corps, the ICE Office and Detention Policy and Planning, DHS Office for Civil Rights and Civil Liberties, and one or more ERO LGBTI Field Liaisons. The working group may also consult with outside stakeholders, including representatives of non - governmental organization and academic institutions, as appropriate. c. The National ERO LGBTI Coordinator shall assist in addressing public inquiries related to the care and custody of transgender detainees. Inquiries may be received from detained or non - detained individuals, their family members, attorneys or representatives, and advocacy groups, among others. d. The National ERO LGBTI Coordinator shall also establish and maintain regular reporting mechanisms that pertain to the demographics of the transgender detainee population. The reports shall be reviewed and approved prior to any internal and/or external dissemination. 8. Training: As described above, the National ERO LGBTI Coordinator, in consultation with relevant ICE and ERO Headquarters Directorates, shall continue to refine and deliver training materials, to include the use of ICE's Virtual University, to assist FODs, ERO LGBTI Liaisons, and other relevant Field Office personnel in the implementation of this memorandum. No Private Right of Action This guidance is not intended to, does not, and may not be relied upon to create any right or benefit, substantive or procedural, enforceable at law by any party in any administrative, civil, or criminal matter. Attachments 1. ICE Detention Facility Contract Modification for Transgender Care 2. PREA and PBNDS Requirements Related to Transgender Detainees 3. Definitions 65B -12 Further Guidance Regarding the Care of Transgender Detainees Page 7 of 18 ATTACHMENT 1: ICE Detention Facility Contract Modification for Transgender Care I (FACILITI')J will comply with the following requirements related to the care and custody of transgender detainees: Transgender Care 1) Intake: Upon arrival at the detention facility, intake personnel shall review the detainee's record and documentation. If the record indicates the detainee's gender identity differs from his/her biological sex, intake personnel shall only ask questions related to gender identity when such information is necessary to ensure the safety and security of other detainees and staff. In addition, the facility shall ensure that sensitive information, such as the detainee's gender identity, is not used to the detainee's detriment by facility personnel or other detainees. a) Intake personnel shall accurately record the detainee as transgender. The detainee shall be treated as a protective custody detainee for the duration of the intake process. b) The detainee shall be temporarily housed (i.e., in a location away from the general population, to include in a medical unit or protective custody) for no more than 72 hours (excluding weekends, holidays, and exigent circumstances) until classification, housing, and other needs can be assessed by a Transgender Classification and Care Committee as delineated below. In particular, placement into administrative segregation due to a detainee's identification as transgender should be used only as a last resort and when no other viable housing options exist. 2) Transgender Classification and Care Committee a) The facility shall create and operate a Transgender Classification and Care Committee (TCCC). b) In facilities staffed by the ICE Health Service Corps (IHSC): i) The TCCC shall be comprised of a dedicated facility medical representative, facility mental health representative, a facility classification supervisor, the Enforcement and Removal Operations (ERO) Lesbian, Gay, Bisexual, Transgender, and Intersex (LGBTI) Field Liaison, and a supervisory representative designated by the Field Office Director (FOD) (the supervisory representative from the ERO FOD can be the ERO LGBTI Field Liaison). ii) The TCCC may utilize remote forms of communication (i.e., phone or video - teleconference) to facilitate meetings and other activities. c) For facilities not staffed by IHSC: 65B -13 Further Guidance Regarding the Care of Transgender Detainees Page 8 of 18 i) The TCCC shall include the IHSC Field Medical Coordinator (FMC), in addition to a dedicated facility medical representative, a facility mental health representative, a facility classification supervisor, the ERO LGBTI Field Liaison, and a supervisory representative designated by the FOD (at the FOD's discretion, the supervisory representative can include the ERO LGBTI Field Liaison). d) The TCCC shall be chaired jointly by a representative from the facility and an ERO representative, preferably the ERO LGBTI Field Liaison. e) The facility staff members, including medical and mental health personnel, will have appropriate training and experience in working with transgender persons. 3) Transgender Classification and Care Committee Determinations: a) Meeting with the Detainee: In preparation for the TCCC meeting, the TCCC designated facility medical representative(s) shall meet with the detainee as soon as practicable after the detainee's arrival to the facility to gather information necessary to solicit the detainee's preferences and requests with regard to housing, searches,2 and other matters. The ERO LGBTI Field Liaison may also participate in any meeting with the detainee. The communication between the TCCC representative(s) and the detainee shall be in a language and manner the detainee can understand and should be conducted using the TCCC Determination Question Guide provided at the conclusion of this document. b) Meeting of the TCCC: The TCCC shall meet and provide a classification assessment no later than 72 hours (excluding weekends, holidays, and emergencies) after the detainee's arrival to the facility to assess medical, psychological, housing, and other needs. c) Classification Assessment. As part of the transgender classification assessment, the TCCC shall, at a minimum, consider: i) The detainee's self - identification; ii) An assessment of the effect of possible placements on the detainee's health and safety, conducted by a medical or mental health professional (which may coincide with the full medical assessment done in accordance with the applicable ICE detention standards); iii) The detainee's record and available documentation, including forms and notes from initial processing, medical/mental health records, booking records, identification documents, etc.; and ' Whenever practicable, the detainee's request should be honored but not to the detriment of the safety and security of the facility or facility staff. 65B -14 Further Guidance Regarding the Care of Transgender Detainees Page 9 of 18 iv) Observations provided by medical or mental health representative(s), to include those based upon the latest Diagnostic and Statistical Manual of Mental Disorders (DSM) criteria for the diagnosis of Gender Dysphoria. d) Detention Plan: Once the TCCC determines the detainee's transgender classification, the TCCC shall construct an individualized Detention Plan for each transgender detainee. As part of its Detention Plan assessment, the TCCC shall, at a minimum, consider: i) All records and prior assessments, including medical /mental health records, and an assessment of the effects of any housing placement on the detainee's health and safety that has been conducted by a medical or mental health professional; ii) The detainee's preferences and requests; iii) The detainee's self - assessment of his or her safety needs (i.e., does the detainee feel threatened or at risk of harm?); iv) The detainee's documented criminal history and past and/or current behavior; v) The TCCC's determination of the detainee's safety /security needs, including documented and self - reported history of sexual assault, victimization, or predatory behavior; vi) The detainee's physical, medical, or mental health, or special needs; vii) Privacy issues, including showers, single -cell sleeping arrangements, etc.; viii) Available beds and/or housing; ix) Whether the housing assignment would pose a safety risk to other detainees (See Section 3.e.ii "Safety, Security, and Privacy "); and x) Effects of housing assignment on resources, including facility staff. e) Requirements within the Detention Plan: Consistent with existing ICE policy and detention standards, the individualized Detention Plan shall, at a minimum, contain the following requirements: i) Housing Assignment: Options to include: a. General housing consistent with the detainee's biological sex; b. General housing consistent with the detainee's gender identity; c. A protective custody unit; or d. Medical or administrative segregation. 65B -15 Further Guidance Regarding the Care of Transgender Detainees Page 10 of 18 ii) Safety Security tnd Privacy: The TCCC shall address the safety, security, and privacy needs for both the transgender detainee and the general detention population when assessing the housing assignment. Discussion(s) may include guidance on appropriate staffing levels in the housing option assigned (e.g., single or shared cell, or dormitory housing). iii) Hygiene: Consistent with ICE detention standards, facility staff shall ensure that transgender detainees are able to maintain acceptable personal hygiene practices consistent with thew gender identity and that ensure their safety. Transgender detainees shall be provided the opportunity to shower in a setting that ensures safety and privacy. iv) Clothing and Commiagul: Transgender detainees will be provided undergarments consistent with their gender identity as assessed by the TCCC. Transgender detainees shall be issued standard detention attire consistent with their assigned housing unit. Transgender detainees shall also be allowed to possess or purchase through the commissary those hygiene and personal items that are consistent with their Detention Plan. v) Searches: As prescribed by standard 2.10 of ICE's 2011 Per ymance- Bared National Detentlon Standards (PBNDSI, the transgender detainee's preference as to the gender of the officer that will perform any necessary pat -down and strip searches will be considered by the TCCC when drafting the Detention Plan and followed by detention facility staff accordingly. Also with regards to strip searches only, and pursuant to standard 2.10 of 10E's 2011 PBNDS, special care should be taken to ensure that transgender detainees are searched in private. Searches shall be conducted in a professional and respectful manner, and in the least restrictive manner possible, consistent with security needs. Pursuant to DHS PREA Standards, at no time shall any search be conducted solely for the purpose of determining a detainee's biological sex. Requests for transgender detainees to remove appearance related items such as prosthetics, clothing that conveys gender identity, wigs, and cosmetics shall be consistent with requirements for the removal of similar items for other non - transgender detainees. All strip searches shall be documented. vi) Staff Communication: Detention facility staff shall refer to transgender detainees by their preferred pronouns. vii) Medical Care: Pursuant to existing ICE detention standards, transgender detainees who were already receiving hormone therapy when taken into ICE custody shall have continued access to hormone therapy; those who have not yet begun treatment will be assessed and treated, if deemecl medically necessary and safe in the context of their other medical conditions. All transgender detainees shall have access to continued mental health care and other transgender - related health care based on medical need. Medical care for transgender detainees shall be provided by qualified 65B -16 Further Guidance Regarding the Care of Transgender Detainees Page 11 of 18 and appropriate medical professionals and administered pursuant to the applicable ICE detention standards. f) Decision: The TCCC will attempt to reach consensus on all decisions. i) The TCCC shall retain summary notes of each meeting to document persons attending and conclusions reached. A copy of the notes shall be placed in the detainee's detention file. ii) Absent extraordinary circumstances, a written Detention Plan by the TCCC for the detainee, including housing assignment, shall be forwarded to the facility classification supervisor within 72 hours (excluding weekends, holidays, and emergencies) of the detainee's arrival at the facility, and maintained in the detainee's detention file; a copy of the plan and housing assignment shall also be provided to the detainee. g) Implementation of Detention Plan: The classification supervisor shall notify line staff of the TCCC's Detention Plan and housing assignment decision. i) Detention facility staff shall follow the Detention Plan outlined by the TCCC. If a detention facility staff member identifies a safety or security risk posed by the TCCC's plan, the staff member must inform the TCCC directly, or must notify his/her supervisor as soon as practicable, and that supervisor must notify the TCCC. The TCCC shall review the case and make adjustments to the Detention Plan, if necessary, within 72 hours (excluding weekends, holidays, and emergencies) of receiving notification. ii) In the case of an immediate threat to the safety or security of the transgender detainee or others, the detention facility staff may make a temporary change(s) to the TCCC's plan (to include housing assignment), but should notify the TCCC as soon as possible. Only the TCCC can approve permanent change(s) to the Detention Plan. h) Reassessment: The TCCC shall reassess a transgender detainee's Detention Plan and housing assignment after 30 days following the initial determination and then every 60 days thereafter or at any other time if additional relevant information becomes known, or following any incident of victimization or threats to safety experienced by the detainee. As part of its reassessment, the TCCC shall, at a minimum, consider: i) Changes in the transgender detainee's housing preferences; ii) Variations in the detainee's medical and/or mental health status; iii) Safety /security of the detainee, other detainees, and/or facility staff; 65B -17 Further Guidance Regarding the Care of Transgender Detainees Page 12 of 18 iv) Any threats to safety experienced by the detainee; v) Continued availability of housing; and vi) The detention facility's documented concerns. 65B -18 Further Guidance Regarding the Care of Transgender Detainees Page 13 of 18 TCCC Determination Questions Guide In preparation for the TCCC meeting, the designated facility medical representative(s), shall meet with the detainee no later than 72 hours (excluding weekends, holidays, and emergencies) after the detainee's arrival to the facility to gather information necessary to verify the transgender classification, and to solicit detainee's preferences and requests with regards to housing, searches, and other matters. The ERO LGBTI Field Liaison may also participate in any meeting with the detainee. The following questions are provided to assist in this initial meeting, but may be used in other settings as deemed appropriate. 1) Do you identify as transgender? IF YES to #1, then proceed to ask the following questions: Name 2) Do you go by or use any other name(s) or aliases? 3) What pronoun(s) do you prefer others use to refer to you? Medical Issues 4) Prior to coming here, were you taking any hormonal medications? a. If yes, what were they? b. How often were you taking them? c. Were these prescribed by a doctor? Hygiene and Grooming 5) Do you prefer to wear male or female clothing? 6) Are there any specific clothing items (e.g., undergarments) that you need that have not been provided? 7) Are there any specific personal hygiene items that you need that have not been provided? Housing 8) Do you feel you are at risk for your safety based on your gender identity? a. Would you feel safer being housed with men or women? b. Would you feel safer being housed with transgender women or men? c. Would you feel safer being housed in a cell with someone else or by yourself? Programming 9) Do you feel comfortable being around male and female detainees during recreation, organized programs, or other types of group activities? a. If not, would you prefer to be separated from males or females? b. Do you feel you require complete separation, or would specific types of safeguards (e.g., sight or sound separation, staff escort) address your concern(s)? Searches 10) Do you have a preference for whether a male or female staff member searches you? If so, which would you prefer? 65B -19 Further Guidance Regarding the Care of Transgender Detainees Page 14 of 18 Other 11) Is there anything else we should know about you related to being transgender —any particular concerns? 12) Are there any other specific precautions and/or accommodations you think you would like to have to ensure your safety and welfare while at this facility? 65B -20 Further Guidance Regarding the Care of Transgender Detainees Page 15 of 18 ATTACHMENT 2: PREA and PBNDS Requirements Related To Transgender Detainees Pursuant to Section 3(e) of this memorandum, applicable requirements from ICE detention standards and the DHS PREA Standards include: a) Classification and Housing i) At facilities governed by the DHS PREA Standards or PBNDS 2011, facility staff must consider the detainee's gender self - identification and an assessment of the effects of placement on the detainee's health and safety, when making classification and housing decisions for transgender or intersex detainees. A medical or mental health professional must be consulted as soon as practicable on this assessment. The facility may not base placement decisions solely on identity documents or the physical anatomy of the detainee; rather, a detainee's self - identification and self - assessment of safety needs must always be taken into consideration as well. ii) At facilities governed by PBNDS 2008 or NDS, and which use ICE's Detainee Classification System, facility staff must take into consideration and document whether a detainee requires protective custody to ensure his/her safety and well- being, such as because of perceived or actual sexual orientation or gender identity. b) Showering and Privacy i) At facilities governed by the DHS PREA Standards, transgender and intersex detainees must be given the opportunity to shower separately from other detainees when operationally feasible. ii) At facilities governed by PBNDS 2011 or PBNDS 2008, transgender detainees must be provided with a reasonably private environment for bathing and toilet facilities, in accordance with safety and security needs. c) Personal Hygiene and Grooming i) The detention standards do not restrict the provision of gender appropriate clothing. In general, brassieres should be provided to individuals who request them, as appropriate. ii) At facilities governed by PBNDS 2011 or PBNDS 2008, transgender detainees should be allowed freedom in personal grooming, and access to commissary items (including those appropriate for the detainee's identified gender) absent a valid safety, security, or medical concern that is fully justified and documented. 65B -21 Further Guidance Regarding the Care of Transgender Detainees Page 16 of 18 d) Medical Care i) At facilities governed by PBNDS 2011, initial medical screening must inquire into a transgender detainee's gender self - identification and history of transition- related care. Transgender detainees who were already receiving hormone therapy when taken into ICE custody shall be provided continued access, and all transgender detainees must have access to mental health care and other transgender- related health care and medication (such as hormone therapy) based on medical need. Treatment must follow accepted guidelines regarding medically necessary transition- related care. 65B -22 Further Guidance Regarding the Care of Transgender Detainees Page 17 of 18 ATTACHMENT 3: Definitions The following definitions apply for purposes of this memorandum only: 1. Biological Sex. An individual's biological status as either male or female, typically assigned at birth, and associated primarily with physical attributes such as chromosomes, hormone prevalence, and external and internal anatomy. 2. Detainee. An individual detained in ERO custody. 3. Detention Plan. A plan for a transgender detainee, constructed by the Transgender Classification and Care Committee at an ICE detention facility with instructions for how to address issues including, but not limited to, housing, clothing, showering, grooming, name and pronoun use, recreation, programming, escort, transportation, searches, privacy, etc. 4. Diagnostic and Statistical Manual of Mental Disorders (DSM). The standard classification of mental disorders used by mental health professionals in the United States as published by the American Psychiatric Association. DSM -5 (Fifth Edition) is the most current edition of the drafting of this guidance. 5. Gender Affirming Surgery. Surgical alteration of male or female genitals, or the reshaping, by any surgical procedure, of a male body into a body with female appearance, or vice versa. Also referred to as "sex reassignment surgery (SRS)," "gender reassignment surgery (GRS)," or by other names. Note: gender affirming surgery is the preferred name. 6. Gender Dysphoria. Medical diagnosis in the American Psychiatric Association's DSM -5 that describes the distress that may accompany the incongruence between an individual's experienced or expressed gender and the individual's biological sex. This was previously known as Gender Identity Disorder. 7. Gender Expression. The ways in which an individual communicates/displays his/her gender identity to others; a combination of appearance, demeanor, and behavior. 8. Gender Identity. An individual's internal sense of being a man, woman, or another gender. It is not necessarily based on the individual's biological sex or on the individual's sexual orientation. Because gender identity is internal, it is not necessarily visible to others, but may be externally manifested in the individual's appearance, behavior, demeanor or other aspects of the individual's life. 9. Gender Non - Conforming. Having an appearance or manner that does not conform to traditional societal gender expectations. 10. Intersex. Having sexual or reproductive anatomy or chromosomal pattern that do not 65B -23 Further Guidance Regarding the Care of Transgender Detainees Page 18 of 18 seem to fit typical definitions of male or female. Intersex medical conditions are sometimes referred to as disorders of sex development. 11. LGBTI. The acronym for Lesbian, Gay, Bisexual, Transgender, and Intersex. 12. Sexual Orientation. A pattern of romantic, emotional, physical, and/or sexual attraction towards members of the same, opposite, or both sexes. Includes homosexuality, heterosexuality, and bisexuality. 13. Transgender. A person whose gender identity (i.e., internal sense of feeling male or female) is different from the sex assigned to the person at birth. 14. Transgender Classification and Care Committee (TCCC). The detention facility committee that gathers information and assesses the gender identity of the detainee, and produces and regularly assesses a Detention Plan for a transgender detainee. 15. Transgender man. An individual who is a biological female and has a gender identity as a man. 16. Transgender woman. An individual who is a biological male and has a gender identity as a woman. 17. Transition. The process by which an individual changes his/her gender from that assigned at birth to one with which he /she now identifies. This may include making personal, legal, and medical changes to his/her gender, such as changing his/her name and/or gender on legal documents; undergoing hormone therapy; and/or undergoing one or more forms of surgery. 65B -24 Draft Poliev Reeardin¢ Trans ender People in Custody A. TRAINING B. ACCURATE TERMINOLOGY C. DISCRIMINATION AND HARASSMENT D. NAMES AND PRONOUNS E. MEDICAL & MENTAL HEALTH PROTOCOLS F. INTAKE G. HOUSING H. TRANSGENDER CARE AND CLASSIFICATION COMMITTEE (TCCC) I. REVIEW OF HOUSING AND CLASSIFICATION J. PROGRAMMING K. PRIVACY L. CLOTHING AND GROOMING M. SEARCHES Exhibit 3 65B -25 PURPOSE This sets forth the Santa Ana City Jail's ( "SACJ ") policy with respect to housing, classifications, searches, privacy, and interactions with transgender people in custody to ensure that members of the Department can interact with this community in an appropriate, respectful and unbiased manner. It will also ensure compliance with the Prison Rape Elimination Act of 2003 and its implementing regulations, the National Standards to Prevent, Detect, and Respond to Prison Rape ( "PREA Standards").' A. TRAINING To prevent abuse of and discrimination against transgender people in SACJ's custody, all Department staff (including officers) shall receive robust, comprehensive training on an annual basis on this policy and transgender awareness and safety. Staff will be trained to ask culturally appropriate and respectful questions, to treat transgender people respectfully, and to refer to transgender people by their preferred names and pronouns. SACJ shall implement full training for staff on this policy and other matters related to the transgender community in Santa Ana. Trainings shall be led or co- facilitated in meaningful part by members of the LGBT community and by organizations knowledgeable about these issues and communities. Training on transgender issues shall be incorporated throughout all staff trainings, including Searches Training and Cultural Sensitivity Training. Staff shall receive 8 hours of training specifically on transgender issues and shorter "refresher" trainings as needed and at a minimum of once annually. To ensure culturally competent, accurate, and effective training content, SACJ will hire, in consultation with the Orange County LGBT Center, an independent evaluator who shall evaluate implementation of this policy during the initial phase of implementation. The independent evaluator shall provide a report on training effectiveness and recommendations for improvement within one year of this policy's enactment. Funding for training and evaluation shall come from the SACJ's current budget. B. ACCURATE TERMINOLOGY Gender means attitudes, feelings, characteristics, and behaviors that a given culture associates with being male or female and that are often labeled as "masculine" or 28 C.F.R. § 115. The U.S. Department of Justice has posted anew FAQ to provide guidance stating that "Any written policy or actual practice that assigns transgender or intersex inmates to gender - specific facilities, housing units, or programs based solely on their external genital anatomy violates the standard. (Standard 115.42(e) )." Seelittp : / /www.prearesoureecenter .org/node /3927units, or programs based solely on their external genital anatomy violates the standard. (Standard 115.42(e) )." See http : / /www.prearesoureecenter.org /node /3927 65B -26 "feminine." California law defines "gender" as sex, and includes a person's gender identity and gender expression. Cal. Penal Code § 422.56 Gender Identity means an individual's internal, personal sense of their own gender, which may or may not be associated with a person's assigned sex at birth. Gender Expression means a person's gender- related appearance and behavior whether or not stereotypically associated with the person's assigned sex at birth. Cal. Penal Code $ 422.56. Intersex: A general term used for a variety of conditions in which a person is born with a reproductive or sexual anatomy that doesn't seem to fit the typical definitions of female or male. Transgender: An umbrella term for persons whose gender identity, gender expression or behavior does not conform to that typically associated with the seat to which they were assigned at birth. C. DISCRIMINATION AND HARASSMENT SACJ's staff, contract provider employees, interns, and volunteers are prohibited from engaging in any form of discrimination or harassment against transgender people in custody, including discrimination or harassment based on actual or perceived gender identity or expression or based on association with a transgender person. D. NAMES AND PRONOUNS Regardless of where housed, all transgender individuals in custody shall be addressed by their preferred name or last name, as well as the pronouns consistent with that individual's gender identity (e.g. "he," "she," or gender neutral pronouns such as "they "). Consistent use of the wrong name or pronoun constitutes prohibited harassment. A person's preferred name and gentler pronoun shall be used when referencing the person within the text of documentation and records, unless otherwise required by law. E. INTAKE a. Upon conducting an intake, SACJ staff will ask each person if they would like to disclose whether they are transgender —i.e., whether they have a gender identity or gender expression that differs from those typically associated with their birth - assigned sex. b. Conversations about an individual's gender identity or expression will be held in a private space, such as an office or unoccupied holding cell. c. All questions shall be asked in a respectful manner and the information gathered will be kept confidential. d. If a person in custody indicates that they are transgender— either upon intake or at a later time —staff will ask them to complete a Statement of Preference Form (see Appendix A). The Statement of Preference Form will indicate the individual's 65B -27 gender identity, their preferred name and pronouns, the gender of the custody staff they would prefer to be searched by, and the housing facility in which they believe they will be safest: either in a women's or men's facility, or in a designated transgender module if the person vohmtarily consents; and requested classification placement (single cell, double cell, or general population). e. When booking a transgender person the SACJ will use the person's preferred name in all booking documents. L Some individuals may feel unsafe initially revealing they are transgender. A person in custody shall not be disciplined or penalized in any way for declining to answer any gender - related questions during intake and processing or for later disclosing their gender identity or expression. F. MEDICAL & MENTAL HEALTH PROTOCOLS SACJ shall ensure that transgender women in its custody are able to freely access routine and emergency medical and mental health care services without discrimination. To ensure appropriate medical and mental health care for all persons housed at SACJ, SACJ agrees to medical oversight from the medical director of the LGBT Center Orange County's Transgender medical clinic or other jointly identified expert. Transgender women who were previously undergoing hormone replacement therapy prior to detention shall have continued access to treatment in detention. A medical professional specializing in transgender care shall assess those who had not already begun transition related medical treatment and would like to begin such treatment. Access to treatment shall be provided based on the appropriate medical standards of care. G. HOUSING It is the policy of SACJ to house transgender people in a facility consistent with their gender identity, unless the individual objects based on concerns for their safety. If an individual raises a safety concern, SACJ must follow the selections made on the transgender individual's Statement of Preference Form in regards to being housed with women, men, or other transgender people. Custody staff may raise serious, specific and articulable security or management concerns related to how an individual is housed (i.e. single cell, double cell, bunk) to the Transgender Classification and Care Committee (TCCC), which will then male a recommendation as to how to house an individual, but may not override the person in custody's request to be housed in a women's or men's facility, or the transgender module. In general, transgender people must be housed in the general population of the men's or women's facility, or transgender module, unless the individual requests another type of housing (such as single cell, double cell, or administrative segregation) for their own safety. If SACJ staff raise serious, specific, and articulable security or management concerns about placement of a particular transgender individual in the requested type of housing, staff will document the basis for any such concerns in writing and the housing classification determination will be referred to the TCCC. The TCCC may consider �. • factors such as the individual's security threat level, criminal and disciplinary history, medical and mental health information, vulnerability to sexual victimization, and likelihood of perpetrating abuse when making a classification recommendation. Segregation Transgender individuals shall not be involuntarily placed in segregated cells solely because of their gender identity or expression or for their own protection, except for the period not to exceed three business days while the TCCC makes its determination. A transgender person may choose to be placed in a segregated cell if the individual has safety concerns about being housed with other people. If a transgender person is placed in a segregated cell voluntarily due to their own safety concerns, the reasons for this housing placement must be documented in the individual's medical file and signed by the individual. This placement shall not exclude the individual from participating in programming. For all transgender individuals housed in segregation, a mental health evaluation shall be conducted every 10 days to ensure all mental health needs are being met, Lockdowns: Lockdowns will never be used as punishment. Lockdowns will only occur in the rare circumstance that there is a specific and articulable security concern, and with the written approval of a supervisor. Every lockdown, along with the specific and articulable security concern, will be noted in the person in custody's records, and available for review by the TCCC, the independent oversight committee, and the person in custody's attorney (if any). Abuse of loekdown protocol will result in employee discipline. Additionally, even while locked down; all individuals are permitted at least one hour of daily out -of -cell time. H. TRANSGENDER CARE AND CLASSIFICATION COMMITTEE (TCCC) The Transgender Care Classification Committee (TCCC) is a multi - disciplinary body of four to five members and shall include one classification expert, one member of the jail's mental health team, one staff member from the Santa Ana County Department of Public Health or the OC Human Relations Commission, and at least one individual who identifies as a person of transgender or gender- variant experience and is not employed as a custody or police officer. If consensus cannot be reached, the TCCC's determinations will be made by majority vote. The purpose of the Committee is to determine whether a transgender person should be classified for placement in the general population, single cell, double cell, or administrative segregation. The Committee's function is not to assess the validity of a transgender person's gender identity or to determine whether the person will be housed in a men's or women's facility, or the transgender module. The Committee shall evaluate 65B -29 whether the serious, specific, and articulable security or management concerns asserted by custody staff, in consultation with medical and mental health staff, justify placing a transgender person in a classification placement different from the one stated on the individual's Statement of Preference Form. At least one member of the Committee (other than a custody staff member) will conduct a meaningful interview with the transgender individual to assess that individual's placement preference and safety needs. The interview may include questions such as: o Are you, or have you been perceived to be, gay, lesbian, bisexual, transgender, intersex, or gender variant? o Have you ever been sexually victimized? o In what type of cell/bed would you prefer to be placed? Why? o In what type of cell/bed do you think you will be safest? A person in custody shall not be disciplined or penalized in any way for declining to answer any such questions. In determining how to classify a transgender imnate, the TCCC shall consider the following: 1. The individual's answers to the above questions relating to the individual's preferences and requests, as well as their own assessment of their safety needs (does the individual feel threatened or at risk of harm); 2. All records and prior assessments, including medical /mental health records, and an assessment of the effects of any housing placement on the individual's health and safety that has been conducted by medical or mental health professionals. 3. The individual's documented criminal history and past and/or current behavior, including any prior offences or current and /or prior behaviors that indicate an individual has a history of predatory behavior toward others; 4. The TCCC' S determination of the individual's safety /security needs; including documented and self- reported history of sexual assault, victimization, and/or predatory behavior; 5. The person in custody's physical, medical, mental health, or special needs; 6. Privacy issues, including showers, single cell sleeping arrangements, etc. 7. Whether the housing assignment will pose a risk to other individuals in custody. Discussions may include guidance on appropriate staffing levels in the housing option assigned (e.g. single or shared cell, or dormitory) to ensure safety, security and privacy needs of all individuals in custody. During the time the TCCC is making a housing and classification recommendation, the individual may be housed in a segregated cell or protective custody if there are no other options available. 65B -30 The TCCC shall issue its determination and reasoning in writing within three business days of the transgender person's admission to SACJ custody, or, for an individual already in SACJ custody, the person's request for a new placement. I. REVIEW OF HOUSING AND CLASSIFICATION Within the first 15 days of being assigned housing and classification, a transgender person in custody will be interviewed —in as private a setting as possible —about any safety concerns they may have with their placement, and will be asked again in which housing and classification assignment they feel they would be safest and. Thereafter, a transgender person in custody will be offered an optional follow -up interview every 60 days, in as private a setting as possible, to identify any problems related to their housing or classification assignment and any need to reconsider. An interview and reassessment of housing or classification assignment shall also be conducted immediately if a transgender individual indicates they feel unsafe in their current housing or classification assignment or there is evidence they maybe unsafe in their current housing or classification assignment. J. PROGRAMMING Regardless of housing assignment, all transgender individuals must be permitted to participate in all recreation, programming, employment, and other activities available to other persons in custody, even when an individual is housed in administrative segregation if such placement is unrelated to disciplinary action. K. PRIVACY All transgender individuals regardless of housing area shall be allowed to "shower, perform bodily functions, and change clothing without nonmedical staff of a different gender viewing their breasts, buttocks, or genitalia, except in exigent circumstances or when such viewing is incidental to routine cell checks. "2 For purposes of this policy, "staff of a different gender" means staff with a gender different from the person's gender identity, regardless of where the individual is housed. L. CLOTHING AND GROOMING Regardless of where housed, all people in custody shall have access to clothing and grooming items, accessories, and all other items consistent with their gender identity or gender expression, including makeup, bras, gender appropriate underclothes, etc. M. SEARCHES All searches shall be conducted consistent with PREA and Department search policy. 1. When a search of a transgender individual is required, the search will be 28 C.F.R. § 115.15(d). 65B -31 conducted by an officer and, for a strip search, overseen by a supervisor. 2. The officer and the supervisor will both be of the gender indicated by the individual's search preference in their Statement of Preference Form. 3. If the person has not completed a Statement of Preference Form, the person will be asked their preference as to the gender of the officer and supervisor performing the search. 4. If the person cannot indicate a preference, the search shall be conducted by at.. officer and supervisor of the gender that corresponds to the individual's gender identity. 5. If the individual's preference or gender identity cannot be determined, the search shall be conducted by a female officer and female supervisor. 6. Searches will not be performed as a punitive measure. 7. Under no circumstances shall a person in custody be searched for the sole purpose of observing or confirming person's genital characteristics or gender. 65B -32 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 1502016 TITLE: PUBLIC HEARING — RESOLUTION AUTHORIZING. CONDEMNATION OF REAL PROPERTY AT 1607 NORTH BRISTOL STREET FOR BRISTOL STREET IMPROVEMENTS (PROJECT NO. 116740) (NONGENERAL FUND) {STRATEGI PLA CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _ J:• _*, [I As Recommended ❑ A ®Amended ❑ Ordinance on I" Reading Ordinance on god Reading [] Implementing Resolution ® Set Public Hearing For CONTINUED TO //, -/9 /� FILE NUMBER Adopt a resolution authorizing the condemnation of the entire real property located at 1607 North Bristol Street (APN 405 - 252 -22) declaring the public necessity and interest therefore, and approve the transfer of funds in the amount of $631,435 to the State Treasurer's Office Condemnation Deposits Fund. DISCUSSION Bristol Street is a major north -south transportation facility which is designated as a major arterial highway in the City's Circulation Element of the General Plan. Improving the 3.9 -mile Bristol Street segment from Warner Avenue to Memory Lane has been a long -term priority project that will be constructed in several phases. Improvements include widening the street from two to three lanes in each direction, and installing raised landscape medians and bike lanes. Public Works Agency staff is acquiring properties for the development of Phase 1116, bounded by Washington Avenue and Seventeenth Street, and expects to complete the acquisition process by spring 2017. Construction is anticipated to begin in summer 2017. To accommodate these improvements, acquisition of the entire parcel at 1607 North Bristol Street is required (Exhibit 1). The Public Works Agency has made a diligent effort to negotiate with the property owners and their representatives for the past 27 months. A good faith offer was made on November 16, 2015, in the amount of $631,435 (Exhibit 2). Furthermore, Public Works staff has been working closely with the representatives of the property owners and the City's Planning Division to facilitate potential relocation within the project segment. The Public Works Agency will continue to make every effort to reach a settlement with the property owners. However, to maintain the Bristol Street Improvements project schedule and meet the funding requirement to commence construction in summer 2017, staff is requesting adoption of a Resolution of Necessity (Exhibit 3) and initiation of condemnation proceedings while negotiations continue. 75A -1 Public Hearing & Resolution Authorizing Condemnation of Real Property for 1607 North Bristol Street March 15, 2016 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 — Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). Approval of this item also supports the City's efforts to meet Goal #3 — Economic Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (support business development and job growth along transit corridors through the completion of critical transit plans /projects). ENVIRONMENTAL IMPACT In 1990, City Council approved the Bristol Street Final Environmental Impact Statement/Environmental Impact Report (FEIS /EIR No. 89 -01). Due to several minor design modifications in Phase 1116, which encompasses the area between Washington Avenue and Seventeenth Street, an Addendum to the FEIS /EIR was prepared and adopted by City Council on June 3, 2014, pursuant to the California Environmental Quality Act. FISCAL IMPACT Funds are appropriated in the Bristol Street Improvements Project (No. 116740); $157,858.75 in the Select Street Construction Fund (Account No. 05917661- 66220), and $473,576.25 in the Measure M2 Street Construction Fund (Account No. 03217662- 66220) for transfer to the State Treasurer's Office Condemnation Deposits Fund in FY 2015 -2016. w b w- �o. Fred Mousavipour Executive Director Public Works Agency FM /EWG /KN Exhibits: 1. Location Map 2. Offer Letter 3. Resolution of Necessity APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez pi Executive Director Finance & Management Services Agency 75A -2 4 (NTS) 18TH STREET 17TH STREET 405 - 252 -21 MATCHUNE SEE TOP RIGHT -;r,I ,Etr PaQIERTI MATCHUNE SEE BOTTOM LEFT EXHIBIT 1 WASHINGTON AVENUE SANTA ANA PUBLIC HEARING — RESOLUTION AUTHORIZING CONDEMNATION NORTH pVH AGENDA STREET OR BRISTOL IMPROVEMENT,, (PROJECT NO. 116740) (NONGENERAL FUND) oWL (STRATEGIC PLAN NO. 6,1,G AND 3,2,C) 75A -3 H W `~' a w u F- e w 0 W � o U J O6 � 6 6 /I- Vd N 405 - 252 -21 MATCHUNE SEE TOP RIGHT -;r,I ,Etr PaQIERTI MATCHUNE SEE BOTTOM LEFT EXHIBIT 1 WASHINGTON AVENUE SANTA ANA PUBLIC HEARING — RESOLUTION AUTHORIZING CONDEMNATION NORTH pVH AGENDA STREET OR BRISTOL IMPROVEMENT,, (PROJECT NO. 116740) (NONGENERAL FUND) oWL (STRATEGIC PLAN NO. 6,1,G AND 3,2,C) 75A -3 75A -4 City of Santa Ana RECEIPT OF OFFER PACKAGE Bristol Street Widening -Washington Avenue to Seventeenth Street Parcel File No, 405 - 252 -22 Owner(s) of Record: Additional Owner (s) of Record: Property Address: JERONIMO CHAVEZ AND GUADALUPE CHAVEZ, HUSBAND AND WIFE AS JOINT TENANTS 1607 N. Bristol Street Santa Ana, CA This is to acknowledge receipt of the offer package containing the following items: Updated Offer letter dated November 16, 2015 which includes: • Property Legal Description (Attachment 1) • Statement of Just Compensation (Attachment 2) • Summary Explanation Statement (Attachment 3) City of Santa Ana Handbook on Acquisition Jeronimo Chavez Guadalupe Chavez Exhibit 2 75A -5 Date Date MAYOR Miguel A. Pulido MAYOR PRO TEM Vincent F. Sarmiento COUNCILMEMBERS Angelica Amezcua P. David Benavides Michele Martinez Roman Rayne Sal Tinajero 01 15 Rai1107 'iitIe ,4171M CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 Civic Center Plaza M -36 • P.O. Box 1988 M -36 Santa Ana, California 92702 w .santa- ana.oro Jeronimo Chavez & Guadalupe Chavez 1607 N. Bristol Santa Ana, CA 92706 SUBJECT: UPDATED OFFER TO ACQUIRE PROPERTY AT: 1429 N. BRISTOL STREET, SANTA ANA, CA APN: 405 - 252 -22 Dear Mr. and Mrs. Chavez: CITY MANAGER David Cavazos CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Maria D. Huizar The City of Santa Ana ( "City ") is proceeding with its plans to construct Phase IIIB of the Bristol Street Improvements and Widening Project between Washington Avenue and Seventeenth Street. The City obtained a preliminary title report that lists Jeronimo Chavez and Guadalupe Chavez, husband and wife as joint tenants. The City seeks to acquire the property located at the above - mentioned address, which consists of the underlying real property as described in Attachment 1. The area to be acquired is referred to herein as the `Property'. 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 by certified appraisers for the real estate as well as improvements pertaining to the realty to determine its fair market value. The appraisals were conducted in accordance with commonly accepted appraisal standards and included consideration of the highest and best use of the land. Based on the appraisals, the City offers you $620,000 for the real estate and $11,435 for Improvements Pertaining to Realty IPR) for a total compensation of $631,435. The basis for 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 conditional 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. 75A -6 1607 N. Bristol Street November 16, 2015 Page 2 If you are not satisfied with the City's offer, you are encouraged to present to 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 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 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, be provided with information relating to the acquisition procedures pursuant to the Government Code, Paragraph 7267.2(a). This information is provided in Attachment 3. Please also 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. Per our records you have requested and received the $5,000 for preparation of the appraisal report for your property. Please let us know prior to November 30, 2015 if the City's 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 me at (714) 647 -5664. Sincerely, Jason Gabriel Principal Civil Engineer 75A -7 ATTACHMENT LEGAL DESCRIPTION THE LAND REFERRED TO HEREIN IS SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: THAT PORTION OF THE LAND ALLOTTED TO JACOB ROSS IN DECREE OF PARTITION OF THE RANCHO SANTIAGO DE SANTA ANA, RECORDED IN BOOK "B" OF JUDGEMENTS OF THE 17TH JUDICIAL DISTRICT COURT OF CORPORATION, IN THE CITY OF SANTA ANA, AS DESCRIBED AS FOLLOWS: BEGINNING AT THE NORTHWEST CORNER OF THE SOUTH 6 ACRES OF A TRACT OF LAND DESCRIBED AS COMMENCING AT THE CORNER COMMON TO SECTIONS 1, 2, 11 AND 12, TOWNSHIP 5 SOUTH, RANGE 10 WEST, SAN BERNARDINO BASE AND MERIDIAN, CITY OF SANTA ANA; RUNNING THENCE SOUTH ALONG THE WEST LINE OF SAID SECTION 12, 10 CHAINS; THENCE EAST 10.59 CHAINS; THENCE NORTH 10 CHAINS; THENCE WEST 10.59 CHAINS TO THE POINT OF COMMENCEMENT; SAID POINT OF BEGINNING BEING A DISTANT 285.74 FEET, MORE OR LESS, SOUTHERLY FROM SAID CORNER COMMON TO SECTIONS 1, 2, 11 AND 12; RUNNING THENCE FROM SAID POINT OF BEGINNING EASTERLY ALONG THE NORTHERLY LINE OF SAID 6 ACRE TRACT 174.62 FEET; THENCE SOUTHERLY, PARALLEL WITH THE WESTERLY LINE OF SAID SECTION 12, 100 FEET; THENCE WESTERLY, PARALLEL WITH THE NORTHERLY LINE OF SAID 6-ACRE TRACT, 174.62 FEET TO THE WESTERLY LINE OF SAID SECTION 12; THENCE NORTHERLY ALONG SAID WESTERLY LINE 100 FEET TO THE POINT OF BEGINNING. EXCEPT THEREFROM THE NORTHERLY 50.00 FEET THEREOF. ALSO EXCEPT THEREFROM A STRIP OF LAND 30 FEET WIDE OFF THE WEST OF SAID LAND, NOW INCLUDED IN BRISTOL STREET. SAID LAND IS ALSO SHOWN AS PARCEL 3 ON LICENSED SURVEYOR'S MAP RECORDED IN BOOK 3, PAGE 12 OF RECORDS OF SURVEY. APN: 405 - 252 -22 75A -8 ATTACHMENT 2 STATEMENT OF VALUE AND SUMMARY OF THE BASIS FOR APPRAISAL Code of Civil Procedures § 1255.010(b) THE AMOUNT ESTABLISHED AS JUST COMPENSATION Government Code § 7267.2(a) OWNERSHIP Jeronimo Chavez and Guadalupe Chavez, husband and wife as joint tenants The following is a Statement of Value and Summary of the Basis for Appraisal and the Amount that the client established as Just Compensation ( "Summary") required by the California Eminent Domain Law. The appraisal on which this summary is based was made in connection with establishing the amount of compensation as required by Code of Civil Procedure section 1255.010(b). The appraisal on which this summary is based was made in accordance with accepted appraisal principles, consistent with California Valuation Law. A statement and summary described the basis for the appraisal from which the client established compensation. There follows the Statement of Value and Summary of the Basis for Appraisal and the Amount Established as Just Compensation ( "Summary "): BASIS OF VALUATION The fair market value is based upon an appraisal prepared in accordance with accepted appraisal principles and methodologies. Code of Civil Procedure Section 1263.320 defines Fair Market Value as follows: (a) The fair market value of the property taken is the highest price on the date of valuation that would be agreed to by a seller, being willing to sell, but under no particular or urgent necessity for so doing, nor obliged to sell; and a buyer, being ready, willing and able to buy but under no particular necessity for so doing, each dealing with the other with full knowledge of all the uses and purposes for which the property is reasonably adaptable and available. (b) The fair market value of property taken for which there is no relevant comparable market is its value on the date of valuation as determined by any method of valuation that is just and equitable. Section 1263.330 provides that the fair market value shall not include an increase or decrease in the value attributable to the project for which the property is to be acquired. The property is being appraised for the possible full acquisition by the City of Santa Ana to assist in negotiations with the property owner for the possible full acquisition of the subject property as a part of the Bristol Street Widening Improvement Project. 75A -9 DESCRIPTION OF THE SUBJECT PROPERTY Ownership: Jeronimo Chavez and Guadalupe Chavez, husband and wife as joint tenants Location: 1607 North Bristol Street, Santa Ana, California 92706 Assessor's Parcel No.: 405 - 252 -22 Date of Value: October 30, 2015 Property Rights Appraised:Fee simple Site Area: Approximately 6,731 square feet, or 0.15 acre, according to the Assessor's Map Zoning: The parcel is zoned C -5 (arterial commercial), within the Bristol Street Corridor Specific Plan designated by the City of Santa Ana. Present Use: Highest and Best Use (As Vacant): Highest and Best Use (As Improved): Commercial Retail development Continue the existing use Improvements: According to information obtained from public records and verified by physical measurements of the building, the building has a gross building area of 1,491 square feet. It was originally constructed in 1926. Description of Acquisition: A full acquisition is proposed 75A -10 SALES COMPARISON APPROACH The estimated fair market value of the subject property is based on improved sales data for other properties with essentially the same utility and amenities. The subject property is located on a primary arterial street and the property benefits from good access and visibility. To analyze the value of the subject property, a search was conducted of the market area for similar improved office building sales. Very few transactions were found in Santa Ana. The search was expanded to surrounding areas and included small office buildings that sold throughout Orange County since January 2014, built before 1990 and between 1,000 and 10,000 square feet in size. Of the comparables discovered, the six most similar properties were chosen for comparison. The comparables reflect selling prices ranging from $370,000 to $600,000, which is approximately $293 to $417 per square foot of building area, or approximately $34 to $106 per square foot of land area. Office buildings of this size are primarily purchased for owner - occupancy whereby the fee simple interest is conveyed. The primary approach used in this market by owner -users is the sales comparison approach. As such, the sales comparison approach is developed to provide an indication of the fee simple market value. The comparable sales are analyzed using the price per square method, which is the typical basis used by buyers in this market. This unit of measure provides a reliable basis of comparison for the assignment. As a check to the reasonableness of the conclusion price per square foot of land area is also reviewed. Adjustments are considered for transactional differences as well as for physical differences between the subject property and comparables. Included on the following page is a Comparable Improved Sales Summary. 75A -11 Conclusion 75A -12 � E it II y 4 146 q V : s E I$ a8 p �a�i a o T v m° Z s A 4 p v O j �g K h E N. p� p 5 .0 tg e°4r'.••u`.0 t�ib. U. tY 4� Qi�aS. Conclusion 75A -12 After adjustments for market conditions, the comparables establish a fair market value range for the subject property between $316 and $423 per square foot as shown in the following table. Comparable No. 4 is superior at $423 per square foot, whereas Comparable No. 1 is inferior at $411. Based on the subject property's size, location and condition, a value between these two comparables appears reasonable for the subject property. Indicated Values Comparable Overall Indicated $ /SF No. Comparability 4 Superior $423 Subject - - - -- $415 1 Inferior $411 5 Inferior $374 6 Inferior $340 2 Inferior $326 3 Inferior $316 A fair market value of $415 per square foot is concluded. Based on the preceding investigation and analysis, the fair market value of the subject property, as of October 30, 2015, is calculated as follows: INDICATED VALUE - SALES COMPARISON APPROACH 1,491 SF X $415 PSF = $618,765 ROUNDED $620,000 75A -13 INCOME APPROACH The subject property is an owner - occupied, single - family residence which has been converted and utilized as aN office building. As such, the fee simple value is analyzed using market rent and expenses. Market Rent Analysis A survey of Santa Ana and the surrounding cities for recently executed leases and asking rents for office space ranging from 500 to 10,000 square feet in size is used in the analysis. The important factors considered during selection of the comparables include location, building area, visibility and access. The search focused on properties with arterial street visibility, but data for such properties was found to be somewhat limited; however, sufficient data was available to estimate a market rental rate for the subject property. The survey properties indicate that rents are written on a triple -net, modified gross, and full service gross basis. For valuation purposes, a triple -net basis will be utilized. For triple -net leases, the tenants pay operating expenses such as property taxes, insurance, tenant utilities and janitorial, common area maintenance and utilities, building repairs and maintenance, security, parking and sometimes management (or a portion of management). These expenses are normally recouped by the landlord in the form of an expense reimbursement charge. The landlord is still responsible for non - reimbursed management (collecting the check and watching over the property) miscellaneous expenses such as those incurred between tenancy, accounting, legal, miscellaneous and replacement of short -lived items such as the roof, air - conditioning units and exterior walls, if applicable. Based on the review of the rental data and after consideration for differing property characteristics, it is concluded that a rental rate of $1.80 per square foot per month, triple -net, for the subject property is reasonable for the analysis and is used in the direct capitalization analysis. The estimated market income for the subject property is calculated in the following table: CONCLUDED MARKET RENT Building Market Rent /SF Market Annual Market Size Mo. Rent/Mo. Rent 1,214 SF $1.80 $2,185 $26,222 Vacancy and Collection Loss Small office buildings are most frequently purchased for owner - occupancy and are analyzed using the sales comparison approach, with values calculated assuming no vacancy or collection loss. However, from the perspective of an investor, a 75A -14 stabilized vacancy and collection loss within the historical range is usually applied, assuming a five- to 10 -year holding period. An estimated stabilized vacancy and collection loss of 3% is considered appropriate for the direct capitalization analysis. Expense Analysis The subject property is an owner -user office building. Typically, leases for similar buildings in this market are written on a triple -net lease basis, where the tenant is responsible for operating expenses for the property including: taxes, insurance, utilities, common area maintenance, building repairs and maintenance. The owner is responsible for management, miscellaneous expenses, and administrative costs. The capital value analysis has been analyzed on a typical triple -net basis. Overall Capitalization Rate A review of sales and listings of office properties found that reported OARs reflect rates from 4.00% to 5.87 %. These sales are considered the best evidence of an appropriate capitalization rate for the subject property. 75A -15 DIRECT CAR TALI ZATI ON ANALYSIS Office Building 1607 N. Bristol Street Santa Ana, California I NCOM E: Rental Income Market Fbntal Income Monthly FBntal Income $1.50 PEF x Total LeaseableArea 1,491 S= Total Potential Gross Income Vacancy 3% Effective Goss Income Management 2.0% Fbserves rtal Fbmbursable Expenses Operating Income Indicated Valueat Market Rent "Difference maybe due to rounding. Income Approach Conclusion $ /SF ($0.42) (P0.101 ($0.52) Annual 12 Months $32,206 $32,206 ($966' $31,239 ($625) /.41491 ($774) ($774' $30,466 5.00° $609,311 The direct capitalization analysis and resulting indication of market value via the income approach is shown on the following page. The indicated fair market value, as of October 30, 2015, is as follows: INDICATED VALUE - INCOME APPROACH $610,000 CONCLUSION OF VALUE The approaches most often relied on by buyers of this type of property have been developed. Thus, the sales comparison approach is developed as the primary value indicator. The cost and income approaches are rarely considered by buyers in 75A -16 this market and are less reliable than the sales comparison approach as the typical buyer of the subject property would be an owner - occupant. There are limited investor sales with reported overall capitalization rate data in this building market segment and data for signed leases is of limited quantity and quality. The income approach has been developed, but is given less weight in the final conclusion of value. The cost approach is rarely used by buyers in this market and does not tend to produce reliable valuation results; the cost approach has not been developed. APPRAISAL CONCLUSION Considering the data and analyses presented, the opinion has been formed that as of October 30, 2015, the fair market value of the subject property is: INDICATED VALUE Sales Comparison Approach $620,000 Income Approach $610,000 Reconciled Value (Rounded) $620,000 75A -17 ATTACHMENT 3 SUMMARY STATEMENT ACCOMPANYING OFFER RELATING TO ACQUISITION PROCEDURES FOR PURCHASE OF REAL PROPERTY OR AN INTEREST THEREIN You are entitled to receive full payment prior to vacating the real property being purchased unless you have heretofore waived such entitlement. You are not required to pay recording fees, transfer taxes, or the pro rata portion of real property taxes which are allocable to any period subsequent to the passage of title or possession. 1. The holders of liens, deeds of trust or other security interests in your property and /or any leases or tenants of your property may be entitled to all or a portion of the consideration to be paid by the City of Santa Ana ( "City ") for your property in accordance with the particular contract(s) existing between you and the lien holder or lessee /tenant. 2. All buildings, structures, and other improvements affixed to the land described in the reference documents covering this transaction and owned by the grantor herein or, if applicable, owned by you as a tenant are not being conveyed unless other disposition of these improvements has been made. The interest acquired is fee title. 3. The amount determined to be just compensation was determined after consideration of an appraisal of the fair market value of the Parcel. The basis for the amount determined to be just compensation is summarized on the attached Appraisal Summary Statement (Statement of Just Compensation) and the amount of the Purchase Price: a. Is the full amount believed by the City to be just compensation for the property taken; b. Is not less than the approved appraisal of the fair market value of the property as improved; c. Disregards any decrease or increase in the fair market value of the public improvement for which the property is to be acquired for such public improvement, other than that due to physical deterioration within the reasonable control of the owner or occupant; and d. Reflects the definition of "fair market value" as defined in Eminent Domain Law (California Code of Civil Procedure Section 1263.320) which is "the highest price on the date of valuation that would be agreed to by a seller being willing to sell but under no particular or urgent necessity for doing so, nor obliged to sell, and a buyer, being ready, willing and able to buy but under no particular necessity for so doing, each dealing with the other will full knowledge of all the uses and purposes for which the property is reasonably adaptable and available." 75A -18 Page 2 APN: 405 - 252 -22 e. Does not reflect any consideration of or allowance for any relocation assistance and payments or other benefits which the owner is entitled to receive under an agreement with the public entity. 4. If you ultimately elect to reject the offer made by the City of Santa Ana for your property, you are entitled to have the amount of compensation determined by a court of law in accordance with the laws of the State of California. 75A -19 JXS/4/19/16 RESOLUTION NO. 2016- 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 LOCATED AT 1607 N. BRISTOL STREET (APN 405 - 252 -22) 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 on April 19, 2016, after written notice duly provided to all those claiming ownership, including the owners of the properties described hereafter, as they appeared on the last equalized County assessment roll, held a hearing pursuant to 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 or necessity requires the 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 Government Code section 7267.2(a), together with the accompanying statement and summary of the basis for the amount established as just compensation, was actually made and whether said offer and statement /summary contained all of the factual information required by Government Code section 7267.2(a); E. Whether the City has complied with all conditions and statutory requirements necessaryto 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 Environmental Impact Report/Environmental Impact Statement EIR No. 89 -01 and all Exhibit 3 Resolution No. 2016- Page 1 of S 75A -20 subsequent addenda. In accordance with National Environmental Policy Act, an Environmental Assessment document with a Finding of No Significant Impact was prepared for the proposed project and approved by the California Department of Transportation and Federal Highway Administration in 2011. On the basis of this review, the City Council finds that there is no evidence from which it can be fairly argued that the Project will have a significant adverse effect on the environment. Section 3. 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 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. Therefore, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5(a)(3), the payment of Fish and Game Department filing fees is not required in conjunction with this project. Section 4. The City of Santa Ana ( "the City "), as a result of said hearing, has determined that the public interest and necessity require the proposed project and that the proposed project is planned or located in a manner that will be the most compatible with the greatest public good and least private injury and that the public interest, necessity, health, safety and welfare require the acquisition by the City of Santa Ana of the certain real property located at 1607 N. BRISTOL STREET (APN 405 - 252 -22) in the City of Santa Ana, California ( "the "Property "). The City's construction of the Project will leave a portion of APN 405 - 252 -22 as a remnant parcel, and the City is acquiring that portion of APN 405 - 252 -22 as a remnant parcel, pursuant to Code of Civil Procedure section 1240.410. The Property is situated in the City of Santa Ana, County of Orange, State of California, and more particularly described in Exhibit "A" which is attached hereto and incorporated herein by reference and made a part hereof as though fully set forth herein, for the public purposes hereafter set forth. Section 5. The City hereby finds, determines and declares that the public interest, convenience and necessity require the acquisition by said City of the Property described in Section 4 above, including any and all leaseholds and related improvements for the purposes of the Phase I1113 of the Bristol Street Widening Project ( "the Project "). The location of the Project is between Washington Avenue and Seventeenth Street for the widening of Bristol Street. 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 said Property as 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 § 41 -781; California Code of Civil Procedure section 1240.010,1240.110; California Resolution No. 2016 - Page 2 of 5 75A -21 JXS/4/19/16 Government Code sections 37350.5 and 40404; California Streets and Highways Code sections 5101, 5101.5, 5102, and other applicable law. Section 7. The offer required by Government Code section 7267.2 was made to the appropriate party or parties with respect to the Property on or about October 1, 2013, an updated offer on June 16, 2014 and an additional updated offer on November 16, 2015. Section 8. 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 said Property described in Section 4 above and a portion of the property will be acquired pursuant to Code of Civil Procedure section 1240.410. Section 9. That 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 10. Said 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 11. The City of Santa Ana is authorized to acquire by eminent domain as provided in the California Code of Civil Procedure. Section 12. 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 said 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 said Property, at the discretion of the City Attorney. Section 13. 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 12016. Miguel A. Pulido Mayor Resolution No. 2016 - Page 3 of 5 75A -22 APPROVED AS TO FORM: Sonia A. Carvalho, City Attorney By: se andoval of Assistant City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2016- to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Resolution No. 2016 - Page 4 of S Clerk of the Council City of Santa Ana 75A -23 Exhibit A LEGAL DESCRIPTION THF- LAND REFERRED TO HEREIN IS SITUATED IN THC STATE OF CALIFORNIA, COUNTY OF ORANGE, CITY OF SANTA ANA, AND IS DESCRIBED AS FOLLOWS: THAT PORTION OF THE LAND ALLOTTED TO JACOB ROSS IN DECREE OF PARTITION OF THE RANCHO SANTIAGO DE SANTA ANA, RECORDED IN BOOK "B" OF JUDGEMENTS OF THE 17TH JUDICIAL DISrRILT COURT OF CORPORATION, IN THE CITY OF SANTA ANA, AS DESCRIBED AS FOLLOWS: A r THE NORTHWEST CORNER OF THE SOUTH G ACRES OF A TRACT OF LAND AS COMMENCING AT THE CORNER COMMON TO SECTIONS 1, 2, 11 AND 12, S SOUTH, RANGE 10 WEST, SAN BERNARDINO BASE AND MERIDIAN, CITY OF FAST riVnc Vn L=c WUI 11MKLT rKVlh SAIU 4VKVER COMMON T 'O SECTIONS I, 21 11 AND 12; RUNNING THENCE FROM SAID POINT OF BEGINNING EASTERLY ALONG THE NORTHERLY LINE OF SAID G ACRE TRACT 174,62 FEET) THENCE SOUTHERLY, PARALLEL WITH THE WESTERLY LINE OF SAID SECTION 12, 100 FEET' 'I HENCE WESTERLY, PARALLEL, WITH THE NORTHERLY LINE OF SATO G -ACRE TRACT, 174.6' 2 FEETTO THE WESTERLY LINE OF SAID SECTION 12) THENCE NORTHERLY ALONG SAID WESTERLY LINE 106 FEETTO THE POINT OF BEGINNING, EXCEPT THEREFROM THE NORTHERLY $0.00 FEET THEREOP. ALSO EXCEPT THEREFROM A STRIP OF LAND 70 FEET WIDE OFF THE WEST OF SAID LAND, NOW INCLUDED IN BRISTOL STREET. SAID LAND IS ALSO SHOWN AS PARCEL 3 ON LICENSED SURVEYOR'5 MAP RECORDED IN BOOK 3, PAGE 12 OF RECORDS OF SURVEY. APNI 40S ^2S2122 75A -24 JXS/4/19/16 Resolution No. 2016 - Page 5 of 5 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: PUBLIC HEARING - ADOPTION OF THE PROACTIVE RENTAL ENFORCEMENT PROGRAM (PREP) ORDINANCE IN CHAPTER 8 (STRATEGIC PLAN NO. 5,4E) RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ....• b ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Adopt an ordinance for the Proactive Rental Enforcement Program (PREP) and the Gold Seal Incentive Program with provision for adjustment of the annual rental housing inspection per unit fee based on the Consumers Price Index. DISCUSSION The Proactive Rental Enforcement Program (PREP) was initially approved by the City Council in 1992 in response to a study prepared by community leaders. The study, entitled the "Mayor's Task Force on Neighborhood Standards and Preservation ", proposed establishing a systematic proactive rental inspection program to address poorly maintained rental properties that were negatively impacting the quality of life of tenants and surrounding residents. When the PREP program was initially approved, the rental housing industry requested a provision be included that would reward rental owners who have displayed exemplary maintenance and management practices, and who have not created service demands from Community Preservation or the Police Department. This provision was labeled the "Gold Seal Incentive Program ". An updated Gold Seal Incentive Program outline is attached hereto as Exhibit 1. The primary benefit for rental owners who can successfully complete a three stage qualification process and receive Gold Seal recognition is an exemption from the annual fee which initially was $17.50 per unit fee for a period of four years. The annual PREP per unit fee of $17.50 was increased in 2013 to $21 due to increasing costs to administer the program. The increase in revenue also reduced the amount of expenditures not funded by the PREP fee and were accounted for in the Planning and Building Agency's operating budget. It is recommended that the annual PREP per unit regulatory inspection fee be set at $25 which includes a $4 administrative processing and information technology fee. 7513-1 Adoption of Proactive Rental Enforcement Program (PREP) April 19, 2016 Page 2 The present funding allocation for the Gold Seal program is $110,000 which will provide for 4,400 units to receive exemptions from the $25 per unit annual fee. The primary concentration of the PREP inspections is on the exterior maintenance of rental properties, such as poor landscaping, unsightly paint, damaged fencing, illegal storage or inoperable vehicles. Should a condition be observed that leads to suspicion of a more serious issue being present on the property, or within the structure, a thorough inspection is conducted. Code enforcement staff also responds to complaints received pertaining to rental properties. Due to the proactive nature of the program, code enforcement staff addresses conditions of the rental properties before adjacent impacted neighbors are compelled to file a complaint. The on- going challenge for code enforcement staff is to maintain improvements made in the completed areas, while moving on to conduct inspections in the next quadrant. Properties that rapidly deteriorate generate most of the complaints received by code enforcement staff. The PREP program has proven beneficial to Santa Ana by maintaining the City's rental housing at an acceptable standard. The program receives positive reviews from residents for the improved appearance of their neighborhoods and from the rental housing industry for abiding by the approved guidelines and not generating complaints to their respective associations. In calendar year 2015, based on PREP enforcement efforts, staff generated 210 permits with a total valuation of $1,541,084.02 in improvements to rental properties. With proven success in reducing complaints received for rental properties, noticeably improving the appearance of many rental properties and maintaining support of the rental housing industry, the Planning and Building Agency is requesting the approval of the PREP program to allow inspection of all rental housing in the City. In addition it is requesting the authorization of the required funding for the Gold Seal Incentive Program. For the purposes of cost administration it is also requesting approval to annually adjust the per unit fee based on a percentage reflected by the change in the Consumers Price Index - Urban, All Services Component for the Los Angeles - Riverside- Orange County area. ENVIRONMENTAL IMPACT The PREP program is exempt from CEQA pursuant to Section 15061(b)(3) of CEQA Guidelines in that it can be seen with certainty that the rental inspection program will have no possible significant effect on the environment. Additionally, the PREP program is further exempted pursuant to the Class 21 Categorical Exemption, Section 15321 of the CEQA Guidelines, which exempts enforcement actions of regulatory agencies. Categorical Exemption No. ER- 2015 -96 has been adopted for this program. 75B -2 Adoption of Proactive Rental Enforcement Program (PREP) April 19, 2016 Page 3 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #4 (Support Neighborhood Vitality and Livability), Strategy E (Implement innovative code enforcement practices and strategies including the use of volunteers, enhanced technologies and increased collaboration with other City departments and outside agencies to address critical livability issues citywide [e.g., overcrowding, absentee landlords, landlord /tenant rights and responsibilities, etc.]). FISCAL IMPACT Annual revenue approximating $583,065 is expected to be received in FY 2016 -17 in the Proactive Rental Enforcement Program (Residential Inspection Surcharge Account 01116550- 53615) Hassan Hag 0 ni, 9ZP Executive D rector Planning & Building Agency ER:rb ftreports \PREP Cont 04.19.16 RFCA Exhibits: 1. Gold Seal Incentive Program 2. FY PREP Budget APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 75B -3 75B -4 EXHIBIT 1 GOLD SEAL INCENTIVE PROGRAM BACKGROUND The incentive program is a mechanism that positively affects the quality of rental housing in the City of Santa Ana. The program provides a monetary and marketing incentive for rental property owners to abide by a set of minimum criteria - criteria that is, in some cases, over and above that which is required by law. Monetary Incentive - Owners of rental property who apply and qualify for the program are exempt from the regulation inspection fee. Marketing Incentive - Owners of rental property who apply and qualify for the program are presented with materials to utilize when marketing their units. ELIGIBILITY All rental properties in the City of Santa Ana that pay a current regulation inspection fee are eligible for the incentive program. A property with any one of the following conditions is ineligible for the incentive program: 1. Unpaid regulation inspection fee 2. Outstanding code violations Application Fees — Application fees will not be charged for the first 100 applications. After the first 100 applications are processed, staff will evaluate whether or not an application fee should be charged as a disincentive for frivolous filings. QUALIFYING FOR THE INCENTIVE PROGRAM In order to qualify for the incentive program, a rental property owner must pass all parts of a three - stage process. Stage One - The rental property owner will notify the City that he /she wishes to apply for the incentive program and fill out the appropriate application. This will initiate a review and evaluation of the property's management practices. Owners will be asked to provide the necessary information and documentation to verify that they currently adhere to the following five good management practices: Good Management Practices: a) Owner abides by all fair housing laws b) Owner uses a formal method to screen all potential residents c) Owner utilizes a written rental agreement that contains specific criteria d) Owner utilizes written "House Rules" e) Owner performs "walk - throughs" at the b ginninin and end of each tenancy Specific criteria necessary for verification of the "good management practices" shall be outlined in the program implementation policy. Each management practice must be passed in order to advance to Stage Two and is subject to on -site verification during the Stage Two inspection. Stage Two - Only owners who have passed Stage One of this program will be eligible to initiate Stage Two. This stage consists of an exterior inspection of the property and verification of the current use of the good management practice materials submitted by the owner during Stage One. The criteria for this exterior inspection is listed under "Violation Checklist' and the inspector evaluating the exterior conditions will do so with the goal that such conditions should be in an "above average" to "superior" condition and collectively the property should be in exceptional condition. The criteria and /or specific materials necessary for the on -site verification of the good management practices shall be outlined in the program implementation policy and the property owner shall be made aware of the materials necessary prior to the Stage Two inspection. A property must have a 100% pass rating of the criteria listed under "Violation Checklist, Exterior /Common Area, Must Pass Items" and have an overall 85% pass rating of rest of the criteria in order to clear approval of Stage Two and advance to Stage Three of the incentive program. Stage Three - Only owners who have passed Stage Two of this program will be eligible to initiate Stage Three. This stage consists of an interior inspection of rental units. The criteria for this inspection is listed under "Violation Checklist, Interior Areas" and the inspector evaluating the interior conditions will do so with the goal that such conditions should be in an "above average" to "superior" condition and collectively the property should be in exceptional condition. A maximum of 10% of the dwelling units in a complex (rounded up on any fraction) will be inspected (but no less than one unit). The units to be inspected will be selected by the inspector from a list of at least 20% of the units on the property (vacant and /or occupied) selected by the owner. A property must achieve a score of 85% or higher to achieve passage of this stage of the incentive program. Prioritization of Applications - Applications will be reviewed in the order they are received. Incentive benefits will be awarded on a first come basis by qualification date. Twenty percent of the properties qualifying for the benefits must contain 15 units or less and 20% must contain 16 units or more. The remaining sixty percent may be from either category. Applicants whose properties qualify for the Gold Seal benefit but who cannot receive exemption due to a lack of available funding will be placed on a priority list by certification date. Should funding become available, these priority applicants will only be required to pass a Stage 1 inspection to qualify for the available funds. The certification period will begin on the date they pass all the required program incentive criteria. 75B -6 2 AWARDING THE "GOLD SEAL" Only owners who have achieved passage of all three stages will qualify for the monetary and marketing incentives granted to exceptional properties under the Gold Seal incentive program. Once granted, the Gold Seal will be valid for four (4) years and will run with the property, not with the ownership, during that time. However, it is the responsibility of the new owner to notify the City of the transfer of ownership and to continue to meet the obligations of the program. After 4 years, in order for a property to continue to receive the benefits of the Gold Seal incentive program, the owner must reapply for the program and completely requalify through the process outlined in this document. DELAYED EXEMPTIONS Applicants who fail to meet the established qualification deadline to be certified for the Gold Seal benefit may be qualified for the award when the applicant can provide proof that a processing delay on the part of the City was the cause for them missing the deadline. QUALIFICATION EXEMPTION On occasion a property may be documented to have exemplary management practices, but such efforts are negated by special circumstances beyond the owner's /manager's control (such as property location, gang activity or external vandalism) which prevent the property from qualifying. In some rare cases and only at the discretion of the Code Enforcement Manager, certain properties may be qualified for the benefits of the incentive program because of special circumstances. LOSS OF INCENTIVE PROGRAM PRIVILEGES If a qualified property has deteriorated to the point that it is no longer exceptional, the Code Enforcement Manager may choose to re- evaluate the property and, if necessary, revoke the property's incentive program privileges. Program privileges would cease on the date the revocation occurs. Such properties would not be eligible for the incentive program benefits for a period of twelve (12) months beginning with the date of revocation. Property owners whose property privileges have been revoked may not reapply during the twelve (12) months they are on suspension. The privileges of requalifying properties will not be effective until the beginning of the next fiscal year following the twelve (12) month suspension. APPEALS Those owners who have applied for the incentive program but do not qualify or have failed may appeal such decisions to the Executive Director or his /her designee. The decision of the Executive Director, or his /her designee, shall be final. 75B -7 GOLD SEAL INCENTIVE PROGRAM VIOLATIONS CHECKLIST EXTERIOR / COMMON AREAS Must Pass Items (100% on applicable items): 1. Poor landscaping - no ground cover, dirt areas, unsightly, dead trees, overgrown yard. 2. Excessive chipped /peeling paint. 3. Graffiti. 4. Damaged /unsightly fences. 5. Unauthorized enclosed balconies /patios. 6. Unpermitted /illegal lock(s) on required exit(s). EXTERIOR / COMMON AREAS Must Pass Items (85% or higher on applicable items): 7. Deteriorated /substandard roofing. 8. Unsafe pools — pools with algae, unsafe pool fences and pool gates. 9. Loose or unsafe stairs, handrails or guardrails. 10. Unsafe or severely damaged decking /subfloor on balconies above ground level 11. Unapproved building, electrical, plumbing or mechanical alterations. 12. Excessive broken sprinklers. 13. Torn window /door screens. 14. Uneven sidewalks and /or walkways. 15. Dirty hallways, sidewalks or walkways. 16. Illegal fences. 17. Unsightly window coverings. 18. Deteriorated driveways, blocked driveways, excessive oil on driveways. 19. Excessive or unsightly storage on balconies or patios. 20. Drying clothes on fences or bushes. 21. Loitering on property. 22. House furniture in common /public areas. 23. Remaining evidence of sewage spill. 24. Dirty building exterior. 25. Illegal storage under carports. 26. Inoperable vehicles. 27. Vehicles for sale. 28. Street or unit numbers missing. 29. Banners without permits. 75B -8 4 GOLD SEAL INCENTIVE PROGRAM VIOLATIONS CHECKLIST EXTERIOR / COMMON AREAS Must Pass Items (85% or higher on applicable items): 30. Storage on roof 31. Broken /missing mailboxes. 32. Cracks or holes in siding. 33. No manager office sign. 34. Inoperative exit signs. 35. Business on property without proper permits. 36. Dirty common areas /play areas. 37. Dirty awnings. 38. Excessive trash /debris throughout common areas. 39. Dirty trash bins, excessive trash lying outside trash enclosure. 40. Trash containers in unapproved locations. 41. Unapproved security screen doors. 42. Broken or missing fire extinguishers. 43. Leaking plumbing. 44. Hazardous electrical condition(s). 45. Damaged exterior doors. 46. Damaged shutters. 47. Stairs, handrails, guardrails in need of paint. INTERIOR AREAS Must Pass Items (100% on applicable items): 1. Missing smoke detector in bedroom(s). 2. Missing smoke detector in hallway(s) adjacent to bedroom(s) 3. Missing carbon monoxide detector. 4. Uncapped gas line(s). 5. Lack of hot/cold running water. 6. Sleeping in closet or kitchen. 7. Unapproved /unsafe light fixture(s). 8. Unlicensed commercial activity in unit. 9. Unapproved security bars on windows. 10. Loose or unsafe stairs, handrails or guardrails. 11. Unpermitted water heater change -out. 12. Interior hoarding conditions. 13. Unapproved building, electrical, plumbing or mechanical alterations. 75B -9 5 GOLD SEAL INCENTIVE PROGRAM VIOLATIONS CHECKLIST INTERIOR AREAS Must Pass Items (85% or higher on applicable items): 14. Illegal lock or latch on exterior doors(s). 15. Lock and /or hasps on bedroom door(s). 16. Clogged /leaking plumbing. 17. Inoperative electrical outlet(s) /improper wiring. 18. Severely deteriorated floor covering /sub - flooring. 19. Lack of /inoperable heating. 20. Smoke detector(s) inoperative /not provided. 21. Unapproved structural alterations. 22. Cockroach /rodent infestation. 23. Missing /severely damaged switch /plug cover(s). 24. Broken tub /shower glass. 25. Electrical appliances(s) used in unapproved exterior location. 26. Unsightly balcony storage. 27. Laundry drying on patio or balcony. 28. Trash chute and /or surrounding are not in sanitary condition. 29. Deteriorated /water damaged interior walls(s). 30. Deteriorated /water damaged ceiling(s). 31. Dire need of paint on interior walls. 32. Severely deteriorated cabinets or drawers 33. Blocked bedroom emergency exits(s). 34. Cover plates missing on wall heater. 35. Unvented fuel burning heater. 36. Damaged interior door(s). 37. Peeling paint on walls or ceilings. 38. Grossly deteriorated /insanitary countertops. 39. Inoperative bathroom ventilation. 40. Interior of unit filthy /insanitary. 41. Occupants in unit exceed number on rental agreement. 42. Items hanging from sprinkler head and /or lines. 43. Deteriorated window covering(s). 44. Inoperable kitchen exhaust vent. Gold Seal Program 2016 Ordinance Exhibit 2 / ER 75B -10 Proactive Rental Enforcement Program Fiscal Year Budget Commencing July 1, 2016 Projected Expenditures and Revenue Program Account 01116550 March 15, 2016 EXPEDITURES PREP Inspector Salaries & Wages - Regular $ 659,000.00 PREP Operating Overhead Expenditures $ 259,622.00 Total PREP Operating Expenditures $ 918,622.00 Total Rental Units Licensed For Inspection 27,765 Average Cost Per Unit $ 33.08 REVENUE Total Rental Units Licensed For Inspection 32,165 Gold Seal Exempt Units 4,400 Gold Seal Exemption Funding $ 110,000.00 Total Rental Units Licensed For Inspection 27,765 Annual Fee Per Unit: Planning & Building Agency: $ 21 $ 583,065.00 Finance and Management Services: $ 4 $ 111,060.00 $ 25.00 Total Revenue $ 694,125.00 PROJECTION TOTALS Expenditures $ 918,622.00 Revenue Planning & Building Agency: $ 21 $ 583,065.00 Finance and Management Services: $ 4 $ 111,060.00 $ 694,125.00 Variance $ (335,557.00 EXHIBIT 2 75B -11 75B -12 LS 3.31.16 ORDINANCE NO. NS -XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING THE PROACTIVE RENTAL ENFORCEMENT PROGRAM (PREP) IN CHAPTER EIGHT OF THE SANTA ANA MUNICIPAL CODE THE CITY COUNCIL OF THE CITY OF SANTA ANA HEREBY ORDAINS AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The City Council of the City of Santa Ana previously adopted the Proactive Rental Enforcement Program (PREP), to provide periodic and systematic inspections of all residential rental properties in the City of Santa Ana. B. The PREP Is intended to uncover unsanitary conditions and life safety hazards for occupants of residential rental properties, to ensure that rental properties have operable and safe water, sewage disposal, heating and electric systems, and to encourage owners or managers of residential rental properties to make repairs and conduct preventative building maintenance before deteriorated conditions upon rental property become life safety issues. C. The previous PREP program terminated by its own sunset clause on December 31, 2015, and the City Council hereby finds that the establishment of a periodic housing inspection program is necessary to protect the public health, safety and welfare of its residents. D. All fees assessed for the PREP bear a direct correlation between the amount of the fee and the actual cost of the services provided, including administration, enforcement and implementation services specifically related to the PREP. E. In order to correlate the amount of the fee with the actual cost of the services provided, the fee shall be adjusted annually in accordance with the consumer price index as published by the United States Department of Labor for the Los Angeles- Riverside - Orange County (formerly Los Angeles -Long Beach - Anaheim) metropolitan area. F. Total projected expenditures for the PREP would amount to an estimated $918,622.00, which includes an estimated $659,000.00 for required staff and an estimated $259,622.00 in operational costs. Exhibit 3 Ordinance No. NS -XXXX Page 1 of 16 75B -13 LS 3.31.16 G. On June 20, 1994, the City Council adopted Resolution No. 94 -026 (Resolution) which approved and adopted the "Gold Seal Incentive Program" whereby particular residential properties or residential apartments may be certified as having met standards of excellence in property maintenance and as certified, would be exempted from payment of the residential rental surcharge fee for a three -year period. H. Such Resolution is hereby rescinded and the Gold Seal Incentive Program is included in the terms of this ordinance. The funding for the Gold Seal Incentive Program is $110,000.00, which currently provides for 4,400 units to receive exemptions from the existing annual fee. The number of units that can be approved to participate in the Gold Seal Incentive Program will fluctuate with the adjustment of the annual fee in line with the consumer price index. J. According to 2015 records an inventory of 32,165 rental units are licensed for inspection. Subtracting out the 4,400 units qualified for the Gold Seal Incentive Program, 27,765 units are accountable for the $25.00 per unit annual fee, thus generating a combined annual revenue of $694,125.00. K. It is anticipated that the deficit for the PREP will be $335,557.00 for the PREP based on the estimated $918,622.00 in expenditures and $583,065.00 in revenues. L. City Council finds that continuation of the Proactive Rental Enforcement Program is essential to the neighborhoods in Santa Ana to provide assurance that the rental housing will riot be allowed to revert to the condition which led to the initial concerns for the original implementation of the inspection program. Section 2. In accordance with the California Environmental Quality Act, the recommended action is categorically exempt from further review per section 15321, Class 21, as the project involves an enforcement action by a regulatory agency for an inspection program. A Categorical Exemption for Environmental Review No. ER -2015- 96 will be filed for this project. Section 3. Santa Ana Municipal Code Section 8 -47 is hereby amended to read as follows: Sec. 8 -47. Proactive rental enforcement program fee. All funds received pursuant to the provisions of section " 'OnF.11, "rpte of Article X. Division 2 of Chapter 8 of this Code shall be deposited in a separate account and identified with a separate unique expenditure activity number. All such Ordinance No. NS -XXXX Page 2 of 16 75B -14 LS 3.31.16 funds shall be expended solely for the proactive rental enforcement program and shall not be used for any other purpose. All interest income earned by the moneys in the proactive rental enforcement program account shall also be expended only for the proactive rental enforcement program. Should such monies be invested in combination with other funds and accounts, then the pro rata share of the interest earned by all such monies that is attributable to the program account shall be expended for the proactive rental enforcement program. Section 4. In Chapter 8 of the Santa Ana Municipal Code, the words "Division 1" shall be inserted after the title "Article X." as follows: "ARTICLE X. PROPERTY MAINTENANCE" „DIVISION 1. GENERALLY.,' Section 5. Division 2. Is hereby added to Article X of Chapter 8 ( "Property Maintenance ") of the Santa Ana Municipal Code to read as follows: This Division of Chapter 8 is known as the "Proactive Rental Enforcement Program" may be cited as such, and will be referred to herein as "this Division ". Sec. 8 -1961. Purpose and Intent. ar:usi:r� The purpose of the Proactive Rental Enforcement Program (PREP) is to promote public health, safety, and welfare through a system of proactive code enforcement involving residential rental property within the City of Santa Ana. This code enforcement effort is designed to ensure continued compliance with Section 17920.3 of the California Health and Safety Code, Chapter 8 and 41 of the Santa Ana Municipal Code (SAMC or Code), the Housing Code, the California Building, Electrical, Plumbing and Mechanical Codes which, as adopted by the City of Santa Ana, govern substandard building conditions. The implementation of this program also promotes environments in which unhealthy conditions and life safety hazards are reduced for occupants of residential rental property by identifying and correcting code violations which result in: a threat to occupants' safety, a threat to a building's structural integrity including plumbing, heating and electrical systems, and a negative impact on the surrounding neighborhood. Ordinance No. NS -XXXX Page 3 of 16 75B -15 LS 3.31.16 l URTI l The intent of this Division is to proactively identify substandard conditions on residential housing property and in residential housing units located thereon; to ensure the preservation, rehabilitation or abatement of rental housing that does not comply with State and local building and housing laws and with maintenance standards established by this Division or is unsafe to occupy; to ensure the health and safety of residents of the City of Santa Ana living in rental housing units. It is the intent of this program to address conditions that are immediate hazards or clearly present a threat to human life, health or safety. Such conditions will receive full and rapid enforcement. Significant code violations that are not immediate hazards to human life, health or safety will be subject to full enforcement proceedings however, reasonable time periods shall be established for compliance. In accordance with the provision of Section 17920.3 of the Health and Safety Code, Chapter 41 of the Santa Ana Municipal Code, the Housing Code, the California Building, Electrical, Plumbing and Mechanical Codes, it is not the intent of this program to require mandatory retrofits of exiting conditions which were built or installed according to code requirements in effect at the time of building or installation and have been maintained in a good and safe manner, unless the retrofitting is required by ordinance as adopted by the City of Santa Ana. e For the purpose of this Division, the following terms, phrases and words shall have the meanings set forth below. "City" means the City of Santa Ana, a charter city and municipal corporation. "Executive Director' means the Executive Director of the Planning and Building Agency of the City, who is hereby authorized to carry out responsibilities Linder this Division, including making rules and regulations and adopting guidelines as may be necessary to aid in the clarification and enforcement of the provisions of this Division, or his /her designee. "Leasehold" or "leasehold interest" as applied to any real property shall mean any person who possesses or shares an estate in realty held under lease. As applied to any dwelling, building, structure, premises or portion thereof located on such real property, the term "leaseholder" and /or "leasehold interest" shall mean any person who possesses or shares in a contract for exclusive possession or control of any such dwelling, building, structure, premises or portion thereof for a limited time. "Leaseholder - lessor" shall mean any person, including the duly authorized agent of such person, who, while in possession of a leasehold or leasehold interest in any residential real estate, acts as a lessor by engaging in the subleasing, subletting, Ordinance No, NS -XXXX Page 4 of 16 75B -16 LS 3.31.16 providing, exchanging or trading of any such real property, dwelling, building, structure, premises or portion thereof without loss of leasehold. "Person" shall mean, without limitation, corporations of every kind, all firms and companies, partnerships of every kind, private trusts, real estate investment trusts, estates, associations, joint ventures, limited liability companies of every kind, cooperatives, all other types of business entities defined or authorized under federal and state laws, receivers, trustees, guardians or other representatives appointed by order of any court, and any natural individuals transacting and carrying on any business in the city as the duly authorized agent of any of the foregoing. "Property Owner" means that person or entity, including such person's duly authorized agent, holding a vested ownership interest in a given property, whether recorded or unrecorded, including any person appearing as the owner of record of the real property on the most current deed recorded in the Orange County Recorder's Office on the day of inspection and acting as an Owner - lessor. Property Owner shall include any person holding a leasehold interest acting as a Leaseholder- lessor on the day of inspection, including such person's duly authorized agent. In addition, Property Owner shall also mean any person holding equitable title in a given property pursuant to a land sale contract, including such person's duly authorized agent. "Owner- lessor" shall mean any person, including the duly authorized agent of such person, who, while an owner or while having an ownership interest in any residential real estate, acts as a lessor by engaging in the leasing, renting, providing, exchanging or trading of any such real property, dwelling, building, structure, premises or portion thereof without loss of ownership. "Owner's representative" means the property owner's duly authorized agent, including but not limited to, property manager or other person who has charge or control over a rental housing property or a rental housing unit on behalf of the property owner. "Occupant" means any person who occupies a unit, whether as an owner, tenant, co- tenant, lessee, or permittee of the owner, regardless of any lease agreement. "Premises" shall include all lands, buildings, accessory buildings or structures erected or modified, equipment and appurtenances connected or used therewith, and any personal property affixed to or otherwise used for the purpose of transacting and carrying on any business on such premises. "Rental housing property" means a parcel of real property, as shown on the latest equalized tax assessment roll as maintained by the assessor of the County of Orange, upon which at least one rental housing unit is maintained. "Rental housing property" includes the premises upon which a rental housing unit is located, including parking areas, driveways, landscaping, accessory structures, fences, walls, swimming pools, hot tubs, and spas. Ordinance No, NS -XXXX Page 5 of 16 75B -17 LS 3.31.18 "Rental housing unit" means a dwelling unit, building, structure, premises or portion thereof that is being, or is intended to be, rented, leased, subleased, sublet, provided, exchanged or traded, without loss of ownership for the immediate or planned purpose of dwelling, sleeping, lodging, boarding or other such occupancy, accommodation or general residency. Examples of rental housing units covered by this Division include dwelling units in apartment complex buildings and apartment houses, dwelling units in duplexes, triplexes, fourplexes, and fiveplexes, dwelling units in condominiums, dwelling units in townhomes, dwelling units in planned unit developments, and dwelling units comprised of single family residences. "Rental housing unit' does not include units used for transient lodging such as dormitories, group homes, rooming or boarding houses, hotels, motels, and bed and breakfast facilities. "Reportable Violations" means those housing code violations which under this program shall give the City cause to issue an Administrative Citation, a Notice of Violation or Notice and Order. "Substandard condition" means the presence of any one or more of the following conditions on rental housing property: (i) any condition that constitutes a public nuisance as defined in California Civil Code Sections 3479 -3480; (ii) any condition of deterioration or disrepair that creates a substantial adverse impact on neighboring properties; (iii) any violation of the City of Santa Ana Municipal Code that creates a substantial adverse impact on neighboring properties, such as graffiti or abandoned, wrecked, dismantled or inoperative vehicles (or parts thereof); or (iv) any condition not in compliance with the Building Standards Codes, as adopted in Chapter 8 of this Code, including the building, electrical, plumbing, and mechanical codes, the California Fire Code, or the State Housing Law (Health and Safety Code Sections 17910 et seq.). A substandard condition includes, but is not limited to, the following enumerated conditions: A. Property, whether improved or not, which is not kept substantially clean and free from accumulations including, but not limited to, overgrown, dead trees, weeds or other vegetation, rank growth, rubbish, junk, garbage, litter, debris, flyers or circulars. B. Buildings or structures which are unpainted or the exterior paint is substantially worn off; provided, however, that nothing in this section shall be construed to require an owner to paint a building where the architectural style indicates it was intended to be unpainted, such as a brown shingle building. C. Buildings or structures or significant sections thereof including, but not limited to, awnings, canopies, exterior stairs, roof, foundation, walls, fences, signs, retaining walls, driveways, or walkways which are substantially deteriorated or defaced, or windows which are missing or broken. For the purposes of this section, "defaced" includes, but is not limited to, writings, inscriptions, figures, scratches, or other markings commonly referred to as "graffiti." Ordinance No. NS -XXXX Page 6 of 16 75B -18 LS 3.31.16 D. Property which contains, in the outdoor area, any refrigerator, washing machine, sink, stove, heater, boiler, tank or any other household equipment, machinery, furniture, or item, appliance or appliances, boxes, lumber, dirt or debris, trash, garbage or refuse cans, or any items other than those commonly stored outdoors, or any parts of such items. This subsection does not prohibit machinery installed in the rear setback areas for household or recreational use, furniture designed and used for outdoor activities, trash cans in the front yard during the twenty -four hour period allowed for garbage pick -up, and garbage bins or debris boxes. Notwithstanding the above definition, public nuisances pertaining to unsafe buildings, structures, or property conditions, as defined by the Building Standards Codes, the California Fire Code, and /or the State Housing Law, shall not constitute a substandard condition for purposes of this Division and shall remain within the exclusive enforcement authority of the Building Official to the extent required by state and local law. Sec. 8-1963. Application /Scope. A. The provisions of this Division shall apply to all owners of one (1) or more residential rental dwelling units or rental housing property located within the city of Santa Ana, unless exempt as provided in this Division. B. The provisions of this Division are supplementary and complementary to other provisions of this Code and applicable statutes. Nothing in this Division may be construed to limit any existing right of the City to abate nuisances or to enforce any provisions of applicable law, statute, or this Code, including provisions of uniform codes adopted by reference in this Code. These provisions include, but are not limited to, the California Building Standards Codes, as adopted in Chapter 8 of this Code, including the building, electrical, plumbing, and mechanical codes, the California Fire Code, and the State Housing Law (Health and Safety Code Sections 17910 et seq.); and zoning requirements listed in Chapter 41 of this Code. C. The provisions of this Division shall not apply to legal accessory dwelling units, rooms rented to single individuals in an owner- occupied single - family residence, hotel or motel units subject to the hotel visitors' tax and mobile home parks. Sec. 8- 1984. Regulations Non - Exclusive. The provisions of this Division regulating residential rental dwelling units are not intended to be exclusive, and compliance with this Division shall not excuse non- compliance with any other applicable provision, requirement, or regulation of this Code or any applicable state and federal law. Nothing in this Division shall limit or preclude inspection conducted by the fire department inspectors for compliance with fire codes. 4. w.. k♦ f# F' 75B -19 Ordinance No. NS -XXXX Page 7 of 16 LS 8.31.16 Every owner of a rental housing unit or rental housing property in the City shall: A. Maintain the rental housing unit and the rental housing property so that no substandard condition exists at the rental housing unit or on the rental housing property; B. Correct all substandard conditions before a re- inspection occurs; and C. Be liable for violations of this Division regardless of any contract or agreement with any third party concerning the rental housing unit and /or its rental housing property. Sec, 8 -1966. Exemptions. A. The following rental housing units shall be exempt from the requirements of this Division: 1. Legal accessory dwelling units and /or rooms rented to single individuals in an owner - occupied single family residence. 2. Rental housing units comprised of a single - family residence or other undivided single residential rental premises as between an owner or leaseholder and any individual immediately related by blood, adoption or marriage to said owner or leaseholder, as approved by law, where the remuneration rendered to said owner or leaseholder does not exceed the cost of maintaining said premises, as set forth in this Code. 3. Eligibility for the fee exemptions herein provided is restricted to property owners who are natural persons and whose ownership of or leasehold interest in said residential rental property is undivided. 4. A property owner or leaseholder claiming a fee exemption under this section shall have the burden of furnishing to the Executive Director such information as the Executive Director may require to support the claim of eligibility for exemption. B. Gold Seal Incentive Program. If a Property Owner's rental housing property or rental housing unit qualifies for the Gold Seal Incentive Program (as further described in Exhibit A (the "Gold Seal Incentive Program Outline ") incorporated herein by this reference as though fully set forth, the Property can be exempt from the periodic regulatory inspection fee for four (4) years. In order to qualify for the incentive program, a rental property owner must pass all parts of a three -stage process, as described more fully in Exhibit A. Sec. 8-1967. Fees. A. The following fees are established and shall be imposed upon the owners of rental housing properties: Ordinance No. NS -XXXX Page 8 of 16 75B -20 LS 3.31.16 1. Rental Housing Inspection Fee. A non- proratable regulatory inspection fee in the amount established by resolution of the City Council shall be assessed annually on a July V to June 30 "' fiscal year basis to each owner of residential rental property within the City of Santa Ana to cover the cost of administering and enforcing the provisions of the Proactive Rental Enforcement Program. Except where otherwise provided under the terms of this Division, the Rental Housing Inspection Fee shall be payable 30 days in advance of each fiscal year period. The Property Owner shall have the responsibility for payment of this fee. 2. Re- inspection Fee. The City may, at the discretion of the Executive Director, charge a property owner a re- inspection fee only on the third and subsequent visit to a property for a specific violation. In the event a Rental Housing Property Re- inspection Fee is assessed during the aforementioned fiscal year period it shall be billed and the fee shall be due and payable within thirty (30) days. 3. Permit Fees. Regular permit fees shall be charged upon issuance of permits required for any alteration or repairs to a structure or its utilities as required by the Santa Ana Municipal Code, the Housing Code, Health and Safety Codes and the California Code of Regulations. The Executive Director is authorized to establish procedures for the collection of Permit Fees and any delinquent fees plus interest. B. The City Council shall establish the amounts of the foregoing fees by resolution. C. The Rental Housing Inspection Fee shall first be billed and become due and payable July 1, 2016 for all known "Rental Housing Units" which exist within the City of Santa Ana upon the effective date of this ordinance and such fees shall be deemed past due and delinquent after July 31, 2016. For each subsequent year such fees shall be billed before the last business day in the month of May and shall be due by the last day in the month of June following and deemed delinquent thereafter. Where a newly established, or previously unknown, or previously exempt rental housing property or rental property unit is made known to, or is discovered by the City, or otherwise becomes eligible for payment of the Rental Housing Inspection Fee during the aforementioned fiscal year period it shall be billed and the fee shall be due and payable within thirty (30) days. D. When the last day of the month in which any fee penalty or late interest charge required to be paid pursuant to this Division is due falls on a Saturday, Sunday, or state or national holiday, or City Hall closure day, the payment of such fee may be made without penalty on the first working day of the succeeding month. For the purpose of this Division, postmarks shall be accepted as the date of payment made, provided the transmitting envelope contains a post office cancellation indicating not later than the date due, or in the case of a weekend or holiday, or City Hall closure day, not later than the first following working day. Ordinance No. NS-XXXX Page 9 of 16 75B -21 LS 3.31.16 E. Whenever any other payment of any fee required to be paid is received after the time prescribed and such payment was deposited in the United States mail prior to the time prescribed for the receipt thereof, the Executive Director shall regard such payment as having been timely received. Where said due date falls on a weekend, holiday, or City Hall closure day then payment of said fee may be deemed timely if received on the next City business day following in accordance with the criteria established in subsection (D) above. To effectively and equitably implement the purpose and intent of the general provisions of this Division the Executive Director, in his or her discretion, may vary the strict procedural, enforcement, collection, or other administrative requirements of this Division. In addition to all other authority conferred upon him or her, the Executive Director shall have the power, for good cause shown, to waive or reduce any penalty or late interest imposed, or fee demanded. Sec. 8 -1968. Fees - Adjustment for Annual Change in Consumer Price Index. The fees adopted in accordance with this Division shall be adjusted annually in accordance with the consumer price index as published by the United States Department of Labor for the Los Angeles - Riverside- Orange County (formerly Los Angeles -Long Beach - Anaheim) metropolitan area. For purposes of calculating the annual adjustment factor under this section the base year shall be the calendar year ending December 31, 2015. Fees shall first be adjusted on April 1, 2017, to reflect the change between the 2015 base year and the 2016 calendar year ending December 31, 2016, and shall be adjusted on April 1st of each successive year thereafter, based on the annually adjusted change from the base year. Said adjustment shall be rounded off to the nearest whole percent per hundred as follows: If the remaining fraction of a percent is forty -nine one- hundredths of a percent or less such fraction shall be omitted. If the remaining fraction of a percent is fifty one - hundredths of a percent or more, the next highest percent shall be applied to each fee specified pursuant to this Division as adopted, or as from time -to -time amended. Sec. 8.1969. Penalties for Delinquent Payment of Fees. For failure to fully pay any required fee(s) when due, the Executive Director shall add the following penalties: A. Ten dollars ($10.00) or ten (10) percent of the unpaid balance of said fee(s), whichever is greater, on the past due date thereof; B. Fifteen dollars ($15.00) or fifteen (15) percent of the unpaid balance of said fee(s), whichever is greater, on the first day of the second month after the due date thereof; Ordinance No. NS -XXXX Page 10 of 16 75B -22 LS 3.31.16 C. Twenty -five dollars ($25.00) or twenty -five (25) percent of the unpaid balance of said fee(s), whichever is greater, on the first day of the third month after the due date thereof; and D. Fifty dollars ($50.00) or fifty (50) percent of the unpaid balance of said fee(s), whichever is greater, on the first day of the fourth month after the due date thereof. The maximum amount of delinquent penalty, exclusive of late interest, shall not exceed an amount equal to one hundred (100) percent of the amount of the fee(s) past due. Notification of delinquent past due fee(s) will be given by first class mail no later than the fifteenth day of each month after the month in which said fee(s) first became delinquent, until the maximum penalty is imposed. Sec. 8.1970. Penalties - Added to Fee. Any penalties hereinabove assessed for delinquent past due fees, exclusive of interest, upon attaining a combined amount equal to one hundred (100) percent of the amount of such fee shall become merged with the fee payable hereunder and shall be considered as a part thereof for all collection purposes. Sec. 8. 1971. — Late Interest. In addition to the past due delinquency penalties imposed in Section 8 -1969, any Rental Property Owner that fails to pay the Rental Housing Unit Fee due shall pay interest at the rate of one (1) percent per month, or portion thereof, exclusive of penalties, on the amount of the unpaid fee, from the date on which payment first became past due and delinquent until paid -in -full or otherwise satisfied. Provided however, that pursuant to Section 8 -1970 penalties upon attaining a combined amount equal to one hundred (100) percent of the fee due are merged with the fee payable hereunder and any additional interest charged from such date on shall be charged on the combined amount past due and delinquent until paid in full or otherwise satisfied. Sec. 8 -1972. Notice of Inspection. A. The City shall serve written notice of pending inspection on the property owner at least fifteen (15) days prior to the inspection. Such notice will be mailed via first - class mail to the owner and to the owner's representative (if any) at the owner's and owner's representative's addresses, as they appear on the owner's current business license. Such notice will request that the owner call and schedule an inspection within fifteen (15) days. If an owner fails to call to schedule an inspection appointment, the City will send the owner a fifteen (15) day notice of the scheduled date and time of the inspection. This notification requirement is waived however, if the property owner and the City mutually agree upon the date and time of an inspection or re- inspection. Ordinance No. NS-XXXX Page 11 of 16 75B -23 LS 3.31.16 B. The owner or the owner's representative must notify the occupants or lessees of the date and time of the interior inspection or otherwise obtain legal access to the unit /s pursuant to the terms of the applicable lease or rental agreement. C. If the occupant or lessee of a rental housing unit does not consent to entry for inspection, the Executive Director is authorized to seek approval of an inspection warrant from a court of competent jurisdiction to cause the inspection to take place. The owner shall not be penalized or fined for the failure of a lessee to afford access to a rental housing unit which is the subject of such an inspection, provided that the owner and /or the owner's representative cooperates with the Executive Director. Sec. 8 -1973. Inspections. The frequency with which a property is inspected over a four -year period shall be determined by the Executive Director, however inspections shall be performed at least once every four years (unless exempt as set forth in this Division). A. Level One Inspection Under the Level One Inspection, only the exterior and /or common areas of the property will be inspected with all violations being cited. This inspection will be done in accordance with a uniform procedure and will involve a standardized checklist of those items which will be evaluated on each property. The checklist will include violations involving any visible substandard and health and safety conditions; general property maintenance violations; and any other violations of the Santa Ana Municipal Code. These violations may include: a. Poorly maintained landscaping b. Lack of address on structure G. Trash and debris d. Inoperative vehicles e. Trash containers in public view f. Lack of paint on wood surfaces g. Balcony storage h. Deteriorated driveways, porches, landings and balconies I. Deteriorated stairs, guardrails, railings and handrails j. Illegal storage k. Unapproved structural /plumbing /electrical /mechanical exterior alterations I. Other unsightly conditions B. Level Two Inspection The Level Two Inspection may be used on multi - family properties and will consist of an exterior inspection of all structures and common areas, and an interior inspection of twenty percent (20 %) of selected units. This exterior and interior inspection will be done in accordance with a uniform procedure of those items which will be evaluated in each Ordinance No. NS -XXXX Page 12 of 16 75B -24 LS 3.31.16 unit. The exterior inspection will include the checklist of violations listed under the Level One Inspection and the interior inspection will include a checklist of: a. Unapproved structural /plumbing /electrical /mechanical interior alterations b. Deteriorated plumbing, electrical, mechanical or structural systems c. Deteriorated walls and floors d. Other substandard conditions as noted in Health and Safety Code Section 17920,3. C. Level Three Inspection The Level Three Inspection will consist of an interior inspection of all units on multi- family properties or an interior inspection of the home on single family properties. This is the most complete level of inspection and will be done in accordance with a uniform procedure and will involve a standardized checklist of those items which will be evaluated in each unit. This checklist will be consistent with the Level One Inspection and the Level Two Inspection. Sec. 8 -1974. Notification of Inspection Results. Within thirty (30) days following an inspection performed under this Division in which any violations are found, the City will send to the Property Owner, by first class mail, a formal notice listing all violations found. Sec. 8-1975. Compliance, A Property Owner who has been issued a Notice of Violation, Administrative Citation or Notice and Order must correct all reportable violations within the specified timeframes listed on the Administrative Citation, Notice of Violation or Notice and Order. Before initiating any correction of the substandard condition or conditions identified in the formal notice /s by the City to comply, the Owner or the Owner's representative of the rental housing unit shall obtain all necessary permits and pay all required fees for the permits, including, without limitation, any penalty imposed by this Code by reason of any repair, improvement or maintenance which had been done in the past without a required permit, inspection or final City approval. Sec. 8 -1978. Failure to Comply. When a Property Owner receives an Administrative Citation, a Notice of Violation or a Notice and Order, s /he is required to make all necessary repairs outlined in such notice in the prescribed compliance period. If a Property Owner fails to comply within the specified timeframe, s /he may be subject to civil citation fines or any other legal remedy established by law which may be pursued to address violations of the Municipal Code, The use of the administrative citation fines in place of other remedies shall be at the sole discretion of the City (SAMC section 1 -21). Issuance of administrative citation fines shall not be deemed a waiver of any other enforcement remedies found within this Code Ordinance No. NS -XXXX Page 13 of 16 75B -25 LS 3.31.16 including the referral of a Notice of Violation and /or Notice and Order being referred to the City Attorney's Office for legal action. Sec. 8.1977. Appeals. A. Any recipient of an administrative citation may contest that there was a violation of the Santa Ana Municipal Code or that he or she is the responsible person by completing a "request for hearing" form and returning it to the City within fifteen (15) days from the date the administrative citation is served or deemed to have been served as indicated in Section 1 -21 of this Code. Such "request for hearing" forms shall be made available at no charge by the planning and building agency. A failure to file a timely "request for hearing" shall be deemed a waiver of the right to appeal the citation and to seek judicial review (SAMC section 1- 21.8). B. A Property Owner may initiate an administrative appeal to the Executive Director regarding the notices, violations, citations and /or fees that the Property Owner has received in conjunction with a property inspection as performed under the provisions of this program at set forth in Chapter 3 (Uniform Hearing and Appeal Procedure). Sec. 8 -1978. Penalty for violation. Every violation of the provisions of this Division shall be deemed to be a misdemeanor 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 article shall continue shall constitute a separate offense. In addition, the City may seek injunctive relief and civil penalties in court for violations of this Division. The remedies provided for in this Division shall be cumulative and not exclusive of any other remedies available under any other federal, state or local laws. Sec. 8 -1979. Relocation Costs. If any lessee is displaced from a rental housing unit after an order to vacate issued by the Executive Director because a violation is of such a nature that the immediate health and safety of the lessee is endangered, the costs and expenses of relocating the lessee from the unit are and shall be the responsibility of the owner to the extent required by State law (Health & Safety 17975 - 17975.10) and in accordance with the terms of the lessee's rental agreement, if any. Sec. 8 -1980. Removal of Tax Benefit. If, after a notice and order to repair has been issued, and the property owner fails to correct the violation, the City may utilize any administrative or legal remedy available. Further, the City intends to utilize the provisions of Section 24436.5 of the Revenue and Taxation Code to encourage the elimination of substandard conditions in rental housing. Said section provides for the disallowance for State income tax purposes of interest, Ordinance No. NS -XXXX Page 14 of 16 75B -26 LS 3.31.16 depreciation, taxes, or amortization deductions, which are derived from the ownership of rental housing which is not in compliance. The City is also authorized to use the remedies set forth in State Housing law. Sec. 8 -1981. Nonpayment of Fee; Assessment of Fee Debt by Public Lien; Recording and Enforcement of Liens; Recording Service Fee. A. Recording of a Certificate of Lien. If any fee amount, including penalties, late interest, and any administrative fees or fines required to be paid under this Division is not paid when due, the Executive Director, or any duly authorized employee of the City acting as his or her designated agent, may record or cause to be recorded, in the office of the Orange County Recorder, a certificate which specifies the amount due, the name and address of the person liable for the same, a statement that the Executive Director has complied with all provisions of this Division in the determination of the amount required to be paid, and a legal description of the real property owned by such person. From the time of the recording of the certificate, the amount required to be paid together with penalties, interest, and administrative fees owing constitutes a lien upon all real property in the county owned by such person or thereafter acquired before the lien expires. The lien shall have the force, effect and priority of a public lien and shall continue for ten (10) years from the filing of a certificate unless sooner released or otherwise discharged. B. Recording service fee. Whenever the Executive Director in his or her discretion determines that the recording of a certificate of lien is desirable to secure and effectuate the collection of any amount required to be paid under the terms of this Division, then a recording service fee shall be applicable in the amount as specified by resolution of the city council. Section 6. If any section, subsection, sentence, clause or 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 or phrase or portion thereof irrespective of the fact that any one or more section, subsection, sentence, clause or phrase or portions be declared invalid or unconstitutional. Ordinance No. NS -XXXX Page 15 of 16 75B -27 LS 3 -31.16 ADOPTED this day of April 2016, Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia Carvalho, City Attorney gy C. L f_ Lisa torck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on 2016, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75B -28 Ordinance No NS -XXXX Page 16 of 16 GOLD SEAL INCENTIVE PROGRAM 1. BACKGROUND The incentive program is a mechanism that positively affects the quality of rental housing in the City of Santa Ana. The program provides a monetary and marketing incentive for rental property owners to abide by a set of minimum criteria - criteria that is, in some cases, over and above that which is required by law. Monetary Incentive - Owners of rental property who apply and qualify for the program are exempt from the regulation inspection fee. Marketing Incentive - Owners of rental property who apply and qualify for the program are presented with materials to utilize when marketing their units. 2. ELIGIBILITY All rental properties in the City of Santa Ana that pay a current regulation inspection fee are eligible for the incentive program. A property with any one of the following conditions is ineligible for the incentive program: A. Unpaid regulatory inspection fee B. Outstanding code violations Application Fees — Application fees will not be charged for the first 100 applications. After the first 100 applications are processed, staff will evaluate whether or not an application fee should be charged as a disincentive for frivolous filings. 3. QUALIFYING FOR THE INCENTIVE PROGRAM In order to qualify for the incentive program, a rental property owner must pass all parts of a three.. stage process. Level One - The rental property owner will notify the City that he /she wishes to apply for the incentive program and fill out the appropriate application. This will initiate a review and evaluation of the property's management practices. Owners will be asked to provide the necessary information and documentation to verify that they currently adhere to the following five good management practices: Good Management Practices: a) Owner abides by all fair housing laws b) Owner uses a formal method to screen all potential residents c) Owner utilizes a written rental agreement that contains specific criteria d) Owner utilizes written "House Rules" a) Owner performs "walk - throughs" at the beginning and end of each tenancy 75B -29 Specific criteria necessary for verification of the "good management practices" shall be outlined in the program implementation policy. Each management practice must be passed in order to advance to Level Two and is subject to on -site verification during the Level Two inspection. Level Two - Only owners who have passed Level One of this program will be eligible to initiate Level Two. This stage consists of an exterior inspection of the property and verification of the current use of the good management practice materials submitted by the owner during Level One. The criteria for this exterior inspection is listed under "Violation Checklist' and the inspector evaluating the exterior conditions will do so with the goal that such conditions should be in an "above average" to "superior" condition and collectively the property should be in exceptional condition. The criteria and /or specific materials necessary for the on -site verification of the good management practices shall be outlined in the program implementation policy and the property owner shall be made aware of the materials necessary prior to the Level Two inspection. A property must have a 100% pass rating of the criteria listed under "Violation Checklist, Exterior /Common Area, Must Pass Items" and have an overall 85% pass rating of rest of the criteria in order to clear approval of Level Two and advance to Level Three of the incentive program. Level Three - Only owners who have passed Level Two of this program will be eligible to initiate Level Three. This stage consists of an interior inspection of rental units. The criteria for this inspection is listed under "Violation Checklist, Interior Areas" and the inspector evaluating the interior conditions will do so with the goal that such conditions should be in an "above average" to "superior" condition and collectively the property should be in exceptional condition. A maximum of 10% of the dwelling units in a complex (rounded up on any fraction) will be inspected (but no less than one unit). The units to be inspected will be selected by the inspector from a list of at least 20% of the units on the property (vacant and /or occupied) selected by the owner. A property must achieve a score of 85% or higher to achieve passage of this stage of the incentive program. Prioritization of Applications - Applications will be reviewed in the order they are received. Incentive benefits will be awarded on a first come basis by qualification date. Twenty percent of the properties qualifying for the benefits must contain 15 units or less and 20% must contain 16 units or more. The remaining sixty percent may be from either category. Applicants whose properties qualify for the Gold Seal benefit but who cannot receive exemption due to a lack of available funding will be placed on a priority list by certification date. Should funding become available, these priority applicants will only be required to pass a Level 1 inspection to qualify for the available funds. The certification period will begin on the date they pass all the required program Incentive criteria. 75B -30 4. AWARDING THE "GOLD SEAL" Only owners who have achieved passage of all three levels will qualify for the monetary and marketing incentives granted to exceptional properties under the Gold Seal incentive program. Once granted, the Gold Seal will be valid for four (4) years and will run with the property, not with the ownership, during that time. However, it is the responsibility of the new owner to notify the City of the transfer of ownership and to continue to meet the obligations of the program. After 4 years, in order for a property to continue to receive the benefits of the Gold Seal incentive program, the owner must reapply for the program and completely requalify through the process outlined in this document. 5. DELAYED EXEMPTIONS Applicants who fail to meet the established qualification deadline to be certified for the Gold Seal benefit may be qualified for the award when the applicant can provide proof that a processing delay on the part of the City was the cause for them missing the deadline. 6. QUALIFICATION EXEMPTION On occasion a property may be documented to have exemplary management practices, but such efforts are negated by special circumstances beyond the owner's /manager's control (such as property location, gang activity or external vandalism) which prevent the property from qualifying. In some rare cases and only at the discretion of the Code Enforcement Manager, certain properties may be qualified for the benefits of the incentive program because of special circumstances. 7. LOSS OF INCENTIVE PROGRAM PRIVILEGES If a qualified property has deteriorated to the point that it is no longer exceptional, the Code Enforcement Manager may choose to re- evaluate the property and, if necessary, revoke the property's incentive program privileges. Program privileges would cease on the date the revocation occurs. Such properties would not be eligible for the incentive program benefits for a period of twelve (12) months beginning with the date of revocation. Property owners whose property privileges have been revoked may not reapply during the twelve (12) months they are on suspension. The privileges of requalifying properties will not be effective until the beginning of the next fiscal year following the twelve (12) month suspension, 8. APPEALS Those owners who have applied for the incentive program but do not qualify or have failed may appeal such decisions to the Executive Director or his /her designee. The decision of the Executive Director, of his /her designee, shall be final. 75B -31 GOLD SEAL INCENTIVE PROGRAM VIOLATIONS CHECKLIST Must Pass Items (100% on applicable items): 1. Poor landscaping - no ground cover, dirt areas, unsightly, dead trees, overgrown yard. 2. Excessive chipped /peeling paint. 3. Graffiti. 4. Damagedlunsightly fences. 5. Unauthorized enclosed balconies /patios. 6. Unpermitted /illegal lock(s) on required exit(s). . � f IIVIME W, Must Pass Items (85% or higher on applicable items): 7, Deteriorated /substandard roofing. 8. Unsafe pools W -pools with algae, unsafe pool fences and pool gates. 9. Loose or unsafe stairs, handrails or guardrails. 10. Unsafe or severely damaged decking /subfloor on balconies above ground level 11. Unapproved building, electrical, plumbing or mechanical alterations. 12. Excessive broken sprinklers. 13. Torn window /door screens. 14. Uneven sidewalks and /or walkways. 15. Dirty hallways, sidewalks or walkways. 16. Illegal fences. 17. Unsightly window coverings. 18. Deteriorated driveways, blocked driveways, excessive oil on driveways. 19. Excessive or unsightly storage on balconies or patios. 20. Drying clothes on fences or bushes. 21. Loitering on property. 22. House furniture in common /public areas. 23. Remaining evidence of sewage spill. 24. Dirty building exterior, 25. Illegal storage under carports. 26. Inoperable vehicles. 27. Vehicles for sale. 28. Street or unit numbers missing. 29. Banners without permits. 75B -32 GOLD SEAL INCENTIVE PROGRAM VIOLATIONS CHECKLIST Must Pass Items (85 %fl or higher on applicable items): 30. Storage on roof 31. Broken /missing mailboxes. 32. Cracks or holes in siding. 33. No manager office sign. 34. Inoperative exit signs. 35. Business on property without proper permits. 36. Dirty common areas /play areas. 37. Dirty awnings. 38. Excessive trash /debris throughout common areas. 39. Dirty trash bins, excessive trash lying outside trash enclosure. 40. Trash containers in unapproved locations. 41. Unapproved security screen doors. 42. Broken or missing fire extinguishers. 43. Leaking plumbing. 44. Hazardous electrical condition(s). 45. Damaged exterior doors. 46, Damaged shutters. 47. Stairs, handrails, guardrails in need of paint. INTERIOR AREAS Must Pass Items (100% on applicable items): 1. Missing smoke detector in bedroom(s). 2. Missing smoke detector in hallway(s) adjacent to bedroom(s) 1 Missing carbon monoxide detector. 4. Uncapped gas line(s). 5. Lack of hot /cold running water. 6. Sleeping in closet or kitchen. 7. Unapproved /unsafe light fixture(s). 8. Unlicensed commercial activity in unit. 9. Unapproved security bars on windows, 10. Loose or unsafe stairs, handrails or guardrails. 11. Unpermitted water heater change -out. 12. Interior hoarding conditions. 13. Unapproved building, electrical, plumbing or mechanical alterations. 758 -33 VIOLATIONS CHECKLIST INTERIOR AREAS Must Pass Items (85% or higher on applicable items): 14. Illegal lock or latch on exterior doors(s). 15. Lock and/or hasps on bedroom door(s), 16. Clogged /leaking plumbing. 17. Inoperative electrical outlet(s)limproper wiring. 18. Severely deteriorated floor covering /sub - flooring. 19. Lark of /inoperable heating. 20. Smoke detector(s) inoperative /not provided. 21. Unapproved structural alterations. 22. Cockroach /rodent infestation. 23. Missing /severely damaged switch /plug cover(s). 24. Broken tub /shower glass. 25. Electrical appliances(s) used in unapproved exterior location, 26. Unsightly balcony storage. 27. Laundry drying on patio or balcony. 28. Trash chute and /or surrounding are not in sanitary condition. 29. Deteriorated /water damaged interior walls(s), 30. Deteriorated /water damaged ceiling(s). 31. Dire need of paint on interior walls. 32. Severely deteriorated cabinets or drawers 33, Blocked bedroom emergency exits(s). 34, Cover plates missing on wall heater. 35, Unvented fuel burning heater. 36. Damaged interior door(s). 37. Peeling paint on walls or ceilings. 38. Grossly deteriorated /insanitary countertops. 39. Inoperative bathroom ventilation. 40. Interior of unit filthy /insanitary. 41. Occupants in unit exceed number on rental agreement. 42. Items hanging from sprinkler head and /or lines. 43. Deteriorated window covering(s). 44. Inoperable kitchen exhaust vent. Gold Seal Program 2016 Ordinance Exhibit A 75B -34 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: APRIL 19, 2016 TITLE: GENERAL PLAN AMENDMENT NO. 2016 -01, AMENDMENT APPLICATION NO. 201&01, AND ENVIRONMENTAL REVIEW NO. 2016 -14 FOR THE FIRST STREET FAMILY APARTMENTS PROJECT PROPOSED AT 1438 AND 1440 EAST FIRST STREET - AMCAL MULTI HOUSING TWO, LLC, APPLICANT (STRATEGIC PLAN NPS, 3, 2, 5; 5, 3, 4) j2l ",� I - ok — I Y MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: :S21 nows, ❑ As Recommended ❑ As Amended ❑ Ordinance on 15' Reading ❑ Ordinance on 2 "a Reading ❑ implementing Resolution ❑ Set Public Hearing For CONTINUED TO 1911:81111iIT11 *4 Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2016 -14. 2. Adopt a resolution approving General Plan Amendment No. 2016 -01. 3. Adopt an ordinance approving Amendment Application No. 2016 -01. PLANNING COMMISSION ACTION At its regular meeting on March 28, 2016 by a vote of 6:0 (Gartner absent), the Planning Commission recommended that the City Council approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2016 -14; adopt a resolution approving General Plan Amendment No. 2016 -01; and adopt an ordinance approving Amendment Application No. 2016 -01 for the First Street Family Apartments project, a 69 -unit affordable residential development at 1438 and 1440 East First Street. The Planning Commission made no changes to the recommended actions outlined in the attached staff report (Exhibit A). r ! • The applicant is requesting approval of several entitlements in order to construct a 69 -unit affordable residential community. The rental units would be 100 percent affordable to family households earning between 30 and 60 percent of the area median income. The project would contain 119 onsite parking spaces provided in garages and in surface parking areas, and will 75C -1 GPA No. 2016 -01, AA No. 2016 -01 & ER No. 2016 -14 — First Street Apartments project at 1438 and 1440 East First Street April 19, 2016 Page 2 feature on -site project amenities provided as a paseo, central courtyard, public plaza, community garden, laundry room and porch, and a community room. Full -sized plans are available for public viewing in the Clerk of the Council Office. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 - Economic Development, Objectives #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Objective #5 (leverage private investment that results in tax base expansion and job creation citywide); Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods), and Objective #4 (support neighborhood vitality and livability). FISCAL IMPACT There is no fiscal impact associated with this action Hassan Haghani, AICP Executive Director Planning & Building Agency AP:rb apVeports %taff Reports for PC 1GPA16A1AA16.01 ER16 -14 AMCAL First Street Family Apts.cc Exhibit: A. Planning Commission Staff Report B. Resolution C. Ordinance 75C -2 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: MARCH 28, 2016 TITLE: PUBLIC HEARING — FILED BY AMCAL MULTI HOUSING TWO, LLC FOR GENERAL PLAN AMENDMENT NO, 2016-01, AMENDMENT APPLICATION NO, 2016 -01, AND ENVIRONMENTAL REVIEW NO. 2016-14 FOR THE FIRST STREET FAMILY APARTMENTS PROJECT PROPOSED AT 1438 AND PLANNING COMMISSION SECRETARY APPROVED • As Recommended • As Amended • Set Public Hearing For DENIED • Applicant's Request • Staff Recommendation 1440 EAST FIRST STREET (STRATEGIC PLAN NOS. 3, 2; 3, 5; 5, 3; 5, 4) CONTINUED TO Prepared by Ali Pezeshkpour Exec }s ector D) t ve " `— — Planning Manag Planning Commission has considered the draft mitigated negative declaration (MND) for this project and shall adopt by minute action a recommendation to the City Council for the following actions: Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2016 -14. 2. Adopt a resolution approving General Plan Amendment No. 2016 -01. 3. Adopt an ordinance approving Amendment Application No. 2016 -01. Request 2L Lk Mario Turner, on behalf of AMCAL Multi Housing Two, LLC, is requesting approval of several entitlements for the First Street Family Apartments project, a 69 -unit residential development proposed at 1438 and 1440 East First Street. Specifically, the applicant is requesting approval of a General Plan Amendment (GPA) to change the property's General Plan land use designation from the General Commercial (GC) to Urban Neighborhood (UN) land use designation, approval of an Amendment Application (AA) to change the property's zoning designation from General Commercial (C -2) to Specific Development No. 89 (SD -89), and adoption of a Mitigated Negative Declaration and Mitigation Monitoring Program. EXHIBIT A 75C -3 GPA No. 2016 -01, AA No. 2016 -01 & ER No. 2016 -14 March 28, 2016 Page 2 Praiect Location and Site Description The subject site is a 2.15 -acre, rectangular shaped parcel of land located on First Street between McClay and Lyon streets approximately 0.3 miles west of the Santa Ana (1 -5) Freeway. The property contains a four -story office building that is approximately 47,040 square feet in size that was constructed between 1962 and 1963. The building currently contains a handful of office uses that serve professional and medical - related tenants. Access to the site is currently provided from two driveway entrances on First Street, as well as a rear easement through adjacent properties to the east and west from McClay Street, The General Plan land use designation for the property is currently General Commercial (GC), and the property is currently located in the General Commercial (C -2) zoning district. The proposed applications would amend the General Plan land use designation for the property to Urban Neighborhood (UN) and the zoning designation to Specific Development (SD), making the proposed project consistent with the General Plan and zoning district. The site is surrounded by a variety of commercial developments to the north, west, and east, as well as the Raymond A. Villa Fundamental Intermediate School to the south (Exhibits 1, 2 and 3). Praiect Description The applicant is requesting approval of several entitlements in order to construct a 69 -unit affordable residential community. The rental units would be 100 percent affordable to family households earning between 30 and 60 percent of the area median income (Exhibits 4 and 5). Table 1, below, provides a summary of the proposed development, Table 1: Project Summary Site Characteristics Size Zoning General Plan Development Approximately 2.15 acres /92,869 sq. ft. General Commercial (C -2) current; Specific Development (SD) proposed General Commercial (GC) current; Urban Neighborhood UN pro osed Currently four-story, 47,040 -sq. ft. office building with surface parking; Proposed 69 -unit residential development in six three -story buildings with 119 parking s aces and onsite amenities /open space Residential Units Unit Type Number Proposed Percent of Development Square Footage Two - Bedroom 35 51 758 -789 Three - Bedroom 28 40 1,031 Four- Bedroom 6 9 1,219 75C -4 GPA No. 2016 -01, AA No. 2016 -01 & ER No. 2016 -14 March 28, 2016 Page 3 Parkin Percent of Parking Type Number Proeosed Parking Allocation Garage Spaces 69 58 Within each building Surface Spaces 50 42 Near visitor entry, north and eastern project site areas, and near community garden Total Spaces 119 Common Space Percent of Common Space Type Area Proposed , Development Amenities Provided Outdoor Landscape Area & 12,492sq. ft. 13 Playground, courtyard, laundryfcommunity Laund /Porch _ room, community arden, public laza Community Dooms 882 sq. ft. 1 Computers, community kitchen, activity room, office space for resident services and social service staff Contributive Areas 897 sq, ft. 1 Additional plaza and landscaped walkwa s Total Area 14,270 sq. ft. 15 Because the current zoning district for the property contains standards that apply to commercial developments, the project was designed to conform to the standards and guidelines found in the City's two primary form -based zoning codes appropriate for infill residential projects: the Transit Zoning Code (SD -84) and the Harbor Mixed Use Transit Corridor Specific Plan (SP -2). The standards and guidelines within these two plan areas emphasize the form of buildings and their placement and encourage designs that maximize the presence of structures on streets, the pedestrian experience adjacent to and among these buildings, design, compatibility, and meaningful and functional community open spaces that can be provided in a variety of manners. The site plan has been designed to reduce the impact of vehicular circulation and to emphasize the needs of pedestrians and families who will use the open spaces on the site, and to provide increased security to resident areas. Onsite vehicular circulation and the majority of surface parking areas are shifted to the periphery of the site, allowing greater connectivity among the central open space area and the residential buildings. Vehicles entering from First Street may park in visitor parking spaces. Beyond this point, vehicular access to the residential buildings and open space will be behind a pair of onsite gates that face away from First Street, reducing their visual impact but also enhancing the security of the project site. Pedestrians to and from the project site may enter or exit through secured gates or through the central lobby area without the need to circulate through the central driveway. Finally, the central laundry building will contain laundry equipment and a porch, which will maximize views onto the central open space areas. This structure will also contain a separate area for interior bicycle storage. 75C -5 GPA No. 2016 -01, AA No. 2016 -01 & ER No. 2016 -14 March 28, 2016 Page 4 The architectural style for the project is California Contemporary. The buildings will feature full first - floor solid building materials consisting of brick veneers, commercial -grade storefronts that face First Street, awnings and canopies, smooth stucco finishes, and simple cornices to define the upper portions of the structures. Balconies attached to each residential area will contain contrasting solid building materials and will contribute to the project's overall open space areas (Exhibits 6 and 7). Onsite management will consistently monitor these balcony areas to ensure they do not become or used for outdoor storage. Finally, the landscaping concept for project has been designed to complement the proposed architecture, The concepts will assist in unifying the structures through a consistent landscape program. In addition to the central courtyard, a paseo will provide passive open space between several of the structures. Moreover, a community garden is proposed at the rear of the site, and a plaza area will be built adjacent to the lobby. Other elements such as a porch area adjacent to the laundry room, special hardscape and landscape features such as outdoor seating, lighting, and special pavement treatments will highlight the sidewalks and community areas. A diverse and drought tolerant landscape palette will also be provided throughout the project to accent and enhance the various architectural elements of the project (Exhibit 8). Project Background The project site was developed with a four -story office building completed in 1963. Since then, the building has undergone various tenant improvements and the site has remained largely unchanged. The City's Housing Element, adopted in 2014, identifies portions of Santa Ana for future residential and mixed -use developments. The Housing Elements states that these areas, including the subject site's location within the First Street area, were selected "to create distinct and vibrant activity centers linked together with a variety of transportation options." The First Street area contains 25 acres in an area focused along First Street between McClay Street and Elk Lane. According to the Housing Element, "the City will need to create new residential General Plan land use designations, zoning districts, and design guidelines" for developments ranging from 23 to 35 units per acre. In August 2015 the applicant submitted plans for a 64 -unit residential project that would have consisted of two and three - bedroom units. Following receipt of comments resulting from the City's development review process, the applicant increased the proposed number of units to 69 and revised the project to include four - bedroom units. The project is intended to provide affordable housing and would be available to very-low and low- income households. In February 2016, the applicant met with the Planning Commission's Design Review Subcommittee and received additional comments on architecture and site design that were addressed in a later resubmittal. The proposed project will provide approximately 32 units per acre, which is consistent with the provisions of the 2014 -2021 Housing Element. 75C -6 GPA No. 2016 -01, AA No. 2016 -01, & ER No. 2016 -14 March 28, 2016 Page 5 Project Analvsis The applicant is requesting approval of a General Plan Amendment, Amendment Application (zone change), and a Mitigated Negative Declaration and Mitigation Monitoring Program. The following sections provide analyses for the General Plan Amendment and Amendment Application, with analysis of the Mitigated Negative Declaration and Mitigation Monitoring Program provided in the "CEQA Analysis" section of this report. General Plan Amendment The applicant is requesting approval of a General Plan Amendment to change the General Plan land use designation from General Commercial (GC) to Urban Neighborhood (UN) with a floor area ratio of 0.75 (Exhibit 9). The floor area ratio was derived by dividing the square footage of the proposed development by the total site area in square feet. The City's Housing Element, adopted in 2014, identifies the project's location as an area to support future housing developments, and the project's proposed density is consistent with the density range identified by the document. The project site and surrounding area, also identified by the Housing Element for future infill housing opportunities, is currently designated by the General Plan Land Use Element as a General Commercial (GC) land use district. The district applies to this area because of the current mix of commercial land uses, including offices, retail stores, motels, eating establishments, and uses of a similar commercial nature. However-, the residential nature of the proposed development requires establishment of the new land use designation for the property of Urban Neighborhood (UN) to be consistent with the provisions of the General Plan. As additional applications for residential or mixed -use projects are received by the City in this area, a comprehensive amendment to change the area's land use designation from General Commercial (GC) to Urban Neighborhood (UN) may take place. If approved, the project would support several goals and policies of the Housing Element. First, the project would 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. 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 several Housing Element policies; Policy HE -2.3 to encourage construction of rental housing for the city's residents and workforce; Policy HE -2.4 to facilitate diverse types, prices and sizes of housing; and Policy HE -4.2 to encourage the development of larger rental units for families. 75C -7 GPA No. 2016 -01, AA No. 2016 -01, & ER No. 2016 -14 March 28, 2016 Page 6 Amendment Aoolication The subject site is located in the General Commercial (C -2) zoning district. The C -2 zoning designation allows for a variety of commercial uses, including retail, service, eating establishments, automotive servicing, research laboratories, and limited warehousing. Because the project proposes a residential land use, approval of an amendment application to change the zoning district is required (Exhibit 10). Staff recommends approval of an amendment application to change the property's zoning designation from C -2 to Specific Development (SD) No. 89. The Specific Development zoning designation allows flexibility of uses and development standards that are tailored to a unique or specific project. Because the standards contained within the standard zoning code would render the proposed project unfeasible, establishing the SD zoning designation is recommended to facilitate the proposed project. If the zone change is approved, a series of site - specific objectives, policies and development standards will be used to guide the development of the proposed project. Specifically, the SD -89 document will include development standards such as uses, setbacks, parking, and height to allow the exclusive entitlement of the project. The SD document has been framed to be consistent with the proposed project and prohibits future modifications to enlarge or reduce the size of the project (Exhibit 11). The zone change would need to be approved in conjunction with the proposed General Plan amendment to change the land use designation from General Commercial to Urban Neighborhood. This would result in a project that is consistent with the goals and objectives of City's General Plan land use designation of Urban Neighborhood. Because the proposed General Plan Amendment is consistent with the General Plan Housing Element, the zone change would be consistent with the overall visioning for the project site and immediate vicinity. The project will promote a development suitable for very -low and low- income families and the local workforce. The project will contribute to the promotion of jobs - housing balance in this area of the City. Finally, the development, through the construction of the proposed public improvements and site amenities, will contribute to the enhancement of portion of the city that has seen a reduction in investment in recent decades. The introduction of a new development will contribute to the transformation of the East First Street corridor between Grand Avenue and the Santa Ana (1 -5) Freeway to an area with a mixture of residential and commercial uses. Public Notification On August 17, 2015, the applicant held a community meeting in accordance with the provisions of the City's Sunshine Ordinance at Raymond A. Villa Intermediate School. One member of the community attended: a pastor who leases an office space within the four -story office building on the subject property. Planning Division staff also attended the meeting. The applicant provided a draft notice, affidavit, copy of publication; and meeting notes to Planning Division staff in the days following the meeting. 75C -8 GPA No. 2016 -01, AA No. 2016 -01, & ER No. 2016 -14 March 28, 2016 Page 7 The project site is located within the boundaries of the Lyon Street Neighborhood Association. Staff has notified all parties that have expressed an interest in the project by mail a minimum of 10 days prior to the public hearing to ensure they were notified of the meeting and to identify if there were any areas of concern, The project site itself was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners and occupants within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public, CEQA Analysis As part of the City's permitting process, the proposed project is required to undergo an environmental review in accordance with the California Environmental Quality Act (CEQA). In accordance with CEQA, the recommended actions have been reviewed through an Initial Study /Mitigated Negative Declaration (ER No. 2016 -14). Sections 15070 through 15075 of the State CEQA Guidelines (Article 6) guide the process for the preparation of a negative declaration (ND) or mitigated negative declaration (MND). The MND prepared for the project, as required by CEQA, contains a project description, project location map, proposed finding that the project with mitigation will not have a significant effect on the environment, a copy of the initial study, and mitigation measures to avoid potentially significant effects (Exhibit 12). The mitigation measures included in the MND are designed to reduce or eliminate the potentially significant environmental impacts described herein. The scope of the MND evaluates the proposed project's effects on the following resource topics: aesthetics, agriculture and forest resources, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use and planning, mineral resources, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems. The City prepared a draft MND and circulated it to all interested or required parties on the City's standard distribution list on January 25, 2016. A notice of intent to adopt was also published in the Orange County Reporter on January 27, 2016. The City circulated the draft MND for a 30- day public review between January 25, 2016 and February 25, 2016. The draft MND was available for public review at the Santa Ana City Hall, the City of Santa Ana Main Library, and on the City's webpage created for the project. This MND is intended to provide a forum to receive and respond to comments pertaining to the analysis contained in the draft MND and to provide an opportunity for clarification, corrections, or minor revisions to the environmental document as needed. Comments were received during the 75C -9 GPA No. 2016 -01, AA No. 2016 -01, & ER No. 2016 -14 March 28, 2016 Page 8 public review period. Although not required for an MND pursuant to the State CEQA Guidelines, the City, as the lead agency for the project, has responded to all comments received on the document after a thorough review of each comment's contents. As a result of the environmental analysis, no areas of significant impacts were found from the construction of the proposed project. Mitigation measures have been provided to address potential environmental impacts, with a list of these mitigation measures found within the attached Mitigation Monitoring and Reporting Program. Mitigation measures have been outlined to address potential impacts on nesting bird populations, unanticipated discovery of cultural resources or human remains, asbestos abatement and lead -based paint removal, water quality, noise, transportation and traffic, utilities and service systems, and climate change (Exhibit 13). Strateale Plan Alianment Approval of this item supports the City's efforts to meet Goal No. 3 Economic Development, Objectives No. 2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies) and No. 5 (leverage private investment that results in tax base expansion and job creation citywide) of the Santa Ana Strategic Plan. Moreover, approval of this item supports Goal No. 5 Community Health, Livability, Engagement & Sustainability, Objectives No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods) and No. 4 (support neighborhood vitality and livability). Conclusion Based on the provided analysis, staff recommends that the Planning Commission recommend that the City Council approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program for Environmental Review No. 2016 -14; recommend that the City Council adopt a resolution approving General Plan Amendment No. 2016 -01; and recommend that the City Council adopt an ordinance approving Amendment Application No. 2016 -01. / AV— Ali Pezeshkpour, AICP Associate Planner AP.jm ap \reports \Staff Reports for PC WA16-0'I AA 6- OIER16 -14 AMCAL First Street Family Apts.pc 75C -10 GPA No, 2016 -01, AA No. 201601, & ER No. 2016 -14 March 28, 2016 Page 9 Attachments: Exhibit 1 -- Vicinity Map Exhibit 2 — Land Use Map Exhibit 3 — Site Photo Exhibit 4 — Site Plan Exhibit 5 — Floor Plans Exhibit 6 — Elevations Exhibit 7 — Renderings Exhibit 8 — Landscape Plan Exhibit 9 — General Plan Amendment Exhibit 10 —Zoning Map Exhibit 11 — Specific Development No. 89 Exhibit 12 — Final Initial Study /Mitigated Negative Declaration (IS /MND) Exhibit 13 — Mitigation Monitoring Program 75C -11 nAm, w� � la HM2 zn O MI HJ " R3 Lo M2 M2 12 a "C M2 n, a I � M7 m' —'. _ M2. 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NMMBICAUMUMN DISIRCF MO RUTARfOPEKTIONS PA a)BURANAPIRMIENIS CJ GENIPALCUMMSUA O OFEN 9RCE Ic FffiMNT1ALBSTATE C3 CalmLEUSNES P R;DFES]ONAL SD SVIFlCMZ()PMENT C3.A CeMLRBNETARI1SFMLtAGE FCO FIANNEDCCMMUNINUMOPNIBC '3' H8IROFLAN CA PLANNMSi"NGCEN FAl I1.ANNMF- 9DENTIALDEVFLOFNIMT C5 ARRRMLCOMMERIAL -1 & AA 2016 -1 GPA 2016 AMCAL FIRST STREET FAMILY APARTMENTS �yY 1440 EAST FIRST STREET - - =500FEE =1000 FEF P L A N N I N G A N D B U I L D I N G A G E N C Y GPA 2016 -1 & AA 2016 -1 AMCAL FIRST STREET FAMILY APARTMENTS r 1440 EAST FIRST STREET° P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 75C -13 0 LL CHURCH milli GPA 2016 -1 & AA 2016 -1 AMCAL FIRST STREET FAMILY APARTMENTS r 1440 EAST FIRST STREET° P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 75C -13 0 LL CHURCH vs C M GPA 2016 -1 & AA 2016 -1 AMCAL FIRST STREET FAMILY APARTMENTS r 1440 EAST FIRST STREET° P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 75C -13 0 e M /L�i - y! 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V) r(^6 W () W ry ``2� vd U LL iy ) W I 1_ V CD L.LT� U C C N_ 0 0 T F � �` z 0 Et I z co Z 0 W J W Q W 0 Q re3 [�jLJ A J U14 r'X$ _ aY1 p J m CFA 4 L W Y�7r L ry C) cu < CU NqU)_ W W �.W/ v cl� in LZ �W eP r Li pYp i A \ + \ \\ \ \ \ \\ 7 &GBaf Page <, \ \ ) k ( / as 2R aAA \) \( CD CO I— Z W � � � / CO W W @ cr-Om �LL U) g U) -9 Lj \\ IU �z .a Q -n`F jN fag Hu 3 Eiak $cry �a 3a�3 Z ui ry n C) J cu C w9) ry fJ) U) W LL ui L.L `� 1' �. ; �' ! { { \\ G/4 � / ( & § } \ ) LLI § � rL ( City of Santa Ana General Plan Land Use Element City of Santa .Ana Planning Division US 5�'l Yl T 1< Adopted February 2, 1998 (Reformatted January 2010) The following is a chronology of the approved general plan amendments that have been incorporated an to this document sin cc the comprehensive update oft'he General Plan Land Use Element adopted by the Santa Ana City Council February 2, 1995 (GPA 1997 05); GRA 201601 (pondva GPA 2008 01 5, 2006) GPA 200404 (July 19, 2004) GPA 200008 (February 5, 2001) GPA 20154 (February 2, 2015) GPA 200403 (February 2, 2009) GPA 200406 (July 6, 2004) GPA 2000 -03 (December 4, 2000) GPA 2014-02 (October 21, 2014) GPA 2007 -02 (June 15, 2007) GPA 200302 (June 16, 2003) GPA 200002 (November 20, 2000) GPA 2014-01 (June 3, 2014) GPA 2007- 01 (March 19, 2007) GPA 2003-01 (February 18, 2003) GPA 1999 -02 (October 18,1Whit GPA 2011 -03 (March 19, 2012) GPA 2006-01 (October 2, 2006) GPA 2002,01 (September 3, 2002) GPA 1999.01 (August 16,1999) GPA 2011.02 (Jane 6, 2011) GPA 2005-01 (December 5, 2005) GPA 2002 -07 (August 19, 2002) GPA 1998 -04 (October 5, 1998) GPA 2010-01 (June 7, 2010) GPA 2005 -02 (October 17, 2005) GPA 2001 -03 (February 19, 2002) GPA 1996 -05 (September 21,1998) GPA 200802 (July 20, 2009) GPA 2004 -01 (April 5, 2005, as passed by GPA 200102 (January 7, 2002) GPA 1998-01 (May 4, 1998) GPA 2007 -03 (May 18, 2009) the voters of Santa Ana) GPA 2000 -09 (May 7, 2001) 75t-"MT 9 LAND USE ELEMENT areas. To encourage a dynamic mixture of residential, office and commercial uses, within these areas both building intensity and residential density is based on floor area ratio and zoning development standards. In calculatingeither the allowable floor area or the allowable residential density, it is the City's policy to not allow upward rounding. The Land Use Plan is illustrated in Exhibit 2. Additional information concerning the Land Use Plan and the land use designations is provided in Table 1 (Land Use Development Intensity Standards), and in the Appendix. Table 1 Development Intensity Standards _ ,__ Density /intensity Standards Land Dse Deslanation (dalacre - FAR)' Low Density Residential (LR -7) Low - Medium Density Residential (LMR -11) Medium Density Residential (MR-15) District Heritage District Center Downtown District Center Metro East District Center Transit Village District Center Harbor Corridor District Center Urban Neighborhood Transit Zoning Code Area/ First Street Comdor Harbor Corridor Professional and Administrative Office (PAO) Cenral Commercial (CC) One Broadway Plaza District Center (OBPDC) 4 Industrial 7 du /acre 11 du /acre 15 du /acre ;e, etc.) 90 du/acre and FAR 1.D -2.0 FAR 1.7 FAR 3.0 FAR 3.0 FAR 5.0 FAR 5.0 FAR 0.5 -1.5 FAR 3.0 FAR 0.5 -1.0 FAR 0.5.1.0 FAR 2.9 FAR 0.45 Institutional (INS) FAR 0.5 Open Space (0) FAR 0.2 Notes: The intensity standards shown refer to the theoretical maximum amount of development permitted for each land use designation (du- dwelling units; FAR -floor area ratio). Development must also adhere to zoning regulations, and /or specific plan requirements. The District Center and Urban Neighborhood land use designations permit both residential and non- residential development. Commercial Intensities may vary. Baseline FAR is 0.5. Specific areas allowing greater intensities are indicated In Exhibit A -3. One Broadway Plaza District Center land use designation permits office, restaurant and ancillary retail for a master planned development. *Refer to Appendix for description of Land Use designations. CITY OF SANTA ANA GENERAL PLAN 75C-26 15 Exhibit 2 Land Use Plan CITY OF SANTA ANA GENERAL PLAN 75C -27 LAND USE ELEMENT U To effectively achieve the broad range of goals outlined for the City's future growth and development, a variety of plans, programs, and regulations must be relied upon. This section of The Element discusses these tools, and how they correlate with implementation ofthe City's Land use goals. DEVELOPMENT INTENSITY STANDARDS Table A -1 summarizes the development intensity standard for each ofthe General Plan designations, and provides land use distribution by acreage for the In rid use. The intensity standards for the categories permitting residential development are expressed in density, measured in "units per acre," or floor area ratio and zoning development standards in the case of certain Mixed Use land use designations. The intensity standards for non - residential development are expressed as "floor area ratio" or PAR, The FAR concept is illustrated in Exhibit A -3. The intensity standards in concert with the zoning and development standards regulate the massing, form and building size. Table A -1 Low Density 7 du/acre Low- Medmcn Density 11 du /acre Medinnn rinnsity 15 dulacre Other District Centers (Midtown, etc.) Heritage District Center Downtown DkIstrictCanther Metra East District Center Transit Village District Center Harbor Corddor District Center Urban Neighborhood Office District Center* 90 du /acre and FAR 1.0 -2.0 FAR 17 FAR 3.0 FAR 3.0 FAR 5.0 FAR 5.0 FAR 0.5.1.5 FAR-3.0 Industrial FAR 0.45 iNl'm'_r? it I t (:,If, I f i f Llla Institutional FAR 0.5 Open Space FAR 0.2 Notes: du - dwelling unit, FAR - floor area ratio * Residential development is not a permitted use. CITY OF SANTA ANA GENERAL PLAN 75C -28 A -] I Exhibit A -4 land Use Plan & Development Intensity Standards /FAR CITY OF SANTA ANA GENERAL PLAN 75C-29 LAND USE ELEMENT • The General Commercial (GC) district applies to commercial corridors in Santa Ana including those located along Main Street, Seventeenth Street, Harbor Boulevard, and other major arterial roadways in the City. The intensity standard applicable to this designation is a floor area ratio of 0.5 - 1.0, though most General Commercial districts have a PAR of 0.5. A total of 886.IKM -3 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 ofaccess and market demand for these properties. The relationships to adjacent land uses, are also considered. Uses typically located in this district are: • Business and professional offices; • Retail and service establishments; • Recreational, cultural, and entertainment uses; and • Vocational schools. General Commercial Districts have a floor area ratio of0.5 with the exception of the Mid -town area which has an floor area ratio of up to 1.0. • One Broadway Plaza District Center is a separate land use designation as it has an FAR. of2.9, which exceeds the typical District Center intensity limit. Additionally, it does not include a residential component. One Broadway Plaza is envisioned as a landmark professional office complex that will be a focal point in the Downtown Redevelopment area serving the Civic Center complex, Downtown, and Midtown urban areas. The City's District Centers and major development areas are shown in Exhibit A -5. CITY Of SANTA ANA GENERAL PLAN 75C -30 A -21 LAND USE ELCMEN1 The intensity standard for the Urban Neighborhood ranges from a floor area ration of 0.5 to 3.0; with residential density based on a combination of floor area ratio and zoning development standards. A total of 273.3?11 -I acres of land in the City are designated Urban Neighborhood. Industrial The Industrial designation applies to those areas developed with manufacturing and industrial uses. The designation applies to areas which are predominantly industrial in character, and includes those industrial districts in the southwestern, south central and southeastern sections ofthe City. .A total of2,152.8 acres of land in the City is designated as Industrial. The maximum floor area ratio for this designation is 0.45. The Industrial districts of the City are vital to its economic health. These areas provide employment opportunities for local residents, and generate municipal revenues for continued economic development. As one of the County's oldest cities, Santa Ana has long been an industrial center for the region. The City's goal is to maintain this strong industrial base by setting land use policies which preclude the intrusion of less intensive commercial or residential uses. Typical uses found in this district include the following: • Light and heavy product manufacturing and assembly. • Commercial uses which are ancillary to industrial uses in the district. Institutional The Institutional designation includes the Civic Center, other governmental facilities, City facilities and public institutions such as schools, etc. Only public properties of approximately five acres or more are designated as Institutional. The maximum applicable floor area ratio standard for this designation is 0.5. The 0.5 TAR is used as a guideline since most development in this designation are State, federal, and focal governmental facilities that are not subject to local development regulations. A total of 796.3 acres of land is included in this designation. Open Space The Open Space designation is applied to parks, water channels, cemeteries and other open space uses. A total of 1,014.7 acres are included in this land use designation. Of this total, 358 acres of public park land is included in this land use designation. A -24 75C -31 C.ITV OF SANTA ANA GENERAL PLAN LAND USE ELEMCW interagency Development Review Comruittee (DRC) to ensure consistent and comprehensive application of City regulations and policies for all projects. 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 clevelopment. 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 neverbe 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 1,LL802 -H-H4 units possible in the areas designated as District Center and Urban Neighborhood to the existing74,588 rmits 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 CITY OF SANTA ANA GEL' ERAL PLAN 75C -32 A -33 LAND USE ELEMENT for commercial and industrial developments than that which is permitted under the General Plan. As indicated in Table A -4, between 55,362 to .9500S4-'r,499 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 scenario area 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 ofdevelopment. T'he 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 TableA -4, up to 31 219 2843379 square feet ofcommercial and office development, and 42,199,991 square feet of industrial development are possible under the effective capacity parameters of Land Use Plan. A -14 75C -33 CITY OF SAI+ITA ANA GENERAL PLAN Land Use Acres 1EMOMIRmaladla ll Table A•4 Theoretical Low Density Residential LR -7 6,460.1 7 du/ac 45,221 du Low Medium Density Residential LMR -11 420.6 11 noted : 4,627 du Medium Density Residential MR -15 - -- - 367.6 15 eluted 5,514 du Subtotal 7,248.3 '', 95,599 du 55,362 du District Center Other2 D DC 3 309.5''. F FAR -1.0-2.0 11,955,563 sf 3 3,017 du• 2 23,764,534 sf 3 3,017 du Heritage F DC 1 18 8 d FAR 1.7 ', _ _ 54,090 sf 1 1,221 du _ 54,090 or - sf Downtown D DC 6 62.5 F FAR 3.0 2 2,057,624 at 1 1,661 du i 2 2,057,824 of 1 1,661 du Metro East D DC 9 98.3 . .! FAR 3.0 i 3 3,245,185 sf 5,561 du 3 3,245185sfi 5 5,551 du Transit Village D DC 5 51.4 F FAR 5.0 4 402,664 at - -. 2,761 du 4 402,864 sf! 2 2,761 on Harbor Corridor D DC 1 125.0 ! ! FAR 5.0 1 1,836,155 sf 2 2,029 du! 1 1,836,155 sf 2 2,029 du _ - -. -U 2 2733 F FAR 0.5- '. 7 7 4 4800 on _ _._ 4 49.40 do 27-1 -1 3 3013 , 4 4;721 -du, 4 4,"94 du Subtotal 9 939.9 - 20,407,950 sl 4 - 21.980 da.. 2 32,218,901 sP- 2 21.080 du 2- 4,041da 4 IiUm '.114 Institutio nail INS 796431 FAR 0.2.0.5 6,937,758 at 17,344,394 s# - - -- - -- __._ 1014.71 - 8.840.171st -- 8.840.171sf -_- Open Space DS FAR 6 2 4,044 6. 367- �609�# I 9- 96699 -sf -. Subtnfal 16111 95777929 at 26184565 at 4 -6#4-2 464305 -267 sf 26- 24.1 - 663-5# PAR =floor area ratio; d.u.= dwelling umt s f.= square feet (ai floo'r area). Acreage shown In table does not include roads in rightwf -way. 1 Effective capacity for non - residential development assumes development possible under the lower range of FAR Intensity standards with the exception of the Metro East District Center, Transit Village District Center, Downtown District Center, Heritage District Center, and Urban Neighborhood areas. The Harbor Corridor District Cenfai, 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 21001-1,914 units possible in the District Center and Urban Neighborhood with the existing 74,588 (Cenjus 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. a 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 750-34 A -35 Al General AgncUlwal DT Downtown R4 Suburban Apadment 01 Community Commercial GC Government Center RE Residential Estate C1 -MD Commrnity Commercial - Museum District MI Light lndustdai SD Specific Development C2 General Commercial M2 Heavy Industrial SP Specific Plan C4 Planned Shopping Center 0 Open Space TV Transit Village C5 Arterial Commercial P Professional UC Urban Center CDR Corridor R1 Single - Family Residence UNt Urban Neighborhoods CR Commercial Residential R2 Two-Family Residence UN2 Urban Neighborhood C -SM South Main Street Commercial District R3 Multiple - Family Residence x�✓ 1 � 1 E � d�5 nsas �r 0 600 E l an AP E CM1 BaII, a 1 lr I Feety�' SPECIFIC DEVELOPMENT PLAN NO. 89 AMCAL First Street Family Apartments SECTION I — APPLICABILITY OF ORDINANCE The Specific Development zoning district No. 89 (SD -89) for the AMCAL First Street Family Apartments project site is authorized by Chapter 41, Division 26 Section 41 -593 et seq. of the Santa Ana Municipal Code. SD No. 89 contains the specific standards and regulations contained in the residential district, as herein amended, for the purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless expressly superseded by regulations contained in this ordinance. SECTION 2 — PURPOSE The Specific Development Plan No. 89 for the AMCAL First Street Family Apartments project consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. The AMCAL First Street Family Apartments project Specific Development Plan No. 89 (SD -89) sets forth the development and design criteria for a development consisting of approximately 2.15 acres. The purpose of this specific development plan is to pen-nit flexibility in site planning and design to respond to market conditions while assuring high quality development. SD No. 89 specifically establishes for the property the following: Permitted uses. Development standards, including building height limits, required setbacks, parking .requirements, landscaping provisions and enforcement policies. Publicly- accessible plaza requirements Maximum development intensity, b'ectives The objectives of the AMCAL First Street Family Apartments project specific development plan include provision of the following: L Development of a residential project in an area identified by the 2014- 2021 Housing Element as an opportunity area for infill residential projects. 2. Promotion of the City's image as providing high- quality residential projects for individuals and families of all income groups. EXHIBIT 11 75C -36 Page 2 of 4 3. A clean and safe environment for the City's residents, workers, and visitors. 4. A visually harmonious development as viewed both internally and externally. 5. Flexibility in development in response to market conditions while achieving overall City and community goals. SECTION 3 — Uses permitted in Specific Development No. 89 The following uses are permitted in the SD -89 district: (a) Multiple- family dwellings (b) Ancillary onsite community- serving or social service uses SECTION 4 — Uses subject to a conditional use permit in Specific Development No. 89 (a) Childcare facilities caring for more than eight (8), but no more than fourteen (14) children. SECTION 5 — Maximum permitted floor area ratio (TAR) The maximum authorized building intensity for the AMCAL First Street Family Apartments project is a floor area ratio (FAR) of 0.75, including residential areas, community- serving areas (e.g., laundry room, office, and commnunity room), and interior corridors. SECTION 6 — Minimum lot area in Specific Development No. 89 The developable lot for the project shall have a minimum lot area of 2.15 acres. SECTION 7 — Minimum street frontage in Specific Development No. 89 Developable lots shall have a minimum street frontage of at least 287 feet. SECTION 8 — Building height in Specific Development No. 89 No stricture shall exceed 45 feet in height, as measured from the lowest adjacent grade of a structure to the top of the structure. 75C -37 Page 3 of 4 SECTION 9 — Development standards in Specific Development No. 89 The AMCAL First Street Family Apartments development shall be built as shown on the approved project plans included as attaclunents to the SD. The plans shall govern in the event there is a conflict between the SD with the project plans. In addition, the following standards are applicable to the project: (a) Setbacks. (1) A minimum setback of five (5) feet shall be provided between the property line and buildings on First Street (2) A minimum setback of five (5) feet shall be provided between the side property lines and buildings (3) A minimum setback of ten (10) feet shall be provided between the rear property line and buildings (b) Parking. The minimum off - street parking requirements for the project are as follows: 1) 119 Total Parking Spaces, of which: a. 50 parking spaces shall be uncovered /surface spaces b. 69 parking spaces shall be provided in garages (c) Pedestrian Walkways and Open Space. The project will provide a minimum of 13,930 square feet of open space in the form of common, landscaped open space areas and an interior community room adjacent to the primary onsitc resident services office. (d) Walls /Fences. A solid block wall with a minimum height of six feet shall be constructed along the east, south, and west property lines, The block wall shall be designed to contain a decorative cap, regularly- spaced decorative pilasters, and a decorative finish in accordance to the design provisions contained within the most recent version of the City's design guidelines. (e) Landscanin Detailed landscaping plans shall be submitted to and be approved by the City of Santa Ana Planning Division prior to issuance of a building permit and installed as required in the approved plans. Final landscape plan design shall conform to the standards and guidelines contained within the most recent version of the City's design guidelines. The landscape plan shall include approximately 15 percent of open space (courtyards, common area amenities, perimeter plaza, and open space) within the project site including the 75C -38 Page 4 of 4 couununity room, laundry room, courtyards, paseos, plazas, and community garden. (f) Architectural and Design Features. (1) Exterior materials. Exterior materials and finishes for the project shall comply with the approved materials board submitted for the project during Building plan check. All trash enclosures and similar ancillary strictures shall match the texture, material and color of the building. (2) Hardscape materials. Enhanced paving materials shall be installed at the driveway entrances, the project main entrance and the public park area. The actual paving materials shall be approved by the Planning Division. (3) Lighting standards /fixtures. The light fixtures are to integrate design elements of the building and landscape architecture. Lighting is to be designed to confine the direct rays of the artificial lighting within the boundaries of the development, Specifications of light standards /fixtures and photometrics plan shall be submitted to Planning Division for approval. (g) Mechanical Equipment, Appurtenances, and Conduits All mechanical equipment and all supporting appurtenances and conduits shall be screened from view inside walls, behind parapets, or through a combination of landscape and laardscape materials. 75C -39 EXHIBIT 12 Final IS /MND — AMCAL First Street Apartments is available for review at the following: h ttr): / /www. sa n to -a n a. o rg /p ba /i)[ a n n i nci/ F i rstS treetA pa rtments. a s p Planning and Building Agency Planning Counter, First Floor 20 Civic Center Plaza Santa Ana. CA 92701 Santa Ana Public Library 26 Civic Center Plaza Santa Ana, CA 92701 75C -40 Final Draft Mitigation Monitoring and • w First Street Family Apartments Project Prepared by: City of Santa Ana 20 Civic Center Plaza, M -20 Post Office Box 1988 Santa Ana, California 92702 Contact: Ali Pezeshlcpour, Associate Planner (714) 647 -5882 Apezesl-Acpour@santa-ana.org Prepared with the assistance of., Rincon Consultants, Inc. 706 South Hill Street, Suite 1200 Los Angeles, California 90014 March 2016 EXHIBIT 13 75C -41 First Street Family Apartments Project Mitigation Monitoring and Reporting Program Mitigation Monitoring and Reporting Program This document is the Mitigation Monitoring and Reporting Program (MMRP) for the First Street Family Apartments Project, proposed in the City of Santa Ana. The purpose of the MMRP is to ensure that the required mitigation measures identified in the Initial Study - Mitigated Negative Declaration (IS -MND) are implemented as part of the overall project implementation. In addition to ensuring implementation of mitigation measures, the MMRP provides feedback to agency staff and, decision - makers during project implementation, and identifies the need for enforcement action before irreversible envirornnental damage occurs. 'The following table surrunarizes the mitigation measures for each issue area identified in the IS- MND for the proposed project. The table identifies each mitigation measure; the action required for the measure to be implemented; the time at which the monitoring is to occur; the monitoring frequency; and the agency or party responsible for ensuring that the monitoring is performed. In addition, the table includes columns for compliance verification. These columns will be filled out by the monitoring agency or party and would document mortoring compliance. Where an impact was identified to be less than significant, no mitigation measures were required. This MMRP will be used by City staff or the City's consultant to deternnine compliance with permit conditions. Violations of these conditions may cause the City to revoke the operating permit. MMRP -2 City of Santa Ana 75C -42 m O CL 0°a N � c m ¢s T � "6 4 b� � a O m v E E 0 R � O a� p ° ro W 0 a m a O U N p :3U Udm N e �tL 2 `p arov °c •c c a •c N E N N a 0 C N E UJ a N m �F O.'O U Cil 'a= O "O N `Doc E3�a @'amro 00 T C m U N O Oro M y C �O E a o�v E,Fo mE c z G.0 a.om a) -p c... .n 'ocm r c m N r o odm v -c0 c 01- m @ .c W O W .. 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N 3 a. am m n44) CM �L 0 m / D%A-AF / c m ac Q •W y L� N O E O M 2 o a E E y U u m _ ,m m p o c ZI m N m N m N Ola O U O U O m U UQam UQaro UQn.m 07 U C U N C C p C a ® O a O O tL L L N O N O N O O. ,,CEC W U O] C C O O O 20 � C O C O O ❑ U M m 0 O L OO O e N tO,WA Q i F. y ii h p C m O G N - O N E° E m `. v'O OU C E y m n m CQ E K N n C •y O ro_ O N h Of O Z' N :C (V E to C y- C ro E a0+ Q V rL� O):D O a�-f- C O C C E "NO .. Tij C 'O N :p •CJ N ,pC t} g 'p^ N E .O✓ b N N '00 •C .� A E 'O Q E ro � 2 61 yc U'.....00 L ti m N O. N li U J .a 17 U'jp N ro U a —.0 tr n ti N W N a wd? 7 _ W .% w$ y> 0 m O M O) O N Sd C o j o ro "8 O .tOlq N 45 N U Q) m N $ C m o > m m E E > _ 0 _ E m cC T N oC c �CNd • N £N c s mn ui $ E P- E om'.� 'C N f0 ,c OE 'O C O .0 lV �y m-. CO m'yy N .O B ;p +2 O O"- E W y C E N $' in U a) �i] cl a1 do E •'O -y-y 30] y itl O t0 ro 10 'oc E m s c�om E aam o °��2m 2 ro� �oL y.�'� or m ��m•�S Cm C n' °c ° Ow nv m .0 r "O .°a$ E ALL �� O. c m 8 rn E c w. O ` > °a N U$ m . ? y$> E y,ra c o y d o mm c,--oo 2 we �'05s n Q- o •- a u ro0 aF�yN E > opay c 'o O O Q (U � . CL; E m c� U U fiE$ m a W �m tirc mO m • x W d C C 3 ry n n " Z j`� E M C� Z$ a � U 2 C w m O (n m UU l "Finift Mn N 79 LS 1.25.1& RESOLUTION NO. 2016- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING MITIGATED NEGATIVE DECLARATION AND MITIGATION MONITORING AND REPORTING PROGRAM, ENVIRONMENTAL REVIEW NO. 2016 -14, AND GENERAL PLAN AMENDMENT NO. 2016- 01 FOR THE PROPERTY LOCATED AT 1438 AND 1440 EAST 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. AMCAL Multi Housing Two, LLC is requesting the approval of General Plan Amendment No. 2016 -01 to amend the General Plan land use designation from General Commercial (GC) to Urban Neighborhood (UN) to allow construction of the AMCAL First Street Family Apartments development project that would include 69 affordable apartment homes and ancillary onsite community services to very low and low - income households on a 2.15 -acre parcel of land. B. AMCAL Multi Housing Two, LLC is proposing to construct a 69 -unit affordable apartment homes project. Because the proposed project is intended to be developed entirely for very low and low- income households, the project is exempt from the City's Housing Opportunity Ordinance. C. On March 28, 2016, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council: (1) adopt a resolution approving the Mitigation Monitoring Reporting Program and (2) adopt a resolution approving General Plan Amendment No. 2016 -01 for the proposed project. D. On April 19, 2016, the City Council of the City of Santa Ana held a duly noticed public hearing to consider all testimony, written and oral, related to Environmental Review No. 2016 -14 and General Plan Amendment No. 2016 -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. Exhibit B Resolution No. 2016 -XXX Page 1 of 5 75C -49 E. General Plan Amendment No. 2016 -01 has been filed to amend the General Plan to change the land use designation from General Commercial (GC) to Urban Neighborhood (UN). 1. Currently, the land use designation for this site is General Commercial (GC), which allows commercial developments and uses. This project will require amendments to the Land Use Element, including amending the General Plan Land Use designation to Urban Neighborhood (UN) with a General Plan floor area ratio range of 0.5 to 1.5. 2. The proposed project will support several goals and policies of the Housing Element. First, the project would 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. 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 several Housing Element policies; Policy HE -2.3 to encourage construction of rental housing for the city's residents and workforce; Policy HE -2.4 to facilitate diverse types, prices and sizes of housing; and Policy HE -4.2 to encourage the development of larger rental units for families. 3. The City Council has weighed and balanced the General Plan's policies, both new and old, and has determined that based upon this balancing that General Plan Amendment No. 2016 -01 is consistent with the purpose of the general plan. Section 2. The City Council has reviewed and considered the information contained in the initial study and the mitigated negative declaration (MND) and mitigation monitoring program, Environmental Review No. 2016 -14, prepared with respect to this project. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, an MND and mitigation monitoring program adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment, The City Council hereby certifies and approves the MIND and mitigation monitoring program and directs that the Notice of Determination be prepared and filed with the County Clerk of the County of Orange in the manner required by law. Resolution No. 2015 -XXX Page 2 of 5 75C -50 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. Mitigation measures in the Mitigation Monitoring Program will prevent any significant adverse effects resulting from removal of existing trees on the project site on wildlife resources or ecological habitats. 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 3. Pursuant to Public Resources Code section 21081.6, the City Council hereby adopts the Mitigation Monitoring Program attached hereto as Exhibit A and incorporated herein by this reference as a condition of approval of the project. The City finds that Mitigation Monitoring Program is designed to ensure that, during the implementation of the Project, the City and any other responsible parties implement the components of the Project and comply with the mitigation measures identified in the Mitigation Monitoring Program, Section 4. The City Council of the City of Santa Ana after conducting the public hearing hereby approves: A. Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2016 -14. B. General Plan Amendment No. 2016 -01. These decisions are based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated April 19, 2016, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 5. This Resolution shall not be effective unless and until Ordinance No. NS- (AA No. 2016 -01) becomes effective. If said ordinances are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this resolution shall be null and void and have no further force and effect. Section 6. These decisions rendered by the City Council of the City of Santa Ana are final and are 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. Resolution No. 2016 -XXX Page 3 of 5 75C -51 ADOPTED this _ day of APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By' �- Lisa Storck Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT: Councilmembers Councilmembers Councilmembers Councilmembers all Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA 0, HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2016 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on 2016. Resolution No. 2015 -XXX Page 4 of 5 Clerk of the Council City of Santa Ana 75C -52 Exhibit A California Environmental Quality Act Mitigation and Monitoring Program Resolution No. 2016 -XXX Page 5 of 5 75C -53 Final Draft Mitigation Monitoring and Reporting Program First Street Family Apartments Project Prepared by: City of Santa Ana 20 Civic Center Plaza, M -20 Post Office Box 1988 Santa Ana, California 92702 Contact: Ali Pezeshlcpour, Associate Planner (714) 647 -5882 Apezeshkpocir @santa- ana.org Prepared with the assistance of," Rincon Consultants, Inc. 706 South Hill Street, Suite 1200 Los Angeles, California 90014 March 2016 75C -54 First Street Family Apartments Project Mitigation Monitoring and Reporting Program Mitigation Monitoring and Reporting Program This document is the Mitigation Monitoring and Reporting Program (MMRP) for the First Street Family Apartments Project, proposed in the City of Santa Ana. The purpose of the MMRP is to ensure that the required mitigation measures identified it the Initial Study - Mitigated Negative Declaration (IS -MND) are implemented as part of the overall project implementation. hi addition to ensuring implementation of mitigation measures, the MMRP provides feedback to agency staff and decision- makers during project implementation, and identifies the need for enforcement action before irreversible environmental damage occurs, The following table summarizes the mitigation measures for each issue area identified in the IS- MND for the proposed project. The table identifies each mitigation measure; the action required for the measure to be implemented; the time at which the monitoring is to occur; the monitoring frequency; and the agency or party responsible for ensuring that the monitoring is performed. In addition, the table includes columns for compliance verification. These columns will be filled out by the monitoring agency or party and would document monitoring compliance. Where an impact was identified to be less than significant, no mitigation measures were required. This MMRP will be used by City staff or the City's consultant to determine compliance with permit conditions. Violations of these conditions may cause the City to revoke the operating permit. MMRP -2 city 75C -55 E 2. .p m u. U. 75C-56 '119 0 ro 0 CL am 0 c u Oc CS 46 r 0 ro 0 Sc U. 0 a 0 a 0 @ c -2 B E 4) 0 o 2 0 M TV 0 O 2 .2 40 0 - E a -0 M'Oi S m = 6 M m 0 a ,- •E 8"g , 2 4 CEC 0 E a 0 m2 0 4) 4 6 (D o. 8 — Ec 0 "S a -6 B 2 M 9-6 E - 0 a.- 0 0 > M a cr 8 o 2 N 15.- WC Cc 2 0 C 2 'a) -0 -0 0, 'o 0 tR ,-go gr) M M 0 'D -0.- a a ct� Mo,02 8;z 0 3 > -, E .- c am . 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C -0 .2 ij ro 46 M (Y m w E c 0 M-Z m Qo m cn y 0 E cm o 0 12 co E '5 2 W �a E 0 00 1= e m O'E RE, 0 0 0 M I Ln O-'q 0 �2 a u 0 m 0 w om am' 'n 0 r2 g =0 r E L- E E a-0. 5; a E E 0 Z`0 0 Z- 0 0 x E , .2 0 ') Sao o,m Q) = moat 0 cm S -9 m � = c w'E 0 > 2 g 2 c C .23 2' c E .2!, m � 0 E NE` 2 -5 28 P, .- - 0 a� c I e 0 2 40) 0 O'E 11,2 u >w a 0 rAmmN CL c OR m -0 n:e .6 E a > E - T 0 :am E 02 C 0 E 0 c 405 2,0, g 8 2 v T 0 0 *Cd W'vi m 'I< u Lu� 5 � , a 0 < �§ 0 �12 a u 5'R 0 r 0 -0 2 E FL 1 ommn 75C-60 r. 19 CL 0 a rg: E < u. 75C-61 CC M 0 c m 0. il. 16 11 M Nu am >1 v I G C z 0 Q r 2� 0 0 vi -c 2 2 U41) c Oa C,c rn a c 20 M U 0 c d) < > AM �- am, c W�O -6 =ZUGCO�50m > 0 cc mo 'wl E 5 m m E zone gym, E c� 2� E 0 0 U) C-E r�Ec G 0 N CO QN) 0 E a) 'i3 < m M � 0, -= E v g E E 2 a 8� E a= w G 0 a 2:5 Lu 4 0 CO 0 .5 C° , O -t6 m 0 o OM .—o E E c 0 0 OLU 0 E 0 U t E ; TD 16 M JS t E m cm c .2 �Q > 0 L-z Oc -6 vm tM M 0= 'w > C, '2 s , 0 0 LD cr—!5 c e 2 Ems a O> u => w 's � -8 VA c CE 5 c ° 2 f 2�E,V 'w3? E 0 0 n 0 (N 0 U c OL E 0 m m V) a UJ c E 20 C2 N < 0 0 O Nx 2 , c C=M p 0 i5 0 Z N M 0 M ;� G LL Mn— 'T U) z N(on 75C-61 CC M 75C -62 ORDINANCE NO. NS- AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA REZONING THE AMCAL MULTI HOUSING TWO, LLC PROPERTY LOCATED AT 1438 AND 1440 EAST FIRST STREET FROM GENERAL COMMERCIAL (C -2) TO SPECIFIC DEVELOPMENT NO. 89 (SD -89) (AA NO. 2016 -01) AND ADOPTING SPECIFIC DEVELOPMENT NO. 89 (SD -89) FOR SAID PROPERTY THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. Amendment Application No. 2016 -01 has been filed with the City of Santa Ana to change the zoning district designation of certain real property located at 1438 and 1440 East First Street from General Commercial (C -2) to Specific Development No. 89 (SD -89). The Specific Development No. 89 zoning district (SD -89) would allow the development of the AMCAL First Street Family Apartments development project, which would include 69 apartment homes and ancillary onsite community services on a 2.15 -acre parcel of land. B. The Planning Commission of the City of Santa Ana held a duly noticed public hearing on March 28, 2016, on Amendment Application No. 2016 -01 and recommended that the City Council adopt an ordinance approving Amendment Application No. 2016 -01, which is consistent with the General Plan, as amended by General Plan Amendment No. 2016 -01. C. This City Council, prior to taking action on this ordinance, held a duly noticed public hearing on April 19, 2016. D. The City Council also adopts as findings all facts presented in the Request for Council Action dated April 19, 2016 accompanying this matter. E. For these reasons, and each of them, Amendment Application No. 2016 -01 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Exhibit C 75C -63 Section 2. The City Council has reviewed and considered the information contained in the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program (Environmental Review No. 2016 -14) prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2016 -04 meets all requirements of CEQA. Section 3. The real property located at 1438 and 1440 East First Street in Santa Ana is hereby reclassified from General Commercial (C -2) to Specific Development No. 89 (SD -89). An amended Sectional District Map, showing the above described change 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 4. Specific Development No. 89 (SD -89) attached hereto as Exhibit B and incorporated by this reference as though fully set forth herein is approved and adopted in its entirety. Section 5. This ordinance shall not be effective unless and until Resolution No. 2016- (Environmental Review No. 2016 -14 and GPA No. 2016 -01) and Ordinance No. 2016- (Amendment Application No. 2016 -01) are adopted and become effective. If said resolution and ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 6. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of 2016. Miguel A. Pulido Mayor 75C -64 APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- . to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2016, 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 75C -65 Exhibit A Sectional District Map 75C -66 1ST Mt 90D9 n Mt CS 92 9 R Q Y 9L Ml O' "EP'xp °• CHESTNUTAV I� MI RI �KFHAMAV O MI xo in °xo.R Q i MI i 8 S MI a r9 en°sxiPE nV M1 POPC HP PO IV �REN ST RJ MI 3 0 Ca Al 1 CS RS O R) t• i AI °,.._.•�A�asr• i A i i fl1 t t Al t t f t t MI R3 xxxM•nore• 1:�i�f O AI N A MCFADDENAV'� MI O MI Mi Santa Ana C1 Community Commercial GC Cl-MD Community Commercial- Museum District M7 C2 General Commercial M2 C4 Planned Shopping Center O CS Arterial Commercial P CDR Corridor RI CR Commercial Residential R2 C -SM Soulh Main Street Commercial District R3 AOMll UC Urban Center Single - Family Residence 0 500 Urban Neighbortwod i Feet UN2 BOPC xI pp nV Gowmmem Center RE Residential Estate Light tWustrial SD Specific DeWlopmem Heavy Industrial SP Specific Plan Open Space TV Transit Village Professional UC Urban Center Single - Family Residence UN1 Urban Neighbortwod i Two-Family Residence UN2 Urban Neighborhood 2 o.m E E p IxmR m ir. x.al 75C -67 —.e .t Al O'•� •f soeD i t t t t t jr—• L r 3nta Lna Specific Development No. 89 (SD -89) 75C -68 SPECIFIC DEVELOPMENT PLAN NO. 89 AMCAL First Sheet Family Apartments SECTION I — APPLICABILITY OF ORDINANCE The Specific Development zoning district No. 89 (SD -89) for the AMCAL First Street Family Apartments project site is authorized by Chapter 41, Division 26 Section 41 -593 et seq. of the Santa Ana Municipal Code, SD No. 89 contains the specific standards and regulations contained in the residential district, as herein amended, for the purpose of establishing land use regulations and standards. All other applicable chapters, articles, and sections of the Santa Ana Municipal Code are in effect unless expressly superseded by regulations contained in this ordinance. SECTION 2 — PURPOSE The Specific Development Plan No. 89 for the AMCAL First Street Family Apartments project consists of standards and regulations established for the purpose of protecting the health, safety, and general welfare of the people of the City of Santa Ana by promoting and enhancing the value of property and encouraging the orderly development of the property. The AMCAL First Street Family Apartments project Specific Development Plan No. 89 (SD -89) sets forth the development and design criteria for a development consisting of approximately 2,15 acres, The purpose of this specific development plan is to permit flexibility in site planning and design to respond to market conditions while assuring high quality development. SD No. 89 specifically establishes for the property the following: • Permitted uses. • Development standards, including building height limits, required setbacks, parking requirements, landscaping provisions and enforcement policies. Publicly- accessible plaza requirements Maximum development intensity. Obiectives The objectives of the AMCAL First Street Family Apartments project specific development plan include provision of the following: I. Development of a residential project in an area identified by the 2014- 2021 Housing Element as an opportunity area for infill residential projects. 2. Promotion of the City's image as providing high- quality residential projects for individuals and families of all income groups. 75C -69 EXHIBIT 14 Page 2 of 4 3. A clean and safe environment for the City's residents,, workers, and visitors. 4. A visually harmonious development as viewed both internally and externally. 5. Flexibility in development in response to market conditions while achieving overall City and community goals. SECTION 3 — Uses permitted in Specific Development No. 89 The following uses are permitted in the SD -89 district: (a) Multiple- family dwellings (b) Ancillary onsite community- serving or social service uses SECTION 4 — Uses subject to a conditional use permit in Specific Development No. 89 (a) Childcare facilities caring for more than eight (8), but no more than fourteen (14) children. SECTION 5 — Maximum permitted floor area ratio (FAR) The maximum authorized building intensity for the AMCAL First Street Family Apartments project is a floor area ratio (FAR) of 0.75, including residential areas, community- serving areas (e.g., laundry room, office, and community room), and interior corridors. SECTION 6 — Minimum lot area in Specific Development No. 89 The developable lot for the project shall have a minimum lot area of 2.15 acres. SECTION 7 — Minimum street frontage in Specific Development No. 89 Developable lots shall have a minimum street frontage of at least 287 feet. SECTION 8 — Buildina height in Specific Development No. 89 No structure shall exceed 45 feet in height, as measured from the lowest adjacent grade of a structure to the top of the structure. 75C -70 EXHIBIT 14 Page 3 of 4 SECTION 9 — Development standards in Specific Development No. 89 The AMCAL First Street Family Apartments development shall be built as shown on the approved project plans included as attachments to the SD. The plans shall govern in the event there is a conflict between the SD with the project plans. In addition, the following standards are applicable to the project: (a) Setbacks. (1) A minimum setback of five (5) feet shall be provided between the property line and buildings on First Street (2) A rninirnum setback of five (5) feet shall be provided between the side property lines and buildings (3) A minimum setback of ten (10) feet shall be provided between the rear property line and buildings (b) Parking. The minimum off - street parking requirements for the project are as follows: 1) 119 Total Parking Spaces, of which: a. 50 parking spaces shall be uncovered /surface spaces b. 69 parking spaces shall be provided in garages (c) Pedestrian Walkways and 0 eo tt Space. The project will provide a Pedestrian of 1 3, 930 square feet of open space in the form of common, landscaped open space areas and an interior community room adjacent to the primary onsite resident services office. (d) Walls /Fences. A solid block wall with a minimum height of six feet shall be constructed along the east, south, and west property lines. The block wall shall be designed to contain a decorative cap, regularly- spaced decorative pilasters, and a decorative finish in accordance to the design provisions contained within the most recent version of the City's design guidelines. (e) Landscaping Detailed landscaping plans shall be submitted to and be approved by the City of Santa Ana Planning Division prior to issuance of a building permit and installed as required in the approved plans. Final landscape plan design shall conform to the standards and guidelines contained within the most recent version of the City's design guidelines. The landscape plan shall include approximately 15 percent of open space (courtyards, common area amenities, perimeter plaza, and open space) within the project site including the 75C -71 EXHIBIT 14 Page 4 of 4 community room, laundry room, courtyards, paseos, plazas, and community garden. (� Architectural and Design Features, (1) Exterior materials. Exterior materials and finishes for the project shall comply with the approved materials board submitted for the project during Building plan check. All trash enclosures and similar ancillary structures shall match the texture, material and color of the building. (2) I-lardscape materials. Enhanced paving materials shall be installed at the driveway entrances, the project main entrance and the public park area. The actual paving materials shall be approved by the Planning Division.. (3) Li jhting standards /fixtures. The light fixtures are to integrate design elements of the building and landscape architecture. Lighting is to be designed to confine the direct rays of the artificial lighting within the boundaries of the development. Specifications of light standards /fixtures and photometrics plan shall be submitted to Planning Division far approval. (g) Mechanical Equipment, Appurtenances. and Conduits All mechanical equipment and all supporting appurtenances and conduits shall be screened from view inside walls, behind parapets, or through a combination of landscape and hardscape materials. 75C -72