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HomeMy WebLinkAbout FULL PACKET_2020-03-17DRAFT MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA March 3, 2020 CLOSED SESSION MEETING CLOSED SESSION MEETING OF THE CITY COUNCIL - MARCH 3, 2020, 5:00 P.M. CALL TO ORDER - MAYOR PULIDO Mayor Pro Tern Villegas called the closed session to order at 5:15 p.m. Councilmember Sarmiento joined the meeting at 5:33 p.m. Mayor Pulido joined the meeting at 5:41 p.m. Councilmember Iglesias joined the meeting at 5:44 p.m. COUNCILMEMBERS Present: Mayor Pro Tern Villegas Councilmember Bacerra Councilmember Penaloza Councilmember Solorio COUNCILMEMBERS Absent: Mayor Pulido Councilmember Iglesias Councilmember Sarmiento COUNCILMEMBERS, BACERRA, IGLESIAS, PENALOZA, SARMIENTO, SOLORIO AND VILLEGAS ° PUBLIC COMMENTS - Members of the public may address the City Council on items on the Closed Session Agenda. Tim Johnson spoke regarding homeless lawsuits and provided a handout referring to the Service Planning Area. Dale Helvig spoke regarding the referendum filed against the project 2525 N. Main Street and the letter filed to the City. COUNCIL RECESSED to Room 147 for Closed Session discussion at 5:22 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: DRAFT CITY COUNCIL MINUTES 104-1 MARCH 3, 2020 1. CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: 1A. Ana Manjarrez v. City of Santa Ana, Orange County Superior Court, Case No. 30-2019-01060879 1 B. City of Santa Ana v. County of Orange, et al, United States District Court Case No. SA CV 20-0069-DOC (DFMx) 1 C. Orange County Catholic Worker, et al. v. Orange County, et al.., U.S. District Court (Central District of California), Case No. SA CV 18-0155-DOC (KESx) 1 D. City of Santa Ana v. County of Orange, et al., (Cross - Complaint), U.S. District Court (Central District of California), Case No. SA CV 18-0155-DOC (KESx) 1 E. City of Santa Ana and the People of the State of California v. Orange County Association for Mental Health dba Mental Health Association of California, et al, Orange County Superior Court Case No. 30-2020- 01124174-CU-MC-CJC 2. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION pursuant to Section 54956.9(d) of the Government Code: Two Cases Case 1: Kaufman Law Group and Manatt, Phelps & Phillips, LLP threatening lawsuits concerning the 2525 N. Main Referendum petition. Case 2: Potential filing of unlawful detainer action related to a city -owned property. 3. CONFERENCE WITH REAL PROPERTY NEGOTIATORS pursuant to Government Code Section 54956.8: Property: See addresses below. City Negotiators: Nabil Saba, Acting Public Works Agency Director 1. APN 405-252-22 - 1607 N. Bristol St. - C1 3. APN 405-272-21 - N/A - C2 DRAFT CITY COUNCIL MINUTES 1 O z _w MARCH 3, 2020 4. 5. 6. 7. 8. 9. 10 11 12 13 14 15 16 17 18 19 20 21 22 23. 24. 25. 26. 27. APN 405-272-18 - 1411 N. Bristol St. - C2 APN 405-272-17 - 1405 N. Bristol St. - C2 APN 405-272-16 - 1401 N. Bristol St. - C2 APN 405-272-15 - 1321 N. Bristol St. - C2 APN 405-272-14 - 1319 N. Bristol St. - C2 APN 405-272-13 - 1315 N. Bristol St. - C2 APN 405-272-12 - 1311 N. Bristol St. - C2 APN 402-272-11 - 1303 N. Bristol St. - C2 APN 004-123-48 - 828 N. Bristol St.- C3 APN 004-123-52 - N/A - C3 APN 010-295-23 - 430 S. Bristol St. - C4 APN 010-295-22 - 434 S. Bristol St. - C4 APN 010-295-21-438 S. Bristol St.- C4 APN 010-295-20-442 S. Bristol St.- C4 APN 010-295-19-446 S. Bristol St.- C4 APN 010-295-18-502 S. Bristol St.- C4 APN 010-295-17-506 S. Bristol St.- C4 APN 010-295-16-510 S. Bristol St.- C4 APN 010-295-15-514 S. Bristol St.- C4 APN 010-295-14-518 S. Bristol St.- C4 APN 010-295-13-522 S. Bristol St.- C4 APN 109-345-20-712 S. Bristol St.-05 APN 109-345-19-716 S. Bristol St.- C5 APN 109-345-18-720 S. Bristol St.- C5 DRAFT CITY COUNCIL MINUTES 1 Off,-3 MARCH 3, 2020 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47. 48. 49. 50. 51. APN 109-345-17-802 S. Bristol St.- C5 APN 109-345-16-806 S. Bristol St.- C5 APN 109-345-15-810 S. Bristol St.- C5 APN 109-345-14-814 S. Bristol St.- C5 APN 109-345-13-818 S. Bristol St.- C5 APN 109-345-12-822 S. Bristol St.- C5 APN 109-345-11-902 S. Bristol St.- C5 APN 015-194-40-2235 S. Bristol St.-C6 APN 015-194-37-1211 W. Warner Ave.- C6 APN 398-385-03-1222 E. 4th St.-C7 APN 398-385-04-1225 E 4th St.- C7 APN 398-385-05-1221 E. 3rd. St.- C7 APN 008-091-01-315 N. Bristol St.-C8 APN 008-091-13-303 N. Bristol St.- C8 APN 008-091-14-1247 W. 3rd St.- C8 APN 008-091-02-1244 W. Santa Ana Blvd.- C8 APN 398-453-05-1214 E. 3rd St.-C9 APN 398-453-06-202 N. Grand Ave.- C9 APN 008-081-28-517 N. Bristol St.-C10 APN 008-081-26-515 N. Bristol St.- C10 APN 008-082-29-1247 W. Santa Ana Blvd.-C11 APN 398-492-14-823 E. 1st St.-Cl 2 APN 007-203-24-1503 W. 1st St.-Cl 3 APN 405-074-16-724 N. Bristol St.-P1 DRAFT CITY COUNCIL MINUTES 1 O Q _4 MARCH 3, 2020 52. APN 405-074-17-716 N. Bristol St.- P1 53. APN 405-074-18-712 N. Bristol St.- P1 54. APN 405-074-19-704 N. Bristol St.- P1 55. APN 007-302-21-302 S. Bristol St.-P2 56. APN 007-302-20-306 S. Bristol St.- P2 57. APN 007-302-19-310 S. Bristol St.- P2 59. APN 007-302-17-318 S. Bristol St.- P2 60. APN 007-302-16-402 S. Bristol St.- P2 62. APN 005-142-35-921 N. Flower St.-P3 63. APN 005-142-58-915 N. Flower St.- P3 64. APN 005-142-47-842 N. Garnsey St.- P3 CLOSED SESSION REPORT - The City Attorney will report on any action(s) to be taken at the Regular Meeting which will begin immediately following the Closed Session Meeting. ADJOURN CLOSED SESSION AND CONVENE TO THE REGULAR OPEN SESSION. Mayor Pulido adjourned Closed Session meeting at 6:20 p.m. and convened to the Regular Open Session. REGULAR OPEN MEETING - 5:45 p.m. (Immediately following the Closed Session Meeting) CALL TO ORDER - MAYOR PULIDO Mayor Pulido adjourned the closed session at 6:20 p.m. and called the regular meeting to order at 6:21 p.m. COUNCILMEMBERS BACERRA, IGLESIAS, PENALOZA, SARMIENTO, SOLORIO, AND VILLEGAS PLEDGE OF ALLEGIANCE - MAYOR PULIDO DRAFT CITY COUNCIL MINUTES 1 O $, _5 MARCH 3, 2020 INVOCATION - BOB BARNETT. POLICE CHAPLAIN CEREMONIAL PRESENTATIONS 1. CERTIFICATE OF RECOGNITION presented by COUNCILMEMBER IGLESIAS recognizing The Orange County NAACP for their Outstanding Contributions to the Community. 2. CERTIFICATE OF RECOGNITION presented by COUNCILMEMBER SARMIENTO recognizing the RAYA Foundation for their Outstanding Contributions to the Community. 3. CERTIFICATE OF RECOGNITION presented by COUNCILMEMBER SOLORIO recognizing Meals on Wheels Orange County for their Outstanding Contributions to the Community. Mayor Pulido made announcement that item 60B would be heard prior to Closed Session report out. CLOSED SESSION REPORT - The City Attorney will report items to be added to Consent Calendar Item 19A from the Closed Session meeting. PUBLIC COMMENTS - Pursuant to Government Code Sec. 54954.3, members of the public may address either the City Council or any of the City's other related entities, such as the Housing Authority, Successor Agency or other legislative bodies, meeting in conjunction with this scheduled meeting. Public comments may be made on any and all matters within the City of Santa Ana's jurisdiction or the jurisdiction of the other related entities. At the discretion of the Chair, at the first Public Comment portion of the meeting, all comments may be considered jointly. The public will be given the opportunity to speak three (3) minutes on any and all matters contained on any of the Consent Calendar and Business Calendar items and/or on issues of public interest within the jurisdiction of the City. For public hearings, members of the public shall be given three (3) minutes for each duly noticed hearing (unless the matter is continued prior to taking public testimony). All requests to speak shall be submitted in writing to the Clerk of the Council at the beginning of the meeting and before Public Comments begin. Speaker forms will be available at the meeting. REQUESTS TO SPEAK SHALL NOT BE ACCEPTED AFTER THE PUBLIC COMMENT SESSION BEGINS WITHOUT PERMISSION OF THE MAYOR. When speaking, all persons addressing the City Council shall follow the rules of decorum as detailed on the back of the speaker form. The presiding officer shall have the power and responsibility to enforce decorum and order of the meeting as set forth in Section 2-104(c) of the Santa Ana Municipal Code. Iall:IINZK.7Jddtl:1►r1 Dale Helvig spoke regarding Item 25G and the intimidation to the circulators for the circulation of referendum against Ordinance No. 2980. DRAFT CITY COUNCIL MINUTES 1 O fj, _6 MARCH 3, 2020 CONSENT CALENDAR MOT/ON: Approve staff recommendations on the following Consent Calendar items: Items 10A through 29A. Councilmember Sarmiento motioned to approve the consent calendar items 10A through 29A, with the exception of items 20A, 25A, 25C, 25D, and 29A, seconded by Mayor Pro Tern Villegas. JdQIIP7. V[911A=F Councilmember Sarmiento AYES: NOES: ABST ABSENT: ADMINISTRATIVE MATTERS- MINUTES SECOND: Mayor Pro Tern Villegas Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (7) None (0) None (0) Riga (0) 10A. MINUTES FROM THE REGULAR MEETING OF FEBRUARY 18, 2020 — Clerk of the Council Office MOTION: Approve Minutes. BOARDS / COMMISSIONS / COMMITTEES 13A. APPOINT CIELO ECHEGOYEN NOMINATED BY MAYOR PULIDO AS THE CITY-WIDE REPRESENTATIVE (REGULAR) TO THE YOUTH COMMISSION FOR A PARTIAL -TERM EXPIRING DECEMBER 8, 2020 - Clerk of the Council Office MOTION: Nominate Cielo Echegoyen for an appointment to the Youth Commission as a Regular member Mayoral representative. 13B. APPOINT CORY NELSON NOMINATED BY COUNCILMEMBER BACERRA AS THE WARD 4 REPRESENTATIVE TO THE BOARD OF RECREATION AND PARKS FOR A FULL -TERM EXPIRING DECEMBER 13, 2022 - Clerk of the Council Office MOTION: Nominate Cory Nelson for an appointment to the Board of Recreation and Parks as the Ward 4 representative. DRAFT CITY COUNCIL MINUTES 1 U z _7 MARCH 3, 2020 MISCELLANEOUS ADMINISTRATION 19A. CONFIRMATION OF CLOSED SESSION ACTION(S) — City Attorney's Office City Attorney announced the report out for Closed Session Item: 1A) Ana Manjarrez v. City of Santa Ana, Orange County Superior Court, Case No. 30-2019-01060879. Council approved up to a $92,000 settlement by a vote of 5-0 (Mayor Pulido and Councilmember Iglesias absent);2) CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION pursuant to Section 54956.9(d) of the Government Code, Case 2: Council authorized a filing of an unlawful detainer on the city -owned property by a vote of 4-0 (Councilmember Sarmiento abstained, Mayor Pulido and Councilmember Iglesias absent; and3) Council provided direction to staff on all other matters. 19B. EXCUSED ABSENCES — Clerk of tl BUDGETARY MATTERS r9»:i67Uzi Fill IEel ►I991111L3IIAIA►II-1 I Office 20A. APPROVE AN APPROPRIATION ADJUSTMENT IN THE AMOUNT OF $710,000 TO SUPPORT THE COSTS ASSOCIATED WITH THE SIGNATURE VERIFICATION AND ADDITIONAL ACTIVITIES RELATING TO THE MAY 19, 2020 SPECIAL ELECTION — Clerk of the Council Office Continued from the February 18, 2020 City Council meeting by a vote of 4-3 (Iglesias, Pulido and Villegas dissented). MOTION: Approve an appropriation adjustment. (Requires five affirmative votes). APPROPRIATION ADJUSTMENT NO. 2020-124 -In the amount of $710,000 to fund the costs associated with the May 19, 2020 special election. Motion to approve item 20A, APPROPRIATION ADJUSTMENT NO. 2020-124, in the amount of $710,000 to fund the costs associated with the May 19, 2020 special election. Moved by Mayor Pro Tern Villegas seconded by Councilmember Sarmiento. Mayor Pro Tern Villegas motioned to approve item 20A, seconded by Councilmember Sarmiento. MOTION: Mayor Pro SECOND: Councilmember Sarmiento Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (6) NOES: Councilmember Iglesias (1) ABSTAIN: None (0) DRAFT CITY COUNCIL MINUTES 1 O $ _8 MARCH 3, 2020 ABSENT: None (0) Mayor Pro Tern Villegas verbalized that he would like to change his vote from a Yes to No, however, later indicated to Clerk of the Council, Daisy Gomez, that his YES vote will remain. SPECIFICATIONS - PURCHASE OF EQUIPMENT AND SERVICES 22A. AMEND PURCHASE ORDER WITH WATERLINE TECHNOLOGIES FOR WATER TREATMENT CHEMICALS TO INCREASE THE AMOUNT BY $10,000 FOR THE PERIOD THROUGH APRIL 30, 2020 AND $50,000 FOR THE PERIOD THROUGH APRIL 30, 2021 TO BE FUNDED BY THE GENERAL FUND (SPECIFICATION NO. 17-020) - Finance and Management Services Agency and Parks, Recreation and Community Services Agency MOTION: Authorize the City Manager to execute a purchase order contract amendment to Waterline Technologies for water treatment chemicals to increase the amount for the Parks, Recreation and Community Services Agency by $10,000 for the period through April 30, 2020 and $50,000 for the final renewal period through April 30, 2021 to be funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney. 22B. APPROVE CONTRACT AMENDMENTS WITH ACCO ENGINEERING, FM THOMAS, JOHNSON CONTROLS INC., AND TRANE, EXTENDING THE TERM FOR SIX MONTHS AND INCREASING THE COMPENSATION IN A COMBINED AMOUNT NOT TO EXCEED $200,000, FOR A TOTAL CONTRACT AMOUNT OF $1,400,000, FOR HEATING -VENTILATION -AIR CONDITIONING REPAIR SERVICES (SPECIFICATION NO. 15-114) - Finance and Management Services Agency; Public Works Agency and Police Department MOTION: Authorize the City Manager to amend the contracts with ACCO Engineering, FM Thomas, Johnson Controls Inc., and Trane for Heating -Ventilation -Air Conditioning (HVAC) repair services, including emergency on -call services, extending the term for six months, from March 15, 2020 to September 30, 2020, and increasing the compensation by an amount not to exceed $200,000, for a total contract amount of $1,400,000, subject to non -substantive changes approved by the City Manager and City Attorney. AGREEMENTS 25A. APPROVE AN AGREEMENT WITH DULAC ENTERPRISES (DBA BIG RED BUS) FOR TROLLEY SERVICES FOR SPECIAL EVENTS IN THE CITY AND DOWNTOWN AREA IN AN AGGREGATE AMOUNT NOT TO EXCEED $188,800 (GENERAL FUND & NON -GENERAL FUND) - Community Development Agency MOTION: Authorize the City Manager to execute an agreement with the Dulac Enterprises (dba Big Red Bus) for trolley transportation services in the City of Santa Ana and Downtown area, for a one-year term from March 1, 2020 through March 31, 2021, in DRAFT CITY COUNCIL MINUTES 1 Olk_9 MARCH 3, 2020 the amount of $77,600 and an option for two one-year extensions exercisable by the City Manager and City Attorney, for an aggregate amount not to exceed of $188,800, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-XXX). Motion to approve as amended to request to add City branding on the trolley; authorize the City Manager to execute an agreement with the Dulac Enterprises (dba Big Red Bus) for trolley transportation services in the City of Santa Ana and Downtown area, for a one-year term from March 1, 2020 through March 31, 2021, in the amount of $77,600 and an option for two one- year extensions exercisable by the City Manager and City Attorney, for an aggregate amount not to exceed of $188,800, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-034). Moved by Councilmember Penaloza seconded by Councilmember Bacerra. Councilmember Penaloza motioned to approve item 25A as amended, seconded by Councilmember Bacerra. MOTION: Councilmember SECOND: Councilmember Bacerra Penaloza VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (7) NOES None (0) ABSTAIN: None (0) ABSENT: None (0) 40% 1 25B. APPROVE AN AGREEMENT WITH WHITE NELSON DIEHL EVANS LLP TO PROVIDE PROFESSIONAL AUDITING SERVICES IN AN AMOUNT NOT TO EXCEED $371,260 — Finance and Management Services Agency MOT/ON: Authorize the City Manager to execute an agreement with White Nelson Diehl Evans LLP to provide professional auditing services in the amount of $185,630, with a provision for one one-year renewal in the amount of $185,630 for the period from March 3, 2020 through the completion of services for the fiscal year ending on June 30, 2021, for a total amount not to exceed $371,260 subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-XXX). This Consent Item 25B - Agreement No. 2020-035 was approved. 25C. APPROVE AN AGREEMENT WITH SO CAL RIDES, LLC. FOR CARNIVAL SERVICES AT CITY EVENTS FOR AN AMOUNT PAYABLE TO THE CITY OF 25 PERCENT OF GROSS SALES (30 PERCENT FOR ADVANCE SALES) WITH FUNDS DRAFT CITY COUNCIL MINUTES 1 U -1 O MARCH 3, 2020 TO BE DEPOSITED IN THE GENERAL FUND — Parks, Recreation and Community Services Agency MOT/ON: Authorize the City Manager to execute an agreement with So Cal Rides, LLC for carnival services at City events for an amount payable to the City of 25 percent of gross sales (30 percent for advance sales) for the period March 20, 2020 to March 2, 2023 with funds to be deposited in the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-XXX). Motion to adopt authorize the City Manager to execute an agreement with So Cal Rides, LLC for carnival services at City events for an amount payable to the City of 25 percent of gross sales (30 percent for advance sales) for the period March 20, 2020 to March 2, 2023 with funds to be deposited in the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-036). Moved by Councilmember Penaloza seconded by Councilmember Iglesias. Councilmember Penaloza motioned to adopt item 25C, seconded by Councilmember Iglesias. MOTION: Councilmember SECOND: Councilmember Iglesias Penaloza VOTE: AYES: AIBSTAIN:qW ABSENT: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (7) None (0) None (0) None (0) 25D. APPROVE AN AGREEMENT WITH CALIFORNIA BARRICADE RENTALS, INC. FOR TRAFFIC CONTROL EQUIPMENT AND SERVICES AT CITY EVENTS FOR AN ANNUAL AMOUNT NOT TO EXCEED $165,000, FOR A TOTAL AGREEMENT AMOUNT OF $495,292.89 TO BE FUNDED BY THE GENERAL FUND — Parks, Recreation and Community Services Agency; Police Department and Community Development Agency MOT/ON: Authorize the City Manager to execute an agreement with California Barricade Rentals, Inc. for traffic control equipment and services at City events for an annual amount not to exceed $165,000 and a total agreement amount of $495,292.89 for the period March 3, 2020 to March 2, 2023 to be funded by the General Fund, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A- 2020-XXX). Motion to Approve Authorize the City Manager to execute an agreement with California Barricade Rentals, Inc. for traffic control equipment and services at City events for an annual DRAFT CITY COUNCIL MINUTES 1 O -1 1 MARCH 3, 2020 amount not to exceed $165,000 and a total agreement amount of $495,292.89 for the period March 3, 2020 to March 2, 2023 to be funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-037). Moved by Councilmember Penaloza seconded by Mayor Pro Tern Villegas. Councilmember Penaloza motioned to approve item 25D, seconded by Mayor Pro Tern Villegas. MOTION: Councilmember SECOND: Mayor Pro Tern Villegas Penaloza VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 25E. APPROVE AGREEMENTS WITH CALIFORNIA BARRICADE RENTALS, INC. AND STATEWIDE TRAFFIC SAFETY AND SIGNS, INC. FOR ON -CALL TRAFFIC CONTROL SERVICES AND EQUIPMENT RENTAL FOR A THREE YEAR PERIOD IN AN AMOUNT NOT TO EXCEED $300,000 — Public Works Agency MOT/ON: Authorize the City Manager to execute agreements with California Barricade Rentals, Inc. and Statewide Traffic Safety and Signs, Inc. to provide on -call traffic control services and equipment rental for a three-year period beginning March 3, 2020 and expiring on March 2, 2023, with a provision for one two-year extension exercisable by the City Manager and City Attorney, for a total aggregate amount not to exceed $300,000, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-XXX and Agreement No. A-2020-XXX). This Consent Item 25E - Agreement No. 2020-038 and 2020-039 was approved. 25F. APPROVE AN AGREEMENT WITH HCI SYSTEMS, INC. IN THE AMOUNT OF $245,422 TO REPLACE A FIRE PANEL AT THE POLICE DEPARTMENT JAIL FACILITY, ESTIMATED DELIVERY COST $255,422 (SPECIFICATION NO. 19-116) (GENERAL FUND) - Public Works Agency and Police Department Authorize the City Manager to execute an agreement with HCI Systems, Inc. for the purchase and installation of an Edwards EST-3 fire alarm panel at the Santa Ana Jail, for the term beginning March 4, 2020 and expiring on December 31, 2020, with a provision for a one-year extension exercisable by the City Manager and City Attorney, in an amount not to exceed $245,422 which includes a DRAFT CITY COUNCIL MINUTES 1 U4-12 MARCH 3, 2020 contingency of $10,000, subject to non -substantive changes approved by the City Manager and the City Attorney (Agreement No. A-2020-XXX). Approve the Project Cost Analysis for a total estimated construction delivery cost of $255,422, which includes $235,422 for purchase and installation and a $10,000 project contingency, and $10,000 for contract administration, inspection and testing. This Consent Item 25F - Agreement No. 2020-040 was approved. 25G. APPROVE LEGAL SERVICES AGREEMENT WITH RUTAN & TUCKER LLP FOR LAND USE AND CALIFORNIA ENVIRONMENTAL QUALITY ACT LITIGATION SERVICES IN AN AMOUNT NOT TO EXCEED $150,000 — City Attorney's Office and Planning and Building Agency MOT/ON: Authorize the City Manager to execute an agreement for legal services with the law firm of Rutan & Tucker, LLP ("Rutan") for land use and California Environmental Quality Act ("CEQA") litigation services, effective March 3, 2020 until March 2, 2023, with a provision for a one-year extension exercisable by the City Manager and City Attorney in an amount not to exceed $150,000, subject to non -substantive changes approved by the City Manager and the City Attorney (Agreement No. A-2020-XXX). This Consent Item 25G - Agreement No. 2020-041 was approved. Mayor Pulido announced that the Oath of Office would be taken out of order prior to Item 29A. MISCELLANEOUS - BUDGET 29A. APPROVE A SOLE SOURCE PURCHASE ORDER TO THE NATIONAL FITNESS CAMPAIGN, LLC (NFC) FOR THE PURCHASE OF A NFC FITNESS COURT AT DELHI AND ROSITA PARKS FOR AN AMOUNT NOT TO EXCEED $218,130 TO BE FUNDED BY THE GENERAL FUND — Parks, Recreation and Community Services Agency MOT/ON: Authorize the City Manager to execute a sole source purchase order to the National Fitness Campaign, LLC (NFC) for a NFC Fitness Court at Delhi and Rosita Parks for an amount not to exceed $218,130, funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney. Motion to adopt to authorize the City Manager to execute a sole source purchase order to the National Fitness Campaign, LLC (NFC) for a NFC Fitness Court at Delhi and Rosita Parks for an amount not to exceed $218,130, funded by the General Fund, subject to non -substantive changes approved by the City Manager and City Attorney. Moved by Councilmember Penaloza seconded by Councilmember Sarmiento. Councilmember Penaloza motioned to adopt Item 29A, seconded by Councilmember Sarmiento. DRAFT CITY COUNCIL MINUTES 1 U } _ 1 3 MARCH 3, 2020 MOTION 11911A=F Councilmember Penaloza AYES: NOES: SECOND: Councilmember Sarmiento Mayor Pulido, Mayor Pro Councilmember Bacerra, Iglesias, Councilmember Councilmember Sarmiento, Solorio (7) None (0) ABSTAIN: None (C ABSENT: None (C END OF CONSENT CALENDAR I( ADMINISTER OATH OF OFFICE TO: Tern Villegas, Councilmember Penaloza, Councilmember 1. CIELO ECHEGOYEN, YOUTH COMMISSIONER 2. CORY NELSON, RECREATION AND PARKS BOARD MEMBER Clerk of the Council, Daisy Gomez, administered the Oath of Office to Cielo Echegoyen, Youth Commissioner. BUSINESS CALENDAR RESOLUTIONS 55A. ADOPT A RESOLUTION DECLARING CITY -OWNED PROPERTY AT 203-205 W. CIVIC CENTER DRIVE (YMCA BUILDING) AS SURPLUS LAND AND DIRECTING THE CITY MANAGER TO COMPLY WITH REQUIREMENTS OF GOVERNMENT CODE 54220 FOR SALE OF SURPLUS LAND — Community Development Agency MOT/ON: Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA DECLARING CITY -OWNED PROPERTY LOCATED AT 203-205 W. CIVIC CENTER DRIVE, AS SURPLUS LAND AND DIRECTING THE CITY MANAGER TO FOLLOW THE PROCEDURES SET FORTH IN THE SURPLUS LAND ACT, CALIFORNIA GOVERNMENT CODE SECTION 54220, ET SEQ., AS AMENDED ON JANUARY 1, 2020, FOR THE SALE OF SURPLUS LAND Motion to adopt RESOLUTION NO. 2020-014 ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTAANA DECLARING CITY -OWNED PROPERTY LOCATED AT 203-205 W. CIVIC CENTER DRIVE, AS SURPLUS LAND AND DIRECTING THE CITY MANAGER TO FOLLOW THE PROCEDURES SET FORTH IN THE SURPLUS LAND ACT, CALIFORNIA GOVERNMENT CODE SECTION 54220, ET SEQ., AS AMENDED ON DRAFT CITY COUNCIL MINUTES 104_ 1 4 MARCH 3, 2020 JANUARY 1, 2020, FOR THE SALE OF SURPLUS LAND moved by Councilmember Penaloza seconded by Councilmember Sarmiento. Councilmember Penaloza motioned to adopt 55A, seconded by Councilmember Sarmiento. MOTION VOTE: Councilmember Penaloza AYES: kiP7: &5 ABSTAIN ABSENT: SECOND: Councilmember Sarmiento Mayor Pulido, Mayor Pro Councilmember Bacerra, Iglesias, Councilmember Councilmember Sarmiento, Solorio (7) None (0) None (0) None (0) Tern Villegas, Councilmember Penaloza, Councilmember 55B. ADOPT A RESOLUTION APPROVING A ONE-YEAR EXTENSION OF THE VARIANCE NO. 2017-09 AND TENTATIVE TRACT MAP NO. 2017-03 FOR THE TOM'S TRUCKS DEVELOPMENT TO BE LOCATED AT 1008 EAST FOURTH STREET - Planning and Building Agency MOT/ON: Adopt a resolution. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA FOR THE ONE YEAR EXTENSION OF VARIANCE NO. 2017-09 AND TENTATIVE TRACT MAP NO. 2017-03 FOR THE TOM'S TRUCKS RESIDENTIAL DEVELOPMENT TO BE LOCATED AT 1008 EAST FOURTH STREET Motion to Adopt RESOLUTION NO. 2020-015 ENTITLED: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA FOR THE ONE YEAR EXTENSION OF VARIANCE NO. 2017-09 AND TENTATIVE TRACT MAP NO. 2017-03 FOR THE TOM'S TRUCKS RESIDENTIAL DEVELOPMENT TO BE LOCATED AT 1008 EAST FOURTH STREET. Moved by Councilmember Bacerra seconded by Mayor Pro Tem Villegas. Councilmember Bacerra motioned to adopt item 55B, seconded by Mayor Pro Tern Villegas. Jdf]I I P] L VOTE: Councilmember Bacerra AYES: NOES: SECOND: Mayor Pro Tern Villegas Mayor Pulido, Mayor Pro Councilmember Bacerra, Iglesias, Councilmember Councilmember Sarmiento, Solorio (7) None (0) Tern Villegas, Councilmember Penaloza, Councilmember DRAFT CITY COUNCIL MINUTES 1 U4-15 MARCH 3, 2020 ABSTAIN: None (0) ABSENT: None (0) ADMINISTRATIVE MATTERS - BUSINESS 60A. APPROVE THE FISCAL YEAR 2020-2022 COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM FOR A TOTAL AMOUNT OF $7,560,549 - Community Development Agency Continued from the February 18, 2020 City Council meeting by a vote of 6-0 (Sarmiento absent). 1. Approve the proposed fiscal Year 2020-2021 Community Development Block Grant Program in the estimated amount of $7,560,549, subject to adjustment upon notification of the Grant Year 2020 and 2021 award from the United States Department of Housing and Urban Development. The estimated amount of $7,560,549 includes $5,701,154 from the Grant Year 2020 allocation, re -allocation of prior year program funds in the amount of $1,004,222, and $855,173 from 2021 Grant Year allocation for public services from the United States Department of Housing and Urban Development. 3,Community Direct the City Attorney to finalize and authorize the City Manager to execute memorandums of understanding with various city departments awarded funds as part of the approved Community Development Block Grant Program for a term beginning July 1, 2020 through June 30, 2021, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A- 2020-XXX). Direct the City Attorney to finalize and authorize the City Manager to execute agreements with non-profit organizations awarded funds as part of the approved Development Block Grant Program for a two-year term beginning July 1, 2020 through June 30, 2022, subject to non -substantive changes approved by the City Manager and City Attorney. Funding for Public Services approved for Fiscal Year 2020-2021 will be renewed at the same award amount for 2021-2022 subject to review of the non- profit organization's performance (Agreement No. A- 2020-XXX). DRAFT CITY COUNCIL MINUTES 1 U } _ 1 6 MARCH 3, 2020 Mayor Pro Tern Villegas motioned for the original amounts to be reinstated to the Women's Journey Foundation and Ralampago del Cielo and direct staff to find new funding for the Summer Night Lights program. PUBLIC COMMENT Dr. Ana Jimenez-Hami spoke in support of funding the Orange County Children's Therapeutic Arts Center. Councilmember Sarmiento requested to enhance funding toward the Delhi Center assistance. Councilmember Solorio requested that staff consider bringing back the item to fund additional asks by other means. City Manager Kristine reviewed Council's request from the prior meeting and noted changes made which entailed the fund reduction of two organizations to fund the Summer Night Lights program. Motion to amend original amounts to be reinstated to the Women's Journey Foundation and Ralampago del Cielo and direct staff to find new funding for the Summer Night Lights program and Delhi Center. Moved by Mayor Pro Tern Villegas seconded by Councilmember Sarmiento. Councilmember Bacerra requested that staff bring back to Council the details of where the funding will come from. Motion to approve amended item 60A, Fiscal Year 2020-2022 Community Development Block Grant Program for a total amount of $7,560,549: 1. Approve the proposed Fiscal Year 2020- 2021 Community Development Block Grant Program in the estimated amount of $7,560,549, subject to adjustment upon notification of the Grant Year 2020 and 2021 award from the United States Department of Housing and Urban Development. The estimated amount of $7,560,549 includes $5,701,154 from the Grant Year 2020 allocation, re -allocation of prior year program funds in the amount of $1,004,222, and $855,173 from 2021 Grant Year allocation for public services from the United States Department of Housing and Urban Development. 2. Direct the City Attorney to finalize and authorize the City Manager to execute memorandums of understanding with various city departments awarded funds as part of the approved Community Development Block Grant Program for a term beginning July 1, 2020 through June 30, 2021, subject to non -substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020-042). 3. Direct the City Attorney to finalize and authorize the City Manager to execute agreements with non-profit organizations awarded funds as part of the approved Community Development Block Grant Program for a two-year term beginning July 1, 2020 through June 30, 2022, subject to non -substantive changes approved by the City Manager and City Attorney. Funding for Public Services approved for Fiscal Year 2020-2021 will be renewed at the same award amount for 2021-2022 subject to review of the non-profit organization's performance (Agreement No. A-2020-043). 4. Direct staff to find additional funding for Summer Night Lights and the Delhi Center. Moved by Councilmember Penaloza seconded by Councilmember Iglesias. DRAFT CITY COUNCIL MINUTES 1 U4-17 MARCH 3, 2020 Councilmember Penaloza motioned to approve item 60A as presented and direct staff to find additional funding for Summer Night Lights and the Delhi Center, seconded by Councilmember Iglesias. MOTION VOTE: Councilmember Penaloza AYES: ki IQ: &S ABSTAIN ABSENT: SECOND: Councilmember Iglesias Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (4) Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Sarmiento (3) None (0) None (0) 60B. APPROVE ISSUANCE OF THE DRAFT SOLID WASTE SERVICES REQUEST FOR PROPOSALS, APPROVE A ONE-YEAR EXTENSION OF THE SOLID WASTE SERVICES AGREEMENT WITH WASTE MANAGEMENT, AND AUTHORIZE A PROPOSITION 218 PROCESS - Public Works Agency 3a) Approve issuance of the Draft Solid Waste Services Request for Proposals to maintain the established implementation timeline, subject to non -substantive ;changes. Approve a one-year extension June 30, 2021 through June 30, 2022 of the Solid Waste Services agreement With Waste Management that includes alternate programming for green waste diversion to maintain compliance with State legislation (Agreement No. A- 2020-XXX). Authorize and direct staff to prepare all required documents necessary to proceed with notification of proposed refuse rate adjustments in compliance with Proposition 218 requirements, including, but not limited to, the following: Prepare and mail proposed rate adjustment notices to all Santa Ana property owners with cart service in compliance with Proposition 218 requirements at cost not to exceed $20,000; 3b) Schedule a public hearing at a future Council meeting, on or after April 21, 2020; 3c) Prepare all other documents required to proceed with proposed refuse rate adjustments. DRAFT CITY COUNCIL MINUTES 1 U } _ 1 8 MARCH 3, 2020 Motion to continue for two weeks to the March 17, 2020, City Council meeting. Moved by Mayor Pro Tern Villegas seconded by Councilmember Bacerra. Mayor Pro Tern Villegas motioned to continue item 60B, seconded by Councilmember Bacerra. MOTION: Mayor Pro SECOND: Councilmember Bacerra Tern Villegas VOTE: AYES: Mayor Pulido, Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Solorio (6) NOES: None (0) ABSTAIN: None (0),,. ABSEN Councilmember SarmieN(1) REPORTS 65A. DISCUSS THE FEASIBILITY OF A DOG PARK AT CENTENNIAL PARK AND PROVIDE DIRECTION TO STAFF — Parks, Recreation and Community Services Agency MOT/ON: Discuss the feasibility of a dog park at Centennial Park and provide direction to staff. Councilmembers provided direction to staff to bring back to Council Dog Park options and include an educational component for pet owners. Mayor Pulido left the meeting at 7:29 p.m. 75A. PUBLIC HEARING -APPROVE A DISPOSITION AND DEVELOPMENT AGREEMENT WITH THRIVE SANTA ANA, INC. AND A NINETY-NINE YEAR GROUND LEASE FOR THE DEVELOPMENT OF A MICROFARM AT 1901 W WALNUT AVENUE (APN# 007-332-08) -Community Development Agency Legal Notice published in the Orange County Reporter on February 21, 2020. 1. Conduct a Public Hearing required pursuant to California Government Code 53083. 2. Authorize the City Manager to execute a Disposition and Development Agreement with THRIVE, Santa DRAFT CITY COUNCIL MINUTES 1 U4-19 MARCH 3, 2020 Ana, Inc. for the development of a microfarm at 1901 W Walnut Street and to execute a 99-year Ground Lease, at a lease rate of one dollar per month, upon the terms and conditions contained in the Development and Disposition Agreement, subject to non -substantive changes approved by the City Manager and the City Attorney (Agreement No. A- 2020-XXX). Iall:II[SZKe]81IVAl:11►11 Applicant Luis Sarmiento spoke in support of the item. Seeing no one else wishing to speak, Mayor Pro Tern Villegas opened and closed the public hearing at 7:51 p.m. Motion to approve to authorize the City Manager to execute a Disposition and Development Agreement with THRIVE, Santa Ana, Inc. for the development of a microfarm at 1901 W Walnut Street and to execute a 99-year Ground Lease, at a lease rate of one dollar per month, upon the terms and conditions contained in the Development and Disposition Agreement, subject to non - substantive changes approved by the City Manager and the City Attorney (Agreement No. A- 2020-044). Moved by Councilmember Bacerra seconded by Councilmember Penaloza. Councilmember Bacerra motioned to approve item 75A, seconded by Councilmember Penaloza. MOTION Councilmember Bacerra AYES: ABSENT: SECOND: Councilmember Penaloza Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (6) None (0) None (0) Mayor Pulido (1) 75B. PUBLIC HEARING - APPROVE SALES TAX SHARING AGREEMENT WITH TACENERGY — Community Development Agency Legal Notice published in the Orange County Reporter on February 21, 2020. MOT/ON: Conduct a public hearing and authorize City Manager to execute the Sales Tax Sharing Agreement with TACenergy for continued operation of the company's sales office in Santa Ana, for the period of April 1, 2020 through December 31, 2045, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A- 2020-XXX). DRAFT CITY COUNCIL MINUTES 104-20 MARCH 3, 2020 Seeing no one wishing to speak, Mayor Pro Tern Villegas opened and closed the public hearing at 8:05 p.m. Motion to adopt to conduct a public hearing and authorize City Manager to execute the Sales Tax Sharing Agreement with TACenergy for continued operation of the company's sales office in Santa Ana, for the period of April 1, 2020 through December 31, 2045, subject to non - substantive changes approved by the City Manager and City Attorney (Agreement No. A-2020- 045). Moved by Councilmember Solorio seconded by Councilmember Bacerra. Councilmember Solorio motioned to adopt item 75B, seconded by Councilmember Bacerra. MOTION: Councilmember SECOND: Councilmember Bacerra Solorio VOTE: AYES: Mayor Pro Tern Villegas, Councilmember Bacerra, Councilmember Iglesias, Councilmember Penaloza, Councilmember Sarmiento, Councilmember Solorio (6) NOES: None (0) \(1) ABSTAIN: None (0) ABSENT: Mayor Pulido 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. Only action available to City Council is to provide direction to City Manager. 85A. DISCUSS AND CONSIDER DIRECTING THE CITY MANAGER TO DIRECT STAFF TO TAKE ACTION, INCLUDING BUT NOT LIMITED TO, PREPARING A LETTER -WRITING CAMPAIGN TO STATE LEGISLATORS AND WORKING DIRECTLY WITH LEGISLATORS TO URGE THE REPEAL OF ASSEMBLY BILL 109, PROPOSITION 47, AND PROPOSITION 57, WHICH HAVE CAUSED AN EPIDEMIC OF CRIME, DRUGS, WASTE, AND DISTURBANCES IN OUR COMMUNITY - Councilmembers Iglesias and Penaloza Council supports with no objections and provided direction to City staff. 85B. DISCUSS AND CONSIDER DIRECTING THE CITY MANAGER TO RETURN TO THE CITY COUNCIL WITH OPTIONS AND RECOMMENDATIONS TO PROTECT AND ENSURE THE SAFETY OF THE RESIDENTS OF SANTA ANA, SUCH AS BY TAKING ACTION TO SUPPORT THE CITY OF COSTA MESA IN THEIR OPPOSITION TO THE TRANSPORTING OF PERSONS INFECTED WITH OR EXPOSED TO THE DRAFT CITY COUNCIL MINUTES 104-21 MARCH 3, 2020 CORONAVIRUS TO ANY PLACE WITHIN COSTA MESA UNTIL AN ADEQUATE SITE SURVEY HAS BEEN CONDUCTED, THE DESIGNATED SITE HAS BEEN DETERMINED SUITABLE FOR THIS PURPOSE, ALL NECESSARY SAFEGUARDS AND PRECAUTIONS HAVE BEEN PUT IN PLACE, AND THE PUBLIC AND LOCAL GOVERNMENT HAVE BEEN INFORMED OF ALL EFFORTS TO MITIGATE RISK OF TRANSMISSION OF THE DISEASE - Councilmember Penaloza Council supports with no objections and provided direction to City staff. COMMENTS PUBLIC COMMENTS (If not considered by the Chair at an earlier time. Please refer to Basic City Council Meeting Information page for details). Donna Rosalie Carranza spoke in support keeping the Mental Health Association open. Kathleen Bagley spoke in support of keeping the Mental Health Association open. Councilmember Solorio left the meeting at 8:26 p.m. Lili Graham spoke in support of keeping the Mental Health Association open and dismiss the lawsuit. Heide Joya spoke in support of keeping the Mental Health Association open and dismiss the lawsuit. 90A. CITY MANAGER'S COMMENTS 90B. CITY COUNCILMEMBER COMMENTS Councilmember Bacerra made community announcements. Councilmember Sarmiento made community announcements. Councilmember Penaloza made community announcements. Councilmember Iglesias made community announcements. Mayor Pro Tern Villegas made community announcements. ADJOURNMENT - The next meeting of the City Council is scheduled for Tuesday, March 17, 2020 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. Mayor Pro Tern Villegas adjourned the City Council meeting at 8:44 p.m. DRAFT CITY COUNCIL MINUTES 1 U4_22 MARCH 3, 2020 FUTURE AGENDA ITEMS Ir:Eel :70Ito] ►12_l:7:gOil :4241►nwell a9:i alx011 PARK SECURITY UPDATE DRAFT CITY COUNCIL MINUTES 1 U4-23 MARCH 3, 2020 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: RECEIVE AND FILE — FISCAL YEAR 2018-19 SINGLE AUDIT REPORT CLERK OF COUNCIL USE ONLY: _••e• ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sl Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Receive and file the Single Audit Report for the fiscal year ended June 30, 2019. DISCUSSION All non-federal entities that expend $750,000 or more of federal assistance in a year are required to obtain an annual audit to comply with the regulations and compliance requirements of the Office of Management and Budget (OMB). The City of Santa Ana (the City) expended $49.5 million of federal awards during Fiscal Year 2018-19 (from July 1, 2018 to June 30, 2019). The Single Audit (Exhibit 1) has been completed by the City's independent auditor, White Nelson Diehl Evans LLP. The Accounting Division is pleased to report that the City received an unmodified opinion (clean) on the Single Audit Report and no compliance findings were noted. The clean opinion indicates that the City complied, in all material respects, with the compliance requirements that could have a direct and material effect on each of its major federal programs for the fiscal year ended June 30, 2019. The auditors selected Housing Voucher Cluster and Highway Planning and Construction as major programs for the audit. The Single Audit Report for the fiscal year ended June 30, 2019 is posted and available on the City's website (https://www.santa-ana.org/finance/comprehensive-annual-financial-reports-cafr- and-other-financial-reports), along with Single Audit reports for prior fiscal years. In addition, the report has been submitted for certification as part of the Single Audit Data Collection Form process. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #4 - City Financial Stability, Objective #1 (maintain a Stable, Efficient, and Transparent Financial Environment). 19C-1 Receive and File — Fiscal Year 2018-19 Single Audit Report March 17, 2020 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. Kathryn Downs, CPA Executive Director Finance and Management Services Agency Exhibit: 1. Fiscal Year 2018-19 Single Audit Report 19C-2 EXHIBIT 7 CITY OF SANTAANA, CALIFORNIA SINGLE AUDIT OF FEDERAL AWARDS AND OTHER FINANCIAL INFORMATION JUNE 30, 2019 19C-3 CITY OF SANTA ANA, CALIFORNIA TABLE OF CONTENTS June 30, 2019 Page Number Independent Auditors' Report on Internal Control over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 1-2 Independent Auditors' Report on Compliance for Each Major Federal Program, Report on Internal Control over Compliance, Report on Schedule of Expenditures of Federal Awards Required by the Uniform Guidance, Schedule of Expenditures of State Awards Required by the State of California, and Housing Authority of the City of Santa Ana Financial Data Schedules Required by the US Department of Housing and Urban Development 3 - 5 Schedule of Expenditures of Federal Awards 6-9 Schedule of Expenditures of State Awards 10 Notes to the Schedules of Expenditures of Federal and State Awards 11 Housing Authority of the City of Santa Ana Financial Data Schedules: Financial Data Schedule of Assets, Liabilities, and Equity as of June 30, 2019 12 Financial Data Schedule of Revenues, Expenses, and Changes in Equity for the Fiscal Year Ended June 30, 2019 13 Schedule of Findings and Questioned Costs Summary Schedule of Prior -Year Audit Findings 14 - 15 16 19C-4 INDEPENDENT AUDITORS' REPORT ON INTERNAL CONTROL OVER FINANCIAL REPORTING AND ON COMPLIANCE AND OTHER MATTERS BASED ON AN AUDIT OF FINANCIAL STATEMENTS PERFORMED IN ACCORDANCE WITH GOVERNMENTAUDITING STANDARDS Honorable City Council of the City of Santa Ana Santa Ana, California We have audited, in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, the financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the City of Santa Ana, California (the City), as of and for the year ended June 30, 2019, and the related notes to the financial statements, which collectively comprise the City's basic financial statements, and have issued our report thereon dated December 3, 2019. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the City's internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the City's internal control. Accordingly, we do not express an opinion on the effectiveness of the City's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the City's financial statements will not be prevented, or detected and corrected, on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. 2875 Michelle Drive, Suite 300 1 Irvine, 491C..4606 I WNDECPA.com 1 714.978.1300 Compliance and Other Matters As part of obtaining reasonable assurance about whether the City's financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of This Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the City's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the City's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. z'�.��te� ,1 ;JJ ZzP Irvine, California December 3, 2019 196-6 INDEPENDENT AUDITORS' REPORT ON COMPLIANCE FOR EACH MAJOR FEDERAL PROGRAM, REPORT ON INTERNAL CONTROL OVER COMPLIANCE, REPORT ON SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS REQUIRED BY THE UNIFORM GUIDANCE, SCHEDULE OF EXPENDITURES OF STATE AWARDS REQUIRED BY THE STATE OF CALIFORNIA, AND HOUSING AUTHORITY OF THE CITY OF SANTAANA FINANCIAL DATA SCHEDULES REQUIRED BY THE US DEPARTMENT OF HOUSING AND URBAN DEVELOPMENT Honorable City Council of the City of Santa Ana Santa Ana, California Report on Compliance for Each Major Federal Program We have audited the City of Santa Ana's (the City) compliance with the types of compliance requirements described in Office of Management and Budget Compliance Supplement that could have a direct and material effect on each of the City's major federal programs for the year ended June 30, 2019. The City's major federal programs are identified in the summary of auditors' results section of the accompanying schedule of findings and questioned costs. Management's Responsibility Management is responsible for compliance with the federal statutes, regulations, and the terms and conditions of its federal awards applicable to its federal programs. Auditors' Responsibility Our responsibility is to express an opinion on compliance for each of the City's major federal programs based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America, the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, and the audit requirements of Title 2 US Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Those standards and the Uniform Guidance require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about the City's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion on compliance for each major federal program. However, our audit does not provide a legal determination of the City's compliance. 3 2875 Michelle Drive, Suite 300 1 hvine, 491C. 7606 I WNDECPA.com 1 714.978.1300 Opinion on Each Major Federal Program In our opinion, the City complied, in all material respects, with the types of compliance requirements referred to above that could have a direct and material effect on each of its major federal programs for the year ended June 30, 2019. Report on Internal Control over Compliance Management of the City is responsible for establishing and maintaining effective internal control over compliance with the types of compliance requirements referred to above. In planning and performing our audit of compliance, we considered the City's internal control over compliance with the types of compliance requirements that could have a direct and material effect on each major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing an opinion on compliance for each major federal program and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of the City's internal control over compliance. A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance. Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose. 196-8 Report on Schedule of Expenditures of Federal Awards Required by the Uniform Guidance, the Schedule of Expenditures of State Awards Required by the State of California, and the Housing Authority of the City of Santa Ana Financial Data Schedules Required by the US Department of Housing and Urban Development We have audited the financial statements of the governmental activities, the business -type activities, each major fund, and the aggregate remaining fund information of the City of Santa Ana as of and for the year ended June 30, 2019, and the related notes to the financial statements, which collectively comprise the City's basic financial statements. We issued our report thereon dated December 3, 2019, which contained unmodified opinions on those financial statements. Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the basic financial statements. The accompanying Schedule of Expenditures of Federal Awards, the Schedule of Expenditures of State Awards, and the Housing Authority of the City of Santa Ana Financial Data Schedules are presented for purposes of additional analysis as required by the Uniform Guidance, the State of California, and the US Department of Housing and Urban Development, respectively, and are not a required part of the basic financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. The information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the Schedule of Expenditures of Federal Awards, the Schedule of Expenditures of State Awards, and the Housing Authority of the City of Santa Ana Financial Data Schedules are fairly stated in all material respects in relation to the basic financial statements as a whole. Irvine, California February 28, 2020, except for the Report on the Schedule of Expenditures of Federal Awards Required by the Uniform Guidance, the Schedule of Expenditures of State Awards Required by the State of California, and the Housing Authority of the City of Santa Ana Financial Data Schedules Required by the US Department of Housing and Urban Development to which the date is December 3, 2019. 196-9 SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS 19C-10 CITY OF SANTA ANA, CALIFORNIA Schedule of Expenditures of Federal Awards For the Fiscal Year Ended June 30, 2019 Federal Grantor / Pass -Through Grantor / Program Title Catalog of Federal Domestic Assistance Number Program Identification Number U.S. Department of Housing and Urban Development Direct Programs: Community Development Block Grants/Entitlement Grants: Community Development Block Grants 14.218 B-14-MC-06-0508 Community Development Block Grants 14.218 B-15-MC-06-0508 Community Development Block Grants 14.218 B-16-MC-06-0508 Community Development Block Grants 14.218 B-17-MC-06-0508 Community Development Block Grants 14.218 B-18-MC-06-0508 Community Development Block Grants 14.218 B-18-MC-06-0508(PI) Neighborhood Stabilization Program 1 14.218 B-08-MN-06-0522(PI) Neighborhood Stabilization Program 3 14.218 B-11-MN-06-0522(PI) Subtotal Community Development Block Grants/Entitlement Grants Emergency Solutions Grant Program Emergency Solutions Grant Program Subtotal Emergency Solutions Grant Program Housing Voucher Cluster: Section 8 Housing Choice Vouchers Mainstream Vouchers Subtotal Housing Voucher Cluster Family Self -Sufficiency Program Family Self -Sufficiency Program Subtotal Family Self -Sufficiency Program HOME Investment Partnerships Program HOME Investment Partnerships Program HOME Investment Partnerships Program HOME Investment Partnerships Program HOME Investment Partnerships Program HOME Investment Partnerships Program HOME Investment Partnerships Program HOME Investment Partnerships Program Subtotal HOME Investment Partnerships Program ARRA - Neighborbood Stabilization Program 2 Housing Opportunities for Persons with AIDS Total U.S. Department of Housing and Urban Development (PI) = Program Income 14.231 E-17-MC-06-0508 14.231 E-18-MC-06-0508 14.871 SF-503 Voucher 14.879 FR-6100-N43 14.896 14.896 14.239 14.239 14.239 14.239 14.239 14.239 14.239 14.239 FSS17CA2017-01-00 FSS18CA2644-01-00 M-11-MC-06-0535 M-13-MC-06-0535 M-14-MC-06-0535 M-15-MC-06-0535 M-16-MC-06-0535 M-17-MC-06-0535 M-17-MC-06-0535(PI) M-18-MC-06-0535(PI) 14.256 B-09-LN-CA-0047(PI) 14.241 CA-H13-T0-06 See accompanying notes to Schedules of Expenditures of Federal and State Awards. Federal Awards Expenditures $ 96,079 9,957 51,607 260,355 2,648,836 282,254 8,172 4,545 3,361,805 Amount Provided to Subrecipients 810,218 33,274 843,492 86,781 54,283 469,790 386,485 556,571 440,768 35,592,582 - 16,416 35,608,998 58,504 52,005 110,509 471,844 29,568 108,229 93,032 171,756 186,403 4,710 36,976 1,102,518 10,310 2,992 40,753,703 1,284,260 (Continued) CITY OF SANTA ANA, CALIFORNIA Schedule of Expenditures of Federal Awards For the Fiscal Year Ended June 30, 2019 (Continued) Catalog of Federal Federal Grantor / Domestic Program Federal Amount Pass -Through Grantor / Assistance Identification Awards Provided to Program Title Number Number Expenditures Subrecipients U.S. Department of Labor Workforce Innovation and OpportunityAct (WIOA) Cluster: Passed through CA Employment Development Department: WIOA Adult Program(VOS Enhancement) 17.258 K7102060 $ 2,255 $ - WIOA Adult Program 17.258 K8106656 102,285 - WIOA Adult Program 17.258 K9110047 695,681 Subtotal WIOA Adult Program 800,221 WIOA Dislocated Worker Formula Grants 17.278 K8106656 220,021 - WIOA Dislocated Worker FormulaGrants 17.278 K9110047 570,625 - WIOADislocatedWorkerFormulaGrants(Rapid Response) 17.278 K8106656 290,794 - WIOADislocatedWorkerFormulaGrants(Rapid Response) 17.278 K9110047 264,044 Subtotal WIOA Dislocated Worker Formula Grants 1,345,484 WIOA Youth Activities 17.259 K8106656 116,790 WIOA Youth Activities 17.259 K9110047 785,128 421,725 Subtotal WIOA Youth Activities 901,918 421,725 Passed through County of Orange Community Resources Agency WIOA Dislocated Worker Formula Grants 17.278 16-28-0039-RWS-P 137,049 Subtotal Workforce Innovation and Opportunity Act (WIOA) Cluster 3, 184,672 421,725 Total U.S. Department of abor 3,184,672 421,725 U.S. Department of Transportation Passed through CA Department of Transportation: Highway Planning and Construction: National Highway Performance Program 20.205 BRLS 5063(153) 17,517 - National HighwayPerformanceProgram 20.205 BRLS 5063(184) 156,748 - Bicycle Corridor Improvement 20.205 CMAQ 5063(180) BCI 38,738 - Bicycle Corridor Improvement 20.205 CMAQ 5063(181) BCI 79,071 - Bicycle Corridor Improverent 20.205 CMAQ 5063(183) BCI 15,500 - Demonstration Sec 117 20.205 DEMO 5063(145) 365,805 - Regional Surface Transportation Program 20.205 STPL 5063(176) 106,131 - Highway Safety Improvement Program 20.205 HSIPL 5063(171) 45,778 - Highway Safety Improvement Program 20.205 HSIPL 5063(186) 44,186 - Highway Safety Improvement Program 20.205 HSIPL 5063(187) 32,874 - Highway Safety Improvement Program 20.205 HSIPL 5063(188) 69,788 - Highway Safety Improvement Program 20.205 HSIPL 5063(189) 37,357 - Highway Safety Improvement Program 20.205 HSIPL 5063(190) 94288 Subtotal Highway Planning and Construction 1,103,781 (Continued) See accompanying notes to Schedules of Expenditures of Federal and State Awards. 7 19C-12 CITY OF SANTA ANA, CALIFORNIA Schedule of Expenditures of Federal Awards For the Fiscal Year Ended June 30, 2019 (Continued) Catalog of Federal Federal Grantor / Domestic Program Federal Amount Pass -Through Grantor / Assistance Identification Awards Provided to Program Title Number Number Expenditures Subrecipients Passed through CA Office of Traffic Safety: State and Community Highway Safety: Selective Traffic Enforcement 20.600 PT18133 $ 157,428 $ - SelectiveTrafficEnforcement 20.600 PT19133 303,913 - Public Education on Bicycle Safety 20.600 PS18029 74,565 - Public Education on Bicycle Safety 20.600 PS19031 17,897 Subtotal State and Community Highway Safety 553,803 Total U.S. Department of Transportation 1,657,584 U.S. Department of Justice Direct Programs: Equitable Sharing Program (Asset Forfeiture) 16.922 - 795,436 Public Safety Partnership& Community Policing Grants 16.710 2016-UL-WX-0020 382,090 Passed through Human Options: Culturally and Linguistically Specific Services Program 16.016 2016-WE-AX-0054 109295 Total U.S. Department of Justice 1,286,821 U.S. Department of Homeland Security Homeland Security Grant Program: Passed through CA Office of Emergency Services: Urban Area Security Initiative 2017 97.067 2017-00083 059-95010 802,273 - Passed through City of Anaheim: Urban Area Security Initiative 2016 97.067 2016-SS-0102 895,739 Subtotal Homeland Security Grant Program 1,698,012 Passed through County of Orange Sheriffs Department: Emergency Management Performance Grants 97.042 EMPG 2018-0008 42,303 Total U.S. Department of Homeland Security 1,740,315 U.S. Department of Health and Human Services Passed through County of Orange Social Services Agency: Temporary Assistance for Needy Families 93.558 WRR0216 535,110 (Continued) See accompanying notes to Schedules of Expenditures of Federal and State Awards. 19d-13 CITY OF SANTA ANA, CALIFORNIA Schedule of Expenditures of Federal Awards For the Fiscal Year Ended June 30, 2019 (Continued) Catalog of Federal Federal Grantor / Domestic Program Pass -Through Grantor / Assistance Identification Program Title Number Number U.S. Institute of Museum and Library Services Direct Program: National L eadership CA ants 45.312 LG-07-14-0067-14 Passed through California State Library: Grants to States (Library Services and Technology Act 2012) 45.310 L 5-00-17-0005-17 Total U.S. Institute of Museum and Library Services U.S. Department of Treasury Direct Program: Equitable Sharing Program (Asset Forfeiture) 21.016 - Total Expenditures of Federal Awards See accompanying notes to Schedules of Expenditures of Federal and State Awards. Federal Amount Awards Provided to Expenditures Subrecipients $ 20,336 $ 26,281 46,617 298,165 $ 49,502,987 $ 1,705,985 19G-14 SCHEDULE OF EXPENDITURES OF STATE AWARDS 19C-15 CITY OF SANTA ANA, CALIFORNIA Schedule of Expenditures of State Awards For the Fiscal Year Ended June 30, 2019 Program State Identification Awards Grantor / Program Title Number Expenditures CA Department of Alcoholic Beverage Control Alcoholic Beverage Control Grant 17G-LA44 $ 31,666 CA Department of Housing and Community Development Housing Related Parks Program 16-HRPP-11475 518,109 Affordable Housing Sustainable Communities Program 16-AHSC-11200 5,973 524,082 CA Department of Motor Vehicles SCAQMD Mobile Source Air Pollution Reduction 2012-MSRC NIL 12014 24,033 SCAQMD Mobile Source Air Pollution Reduction MSRC GRANT -NIL 18046 60,000 84,033 CA Department of Parks and Recreation Statewide Park Program - Proposition 84 C6905016 456,600 CA Natural Resources Agency Urban Greening Grant Program - Proposition 84 U59151-0 17,439 CA Department of Resources Recycling and Recovery Oil Payment Program OPP4 7,716 Oil Payment Program OPP7 20,340 OiI Payment Program OPP8 90,695 Beverage Container Payment Program FY 16/17 10,912 129,663 CA Department of Transportation Active Transportation Program ATPL-5063(161) 96,213 Active Transportation Program ATPL-5063(170) 94,316 Active Transportation Program ATPL-5063(172) 121,637 Active Transportation Program ATPL-5063(173) 23,758 Active Transportation Program ATPL-5063(174) 4,696 Active Transportation Program ATPL-5063(177) 119,380 Active Transportation Program ATPL-5063(178) 315,296 Active Transportation Program ATPL-5063(185) 258,378 Active Transportation Program- SB 1 Augmentation ATPSBIL-5063(191) 4,962 Active Transportation Program- SB 1 Augmentation ATPSBIL-5063(193) 10,125 Active Transportation Program- SB 1 Augmentation ATPSBIL-5063(195) 10,939 Southern California Association of Goverment Grant 2754823U3.01/4823E.01 99,770 1,159,470 Total Expenditures of State Awards $ 2.402,953 See accompanying notes to Schedules of Expenditures of Federal and State Awards. 10 19C-16 NOTES TO THE SCHEDULES OF EXPENDITURES OF FEDERAL AND STATE AWARDS 19C-17 CITY OF SANTA ANA, CALIFORNIA NOTES TO THE SCHEDULES OF EXPENDITURES OF FEDERAL AND STATE AWARDS For the year ended June 30, 2019 1. BASIS OF PRESENTATION The accompanying Schedules of Expenditures of Federal and State Awards (the Schedules) include the federal and state award activities of the City of Santa Ana, California (the City), under programs of the federal government and the State of California, as well as federal and state financial assistance passed through other government agencies for the year ended June 30, 2019. The information in the Schedule of Expenditures of Federal Awards (SEFA) is presented in accordance with the requirements of Title 2 US Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Because the Schedules present only a selected portion of the operations of the City, they are not intended to, and do not, present the financial statements of the City. The City's reporting entity is defined in Note I of the notes to the City's financial statements. 2. BASIS OF ACCOUNTING The accompanying Schedules are presented using the modified accrual basis of accounting for governmental funds and the accrual basis for proprietary funds, which is described in the Note 1 of the notes to the City's financial statements. Such expenditures are recognized following the cost principles contained in the Uniform Guidance, wherein certain types of expenditures are not allowable or are limited as to reimbursement. The information in the SEFA is presented in accordance with the requirements of the Uniform Guidance. Therefore, some amounts presented in the SEFA may differ from amounts presented in, or used in the preparation of, the basic financial statements. Pass -through entity identifying numbers are identified where available. 1►11 1: • 1 The City has elected not to use the 10% de minimis indirect cost rate allowed under the Uniform Guidance. 4. CONTINGENCIES Under the terms of federal and state grants, additional audits may be requested by the grantor agencies and certain costs may be questioned as not being appropriate expenditures under the terms of the grants. Such audits could lead to a request for reimbursement to the grantor agencies. 196-18 HOUSING AUTHORITY OF THE CITY OF SANTA ANA FINANCIAL DATA SCHEDULES 19C-19 CITY OF SANTA ANA, CALIFORNIA Housing Authority of the City of Santa Ana Financial Data Schedule of Assets, Liabilities, and Equity June 30, 2019 Fam tiv Self Line Item sufficiency noosing Choice Mainstream No. Account Description Program Vouchers Vouchers Toul Assets Current Assets: ill Cash -Unrestricted S - $ 269,956 $ 14,546 $ 284,502 113 Cash - Other Restricted - 428,007 375,905 803,912 115 Cash- Restricted for Payment of Current Liabilities 133,384 133,384 100 Total Cash 831,347 390,451 1,221,798 Receivables: 122 Accounts Receivable- HUD Other Projects 14,155 - - 14,155 125 Accounts Receivable - Miscellaneous - 1,872 - 1,872 129 Fraud Recovery - 15,666 - 15,666 128.1 Allowance for Doubtful Accounts - Fraud - (5,640) - (5,640) 129 Accrued Interest Receivable 1,877 1,673 3,550 120 Total Receivables, Net of Allowances for Doubtful Accounts 14,155 13,775 1,673 29,603 142 Prepaid Expenses and Other Assets 20,247 20,247 150 Total Current Assets 14,155 865,369 392,124 1,271,648 Noncurrent Assets: Fixed Assets: 164 Furniture,Equipment&Machinery - Administration 166 Accumulated Depreciation 160 Total Fixed Assets, Net of Accumulated Depreciation 174 Other Assets 180 Total Non -Current Assets 290 Total Assets and Deferred Outflows of Resources Liabilities and Eenity Liabilities: 312 Accounts Payable - HUD PHA Programs r90 days 322 Acemed Compensated Absences - Current Portion 331 Accounts Payable - HUD PHA Programs 342 Deferred Revenues 345 Other Current Liabilities 346 Accrued Liabilities - Other 310 Total Current Liabilities Noncurent Liabilities: 353 Noncurrent L iabilities - Other 354 Accrued Compensated Absences - Non Current 350 Total Noncurrent Liabilities 300 Total Liabilities Equity: 509.3 Restricted Fund Balance 511.3 Assigned Fund Balance 513 Total Equity- Net Assets/Position 14,155 865,369 392,124 1,271,648 12,402 22,639 283 - 10,809 14,155 133,385 12,402 22,639 - 283 698 11,507 - 147,540 14,155 179,518 698 194,371 400,150 - 400,150 67,916 67,916 468,066 468,066 14,155 647,584 698 662,437 49,845 376,880 426,725 167,940 14,546 182,486 217,785 391,426 609,211 600 Total Liabilities, Deferred Inflows of Resources and Equity- Net Assets/Posilum $ 14,155 $ 865,369 $ 392,124 $ 1,271,648 196-20 CITY OF SANTA ANA, CALIFORNIA Housing Authority of the City of Santa Ana Financial Data Schedule of Revenues, Expenses, and Changes in Equity For the Fiscal Year Ended June 30, 2019 Focally Self Line Item Sufficiency Housing Choice Mainstream No. Account Description Program vouchers vouchers Tout Rev®ees 70600 HUD PHA Operating Grants $ 110,509 $ 35,377,665 $ 404,802 $ 35,892,976 71100 Investment Income - Unrestricted - ADMIN - 6,412 - 6,412 71400 Freud Recovery - 19,934 - 19,934 71500 Other Revenue - 154,483 - 154,483 72000 Investment Income - Restricted - HAP 153 3,040 3,193 70000 Total Revenue 110,509 35,558,647 407,842 36,076,998 Expens Administrative: 91100 Administrative Salaries - 977,991 - 977,991 91200 Auditing Fees - 13,721 - 13,721 91400 Advertising and Marketing - 8,593 - 8,593 91500 Employee Benefit Contributions - Administrative - 517,896 - 517,896 91600 Other Operating - Administrative 3,818 449,188 - 453,006 91800 Travel, Training & Transportation - 29 - 29 91810 Allocated Overhead - 202,789 - 202,789 91900 Otlrm 36,150 36,150 Total Operating- Administrative Expenses 3,818 2,206,357 2,210,175 Tenant Services: 92100 Tenant Services - Salaries 74,843 - - 74,843 92300 Employee Benefit Contributions - Tenant Services 31,848 31,848 92500 Total Tenavt Services 106,691 106,691 General Expenses: 96140 All Other Insurance - - - - 96200 Other General Expenses - 750,602 - 750,602 96210 Compensated Absences 96000 Total Operating- General Expenses 750,602 750,602 96900 Total Operating Expenses 110,509 2,956,959 3,067,468 97000 Excess Operating Revenue over Operating Expenses - 32,601,688 407,842 33,009,530 97300 Housing Assistance Payments - 32,564,430 16,416 32,580,846 97350 HA Portability -In 44,766 44,766 90000 Total Expenses 110,509 35,566,155 16,416 35,693,080 10093 Transfers between Pregnant & Project -In - - - - 10094 Transfers between Program & Project -Out 10000 Excess (Deficiency) of Operating Revenues Over(Under)Expenses $ $ (7,508) $ 391,426 $ 383,918 Memo Account Information: 11030 Beginning Equity $ - $ 225,293 $ - $ 225,293 11040 Prior period Adjustments and Equity Transfers - - - - 11050 Changes in Compensated Absence Balance - - - - 11200 Unit Months Available - 32,388 400 32,788 11210 Number f Unit Months Leased - 31,030 22 31,052 11170 Administrative Fee Equity - 167,940 14,546 182,486 11180 Humors Assistance Payments Equity 49,845 376,880 426,725 Line 11170 & 11180 - 217,785 391,426 $ 609,211 Line 513 217,785 391,426 $ $ $ 196-21 SCHEDULE OF FINDINGS AND QUESTIONED COSTS 19C-22 CITY OF SANTA ANA, CALIFORNIA SCHEDULE OF FINDINGS AND QUESTIONED COSTS For the year ended June 30, 2019 1. SUMMARY OF AUDITORS' RESULTS Financial Statements Type of auditors' report issued: • Unmodified Internal control over financial reporting: • Material weakness identified? yes x no • Significant deficiency identified? yes x none reported Noncompliance material to financial statements noted: _ yes x no Federal Awards Internal control over major programs: • Material weakness identified? yes x no • Significant deficiency identified? yes x none reported Type of auditors' report issued on compliance for major programs: • Unmodified Any audit findings disclosed that are required to be reported in accordance with 2 CFR Section 200.516(a)? yes x no Identification of major programs: CFDA Number 14.871 and 14.879 20.205 Dollar threshold used to distinguish between Type A and Type B programs: Name of Federal Program or Cluster Housing Voucher Cluster Highway Planning and Construction $ 1,485,090 Auditee qualified as low -risk auditee? x yes no 196 23 CITY OF SANTA ANA, CALIFORNIA SCHEDULE OF FINDINGS AND QUESTIONED COSTS (CONTINUED) For the year ended June 30, 2019 2. FINDINGS RELATING TO FINANCIAL STATEMENTS None noted. 3. FINDINGS AND QUESTIONED COSTS RELATING TO MAJOR FEDERAL AWARDS None noted. 196-24 CITY OF SANTA ANA, CALIFORNIA SUMMARY SCHEDULE OF PRIOR -YEAR AUDIT FINDINGS For the year ended June 30, 2019 1. FINDINGS RELATING TO FINANCIAL STATEMENTS None noted. 2. FINDINGS AND QUESTIONED COSTS RELATING TO MAJOR FEDERAL AWARDS None noted. 196 25 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT ANNUAL PROGRESS REPORT CLERK OF COUNCIL USE ONLY: _••e• W ❑ As Recommended ❑ As Amended ❑ Ordinance on 11' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize submittal of the General Plan Housing Element Annual Progress Report to the State of California Department of Housing and Community Development (HCD). DISCUSSION The General Plan Housing Element is a comprehensive planning document designed to address current and future housing needs for Santa Ana. The housing vision is expressed in the goals, policies, and implementation programs stated in the Housing Element. The purpose of the Housing Element Annual Progress Report (Exhibit 1) is to document housing -related activities and accomplishments achieved by the City in 2019, which are consistent with the City's housing vision and associated implementation programs. The Housing Element Annual Progress Report also measures the City's progress to meet state - mandated housing goals as set forth in our 2014 - 2021 Regional Housing Needs Allocation (RHNA) . Through a process referred to as "RHNA", each jurisdiction is given a target for how many permits to issue in four housing income categories, ranging from very —low income (affordable to those who earn 50 percent or less of the $89,759 Area Median Income (AMI)) to above moderate income (more than 120 percent of AMI). According to data reported by jurisdictions to the California Department of Housing and Community Development for permits issued through 2018, Santa Ana is one of only 15 California jurisdictions (three percent) on track to meet state -mandated housing goals under the RHNA process. Further, Santa Ana is meeting all of our requirements for permitting low-income housing, which is the most costly to finance and develop, while only 22 percent of the State's jurisdictions are in compliance. The Housing Element Annual Progress Report includes a summary of Santa Ana's progress in meeting its share of the RHNA allocation for the 2019 calendar year. There were a total of 702 building permits issued for new housing units in 2019; of which 23 percent or 163 housing units are affordable to low-income and very low-income families, respectively. With the issuance of these permits, the City substantially exceeds the overall target for Santa Ana's 204 RHNA unit allocation by over 3,226 units for the 2014-2021 reporting period. 19D-1 City of Santa Ana General Plan Housing Element Annual Progress Report March 17, 2020 Page 2 The following are three major Housing Element program accomplishments in 2019: 1. Five General Plan Community Workshops were held to discuss potential new growth and development in Focus Areas located along major travel corridors, the future OC Streetcar line, and linkages to the Downtown. New land use designations in the focus areas could expand opportunities for a range of new housing choices. 2. With $8.5 million in funding from the City, AMCAL Multi -Housing, Inc. completed the construction of First Street Apartments — a 69-unit new affordable apartment community with two- and three -bedroom units for large families, including 34 units for extremely low- income families at 30 percent AMI. 3. New Project Ground Breakings: a. With $6 million in funding from the City, Community Development Partners broke ground on Tiny Tim Plaza — a 51-unit new affordable apartment community; b. With 56 project -based vouchers from the Santa Ana Housing Authority, Community Development Partners broke ground on Aqua Housing — a 56-unit new affordable apartment community serving chronically homeless individuals from the City of Santa Ana. 4. Following the issuance in 2018 of an RFP for Affordable Housing Development, the City awarded $9.1 million in affordable housing funds, one hundred (100) HUD-VASH project - based vouchers, and a 99-year ground lease for three Housing Authority owned properties. The awards will lead to the development of five affordable housing projects with more than 200 units of new affordable housing including over 100 two- and three -bedroom units for families. Presently, the RHNA process does not allow for housing unit credits to be counted for new emergency homeless shelters. City staff will continue working with both the Southern California Association of Governments (SCAG) staff and State Housing and Community Development (HCD) for consideration of emergency homeless shelters to be counted toward the RHNA allocation as these facilities help to address the regions need for additional housing. In addition, the City staff will continue the dialogue with State and regional partners to identify options to reward communities like Santa Ana that exceeds our RHNA goals for Housing Element planning period. 19 D-2 City of Santa Ana General Plan Housing Element Annual Progress Report March 17, 2020 Page 3 Progress Towards 2014-2021 RHNA Goal (New Housing Units by Category and Year) Total Units Exceeding % Exceeding RHNA Total RHNA RHNA Income Allocation 2014 2015 2016 2017 2018 2019 Units Allocation Allocation Very Low 45 0 49 49 43 172 80 393 348 773.3% Low 32 2 31 22 38 388 83 564 532 1,662.5% Moderate 37 12 4 20 10 17 1 I 64 1 21 1 73 1/0 Above Moderate 90 80 442 130 424 795 538 2,409 2,319 2,576.7 % Total: 204 94 526 221 515 1,372 702 3,430 3,226 1 581.4 % Based on building permits issued The Housing Element Annual Progress Reports are due to the State Department of Housing and Community Development (HCD) and the State Office of Planning and Research in April of each year. These reports are required in order for the City to continue to be in compliance with State Housing Law and be eligible for certain state funding programs such as the Housing Related Parks Program (HRP). In addition, the Governor's Office has proposed penalties for cities who do not meet their RHNA goals. Pursuant to Government Code Section 65400, the report is to be considered at a public meeting before the legislative body where members of the public may provide testimony and written comments. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts 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 B (ensure compliance with the City's Housing Opportunity Ordinance by requiring rental and ownership housing projects that meet specified criteria to provide a minimum of 15 percent affordable units). FISCAL IMPACT There is no fiscal impact associated with this item. Minh Thai Executive Director Planning and Building Agency RS:fg S:\Planning\Comprehensive.Planning\HousingVAnnual ProgressReport\2019\StaffReport\RFCAmarch2020-RS.docx Exhibit: 1. General Plan Housing Element Annual Progress Report 19 D-3 EXHIBIT 1 City of Santa Ana ANNUAL GENERAL PLAN HOUSING ELEMENT PROGRESS REPORT Submitted by Planning and Building Agency April 1, 2020 1 of 50 19 D-4 City of Santa Ana ANNUAL GENERAL PLAN HOUSING ELEMENT PROGRESS REPORT (2019) TABLE OF CONTENTS • Contact Information • Housing Development Applications Submittals - Table A • Annual Building Activity Report Summary — New Construction, Entitled, Permits, and Completed Units - Table A2 • Regional Housing Needs Allocation Progress: Permitted Units Issued by Affordability - Table B • Sites Identified or Rezoned to Accommodate Shortfall Housing Need - Table C • Program Implementation Status — Table D • Commercial Development Bonus Approved —Table E • Units Rehabilitated, Preserved and Acquired for Alternative Adequate Sites -Table F • Summary 2 of 50 19D-5 MAYOR Miguel A. Pulido MAYOR PRO TEM Juan Villegas COUNCILMEMBERS Phil Bacema Cecilia Iglesias David Penaloza Vicente Sarno iento Jose Solorio CITY OF SANTA ANA CITY MANAGER'S OFFICE 20 Civic Center Plaza • P.O. Box 1988 Santa Ana, California 92702 www.santa-ana.orc Department of Housing and Community Development CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez ANNUAL GENERAL PLAN HOUSING ELEMENT PROGRESS REPORT CONTACT INFORMATION City or County Name: City of Santa Ana Mailing Address: 20 Civic Center Plaza, Santa Ana, CA 92701 Report Contact Person: Minh Thai Title: Executive Director Phone: (714) 667-2706 FAX: (714) 973-1461 E-mail: MThai(a)santa-ana.orq Reporting Period by Calendar Year: from January 1, 2019 to December 31, 2020 SANTA ANA CITY COUNCIL Miguel A Pulido Juan Ullegas Vicente Samiiento David Penaloza Jose Solorio Phil Bureau Cecilia ljesas Mayor Mayor Pro Tom, Ward 5 Ward Ward2 Wind Ward Ward6 moulidonsanta-ana. oro Nilleaasrtsantaana oro vsarmmntoasaniaana oro doenalozartsanta-ana oro 6olmuxblsanla-anaora obacerrartsanla-anaoro ciale9asnsarm ana oro 3 of 50 19 D-6 o z INNNH z z w a w �6el! °atom °pE�S'c wane°o era'_ o ¢ 'a w < apt ne 6b FaF � ag E 0 13 `w z 13 T 2- R• w ----- E �° �zz = EQyy13 L e°tt O O eJc a` �c U _ r � w F � H � E o zg�'g > y ¢ yas O °w €H a am o w a ova o mmmwmmwwwwwwwwwa s ..........o�o��o�o��o�o������������������������� T F p VN N nN �MI��i��iMffiffl �nau�n �in�nn B rya �g-,s ddAdAAdddddddddddddddd�SddAAAAAdAdddddddddddAddAd n osRN�RNNNNSoosooNNRONsRNsRNsR�sNNNNNNNNsNNs�Ns� �e e <<<<<<<<<<<< v N'�L•��A Nygy'�NpNNvvN a<<�SSzz Nt�iiNNvcNVNt�iiv� E'yv+a��¢�'E���v�tta�b�$'E NNNN NVNp 44i pg �Nyvp`NNNN 'c �vg����'E g'v� v v 8q w 3 �33 zU3 3wry 9 i 3S7>3�.W �,�C"'3dv =eP�iy C�3 Ci Lr�NNaCd'wC?N �,C��'z a E� w `FF���RiBmmm wa Nj N2 Q m2 ;f �q;f ss EN ;;qqs a od �� F F&�d���Yi qqI ., $$ g h rvM �vMy M � $� e P7 N s�SS$S8�^�^ R s��°>�sMM���s��>o°>o>o�oF��o�b$� .q s$��$�Ba } ° LIE8��M^��F$���I�m�ib$Fi'@'a F �� aacgq4 SCFJ � 3 Egods� �F G o$?w� $ 8� a$ �$q8a ' o$ .Mll 19 D-7 O $ 2 = ` ake'aM= o c �oH 0 o§az_ o°g ='o^ vans ¢ oa ➢one S1l[[[[Uzzzzzzzzz a49€ w age 0 B T y" 2=oK q c An o `¢ #9 ozz E H L e�tt O o w ° a` gz° � wELL r w F � H � O zfr�tl wm maa awm as a R� V oaa � T F p }}gy�pp 7�LLN�S [} N dad a ad a 'a d d 'a 'a dada a 'a �6 mdBKo� a s 'um a ¢y�A¢N¢6NNt�n QN Q�p vNNNp��NNm wasSsBgo�£$a$ �mELL�a m — $ rv3NNLLyo; v,zzz�N<'w�3�pw3ID a b 19 D-8 ry N o] th W O o O o o O o N J�y ODE W m � E ads N J E w 01 0 E W aE= E o c a E o C U B � aEV a E f 3d w - c o c a E ova W 0 c 0 J2¢ O � S W a Y E p d N 0 U S y W q J r Z a O E a Oz d J WE y N 0 p y O qi d CO W � J u zE- U Q ? d d 00 O O O O O O oK K0000000 K KK K00000 m T6 F p< O I LL O O O O O O O > O O O O O O O> > O O O c O C J Q N j mqm ♦ n y N N Ui N N N p> N Q Q N N y N N N N p> Q Q p> Q Q N N N N Nii V N S o O 44 m 0 N M P M A pp M ti [p A N N M P O O O O O N N N N y N N N N m T T T P P P m S m m P T m m JCll a d d a d o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 � o �aaa@ao m> N o m N m N N m m m . m m m m �S5 N E E E E Q Q Q Q Q Q Q U N N W_ O W R N Q c N y J L y N �' n; NhNNhNN yj iC GI 0cN d� E'�'�3 W N d C LL N y LL d d d d d d LL N N W N z d d d d W 3 3 o m N z o z z z z z o N P o P � W 3 z < < �` " ��, N � v'i - N- ooin o 0 N 0 N 0 N 0 N 0 N o-u� om-o - N NNNNN N N eP N N N N- �n Nan N-N000000 a- Qom N NN m N N- N N 9-0 4 4 4 4 4 4 "'Y � 44�"'?oogo P � V�-4444444 NdNddNd 0 0 �' N N N N N N mroo�o mmmmmm 4�-� oe v'�wNNNN M- ��noeP'o 'z N o- eee �nwti a 4 4 4 N 4 4 4 4 4 4 4 Y-===___ 4 4� ^ 4 4 4 4 E m moo 0"cmf noinn N omim nmin ooeoneeee 19 D-9 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 `o w` a � �^E E v w o c z ! 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C — N a W N W L O +' N O N i N O E O N O O C- W C w m L ai c p U L m E o. c_ y U a W y0 U O 0 C j � C N C N N V O NC O _ � U 0 w E - Nw c w J �c c � H U 3 O O J 2 N C N a Z W a u - r o C — c d N N a a C O J O N 30 a m 3 O Q T — U O W V O � N N J N N Oa Z (L Q � E E U) 19D-52 Jurisdiction Santa Ana Reporting Year 2019 (Jan. 1 - Dec. 31) Building Permits Issued by Affordability Summary Income Level Current Year Very Low Deed Restricted 76 Non -Deed Restricted 4 Low Deed Restricted 30 Non -Deed Restricted 53 Moderate Deed Restricted 0 Non -Deed Restricted I 1 Above Moderate 538 Total Units 702 Note: Units serving extremely low-income households are included in the very low- income permitted units totals Housing Applications Summary Total Housing Applications Submitted: 73 Number of Proposed Units in All Applications Received: 2,141 Total Housing Units Approved: 51 Total Housing Units Disapproved: 0 Use of SB 35 Streamlining Provisions Number of Applications for Streamlining 0 Number of Streamlining Applications Approved 0 Total Developments Approved with Streamlining 0 Total Units Constructed with Streamlining 0 Units Constructed - SIB 35 Streamlining Permits Income Rental Ownership Total Very Low 0 0 0 Low 0 0 0 Moderate 0 0 0 Above Moderate 0 0 0 Total 0 0 0 Cells in grey contain auto -calculation formulas 50 of 50 19D-53 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: APPROVE AN APPROPRIATION ADJUSTMENT AND AWARD A CONSTRUCTION CONTRACT TO ELECNOR BELCO ELECTRIC, INC. IN THE AMOUNT OF $285,295, FOR GRANT - FUNDED CROSSWALK UPGRADES — PHASE II PROJECT WITH AN ESTIMATED TOTAL COST OF $460,400 (PROJECT NO. 17-6876) /s/ Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION 1. Approve an appropriation adjustment to recognize $460,400 in Highway Safety Improvement Program grant funds into the Federal Aid Safety Program, Federal Grant -Indirect revenue account and appropriate the same amount into the Public Services Street Safety Projects, Improvements Other Than Building expenditure account. Award contract to Elecnor Belco Electric, Inc., the lowest responsive bidder, in accordance with the base bid in the amount of $285,295, for construction of Crosswalk Upgrades — Phase II Project, for the term beginning upon execution of the contract and ending upon project completion, and authorize the City Manager to execute the contract, subject to non -substantive changes approved by the City Manager and the City Attorney. 3. Approve the Project Cost Analysis for a total estimated construction delivery cost of $460,400, which includes $285,295 for the construction contract, $60,000 for contract administration, inspection and testing, and an $115,105 project contingency for future and unanticipated work. DISCUSSION The recommended actions are needed to proceed with the installation of crosswalk traffic safety enhancements at 14 intersections throughout the City (Exhibit 1). The improvements include construction implementation of rectangular rapid flashing beacons, corresponding signage, and striping. Once completed, these improvements will provide intersection safety enhancements and improve mobility for all users. The Public Works Agency was awarded a $545,400 Highway Safety Improvement Program (HSIP) grant for this Project, which was recognized in the City Council -approved Fiscal Year 2016-17 Capital Improvement Program (CIP). $85,000 of the grant was earmarked for Preliminary 20A-1 Award Contract to Elecnor Belco Electric, Inc. for Crosswalk Upgrades Phase II March 17, 2020 Page 2 Engineering and has been used for project design. However, spending authorization for the remaining $460,400 in Construction funding was not received until September 2019. Staff is requesting City Council approval to recognize and re -appropriate the construction grant funding for expenditure in Fiscal Year 2019-20. Upon approval of the requested appropriation adjustment, the total funds available for construction will be $460,400. Public Outreach and Contractor Participation To provide an opportunity for local vendors to submit bids, a Notice Inviting Bids was advertised in the Orange County Register newspaper on January 22 and January 29, 2020. Bids were received electronically via the City's web -based electronic bidding system, PlanetBids, on February 12, 2020. A total of 203 vendors, including vendors in the City of Santa Ana, were notified of the project via PlanetBids. Project advertisement was open in PlanetBids starting January 22, 2020 through 2:00 p.m. on February 12, 2020, for a total of 21 calendar days. Thirty-three vendors requested bidding documents and six bids were received. No bids were received from Santa Ana contractors. Bid Results Summary RANK BIDDER'S NAME LOCATION BASE BID 1 Elecnor Belco Electric, Inc. Chino $285,295 2 California Professional Engineering, Inc. La Puente $312,395 3 International Line Builders, Inc. Corona $316,072 4 Crosstown Electrical and Data, Inc. Irwindale $332,659 5 Select Electric, Inc. Vista $334,659 6 PUB Construction, Inc. Diamond Bar $685,000 All six bids were responsive and Elecnor Belco Electric, Inc. submitted the lowest responsive bid, in the amount of $285,295 (Exhibit 2). Based on the bid analysis and a contractor's reference check, staff recommends awarding the construction contract to Elecnor Belco Electric, Inc. in the amount bid (Exhibit 3). Project Delivery To deliver a complete project, in addition to the construction contract awarded to the lowest responsible bidder, the estimated total construction delivery cost of the project includes construction administration, inspection, and testing, along with an allowance for contingencies to account for unexpected or unforeseen conditions. Construction administration and inspection includes construction management, implementation of the City's Community Workforce Agreement requirements, inspection of the Contractor's work to ensure contract compliance, workmanship, and quality, and material testing. As indicated in the Cost Analysis (Exhibit 4) and as summarized in the table below, the estimated total construction delivery cost of the project is $460,400. 20A-2 Award Contract to Elecnor Belco Electric, Inc. for Crosswalk Upgrades Phase II March 17, 2020 Page 3 Construction Contract 1 $285,295 Construction Administration, Inspection, and Testing $60,000 Contingencies $115,105 ESTIMATED CONSTRUCTION DELIVERY COST $460,400 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe, and aesthetically pleasing for all users), and Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment Plan (e.g., neighborhood streets, traffic improvements, park facilities, bike master plan, etc.)). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended actions are exempt from further review. Categorical Exemption Environmental Review No. 2016-42 was filed for this project. FISCAL IMPACT As indicated in the Cost Analysis (Exhibit 4), the estimated total delivery cost of this project is $460,400, which includes construction contract, contract administration, inspection and testing, and project contingency. Approval of the Appropriation Adjustment will recognize funds of $460,400 in the Federal Aid Safety Program, Federal Grant -Indirect Revenue account (No. 14717002-52001) and appropriate the same amount into the Public Services Street Safety Projects, Improvements Other Than Building expenditure account (No. 14717611-66220). The following table summarizes the funds budgeted to deliver construction of this project: Fiscal Year Accounting Fund Accounting Unit, Account Amount Unit -Account # Description Descri tion APPROPRIATION ADJUSTMENT Federal Aid Public Services — Street FY 2019-20 14717611-66220 Safety Program Safety Projects, $460,400 July -June (17-6876) (Capital Grants Improvements Other Than Fund) Building Total: $460,400 20A-3 Award Contract to Elecnor Belco Electric, Inc. for Crosswalk Upgrades Phase II March 17, 2020 Page 4 19>>061TAAff-i"r 11U►10 tY:VTWO1611101N Nabil Saba, PE Kathryn Downs, CPA Acting Executive Director Executive Director Public Works Agency Finance and Management Services Agency Exhibits: 1. Location Map 2. Bid Proposal 3. Construction Contract 4. Cost Analysis 10611IAI LTARVATl :Eel 20A-4 EXHIBIT 1 KEY: Project Locations SANTA ANA City council Pro ect No. 17-6876: �' p�,Agenda Date: Crosswalk Upgrades Phase II PUBLIC MR SAGENCY March 17, 2020 HSIPL 5063(186) ZME IS 1 City of Santa Ana Page 1 RE -BID - Crosswalk Upgrades - Phase II (RE -BID - 17-6876 (HSIPL 5063(186))), bidding on February 12, 2020 2:00 PM Printed o2/14/2o20 Bid Results EXHIBIT 2 Bidder Details Vendor Name Elecnor Belco Electric, Inc. Address 14320 Albers Way China, CA 91710 United States Respondee Jahn Wong Respondee Title Vice President Phone 909-993-5470 Ext. Email jwong@elecnor.com Vendar Type CADIR License # 738518 CA DIR Bid Detail Bid Farmat Submitted Delivery Method Bid Responsive Bid Status Confirmation # Ranking Electronic February 12, 2020 1:42:12 PM (Pacific', Submitted 202065 0 Respondee Comment Buyer Comment Attachments File Title File Name File Type Bid Proposal Bid Proposal to Agency.pdf General Attachment Ownership Affidavit Ownership Aff to Agency.pdf Ownership Affidavit (Notary Public) - RED Original Hard Copy Submittal in Addition Bid Bond Bid Bond to Agency.pdf Bid Bond Guaranty (Notary Public) - RED Original Hard Copy Submittal in Addition Non -Collusion Affidavit Non -Collusion Aff to Agency.pdf Non -Collusion Affidavit (Notary Public) - RED Original Hard Copy Submittal in Addition Line Items Type Item Cade UOM Qty Unit Price Line Total Comment Section 1 1 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Pomona St at Broadway— Sheet 2 of 15 LS 1 $11,000.00 $11,000.00 2 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Pomona St at Broadway — Sheet 2 of 15 LS 1 $2,845.00 $2,945.00 3 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of 10th St at Raitt St— Sheet 3 of 15 LS 1 $11,900.00 $11,900.00 20A-6 City of Santa Ana Page 2 RE -BID - Crosswalk Upgrades - Phase II (RE -BID - 17-6876 (HSIPL 5063(186))), bidding on February 12, 2020 2:00 PM Printed o2/14/2o20 Bid Results Type Item Code UOM Qty Unit Price Line Total Comment 4 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of 10th St at Raitt St — Sheet 3 of 15 LS 1 $3,982.00 $3,982.00 5 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Willits St at Diamond St— Sheet 4 of 15 LS 1 $11,900.00 $11,900.00 6 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Willits St at Diamond St— Sheet 4 of 15 LS 1 $5,974.00 $5,974.00 7 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Pacific Ave at Adams St— Sheet 5 of 15 LS 1 $11,900.00 $11,900.00 8 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Pacific Ave at Adams St — Sheet 5 of 15 LS 1 $3,413.00 $3,413.00 9 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Nakoma Or at La Verne Ave —Sheet 6 of 15 LS 1 $11,900.00 $11,900.00 10 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Nakoma Dr at La Verne Ave — Sheet 6 of 15 LS 1 $3,129.00 $3,129.00 11 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Russell Ave at Sycamore St— Sheet 7 of 15 LS 1 $17,000.00 $17,000.00 12 Remove all canflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Russell Ave at Sycamore St— Sheet 7 of 15 LS 1 $2,560.00 $2,560.00 13 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of French St at 14th St— Sheet 8 of 15 LS 1 $11,900.00 $11,900.00 14 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of French St at 14th St — Sheet 8 of 15 LS 1 $3,129.00 $3,129.00 15 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of McFadden Ave at Oak St —Sheet 9 of 15 LS 1 $14,000.00 $14,000.00 16 Remove all canflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Mcfadden Av at Oak St —Sheet 9 of 15 LS 1 $500.00 $500.00 17 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Sycamore St at Walnut Ave — Sheet 10 of 15 LS 1 $11,900.00 $11,900.00 18 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Sycamore St at Walnut Ave — Sheet 10 of 15 LS 1 $3,698.00 $3,698.00 t 20A-7 City of Santa Ana Page 3 RE -BID - Crosswalk Upgrades - Phase II (RE -BID - 17-6876 (HSIPL 5063(186))), bidding on February 12, 2020 2:00 PM Printed o2/14/2020 Bid Results Type Item Code UOM Oty Unit Price Line Total Comment 19 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Center St at Lingan Lin — Sheet 11 of 15 LS 1 $11,900.00 $11,900.00 20 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Center St at Lingan Lin — Sheet 11 of 15 LS 1 $2,845.00 $2,945.00 21 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Santa Ana Blvd at Sycamore St— Sheet 12 of 15 LS 1 $17,000.00 $17,000.00 22 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Santa Ana Blvd at Sycamore St— Sheet 12 of 15 LS 1 $5,974.00 $5,974.00 23 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of 3rd St at Sycamore St— Sheet 13 of 15 LS 1 $11,000.00 $11,000.00 24 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of 3rd St at Sycamore St — Sheet 13 of 15 LS 1 $3,698.00 $3,698.00 25 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Broadway St at Borchard Ave — Sheet 14 of 15 LS 1 $11,900.00 $11,900.00 26 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Broadway St at Borchard Ave — Sheet 14 of 15 LS 1 $3,698.00 $3,698.00 27 Furnish & Install Complete Functioning Carmanah RRFB System per Plan at the Intersection of Russell Ave at Towner St— Sheet 15 of 15 LS 1 $22,000.00 $22,000.00 28 Remove all conflicting striping, R.P.M.'s and/or legends and Install new striping per plan at the Intersection of Russell Av at Towner— Sheet 15 of 15 LS 1 $4,324.00 $4,324.00 29 Install New Sign 30 Install New Sign & Post 31 Install New Post 32 Remove Sign 33 Remove Sign & Post EA 147 $171.00 $25,137.00 EA 19 $285.00 $5,415.00 EA 1 $171.00 $171.00 EA 44 $18.00 $792.00 EA 31 $29.00 $899.00 20A-8 City of Santa Ana RE -BID - Crosswalk Upgrades - Phase II (RE -BID - 17-6876 (HSIPL 5063(186))), bidding on February 12, 2020 2:00 PM Bid Results Type Item Code UOM Qty Unit Price 34 Relocate Sign EA 4 $228.00 35 Mobilization LS 1 $5,000.00 36 Labor Agreement Oversight LS 1 $10,000.00 Subtotal Total Page 4 Printed 02/14/2020 Line Total Comment $912.00 $5,000.00 $10,000.00 $285,295.00 $285,295.00 20A-9 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) BID PROPOSAL TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: Elecnor Belco Electric Inc. REQUIREMENT: 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: Item I Description Qty Unit Unit Price Amount Furnish & Install Complete Functioning I Carmanah RRFB System per Plan at the I LS $ $ Intersection of Pomona St at Broadway — Sheet 2of15 060 I000 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 2 striping per plan at the Intersection of 1 LS $ $ Pomona St at Broadway —Sheet 2 of 2— 15 1 Furnish & Install. Complete Functioning 3 Carmanah RRFB System per Plan at the Intersection of loth St at Raitt St— 1 LS $ Ill q..b I) $ (\ 100 Sheet 3 of 15 1 Remove all conflicting striping, 4 R.P.M.'s and/or legends and Install new striping per plan at the Intersection of I LS $ ' J (i' �. $ IOthSI tRaittSt—Shect3of15 i� /CO'L Fumish & Install Complete Functioning 5 Carmanah RRFB System per Plan at the Intersection of Willits St at Diamond St 1 LS $ t 1 l dl tl0 — Sheet 4 of 15 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 6 striping per plan at the Intersection of I IS 1 $ �j t'('+L1 $ 'i} et -7. N Willits St at Diamond St — Sheet 4 of 1 15 Furnish & Install Complete Functioning ? Carmanah RRFB System per Plan at the 1 LS $ 1 °l V'Ci $ `t �� Intersection of Pacific Ave at Adams St I — Sheet 5 of 15 Remove all conflicting striping, 8 R.P.M.'s and/or legends and Install new 1 LS $ 3 LA 1� $ j L4 k 3 striping er plan at the Intersection of / 1 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE It FEDERAL PROJECT NO: HSIPL 5063(186) Item Description t Unit Unit Price Amount Pacific Ave at Adams St— Sheet 5 of 15 Furnish & Install Complete Functioning 9 Carmanah RRFB System per Plan at the Intersection of Nakoma Dr at La Verne 1 LS $ Ave— Sheet 6 o5 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 10 striping per plan at the Intersection of 1 LS $ �j r fi,- $ "�j Z S1 ! Nakamn Dr at La Verne Ave — Sheet 6 f of 15 Furnish & Install Complete Functioning 11 Carmanah RRFB System per Plan at the Intersection of Russell Ave at I LS $ `'} �( $ `' -1 (hU(.7 Sycamore St— Sheet 7 of 15 t Remove all conflicting striping, R.P.M.'s and/or legends and Install new 12 striping per plan at the Intersection of 1 LS $ 2 S G $ 2 Russell Ave at Sycamore St— Sheet 7 of I ! 15 Furnish & Install Complete Functioning 13 Carmanah RRFB System per Plan at the 1 LS $ 11 q 00 $ �L �� G'c) Intersection of French St at 14th St — I l Sheet 8 of 15 I Remove all conflicting striping, 14 R.P.M.'s and/or legends and Install new I LS $ '7) $ "21 C1 striping per plan at the Intersection of 11 7- French St at 14th St — Sheet 8 of 15 112C� Furnish & Install Complete Functioning 15 Carmanah RRFB System per Plan at the Intersection of Mefadden Ave at Oak I LS $ I Qf $ i lA ! 600 St — Sheet 9 of 15 Remove all conflicting striping, 16 R.P.M.'s and/or legends and Install new 1 LS $ $ Tj striping per plan at the Intersection of Mellialden Av at Oak St -Sheet 9 of 15 Furnish & Install. Complete Functioning 17 Carmanah RRFB System per Plan at the Intersection Sycamore St Walnut I LS $ p� (;� $ of at Ave — Sheet 10 of 15 l Remove all conflicting striping, R.P.M.'s and/or legends and Install new Cl g 18 striping per plan at the Intersection of I I,S $ 3 1t+% $ Sycamore St at Walnut A_v— Sheet 10 t of 15 Fumish & Install Complete Functioning 19 Carmanah RRFB System per Plan. at the 1 LS $ 11 CjQ $ Intersection of Center St at Liaaan Lo I -- Sheet I 1 of 15 LWfi RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) Item Desch Lion Unit Unit Price Amount Remove all conflicting striping, R.P.M.'s and/or legends and Install new 20 striping per plan at the Intersection of I LS $ •?�'Cj $ Z_ ONzj Center St at Liman Ln —Sheet 11 of 1 IS Famish & Install Complete Functioning 21 Carmanah RRFB System per Plan at the Intersection I LS $ �' ' pV 0 $ �" ' U off? of Santa Ana Blvd at Sycamore St — Sheet 12 of 15 I Remove all conflicting striping, R.P.M.'s and/or legends and install new 22 striping per plan at the Intersection of t LS $ cJ �� �.� $ Santa Ana Blvd at Sycamore St— Sheet 12 of 15 _ Famish & Install Complete Functioning 23 Carmanah RRFB System per Plan at the 1 LS $ t% 00C) $ tk1000 Intersection of3rdStatSycamore St— Sheet 13 of 15 Remove all conflicting striping, 24 R.P.M.'s and/or legends and Install new striping per plan at the Intersection of I IS $ �j i (Ij C( �y $ ?� , [.� 3rd St at Sycamore St — Sheet 13 of 15 Furnish & Install Complete Functioning 25 Carmanah RRFB System per Plan at the Intersection of Broadway St at 1 LS $ t I Gt (}('' $ 1 pt pp Borchard Ave — Sheet 14 of 15 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 26 striping per plan at the Intersection of 1 LS $ "�j �� el $ Broadway St at Borchard Ave— Sheet I 14 of 15 Furnish & Install Complete Functioning 27 Carmanah RRFB System per Plan at the Intersection of Russell Ave at Towner I LS $ 00O I $ St— Sheet 15 of 15 Remove all conflicting striping, 28 R.P.M.'s and/or legends and Install new striping per plan at the Intersection of 1 LS $ �t 2�zN $ (-'� 1 3 Z 1 Russell Av at Towner— Sheet 15 of 15 ' 29 Install New Sign 147 EA $ 30 Install New Sign & Post 19 EA $ 2, �j $ LA � s r 31 Install New Post 0 EA $ 32 Remove Sign 44 EA $ $ �1 Z 33 Remove Sign & Post 31 EA $ `Z f� $ LCl MA-piL RE -BID CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: IISIPL 5063(186) RE -BID Item Description Q Unit Unit Price Amount 34 Relocate Sign 4 EA $ Z7,0 $ cl�7- 35 Mobilization I LS S Is r 000 $ C5r 000 36 Labor Agreement Oversight I LS $ 10,000.00 $ 10,000.0o TOTAL BASE BID $ 7-0' 5 1 ZG 5 The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. t This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within eighty (80) workine_ days after the commencement date stated in the Notice to Proceed. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $1,000 per calendar day. Name of Firm Elecnor Belco Electric. Inc. Signature of BIDDER Title Vice John (If an individual, so state. 0 qrm or -partnership, state the firm name and give the names of all individual co-partners Comp e firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof) Alberto Garcia de los Angeles - President Jeroni Gervilla - Treasurer John Wong - Vice President Pedro Emile - Secretary rr� RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE, II FEDERAL PROJECT NO: HSIPL 5063(186) 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 be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct. Name of Firm Etecnor BeIMElecZrlc, Inc. Signature of BIDDER ME Title Vice res e t (If an individual, so state. IfWfirm co- artnership, 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.) Alberto Garcia de los Angeles - President John Wong - Vice President Jeroni Gervilla - Treasurer Pedro Enrile - Secretary 2`06AP �24 RE -BID UNANIMOUS WRITTEN CONSENT IN LIEU OF 2019 ANNUAL MEETING OF THE BOARD OF DIRECTORS OF ELF,CNOR BELCO ELECTRIC, INC. January 1, 2019 The undersigned, being all of the members of the Board of Directors (the `Board") of Elecnor Belco Electric, Inc., a California corporation (the "Company"), in lien of holding a meeting of the Board, hereby take the following actions and adopt the following resolutions by unanimous written consent: WHEREAS, the Board has determined that it is in the Company's best interests to appoint a revised slate of Officers of the Company. NOW, THEREFORE, BE IT RESOLVED, that the following persons be, and hereby are, elected to the offices set forth opposite their respective names, to hold such offices until their respective successors are elected and qualified at or before the next annual meeting of the Board, or until their earlier respective deaths, resignations or removals: President and Chief Executive Officer Chief Financial Officer Senior Vice President, General Counsel and Assistant Secretary Vice President for Construction Secretary Alberto Garcia De Los Angeles Jeroni Gervilla Roger Devito John Wong Pedro Enrille FURTHER RESOLVED, that Alberto Garcia De Los Angeles, Jeroni Gervilla, Alberto Garcia and Roger Devito in their respective capacities (listed above) subject to such supervisory powers of the Board of Directors, hereby arc authorized and directed to perform all the duties commonly incident to that office; shall have authority to execute in the name of the Company contracts, leases and other written instruments to he executed by the Company; and, shall perform such other duties as the Board of Directors may from time to time determine. FURTHER RESOLVED, that the President and Chief Executive Officer may delegate authority to any Chief Financial Officer or Chief Operating Officer or Senior Vice President or Vice President as and within their authority levels as set forth in the Company's Bylaws, as the same may be amended from time to time; FURTHER RESOLVED, that Roger DeVito, in his capacity of Senior Vice President, is hereby authorized and directed to: 1. Negotiate, sign, amend and terminate agreements in connection with the purpose of the Company, for all contracts up to $250,000.00, and acting jointly with Alberto Garcia De Los Angeles or Jeroni Gervilla for all contracts in amounts greater than $250,000.00. 2. Execute, amend and finalize bid proposals in connection with the purpose of the Company, for all proposals up to $1,000,000.00, and acting jointly with Alberto Garcia De Los Angeles or Jeroni Gerviflu for all proposals in amounts greater than $1,000,000.00, 20A-15 3. Acting jointly with Alberto Garcia De Los Angeles or Jeroni Gervilla, executc, amend and finalize purchase orders for materials and equipment in connection with the purpose oflhe Company. 4. Acting jointly with Alberto Garcia De Los Angoles or Jeroni Gervills, execute, amend and terminate agreements for the lease of real estate to be used as offices or job related temporary yards. 5. Acting jointly with Alberto Garcia Do Los Angeles or Jeroni Gervilla, execute, amend and terminate insurance andlor bid bonds arrangements In connection with tho purpose of the Company- 6, Acting jointly with Alberto Garcia Do Los Angeles or Jeroni Carvilla, hire, suspend, impose sanctions and dismiss ilia administrative personnel of the Company, setting forth their employment terms and conditions, obligations and remuneration. 7. Acting jointly with Alberto Garcia De Los Angeles or Jeroni Gervilla, settle and claims on behalf of the Company, AND IT IS FURTHER RESOLVED, that all actions heretofore taken by the officers of the Company on behalf of and in the name of the Company, rolating to the conduct of the business of the Company, the expenditure of money, the making of contracts and all other acts taken or emitted in the performance of their duties to the Company be, and the same hereby are, in all respects, approved, ratified and affirmed, as of the date taken, done or omitted, respectively. The actions taken by the Board Consent shall have the same force and effect as if taken by the undersigned at a meeting of the Board of Directors, duly called and constituted pursuant to the Bylaws of the Company and the laws of the State of California, This Board Consent may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document. IN WITNESS WHEREOF, the undersigned, being all of the members of the Board o€Directors of Eleenor Belco Electric, Inc., have executed these actions by written consent as of the date first written above. Luis Alcibar, Director Alexander Arcola, Director 20A-16 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) 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: Elecnor Belco Electric. Inc. Business Address: 14320 Albers Way, Chino, CA 91710 Business E-Mail Address: iwong(@elecnor.com Telephone: 909-993-5470 State Contractor's License No. and Class: 738518 A B C-10 License Expiration Date: 7131121 State Dept. of Industrial Relations (DIR) Registration No.: State Dept. of Industrial Relations (DIR) Registration Expiratio^ate;/ Signed: Title: 1000004804 6/30/22 John Wong Vice President :Zd j�f pl2 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PREVAILING WAGE COMPLIANCE. AND MONITORING STATEMENT Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title 8, Section 16,000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct. Name of Firm Elecnor pe4co Electric. Inc. Signature of BIDDER Title (if an individual, so state) John CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CI FY OF SANTA ANA ) John Wong , being duly swum, deposes and says: ❑ tNDIV IDUAL That he/she is the party making the foregoing proposal: ❑ PARTNERSI IIP That he/she is a member of the co -partnership firm designated as: and who has been and is duty vested with the authority to make and execute instruments for the co -partnership by: who constitute the other members of the co -partnership. ® CORPORATION That he is of Elecnor Belco Electric, Inc. a corporation which is making the foregoing proposal: ❑ JOINT VENTURE That he is of: one of the parties making the foregoing proposal as ajoint venture, and the he/she has been and is duly vested with the authority to execute instruments for an on behalf of the parties making said bid who are: that such a bid is genuine and not collusive or sham, and has not in any manner sought by collusion to secure any advantage against the City of Santa Ana or any person interested in the proposed eontract, for himself or any other person. John swom to before me this 6546 day of RbVmek! t 20 s. Sit1� L-Am �7� Signature of officer Administering Oath (Notary Public) A notary public of other officer Completing this cedifluate verifies only the identity of the Indlvtdual who signed the document to which this wrlificato is attached. and not the truthfulness, accuracy, or validity of that document. --------------------- ELISA BETH LIAR Commission No. 2281937 - A NOTARY PUBLIC-CAUFORNIA BAN BERNARDINO COUNTY My Comm, Expm MARCH 21. 3023 20A P1 46 RE -BID CITY OF SANTA ANA REBID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) I.711 C7 i�l�il7 KNOW ALL PRESENT that, Elemor Men Electric Inc , as BIDDER, and EOP,jtyt gnd Deposit Company of Maryland , as SURETY, are held and firmly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sum of _ Ten Percent of Amount Bid Dollars ($ tape ), 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 24th day of January , 20 20 . BIDDER* M1E1'r11►' i Margaret hentz, 777 South Figueroa St., Sld,0900 Los A eI CA 9001 Subscribed and sworn to b re Signature: Notary Public in and for the County of , State of this day of * Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authorized representative. P-9 of P-42 RE -BID 20A-20 JURAT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of So,n 6&me1 JM0 Subscribed and sworn to (or affirmed) before me on this 1541,% day of 4ri uAV 202s by .�ct)" W i:JI proved to me on the basis of satisfactory evidence to be the personfsrywho appeared before me. �----- VSc', P 41 S,�Yh �i9tG\ >?u�IC Signature (seal} OPTIONAL INFORMATION DESCRIPTION OF THE ATTACHED DOCUMENT Clio air SAYIin AV -%A P'Vk p,u✓Ld (Title description of attached document) or description of attached document continued) Number of Pages _ Document Date Additional information ELISA BETH LIM Commission No. 2281937 A.. NOTARY PUBLIC-CALIFORNIA SAN BERNARDINO COUNTY My Comm. Expires MARCH 2t, 2023 fief. dairsuril 9 The wording of al) Jurats completed in California after January 1, 2015 must be in the form as set forth within this Jurat. Thera are no exceptions. If a Jurat to be completed does not follow this form, the notary must correct the verbiage by using ajurat stamp containing the correct wording or attaching a separate jurat form such as this one with does contain the proper wording. In addib'on, the notary must require an oath or affirmation horn the document signer regarding the truthfulness of the contents of the document. The document must be signed AFTER the oath or affirmation. If the document was previously signed, it must be resigned in front of the notary public during the jurat process. • Stale and county information must be the state and county where the document signer(s) personally appeared before the notary public. • Date of notarization must be the date the signer(s) personally appeared which must also be the same date the jurat process is completed. • Print the name(s) of the document signers) who personally appear at the time of notarization. • Signature of the notary public must match the signature on file with the office of the county clerk. • The notary seal impression must be clear and photographically reproducible. Impression must not cover tent or lines. If seal impression smudges, re -seal if a sufficient area permits, otherwise complete a different jurat form. �o Additional information Is not required but could help to ensure this jurat is not misused or attached to a different document. Indicate title or type of attached document, humber of pages and date, • Securely attach this document to the signed document with a staple. 2�,15 `!ersion www.NotaryQlasses.rom 8i10-87�#-9fle5 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 kafaxylax County of Hartford On January 24, 2020 before me, Bethany Stevenson, Notary Public (insert name and title of the officer) personally appeared Joshua Sanford who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 5M BETHANY STEVENSON NOTARPPUBLIC- C7'177501 My COMMISSION .Fuli SSEP.t.AM3 20A-22 ZURICH AMERICAN INSURANCE COMPANY COLONIAL, AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Illinois, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Illinois (herein collectively called the "Companies"), by Robert D. Murray, Vice President, in pursuance of authority granted by Article V, Section 8, of the By -Laws of said Companies, which are set forth on the reverse side hereof and are hereby certified to be in full farce and effect on the date hereof, do hereby nominate, constitute, and appoint, Donna M. PLANETA, Joshua SANFORD, Aimee R. PERONDINE, Danielle D. JOHNSON, Michelle Anne MCMAHON, Bethany STEVENSON, Bryan M. CANF.SCHI, Kristopher PISANO, Rebecca M. STEVENSON, Nicholas TURECAMO and Tanya NGUYEN, all of Hartford, Connecticut, EACH, its true and lawful agent and Attorney -in -Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of these presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By-l..aws of said Companies, and is now in force. IN WITNESS WHEREOF, the said Vice -President has hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE. COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this Ath day of October, A.D. 2019, 1g.-."'^�I•.eq jp lr/4 a t�=ilk. iS sos A) tar' ✓ ±, ua ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND By: Robert D. Murray Vice President By: Dawn E. Brown ,Secretary State of Maryland County of Baltimore On this 4th day of October, A.D. 2019, before the subscriber, a Notary Public of the State of Maryland, duty commissioned and qualified, Robert D. Murray, Vice President and Dawn E. Brown, Secretary of the Companies, to me personally known to be the individuals and officers described in and who executed the preceding instrument, and acknowledged the execution of same, and being by me duly swam, dcposeih and smith, that he/she is the said officer of the Company aforesaid, and that the seals affixed to the preceding instrument arc the Corporate Seals of said Companies, and that the said Corporate Seals and the signature as such officer were duty affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IS TESTIMONY WIlEREOF, I have hereunto set my hand and affixed my Official Sealthe day and year first above written. Constance A. Dunn, Notary Public My Commission Expires: July 9, 2023 20A-23 EXTRACT FROM BY-LAWS OF THE COMPANIES "Article V, Section 8, A_ttomeVs-in-'Fact. The Chief Executive Officer, the President, or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys -in -fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney -in -fact to affix the corporate seal thereto; and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE I, the undersigned, Vice President of the Z,URICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is still in full force and affect on the date of this certificate; and l do further certify that Article V, Section 8, of the By -Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney... Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held cm the I0th day of May, 1990. ABSOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice -President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company, shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 24th day of January 202e V1W{y 'Pp ,P /bi Brian M. Hodges, Vice President TO REPORT A CLAIM WITH REGARD TO A SURETY BOND, PLEASE SUBMIT A COMPLETE DESCRIPTION OF THE CLAIM INCLUDING THE PRINCIPAL ON THE BOND, THE BOND NUMBER, AND YOUR CONTACT INFORMATION TO: Zurich Surety Claims 1299 Zurich Way Schaumburg, IL 60196-1056 www.reportsfclai msQztir i ehn a.coni 800-626-4577 20A-24 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) LET OF SUS -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the bid for all subcontract work exceeding the following amount: o Streets, highways including bridge projects: ''/2% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: '/2% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). BIDDER proposes to subcontract certain portions of the work to the firms listed below: Name License DIR Reg Location Phone Type Of Amount Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone _ Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ 16Af L5 RE -BID CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) RE -BID The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER has performed similar work within the past three years. of Victorville 14343 Civic Dr. Victorville. CA 92392 Name and Address of Owner. Greg Heldreth 760-243-6360 Name and Telephone Number of person familiar with project. $445,220 Traffic Signals & Fiber Optics March 2018 Contract Amount Type of Work Date Completed 2. City of Diamond Bar 21810 Copley Dr. Diamond Bar, CA 91765 Name and Address of owner. Christian Malpica 909-839-7042 Name and Telephone Number of person familiar with project. $389,928 Traffic Signals & Fiber Optics September 2018 Contract Amount Type of Work Date Completed 3. City of Mission Vieio 200 Civic Center, Mission Vieio. CA 92691 Name and Address of owner. Phillin Nitnllnma 949-470-3068 Name and Telephone Number of person familiar with project. $357,100 Contract Amount Traffic Signals Type of Work September 2018 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. Willis Towers Watson Zurich American Insurance Company _10 State House Square Floor 11 777 S. Figueroa St. Suite 3900 Hartford, CT 06103 Los Anaeles. CA 90017 Erin Kiernan 860-843-5404 Margaret Hentz 213-270-0757 26 2A RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE, public agencies for which the BIDDER or Subcontractor has performed similar work in the past five years. 1 • City of Glendale 633 E. Broadway, Glendale, CA 91206 Name and Address of Owner. Sarkis Oganesyan 818-548-3945 Name and Telephone Number of person familiar with project. $600,000 Traffic Signal, Fiber & Interconnect March 2018 Contract Amount Type of Work Date Completed 2. City of La Mirada 15515 Phoebe Ave., La Mirada, CA 90638 Name and Address of owner. Eric Villagarcia 562-902-2385 Name and Telephone Number of person familiar with project. $299,490 Traffic Signal Installation September 2017 Contract Amount Type of Work Date Completed 3. City of Azusa 213 E. Foothill Blvd., Azusa, CA 91702 Name and Address of owner, Cody Rowing 909-594-9702 Name and Telephone Number of person familiar with project. $352,269 Traffic Signal & Fiber Optics December 2017 Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. Willis Towers Watson Zurich American Insurance 10 State House Square, Floor 11 777 S. Figueroa St, Suite 3900 Hartford, CT 06103 Los Angeles, CA 90017 Erin Kiernan 860-843-5404 Margaret Hentz 213-270-0757 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BTDDF.R has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. BIDDERS are cautioned il—1 makipg a false certification may subject the certifier to criminal prosecution. Signed State of Calif is County of Lao tpd ty a Subscribed and sworn to (or affirmed) before me on this 541, day of iebf+ua 20_76 by )ehr, rvoan , proved to me on the basis of satisfactory evidence to be Me persort(s) who appeared before me C/ I­+l,s"W" Ltrn Notary Public Signature A notary public or other olficer completing this cortlficate vedfles 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. Notary Public Seal ELISA BETH LIM� Commission No. 2281937 !� NOTARY PUBLIC-OALIFORNIA SAN BER14ARDINO COUNTY My Comm Expires MARCH 21, 2020 16Af 28 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 161kPN RE -BID 91 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 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 Chatyft / Signed: Title: Firm: Date: 2f5/2020 hV96 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: 1. Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. 3. Contribute to the fund or funds in each craft or trade in which he/she employs journeymen or apprentices on the public work, in the same amount or upon the same basis and in the same manner as the other contractors, except contractors not signatory to the trust agreement shall pay a like amount to the^ifornia Apprenticeship Council. Signed: Title: Firm: �-4Iecno)gaelaQXIectric, Inc. Date: 2/512020 1�6jQf 31 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) STATEMENT REGARDING "ANTI -KICKBACK" REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction or repair of public work, to give up any part of the compensation to which he/she is otherwise erxVi ed. / Signed: Title: Firm: Date: 2/5/2020 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PUBLIC CONTRACT CODE SECTION 10162 OUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes No X If the answer is yes, explain the circumstances in the following space Pro V A �F , CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) BIDDER'S STATEMENT REGARDING REQUIRED FEDERAL CONTRACT PROVISIONS (FORM FHWA-1273) The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the required Federal Contract Provision (Form FHWA- 1273) as shown in the appendixAhe Special Provisions of this project. Signed Title Firm Date 2/5/2020 MVS RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION The bidder Elecnor Belco Electric. Inc. proposed subcontractor hereby certifies that he has X , has not _, participated in a previous contract or subcontract subject to the equal opportunity clauses, as required by Executive Orders 10925, 11114, or 11246, and that, where required, he has filed with the Joint Reporting Committee, the Director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filling requirements. Note: The above certification is required by the Equal Employment Opportunity Regulations of the Secretary of Labor (41 CFR 60-1.7(b) (1)), and must be submitted by bidders and proposed subcontractors only in connection with contracts and subcontracts which are subject to the equal opportunity clause. Contracts and subcontracts which are exempt from the equal opportunity clause are set forth in 41 CFR 60-1.5. (Generally only contracts or subcontracts of $10,000 or under are exempt.) Currently, Standard Form 100 (EEO-1) is the only report required by the Executive Orders or their implementing regulations. Proposed prime contractors and subcontractors who have participated in a previous contract or subcontract subject to the Executive Orders and have not filed the required reports should note that 41 CFR 60-1.7(b) (1) prevents the award of contracts and subcontracts unless such contractor submits a report covering the delinquent period or such other period specified by the Federal Highway Administration or by the Director, Office of Federal Contract Compliance, U.S. Department of Labor. Signed Title Firm Date 2/5/2020 26 1QfrA RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PUBLIC CONTRACT CODE SECTION 10285.1 STATEMENT In conformance with Public Contract Code Section 10285.1 (Chapter 376, Stats. 1985), the bidder hereby declares under penalty of perjury under the laws of the State of California that the bidder has _ , has not X been convicted within the preceding three years of any offenses referred to in that section, including any charge of fraud, bribery, collusion, conspiracy, or any other act in violation of any state or Federal antitrust law in connection with the bidding upon, award of, or performance of, any public works contract, as defined in Public Contract Code Section 1101, with any public entity, as defined in Public Contract Code Section 1100, including the Regents of the University of California or the Trustees of the California State University. The term "bidder" is understood to include any partner, member, officer, director, responsible managing officer, or responsible managing employee thereof, as referred to in Section 10285.1. Note: The bidder must place a check mark after "has" or "has not" in one of the blank spaces provided. The above Statement is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed Title Firm `Elecnorl3ett o Electric. Inc. Date John i� �pf P. 4 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PUBLIC CONTRACT CODE SECTION 10232 STATEMENT In conformance with Public Contract Code Section 10232, the Contractor, hereby states under penalty of perjury, that no more than one final unappealable finding of contempt of court by a federal court has been issued against the Contractor within the immediately preceding two year period because of the Contractor's failure to comply with an order of a federal court which orders the Contractor to comply with an order of the National Labor Relations Board. Note: The above Statement and Questionnaire are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement and Questionnaire. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution. Signet Title Firm Date 215/2020 162XP2�t RE -BID CITY OF SANTA ANA REBID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) TITLE 49, CODE OF FEDERAL REGULATION. PART 29 DEBARMENT AND SUSPENSION CERTIFICATION The bidder under penalty of perjury, certifies that except as noted below, he/she or any person associated therewith in the capacity of owner, partner, director, officer, manager: is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has not suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within past three years; has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years. If there are any exceptions to this certification, insert the exceptions in the following space Exceptions will not necessarily result in denial of award, but will be considered in determining bidder's responsibility. For any exception noted above, indicate below to whom it applies, initialing agency, and dates of action. Note: Providing false information may result in criminal prosecution or administrative sanctions. The above certification is part of the Proposal. Signing this Proposal on the signature portion thereof shall al: Signec Title Firm. Date 2/5/2020 �UA A RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NON -LOBBYING CERTIFICATION FOR FEDERAL AID CONTRACTS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influence or attempting to influence 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 appropriate funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-I,11, "Disclosure of Lobbying Activities," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of thi certification be included in all lower tier subcontracts, which exceed $100,000 anQ that akueXsub-recipients shall certify and disclose accordingly. Signed Title Firm Date 21512020 Electric, Inc. • Standard Form 1,11 may be obtained from Caltrans and FHWA offices. 261 S6 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE, II FEDERAL PROJECT NO: HSIPL 5063(186) DISCLOSURE OF LOBBYING ACTIVITIES DISCLOSURE OF LOBBYING ACTIVITIES Ndafo� Complete this term m disdw�e lobbying activities pursuant to 31 t1.SC. 1352 alaaaews See reve fo ubbt burden disclosure. Type of Federal Action: 2. Status of Federal Action: M. Report Type: a_ codract �a_ bidaRerlapplieation a. intial filing . grant b_ initial award b. material change C. five a irrament m post -award For Material Change Only: d_ year quenar e_ loan grantee dab of last report f. ban i nce a. Name arid Add s of Reporting Entity_ 5. h Reporting Entity in No. a Is a Subawardee Name ❑ Pam tmwmWa and Address of Prime: ifkrown: sforal Distdet. WAIM0wn: Cm a,".nal District. vf* n: 6 Federal Dept, tar NAgency: 7. Federal Prograwr Name/ cription' CFOA Number, ffa e: 8_ Federal ction Number, dtrowr- A A. d 14nou. , fitnarn f0_ a_ Name and Address of Lobbying Entity b.1 Perfrrnni)g Services (a akiding address A (ifindividual. Last name, fast nime. un: dam Not lam) tLa namfirst name. All} outdo i vrarnoma i sff-ltca r 11_ Asmara of Payment (check air Oat amply): 13- Type of Payment ( all Nat apply): ❑achai ❑ ❑anwner ❑ bamisla ❑ C. toonsaw an 12. Form of Payment (check a0 Nat apply . ❑ a con Ela emlagntwe ❑ 0.tlktlwspadaj: nature ❑ a eafwtad value ❑ I. abet spec y: 14. Brief Desorption of Seryj&s Performed or to he Fedenned and Datetsl of Service, Including m1g ris}, employeels), or Meml sl contacted, for Payment Indicated in hem 11: Slatrl 1':trB a SFI.I[�1 f 15. Conlin Shoes SF-LLLA attached: Via i6.'""Y°°' •sv. ar r-m . nn+xw 4 r n LL aC r.a, Signature'. Print NameO DQ dle: Vite dents 570 21512020T oNo-- Door - Federal Use Only: lu.uraxawr tacat nNnevtcOM 3bnvbnd Fam DL tiev.7 7 NXP 6 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) INSTRUCTIONS FOR COMPLETION OF SF-LL, DISCLOSURE OF LOBBYING ACTIVITIES BtSTRUCnONS FOR COMPLETION OF SF11.1. DISCLOSURE OF LOBBYING ACTIVITIES 11rW dMpo fm a ,t ;,Wed EYM rapon"eing'. M1MwrwWwameev pmw Fer)lfam,apl ik mt nmmal n reoe" W a raarWed F� arim, w a nnBlhalpnrlg0 w a prtwlaamn9. 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OC 409t3 id.Xf A41 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) EXHIBIT 15-G CONSTRUCTION CONTRACT DBE COMMITMENT 1. Local Agency: City of Santa Ana 2. Contract DBE Goal: 7"% 3. Project Description: Installation of RRFB, "Yield" markings, additional striping and signage- Pomona St and Broadway, 10th St and Roth St, Willits St and Diamond St, Pacific Ave and Adams St, Nakoma or and La Verne Ave, Russell Ave and Sycamore St, French St and 14th St, McFadden Ave and Oak St, Sycamore St and Walnut St, Center St and Lingan Ln, Santa Ana Blvd and Sycamore St, 3rd St and Sycamore St, Broadway and Borchard Ave, and Russell Ave and 4. Project Location: Towner St. 5. Bidders Name: EleCnor Belco Electric, Inc. 6. Prime Certified OBE: ❑ 7. Bid Amount: $285,295.00 8. Total Dollar Amount for ALL Subcontractors$74 , 485 . 0 0 9. Total Number of ALL Subcontractors: 10. Bid Item 11. Description of Work, Service, or Materials 12. DBE Certification 13. DBE Contact Information 14. DBE Dollar Number Supplied Number (Must be certified on the date bids are opened) Amount Various Furnish RRFB System 40540 '1EK Services LLC 1609 East McFadden Ave. #D $44,835.00 Santa Ana, CA 92705 (714) 336-0536 60% of $74,725.00 Local Agency to Complete this Section upon Execution of Award S 21. Local Agency Contract Number: 44,835.00 16. TOTAL CLAIMED DBE PARTICIPATION 22. Federal -Aid Project Number: HSIPL 5063(186) 15.7 I 23. Bid Opening Date: February 12, 2020 24. Contract Award Date: IMPORTANT: Identify all DBE firms being claimed for credit, 25. Award Amount* regardless of tier. Names of the First Tier DBE Subcontractors and their respective item(s) of work listed above must be consistent, where applicable with the names and items of the work in the Local Agency certifies that all DBE certifications are valid and information on "Subcontract is submitted with your bid. Written confirmation of this form is complete and accurate. eac 'sted is required 2/14/2020 26. Local Agency Representative's Signature 27. Date 1 . P arers Sign um17. Date J fin Won 909-993-5470 28. Local Agency Representative's Name 29. Phone 1 rers Nadi 19. Phone Vice President 30. Local Agency Representative's Title 20. Preparer's Title DISTRIBUTION: 1, Original -Local Agency 2. Copy- Callous District Local Assistance Engineer (OLAE). Failure to submit to DLAE within 30 days of contract execution may result in de -obligation of federal funds on contract. 3. Include additional copy with award package. ADA Notice: For individuals with sensory disabilities, this document is available in alternate formats. For information call (916) 654-6410 or TDD (916) 654-3980 or write Records and Forms Management, I Ito N Street, MS-a9, Sacramento, CA 95614. P-27 of P-42 RE -BID 20A-42 Februrary 12, 2020 To: Elecnor Belw Electric, Inc. 14320 Albers Way Chino, CA 91710 (909)993-5470 Re: Crosswalk Upgrades Phase II -Santa Ana TEK Services LLC is pleased to provide you with the following materials and equipment for the referenced project: Bid Item City Description Unit Price _ Total 1 1 RRFB System $ 4,570.00 $ 4570.00 3 1 RRFB System $ 4,570.00 5 4,570.00 5 1 RRFB System $ 4,570.00 $ 4,570.00 7 1 RRFB System $ 4,570.00 5 4,570.00 9 1 RRFB System $ 4,570.00 $ 4,570.00 11 1 RRFB System $ 7,519.00 $ 7,518.00 13 1 RRFB System $ 4,570.00 $ 4,570.00 15 1 lRRFBSystem $ 6,130.00 $ 6,130.00 17 1 RRFB System $ 4,570.00 $ 4,570.00 19 1 RRFB System $ 4,570.00 $ 4,570.00 21 1 RRFB System $ 6,651.00 $ 6,651.00 23 1 RRFB System 4,570.00 $ 4,570.00 25 1 RRFB System $ 4,570.00 $ 4,570.00 27 1 RRFB System $ 8,726.00 $ 8,726.00 Total 5 74,725.07 Notes: • TEK Services, LLC is Metro certified WBE/UDBE/SBE. Certification No. 40540. • NAICS Work Codes C0686, C0600 • Quotation valid for 30 days subject to re -quote thereafter. • Delivery 18- 22 Weeks after submittal approval. • Terms: Net 30 Days, Pending Credit Verification. • Sales tax is not included. Thank you for the opportunity, Sales Rep: Kim King TER Services LLC • 1609 East McFadden Ave. #D • Santa Ana, California 92705 • 714-336-0536 • Fax: 714-694-0116 20A-43 2113/2020 UCP Web Application - List Skip to Main Content Back To Query Form (licenseForm.htm) Search Returned 1 Records Thu Feb 13 09:19:58 PST 2020 Query Criteria Certification Types: DBE Firm ID: 40540 Firm ID 40540 DBA Name TEK SERVICES, LLC Firm Name TEK SERVICES, LLC Address Line1 5680 VAN GOGH WAY Address Line2 City YORBA LINDA State CA Zip Code1 92887 Zip Code2 Mailing Address 5680 VAN GOGH WAY Line1 Mailing Address Line2 Mailing City YORBA LINDA Mailing State CA Mailing Zip 92887 Code1 Mailing Zip Code2 Certification DBE Type EMail kim.tekserv@Gmail.com Contact Name KIM KING Area Code 714 Phone Number 336-0536 Extension Alt Area Code Alt Phone Number Extension Fax Area Code 714 Fax Phone 694-0116 Number Agency Name LOS ANGELES COUNTY METRO TRANSPORTATION AUTHORITY (MTA) Counties 19; 30; 33; 37; Districts 07; 08; 11; 12; DBE NAICS 423610; 423840; ACDBE NAICS Work Codes C0686 ELECTRICAL & SIGNALS SUPPLIER; CO600 MISC SUPPLIERS; 20A-44 https:!lucp.dotxa.gov/querySubmit.htm 112 2/13/2020 UCP Web Application - List Licenses Trucks Gender F Ethnicity CAUCASIAN Firm Type DBE https:Hucp.4Jot.ca.gov/querySubmit.htm 2 UA-45 2 2 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) INSTRUCTIONS — CONSTRUCTION CONTRACT DBE COMMITMENT CONTRACTOR SECTION 1. Local Agency - Enter the name of the local agency that is administering the contract. 2. Contract DBE Goal - Enter the contract DBE, goal percentage as it appears on the project advertisement. 3. Project Location - Enter the project location(s) as it appears on the project advertisement. 4. Project Description - Enter the project description as it appears on the project advertisement (Bridge Rehab, Seismic Rehab, Overlay, Widening, etc). 5. Bidder's Name - Enter the contractor's firm name. 6. Prime Certified DBE - Check box if prime contractor is a certified DBE. 7. Bid Amount - Enter the total contract bid dollar amount for the prime contractor. 8. Total Dollar Amount for ALL Subcontractors — Enter the total dollar amount for all subcontracted contractors. SUM = (DBEs + all Non -DBEs). Do not include the prime contractor information in this count. 9. Total number of ALL subcontractors — Enter the total number of all subcontracted contractors. SUM _ (DBEs + all Non -DBEs). Do not include the prime contractor information in this count. 10. Bid Item Number - Enter bid item number for work, services, or materials supplied to be provided. 11. Description of Work, Services, or Materials Supplied - Enter description of work, services, or materials to be provided. Indicate all work to be performed by DBEs including work performed by the prime contractor's own forces, if the prime is a DBE. If 100% of the item is not to be performed or furnished by the DBE, describe the exact portion to be performed or furnished by the DBE. See LAPM Chapter 9 to determine how to count the participation of DBE firms. 12. DBE Certification Number - Enter the DBE's Certification Identification Number. All DBEs must be certified on the date bids are opened. 13. DRE Contact Information - Enter the name, address, and phone number of all DBE, subcontracted contractors. Also, enter the prime contractor's name and phone number, if the prime is a DBE. 14, DBE Dollar Amount - Enter the subcontracted dollar amount of the work to be performed or service to be provided. Include the prime contractor if the prime is a DBE. See LAPM Chapter 9 for how to count full/partial participation. 15. Total Claimed DBE Participation - $: Enter the total dollar amounts entered in the "DBE Dollar Amount" column. %: Enter the total DBE participation claimed ("Total Claimed DBE Participation Dollars" divided by item "Bid Amount"). If the total % claimed is less than item "Contract DBE Goal," an adequately documented Good Faith Effort (GFE) is required (see Exhibit 15-H DBE Information - Good Faith Efforts of the LAPM). 16. Preparer's Signature - The person completing the DBE commitment form on behalf of the contractor's firm must sign their name. 17. Date - Enter the date the DBE commitment form is signed by the contractor's preparer. 18. Preparer's Name - Enter the name of the person preparing and signing the contractor's DBE commitment form. 19. Phone - Enter the area code and phone number of the person signing the contractor's DBE commitment form. 20. Preparer's Title - Enter the position/title of the person signing the contractor's DBE commitment form. P-28 of P-42 RE -BID 20A-46 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) LOCAL AGENCY SECTION 21. Local Agency Contract Number - Enter the Local Agency contract number or identifier. 22. Federal -Aid Project Number - Enter the Federal -Aid Project Number(s). 23. Bid Opening Date - Enter the date contract bids were opened. 24. Contract Award Date - Enter the date the contract was executed. 25. Award Amount — Enter the contract award amount as stated in the executed contract. 26. Local Agency Representative's Signature - The person completing this section of the form for the Local Agency must sign their name to certify that the information in this and the Contractor Section of this form is complete and accurate. 27. Date - Enter the date the DBE commitment form is signed by the Local Agency Representative. 28. Local Agency Representative's Name - Enter the name of the Local Agency Representative certifying the contractor's DBE commitment form. 29. Phone - Enter the area code and phone number of the person signing the contractor's DBE commitment form. 30. Local Agency Representative Title - Enter the position/title of the Local Agency Representative certifying the contractor's DBE commitment form. P-29 of P42 RE -BID 20A-47 CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) EXHIBIT 15-H DBE INFORMATION —GOOD FAITH EFFORTS RE -BID Federal -aid Project No(s). HSIP1,5063 (186) Bid Opening Date February 12, 2020 The City of Santa Ana established a Disadvantaged Business Enterprise (DBE) goal of 7 % for this contract. The information provided herein shows the required good faith efforts to meet or exceed the DBE contract goal. Proposers or bidders submit the following information to document their good faith efforts within five (5) business days from bid opening. Proposers and bidders are recommended to submit the following information even if the Exhibit 10-01: Consultant Proposal DBE Commitments or Exhibit 15-G: Construction Contract DBE Commitment indicate that the proposer or bidder has met the DBE goal. This form protects the proposer's or bidder's eligibility for award of the contract if the administering agency determines that the bidder failed to meet the goal for various reasons, e.g., a DBE firm was not certified at bid opening, or the bidder made a mathematical error. The following items are listed in the Section entitled "Submission of DBE Commitment" of the Special Provisions, please attach additional sheets as needed: A. The names and dates of each publication in which a request for DBE participation for this project was placed by the bidder (please attach copies of advertisements or proofs of publication): Publications Dates of Advertisement DBE Goal Met B. The names and dates of written notices sent to certified DBEs soliciting bids for this project and the dates and methods used for following up initial solicitations to determine with certainty whether the DBEs were interested (please attach copies of solicitations, telephone records, fax confirmations, etc.): Names of DBEs Solicited Date of Initial Follow Up Methods and Dates Solicitation TEK Services LLC 1/22/2020 2/4/2020, 2/12/2020 P-30 of P-42 RE -BID 20A-48 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: IISIPL 5063(186) C. The items of work made available to DBE firms including those unbundled contract work items into economically feasible units to facilitate DBE participation. It is the bidder's responsibility to demonstrate that sufficient work to facilitate DBE participation in order to met or exceed the DBE contract goal. Items of Work Bidder Normally Breakdown of Amount Percentage Performs Item (Y/N) Items (S) Of Contract Furnish RRFB System N Various Bid Items $74,725.00 26.1% D. The names, addresses and phone numbers of rejected DBE firms, the reasons for the bidder's rejection of the DBEs, the firms selected for that work (please attach copies of quotes from the firms involved), and the price difference for each DBE if the selected firm is not a DBE: Names, addresses and phone numbers of rejected DBEs and the reasons for the bidder's rejection of the DBEs: DBE Goal Met Names, addresses and phone numbers of firms selected for the work above: TEK Services LLC 1609 East McFadden Ave. 4D Santa Ana, CA 92705 (714) 336-0536 E. Efforts (e.g. in advertisements and solicitations) made to assist interested DBEs in obtaining information related to the plans, specifications and requirements for the work which was provided to DBEs: DBE Goal Met F. Efforts (e.g. in advertisements and solicitations) made to assist interested DBEs in obtaining bonding, lines of credit or insurance, necessary equipment, supplies, materials, or related assistance or services, excluding supplies and equipment the DBE subcontractor purchases or leases from the prime contractor or its affiliate: DBE Goal Met P-31 ofP-42 RE -BID 20A-49 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) G. The names of agencies, organizations or groups contacted to provide assistance in contacting, recruiting and using DBE firms (please attach copies of requests to agencies and any responses received, i.e., lists, Internet page download, etc.): Name of Method/Date of Results Agency/Organization Contact DBE Goal Met H. Any additional data to support a demonstration of good faith efforts:. DBE Goal Met NOTE: USE, ADDITIONAL SHEETS OF PAPER IF NECESSARY P-32 of P-42 RE -BID 20A-50 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PIIASE II FEDERAL PROJECT NO: HSIPL 5063(186) Exhibit 12-B Bidder's List of Subcontractors (DBE and Non -DBE) — Part I PART The bidder shall list all subcontractors (both DBE and non -DBE) in accordance with Section 2-1.054 of the Standard Specifications and per Title 49, Section 26.11 of the Code of Federal Regulations. This listing is required in addition to listing DBE Subcontractors elsewhere in the proposal. Photocopy this form for additional firms. Local Assistance Procedures Manual Exhibit 12-B Bidder's List of Subcontractors (DBE and NON -DBE) As of Match 1.2015 Contractors (and sub-contmcmrs) wishing eo bid on public works contracts shall be registered with the State Division of Industrial Relations and certified to bid on Public Works contracts. Please register at: httos:lwww.dir.co.gov/Public-Works/Contractor-Registration.htmi In accordance widi Tide 49, Section 26.1 t of the Code of Federal Regulations, and Section 4104 of the Public Contract Code critics into of California, as amended, the following informal ion is required for tacit subeontmetorwho will perform work amounting to moretitan one half of one percent(D.S%)aft Toto pid$[SI0.000 (whiehever is greater). Photocopy this form far additional firms. Federal Project Nun-a-M91 6a(184+. Subcontractor Name and Location sire Item$ Otscriptlon Subcontract Amount percentage of Bid Item Sub. contracted contractor Dcame Number DBE (YIN) DBE Cert Numb" Annual Gross Receipts DIR Reg Number Name: .ZI LI 1_1 �j�sgt4i-Ilr{r 1 r2� 24 Zt�v (POD k.� c 1.-1 6l million — <S5m lion City. State: ;�� i✓ l(J�CL1;1D30fn <$10 million i!,MZjlllon eof Fbm: M. Name: ff i L l .3 'Zj (�, r i <$1 million city, State: _ <55 million 0 4$10 million <$1S million e of Nrm: yn. Name: <51 million City, State. <SS million <$10 million ❑ s$15 million eoFFirm; VIS, Name: e$1 million City, State: <$57BI n e510 mllll on e$15 million e of Firm: v1s. Name: 0 <$1 million City, slate: 45 million d10mlllicn Uj <515 million e or firm:yrs. Name Lj 41 million City, Stare: d5 million Q <SlOrnilllan Lj < 15mlilion e of Fhm: yrs. Distribution: D Original -Local Agency File 2) Copy-DLAE wf Award Package Page 1 of 2 January 2019 D I i IM RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6976 CROSSWALK UPGRADES PHASE. II FEDERAL PROJECT NO: HSIPL 5063(196) EXHIBIT 12-B BIDDER'S LIST OF SUBCONTRACTORS(DBE AND NON -DBE)— PART II PART I1 The bidder shall list all subcontractors who provided a quote or bid but were not selected to participate as a subcontractor on this project. This is required for compliance with Title 49, Section 26 of the Code of Federal Regulations. Photocopy this form for additional firms. Local Assistance Procedures Manual Bidder's List of Exhibit 12-B Exhibit 12-8 Bidder's List of Subcontractor (DBE and Non -DBE) Part 2 In accordance with Titic 49, Section 26 of the Codc of Fedcml Regulations, die Bidder shall list all subcontractor who provided a quote cr bid Industries: not selected to participate as a subcontractor on this project. Photocopy this form for additional firms. Federal Project Number; HSIPL Subcontractor Name and Location tine Item is Description Subcontract Amount Percentage of Did Item Sub- contracted Contractor IIfcense Number DBE Wall DBECart Number Annual Gross Receipts DIR Re Number Name: <$1 mlllian <55 miliien City. Stale: <5tomilllan <$15 million e of Firm: rs. Name: < 3 mlllian <55 million ly, ale. <$10 mlllian <515 million e of Firm: ws. Name: U <$1 million <$5 mililon City, State: 0f� ;FWnM IL LJ <$15 miillon a of Firm: ws. Name: ❑ <51 million EJ 455 million Citestate: aSlomilllan 4$15 million AgeofFirmyrs. Name: i Mlilon <55 million City. State: El eSlo mllllan <$IS million a of Firm: v1s. Name: U <51 million LJ <55 million City. State: = <510 million <515 million Agegffirng_gf5._ Distribution: I) Original -Local Agency File 2) Copy -DUCE wJ Award Package Page 2 of 2 January 2019 26 iPf P RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) PROMPT PAYMENT OF FUNDS WITHHELD TO SUBCONTRACTORS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the following: The agency shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the agency, of the contract work, and pay retainage to the prime contractor based on these acceptances. The prime contractor, or subcontractor, shall return all monies withheld in retention from a subcontractor within 30 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the agency. Federal law (49CFR26.29) requires that any delay or postponement of payment over 30 days may take place only for good cause and with the agency's prior written approval. Any violation of this provision shall subject the violating prime contractor or subcontractor to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the primontraetor, deficient subcontract performance, or noncompliance by a sube on rack6r. John Title Firm Elecnor Belco Electric, Inc. Date 2/5/2020 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) EXHIBIT 16-B - SUBCONTRACTING REQUEST Local Assistance Procedures Manual Exhibit 16-B CONTRACPORNAMF. COUNTY ROUTE BUSINESS ADDRE_SN CONTEACTNUMBER Crry AND STATE `L.IPCODE FEDERAL -AID Ptaxscr NUMBER A. STIRCONERACTOR B. Bm ITEM C. PERCENTAGEOF D. SUB LISTED E. CERTIFIED F. DFSCRmF. WORK G. DOLLAR AMOUNT (Name, Busi ss Address, Phone) NUMBERS) BIDITEM AT BID TIME DBE WDPFr Ixss THAN BASF.DONTHEBID SUBCONTRACTED 100% OF WORK TS AMOUNT SUBCONTRACTED Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ I certify that: • The Standard Provisions for labor set forth in the contract apply to the subcontracted work. • If applicable, Form FHWA-1273 of the Special Provisions has been inserted in the subcontracts and should be incorporatedin any lower-ber subcontract. Written contracts have been executed for the above noted subcontracted work. Contractor Signature Date This section is to be completed by the resident engineer. 1. Total of bid items 2. Contractor must perform with own forces (line 1 X contract req. %) 3. Bid items previously subcontracted (taken from previously approved 16-B) 4. Bid items subcontracted (ads request) $ 5. 'Finat bid items subcontracted (line 3 plus 4) 6. Balance of work contractor to perform (line 1 minas 5) RESIDENT ENGINEEWSSIGNATURE Copy Distribution:Original-Conractur Copy- Resident Engineer Copy-OBF.O- snral lbusinessadvucatogdolzEcavv,)i. or fax to(916) 324-1949 Page 1 of 2 January2018 d iPf 154421 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) Local Assistance Procedures Manual Exhibit 16-B Subcontracting Request INSTRUCTIONS FOR COMPLETING SUBCONTRACTING REQUEST FORM All first -tier subcontractors must be included on a subcontractor request. Before subcontracting work starts, the contractor will submit an original CEM-1201 for approval according to the Standard Specifications. After approval, the RE returns the original to the contractor and complete the remaining distribution as listed on the bottom of the form. D. If subcontractor was listed at bid time per the Fair Practices Act, check yes, otherwise check no. E. If subcontractor is a certified DBE contractor, check yes, otherwise check no. F and G. When a portion of an item is subcontracted, describe the portion and show the percentage of the bid item and value. G. When an entire item is subcontracted, show the full bid item value. THIS FORM IS NOT TO BE USED FOR SMALL BUSINESS ENTITTIES. OF SUBCONTRACTORS AND UDBE, DVBE OR Page 2 of 2 January 2018 ICI' RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5663(186) DIFFERING SITE CONDITIONS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the following: Signed Title Firm Date a. Contractor's Notification Promptly notify the Agency's Engineer if you find either of the following conditions: 1. Physical conditions differing materially from either of the following: a Contract documents a Job site examination 2. Physical conditions of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in the work provided for in the Contract Include details explaining the information you relied on and the material differences you discovered. If you fail to promptly notify the Engineer, you waive the differing site condition claim for the period between your discovery of the differing site condition and your notification to the Engineer. If you disturb the site after discovery and before the Engineer's investigation, you waive the differing site condition claim_ b. Engineer's Investigation and Decision Upon your notification, the Engineer investigates job site conditions and: 1. Notifies you whether to resume affected work 2. Decides whether the ondition differs materially and is cause for an adjustment gf4ime7ayment, or both Vice Elecnor Belco Electric, Inc. 2/5/2020 John Wong 20 iPf et RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) BIDDER'S CERTIFICATE OF COMPLIANCE REGARDING `BUY AMERICA" REQUIREMENTS FOR STEEL OR MANUFACTURED PRODUCTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the "Buy America" requirements of Section 165 of the Surface Transportation Assistance Act of 1982 and as shown in the special provisions of this project. n Signed Title Firm Elecnor Belco Electric. Inc. — Date 16W 61 RE-8 o CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NEPA COMPLIANCE FOR FEDERAL AID CONTRACTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the Categorical Exemption/Categorical Exclusion Determination Form including and not limited to the National Environmental Policy Act (NEPA) requirements and environmental commitments found in the appendix of the Contract Documents of this project. n j 1MR Title Firm Elecnor Ba Date 2/5/2020 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) TMP COMPLIANCE FOR FEDERAL AID CONTRACTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the Traffic Management Plan (TMP) commitments found in the appendix of the Contract oc rrrents of this project. Signed Title Firm Date 21612020 L60P 6 RE -BID MAYOR Miguel A. Felice MAYOR PRO TEM Juan Mdlegas COUNCILMEMBERS Phil Bacerra Cecilia Iglesias David Penaloza Vicente Sarmiento Jose Solorio CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 Civic Center Plaza . MA3 . P.O. Box 1988 Santa Ana, California 92702 w .san—, I February 3, 2020 SUBJECT: RE -BID Project 17-6876 Crosswalk Upgrades Ph 11— HSIPL 5063(186) CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez The following changes/revisions/clarifications have been made to the Contractor License Requirements for the subject project: Specifications: Revise Notice of Inviting Bids. Page v as follows: Contractor License Requirements: From the time of City Council contract award until work completion, the Contractor shall possess a valid California Class "A" or Class C-10 Contractor's license. All sub -contractors shall be properly licensed for their respective trades. ALL OTHER ITEMS REMAIN, FOR THE CITY OF SANTA ANA Edwin "William" Galvez, City Engineer SANTA ANA CITY COUNCIL lki,ddA Palido Juan Vlll.,a Vl,vhle Saoaian. lPenall Mayor Mayor Pm Tem, Ward 5 Ward Ward2 rr uAftn.Fsylla-ann Tl iYlIIM85GS98rt[M1N18.IXO 6d14M1 laana.w J�ilalu[arbsx,111.Nla gry ,John Wong Belco Electric, Inc. Jose Solorio Phil Bacena Cecilia IBIc%ias Ward Werdd Ward6 so'orioi tsar G-anal 6➢ i@a 0ewrn42sxnle qn g" 20A-60 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) BID PROPOSAL TO: CITY COUNCIL OF THE CITY OF SANTA ANA FROM: Elecnor Belco Electric Inc. REQUIREMENT: 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: Item I Description Qty Unit Unit Price Amount Furnish & Install Complete Functioning I Carmanah RRFB System per Plan at the I LS $ $ Intersection of Pomona St at Broadway — Sheet 2of15 060 I000 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 2 striping per plan at the Intersection of I LS $ $ Pomona St at Broadway —Sheet 2 of 2— 15 1 Furnish & Install. Complete Functioning 3 Carmanah RRFB System per Plan at the Intersection of loth St at Raitt St— 1 LS $ Ill q..b I) $ (\ 100 Sheet 3 of 15 1 Remove all conflicting striping, 4 R.P.M.'s and/or legends and Install new striping per plan at the Intersection of I LS $ ' J (i' �. $ IOthSI tRaittSt—Shect3of15 i� /CO'L Fumish & Install Complete Functioning 5 Carmanah RRFB System per Plan at the Intersection of Willits St at Diamond St 1 LS $ t 1 l dl tl0 — Sheet 4 of 15 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 6 striping per plan at the Intersection of I IS 1 $ �j t'('+L1 $ 'i} et -7. N Willits St at Diamond St — Sheet 4 of 1 15 Furnish & Install Complete Functioning ? Carmanah RRFB System per Plan at the 1 LS $ 1 °l V'Ci $ `t �� Intersection of Pacific Ave at Adams St I — Sheet 5 of 15 Remove all conflicting striping, 8 R.P.M.'s and/or legends and Install new 1 LS $ 3 LA 1� $ j L4 k 3 striping er plan at the Intersection of / 1 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE It FEDERAL PROJECT NO: HSIPL 5063(186) Item Description t Unit Unit Price Amount Pacific Ave at Adams St— Sheet 5 of 15 Furnish & Install Complete Functioning 9 Carmanah RRFB System per Plan at the Intersection of Nakoma Dr at La Verne 1 LS $ Ave— Sheet 6 o5 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 10 striping per plan at the Intersection of 1 LS $ �j r fi,- $ "�j Z S1 ! Nakamn Dr at La Verne Ave — Sheet 6 f of 15 Furnish & Install Complete Functioning 11 Carmanah RRFB System per Plan at the Intersection of Russell Ave at I LS $ `'} �( $ `' -1 (hU(.7 Sycamore St— Sheet 7 of 15 t Remove all conflicting striping, R.P.M.'s and/or legends and Install new 12 striping per plan at the Intersection of 1 LS $ 2 S G $ 2 Russell Ave at Sycamore St— Sheet 7 of I ! 15 Furnish & Install Complete Functioning 13 Carmanah RRFB System per Plan at the 1 LS $ 11 q 00 $ �L �� G'c) Intersection of French St at 14th St — I l Sheet 8 of 15 I Remove all conflicting striping, 14 R.P.M.'s and/or legends and Install new I LS $ '7) $ "21 C1 striping per plan at the Intersection of 11 7- French St at 14th St — Sheet 8 of 15 112C� Furnish & Install Complete Functioning 15 Carmanah RRFB System per Plan at the Intersection of Mefadden Ave at Oak I LS $ I Qf $ i lA ! 600 St — Sheet 9 of 15 Remove all conflicting striping, 16 R.P.M.'s and/or legends and Install new 1 LS $ $ Tj striping per plan at the Intersection of Mellialden Av at Oak St -Sheet 9 of 15 Furnish & Install. Complete Functioning 17 Carmanah RRFB System per Plan at the Intersection Sycamore St Walnut I LS $ p� (;� $ of at Ave — Sheet 10 of 15 l Remove all conflicting striping, R.P.M.'s and/or legends and Install new Cl g 18 striping per plan at the Intersection of I I,S $ 3 1t+% $ Sycamore St at Walnut A_v— Sheet 10 t of 15 Fumish & Install Complete Functioning 19 Carmanah RRFB System per Plan. at the 1 LS $ 11 CjQ $ Intersection of Center St at Liaaan Lo I -- Sheet I 1 of 15 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) Item Desch Lion Unit Unit Price Amount Remove all conflicting striping, R.P.M.'s and/or legends and Install new 20 striping per plan at the Intersection of I LS $ •?�'Cj $ Z_ ONzj Center St at Liman Ln —Sheet 11 of 1 IS Famish & Install Complete Functioning 21 Carmanah RRFB System per Plan at the Intersection I LS $ �' ' pV 0 $ �" ' U off? of Santa Ana Blvd at Sycamore St — Sheet 12 of 15 I Remove all conflicting striping, R.P.M.'s and/or legends and install new 22 striping per plan at the Intersection of t LS $ cJ �� �.� $ Santa Ana Blvd at Sycamore St— Sheet 12 of 15 _ Famish & Install Complete Functioning 23 Carmanah RRFB System per Plan at the 1 LS $ t% 00C) $ tk1000 Intersection of3rdStatSycamore St— Sheet 13 of 15 Remove all conflicting striping, 24 R.P.M.'s and/or legends and Install new striping per plan at the Intersection of I IS $ �j i (Ij C( �y $ ?� , [.� 3rd St at Sycamore St — Sheet 13 of 15 Furnish & Install Complete Functioning 25 Carmanah RRFB System per Plan at the Intersection of Broadway St at 1 LS $ t I Gt (}('' $ 1 pt pp Borchard Ave — Sheet 14 of 15 Remove all conflicting striping, R.P.M.'s and/or legends and Install new 26 striping per plan at the Intersection of 1 LS $ "�j �� el $ Broadway St at Borchard Ave— Sheet I 14 of 15 Furnish & Install Complete Functioning 27 Carmanah RRFB System per Plan at the Intersection of Russell Ave at Towner I LS $ 00O I $ St— Sheet 15 of 15 Remove all conflicting striping, 28 R.P.M.'s and/or legends and Install new striping per plan at the Intersection of 1 LS $ �t 2�zN $ (-'� 1 3 Z 1 Russell Av at Towner— Sheet 15 of 15 ' 29 Install New Sign 147 EA $ 30 Install New Sign & Post 19 EA $ 2, �j $ LA � s r 31 Install New Post 0 EA $ 32 Remove Sign 44 EA $ $ �1 Z 33 Remove Sign & Post 31 EA $ `Z f� $ LCl MA-6-RE-BID CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: IISIPL 5063(186) RE -BID Item Description Q Unit Unit Price Amount 34 Relocate Sign 4 EA $ Z7,0 $ cl�7- 35 Mobilization I LS S Is r 000 $ C5r 000 36 Labor Agreement Oversight I LS $ 10,000.00 $ 10,000.0o TOTAL BASE BID $ 7-0' 5 1 ZG 5 The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). * The quantity for this bid item is shown for bid comparison only. This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. t This bid item is considered a Specialty Item per Section 2-3.2 of the Standard Specifications. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within eighty (80) workine_ days after the commencement date stated in the Notice to Proceed. The liquidated damages amount, in lieu of the amount specified in Subsection 6-9 of the Standard Specifications, shall be $1,000 per calendar day. Name of Firm Elecnor Belco Electric. Inc. Signature of BIDDER Title Vice John (If an individual, so state. 0 qrm or -partnership, state the firm name and give the names of all individual co-partners Comp e firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager, thereof) Alberto Garcia de los Angeles - President Jeroni Gervilla - Treasurer John Wong - Vice President Pedro Emile - Secretary F • RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE, II FEDERAL PROJECT NO: HSIPL 5063(186) 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 be returned to the undersigned. BIDDER understands that a bid is required for the entire work, the estimated quantities set forth in the bid schedule are solely for the purpose of comparing bids, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. The BIDDER also certifies that the bid is a balanced bid. In accordance with Section 7028.15 of the California Business and Professions Code, the undersigned certifies under penalty of perjury that the foregoing is true and correct. Name of Firm Etecnor BeIMElecZrlc, Inc. Signature of BIDDER ME Title Vice res e t (If an individual, so state. IfWfirm co- artnership, 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.) Alberto Garcia de los Angeles - President Jeroni Gervilla - Treasurer John Wong - Vice President Pedro Enrile - Secretary rl� . UNANIMOUS WRITTEN CONSENT IN LIEU OF 2019 ANNUAL MEETING OF THE BOARD OF DIRECTORS OF ELF,CNOR BELCO ELECTRIC, INC. January 1, 2019 The undersigned, being all of the members of the Board of Directors (the `Board") of Elecnor Belco Electric, Inc., a California corporation (the "Company"), in lien of holding a meeting of the Board, hereby take the following actions and adopt the following resolutions by unanimous written consent: WHEREAS, the Board has determined that it is in the Company's best interests to appoint a revised slate of Officers of the Company. NOW, THEREFORE, BE IT RESOLVED, that the following persons be, and hereby are, elected to the offices set forth opposite their respective names, to hold such offices until their respective successors are elected and qualified at or before the next annual meeting of the Board, or until their earlier respective deaths, resignations or removals: President and Chief Executive Officer Chief Financial Officer Senior Vice President, General Counsel and Assistant Secretary Vice President for Construction Secretary Alberto Garcia De Los Angeles Jeroni Gervilla Roger Devito John Wong Pedro Enrille FURTHER RESOLVED, that Alberto Garcia De Los Angeles, Jeroni Gervilla, Alberto Garcia and Roger Devito in their respective capacities (listed above) subject to such supervisory powers of the Board of Directors, hereby arc authorized and directed to perform all the duties commonly incident to that office; shall have authority to execute in the name of the Company contracts, leases and other written instruments to he executed by the Company; and, shall perform such other duties as the Board of Directors may from time to time determine. FURTHER RESOLVED, that the President and Chief Executive Officer may delegate authority to any Chief Financial Officer or Chief Operating Officer or Senior Vice President or Vice President as and within their authority levels as set forth in the Company's Bylaws, as the same may be amended from time to time; FURTHER RESOLVED, that Roger DeVito, in his capacity of Senior Vice President, is hereby authorized and directed to: 1. Negotiate, sign, amend and terminate agreements in connection with the purpose of the Company, for all contracts up to $250,000.00, and acting jointly with Alberto Garcia De Los Angeles or Jeroni Gervilla for all contracts in amounts greater than $250,000.00. 2. Execute, amend and finalize bid proposals in connection with the purpose of the Company, for all proposals up to $1,000,000.00, and acting jointly with Alberto Garcia De Los Angeles or Jeroni Gerviflu for all proposals in amounts greater than $1,000,000.00, PIN .., 3. Acting jointly with Alberto Garcia De Los Angeles or Jeroni Gervilla, executc, amend and finalize purchase orders for materials and equipment in connection with the purpose oflhe Company. 4. Acting jointly with Alberto Garcia De Los Angoles or Jeroni Gervills, execute, amend and terminate agreements for the lease of real estate to be used as offices or job related temporary yards. 5. Acting jointly with Alberto Garcia Do Los Angeles or Jeroni Gervilla, execute, amend and terminate insurance andlor bid bonds arrangements In connection with tho purpose of the Company- 6, Acting jointly with Alberto Garcia Do Los Angeles or Jeroni Carvilla, hire, suspend, impose sanctions and dismiss ilia administrative personnel of the Company, setting forth their employment terms and conditions, obligations and remuneration. 7. Acting jointly with Alberto Garcia De Los Angeles or Jeroni Gervilla, settle and claims on behalf of the Company, AND IT IS FURTHER RESOLVED, that all actions heretofore taken by the officers of the Company on behalf of and in the name of the Company, rolating to the conduct of the business of the Company, the expenditure of money, the making of contracts and all other acts taken or emitted in the performance of their duties to the Company be, and the same hereby are, in all respects, approved, ratified and affirmed, as of the date taken, done or omitted, respectively. The actions taken by the Board Consent shall have the same force and effect as if taken by the undersigned at a meeting of the Board of Directors, duly called and constituted pursuant to the Bylaws of the Company and the laws of the State of California, This Board Consent may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document. IN WITNESS WHEREOF, the undersigned, being all of the members of the Board o€Directors of Eleenor Belco Electric, Inc., have executed these actions by written consent as of the date first written above. Luis Alcibar, Director Alexander Arcola, Director 20A-67 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) 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: Elecnor Belco Electric. Inc. Business Address: 14320 Albers Way, Chino, CA 91710 Business E-Mail Address: iwong(@elecnor.com Telephone: 909-993-5470 State Contractor's License No. and Class: 738518 A B C-10 License Expiration Date: 7131121 State Dept. of Industrial Relations (DIR) Registration No.: State Dept. of Industrial Relations (DIR) Registration Expiratio^ate;/ Signed: Title: 1000004804 6/30/22 Vice President John Wong r�� CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PREVAILING WAGE COMPLIANCE. AND MONITORING STATEMENT Contractor is aware of the requirements of California Labor Code Section 1720, et seq., as well as California Code of Regulations, Title 8, Section 16,000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. Since the services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. The undersigned certifies that the foregoing is true and correct. Name of Firm Elecnor pe4co Electric. Inc. Signature of BIDDER Title (if an individual, so state) John CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) OWNERSHIP AFFIDAVIT STATE OF CALIFORNIA ) COUNTY OF ORANGE ) SS: CI FY OF SANTA ANA ) John Wong , being duly swum, deposes and says: ❑ tNDIV IDUAL That he/she is the party making the foregoing proposal: ❑ PARTNERSI IIP That he/she is a member of the co -partnership firm designated as: and who has been and is duty vested with the authority to make and execute instruments for the co -partnership by: who constitute the other members of the co -partnership. ® CORPORATION That he is of Elecnor Belco Electric, Inc. a corporation which is making the foregoing proposal: ❑ JOINT VENTURE That he is of: one of the parties making the foregoing proposal as ajoint venture, and the he/she has been and is duly vested with the authority to execute instruments for an on behalf of the parties making said bid who are: that such a bid is genuine and not collusive or sham, and has not in any manner sought by collusion to secure any advantage against the City of Santa Ana or any person interested in the proposed eontract, for himself or any other person. John swom to before me this 6546 day of RbVmek! t 20 s. Sit1� L-Am �7� Signature of officer Administering Oath (Notary Public) A notary public of other officer Completing this cedifluate verifies only the identity of the Indlvtdual who signed the document to which this wrlificato is attached. and not the truthfulness, accuracy, or validity of that document. --------------------- ELISA BETH LIAR Commission No. 2281937 - A NOTARY PUBLIC-CAUFORNIA BAN BERNARDINO COUNTY My Comm, Expm MARCH 21. 3023 2P0 A RE -BID CITY OF SANTA ANA REBID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) I.711 C7 i�l�il7 KNOW ALL PRESENT that, Elemor Men Electric Inc , as BIDDER, and EOP,jtyt gnd Deposit Company of Maryland , as SURETY, are held and firmly bound unto the CITY OF SANTA ANA, as AGENCY, in the penal sum of _ Ten Percent of Amount Bid Dollars ($ tape ), 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 24th day of January , 20 20 . BIDDER* M1E1'r11►' i Margaret hentz, 777 South Figueroa St., Sld,0900 Los A eI CA 9001 Subscribed and sworn to b re Signature: Notary Public in and for the County of , State of this day of * Provide BIDDER/ SURETY name, address, and telephone number and the name, title, address, and telephone number of authorized representative. P-9 of P-42 RE -BID 20A-71 JURAT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of So,n 6&me1 JM0 Subscribed and sworn to (or affirmed) before me on this 1541,% day of 4ri uAV 202s by .�ct)" W i:JI proved to me on the basis of satisfactory evidence to be the personfsrywho appeared before me. �----- VSc', P 41 S,�Yh �i9tG\ >?u�IC Signature (seal} OPTIONAL INFORMATION DESCRIPTION OF THE ATTACHED DOCUMENT Clio air SAYIin AV -%A P'Vk p,u✓Ld (Title description of attached document) or description of attached document continued) Number of Pages _ Document Date Additional information ELISA BETH LIM Commission No. 2281937 A.. NOTARY PUBLIC-CALIFORNIA SAN BERNARDINO COUNTY My Comm. Expires MARCH 2t, 2023 fief. dairsuril 9 The wording of al) Jurats completed in California after January 1, 2015 must be in the form as set forth within this Jurat. Thera are no exceptions. If a Jurat to be completed does not follow this form, the notary must correct the verbiage by using ajurat stamp containing the correct wording or attaching a separate jurat form such as this one with does contain the proper wording. In addib'on, the notary must require an oath or affirmation horn the document signer regarding the truthfulness of the contents of the document. The document must be signed AFTER the oath or affirmation. If the document was previously signed, it must be resigned in front of the notary public during the jurat process. • Stale and county information must be the state and county where the document signer(s) personally appeared before the notary public. • Date of notarization must be the date the signer(s) personally appeared which must also be the same date the jurat process is completed. • Print the name(s) of the document signers) who personally appear at the time of notarization. • Signature of the notary public must match the signature on file with the office of the county clerk. • The notary seal impression must be clear and photographically reproducible. Impression must not cover tent or lines. If seal impression smudges, re -seal if a sufficient area permits, otherwise complete a different jurat form. �o Additional information Is not required but could help to ensure this jurat is not misused or attached to a different document. Indicate title or type of attached document, humber of pages and date, • Securely attach this document to the signed document with a staple. 2�,15 `!ersion www.NotaryQlasses.rom 8i10-87�#-9fle5 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 kafaxylax County of Hartford On January 24, 2020 before me, Bethany Stevenson, Notary Public (insert name and title of the officer) personally appeared Joshua Sanford who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature (Seal) 5M BETHANY STEVENSON NOTARPPUBLIC- C7'177501 My COMMISSION .Fuli SSEP.t.AM3 20A-73 ZURICH AMERICAN INSURANCE COMPANY COLONIAL, AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, a corporation of the State of Illinois, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND a corporation of the State of Illinois (herein collectively called the "Companies"), by Robert D. Murray, Vice President, in pursuance of authority granted by Article V, Section 8, of the By -Laws of said Companies, which are set forth on the reverse side hereof and are hereby certified to be in full farce and effect on the date hereof, do hereby nominate, constitute, and appoint, Donna M. PLANETA, Joshua SANFORD, Aimee R. PERONDINE, Danielle D. JOHNSON, Michelle Anne MCMAHON, Bethany STEVENSON, Bryan M. CANF.SCHI, Kristopher PISANO, Rebecca M. STEVENSON, Nicholas TURECAMO and Tanya NGUYEN, all of Hartford, Connecticut, EACH, its true and lawful agent and Attorney -in -Fact, to make, execute, seal and deliver, for, and on its behalf as surety, and as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of these presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By-l..aws of said Companies, and is now in force. IN WITNESS WHEREOF, the said Vice -President has hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE. COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this Ath day of October, A.D. 2019, 1g.-."'^�I•.eq jp lr/4 a t�=ilk. IS sos A) tar' ✓ ±, ua ATTEST: ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND By: Robert D. Murray Vice President By: Dawn E. Brown ,Secretary State of Maryland County of Baltimore On this 4th day of October, A.D. 2019, before the subscriber, a Notary Public of the State of Maryland, duty commissioned and qualified, Robert D. Murray, Vice President and Dawn E. Brown, Secretary of the Companies, to me personally known to be the individuals and officers described in and who executed the preceding instrument, and acknowledged the execution of same, and being by me duly swam, dcposeih and smith, that he/she is the said officer of the Company aforesaid, and that the seals affixed to the preceding instrument arc the Corporate Seals of said Companies, and that the said Corporate Seals and the signature as such officer were duty affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IS TESTIMONY WIlEREOF, I have hereunto set my hand and affixed my Official Sealthe day and year first above written. �l jeM a,iA,•',•, �fq�+ltulY..�y o ••�h r�aipnP�p Constance A. Dunn, Notary Public My Commission Expires: July 9, 2023 20A-74 EXTRACT FROM BY-LAWS OF THE COMPANIES "Article V, Section 8, A_ttomeVs-in-'Fact. The Chief Executive Officer, the President, or any Executive Vice President or Vice President may, by written instrument under the attested corporate seal, appoint attorneys -in -fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attorney -in -fact to affix the corporate seal thereto; and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE I, the undersigned, Vice President of the Z,URICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attorney is still in full force and affect on the date of this certificate; and l do further certify that Article V, Section 8, of the By -Laws of the Companies is still in force. This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attorney... Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attorney and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the 5th day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held cm the I0th day of May, 1990. ABSOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced signature of any Vice -President, Secretary, or Assistant Secretary of the Company, whether made heretofore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company, shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 24th day of January 202e V1W{y 'Pp ,P /bi Brian M. Hodges, Vice President TO REPORT A CLAIM WITH REGARD TO A SURETY BOND, PLEASE SUBMIT A COMPLETE DESCRIPTION OF THE CLAIM INCLUDING THE PRINCIPAL ON THE BOND, THE BOND NUMBER, AND YOUR CONTACT INFORMATION TO: Zurich Surety Claims 1299 Zurich Way Schaumburg, IL 60196-1056 www.reportsfclai msQztir i ehn a.coni 800-626-4577 20A-75 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) LET OF SUS -CONTRACTORS Section 4100 et. seq. of the Public Contract Code requires listing of all subcontractors with the bid for all subcontract work exceeding the following amount: o Streets, highways including bridge projects: ''/2% of the bid or $10,000, whichever is greater o Buildings, parks, or other projects: '/2% of the bid Section 1725.5 of the Public Contract Code requires all Subcontractors be registered with the State Department of Industrial Relations (DIR). BIDDER proposes to subcontract certain portions of the work to the firms listed below: Name License DIR Reg Location Phone Type Of Amount Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # _ Location _ Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. Location Phone Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone _ Type Of Work Amount $ Name License #/Exp. DIR Reg. #/Exp. License # Location Phone Type Of Work Amount $ 16A it) RE -BID CITY OF SANTA ANA PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) RE -BID The following are the names, addresses, and telephone numbers for THREE public agencies for which the BIDDER has performed similar work within the past three years. of Victorville 14343 Civic Dr. Victorville. CA 92392 Name and Address of Owner. Greg Heldreth 760-243-6360 Name and Telephone Number of person familiar with project. $445,220 Traffic Signals & Fiber Optics March 2018 Contract Amount Type of Work Date Completed 2. City of Diamond Bar 21810 Copley Dr. Diamond Bar, CA 91765 Name and Address of owner. Christian Malpica 909-839-7042 Name and Telephone Number of person familiar with project. $389,928 Traffic Signals & Fiber Optics September 2018 Contract Amount Type of Work Date Completed 3. City of Mission Vieio 200 Civic Center, Mission Vieio. CA 92691 Name and Address of owner. Phillin Nitnllnma 949-470-3068 Name and Telephone Number of person familiar with project. $357,100 Contract Amount Traffic Signals Type of Work September 2018 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. Willis Towers Watson Zurich American Insurance Company _10 State House Square Floor 11 777 S. Figueroa St. Suite 3900 Hartford, CT 06103 Los Anaeles. CA 90017 Erin Kiernan 860-843-5404 Margaret Hentz 213-270-0757 L� A�f RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) ADDITIONAL REFERENCES The following are the names, addresses, and telephone numbers for THREE, public agencies for which the BIDDER or Subcontractor has performed similar work in the past five years. 1 • City of Glendale 633 E. Broadway, Glendale, CA 91206 Name and Address of Owner. Sarkis Oganesyan 818-548-3945 Name and Telephone Number of person familiar with project. $600,000 Traffic Signal, Fiber & Interconnect March 2018 Contract Amount Type of Work Date Completed 2. City of La Mirada 15515 Phoebe Ave., La Mirada, CA 90638 Name and Address of owner. Eric Villagarcia 562-902-2385 Name and Telephone Number of person familiar with project. $299,490 Traffic Signal Installation September 2017 Contract Amount Type of Work Date Completed 3. City of Azusa 213 E. Foothill Blvd., Azusa, CA 91702 Name and Address of owner, Cody Rowing 909-594-9702 Name and Telephone Number of person familiar with project. $352,269 Traffic Signal & Fiber Optics December 2017 Contract Amount Type of Work Date Completed The following are the names, addresses, and telephone numbers of all brokers and sureties from whom BIDDER intends to procure insurance and bonds. Willis Towers Watson Zurich American Insurance 10 State House Square, Floor 11 777 S. Figueroa St, Suite 3900 Hartford, CT 06103 Los Angeles, CA 90017 Erin Kiernan 860-843-5404 Margaret Hentz 213-270-0757 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) In conformance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any other BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BTDDF.R has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non -collusion Affidavit is part of the Proposal. BIDDERS are cautioned il—1 makipg a false certification may subject the certifier to criminal prosecution. Signed State of Calif is County of Lao tpd ty a Subscribed and sworn to (or affirmed) before me on this 541, day of iebf+ua 20_76 by )ehr, rvoan , proved to me on the basis of satisfactory evidence to be Me persort(s) who appeared before me C/ I­+l,s"W" Ltrn Notary Public Signature A notary public or other olficer completing this cortlficate vedfles 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. Notary Public Seal ELISA BETH LIM� Commission No. 2281937 !� NOTARY PUBLIC-OALIFORNIA SAN BER14ARDINO COUNTY My Comm Expires MARCH 21, 2020 16A— t4Z RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NON-DISCRIMINATION CERTIFICATE The undersigned contractor or corporate officer, during the performance of this contract, certifies as follows: The Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Contractor shall, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Contractor shall send to each labor union or representative of workers with which he/she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Contractor shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Contractor shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Contractor's non-compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. IdX 6 RE -BID 91 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) The Contractor shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the Contractor may request that the United States enter into such litigation to protect the interests of the United States. 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 Chatyft / Signed: Title: Firm: Date: 2f5/2020 lb fPali RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) STATEMENT REGARDING APPRENTICESHIP REQUIREMENTS The undersigned BIDDER is familiar with the requirements of Section 1777.5 of the State Labor Code regarding employment of apprentices, and understands that contractors on contracts exceeding $30,000 or 20 working days shall: 1. Apply to the joint apprenticeship committee administering the apprenticeship standards of the craft or trade in the area of the site of the public work for a certificate approving the contractor under the apprenticeship standards for the employment and training of apprentices in the area or industry affected. 2. Employ the number of apprentices or the ratio of apprentices to journeymen stipulated in the apprenticeship standards. 3. Contribute to the fund or funds in each craft or trade in which he/she employs journeymen or apprentices on the public work, in the same amount or upon the same basis and in the same manner as the other contractors, except contractors not signatory to the trust agreement shall pay a like amount to the^ifornia Apprenticeship Council. Signed: Title: Firm: �-4Iecno)gaelaQXIectric, Inc. Date: 2/512020 16A 04 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) STATEMENT REGARDING "ANTI -KICKBACK" REQUIREMENTS The undersigned is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the Copeland "Anti -Kickback" Act (18 USC 74) as supplemented in the Department of Labor regulations (29 CFR, Part 3). This act provides that each contractor or subcontractor shall be prohibited from inducing, by any means, any person employed in the construction or repair of public work, to give up any part of the compensation to which he/she is otherwise erxVi ed. / Signed: Title: Firm: Date: 2/5/2020 20 f its M,,o CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PUBLIC CONTRACT CODE SECTION 10162 OUESTIONNAIRE In conformance with Public Contract Code Section 10162, the BIDDER shall complete, under penalty of perjury, the following questionnaire: Has the BIDDER, any officer of the BIDDER, or any employee of the BIDDER who has a proprietary interest in the BIDDER, ever been disqualified, removed, or otherwise prevented from bidding on, or completing a federal, state, or local government project because of a violation of law or a safety regulation? Yes No X If the answer is yes, explain the circumstances in the following space CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) BIDDER'S STATEMENT REGARDING REQUIRED FEDERAL CONTRACT PROVISIONS (FORM FHWA-1273) The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, agrees to comply with the required Federal Contract Provision (Form FHWA- 1273) as shown in the appendixAhe Special Provisions of this project. Signed Title Firm Date 2/5/2020 lex P8 t RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) EQUAL EMPLOYMENT OPPORTUNITY CERTIFICATION The bidder Elecnor Belco Electric. Inc. proposed subcontractor hereby certifies that he has X , has not _, participated in a previous contract or subcontract subject to the equal opportunity clauses, as required by Executive Orders 10925, 11114, or 11246, and that, where required, he has filed with the Joint Reporting Committee, the Director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filling requirements. Note: The above certification is required by the Equal Employment Opportunity Regulations of the Secretary of Labor (41 CFR 60-1.7(b) (1)), and must be submitted by bidders and proposed subcontractors only in connection with contracts and subcontracts which are subject to the equal opportunity clause. Contracts and subcontracts which are exempt from the equal opportunity clause are set forth in 41 CFR 60-1.5. (Generally only contracts or subcontracts of $10,000 or under are exempt.) Currently, Standard Form 100 (EEO-1) is the only report required by the Executive Orders or their implementing regulations. Proposed prime contractors and subcontractors who have participated in a previous contract or subcontract subject to the Executive Orders and have not filed the required reports should note that 41 CFR 60-1.7(b) (1) prevents the award of contracts and subcontracts unless such contractor submits a report covering the delinquent period or such other period specified by the Federal Highway Administration or by the Director, Office of Federal Contract Compliance, U.S. Department of Labor. Signed Title Firm Date 2/5/2020 261krdt 1 r'Z 47 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PUBLIC CONTRACT CODE SECTION 10285.1 STATEMENT In conformance with Public Contract Code Section 10285.1 (Chapter 376, Stats. 1985), the bidder hereby declares under penalty of perjury under the laws of the State of California that the bidder has _ , has not X been convicted within the preceding three years of any offenses referred to in that section, including any charge of fraud, bribery, collusion, conspiracy, or any other act in violation of any state or Federal antitrust law in connection with the bidding upon, award of, or performance of, any public works contract, as defined in Public Contract Code Section 1101, with any public entity, as defined in Public Contract Code Section 1100, including the Regents of the University of California or the Trustees of the California State University. The term "bidder" is understood to include any partner, member, officer, director, responsible managing officer, or responsible managing employee thereof, as referred to in Section 10285.1. Note: The bidder must place a check mark after "has" or "has not" in one of the blank spaces provided. The above Statement is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed Title Firm `Elecnorl3ett o Electric. Inc. Date John id Rf 0 I RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) PUBLIC CONTRACT CODE SECTION 10232 STATEMENT In conformance with Public Contract Code Section 10232, the Contractor, hereby states under penalty of perjury, that no more than one final unappealable finding of contempt of court by a federal court has been issued against the Contractor within the immediately preceding two year period because of the Contractor's failure to comply with an order of a federal court which orders the Contractor to comply with an order of the National Labor Relations Board. Note: The above Statement and Questionnaire are part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Statement and Questionnaire. Bidders are cautioned that making a false certification may subject the certifier to criminal prosecution. Signet Title Firm Date 215/2020 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) TITLE 49, CODE OF FEDERAL REGULATION. PART 29 DEBARMENT AND SUSPENSION CERTIFICATION The bidder under penalty of perjury, certifies that except as noted below, he/she or any person associated therewith in the capacity of owner, partner, director, officer, manager: is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has not suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within past three years; has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years. If there are any exceptions to this certification, insert the exceptions in the following space Exceptions will not necessarily result in denial of award, but will be considered in determining bidder's responsibility. For any exception noted above, indicate below to whom it applies, initialing agency, and dates of action. Note: Providing false information may result in criminal prosecution or administrative sanctions. The above certification is part of the Proposal. Signing this Proposal on the signature portion thereof shall al: Signec Title Firm. Date 2/5/2020 -23.pf P&A RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NON -LOBBYING CERTIFICATION FOR FEDERAL AID CONTRACTS The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influence or attempting to influence 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 appropriate funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-I,11, "Disclosure of Lobbying Activities," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of thi certification be included in all lower tier subcontracts, which exceed $100,000 anQ that akueXsub-recipients shall certify and disclose accordingly. Signed Title Firm Date 21512020 Electric, Inc. • Standard Form 1,11 may be obtained from Caltrans and FHWA offices. 261V46 RE-BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE, II FEDERAL PROJECT NO: HSIPL 5063(186) DISCLOSURE OF LOBBYING ACTIVITIES DISCLOSURE OF LOBBYING ACTIVITIES Ndafoa� Complete this term m disdw�e lobbying activities pursuant to 31 t1.SC. 1352 alaaaews See reve fo ubbt burden disclosure. Type of Federal Action: 2. Status of Federal Action: M. Report Type: a_ Codract �a_ bidaRerlapplieation a. intial filing . grant b_ initial award b. material change C. five a irrament m post -award For Material Change Only: d_ year quenar e_ loan grantee dab of last report f. ban i nce a. Name arid Add s of Reporting Entity_ 5. h Reporting Entity in No. a Is a Subawardee Name ❑ Pam tmwmWa and Address of Prime: ifkrown: sforal Distdet. WAIM0wn: Cm a,".nal District. vf* n: 6 Federal Dept, tar NAgency: 7. Federal Prograwr Name/ cription' CFOA Number, ffa e: 8_ Federal ction Number, dtrowr- A A. d 14nou. , fitnarn f0_ a_ Name and Address of Lobbying Entity b.1 Perfrrnni)g Services (a akiding address A (ifindividual. Last name, fast nime. un: dam Not lam) tLa namfirst name. All} outdo i vrarnoma i sff-ltca r 11_ Asmara of Payment (check air Oat amply): 13- Type of Payment ( all Nat apply): } ❑ac••i ❑ ❑anwner ❑ bam•s1a ❑ C. toonsaw an 12. Form of Payment (check a0 Nat apply . ❑ a con Ela emlagntwe ❑ 0.tlktlwspadaj: nature ❑ a eafwlad value ❑ I. abet spec y: 14. Brief Desorption of Seryj&s Performed or to he Fedenned and Datei of Service, Including m1g ris}, employeels), or Meml sl contacted, for Payment Indicated in hem 11: Slatrl 1':trB a SFI.I[�1 f 15. Conlin Shoes SF-LLLA attached: Via i6.'""Y°°' •sve ar em . nn+xw 4 r n LL aC r.a, Signature'. Print NameO DQ dle: Vite dents 570 21512020T oNo-- Door - Federal Use Only: alwertaawr tacat nNnevtcOM 3bnvbnd Fam DL aev.7 7 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) INSTRUCTIONS FOR COMPLETION OF SF-LL, DISCLOSURE OF LOBBYING ACTIVITIES BtSTRUCnONS FOR COMPLETION OF SF11.1. DISCLOSURE OF LOBBYING ACTIVITIES ldra dMpo fmn e , t ;,WW Dy Im rayon g eMy. 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In *" Wm rn mlea^g bpnrLms. seauag eascm aaa *wives. gathWng an rniAM W iry Inn Asa needed aM amPatlsu aM b w wingiM m WE n e4alFi+t* Se 0rlprrr�MYlt* reganag Ig . pap ewrT 1Y anf glMr spoil n Mr macaan cf nfpllibfffil, rtcsMrlg 4YggKllpn6 br iPsdrl9 Mb padeP. b na CntE 4r M=aJe�rtnraid Nudgel. Papenaa nQnlellm FmfPCt I" -a•• •••••`1..1VaNrgvn. OC 409t3 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PIIASE II FEDERAL PROJECT NO: HSIPL 5063(186) Exhibit 12-B Bidder's List of Subcontractors (DBE and Non -DBE) — Part I PART The bidder shall list all subcontractors (both DBE and non -DBE) in accordance with Section 2-1.054 of the Standard Specifications and per Title 49, Section 26.11 of the Code of Federal Regulations. This listing is required in addition to listing DBE Subcontractors elsewhere in the proposal. Photocopy this form for additional firms. Local Assistance Procedures Manual Exhibit 12-B Bidder's List of Subcontractors (DBE and NON -DBE) As of Match 1.2015 Contractors (and sub-contmcmrs) wishing eo bid on public works contracts shall be registered with the State Division of Industrial Relations and certified to bid on Public Works contracts. Please register at: httos:lwww.dir.co.gov/Public-Works/Contractor-Registration.htmi In accordance widi Tide 49, Section 26.1 t of the Code of Federal Regulations, and Section 4104 of the Public Contract Code critics into of California, as amended, the following informal ion is required for tacit subeontmetorwho will perform work amounting to moretitan one half of one percent(D.S%)aft Toto pid$[SI0.000 (whiehever is greater). Photocopy this form far additional firms. Federal Project Nun-a-M91 6a(184+. Subcontractor Name and Location sire Item$ Otscriptlon Subcontract Amount percentage of Bid Item Sub. contracted contractor Dcame Number DBE (YIN) DBE Cert Numb" Annual Gross Receipts DIR Reg Number Name: .ZI LI 1_1 �j�sgt4i-Ilr{r 1 r2� 24 Zt�v (POD k.� c 1.-1 6l million — <S5m lion City. State: ;�� i✓ l(J�CL1;1D30fn <$10 million i!,MZjlllon eof Fbm: M. Name: ff i L l .3 'Zj (�, r i <$1 million city, State: _ <55 million 0 4$10 million <$1S million e of Nrm: yn. Name: <51 million City, State. <SS million <$10 million ❑ s$15 million eoFFirm; VIS, Name: e$1 million City, State: <$57BI n e510 mllll on e$15 million e of Firm: v1s. Name: 0 <$1 million City, slate: 45 million d10mllllen Uj <515 million e or firm:yrs. Name Lj 41 million City, Stare: d5 million Q <SlOrnilllan Lj < 15mlilion e of Fhm: yrs. Distribution: D Original -Local Agency File 2) Copy-DLAE wf Award Package Page 1 of 2 January 2019 D I iP bt RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6976 CROSSWALK UPGRADES PHASE. II FEDERAL PROJECT NO: HSIPL 5063(196) EXHIBIT 12-B BIDDER'S LIST OF SUBCONTRACTORS(DBE AND NON -DBE)— PART II PART I1 The bidder shall list all subcontractors who provided a quote or bid but were not selected to participate as a subcontractor on this project. This is required for compliance with Title 49, Section 26 of the Code of Federal Regulations. Photocopy this form for additional firms. Local Assistance Procedures Manual Bidder's List of Exhibit 12-B Exhibit 12-8 Bidder's List of Subcontractor (DBE and Non -DBE) Part 2 In accordance with Titic 49, Section 26 of the Codc of Fedcml Regulations, die Bidder shall list all subcontractor who provided a quote cr bid Industries: not selected to participate as a subcontractor on this project. Photocopy this form for additional firms. Federal Project Number; HSIPL Subcontractor Name and Location tine Item is Description Subcontract Amount Percentage of Did Item Sub- contracted Contractor IIfcense Number DBE Wall DBECart Number Annual Gross Receipts DIR Re Number Name: <$1 mlllian <55 miliien City. Stale: <5tomilllan <$15 million e of Firm: rs. Name: < 3 mlllian <55 million ly, ale. <$10 mlllian <515 million e of Firm: ws. Name: U <$1 million <$5 mililon City, State: 0f� ;FWnM IL LJ <$15 miillon a of Firm: ws. Name: ❑ <51 million EJ 455 million Citestate: aSlomilllan 4$15 million AgeofFirmyrs. Name: i Mlilon <55 million City. State: El eSlo mllllan <$IS million a of Firm: v1s. Name: U <51 million LJ <55 million City. State: = <510 million <515 million Agegffirng_gf5._ Distribution: I) Original -Local Agency File 2) Copy -DUCE wJ Award Package Page 2 of 2 January 2019 26 iPf43i RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE 11 FEDERAL PROJECT NO: HSIPL 5063(186) PROMPT PAYMENT OF FUNDS WITHHELD TO SUBCONTRACTORS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the following: The agency shall hold retainage from the prime contractor and shall make prompt and regular incremental acceptances of portions, as determined by the agency, of the contract work, and pay retainage to the prime contractor based on these acceptances. The prime contractor, or subcontractor, shall return all monies withheld in retention from a subcontractor within 30 days after receiving payment for work satisfactorily completed and accepted including incremental acceptances of portions of the contract work by the agency. Federal law (49CFR26.29) requires that any delay or postponement of payment over 30 days may take place only for good cause and with the agency's prior written approval. Any violation of this provision shall subject the violating prime contractor or subcontractor to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies otherwise available to the prime contractor or subcontractor in the event of a dispute involving late payment or nonpayment by the primontraetor, deficient subcontract performance, or noncompliance by a sube on rack6r. John Title Firm Elecnor Belco Electric, Inc. Date 2/5/2020 CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) EXHIBIT 16-B - SUBCONTRACTING REQUEST Local Assistance Procedures Manual Exhibit 16-B CONTRACPORNAMF. COUNTY ROUTE BUSINESS ADDRE_SN CONTEACTNUMBER Crry AND STATE `L.IPCODE FEDERAL -AID Ptaxscr NUMBER A. STIRCONERACTOR B. Bm ITEM C. PERCENTAGEOF D. SUB LISTED E. CERTIFIED F. DFSCRmF. WORK G. DOLLAR AMOUNT (Name, Busi ss Address, Phone) NUMBERS) BIDITEM AT BID TIME DBE WDPFr Ixss THAN BASF.DONTHEBID SUBCONTRACTED 100% OF WORK TS AMOUNT SUBCONTRACTED Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ Yes No Yes No ❑ ❑ ❑ ❑ I certify that: • The Standard Provisions for labor set forth in the contract apply to the subcontracted work. • If applicable, Form FHWA-1273 of the Special Provisions has been inserted in the subcontracts and should be incorporatedin any lower-ber subcontract. Written contracts have been executed for the above noted subcontracted work. Contractor Signature Date This section is to be completed by the resident engineer. 1. Total of bid items 2. Contractor must perform with own forces (line 1 X contract req. %) 3. Bid items previously subcontracted (taken from previously approved 16-B) 4. Bid items subcontracted (ads request) $ 5. 'Finat bid items subcontracted (line 3 plus 4) 6. Balance of work contractor to perform (line 1 minas 5) RESIDENT ENGINEEWSSIGNATURE Copy Distribution:Original-Conractur Copy- Resident Engineer Copy-OBF.O- snral lbusinessadvucatogdolzEcavv,)i. or fax to(916) 324-1949 Page 1 of 2 January2018 r• r 6 '•Y ' CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) Local Assistance Procedures Manual Exhibit 16-B Subcontracting Request INSTRUCTIONS FOR COMPLETING SUBCONTRACTING REQUEST FORM All first -tier subcontractors must be included on a subcontractor request. Before subcontracting work starts, the contractor will submit an original CEM-1201 for approval according to the Standard Specifications. After approval, the RE returns the original to the contractor and complete the remaining distribution as listed on the bottom of the form. D. If subcontractor was listed at bid time per the Fair Practices Act, check yes, otherwise check no. E. If subcontractor is a certified DBE contractor, check yes, otherwise check no. F and G. When a portion of an item is subcontracted, describe the portion and show the percentage of the bid item and value. G. When an entire item is subcontracted, show the full bid item value. THIS FORM IS NOT TO BE USED FOR SMALL BUSINESS ENTITTIES. OF SUBCONTRACTORS AND UDBE, DVBE OR Page 2 of 2 January 2018 RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5663(186) DIFFERING SITE CONDITIONS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the following: Signed Title Firm Date a. Contractor's Notification Promptly notify the Agency's Engineer if you find either of the following conditions: 1. Physical conditions differing materially from either of the following: a Contract documents a Job site examination 2. Physical conditions of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in the work provided for in the Contract Include details explaining the information you relied on and the material differences you discovered. If you fail to promptly notify the Engineer, you waive the differing site condition claim for the period between your discovery of the differing site condition and your notification to the Engineer. If you disturb the site after discovery and before the Engineer's investigation, you waive the differing site condition claim_ b. Engineer's Investigation and Decision Upon your notification, the Engineer investigates job site conditions and: 1. Notifies you whether to resume affected work 2. Decides whether the ondition differs materially and is cause for an adjustment gf4ime7ayment, or both Vice Elecnor Belco Electric, Inc. 2/5/2020 John Wong CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) BIDDER'S CERTIFICATE OF COMPLIANCE REGARDING `BUY AMERICA" REQUIREMENTS FOR STEEL OR MANUFACTURED PRODUCTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the "Buy America" requirements of Section 165 of the Surface Transportation Assistance Act of 1982 and as shown in the special provisions of this project. n Signed Title Firm Elecnor Belco Electric. Inc. — Date CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) NEPA COMPLIANCE FOR FEDERAL AID CONTRACTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the Categorical Exemption/Categorical Exclusion Determination Form including and not limited to the National Environmental Policy Act (NEPA) requirements and environmental commitments found in the appendix of the Contract Documents of this project. n j Title Firm Elecnor Ba Date 2/5/2020 1MR ZUH-f 1� RE -BID CITY OF SANTA ANA RE -BID PROPOSAL PROJECT NO.: 17-6876 CROSSWALK UPGRADES PHASE II FEDERAL PROJECT NO: HSIPL 5063(186) TMP COMPLIANCE FOR FEDERAL AID CONTRACTS The undersigned, is submitting this proposal for performing by contract the work required by these bid documents, certify to comply with the Traffic Management Plan (TMP) commitments found in the appendix of the Contract oc rrrents of this project. Signed Title Firm Date 21612020 &Xf I-601 RE -BID MAYOR Miguel A. Felice MAYOR PRO TEM Juan Mdlegas COUNCILMEMBERS Phil Bacerra Cecilia Iglesias David Penaloza Vicente Sarmiento Jose Solorio CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 Civic Center Plaza . MA3 . P.O. Box 1988 Santa Ana, California 92702 w .san—, I February 3, 2020 SUBJECT: RE -BID Project 17-6876 Crosswalk Upgrades Ph 11— HSIPL 5063(186) CITY MANAGER Kristine Ridge CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Daisy Gomez The following changes/revisions/clarifications have been made to the Contractor License Requirements for the subject project: Specifications: Revise Notice of Inviting Bids. Page v as follows: Contractor License Requirements: From the time of City Council contract award until work completion, the Contractor shall possess a valid California Class "A" or Class C-10 Contractor's license. All sub -contractors shall be properly licensed for their respective trades. ALL OTHER ITEMS REMAIN, FOR THE CITY OF SANTA ANA Edwin "William" Galvez, City Engineer SANTA ANA CITY COUNCIL lki,ddA Priido Juan Vlll.,a Vlvhle Saoaian. lPenall Mayor Mayor Pm Tem, Ward 5 Ward Ward2 rroA p.FsyOa-ann r]rtl 1Y111M85GS9art[M1N1n.IXO nrlhrM laana.w J�irdlu[arbsx,ln-Mn av ,John Wong Belco Electric, Inc. Jose Solorio Phil Bacena Cecilia IBIc%ias Ward Werdd Ward6 so'orioN)sar G-ana.ra 6L i@a 0ew[¢4Hgpnrn and 20A-102 CITY OF SANTA ANA EXHIBIT 3 CONSTRUCTION CONTRACT PROJECT 17-6876 CROSSWALK UPGRADES PHASE II [HSIPL-5063(186)] This CONSTRUCTION CONTRACT is made and entered into this 17s' day of March, 2020 by and between the City of Santa Ana, California, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and Fleenor Belco Electric, Inc. (hereinafter "CONTRACTOR"). WII'NESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: 1. 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 Crosswalk Upgrades Phase II Project (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Community Workforce Agreement • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF IMPROVEMENT the sum total amount not to exceed Two Hundred Eighty-five Thousand Two Hundred Ninety-five Dollars and No Cents ($285,295.00), 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 amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. rev. 09/01/2017 20A-103 Page I of 3 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: http://www.santa-ana.org/pwa/documents/CWA.pdf 7. CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100%) of the Contract price to guarantee payment of all claims for labor and materials furnished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. 8. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of Ten Thousand Dollars ($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent (10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. // 20A-104 Page 2 of 3 IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By:. -f AAN FUNK Assistant City Attorney NABIL SABA, PE Acting Executive Director Public Works Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager CONTRACTOR: Fleenor Belco Electric, Inc. NAME: ALBERTO GARCIA TITLE: President/CEO 20A-105 Page 3 of 3 EXHIBIT 4 COST ANALYSIS PROJECT 176876; CROSSWALK UPGRADES PHASE II HSIPL-5063(186) Construction Contract $285,295.00 Contract Administration $40,000.00 Inspection and Testing $20,000.00 Contingencies $115,105.00 TOTAL ESTIMATED CONSTRUCTION COSTS :7iT _mxl $460,400.00 20A-106 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE APPROVE MUNICIPAL FACILITIES LICENSE AGREEMENT WITH LOS ANGELES SMSA LIMITED PARTNERSHIP AND APPROVE AN APPROPRIATION ADJUSTMENT CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Authorize the City Manager to execute an agreement with Los Angeles SMSA Limited Partnership for the use of certain City facilities for a ten-year period beginning April 1, 2020, and expiring March 31, 2030, with provisions for two automatic five-year extensions, subject to non -substantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment recognizing anticipated revenues from the application fees received from the implementation of the Municipal Facilities License Agreement in the amount of $50,000 into the Public Works Revenues, Small Cell Application Fee for City Facilities revenue account (no. 01117002-53740) and appropriate the same amount to Public Works City Facilities License Agreement, Contract Services — Professional expenditure account (no. 01117605-62300). DISCUSSION In response to telecommunications advancements and increased consumer demand for network data capacity, wireless providers have increasingly sought to place small cell antennas and equipment on existing infrastructure located within the public right-of-way. Typically, a small cell antenna is attached to a streetlight or utility pole, or placed mid -span on wires between utility poles. Wireless providers place these small cells in locations that are densely populated in order to provide additional network capacity, such as in downtown areas and around heavily used traffic corridors. The small cell antennas are also deployed in areas that cannot be effectively served by a traditional macro cell. Los Angeles SMSA Limited Partnership seeks to enter into an agreement (Exhibit 1) with the City for the installation of small cell antennas on City -owned street lights. This will increase network and data capacity for their subscribers in the areas surrounding the antennas. The agreement applies only to wireless telecommunications installations on City facilities in the public right-of-way. Installations on City facilities not in the public right-of-way (such as cell 20B-1 Approve Agreements, Appropriations Adjustment and Misc. Fee Schedule Amendment March 17, 2020 Page 2 antennas placed on water facilities or within parks, etc.), will continue to require separate agreements. An application fee of $1,741.79 will be collected for each City -owned facility licensed under this agreement during FY 2019-20. Staff seeks approval for an appropriation adjustment to recognize $50,000 in estimated revenue into the Public Works Revenues, Small Cell Application Fee for City Facilities revenue account (No. 01117002-53740) and appropriate the same amount into the Public Works City Facilities License Agreement, Contract Services — Professional expenditure account (No.01117605-62300). 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). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Approval of the appropriation adjustment will recognize $50,000 in Public Works Revenues, Small Cell Application Fee for City Facilities revenue account (no. 01117002-53740) and appropriate the same amount into Public Works City Facilities License Agreement, Contract Services — Professional expenditure account (no. 01117605-62300) for expenditure in Fiscal Year 2019-20. Fiscal Year Accounting Fund Accounting Unit, Account Amount Unit -Account # Description Descri tion APPROPRIATION ADJUSTMENT FY 2019-20 General Fund Public Works City Facilities 01117605-62300 License Agreement, Contract $50,000 April -June Public Works Services - Professional Total: $50,000 Nabil Saba, PE Acting Executive Director Public Works Agency APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency Exhibit 1: Los Angeles SMSA Limited Partnership Agreement 20B-2 EXHIBIT 1 MUNICIPAL FACILITIES LICENSE AGREEMENT BETWEEN CITY OF SANTA ANA AND LOS ANGELES SMSA LIMITED PARTNERSHIP D/B/A VERIZON WIRELESS February 27, 2020 Nabil Saba Acting Executive Director Public Works Agency r1- TABLE OF CONTENTS RECITALS.....................................................................................................3 AGREEMENT...................................................................................................3 DEFINITIONS........................................................................................3 TERM; SUPPLEMENT TERM......................................................................4 REPRESENTATION CONCERNING SERVICES; TERMINATION WITHOUT CAUSE..................................................................................5 SCOPE OF AGREEMENT..........................................................................5 COMPENSATION.................................................................................... 7 CONSTRUCTION.....................................................................................9 INDEMNIFICATION AND WAIVER...........................................................14 PERFORMANCE BOND..........................................................................15 INSURANCE........................................................................................16 NOTICES.............................................................................................17 DEFAULT; CURE; REMEDIES..................................................................17 ASSIGNMENT AND CUSTOMER EQUIPMENT...........................................18 RECORDS; AUDITS...............................................................................19 MISCELLANEOUS PROVISIONS..............................................................19 EXHIBITS...............................................................................................A & B Page 2 of 23 20B-4 MUNICIPAL FACILITIES LICENSE AGREEMENT THIS MUNICIPAL FACILITIES LICENSE AGREEMENT (the "Agreement") is dated as of April 1, 2020 (the date fully executed by all parties, referred to herein as "Effective Date"), and entered into by and between the City of Santa Ana, a California municipal corporation (the "Licensor"), and Los Angeles SMSA Limited Partnership, d/b/a Verizon Wireless ("Licensee"). Recitals A. WHEREAS, the Licensor is the owner of certain Municipal Facilities (as defined in Section 1.7, below) located in the Public Rights -of -Way (as defined in Section 1.5 below) of the City of Santa Ana, California ("City"); and B. WHEREAS, Licensee is authorized to conduct business as a telephone corporation or wireless carrier in the State of California; and C. WHEREAS, Licensee desires to use space on certain of the Licensor's Municipal Facilities in the Public Rights -of -Way for construction, operation and maintenance of its Equipment (as defined in Section 1. 1, below); and D. WHEREAS, Licensor is willing to allow Licensee to use and physically occupy portions of the Municipal Facilities for its Equipment in the Public Rights -of -Way subject to the terms and conditions of this Agreement. Agreement NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree to the following covenants, terms, and conditions: 1. DEFINITIONS. The following definitions shall apply generally to the provisions of this Agreement: 1.1 "Equipment" means the antennas, equipment, utilities and fiber optic cables, wires, and related equipment, whether referred to individually or collectively, to be installed on a Municipal Facility and operated by Licensee under a particular Supplement. 1.2 "Hazardous Substance" means any substance, chemical or waste that is identified as hazardous or toxic in any applicable federal, state or local law or regulation, including, but not limited to, petroleum products and asbestos. 1.3 "Services" means the transmission and reception of communications signals for the provision of personal wireless services, telecommunications services and mobile data services as defined in federal law, but specifically excluding cable services and/or video services as defined by the Digital Infrastructure and Video Competition Act (as codified in Public Utilities Code section 5800 et seq.). Page 3 of 23 20B-5 1.4 "Laws" means any and all applicable statutes, codes, constitutions, ordinances, resolutions, regulations, judicial decisions, rules, tariffs, administrative orders, court orders, or other requirements of the Licensor or other governmental agency having joint or several jurisdiction over the parties to this Agreement as such laws may be amended from time to time. 1.5 "Public Right(s)-of-Way" or "ROW" has the same meaning as Section 33-231(q) of the Santa Ana Municipal Code. 1.6 "Make -Ready Work" means the work required on or in a Municipal Facility to create space for the Equipment, and/or replacing and/or reinforcing the existing Municipal Facility to accommodate Equipment including, but not limited to, rearrangement or transfer of existing Equipment and the facilities of other entities, and Municipal Facility relocation and replacement. 1.7 "Municipal Facility(ies)" means Licensor -owned property in the ROW, including street lights (excluding double and single king poles), traffic control structures (excluding traffic signal poles), banners, street furniture, bus stops, billboards, or other poles, lighting fixtures, or electroliers located within the ROW, and may refer to such facilities in the singular or plural, as appropriate to the context in which used. The term includes Replacement Facilities referred to in Section 4.1.3. 1.8 "Person" means and includes any individual, partnership of any kind, corporation, limited liability company, association, joint venture or other organization, however formed, as well as trustees, heirs, executors, administrators, or assigns, or any combination of such persons. 1.9 "PUC" means the California Public Utilities Commission 1.10 "License Fee" and "Alternate License Fee" have the meanings assigned to them in Section 5 of this Agreement. 1.11 "Transfer" means any transaction in which the rights and/or obligations held by Licensee under this Agreement or a Supplement are transferred, directly or indirectly, in whole or in part to a party other than Licensee. 1.12 "Supplement' shall mean each separate authorization, granted by Licensor to Licensee with regard to a specific Equipment installation, the form of which is attached hereto as Exhibit A, which shall be subject to the terms and conditions of this Agreement. 2. TERM; SUPPLEMENT TERM. 2.1 Term. The initial term of this Agreement shall be for a period of ten (10) years (the "Initial Term"), commencing on the Effective Date and ending on the tenth (loth) anniversary thereof, unless sooner terminated as stated herein. Provided that Licensee is not in default of the Agreement or any Supplement following written notice and the expiration of any applicable cure period, this Agreement shall be automatically renewed for two (2) successive five (5) year renewal terms (each, a "Renewal Term"), unless either party gives the other party written notice of the intent not to renew this Agreement not more than twelve (12) and not less than ten (10) months prior to the expiration of the Initial Term or any Renewal Term, as applicable. The Initial Term and all Renewal Terms shall be collectively referred to herein as the "Term." Any holding over Page 4 of 23 20B-6 after the termination or expiration of the Term shall constitute a default by Licensee, notwithstanding that Licensor may elect to accept one or more payments of fees from Licensee. 2.2 Supplement Term. Unless otherwise specified in a Supplement, the initial term for each particular Supplement shall begin on its effective date ("Supplement Effective Date") and shall end upon the expiration of the Initial Term, or the Renewal Term, if validly exercised, of this Agreement, unless such individual Supplement is earlier terminated or this Agreement is extended or terminated, as provided for herein (the "Supplement Term"). All of the provisions of this Agreement shall be in effect during the Supplement Term. The expiration or termination of the Agreement under Section 2.1 shall immediately terminate all Supplements. Any holding over after the expiration of the Supplement Term shall constitute a default by Licensee, notwithstanding that Licensor may elect to accept one or more payments of fees from Licensee. 3. REPRESENTATION CONCERNING SERVICES; TERMINATION WITHOUT CAUSE. Licensee represents, warrants and covenants that its Equipment installed pursuant to this Agreement and each Supplement will be utilized solely for providing the Services, and Licensee is not authorized to and shall not use its Equipment to offer or provide any other services not specified herein without Licensor consent. At any time that Licensee ceases to operate as a provider of Services under Federal or state law, the Licensor shall have the option, in its sole discretion and upon six (6) months' written notice to Licensee, to terminate this Agreement and to require the removal of Licensee's Equipment from the ROW and from Municipal Facilities, including the cost of any site remediation, at no cost to the Licensor, without any liability to Licensee related directly or indirectly to such termination. 4. SCOPE OF AGREEMENT. Licensee may only use Municipal Facilities pursuant to an approved Supplement. Any and all rights expressly granted to Licensee under this Agreement shall be exercised at Licensee's sole cost and expense, and shall be subject to the restrictions and conditions set forth herein. 4.1 Attachment to Municipal Facilities. Subject to the conditions herein, the Licensor hereby authorizes and permits Licensee to locate, place, attach, install, operate, maintain, control, remove, reattach, reinstall, relocate, and replace Equipment on identified Municipal Facilities located in the ROW for the purpose of providing Services. 4.1.1 Licensee will submit to the authorized representative of the Licensor an application substantially in the form of Exhibit B ("Application") hereto including a proposed design for any proposed Equipment installations that identifies both the Equipment and the Municipal Facilities Licensee proposes to use. One Application is required per Municipal Facility. 4.1.2 Licensor may approve, approve with conditions, or disapprove an Application in its sole discretion, in compliance with applicable Laws, provided however, Licensor shall not unreasonably delay its decision. Any approved Equipment shall be included as part of the applicable Supplement. 4.1.3 If Licensee submits an Application to use a Municipal Facility that is structurally inadequate to accommodate its proposed Equipment, Licensor may permit the replacement of the Municipal Facility (a "Replacement Facility") with one that is acceptable to Page 5 of 23 20B-7 and approved by the Licensor as part of the applicable Supplement. Any Replacement Facility shall be installed, maintained, repaired, and/or replaced in accordance with Section 6 of this Agreement. 4.1.4 Unmetered electricity unless otherwise approved. Licensee shall be solely responsible for obtaining and maintaining the provision of electricity to the Equipment, including, but not limited to, making payments to electric utilities and installation of separate electric meters, if necessary. Licensee shall secure unmetered electricity services and shall not incorporate a meter box in its Equipment design unless otherwise approved by the Director of Public Works or required by the servicing utility company. 4.2 Additional Authority. Nothing in this Agreement shall limit in any way Licensee's obligation to obtain any additional required regulatory approvals from any City department, board or commission or other governmental agency that has regulatory authority over the Licensee's proposed activities involving use of the Municipal Facilities in the ROW. 4.3 No Interference. Licensee acknowledges and agrees that the primary purpose of the Municipal Facilities is to serve the Licensor and the public. Licensee in the performance and exercise of its rights and obligations under this Agreement shall not interfere in any manner with Licensor's own services or the existence and operation of any and all Public Rights -of -Way, sanitary sewers, water mains, storm drains, gas mains, poles, aerial and underground electrical and telephone wires, traffic signals, communication facilities owned by the Licensor, electroliers, cable television, location monitoring services, public safety and other then existing telecommunications equipment, utility, or municipal property, without the express written approval of the owner or owners of the affected property or properties, except as permitted by applicable laws or this Agreement. If such interference should occur, Licensee shall discontinue using the Equipment, methodology or technology that causes the interference until such time as Licensee takes corrective measures to eliminate such interference. In the event that such interference does not cease promptly, Licensee acknowledges that continuing interference may cause irreparable injury and harm, and therefore, in addition to any other remedies, and without limitation of any other remedy, Licensor shall be entitled to seek temporary and permanent injunctions against the breach of this Subsection. Notwithstanding the foregoing, Licensor agrees to work in good faith with Licensee to resolve any interference to or by Licensee. 4.4 Permits; Default. In addition to any other remedies available hereunder, whenever Licensee is in default of this Agreement or an applicable Supplement, after notice and applicable cure periods, Licensor may deny further encroachment, excavation or similar permits for work in connection with installations under this Agreement until such time as Licensee cures all of its defaults. 4.5 Compliance with Laws. Licensee shall comply with all applicable laws in the exercise and performance of its rights and obligations under this Agreement. 4.6 Non -Exclusive Use Rights. Notwithstanding any other provision of this Agreement, any and all rights expressly or impliedly granted to Licensee under this Agreement shall be non-exclusive, and shall be subject and subordinate to (1) the continuing right of the Licensor to use, and to allow any other person or persons to use, any and all parts of the ROW or Page 6 of 23 20B-8 Municipal Facilities, exclusively or concurrently with any other person or persons, and (2) the public easement for streets and any and all other deeds, easements, dedications, conditions, covenants, restrictions, encumbrances and claims of title (collectively, "Encumbrances") which may affect the ROW or Municipal Facilities now or at any time during the term of this Agreement, including, without limitation any Encumbrances granted, created or allowed by the Licensor at any time. 4.7 In any situation where Licensee has a choice of attaching its equipment to either Municipal Facilities or third -party -owned poles in the public rights -of -way, Licensee shall use good faith efforts to attach to Municipal Facilities, provided that the Municipal Facility in question is substantially similar to third -party owned poles (i.e., it provides the same functionality, fulfills the same need and can be made available within the same time frame) and the total cost of installing and maintaining the Equipment on the Municipal Facility in question is the same or less than on the available alternative third -party owned pole. 5. COMPENSATION. Licensee shall be solely responsible for the payment of all fees in connection with Licensee's performance under this Agreement, including those set forth below. 5.1 Application Fee. Each application for a Supplement shall be accompanied by a non-refundable application fee ("Application Fee") in the amount fixed by Licensor's Miscellaneous Fees Schedule that is in effect at the time the application for a Supplement is made to Licensor. 5.2 License Fees. 5.2.1 Licensee acknowledges that the FCC has adopted a Declaratory Ruling (FCC 18-133) that relates to the compensation which went into effect on January 14, 2019 but that Declaratory Ruling is currently the subject of litigation. Paragraphs 5.2.2, 5.2.3 and 5.2.4 govern the payment of compensation and how it may be impacted by the Declaratory Ruling and the resolution of related litigation during the Initial Term and any Renewal Terms. 5.2.2 During any period in which the FCC Declaratory Ruling (FCC 18-133) is in effect and during any period in which the Alternate License Fee provisions in paragraph 5.2.3 are not applicable, the Licensee shall pay a License Fee as described in this paragraph. Licensee shall pay to the Licensor the base amount of two hundred and seventy dollars ($270.00) per year for each location covered by a Supplement ("License Fee"). The base amount of the License Fee under all Supplements shall be subject to an annual adjustment of three percent (3%) applied on each anniversary of the Effective Date. Any new Supplements entered into during a given year shall commence at the License Fee, as adjusted by this Section to reflect the then -current rate. There shall be no refunds of License Fees paid due to the termination or expiration of the Agreement for any reason. 5.2.3 Alternate License Fee. In the event the relevant provisions of the FCC Declaratory Ruling cease to be effective, (for example, because they are stayed after having gone into effect, or they are vacated or invalidated and have not been replaced by the FCC with an alternative provision setting a specific amount as License Fee), the Licensee shall automatically and immediately be obligated to pay the Alternate License Fee as described in this paragraph and Page 7 of 23 20B-9 paragraph 5.2.4, if applicable. For each location covered by a Supplement, Licensee shall pay to the Licensor an Alternate License Fee in the base amount of one thousand five hundred dollars ($1,500) per year ("Alternate License Fee"). The base amount of the Alternate License Fee shall be subject to an annual adjustment of three percent (3%) applied on each anniversary of the Effective Date. There shall be no refunds of Alternate License Fee paid due to the termination or expiration of the Agreement for any reason. If applicable state or federal law is modified and the Alternate License Fee is not consistent with then -current applicable law, then the parties agree to promptly amend the Agreement to revise the Alternate License Fee consistent with then -current applicable law. 5.2.4 The Licensor agrees that irrespective of whether the relevant provisions of the FCC Declaratory Ruling (FCC 18-133) cease to be effective, no Alternate License Fee shall be due for any periods during which the relevant provisions of the FCC Declaratory Ruling were in effect. However, if Licensee has paid License Fee pursuant to the provisions of Section 5.2.2 above for a year, and the relevant provisions of the FCC Declaratory Ruling subsequently cease to be effective during the same year, the Licensee shall pay the difference between the License Fee and the Alternate License Fee for the period from the date the relevant provisions of the FCC Declaratory Ruling ceased to be effective, until the next anniversary of the Effective Date of this Agreement ("License Fee Adjustment"). Such License Fee Adjustment shall be paid to Licensor on the next anniversary of the Effective Date of this Agreement. 5.3 Payment. 5.3.1 Licensee shall make the first payment of License Fee (or Alternate License Fee, if applicable) under any Supplement within forty-five (45) days of the Supplement Effective Date. The amount of the first payment of License Fee (or Alternate License Fee, if applicable) for any Supplement shall be prorated to cover the period from the Supplement Effective Date of the applicable Supplement to the next anniversary of the Effective Date of this Agreement. Thereafter, License Fee (or Alternate License Fee, if applicable) shall be paid in advance for each Municipal Facility used on or before each anniversary of the Effective Date. Acceptance by Licensor of any payment of the License Fee (or Alternate License Fee, if applicable) shall not be deemed a waiver by Licensor of any breach of this Agreement occurring prior thereto, nor will the acceptance by Licensor of any such payment preclude Licensor from later establishing that a greater amount was actually due or from collecting any balance that is due. As a prerequisite to the payment of License Fee (or Alternate License Fee, if applicable), Licensor hereby agrees to provide to Licensee certain documentation (the "License Documentation") evidencing Licensor's interest in, and right to receive payments under, this Agreement, including without limitation: (i) a complete and fully executed Internal Revenue Service Form W-9, or equivalent, in a form acceptable to Licensee, for any party to whom License Fee payments are to be made pursuant to this Agreement; and (ii) other documentation requested by Licensee in Licensee's reasonable discretion. From time to time during the Term of this Agreement and within thirty (30) days of a written request from Licensee, Licensor agrees to provide updated License Documentation in a form reasonably acceptable to Licensee. 5.3.2 The License Fee (or Alternate License Fee, if applicable) shall be paid by check made payable to the City and mailed or delivered to the City of Santa Ana, Public Works Agency — Administrative Services, P.O. Box 1988, M-21, Santa Ana, CA 92702. The place and Page 8 of 23 20B-10 time of payment may be changed at any time by Licensor upon thirty (30) days' written notice to Licensee. Mailed payments shall be deemed paid upon the date such payment is officially postmarked by the United States Postal Service. If postmarks are illegible to read, the payment shall be deemed paid upon actual receipt. Licensee assumes all risk of loss and responsibility for late payment charges if payments are made by mail. Notwithstanding the foregoing, upon agreement of the parties, Licensee may pay the License Fee (or Alternate License Fee, if applicable) by electronic funds transfer and if agreed, the Licensor will provide to Licensee bank routing information for such purpose upon request of Licensee. 5.4 Delinquent Payment. A ten percent (10%) late fee shall be added to the License Fee (or Alternate License Fee, if applicable) if not received by Licensor within thirty (30) calendar days after the due date. In addition, all unpaid fee shall accrue interest on the amount due at the rate of ten percent (10%) per annum accruing as of the first day following the expiration of the foregoing 30-day period until paid in full. All late charges and interest payments shall become License Fee (or Alternate License Fee, if applicable) under this Agreement. 5.5 Additional Remedies. The late fee set forth in Section 5.4 above is not exclusive, and does not preclude the Licensor from pursuing any other or additional remedies in the event that payments become overdue by more than 30 days. 6. CONSTRUCTION. Licensee shall comply with all applicable federal, state, and local codes related to the construction, installation, operation, maintenance, and control of Licensee's Equipment installed on Municipal Facilities, including the installation of Replacement Facilities where authorized. Except as provided in Section 6.7, Licensee shall not attach, install, maintain, or operate any Equipment on Municipal Facilities without the prior written approval of an authorized representative of the Licensor for each location as evidenced in a signed Supplement. Licensee shall keep the Municipal Facilities free and clear from any liens arising out of any work performed, material furnished or obligations incurred by or for Licensee. 6.1 Installation and Operation. On a quarterly basis, Licensee must furnish to Licensor a current list and map that identifies the exact location of the Equipment in or on the Municipal Facility. That information must be provided in a format established by the Licensor and that is compatible with Licensor's information technology, including but not limited to ESRI compatible GIS shapefiles. 6.2 Design Standards. The Equipment and any Replacement Facility shall comply with the standards and guidelines for wireless facilities in the public right-of-way established by the Director of Public Works pursuant to Section 33-234 of the Santa Ana Municipal Code. All future Supplements, Supplement renewals, and modifications to existing Equipment shall be subject to such updated standards. 6.3 Obtaining Required Permits. Licensee acknowledges that in addition to a signed Supplement, each installation of Equipment and maintenance shall also be subject to then -current City permitting requirements as set out in the City's Municipal Code. Licensee agrees to comply with the current applicable ordinances regarding such installations and maintenance as well as any future regulations that may be adopted by the City respecting such installations and maintenance. Licensee shall apply for the appropriate permits and pay any standard and customary permit fees. Page 9 of 23 20B-11 6.4 Make Ready 6.4.1 Make Ready Work and Costs. (a) Licensee shall bear responsibility for all Make -Ready work. If Licensee or a Person other than Licensor or Licensee acting on Licensee's behalf would have to rearrange or adjust any of its facilities in order to accommodate a new Equipment, Licensee shall be responsible, at Licensee's sole expense, to coordinate such activity. Licensee shall be responsible for directly paying such other Person for its charges for the same. (b) The Equipment shall be conditioned on the completion of all Make - Ready Work needed to establish full compliance with NESC, and with Licensor's regulatory rules and engineering standards; provided, however, that Licensee shall not be responsible for any third - party or Licensor costs necessary to correct third party or Licensor attachments that are non- compliant at the time of Licensee's Application. If Licensee is requested by another Person, in comparable circumstances, to relocate or adjust any Equipment to accommodate that Person's facilities, subject to Licensor's written approval of such relocation, Licensee shall reasonably cooperate with such request. 6.4.2 Notification of Completion of Installation. Within twenty (20) business days of completing the installation of Equipment on each Municipal Facility, Licensee shall notify Licensor of such completion. 6.5 Replacement Facilities 6.5.1 Ownership of Replacement Facilities Licensor shall own any approved Replacement Facility. Where needed, Licensee shall cooperate with Licensor to transfer ownership and any associated manufacturers' warranties of any Replacement Facility from Licensee to Licensor. 6.5.2 Replacement Facility Provision. Licensee shall be responsible for providing and installing any approved Replacement Facility. 6.6 Damage, Maintenance & Repair. 6.6.1 Licensee shall, at its sole cost and expense and to the satisfaction of the Licensor: (a) remove, repair or replace any of its Equipment that is damaged or becomes detached; and/or (b) repair any damage to ROW, Municipal Facilities, or other property, whether public or private, caused by Licensee, its agents, employees or contractors in their actions relating to attachment, operation, repair or maintenance of Equipment. Licensee shall complete such removal, repair, or replacement within thirty (30) days' of written notice, unless time is extended by Licensor in writing, in its discretion, because Licensee has demonstrated that more time is required for the repairs. Page 10 of 23 20B-12 6.6.2 For every twenty (20) Replacement Facilities in use by Licensee, Licensee shall provide Licensor one (1) Replacement Facility for storage by Licensor free of charge, up to a maximum of five (5) Replacement Facilities ("Spare Facilities"). Licensee shall retrieve all Spare Facilities within sixty (60) days of the expiration or earlier termination of this Agreement. 6.6.3 Licensor shall install, replace, and maintain the Municipal Facilities and Replacement Facilities authorized to be used by Licensee pursuant to any Supplement in good condition in accordance with Licensor's standard maintenance requirements. Such maintenance of Municipal Facilities and Replacement Facilities shall be at Licensor's sole cost and expense, except to the extent this Agreement provides otherwise. If a Municipal Facility or Replacement Facility with Licensee Equipment on it needs to be cleared from the ROW (for example, due to an accident), Licensor shall perform or cause to be performed that work. If Licensee does not remove, repair, replace, or otherwise remediate damage to its Equipment, a Replacement Facility, or to the ROW, Municipal Facilities or other property as required in this Section, the Licensor shall have the option to perform or cause to be performed such removal, repair, or replacement on behalf of Licensee and shall charge Licensee for the actual costs incurred by the Licensor. If such damage causes a public health or safety emergency, as reasonably determined by the Licensor, the Licensor may immediately perform reasonable and necessary repair or removal work on behalf of Licensee and will notify Licensee as soon as practicable; provided, such repair work shall not include any technical work on Licensee's Equipment. Licensor shall have no obligation to maintain or safeguard the Equipment. 6.6.4 Upon the receipt of a written demand for payment accompanied by supporting documentation for payment by the Licensor pursuant to this Section, Licensee shall within forty-five (45) days of such receipt reimburse the Licensor for such costs. 6.7 Change in Equipment. If Licensee desires to install Equipment which is different in any material way from the then -existing and approved Equipment, then Licensee shall first obtain the written approval for the use and installation of such Equipment from an authorized representative of the Licensor. Any such approval shall take the form of an amendment to the applicable Supplement. In addition to any other submittal requirements, and if requested by Licensor, Licensee shall provide "load" (structural) calculations for Equipment changes. Notwithstanding the foregoing, Licensee may maintain, repair, and make like -kind replacements or modifications to any Equipment that do not increase the size, height, and weight of the Equipment or exceed the structural capacity of the Municipal Facility as established in an approved Supplement without requiring additional Applications or Supplements. 6.8 Relocation and Displacement of Equipment. 6.8.1 This Agreement creates no right in Licensee to receive any relocation assistance or payment for any reason under the Relocation Assistance Act, the Uniform Relocation Assistance Act or under any existing or future law upon any termination of tenancy. 6.8.2 Licensee understands and acknowledges that Licensor may require Licensee to relocate one or more of its Equipment installations. Licensee shall at Licensor's direction and upon ninety (90) days' prior written notice to Licensee, relocate such Equipment at Licensee's sole cost and expense whenever Licensor reasonably determines that the relocation is Page 11 of 23 20B-13 needed for any of the following purposes: (a) if required for the construction, modification, completion, repair, relocation, or maintenance of a Licensor or other public agency project; (b) because the Equipment is interfering with or adversely affecting proper operation of Licensor -owned Municipal Facilities; or (c) to protect or preserve the public health or safety. In any such case, Licensor shall use reasonable efforts to afford Licensee a reasonably equivalent alternate location. If Licensee shall fail to relocate any Equipment as requested by the Licensor within the ninety (90) days, Licensor shall be entitled to remove or relocate the Equipment at Licensee's sole cost and expense, without further notice to Licensee. Licensee shall pay to the Licensor actual costs and expenses incurred by the Licensor in performing any removal work and any storage of Licensee's property after removal within thirty (30) days of the date of a written demand for this payment from the Licensor. 6.8.3 To the extent the Licensor has actual knowledge thereof, the Licensor will attempt promptly to inform Licensee of the displacement or removal of any Municipal Facility on which any Equipment is located. 6.9 Unauthorized Equipment. If Licensor discovers any Equipment has been installed on Municipal Facilities without authorization pursuant to a Supplement, Licensor may send an invoice to Licensee for a sum equal to five (5) times the then -current License Fee (or Alternate License Fee, if applicable) as compensation for the unauthorized attachments, and, within sixty (60) days from the date of such invoice, Licensee shall (i) pay the invoiced amount to Licensor and submit an Application for the unauthorized Equipment, or (ii) produce documentation showing Licensor's prior approval of the Equipment identified in the invoice. If, in accordance with this Section, Licensee fails to pay all fees and submit the Application or submit documentation satisfactorily showing Licensor's prior approval within sixty (60) days of Licensor's invoice, Licensor may remove the unauthorized Equipment at Licensee's expense. If Licensor removes such unauthorized Equipment, such Equipment shall become the property of Licensor, who shall have sole rights over such Equipment's disposition. Licensor's removal of unauthorized Equipment shall not release Licensee from its obligation to pay those invoiced fees accruing pursuant to this Section. 6.10 Termination of a Supplement. 6.10.1 Licensee shall have the right to terminate any Supplement on thirty (30) days' notice to Licensor. In the event of such termination, removal of Equipment associated with the terminated Supplement shall be governed by Section 6.11 below and Licensor shall retain any License Fee (or Alternate License Fee, if applicable) paid. 6.10.2 Licensor shall have the right to terminate any Supplement in the following circumstances: (a) if, after installation, Licensor determines the covered Equipment has been inoperative or abandoned for sixty (60) consecutive days, and Licensee does not provide an adequate explanation or commence to cure within thirty (30) days following notice; (b) if Licensee's operation under a particular Supplement is deemed by Licensor to endanger or pose a threat to the public health, safety or welfare or interfere with the normal day-to-day operation of any Licensor department or service; or (c) Licensor is mandated by law, a court order or decision, or the federal, state, or local government to take certain actions that will cause or require the removal of any Equipment. Page 12 of 23 20B-14 6.11 Removal of Equipment. Within thirty (30) days after the expiration or earlier termination of a Supplement, Licensee shall promptly, safely and carefully remove the Equipment covered by the terminated or expired Supplement from the applicable Municipal Facility and ROW. Within thirty (30) days after the expiration or earlier termination of the Agreement, Licensee shall promptly, safely and carefully remove all Equipment from all the applicable Municipal Facilities and ROW. If Licensee fails to complete this removal work pursuant to this Section, then the Licensor, upon written notice to Licensee, shall have the right at the Licensor's sole election, but not the obligation, to perform this removal work and charge Licensee for the actual costs and expenses, including, without limitation, reasonable administrative costs. Licensee shall pay to the Licensor actual costs and expenses incurred by the Licensor in performing any removal work and any storage of Licensee's property after removal within thirty (30) days of the date of a written demand for this payment from the Licensor. After the Licensor receives the reimbursement payment from Licensee for the removal work performed by the Licensor, the Licensor shall promptly make available to Licensee the property belonging to Licensee and removed by the Licensor pursuant to this Section at no liability to the Licensor. If the Licensor does not receive reimbursement payment from Licensee within such thirty (30) days, or if Licensor does not elect to remove such items at the Licensor's cost after Licensee's failure to so remove pursuant to this Section, or if Licensee does not remove Licensee's property within thirty (30) days of such property having been made available by the Licensor after Licensee's payment of removal reimbursement as described above, any items of Licensee's property remaining on or about the ROW, Municipal Facilities, or stored by the Licensor after the Licensor's removal thereof may, at the Licensor's option, be deemed abandoned and the Licensor may dispose of such property in any manner by allowed for by Law. Alternatively, the Licensor may elect to take title to abandoned property, and Licensee shall submit to the Licensor an instrument satisfactory to the Licensor transferring to the Licensor the ownership of such property. The provisions of this Section shall survive the expiration or earlier termination of this Agreement. 6.12 Risk of Loss. Licensee acknowledges and agrees that Licensee, subject to the terms of this Agreement bears all risks of loss or damage or relocation or replacement of its Equipment and materials installed in the ROW or on Municipal Facilities pursuant to this Agreement from any cause, and the Licensor shall not be liable for any cost of replacement or of repair to damaged Equipment, including, without limitation, damage caused by the Licensor's removal of the Equipment, except to the extent that such loss or damage was caused by the willful misconduct or negligence of the Licensor, including, without limitation, each of its elected officials, department directors, managers, officers, agents, employees, and contractors, subject to the limitation of liability provided in Section 7.3 below. 6.13 Hazardous Substances. Licensee agrees that Licensee, its contractors, subcontractors, and agents, will not use, generate, store, produce, transport, or dispose any Hazardous Substance on, under, about or within the area of a ROW or Municipal Facility in violation of any Law. Except to the extent of the gross negligence or intentional misconduct of Licensor, Licensee will pay, indemnify, defend, and hold Licensor harmless against and to the extent of any loss or liability incurred by reason of any Hazardous Substance produced, disposed of, or used by Licensee pursuant to this Agreement. Licensee will ensure that any on -site or off - site storage, treatment, transportation, disposal or other handling of any Hazardous Substance will be performed by persons who are properly trained, authorized, licensed and otherwise permitted to perform those services. Page 13 of 23 20B-15 6.14 Inspection. On an annual basis, Licensor will conduct regular safety inspections and oversight of Equipment on Municipal Facilities. Licensee shall have the right to be present at and observe any such inspections. Licensee shall pay Licensor for its reasonable costs for such safety inspections and oversight ("Annual Small Cell Compliance hispection and Program Oversight Fee"), as fixed by Licensor's Miscellaneous Fees Schedule that is in effect at the time such payment is due. Licensee shall pay Licensor this fee together with every payment of the License Fee (or Alternate License Fee, if applicable), and the fee shall be subject to the same adjustments and proration as the License Fee (or Alternate License Fee, if applicable). 6.15 Access. Licensee shall have access to the Equipment for non -emergency purposes, between the hours of 7:00 am and 5:00 pm weekdays (excluding holidays), unless a required permit further limits the access hours. Prior to Licensee accessing its Equipment, Licensee shall provide email notice, at least 24 hours in advance, to the Licensor at the following email address: smallcells@santa-ana.org. In the event of an emergency at any time, Licensee will, if time permits, attempt to provide prior telephonic notice to the Licensor at the following telephone number: (714) 647-3380. It is responsibility of Licensee to coordinate its access with other users of the same Municipal Facility. 7. INDEMNIHCATION AND WAIVER. Licensee agrees to indemnify, defend, protect, and hold harmless the Licensor, its council members, officers, employees, agents and contractors from and against any and all claims, demands, losses, including pole warranty invalidation, damages, liabilities, fines, charges, penalties, administrative and judicial proceedings and orders, judgments, and all costs and expenses incurred in connection therewith, including reasonable attorney's fees and costs of defense (collectively, the "Losses") to the extent arising from, resulting from or caused by Licensee's activities undertaken pursuant to this Agreement, except to the extent arising from or caused by the negligence or willful misconduct of the Licensor, its council members, officers, employees, agents, or contractors. Licensee's obligation to indemnify and hold harmless excludes only such claim, loss or liability that is due to the negligence or willful misconduct of Licensor. 7.1 Waiver of Claims. Licensee waives any and all claims, demands, causes of action, and rights it may assert against the Licensor on account of any loss, damage, or injury to any Equipment or any loss or degradation of the Services as a result of any event or occurrence which is beyond the reasonable control of the Licensor. 7.2 Waiver of Subrogation. Licensee hereby waives and releases any and all rights of action for negligence against Licensor which may hereafter arise on account of damage to Equipment, Municipal Facilities or to the ROW, resulting from any fire, or other casualty of the kind covered by standard fire insurance policies with extended coverage, regardless of whether or not, or in what amounts, such insurance is now or hereafter carried by the Licensee. This waiver and release shall apply between the parties and they shall also apply to any claims under or through either party as a result of any asserted right of subrogation. All such policies of insurance obtained by Licensee concerning the Municipal Facilities, Equipment or the ROW shall waive the insurer's right of subrogation against the Licensor. 7.3 Limitation on Consequential Damages. Neither party shall be liable to the other, or any of their respective agents, representatives, employees for any lost revenue, lost profits, loss of technology, rights or services, incidental, punitive, indirect, special or consequential damages, Page 14 of 23 20B-16 loss of data, or interruption or loss of use of service, even if advised of the possibility of such damages, whether under theory of contract, tort (including negligence), strict liability or otherwise. 8. PERFORMANCE BOND. In order to secure the performance of its obligations under this Agreement, Licensee will provide the following security instrument to the Licensor: 8.1 Performance Bond. Prior to the commencement of any work under this Agreement, Licensee must provide a performance bond running to the Licensor according to this Section 8.1. The amount of the Bond shall be based on the number of attachments in the following amounts: Number of Municipal Facilities Required Security 1-50 $50,000 51-100 $75,000 101-300 $100,000 301-1000 $150,000 Greater than 1000 $200,000 The performance bond is conditioned upon the faithful performance by Licensee of all the terms and conditions of this Agreement and upon the further condition that if Licensee fails to comply with any terms or conditions governing this Agreement, there shall be recoverable jointly and severally from the principal and surety of the bond any damage or loss suffered by the Licensor as a result, including the full amount of any compensation, indemnification, or costs of removal or abandonment of Licensee's property, plus costs and reasonable attorneys' fees up to the full amount of the performance bond. Licensee will keep the performance bond in place during the term of this Agreement. This bond shall also fulfill the requirements of Section 33-240(c)(7) of the Santa Ana Municipal Code or any similar successor code provision, but only as pertaining to Licensee's Equipment on Municipal Facilities. 8.2 Assessment of the Bond. Upon Licensee's failure to pay the Licensor any amount owing under this Agreement, the performance bond may be assessed by the Licensor for purposes including, but not limited to: (a) Reimbursement of costs borne by the Licensor to correct violations of the Agreement not corrected by Licensee, after Licensor provides notice and a reasonable opportunity to cure such violations. This shall include but not be limited to removal of Equipment. (b) To provide monetary remedies or to satisfy damages assessed against Licensee due to a material breach of this Agreement. 8.3 Restoration of the Bond. Licensee must deposit a sum of money or a replacement instrument sufficient to restore the performance bond to its original amount within 30 days after written notice from the Licensor that any amount has been recovered from the performance bond. Failure to restore the bond to its full amount within thirty (30) days will constitute a material breach of this Agreement. Licensee will be relieved of the foregoing requirement to replenish the bond during the pendency of an appeal from the Licensor's decision to draw on the performance bond. Page 15 of 23 20B-17 8.4 Required Endorsement. The performance bond is subject to the approval of the Licensor and must contain the following endorsement: "This bond may not be canceled until sixty (60) days after receipt by the Licensor, by registered mail, return receipt requested, of a written notice of intent to cancel or not to renew. " 8.5 Reservation of Licensor Rights. The rights reserved by the Licensor with respect to the performance bond are in addition to all other rights and remedies the Licensor may have under this Agreement or any other law. 8.6 Admitted Surety Insurer. The surety supplying the bond shall be an "admitted surety insurer", as defined in California Code of Civil Procedure Section 995.120 and authorized to do business in the State of California. 8.7 Cash Deposit. In lieu of obtaining a performance bond, Licensee shall have the right to instead deposit a cash deposit with Licensor securing Licensee's obligations under this Agreement. 9. INSURANCE. Licensee shall obtain and maintain at all times during the term of this Agreement insurances of the types and in the amounts specified by Licensor from time to time, or if not specified, the amounts in this Section 9: Commercial General Liability insurance with a limit of two million dollars ($2,000,000) per occurrence for bodily injury and property damage and five million dollars ($5,000,000) general aggregate including premises -operations, contractual liability, personal injury and products completed operations; and Commercial Automobile Liability insurance covering all owned non -owned and hired vehicles with a limit of one million dollars ($1,000,000) combined single limit each accident for bodily injury and property damage. The Commercial General Liability insurance policy shall include the Licensor, its council members, officers, and employees as additional insured as their interest may appear under this Agreement in respect to any covered liability arising out of Licensee's performance of work under this Agreement. Coverage shall be in an occurrence form and in accordance with the limits and provisions specified herein. Upon receipt of notice from its insurer, Licensee shall use its best efforts to provide the Licensor with thirty (30) days prior written notice of cancellation. Licensee shall be responsible for notifying the Licensor of such change or cancellation. 9.1 Filing of Certificates and Endorsements. Prior to the commencement of any work pursuant to this Agreement, Licensee shall file with the Licensor the required certificate(s) of insurance with blanket additional insured endorsements, which shall state the following: (a) the policy number; name of insurance company; name and address of the agent or authorized representative; name and address of insured; project name; policy expiration date; and specific coverage amounts; (b) that Licensee's Commercial General Liability insurance policy is primary as respects any other valid or collectible insurance that the Licensor may possess, including any self -insured retentions the Licensor may have; and any other insurance the Licensor does possess shall be considered excess insurance only and shall not be required to contribute with this insurance; and Page 16 of 23 20B-18 (c) that Licensee's Commercial General Liability insurance policy waives any right of recovery the insurance company may have against the Licensor. The certificate(s) of insurance with endorsements and notices shall be mailed to the Licensor at the address specified in Section 10 below. 9.2 Workers' Compensation Insurance. Licensee shall obtain and maintain at all times during the term of this Agreement statutory workers' compensation and employer's liability insurance in an amount required by statute and shall furnish the Licensor with a certificate showing proof of such coverage. 9.3 Insurer Criteria. Any insurance provider of Licensee shall be admitted and authorized to do business in the State of California and shall carry a minimum rating assigned by A.M. Best & Company's KeyRating Guide of "A-" Overall and a Financial Size Category of "VII." 9.4 Severability of Interest. "Severability of interest" or "separation of insureds" clauses shall be made a part of the Commercial General Liability and Commercial Automobile Liability policies. 10. NOTICES. 10.1 Method and Delivery of Notices. All notices which shall or maybe given pursuant to this Agreement shall be in writing and delivered personally or transmitted (a) through the United States mail, by registered or certified mail, postage prepaid; or (b) by means of prepaid overnight delivery service, addressed as follows: If to the Licensor: CITY OF SANTA ANA, CA Public Works Agency 20 Civic Center Plaza, M-21 Santa Ana, CA, 92701 Attn: Executive Director If to Licensee: Name: Los Angeles SMSA Limited Partnership, d/b/a Verizon Wireless Address: 180 Washington Valley Road Bedminster, New Jersey 07921 Attention: Network Real Estate 10.2 Date of Notices; Changing Notice Address. Notices shall be deemed given upon receipt in the case of personal delivery, three days after deposit in the mail, or the next business day in the case of overnight delivery. Either party may from time to time designate any other address for this purpose by written notice to the other party delivered in the manner set forth above. 11. DEFAULT; CURE; REMEDIES. 11.1 Licensee Default and Notification. This Agreement is granted upon each and every condition herein and each of the conditions is a material and essential condition to the Page 17 of 23 20B-19 granting of this Agreement. Except for causes beyond the reasonable control of Licensee, if Licensee fails to comply with any of the conditions and obligations imposed hereunder, and if such failure continues for more than thirty (30) days after written demand from the Licensor to commence the correction of such noncompliance on the part of Licensee, the Licensor shall have the right to revoke and terminate this Agreement, if such failure is in relation to the Agreement as whole, or any individual Supplement, if such failure is in connection solely with such Supplement, in addition to any other rights or remedies set forth in this Agreement or provided by law. 11.2 Cure Period. If the nature of the violation is such that it cannot be fully cured within thirty (30) days due to circumstances not under Licensee's control, the period of time in which Licensee must cure the violation shall be extended for such additional time reasonably necessary to complete the cure, provided that: (a) Licensee has promptly begun to cure; and (b) Licensee is diligently pursuing its efforts to cure. The Licensor may not maintain any action or effect any remedies for default against Licensee unless and until Licensee has failed to cure the breach within the time periods provided in these Sections 11.1 and 11.2. 11.3 Licensor Default. If Licensor breaches any covenant or obligation of Licensor under this Agreement in any manner and if Licensor fails to commence to cure such breach within thirty (30) days after receiving written notice from Licensee specifying the violation (or if Licensor fails thereafter to diligently prosecute the cure to completion), then Licensee may enforce any and all of its rights and/or remedies provided under this Agreement or by law or it may (although it shall not be obligated to) cure Licensor's breach and/or perform Licensor's obligations (on Licensor's behalf and at Licensor's expense) and require Licensor to reimburse to Licensee all reasonable costs and expenses (including reasonable attorneys' fees) incurred in connection with such cure and/or performance. 12. ASSIGNMENT AND CUSTOMER EQUIPMENT. This Agreement shall be binding upon, and inure to the benefit of, the successors and assigns of the parties. 12.1 Licensee shall not assign this Agreement or its rights or obligations to any firm, corporation, individual, or other entity, without the prior written consent of Licensor. Notwithstanding the foregoing, Licensee may assign or transfer the rights and privileges granted herein to any parent or subsidiary of Licensee, to an entity with or into which Licensee may merge or consolidate, to an entity which Licensee is controlled by, or is under common control with such entity, or to any purchaser of all or substantially all of the assets of Licensee with prior notice to Licensor but without the requirement for Licensor approval, so long as the successor provides written confirmation to Licensor that it is then fully liable to the Licensor for compliance with all terms and conditions of this Agreement. The Licensee shall reimburse the Licensor for all direct and indirect costs and expenses reasonably incurred by the Licensor in considering a request to transfer or assign this Agreement. 12.2 Licensee need not own all components of Equipment subject to this Agreement, and may permit its customers to maintain ownership of Equipment components. However, (1) all Equipment must be wholly under the control and management of Licensee; and Licensee shall be liable for all acts or omissions, and all harms associated with the Equipment whether the same are its acts or omissions, or the acts or omissions of the owner of the Equipment; and (2) Licensee acknowledges and agrees that no rights of ownership in Equipment by Licensee's customers shall Page 18 of 23 20B-20 permit any such customer to enter upon, or use the any portion of the Municipal Facilities or the Equipment, in any other manner or at any other place, including to add to, or modify or install Equipment, which shall be Licensee's sole responsibility. Further, Licensee may not install Equipment it does not own on Municipal Facilities, unless the entity for on whose behalf the Equipment has been installed acknowledges and agrees, in a form acceptable to the Licensor: that the Licensor has not granted it a consent to be in the ROW for any purpose; that it is bound by Licensee's representations, obligations and duties hereunder; that it shall have no rights or claims against the Licensor of any sort related to the Equipment or Municipal Facilities; that its Equipment may be subject to taxes, fees or assessments as provided in the Laws or the Agreement, and that Licensor may treat any Equipment owned by such entity as if it were owned by Licensee for all purposes (including, but not limited to, removal and relocation); and that the Equipment may only be used for the purposes and uses permitted herein. Such acknowledgement may be provided for all Equipment on Municipal Facilities, and need not be provided separately, site by site. 13. REcoRDs; AUDITS. 13.1 Records Required by Code. Licensee will maintain complete records pursuant to all applicable Laws. 13.2 Additional Records. The Licensor may require such additional reasonable non - confidential information, records, and documents from Licensee from time to time as are appropriate in order to reasonably monitor compliance with the terms of this Agreement. 13.3 Production of Records. Licensee shall provide such records within twenty (20) business days of a request by the Licensor for production of the same unless additional time is reasonably needed by Licensee, in which case, Licensee shall have such reasonable time as needed for the production of the same. If any person other than Licensee maintains records on Licensee's behalf, Licensee shall be responsible for making such records available to the Licensor for auditing purposes pursuant to this Section. 13.4 Public Records. Licensee acknowledges that information submitted to Licensor may be open to public inspection and copying under California law. 14. MISCELLANEOUS PROVISIONS. The provisions that follow shall apply generally to the obligations of the parties under this Agreement. 14.1 Waiver of Breach. The waiver by either party of any breach or violation of any provision of this Agreement shall not be deemed to be a waiver or a continuing waiver of any subsequent breach or violation of the same or any other provision of this Agreement. 14.2 Contacting Licensee. Licensee shall be available to the staff employees of any Licensor department having jurisdiction over Licensee's activities 24 hours a day, seven days a week, regarding problems or complaints resulting from the attachment, installation, operation, maintenance, or removal of the Equipment. The Licensor may contact by telephone the Licensee's network control center operator at telephone number 800-264-6620. 14.3 Governing Law; Jurisdiction. This Agreement shall be governed and construed by and in accordance with the laws of the State of California, without reference to its conflicts of Page 19 of 23 20B-21 law principles. If suit is brought by a party to this Agreement, the parties agree that trial of such action shall be vested exclusively in the state courts of Orange County, California. 14.4 Change Of Law. If any provision of this Agreement is found to be unenforceable in a final judicial or administrative proceeding, the Parties shall enter into good faith negotiations with the intent of reaching an agreement that would place the Parties substantially in the same position as if this Agreement were fully enforceable. If the negotiations do not result in agreement between the parties within sixty days from the date of the final decision referred to in the preceding sentence, then either Party may call for binding arbitration within a further thirty days. Such arbitration shall have the goal of placing the Parties in the same positions they would occupy if this Agreement had been fully enforceable. The Parties shall select an independent, mutually acceptable arbitrator, who shall have available the full range of appropriate remedies. The arbitrator's decision shall be final and binding on both parties. The parties will each pay their own costs to appear before the arbitrator and will share the arbitrator's costs equally. 14.5 Force Majeure. Except for payment of amounts due, neither Party shall have any liability for its delays or its failure of performance due to: fire, explosion, pest damage, power failures, strikes or labor disputes, acts of God, the elements, war, civil disturbances, acts of civil or military authorities or the public enemy, inability to secure raw materials, transportation facilities, fuel or energy shortages, or other causes reasonably beyond its control, whether or not similar to the foregoing. 14.6 Attorneys' Fees. Should any dispute arising out of this Agreement lead to litigation, the prevailing party shall be entitled to recover its costs of suit, including (without limitation) reasonable attorneys' fees. 14.7 "AS IS" condition of Municipal Facilities. Municipal Facilities licensed to Licensee pursuant to this Agreement are licensed to and accepted by Licensee "as is" and with all faults. The Licensor makes no representation or warranty of any kind as to the present or future condition of or suitability of the Municipal Facilities for Licensee's use and disclaims any and all warranties express or implied with respect to the physical, structural, or environmental condition of the Municipal Facilities and the merchantability or fitness for a particular purpose. Licensee is solely responsible for investigation and determination of the condition and suitability of any Municipal Facility for Licensee's intended use. 14.8 Representations and Warranties. Each of the parties to this Agreement represents and warrants that it has the full right, power, legal capacity, and authority to enter into and perform the party's respective obligations hereunder and that such obligations shall be binding upon such party without the requirement of the approval or consent of any other person or entity in connection herewith, except as provided in Section 4.2 above. This Agreement shall not be revocable or terminable except as expressly permitted herein. 14.9 Amendment of Agreement. This Agreement may not be amended except pursuant to a written instrument signed by both parties. 14.10 Entire Agreement. This Agreement contains the entire understanding between the parties with respect to the subject matter herein. There are no representations, agreements, or Page 20 of 23 20B-22 understandings (whether oral or written) between or among the parties relating to the subject matter of this Agreement which are not fully expressed herein. In witness whereof, and in order to bind themselves legally to the terms and conditions of this Agreement, the duly authorized representatives of the parties have executed this Agreement as of the Effective Date. 14.11 Non -Exclusive Remedies. No provision in this Agreement made for the purpose of securing enforcement of the terms and conditions of this Agreement shall be deemed an exclusive remedy or to afford the exclusive procedure for the enforcement of said terms and conditions, but the remedies herein provided are deemed to be cumulative. 14.12 No Third -Party Beneficiaries. It is not intended by any of the provisions of this Agreement to create for the public, or any member thereof, a third -party beneficiary right or remedy, or to authorize anyone to maintain a suit for personal injuries or property damage pursuant to the provisions of this Agreement. The duties, obligations, and responsibilities of the Licensor with respect to third parties shall remain as imposed by state law. 14.13 Construction of Agreement. The terms and provisions of this Agreement shall not be construed strictly in favor of or against either party, regardless of which party drafted any of its provisions. This Agreement shall be construed in accordance with the fair meaning of its terms. 14.14 Effect of Acceptance. Licensee (a) accepts and agrees to comply with this Agreement and all applicable federal, state and local laws and regulations; (b) agrees that this Agreement was entered into pursuant to processes and procedures consistent with applicable law; and (c) agrees that it will not raise any claim to the contrary or allege in any claim or proceeding against the Licensor that at the time of acceptance of this Agreement any provision, condition or term of this Agreement was unreasonable or arbitrary, or that at the time of the acceptance of this Agreement any such provision, condition or term was void or unlawful or that the Licensor had no power or authority to make or enforce any such provision, condition or term. 14.15 Time is of the Essence. Time is of the essence with regard to the performance of all of Licensee's obligations under this Agreement. 14.16 Taxes. Licensee shall be responsible for payment of all fees and taxes charged in connection with the right, title, and interest in and construction, installation, maintenance, and operation of Equipment for the purposes set forth herein. 14.17 Tax Notice. Licensor hereby provides notice pursuant to California Revenue and Taxation Code Section 107.6, and Licensee acknowledges that this Agreement may create a possessory interest and Licensee may be subject to property taxes levied on such interest, as described in California Revenue and Taxation Code Section 107.6. Licensee shall pay directly to the appropriate authority, when due, all real and personal property taxes, fees and assessments, assessed against the area licensed and the Equipment. 14.18 Counterparts. This Agreement (and any Supplement) may be executed in multiple counterparts, including by electronic means, each of which shall be deemed an original, and all such counterparts once assembled together shall constituted one integrated instrument. Page 21 of 23 20B-23 [Signature page to follow] Page 22 of 23 20B-24 IN WITNESS THEREOF, the parties hereto have caused this Agreement to be legally executed in duplicate effective as of the Effective Date as defined in the introductory paragraph to this Agreement. ATTEST: Licensor: CITY OF SANTA ANA DAISY GOMEZ KRISTINE RIDGE Clerk of the Council City Manager APPROVED AS TO FORM Licensee: SONIA R. CARVALHO, City Attorney Los Angeles SMSA Limited Partnership, d/b/a Verizon Wireless By: AirTouch Cellular Inc. Its: General Partner BY: BY: JOHN M. FUNK NAME: Assistant City Attorney TITLE: RECOMMENDED FOR APPROVAL NABIL SABA Acting Executive Director Public Works Agency Exhibits: Exhibit A — Supplement Exhibit B — Application Page 23 of 23 20B-25 EXHIBIT A FORM OF SUPPLEMENT This Supplement ("Supplement'), is approved by Licensor this day of 20 (the date executed by all parties, referred herein as "Supplement Effective Date"). I. Supplement. Licensee has submitted an application for approval to use a Municipal Facility pursuant to that certain Municipal Facility License Agreement between Licensor and Licensee dated , 20 ("Agreement'). Licensor has reviewed the application and grants approval subject to the terms of this Supplement. All of the terms and conditions of the Agreement are incorporated hereby by reference and made a part hereof without the necessity of repeating or attaching the Agreement. In the event of a contradiction, modification or inconsistency between the terms of the Agreement and this Supplement, the terms of this Supplement shall govern. Capitalized terms used in this Supplement shall have the same meaning described for them in the Agreement unless otherwise indicated herein. IF THE SUPPLEMENT IS NOT COUNTER -SIGNED BY LICENSEE AND RETURNED TO LICENSOR WITHIN 30 DAYS AFTER LICENSOR HAS GRANTED APPROVAL, THE SUPPLEMENT SHALL BE VOID AND OF NO LEGAL EFFECT. IF LICENSEE STILL WANTS TO USE THE MUNICIPAL FACILITY, LICENSEE WILL BE REQUIRED TO SUBMIT A NEW APPLICATION AND ASSOCIATED FEES. 2. Licensed Area Description and Location. Licensee shall have the right to use the space on the specific Municipal Facility (the "Licensed Area") depicted in Attachment 1 attached hereto to install Equipment as further listed in Attachment 2 attached hereto. 3. Equipment. The Equipment to be installed at the Licensed Area is described and depicted in Attachment 1. 4. Term. The term of this Supplement shall commence on the Supplement Effective Date and continue for the life of the Agreement, as described in Paragraph 2 of the Agreement. 5. License Fee/Alternate License Fee. The initial fee for this Supplement shall be as follows per year: . This fee is subject to annual increase as provided in the Agreement, and is payable in accordance with the Agreement. 6. Performance Bond. The Performance Bond [circle one] is / is not covered by existing performance bond. If not covered by existing performance bond, a bond is required pursuant to Section 8 of the Agreement. 7. Miscellaneous. [Signature page follows] 2U6126 IN WITNESS THEREOF, the parties hereto have caused this Supplement to be legally executed in duplicate, effective upon execution by both parties. Accepted: Licensor: CITY OF SANTA ANA, CA By: Name: Title: _ Date: Licensee: By: Name: Title: _ Date: Attachments: Attachment I —Licensed Area Attachment 2 — Equipment List and Description 2U6227 Attachment 1 Licensed Area [Site plan showing licensed area of applicable Municipal Facility and showing proposed Equipment installation.] 206'28 Equipment List and Description Attachment 2 2U6'29 APPLICATION TO USE MUNICIPAL FACILITY Applicant: Licensee: Application/License#: Type of Municipal Facility Alteration Required small Cell Equipment Heights (provide both (1) the overall height of pole structure with added facilities; and (2) the height of individual facilities) small Cell and Base Equipment Weights small Cell And Base Equipment Dimensions Location of Any Additional Equipment [street light] [Pole [Installed on Pole, specify [traffic light] Reinforcement] attachment height, weight [other, [Pole and dimensions] specify] Replacement] [Installed on/in Ground [None] (Vault), specific dimensions] [Other Location] [Not ApplicableQVeeded] APPLICANT SHALL PROVIDE TILE FOLLOWING AS APPLICABLE: • Site plan and engineering design and specifications for installation of Equipment, including the location of radios, antenna facilities, transmitters, equipment shelters, cables, conduit, point of demarcation, backhaul solution, electrical distribution panel, electric meter, and electrical conduit and cabling. Where applicable, the design documents should include specifications on design, pole modification, and ADA compliance. Also indicate whether unmetered electricity is available at the site. • Include a load bearing study that determines whether the pole requires reinforcement or replacement in order to accommodate attachment of proposed Equipment. • If the proposed installation will require reinforcement or replacement of an existing pole, provide applicable design and specification drawings. • The number, size, type and proximity to the facilities of all communications conduit(s) and cables to be installed. • Description of the utility services required to support the facilities to be installed. • List of the contractors and subcontractors, and their contact information, authorized to work on the project. • A check for the applicable Application Fee made payable to the City of Santa Ana (refer to Section 5.1 of the Municipal Facilities License Agreement). APPLICANT SIGNATURE: PRINT NAME: TITLE: REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE AWARD A CONTRACT TO STOMMEL INC. DBA LEHR AUTO ELECTRIC FOR POLICE VEHICLE CONVERSION EQUIPMENT AND INSTALLATION SERVICES FOR $200,000 FOR A ONE- YEAR PERIOD WITH A TOTAL NOT TO EXCEED $1,000,000 (INTERNAL SERVICE FUND AND GENERAL FUND) (SPECIFICATION NO. 20-007) /s/ Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Award a contract to Stommel Inc. dba Lehr Auto Electric for police vehicle conversion equipment and installation services for a one-year period, with provisions for four, one-year renewals exercisable by the City Manager, in an annual amount not to exceed $200,000, for a total not to exceed $1,000,000, subject to non-susbtantive changes approved by the City Manager and City Attorney. DISCUSSION The Public Works Agency Fleet Maintenance Division is responsible for the acquisition, maintenance, repair, and replacement of vehicles, trucks, and maintenance equipment. The Police Department is transitioning to the Ford Interceptor Utility as the standard patrol vehicle. A total of twelve (12) vehicles are scheduled to be purchased in FY 2019-20 with Surplus Allocation funds and as part of the Equipment Replacement Funding. The Fleet Maintenance Division staff must outfit each of these vehicles with police -related equipment such as light bars, sirens, weapon racks, security seating, push bumpers, etc. before releasing them to the Police Department. As proposed, the not -to -exceed amount of $200,000 is expected to cover the cost to purchase and install the equipment necessary to outfit 12 vehicles. Santa Ana Ordinance No. NS-2312 authorizes the City to purchase against contracts from any public agency utilizing a competitive bid process. The Placer County contract with Stommel Inc., for police vehicle conversion equipment and installation services has been awarded as a result of open, competitive bidding and meets the City's requirements. 22A-1 Award Contract for Police Vehicle Conversion Equipment and Installation Services March 17, 2020 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 - Community Facilities & Infrastructure, Objective #2 (address deferred maintenance on City buildings and equipment). FISCAL IMPACT Funding for the initial one-year term, FY 2019-20, and four subsequent one-year renewal periods will be budgeted and made available as follows: Fiscal Accounting Account Unit, Account Year Unit -Account Fund Description Description Amount o FY 2019-20 01114420-66400 General Fund Police Field Operations- $30,000 March - June Department Machinery and Equipment FY 2019-20 16614450-66400 US DOJ Asset U.S. Dept. of Justice- $60,000 March - June Forfeiture Fund Machinery and Equipment FY 2019-20 07517101-66400 Fleet Maintenance Equipment Replacement, $60,000 March - June Fund Machinery and E ui ment FY 2019-20 Fleet Equipment Fleet Services Equipment March - June 07017100-66400 Replacement Fund Replacement- Machinery $50,000 and Equipment TOTAL $200,000 Renewal Options Fiscal Accounting Unit- Fund Account Unit, Account Amount Year Account No. Description Description FY 2020-21 Fleet Equipment Fleet Services Equipment July - June 07017100-66400 Replacement Fund Replacement -Machinery $200,000 and Equipment FY 2021-22 Fleet Equipment Fleet Services Equipment July - June 07017100-66400 Replacement Fund Replacement -Machinery $200,000 and Equipment FY 2022-23 Fleet Equipment Fleet Services Equipment July - June 07017100-66400 Replacement Fund Replacement -Machinery $200,000 and Equipment FY 2023-24 Fleet Equipment Fleet Services Equipment July - June 07017100-66400 Replacement Fund Replacement -Machinery $200,000 and Equipment TOTAL $1,000,000 22A-2 Award Contract for Police Vehicle Conversion Equipment and Installation Services March 17, 2020 Page 2 Nabil Saba, PE Acting Executive Director Public Works Agency David Valentin Chief of Police Santa Ana Police Department 19 > > :ii��l � �LF� ril 1�J ► I �> `y9 ► I �L�KK�1�J ► � �91 Kathryn Downs, CPA Executive Director Finance and Management Services Agency 22A-3 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE AWARD PURCHASE ORDER IN AN AMOUNT NOT TO EXCEED $183,535 TO UNITED WATER WORKS, INC. FOR A WATER METER TEST BENCH (SPECIFICATION NO. 19-138) CLERK OF COUNCIL USE ONLY: _••e• ❑ As Recommended ❑ As Amended ❑ Ordinance on 1sl Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize a one-time purchase and payment of purchase order to United Water Works, Inc. for the purchase of a water meter test bench in an amount not to exceed $183,535, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The City of Santa Ana supplies approximately 13 billion gallons of water annually to over 44,500 customers, which includes all of the City's 334,800-plus residents, businesses and institutions. The Public Works Agency — Water Resources Division is responsible for the installation, maintenance and repair of the water meters used to measure the amount of water delivered to each of these customers. To ensure that these meters are accurately measuring the amount of water delivered to each customer, the meters must be periodically tested using specialized equipment such as a test bench. The requested water meter test bench will replace —and substantially upgrade —the existing 30- year-old equipment. The new, automated test bench offers several advantages over the existing equipment: • The automated process will increase confidence in test results by reducing human error, which in turn will reduce unaccounted water loss • Automation allows staff to save and distribute test results for applications such as auditing and reporting • Recirculation systems will reduce the amount of water loss in the testing process • With the upcoming move to Advanced Metering Infrastructure, the new test bench will allow staff to efficiently meet the mandates for pre -installation testing The Notice Inviting Bids was advertised on December 20, 2019, on the City's online bid management and publication system. A summary of the Invitation for Bids and bids received is as follows: 22B-1 Award Contract for Water Meter Test Bench March 17, 2020 Page 2 422 Vendors notified 6 Santa Ana vendors notified 6 Vendors downloaded the bid packet 2 Bids received from Santa Ana vendors Two Bids were received and opened on January 23, 2020, and evaluated. Bid results are as follows: Bidder United Water Works, Inc. Location Santa Ana, CA Santa Ana, CA Amount $183, 534.87 $183, 534.88 The Bid received from United Water Works, Inc. was lowest, responsive to specifications, met the City's requirements, and included a five-year warranty. Outreach Efforts The Purchasing Division advertised this project on the City's online bid management and publication system, which directly notified six Santa Ana vendors, two of which submitted a bid packet for consideration. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Strategic Plan Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain 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 Funds are budgeted and available in the Water Utility Water Meter Services Account (No. 06017646-66400). Funds are estimated to be spent as follows: Fiscal Year Accounting Unit — Fund Accounting Unit, Account Amount Account No. Description Description FY 19/20 06017646-66400 Water Water Utility Water Meter Services, $183,535 Machinery & Equipment 22B-2 Award Contract for Water Meter Test Bench March 17, 2020 Page 2 Nabil Saba, PE Acting Executive Director Public Works Agency NS:KL:RR r_� � � :z.�.� a.�,F� r.� 1n ► u> ~y_� r u>._�KK.m ► r r,� I Kathryn Downs, CPA Executive Director Finance and Management Services Agency 22B-3 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: AMEND THE CONSTRUCTION CONTRACT WITH HARDY & HARPER, INC. BY $62,499, FOR A NEW CONTRACT TOTAL AMOUNT OF $295,099, TO CONSTRUCT THE THORNTON PARK PARKING LOT IMPROVEMENTS WITH NO CHANGE TO THE ESTIMATED TOTAL PROJECT COST OF $320,000 (PROJECT NO. 18-7530) CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2i1 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Authorize the City Manager to amend the construction contract with Hardy & Harper, Inc. via change order, by an increase of $62,499, resulting in a revised construction contract total of $295,099. 2. Approve a revised Project Cost Analysis authorizing the reclassification of the approved project contingency of $23,260 and reducing project administration, testing, and inspection costs in the amount of $39,239 for a net zero change in the original approved Community Development Block Grant (CDBG) project funding of $320,000. DISCUSSION The existing Thornton Park parking lot (Exhibit 1), servicing the park and sports fields, is in need of renovation and has been identified as a high priority facility in need of rehabilitation. The scope of work includes removing and replacing failed asphalt pavement, damaged concrete curb and gutter, concrete curb ramps, and painting stripes and markings. The project was included in the City Council -approved Capital Improvement Program for Fiscal Year 2017-18. On June 18, 2019, the City Manager authorized a construction contract with Hardy & Harper, Inc. in the amount of $232,600 for construction of the Thornton Park Parking Lot Improvements Project (Exhibit 2). During removal of the pavement, moisture intrusion into the subsoil was discovered, which has caused the subsoil to become unstable. After considering several options to address the moisture intrusion, the least costly option that would yield permanent, long-term benefits was to over -excavate, remove undesirable subgrade, and perform cement subsoil treatment. This unforeseen work is not a part of the original construction contract. Therefore, staff recommends reclassification of the contract funds through approval of a contract change order to accommodate the extra costs related to mitigating the effects of the moisture intrusion in the subsoil. The table 23A-1 Amend Construction Contract with Hardy & Harper, Inc. Thornton Park Parking Lot Improvements March 17, 2020 Page 2 below summarizes the originally authorized expenditures and the reclassification of the funds, which yields a net zero cost to the project: EXPENDITURE CATEGORY I ORIGINAL AMOUNT CHANGE NEW TOTAL Design Engineering $23,725 $23,725 Construction Contract $232,600 $62,499 $295,099 Construction Administration $19,568 ($18,392) $1,176 Inspection & Testing $20,847 $20,847 $0 Contingencies $23,260 $23,260 $0 TOTAL $320,000 $0 $320,000 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 to extend the service life of existing infrastructure to protect the City's investment and support a high quality of life standard). ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended action is exempt from further review. Categorical Exemption Environmental Review No. ER-2019-17 was filed for the project. FISCAL IMPACT The contract change order will reclassify contract funds to accommodate the extra costs related to the unforeseen soil issues. As indicated in the Cost Analysis (Exhibit 3) and in the table above, the estimated total construction delivery cost of the project remains at the originally budgeted amount of $320,000. Funding for the project was provided from the Community Development Block Grant Fund. The following table summarizes the approved funds budgeted for expenditure to deliver construction of this project. Fiscal Accounting Unit— Fund Accounting Unit -Account No. Amount Year Account No. (Prof No.) Description Description FY 19-20 13518783-66220 CDBG CDBG Programs, Improvements $320,000 July -June 18-7530 Other Than Building TOTAL FUNDING: $320,000 23A-2 Amend Construction Contract with Hardy & Harper, Inc. Thornton Park Parking Lot Improvements March 17, 2020 Page 3 Nabil Saba, PE Acting Executive Director Public Works Agency Steven Mendoza Executive Director Community Development Agency NS/WEG/MO/VS Exhibits: 1. Location Map 2. Construction Contract 3. Cost Analysis APPROVED AS TO FUNDS & ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency Lisa Rudloff Executive Director Parks, Rec & Community Services 23A-3 PROJECT LOCATION SANTA ANA Project No. 18-7530: Pl Thornton Park Parking Lot PUBLIC WORMS AGENCY Improvements Project IPdSJ` ANCE NOT ON FILE vtiu;o; MAY NOT PROCEED EXHIBIT 2 �LERK OF COUNCIL CITY OF SANTA ANA DATE: a-,29—/9 CONSTRUCTION CONTRACT ' PWO(0) PROJECT 18-7530 Ckw(� THORNTON PARK PARKING LOT IMPROVEMENTS (REBID) PROJECT This CONSTRUCTION CONTRACT is made and entered into this 181h day of June, 2019 by and between the City of Santa Ana, California, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY"), and Hardy & Harper, Inc. (hereinafter "CONTRACTOR"). WITNESSETH: The CITY and the CONTRACTOR, for the consideration hereinafter named, mutually agree as follows: CONTRACTOR agrees to perform all the work and furnish all the materials at its own cost and expense necessary to construct and complete in a good and workmanlike manner and to the satisfaction of the City Engineer of the CITY, the Thomton Park Parking Lot Improvements (Rebid) Project (hereinafter referred to as the "WORK OF IMPROVEMENT") identified in and in accordance with the Contract Documents prepared by the City's Public Works Agency and approved by the City Council. 2. The complete Construction Contract consists of the "Contract Documents" as defined by the Standard Specifications for Public Works Construction and which include the following: • Notice Inviting Bids • Information to Bidders • Bid Proposal • Bid Bond • Contract Form • Contract Bonds • General Provisions • Special Provisions • Technical Provisions and Project Plans • Community Workforce Agreement • Appendices In case of conflict between the Contract Documents, the precedence of documents shall be as established in the Standard Specifications for Public Works Construction. 3. CITY agrees to pay and CONTRACTOR agrees to accept in full payment to complete the WORK OF IMPROVEMENT the sum total amount not to exceed Two Hundred Thirty-two Thousand Six Hundred Dollars and No Cents ($232,600.00), 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 amount of any class or portion of the work or to omit portions of the work as may be deemed necessary or advisable. rev. 09/012017 23A-5 Page I of 3 EXHIBIT 2 4. CONTRACTOR agrees to complete the WORK OF IMPROVEMENT within the time specified in the Time for Completion of Improvements section of the BID PROPOSAL (Exhibit "A") including commencing construction within the timeframe therein specified after issuance of a Notice to Proceed. 5. The CONTRACTOR will pay, and will require all subcontractors to pay, all employees on the WORK OF IMPROVEMENT a salary or wage at least equal to the prevailing salary or wage established for such work as set forth in the wage determinations for this work in accordance with applicable State and Federal law. 6. If applicable, the CONTRACTOR shall adhere to the CITY'S Community Workforce Agreement (CWA), a pre -hire collective bargaining agreement, which establishes the labor relations policies and procedures for CONTRACTOR to follow in the crafts persons employed to complete the WORK OF IMPROVEMENT as more fully described in the CWA. The CWA may be found on the City's website at: http://www.santa-ana.org/pwa/documents/CWA.pd CONTRACTOR shall, after award of this Contract, furnish two bonds to be approved by the CITY, one in the amount of One Hundred Percent (100%) of the Contract price, to guarantee the faithful performance of the work (Performance Bond), and one in the amount of One Hundred Percent (100%) of the Contract price to guarantee payment of all claims for labor and materials famished (Payment Bond). This Contract shall not become effective until such bonds are supplied to and approved by the CITY. CONTRACTOR shall, prior to the release of the performance and payment bonds or the retention payment, furnish a warranty performance and payment bond (Warranty Bond). Said Warranty Bond shall also be required as a condition of project acceptance. For projects up to Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of Ten Thousand Dollars ($10,000) or Twenty Percent (20%) of the final contract price. For projects above Five Hundred Thousand Dollars ($500,000), the Warranty Bond amount shall be the greater of One Hundred Thousand Dollars ($100,000) or Ten Percent (10%) of the final contract price. 9. CONTRACTOR shall, after award of this Contract, furnish Certificates of Liability Insurance and Worker's Compensation Insurance as outlined in the General Provisions, to be approved by the CITY. // 23A-6 Page 2 of 3 iNa:110-11 a IN WITNESS WHEREOF, the parties hereto have executed this Construction Contract on the day and year first above written. ATTEST: L wag am rmown, Im" APPROVED AS TO FORM: SONIA R. CARVALI-10 City Attorney By: D/W 74" -f�4, J -IN FUNK Assistant City Attorney FOR APPROVAL: FUAD S EISS, PE, PLS Executive Virector Public Wokks Agency CITY OF SANTA ANA KRISTINE RIDGE City Manager CONTRACTOR: Hardy & Harper, Inc. NAME: Kristen Paulino TITLE: Corporate secretary 23A-7 Page 3 of 3 City of Santa Ana Thornton Park Parking Lot Improvements (REBID) (16.7530), bidding on May 21, 2019 2:00 PM (Pacific) Bid Results Bidder Details Vendor Name Hardy & Harper, Inc. Address 1312 E. Warner Avenue Santa Ana, CA 92705 United States Respondve Ashlie Blanchard Respondve Title Bid Coordinator Phone 714-444.1851 Ext. Email ablanchard@hardyandharper.wm Vendor Typo CADIR,Local License # 216952 CA DIR Bid Detail Bid Format Electronic Submitted May 21, 2019 12:26:24 PM (Pacific) Delivery Method Bid Responsive Bid Status Submitted Conflrmatlon # 179088 Ranking 0 Respondee Comment Buyer Comment Attachments File Title General Attachments Ownership Affidavit Bid Bond Non -Collusion Affidavit Line Items Type Item Code Section 1 1 Unclassified Excavation 2 Asphalt Concrete (AC) File Name Bid Documents to be uploaded.pdf Santa Ana Thorton Park Re-Bld Ownership Affidavit To Upload.pdf Santa Ana Thorton Park Re -Bid Bid Bond To Upload.pdf Santa Ana Thorton Park Re -Bid Non Collusion Affidavit To Upload.pdf U0M City CY 800 TN 1100 PlanetBids, Inc. 23A-8 Unit Price $67.00 $95.00 EXHIBITPge, Printed 05/21/2019 File Type General Forms Ownership Affidavit (Notary Public) - REQ Original Hard Copy Submittal in Addition Bid Bond Guaranty (Notary Public) - REQ Original Hard Copy Submittal in Addition Non -Collusion. Affidavit (Notary Public) - REQ Original Hard Copy Submittal in Addition Line7otal Comment $45,600.00 $104500.00 City of Santa Ana EXHIBIT 1&12 Thornton Park Parking Lot Improvements (REBID) (18-7530), bidding on May 21, 2019 2:00 PM (Pacific) Pflmed 05/21/2019 Bid Results EXHIBIT A Type Item Code UOM Qty Unit Price Line Total Comment 3 Asphalt Rubber Hot Mix (ARHM) TN 600 $108.00 $53,000,00 4 PCC Curb Ramp" SF 200 $25.00 $0,000,00 5 PCC Cross -Gutter* SF 300 $25.00 $7,600.00 6 PCC Curb & Gutter (A-2-6)* LF 100 $40.00 $4,000.00 7 Slgnage & Stripping LS 1 $3,000,00 $3,000.00 8 Labor Agreement Oversight LS 1 $10,000.00 $101000.00 Subtotal $232,000.00 Asterisk Notes (per P-2 of P-16) 9 "The quantity for this bid Item Is shown for bid comparison only. This bid Item shall not be sulboot to the "25W 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, as i 0 0 Subtotal 0 Total $232,600.00 PlanetBids, Inc. 23A-9 EXHIBIT 2 CITY OF SANTA ANA PROPOSAL EXHIBIT A PROJECT NO.: 18-7530 THORNTON PARK PARKING LOT IMPROVEMENTS (REBID) TOTAL BASE BID $ _L3 r lrl The lowest responsible bidder shall be selected based on the total base bid. The City reserves the right to award the Base Bid, and any, all, or none of the add -alternate bid items (if any). * The quantity for this bid item is shown for bid comparison only, This bid item shall not be subject to the "25%" limit as stated in Section 3-2 of the Standard Specifications. The actual amount for this item will be dictated by the actual quantity used, and the Agency reserves the right to increase or decrease the quantity of this item accordingly. TIME FOR COMPLETION OF IMPROVEMENTS AND LIQUIDATED DAMAGES The undersigned bidder hereby proposes to complete the Work for the total base bid amount shown above, within fifteen (15) working days after the commencement date stated in the Notice to Proceed. damages amount, in lieu of the amount specified in Subsection 6-9 of the nations, shall be $1,000 per calendar day. t'� 1 Hardy &.Harper, Inc. 1 @vo Kirschner -Vice President r (If an individual, so state, If a firm or co -partnership, state the firm name and give the names of all individual co-partners composing the firm. If a corporation, state legal name of corporation, and names of President, Secretary, Treasurer and Manager; thereof.) Hardy& Harper, Inc, S Corporation Fred T. Maas, Jr. — President / Treasurer Steve Kirschner - Vice President Kristen S. Paulino -Corporate Secretary Dan T. Maas . CEO P-2 of P-16 23A-10 EXHIBIT 3 COST ANALYSIS PROJECT NO. 18-7530: THORTON PARK PARKING LOT IMPROVEMENTS EXPENDITURE CATEGORY ORIGINAL AMOUNT CHANGE NEW TOTAL Design Engineering $23,725 $23,725 Construction Contract $232,600 $62,499.00 $295,099 Construction Administration $19,568 $18,392 $1,176 Inspection and Testing $20,847 $20,847 $0 Contingencies $23 260 $23,260 $0 TOTAL $320,000 $0 $320,000 23A-11 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 urr�d APPROVE AN AMENDMENT TO AGREEMENT WITH COMMONWEALTH TITLE COMPANY FOR AN EIGHT -MONTH EXTENSION TO COMPLETE OUTSTANDING TITLE AND ESCROW RELATED SERVICES CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 11' Reading ❑ Ordinance on 2111 Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ rK•�►num�.ic. /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an amendment to extend the existing agreement with Commonwealth Title Company from March 31, 2020 to December 31, 2020, to complete outstanding title and escrow -related services subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION On April 7, 2015, City Council approved an agreement with Commonwealth Land Title for title and escrow -related services, which are utilized on an "as needed" basis for right-of-way Capital Improvement Program projects. The agreement is scheduled to expire on March 31, 2020, and staff requests an eight -month extension to the agreement (Exhibit 1) to allow sufficient time to process approximately 27 title reports for railroad parcels and complete escrow activities associated with ongoing key right-of-way projects in the Capital Improvement Program. Additionally, it will afford the Public Works Agency sufficient time to prepare a new Request for Proposals for title and escrow services. The extension will utilize the available balance remaining in the agreement and no additional funding is being requested as part of the amendment. 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 D (explore creative financing options with private property owners amenable to share the costs associated with infrastructure improvements (i.e. assessment districts)). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact associated with this action. 25A-1 Extension of Term for Title and Escrow Services Agreement March 17, 2020 Page 2 Nabil Saba, PE Acting Executive Director Public Works Agency 1►60-YANT/.[e'_ Exhibit: 1. Amendment 25A-2 EXHIBIT 1 FIRST AMENDMENT TO AGREEMENT FOR TITLE AND ESCROW SERVICES THIS FIRST AMENDMENT to the above -referenced agreement is entered into on March 17, 2020, by and between Commonwealth Land Title Company ("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 Parties entered into Agreement No. A-2015-049, dated April 30, 2015, by which Consultant agreed to provide escrow and title services ("Agreement'). B. The Agreement remains in effect through March 31, 2020, and the parties now wish to further extend the term of the Agreement. The Parties therefore agree: 1. Section 3, Term, is amended to extend the term of the Agreement through December 31, 2020. 2. Except as modified by this First Amendment, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. CITY OF SANTA ANA ATTEST Kristine Ridge City Manager APPROVED AS TO FORM Sonia R. Carvalho, City Attorney By: 70, -f."L Nut M.Funk Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba Acting Executive Director, Public Works Agency Daisy Gomez Clerk of the Council CONSULTANT 1�� Name: crfin Wayne Title: Vice President Page I of I 25A-3 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: APPROVE AN AGREEMENT WITH (WATER, INC. FOR DIGITAL WATER MAPPING AND SUPPORT SERVICES FOR A THREE YEAR PERIOD IN AN ANNUAL AMOUNT OF $376,000 (TOTAL NOT TO EXCEED $1,880,000) CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2n° Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute an agreement with iWater, Inc. to provide digital water system mapping and support services for a three-year period, beginning April 1, 2020 and expiring March 31, 2023, with provisions for two one-year extensions exercisable by the City Manager and City Attorney, in an annual amount not to exceed $376,000, for a total agreement amount not to exceed $1,880,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The City of Santa Ana Public Works Agency — Water Resources Division oversees and maintains the daily operations of the water system and sanitary sewer system. The City of Santa Ana's water system has an average daily demand of 43 million gallons (MG) with 45,000 service connections. It is comprised of approximately 444 miles of water main, 45 MG of water storage at seven sites, seven Metropolitan Water District connections, 21 groundwater wells, seven pump stations, four pressure -regulating stations, and utilizes two pressure zones. The City's sanitary sewer system has approximately 8,000 maintenance holes, 390 miles of sewer mains, and two lift stations. The sewer system collects all sewage and transports it to the Orange County Sanitation District for treatment. Maintenance of these systems is supported by the use of iWater, Inc.'s infraMAP software, which provides the City's digital water mapping and data collection system. City maintenance crews and water operations engineering staff use this digital system to respond quickly to emergencies; collect, store, and retrieve data; and to facilitate routine maintenance on water infrastructure assets in a paperless environment. In addition, users are able to view water data via the Public Works Agency Geographic Information System (GIS), facilitating data sharing and records research by other City agencies. 25B-1 Approve Agreement with iWater, Inc. for Digital Water Mapping and Support Services March 17, 2020 Page 2 Since 2009, the City has had an agreement with iWater, Inc., for digital water mapping services, computer hardware configuration and installation, professional on -call services, and system service support of infra MAP software. On April 7, 2015, City Council approved an agreement expanding the scope of work to include GIS mapping updates, continual software and hardware maintenance and support, cloud -based systems integration with deployment of the infraMAP-NOW application, and on -site support for both office and field staff. This agreement (Exhibit 1) continues these services and ensures that there is no interruption to the City's ability to utilize these valuable resources. 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 Funds are budgeted and available in the following account for the specified year: Fiscal Year Accounting Unit Fund Description Accounting Unit, Account Amount -Account No. No. Description FY 2019-20 06017645-62300 Water Water Admin/Engineering, $94,000 April — June Contract Services -Professional FY 2020-21 06017645-62300 Water Water Admin/Engineering, $376,000 July — June Contract Services -Professional FY 2021-22 06017645-62300 Water Water Admin/Engineering, $376,000 July — June Contract Services -Professional FY 2022-23 06017645-62300 Water Water Admin/Engineering, $282 000 July — March Contract Services -Professional Total 3-Year Term $1,128,000 25B-2 Approve Agreement with iWater, Inc. for Digital Water Mapping and Support Services March 17, 2020 Page 3 Renewal Options FY 2022- 2023 06017645-62300 Water Water Admin/Engineering, $94,000 April — June Contract Services -Professional FY 2023- 2024 06017645-62300 Water Water Admin/Engineering, $282,000 July — March Contract Services -Professional Total Renewal Option — Year 1 $376,000 FY 2023- Water Admin/Engineering, 2024 06017645-62300 Water Contract Services -Professional $94,000 April — June FY 2024- Water Admin/Engineering, 2025 06017645-62300 Water Contract Services -Professional $282,000 Jul — March Total Renewal Option — Year 2 $376,000 TOTAL EXPENDITURES: $1,880,000 Nabil Saba, PE Acting Executive Director Public Works Agency NS/CB Exhibit: 1: Agreement with iWater, Inc. APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency 25B-3 EXHIBIT 1 iWater, Inc. 12 Goodyear, Suite 130 6Water SOFTWARE LICENSE AND SUPPORT AGREEMENT Irvine, CA 92618-3747 � mfrafTlR�' Phone:949-768-4549 ' Fax: 949-768-4155 This agreement effective as of the last. date signed below (the "Effective Date") is between iWater, Inc, ("iWater"), and City of Santa Ana ("Licensee") and consists of this infraMAP6 Software License and Support Agreement and the attached exhibits referenced below (collectively, "Agreement"). SCOPE OF LICENSE GRANT For a maximum term of five (5) years from the Effective Date, subject to payment of Monthly License Support Fee and applicable fees set forth on Exhibits A and B, Licensor hereby grants to Licensee, and Licensee hereby accepts, a nonexclusive, non -transferable license to use the iWater infraMAPO Software and Related Materials (collectively, the "Software") as defined in, and in accordance with the terms of this Agreement. The initial term is for three (3) years with an option to renew annually for an additional two (2) years from the Effective Date. SUPPORT AND MAINTENANCE iWater shall provide Software Maintenance & Support as detailed below, in exchange for payment of Monthly License Support Fee. After the initial three (3) years, at the sole option of the Licensee, Maintenance & Support may be extended in one (1) year increments for the remaining 2-year period at the prices and payment terms stated in Exhibits A and B. Software Maintenance & Support services include: 1. Improvements, updates, or modifications to the infraMAP® Software product purchased that iWater makes generally available as a minor release or update. 2. Access to i Water's Technical Support Team ("Help Desk") to answer questions, provide email and telephone support, as well as assistance during normal business hours for current versions of infraMAP® software. iWater will investigate all questions and problems promptly. Licensee agrees to provide adequate information to iWater to assist in the investigation and to confirm that any problems have been resolved. If deemed necessary, iWater may also provide on - site support. 3. Software License Support fees must be pre -paid monthly and are non-refundable for any reason. GENERAL PROVISIONS AND DEFINITIONS I. Software: "Software," as used in this Agreement, includes the following infraMAP® software products and extensions thereof: infraMAP®, infraMAP® Enterprise, infraMAP® Field, infraMAPO Manager, infraMAP® NOW, infraMAP® PLUS, infraMAPO Standard, infraMAP© 811 Tickets, infraMAP® Desktop, infraMAP® IOS, infraMAPO Android, infraMAP® Server, (individually and collectively, "Licensed Products" or "Software"), and additional or successor Software products marketed or licensed. 2. License Use: Licensee shall not copy the License Products or Software, nor shall the Licensee allow their use by others, without the express and written permission of iWater, excluding the use for backup, archival, and in-house disaster recovery purposes. Licensee furthermore agrees not to: A. Reverse engineer any part of the Licensed Products, in part or in their entirety; B. Distribute, sell, or otherwise transfer any part of the Licensed Products. C. Create any derivative works or products based on or derived from the Licensed Products or documentation or modify any Licensed Products or documentation without the prior written consent of iWater. In the event of a breach of this provision, said modification, derivative work, or product based on the Licensed Products or documentation is hereby deemed assigned to iWater (without limiting their remedies). 3. Protection of Intellectual Property Rights: Licensee will reproduce and include any copyright, patent, trademark, or restrictive legends or notices on all items licensed under this Agreement and shall take other necessary steps to protect iWater's and its licensor's intellectual property rights. 4. No Implied Waivers: The failure of either party to uphold or enforce any provision of this Agreement shall not be deemed a waiver of the provisions or of the right of such party thereafter to enforce that or any other provision. 5. Severability: The parties mutually agree that if any provision of this Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make the intent of the language enforceable. 6. Independent Contractor: iWater is, and at all times will be, an independent contractor. Nothing in this Agreement shall be deemed to create an employer/employee, principal/agent, or joint venture relationship. Neither party has the authority to enter into any contracts on behalf of the other party or otherwise act on behalf of the other party. 7. Force Majeure: If the performance of this Agreement or any obligation except the making of payments, is prevented, restricted, or interfered with by reason of fire, flood, earthquake, explosion, or other casualty or accident; strikes or labor disputes; inability to procure or obtain delivery of parts, supplies, or power; war, terrorist act, cyber-attack, or other violence; any law, order, proclamation, regulation, ordinance, demand, or requirement of any governmental agency; or Page l of 6 infraMAP®Sofl J,irens4andSupport Agreement 1.272020 6WQter,41, nfra t AP any act or condition whatsoever beyond the reasonable control of the affected party; the party so affected, upon giving prompt notice to the other party, shall be excused from such performance to the extent of such prevention, restriction, or interference. 8. Counterparts: This Agreement may be executed in counterparts, all of which, taken together, shall be deemed one (1) original document. 9. Successor and Assigns: Neither iWater nor Licensee shall assign, sublicense, or transfer its rights nor delegate its obligations under this Agreement without the other party's prior written consent, which shall not be unreasonably withheld, and any attempt to do so without consent shall be void. This Agreement shall be binding upon the respective successors and assigns of the parties to this Agreement. 10. Equitable Relief. The parties agree that any breach of this Agreement by one party may cause irreparable damage to the non -breaching party and that, in the event of such breach, in addition to any and all remedies at law, the non - breaching party shall have the right to seek an injunction, specific performance, or other equitable relief in any court of competent jurisdiction to prevent violation of these terms and without the requirement of posting a bond or undertaking or proving injury as a condition for relief. 11. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of the State of California without reference to conflict of laws principles. Either party may give the other party written notice of any dispute not resolved in the normal course of business. The parties shall thereupon attempt in good faith to resolve such a dispute promptly by negotiations between executives who have the authority to settle the dispute. If the dispute has not been resolved within sixty (60) days, after such written notice is given, either party may avail itself of any process or means legally available to it to resolve the dispute. 12. Insurance: iWater shall maintain during the performance of this Agreement policies of insurance as follows: General Liability: iWater shall maintain commercial general liability (CGL) insurance written on Insurance Services Office form CG 00 01 or equivalent and shall cover claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work or services hereunder by iWater, its agents, employees, representatives, or subcontractors. The limit for this insurance shall be not less than $1,000,000.00 per occurrence, and $2,000,000 in the annual aggregate. Automobile Liability: iWater shall maintain business automobile liability insurance with coverage for vehicles including those owned, hired, and non -owned. The limit amount for this insurance shall be not less than $1,000,000.00 per occurrence, combined single limit for bodily injury and property damage. Workers' Compensation: iWater shall maintain Workers' Compensation insurance, as required by law in the State of California, and Employers' Liability Insurance in an amount not less than $1,000,000.00 per occurrence. Professional Liability: iWater shall maintain professional liability insurance with coverage for wrongful acts, errors, or omissions committed by iWater in the course of work performed for Licensee under this Agreement. This insurance shall include coverage for liability assumed under this Agreement when iWater's wrongful acts, errors, or omissions cause such liability. The limit for this insurance shall be not less than $1,000,000.00 per claim. Insurers shall have a current A.M. Best's rating of no less than A:6 or equivalent unless otherwise approved by Licensee in writing. In addition, all insurers must be authorized to conduct business in the State of California, as evidenced by a listing in the official publication of the Department of Insurance of the State of California. The premiums for insurance coverage shall be paid in full by iWater, exclusive of any waivers of subrogation. Upon written request, Certificates of insurance and endorsements, verifying the insurance coverage required by this Agreement, shall be provided to Licensee within five (5) calendar days. 13. Pricing and Sales Tax: Licensee shall be responsible for all state or local sales tax, whether or not specified previously or elsewhere. 14. Term and Termination: A. iWater has the unilateral right, but not obligation, to terminate this Agreement and the corresponding right to use Software, without further action or notice and without refund of fees for the applicable period, immediately upon any material breach by Licensee of any provision of this Agreement. In this case, Licensee shall promptly uninstall and return all Software and Related Materials to iWater, and permanently erase all from any computer and storage media, and provide proof thereof. B. Licensee agrees to pay iWater in full for all Software and services for the applicable period provided prior to termination of Agreement. Page 2 of 6 infraMAP® Sofgyp gnsgnd Support Agreement 1.27.2020 (/Ater, 1r fra i flP C. Upon termination of this Agreement for any reason, all obligations and fees that accrued prior to the effective date of termination and any remedies for breach of this Agreement shall survive any termination. No refunds will be given for unused portion of any annual services or licenses. 15. Notices: All notices, demands, requests, or approvals to be given under this Agreement, shall be given in writing and shall be deemed served when delivered personally or on the third business day after confirmed email or the deposit thereof in the United States mail, postage prepaid, registered or certified, addressed as hereinafter provided. To iWater: iWater, Inc. Attn: Julie Rhodes, CFO 12 Goodyear, Suite 130 Irvine, CA 92618 Email: jrhodes@a iwater_org To Licensee: Licensee: City of Santa Ana Attn: Clerk of the Council Address: 20 Civic Center Plaza, P.O. Box 1988_ Santa Ana, CA 92702 With copy to: Executive Director, Public Works Agency (at the same address) The parties acknowledge that they have read and understand this Agreement and agree to be bound by its terms and conditions. This Agreement constitutes the sole and entire agreement of the parties as to the subject matter set forth herein and supersedes any previous agreements, understandings, and arrangements between the parties relating to such subject matter. Any modifications or amendments to this Agreement must be in writing and signed by an authorized representative of each party. IN WITNESS WHEREOF, the parties have caused this Agreement to be executed and effective as of the last date written below. (Licensee) By: Printed Name: Title: Date: Authorized Signature iWater, Inc. (iWater, Inc.) By: ->� Authorized Signature Printed Name: Julie Rhodes Title: CFO Date: Y Page 3 of 6 infraMAPO Sofgyag bensEand Support Agreement 1.27.2020 6WQteir, infraMHO Attest: Clerk of the Council Approved as to Form: jJQ/Y.. 1 John M.Funk Assistant City Attorney Attachments: Exhibit A Exhibit B Page 4 of 6 infraMAP® So,/ivarre,en,�,pnd Support Agreement 1.27.2020 6lwater - Infra(f,Ft Exhibit A - Scope of Work Continued infraMAPO Data Acquisition Software Support for City of Santa Ana Water Resources Division. Category A: !Water License and Support This includes software licensing and technical support of all iWater Data Acquisition Software. 6 Field data acquisition licensing software for unlimited users in the Water and Sewer Departments. 6 Software troubleshooting with unlimited telephone. 6 Up to 40 hours per week of onsite software training. 6 infraMAPO Software upgrades. 6 System improvements including patches. Business analytics bringing in data from multiple locations and displaying to all staff. Monthly License and Maintenance Fee: $15,500 Monthly Data Acquisition Software Support: $4,500 Monthly Total: $20,000 per month Yearly Total for Category A: $240,000 Category B: iWater GIS/Database Support This includes support for My 811 Tickets, Data Analytic Tools, Portal users and infraMAP® Data Acquisition software that is cloud based and onsite. iWater will remotely monitor, configure, and support all related IT infrastructure for the scope of this project. • Data backups. 6 Quality control of data. 6 Configure a Project Plan Check Database Tool. • Compatibility with Cities other software data. Data integrity for staff and contractor updates. On -Site Support and Off -Site Services: iWater, Inc., will provide professional on -site or off -site services for projects requested by City of Santa Ana. This may include, but not limited to database support, data QA/QC, map infrastructure data updates from new construction or other project specific needs outlined by City of Santa Ana. Estimated cost per year: $101,000 Field Crew Support: !Water, Inc., will provide two man crews with CA Department of Health Water Distribution Certificates to support City of Santa Ana field crews. All vehicles and equipment will be furnished by iWater for each specific project. Project information will be captured by iWater team members and provide back to the Cities Data Acquisition Software. Estimated cost per year: $15,000 Meter Crew Support: iWater, Inc., will provide a one man crew with a CA Department of Health Water Distribution Certificate to support City field crews. All vehicles and equipment will be furnished by iWater for each specific project. Project information will be captured by iWater team members and provide back to the City's Data Acquisition Software. Estimated cost per year $20,000 Category B Total: Up to $135,000 per year, invoiced following Exhibit B rate schedule Contract Total: $376,000 per year Pages of 6 tnfraMAPOSoft 2 6e=s6andSupport Agreement 1.27.2020 Water .r lnfra(71HP Exhibit B - Rate Schedule Rates: iWater, Inc., proposes the following rates for support services rendered from April 1, 2020 to March 30, 2025. Type of Service Title Hourly Rate Software Development Senior Software Engineer $150 On -Site Data Acquisition Mapping Quality Support GIS Specialist/GIS Analyst $150 Software Integration Support Software Engineer $100 Database Support Software Engineer $100 Off -Site Data Acquisition Mapping Quality Support GIS Specialist/GIS Analyst $75 Field Crew/Meter Crew Support iWater Field Crew $75 Materials procured through support services will be pre -approved by City, billed at the rate of cost plus 20% and any applicable tax. Page 6 of 6 infraMAP® Sof&arz ae=.tp&and Support Agreement 1.27.2020 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: APPROVE AN AGREEMENT ACCEPTING SANTA ANA WATERSHED PROJECT AUTHORITY FUNDS FOR THE WASHINGTON AVENUE WELL PROJECT IN THE AMOUNT OF $100,000 PROJECT NO. 19-6423 (NON -GENERAL FUND) /s/Kristine Ridge CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For ,K•�►nl►ir».ic•� FILE NUMBER Authorize the City Manager to execute an agreement with the Santa Ana Watershed Project Authority for the period of December 17, 2019 to December 31, 2020, accepting Proposition 1 Integrated Regional Water Management (IRWM) Program Disadvantaged Communities (DAC) Involvement Program Grant funding in the amount of $100,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION In October 2019, the City of Santa Ana Public Works Agency — Water Resources Division applied for Proposition 1 IRWM DAC Involvement Program Technical Assistance Grant Funding, administered by the Santa Ana Watershed Project Authority (SAWPA) in the maximum award amount of $500,000. On December 17, 2019, the SAWPA Board of Commissioners approved an award of $100,000 in IRWM DAC Involvement Program funds for project planning technical assistance for the City's Washington Avenue Well Project. The Washington Avenue Well project offers a local water supply which helps improve long-term resilience, and closes the projected gap between future demand and available supply by adding over 4,000 acre feet per year to the City's pumping capacity. This creates less reliance on imported water, which, in turn, reduces wholesale water costs. This project will also address low-pressure deficiencies, improve system reliability and increase flexibility. While the terms of the grant agreement state that grant funds will be used for project planning technical assistance costs incurred from December 17, 2019, to December 31, 2020, no expenses have been incurred, nor will be incurred, prior to City Council approval. All allowable expenses will be incurred in FY 2020-21, as grant funds approved with this action will be incorporated into the FY 2020-21 Capital Improvement Program budget for the Washington Avenue Water Well Project. 25C-1 Approve An Agreement Accepting SAWPA Funds for the Washington Avenue Well Project March 17, 2020 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. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT There is no fiscal impact in FY 2019-20 as the grant is on a reimbursable basis and there will be no expenses incurred before the end of the current fiscal year. The grant funds will be incorporated into the FY 2020-21 Capital Improvement Program Budget for the Washington Avenue Water Well Project (No. 19-6423) under Public Works Water Quality & Control Fund (Accounting Unit 16417640). Nabil Saba, PE Acting Executive Director Public Works Agency NS/RR Exhibit: 1: Grant Award Sub -Agreement 19»061TAA.7_"r01101►1.1ty9►1.7_WO16111►1�-3 Kathryn Downs, CPA Executive Director Finance and Management Services Agency 25C-2 EXHIBIT 1 2016 PROPOSITION 1 INTEGRATED REGIONAL WATER MANAGEMENT DISADVANTAGED COMMUNITY INVOLVEMENT PROGRAM TECHNICAL ASSISTANCE SUB -GRANT AGREEMENT BETWEEN THE SANTA ANA WATERSHED PROJECT AUTHORITY AND CITY OF SANTA ANA This Proposition 1 Integrated Regional Water Management Program ("IRWMP") Disadvantaged Communities Involvement (` DCF) Program Grant Funding Contract ("Contract') is made between Santa Ana Watershed Project Authority ("SAWPA") and City of Santa Ana (the "Sub -Grantee"). SAWPA and the Sub -Grantee may be individually referred to as "Party", and collectively referred to as the "Parties". WHEREAS Section 79745 of the Water Code provides $6.3 million to the Santa Ana River Watershed for the purposes of ensuring involvement of disadvantaged communities, economically distressed areas, or underrepresented communities within integrated regional water management efforts; WHEREAS in June, 2017, the California Department of Water Resources ("DWR") and SAWPA entered into a Proposition 1 IRWMP DCI Program Grant Agreement ("Grant Agreement') providing that SAWPA would serve as the program manager for the $6,300,000 in IRWMP grant funds to be disbursed within the Santa Ana River Watershed for the DCI Program, consistent with IRWMP and California Environmental Quality Act ("CEQA") requirements, and ensuring that the maximum benefit of such funds are realized in the Santa Ana River Watershed; WHEREAS Exhibit A of the Grant Agreement, the Work Plan for SAWPA's DCI Program, includes technical assistance for the development of projects, plans and programs to address community needs; and WHEREAS consistent with the Grant Agreement between DWR and SAWPA, SAWPA intends to disburse to the Sub -Grantee a portion of the $6,300,000 in IRWMP grant funds for the DCI Program by way of this Contract with the Sub -Grantee. THEREFORE, based on the foregoing incorporated recitals and in consideration of the mutual covenants and conditions set forth in this Contract, the Parties hereby agree to the following: SECTION 1. PROJECT DESCRIPTION The City of Santa Ana is seeking funds to support project planning for its Washington Avenue Well project. The proposed Washington Avenue Well Project is located at the northwest corner of the intersection of East Washington Avenue and Penn Way. The property is owned by the City of Santa Ana. The proposed well would pump groundwater into the City's existing water distribution system. The water produced from the well will be disinfected using sodium hypochlorite (NaOCL) before it is discharged into the water distribution system. The design capacity of the well is projected to be 2,500 to 3,000 gallons per minute and would be equipped with a 350 to 400 HP motor. The proposed Washington Well will be drilled to a depth of about 1,300 feet below ground surface and be installed with minimum of 18- inch diameter casing. 25C-3 Other elements of the project include several concrete block wall material storage bins; On -Site Generation (OSG) disinfecting equipment housed in a building; buildings for well head and piping, electrical cabinets and SCE switchgear; and low impact design (LID) on -site improvements including bio- swales, bio-retention facilities and pervious pavement or pavers. The outer perimeter of the site will have a facility identification sign, informational plaques, drought tolerant/California friendly landscaping and a perimeter walkway. The awarded SAWPA amount of $100,000 will be used to start environmental documentation and design phase of the project. The City of Santa Ana has completed a feasibility study and developed the attached conceptual design plans for the Washington Avenue Well Project. The project is beginning the environmental documentation and design phase before it can start construction. The Scope of Work and deliverables for this project is as outlined in Section 2 below. SECTION 2. SUB -GRANTEE SCOPE OF WORK DELIVERABLES Sub -grantee is responsible for the following activities ("the WorV) during the work period: Project Administration: Perform necessary administrative functions related to the development of the Washington Avenue Well Project, including coordinating with partnering agencies and managing consultants/contractors. Track and maintain the scope of work, schedule, budget and risk register. Consultants on the project, including the design engineer and contractor, will be procured and managed. Ensure compliance with grant requirements. Prepare and submit supporting grant documents. o Deliverables: • Monthly invoices and progress reports detailing work completed during reporting period. • Draft and final Project Completion Report Planning/Design/Engineering/Environmental Documentation - The Washington Avenue Well Project consists of design and preparation of construction plans, specifications, cost estimates, design survey, and utility information, including potholing as needed. • Deliverables: • CEQA determination documents • Preliminary design documents at 35% & 65% completion • Final design plans and specifications • Construction engineer's estimate. This phase of the project is planned to be completed by December 2020 The City of Santa Ana is seeking funds from the Disadvantaged Community Involvement (DCI) Technical Assistance Project to cover the costs incurred from December 17, 2019, to December 31, 2020, to conduct work as described in Attachment "A" (hereinafter the "project Work Plan'). SECTION 3. CONTRACT DOCUMENTS: ORDER OF PRECEDENCE: SUB -GRANTEE GENERAL COMMITMENT This Contract incorporates and includes as part of its terms and conditions the Grant Agreement between DWR and SAWPA, Agreement No. 4600011889, attached hereto as Attachment "B" (hereinafter the "Grant Agreement'), including Exhibit D thereto, "Standard Conditions." Santa Ana Watershed Project Authority 25C-4 Page 2 of 6 In the event of any inconsistency between this Contract and the Grant Agreement, except as otherwise specifically provided, the inconsistency shall be resolved by giving precedence to the Grant Agreement. The Sub -Grantee shall comply with all terms, provisions, conditions, and commitments of this Contract and the Grant Agreement. Such compliance shall include providing SAWPA with all deliverables, budget detail, reports and all other documents required by the Grant Agreement. On behalf of and for the benefit of SAWPA, Sub -Grantee shall comply with all of the obligations and requirements of the Grant Agreement as if the Sub -Grantee were the "Grantee" under the terms of the Grant Agreement. Such compliance shall be to the fullest extent necessary and as may be required by SAWPA in order to enable SAWPA to comply with the Grant Agreement as "Grantee." SECTION 4. SUB -GRANTEE ESTIMATED ELIGIBLE PROJECT COSTS; GRANT AMOUNT The estimated reasonable cost of the total project is one hundred thousand dollars ($100,000). To support project development, subject to all of the terms, provisions, and conditions of this Contract, and subject to the availability of the grant funds, SAWPA shall disburse such grant funds in a sum not to exceed one hundred thousand dollars ($100,000) for the Work defined in this Contract. To be reimbursed, activity costs must meet eligibility requirements described in the Grant Agreement, Section 7, page 2, and must be Work performed by Sub -Grantee after December 17, 2019, as per the approval of the SAWPA Commission. SECTION 5. DISBURSEMENT Grant funds will be disbursed in accordance with the disbursement provisions of the Grant Agreement. Retention is stipulated in Exhibit D of the Grant Agreement. SAWPA's actual grant disbursements to the Sub -Grantee under this Contract shall not exceed payments received from DWR If actual costs exceed the estimated reasonable cost of the Work, SAWPA shall have no obligation to provide grant funds for such exceedance. C100MI0MQ UIuMO T11 NSA I OL40 IMM INSAA6`1\UITMEO IIMII►1:f;f3IVAN17\NI7 The Sub -Grantee agrees that, at a minimum, its fiscal control and accounting procedures shall be sufficient to permit tracking of grant funds to a level of expenditure adequate to establish that such funds have not been used in violation of State law or this Contract. The Sub -Grantee shall maintain accounts in accordance with generally accepted government accounting standards and the conditions outlined in Exhibit D of the Grant Agreement. C100M I Mcr�I II NFL The Term of this Contract shall be from December 17, 2019 to December 31, 2020, unless sooner terminated pursuant to the provisions of this Contract or the Grant Agreement. SECTION 8. ASSIGNMENT Neither this Contract, nor any duties or obligations under this Contract shall be assigned by any Party without the prior written consent of the other Party. Should an assignment or transfer occur, whenever SAWPA or the Sub -Grantee are named or referred to herein, such reference shall be deemed to include the successor to the powers, duties and functions that are Santa Ana Watershed Project Authority 25C _5 Page 3 of 8 presently vested in SAWPA and the Sub -Grantee, and all Contract and covenants required hereby to be performed by or on behalf of SAWPA and/or the Sub -Grantee shall bind and inure to the benefit of the respective successors thereof whether so expressed or not. SECTION 9. COMPLIANCE WITH LAWS AND REGULATIONS The Sub -Grantee agrees that it shall, at all times, comply with and require its contractors and subcontractors to comply with all applicable federal and state laws, rules, regulations and guidelines. SECTION 10. ACKNOWLEDGEMENT OF CREDIT/SIGNAGE REQUIREMENTS The Sub -Grantee shall comply with Exhibit D, Section D.2, of the Grant Agreement by including in any written materials made available to the public during project development an acknowledgment of support from SAWPA and the State under the Water Quality, Supply and Infrastructure Improvement Act of 2014. SECTION 11. WORK ACTIVITIES AND NOTIFICATION The Sub -Grantee shall immediately notify SAWPA in writing of: (1) Any substantial change in the scope, budget, or Work to be performed under this Contract. The Sub -Grantee agrees that no substantial change in the scope of the Contract may be undertaken until written notice of the proposed change has been provided to SAWPA, and SAWPA has given written approval for such a change. (2) Any public or media event publicizing the accomplishments and/or results of this Grant Agreement and provide the opportunity for attendance and participation. Sub -Grantee must notify SAWPA at least 20 calendar days prior to the event (3) Unscheduled cessation of all Work per the Contract scope where such cessation of Work is expected to or does continue for a period of 30 calendar days or more. (4) Any circumstance, combination of circumstances, or condition which is expected to delay completion of the Work per this Contract for a period of 90 calendar days or more beyond the estimated date of completion previously provided to SAWPA. SECTION 12. PAYMENT OF COSTS FOR THE WORK The Sub -Grantee shall provide for and make payment for all Work costs promptly and in compliance with all applicable laws. All grant disbursements will be reimbursements. SECTION 13. WITHHOLDING OF GRANT DISBURSEMENTS SAWPA may withhold all or any portion of the grant funds provided for by this Contract in the event that: (1) The Sub -Grantee has violated, or threatens to violate, any term, provision, condition, or commitment of this Contract; (2) The Sub -Grantee fails to maintain reasonable progress toward completion of the scope of work for this Contract; or (3) DWR directs SAWPA to withhold any such grant funds. Santa Ana Watershed Project Authority 25C -6 Page 4 of 8 SECTION 14. INVOICING (A) Invoices shall be completed on a State -provided invoice form and shall meet the following format requirements: (1) Invoices must contain the date of the invoice, the time period covered by the invoice, and the total amount due. (2) Invoices must be itemized. The amount claimed for salaries/wages/consultant fees must include a calculation formula (i.e. hours or days worked times the hourly or daily rate = the total amount claimed). (B) Invoices also shall include the following information: (1) Costs incurred for Work performed per this Contract during the period identified in the particular invoice. (2) Appropriate receipts and documentation that show the total outlays for the Grant Amount. SECTION 15. QUARTERLY PROGRESS REPORTS Quarterly progress reports shall be completed using the templates provided by SAWPA. Quarterly progress reports shall provide a brief description of the Work performed, activities, milestones achieved, any accomplishments as well as any problems encountered in the performance of the Work Each quarterly progress report shall be delivered to SAWPA within ten (10) calendar days after the close of the reporting period (Jul -Sep, Oct -Dec, Jan -Mar, Apr -Jun). The final quarterly progress report will be due January 10, 2021. SECTION 16. RECORDS AND REPORTS (A) Without limitation on the requirement that project accounts be maintained in accordance with generally accepted government accounting standards, the Sub -Grantee shall comply with the records and reporting requirements imposed by the Grant Agreement, and shall also: (1) Establish an official project file that documents all significant actions relative to the Work; (2) Establish separate accounts that adequately and accurately itemize and describe all funding or income received and expended on the Work, including but not limited to all grant funds received under this Contract; (3) Establish an accounting system that adequately and accurately itemizes and describes final total costs of the Work, including both direct and indirect costs; and (4) Establish such accounts and maintain such records as may be necessary for the State, DWR and SAWPA to fulfill federal reporting requirements, including any and all reporting requirements under federal tax statutes or regulations. (B) The Sub -Grantee shall require all contractors and subcontractors for the Work to maintain books, records, and other material relative to the Work in accordance with generally accepted accounting Santa Ana Watershed Project Authority 25C _7 Page 5 of 8 standards, and to require that such contractors and subcontractors retain such books, records, and other material for a minimum of ten (10) years after completion of the Work. The Sub -Grantee shall require that such books, records, and other material shall be subject, at all reasonable times, to inspection, copying, and audit by SAWPA, DWR or its authorized representatives. (C) All documents required or requested to be provided to SAWPA shall be submitted electronically in both the native format (e.g. Microsoft Word, Microsoft Excel, etc) and PDF. All documents shall be public domain or the property of SAWPA once submitted. (D) The Sub -Grantee agrees to expeditiously provide, during the Work and for three years after completion, such reports, data, information and certifications as may be reasonably required by SAWPA or DWR. Such documents and information shall be provided in electronic format. SECTION 17. REVIEW AND EVALUATION; FINAL REPORTS AND AUDIT (A) SAWPA may perform a review or otherwise evaluate the Work to determine compliance with the Contract at any time or if questions about the proper use or management of the funds arise. SAWPA may review or evaluate Sub -Grantee's contractor or vendor for compliance with the terms and conditions of the Contract. The review and evaluation may be performed by SAWPA or may be contracted to a responsible third party. Any findings and recommendations of the review and evaluation shall be addressed by the Sub -Grantee within sixty (60) calendar days of the date such findings and recommendations are provided to the Sub -Grantee and before the next invoice is paid by SAWPA. (B) At least fifteen (15) calendar days prior to submission of the final invoice for the World Sub - Grantee shall provide SAWPA the Disposition of Equipment per Exhibit D of the Grant Agreement. (C) In addition to the documents and deliverables required to be provided by the Grant Agreement, with the final quarterly progress report Sub -Grantee will provide a Work Completion Report containing at minimum, the applicable information listed in the Grant Agreement Section 15(b), page 6. The final Work Completion Report shall be accompanied by such other financial information as may be required by SAWPA or DWR to verify Sub -Grantee entitlement to grant funds, to assure program integrity, and to comply with any federal or state requirements. A duly authorized representative of the Sub -Grantee shall certify the Work Completion Report as correct. (D) SAWPA may call for an audit of financial information relative to the Work, where SAWPA determines that an audit is desirable to assure program integrity or where such an audit becomes necessary because of federal or state requirements. Where such an audit is called for, the audit shall be performed by a Certified Public Accountant independent of the Sub -Grantee and at the cost of the Sub -Grantee. The audit shall be in the form required by SAWPA. SECTION 18. CLOSEOUT DOCUMENTATION To ensure that that the Work is closed out in a manner that provides an auditable file for SAWPA, Sub - Grantee shall follow a closeout procedure that includes payment of all contracts, subcontracts, or obligations, and any other requirements for the completion of the scope of work Such close-out procedures shall include those procedures contained in the Grant Agreement or otherwise required by SAWPA and DWR Santa Ana Watershed Project Authority 25C _8 Page 6 of 8 SECTION 19. TERMINATION; IMMEDIATE REPAYMENT; INTEREST (A) If SAWPA determines the Sub -Grantee is not implementing in accordance with the provisions of this Agreement or the Grant Agreement, or that the Sub -Grantee has failed in any other respect to comply with the provisions of this Agreement or the Grant Agreement, and if the Sub -Grantee does not remedy any such failure to SAWPA's satisfaction within ten (10) days following notification of the determination, SAWPA may withhold from the Sub -Grantee all or any portion of the grant funding and take any other action that it deems necessary to protect its interests. Where a portion of the grant funding has been disbursed to the Sub -Grantee for Work that has not yet yielded a required deliverable, the portion that has been disbursed for that activity shall thereafter be repaid immediately with interest from the date of disbursement at the California general obligation bond interest rate at the time SAWPA notifies the Sub -Grantee, as directed by SAWPA. (B) SAWPA may terminate this Contract should DWR terminate SAWPA as program manager, or terminate funding for this Contract or the Project or should DWR terminate its standard agreement with SAWPA on this Project. Upon such DWR-caused termination, SAWPA shall not be liable to Sub -Grantee for any damages, costs or expenses resulting from such termination. SECTION 20. DAMAGES FOR BREACH AFFECTING TAX EXEMPT STATUS In the event that any breach of any of the provisions of this Contract or other action by the Sub -Grantee shall result in the loss of tax exempt status for any bonds, or if such breach shall result in an obligation on the part of the SAWPA to reimburse the federal government by reason of any arbitrage profits, the Sub - Grantee shall immediately reimburse SAWPA and/or DWR in an amount equal to any damages paid by or loss incurred by the State due to such breach. SECTION 21. APPLICABLE LAW All disputes may first be submitted to non -binding mediation. The validity and interpretation of this Agreement and legal relations of the parties to it shall be governed by the laws of the State of California, applicable to the agreements entered into, and to be fully performed in, the State of California, without regard to its conflicts of the laws provisions. SECTION 22. COSTS AND ATTORNEY FEES In the event of arbitration or litigation between the parties hereto arising from this Contract it is agreed that the prevailing party shall be entitled to recover reasonable costs and attorney fees. SECTION 23. WAIVER Any waiver of any rights or obligations under this Contract or the Grant Agreement shall be in writing and signed by the Party making such waiver, and approved by SAWPA and the DWR. SECTION 24. AMENDMENT This Agreement may be amended at any time by mutual written agreement of the Parties. SECTION 25. INDEMNIFICATION (A) Sub -Grantee shall defend, indemnify, and hold harmless SAWPA, DWR, and their respective directors, commissioners, officers, employees, agents, and assigns (collectively' the Indemnified Santa Ana Watershed Project Authority 25C -9 Page 7 of 8 Parties') from and against any and all liability, loss, expense, attorneys' fees, or claims for injury or damages arising out of the performance of this Agreement except for such liabilities resulting from the sole and exclusive active negligence or willful misconduct of the Indemnified Parties. (B) Per Section D.23 of Exhibit D of the Grant Agreement, to the extent Sub -Grantee relies on insurance coverage for, or requires its contractors or consultants to carry insurance for, the Work, Sub -Grantee will require that SAWPA and the State be named as additional insureds on the applicable liability policies for activities funded in whole or in part per this Contract. SECTION 26. OPINIONS AND DETERMINATIONS Where the terms of this contract provide for action to be based upon the opinion, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary and capricious. IN WITNESS THEREOF the parties have executed this Contract on the later date set forth below. Dated: Dated: APPROVED AS TO FORM Sonia R. Carvalho City Attorney lg -f�L JWhn M. Funk Assistant City Attorney SANTA ANA WATERSHED PROJECT AUTHORITY By: Richard E. Haller, P.E., General Manager CITY OF SANTA ANA By: Kristine Ridge, City Manager ATTEST Daisy Gomez Clerk of Council Santa Ana Watershed Project Authority 25C _ 1 0 Page 8 of 8 ATTACHMENT A Work plan City of Santa Ana has proposed a budget of $100,000 for the planning of a new well on Washington Avenue to build long-term resilience to drought and reduces the need for emergency response actions. Sub -Grantee Project Period: July 31, 2019 to December 31, 2020 WORK PLAN January — March 2020 • Draft and issue Request for Proposal for consultant services to prepare environmental documentation and the design documents. March — May 2020 • Receive and review proposals Award of contract to consultant to prepare environmental documentation and 35%plans June 2020 . Kick-off meeting with selected consultant and begin preparation of project documents July -September 2020 . Submittal of 35% plans for review by City staff. Send out notices for review of cultural report October -December 2020 • Complete 35% design and start of 65% design based on City comments Complete the environmental process and schedule the adoption of the environmental document. BUDGET Cost will be Prepare request for proposal for consultant services to prepare borne by environmental documentation and the design documents. City of Award of contract review proposals and award contract to selected consultant Santa Ana Development of Environmental Consultant services to prepare the documentation for Document environmental process including all public notices $40,000 Development of 35% Consultant services to prepare the 35% plans for review and fans implement Ci 's comments. $60,000 TOTAL $100,000 25C-11 ATTACHMENT B GRANT AGREEMENT BETWEEN THE STATE OF CALIFORNIA (DEPARTMENT OF WATER RESOURCES) AND SANTA ANA WATERSHED PROJECT AUTHORITY AGREEMENT NUMBER 4600011889 2016 PROPOSITION 1 INTEGRATED REGIONAL WATER MANAGEMENT (IRWM) DISADVANTAGED COMMUNITY INVOLVEMENT GRANT CALIFORNIA WATER CODE § 79740 ET SEQ. THIS GRANT AGREEMENT is entered into by and between the Department of Water Resources of the State of California, herein referred to as the "State" or "DWR" and Santa Ana Watershed Project Authority, a public agency, in the Counties of Los Angeles, Orange, Riverside, and San Bernardino in the State of California, duly organized, existing, and acting pursuant to the laws thereof, herein referred to as the "Grantee", which parties do hereby agree as follows: l . PURPOSE. State shall provide funding from the Water Quality, Supply and Infrastructure Improvement Act of 2014 (Proposition 1) to Grantee to assist in financing project associated with the Santa Ana pursuant to Chapter 7 (commencing with §79740) of Division 26.7 of the California Water Code, hereinafter collectively referred to as "IRWM Program." A "project" is defined as a group of activities as set forth in Exhibit A (Work Plan). 2. TERM OF GRANT AGREEMENT. The term of this Grant Agreement begins on the date this Grant Agreement is executed by State, and terminates on April 30, 2020, or when all of the Parties' obligations under this Grant Agreement are fully satisfied, whichever occurs earlier. Execution date is the date the State signs this Grant Agreement. 3. GRANT AMOUNT. The maximum amount payable by the State under this Grant Agreement shall not exceed $6,300,000. 4. GRANTEE'S RESPONSIBILITY. Grantee and its representatives shall: a) Faithfully and expeditiously perform or cause to be performed all project work as described in Exhibit A (Work Plan) and in accordance with Exhibit B (Budget) and Exhibit C (Schedule). b) Accept and agree to comply with all terms, provisions, conditions, and written commitments of this Grant Agreement, including all incorporated documents, and to fulfill all assurances, declarations, representations, and statements made by Grantee in the application, documents, amendments, and communications filed in support of its request for Water Quality, Supply and Infrastructure Improvement, Act of 2014 financing. c) Comply with all applicable California laws and regulations. d) Implement the project in accordance with applicable provisions of the law. e) Fulfill its obligations under the Grant Agreement, and be responsible for the performance of the project. 5. BASIC CONDITIONS. State shall have no obligation to disburse money for project under this Grant Agreement until Grantee has satisfied the following conditions (if applicable): a) Grantee must demonstrate the groundwater compliance options set forth on pages 11 and 12 of the IRWM Program Guidelines, dated July 2016 are met. b) Grantee submits deliverables as specified in Paragraph 15 of this Grant Agreement and in Exhibit A. c) Prior to the commencement of construction or implementation activities, Grantee shall submit the following to the State for each project: 1) Final plans and specifications certified by a California Registered Professional (Civil Engineer or Geologist, as appropriate) for the approved project as listed in Exhibit A of this Grant Agreement. 25C-12 Grant Agreement No. 4600011889 Page 2 of 32 2) Environmental Documentation: i) Grantee submits to the State all applicable environmental permits, ii) Documents that satisfy the CEQA process are received by the State, iii) State has completed its CEQA compliance review as a Responsible Agency, and iv) Grantee receives written concurrence from the State of Lead Agency's CEQA documents and State notice of verification of environmental permit submittal. State's concurrence of Lead Agency's CEQA documents is fully discretionary and shall constitute a condition precedent to any work (i.e., construction or implementation activities) for which it is required. Once CEQA documentation has been completed, State will consider the environmental documents and decide whether to continue to fund the project or to require changes, alterations or other mitigation. Grantee must also demonstrate that it has complied with all applicable requirements of the National Environmental Policy Act by submitting copies of any environmental documents, including environmental impact statements, Finding of No Significant Impact, and mitigation monitoring programs as may be required prior to beginning construction/implementation. 6. DISBURSEMENT OF FUNDS. State will disburse to Grantee the amount approved, subject to the availability of funds through normal State processes. Notwithstanding any other provision of this Grant Agreement, no disbursement shall be required at any time or in any manner which is in violation of, or in conflict with, federal or state laws, rules, or regulations, or which may require any rebates to the federal government, or any loss of tax-free status on state bonds, pursuant to any federal statute or regulation. 7. ELIGIBLE PROJECT COST. Grantee shall apply State funds only to Eligible Project Costs in accordance with applicable provisions of the law. Work performed on the project after January 22, 2016, shall be eligible for reimbursement. Costs that are not eligible for reimbursement include, but are not limited to the following items: a) Operation and maintenance costs, Purchase of equipment that is not an integral part of a project. b) Establishing a reserve fund. c) Purchase of water supply. d) Replacement of existing funding sources for ongoing programs. e) Support of existing agency requirements and mandates (e.g., punitive regulatory agency requirement). f) Purchase of land in excess of the minimum required acreage necessary to operate as an integral part of a project, as set forth and detailed by engineering and feasibility studies. g) Payment of principal or interest of existing indebtedness or any interest payments unless the debt is incurred after execution of this Grant Agreement, the State agrees in writing to the eligibility of the costs for reimbursement before the debt is incurred, and the purposes for which the debt is incurred are otherwise eligible costs. However, this will only be allowed as Grantee Cost Share (i.e., Funding Match). h) Payment of stipends i) Application preparation costs for other funding opportunities not consistent with IRWM. j) Meals not directly related to travel. k) Acquisition of real property (land or easements). 25C-13 Grant Agreement No.4600011889 Page 3 of 32 1) Overhead not directly related to the project. 8. METHOD OF PAYMENT. a) Reimbursement - Submit a copy of invoice for costs incurred and supporting documentation to the DWR Project Manager via Grant Review and Tracking System (GRanTS). Additionally, the original invoice form with signature and date (in ink) of Grantee's Project Representative, as indicated on page 8 of this Grant Agreement, must be sent to the DWR Project Manager for approval. Invoices submitted via GRanTS shall include the following information: 1) Costs incurred for work performed during the period identified in the particular invoice. 2) Invoices shall be submitted on forms provided by State and shall meet the following format requirements: i) Invoices must contain the date of the invoice, the time period covered by the invoice, and the total amount due. ii) Invoices must be itemized based on the categories (i.e., tasks) specified in Exhibit B. The amount claimed for salaries/wages/consultant fees must include a calculation formula (i.e., hours or days worked times the hourly or daily rate = the total amount claimed). iii) Sufficient evidence (e.g., receipts, copies of checks, time sheets) as determined by the State must be provided for all costs included in the invoice. iv) DWR Project Manager will notify Grantee, in a timely manner, when, upon review of an invoice, the State determines that any portion or portions of the costs claimed are not eligible costs or are not supported by documentation or receipts acceptable to State. Grantee may, within thirty (30) calendar days of the date of receipt of such notice, submit additional documentation to State to cure such deficiency(ies). After the disbursement requirements in Paragraph 5 "Basic Conditions" are met, State will disburse the whole or portions of State funding to Grantee, following receipt from Grantee via U.S. mail or Express mail delivery of a "wet signature" invoice for costs incurred, and timely Quarterly Progress Reports as required by Paragraph 15 "Submission of Reports." Payment will be made no more frequently than monthly, in arrears, upon receipt of an invoice bearing the Grant Agreement number. 9. WITHHOLDING OF DISBURSEMENTS BY STATE. If State determines that a project is not being implemented in accordance with the provisions of this Grant Agreement, or that Grantee has failed in any other respect to comply with the provisions of this Grant Agreement, and if Grantee does not remedy any such failure to State's satisfaction, State may withhold from Grantee all or any portion of the State funding and take any other action that it deems necessary to protect its interests. Where a portion of the State funding has been disbursed to the Grantee and State notifies Grantee of its decision not to release funds that have been withheld pursuant to Paragraph 10, the portion that has been disbursed shall thereafter be repaid immediately with interest at the California general obligation bond interest rate at the time the State notifies the Grantee, as directed by State. State may consider Grantee's refusal to repay the requested disbursed amount a contract breach subject to the default provisions in Paragraph 10, "Default Provisions." If State notifies Grantee of its decision to withhold the entire funding amount from Grantee pursuant to this paragraph, this Grant Agreement shall terminate upon receipt of such notice by Grantee and the State shall no longer be required to provide funds under this Grant Agreement and the Grant Agreement shall no longer be binding on either party. 10. DEFAULT PROVISIONS. Grantee and any Local Project Sponsor receiving grant funding through this Grant Agreement will be in default under this Grant Agreement if any of the following occur: 25C-14 Grant Agreement No. 4600011889 Page 4 of 32 a) Substantial breaches of this Grant Agreement, or any supplement or amendment to it, or any other agreement between Grantee and State evidencing or securing Grantee's obligations. b) Making any false warranty, representation, or statement with respect to this Grant Agreement or the application filed to obtain this Grant Agreement. c) Failure to operate or maintain project(s) in accordance with this Grant Agreement (Paragraph 16). d) Failure to make any remittance required by this Grant Agreement. e) Failure to comply with Labor Compliance Program requirements (Paragraph 14). f) Failure to submit timely progress reports. g) Failure to routinely invoice State. h) Failure to meet any of the requirements set forth in Paragraph 11, "Continuing Eligibility." Should an event of default occur, State shall provide a notice of default to the Grantee and shall give Grantee at least ten (10) calendar days to cure the default from the date the notice is sent via first-class mail to the Grantee. If the Grantee fails to cure the default within the time prescribed by the State, State may do any of the following: 1) Declare the funding be immediately repaid, with interest, at the California general obligation bond interest rate at the time the State notifies the Grantee of the default. 2) Terminate any obligation to make future payments to Grantee. 3) Terminate the Grant Agreement. 4) Take any other action that it deems necessary to protect its interests. In the event State finds it necessary to enforce this provision of this Grant Agreement in the manner provided by law, Grantee agrees to pay all costs incurred by State including, but not limited to, reasonable attorneys' fees, legal expenses, and costs. 1 1. CONTINUING ELIGIBILITY. Grantee must meet the following ongoing requirement(s) to remain eligible to receive State funds: a) An urban water supplier that receives grant funds governed by this Grant Agreement shall maintain compliance with the Urban Water Management Planning (UWMP) Act (Water Code § 10610 et seq.) and Sustainable Water Use and Demand Reduction, Part 2.55 of Division 6 (Water Code § 10608 et seq.) by doing the following: 1) Have submitted their 2015 UWMP and had it deemed consistent by DWR. For more information, visit the following website: http://www.water.ca.aov/urbanwatermanagement. 2) By July 1, 2016, all urban water suppliers must have submitted documentation that demonstrates they are meeting the 2015 interim GPCD target. If not meeting the interim target, also include a schedule, financing plan, and budget for achieving the gallons per capita per day (GPCD) target, as required pursuant to Water Code § 10608.24. Starting June 30, 2017, those urban water suppliers that did not meet their 2015 GPCD target must also submit, by June 30, annual reports that include a schedule, financing plan, and budget for achieving the GPCD target (Water Code § 10608.24). b) An agricultural water supplier receiving grant funding must: 25C-15 Grant Agreement No. 4600011889 Page 5 of32 1) Comply with Sustainable Water Use and Demand Reduction requirements outlined in Part 2.55 (commencing with § 10608) of Division 6 of the Water Code. 2) Have their Agricultural Water Management Plan (AWMP) deemed consistent by DWR. For more information, visit the following website: http://www.wafer.ca gov/wateruseefficiencv/agricultural/a.qmgmt cfm. c) Grantees diverting surface water must maintain compliance with diversion reporting requirements as outlined in Part 5.1 of Division 2 of the Water Code. d) Grantee and Local Project Sponsors must demonstrate compliance with the groundwater compliance options set forth on pages 1 1 and 12 of the 2016 IRWM Program Guidelines, dated July 2016. e) Grantee and Local Project Sponsors that have been designated as monitoring entities under the California Statewide Groundwater Elevation Monitoring (CASGEM) Program must maintain reporting compliance, as required by Water Code § 10920 and the CASGEM Program. 12. PERMITS, LICENSES, APPROVALS, AND LEGAL OBLIGATIONS Grantee shall be responsible for obtaining any and all permits, licenses, and approvals required for performing any work under this Grant Agreement, including those necessary to perform design, construction, or operation and maintenance of the Project. Grantee shall be responsible for observing and complying with any applicable federal, state, and local laws, rules or regulations affecting any such work, specifically those including, but not limited to, environmental, procurement, and safety laws, rules, regulations, and ordinances. Grantee shall provide copies of permits and approvals to State. 13. RELATIONSHIP OF PARTIES. Grantee is solely responsible for design, construction, and operation and maintenance of project within the work plan. Review or approval of plans, specifications, bid documents, or other construction documents by State is solely for the purpose of proper administration of funds by State and shall not be deemed to relieve or restrict responsibilities of Grantee under this Grant Agreement. 14. LABOR COMPLIANCE. The Grantee agrees to be bound by all the provisions of the Labor Code regarding prevailing wages and shall monitor all contracts subject to reimbursement from this Agreement to assure that the prevailing wage provisions of the Labor Code are being met. Current Department of Industrial Relations (DIR) requirements may be found at: httr)://www.dir.ca. oq v/lcp asa. For more information, please refer to DIR's Public Works Manual at: http://www.dir.ca.gov/dlse/PWManualCombined.lpdf. 15. SUBMISSION OF REPORTS. The submittal and approval of all reports is a requirement for the successful completion of this Grant Agreement. Reports shall meet generally accepted professional standards for technical reporting and shall be proofread for content, numerical accuracy, spelling, and grammar prior to submittal to State. If requested, Grantee shall promptly provide any additional information deemed necessary by State for the approval of reports. Reports shall be presented in the formats described in the applicable portion of Exhibit F. The timely submittal of reports is a requirement for initial and continued disbursement of State funds. Submittal and subsequent approval by the State of a Final Report is a requirement for the release of any funds retained for such project. a) Progress Reports: Grantee shall submit progress reports quarterly to meet the State's requirement for disbursement of funds. The progress reports shall be sent via e-mail to the State's Project Manager and shall be uploaded into GRanTS. The progress reports shall provide a brief description of the work performed during the reporting period including: Grantee's 25C-16 Grant Agreement No. 4600011889 Page 6 of 32 activities, milestones achieved, any accomplishments, and any problems encountered in the performance of the work under this Agreement. b) Final Report: Upon completion of the project included in Exhibit A, Grantee shall submit to State a Final Report. The Final Report shall be submitted within ninety (90) calendar days of completion of the project. The Final Report shall include a stakeholder summary; description of involvement activities and the projects developed from those activities; discussion of findings from the needs assessment, identification of ongoing barriers, and recommendations for future activities; and a list of references. Retention will not be disbursed until the Final Report is submitted to and approved by the State. c) Post -Performance Reports: Grantee shall submit Post -Performance Reports, if applicable. Post - Performance Reports shall be submitted to State within ninety (90) calendar days after the first operational year of a project has elapsed. This record keeping and reporting process shall be repeated annually for a total of 10 years after the completed project(s) begins operation. 16. OPERATION AND MAINTENANCE OF PROJECT. For the useful life of construction and implementation projects and in consideration of the funding made by State, Grantee agrees to ensure or cause to be performed the commencement and continued operation of the project, and shall ensure or cause the project to be operated in an efficient and economical manner; shall ensure all repairs, renewals, and replacements necessary to the efficient operation of the same are provided; and shall ensure or cause the same to be maintained in as good and efficient condition as upon its construction, ordinary and reasonable wear and depreciation excepted. The State shall not be liable for any cost of such maintenance, management, or operation. Grantee or their successors may, with the written approval of State, transfer this responsibility to use, manage, and maintain the property. For purposes of this Grant Agreement, "useful life" means period during which an asset, property, or activity is expected to be usable for the purpose it was acquired or implemented; "operation costs" include direct costs incurred for material and labor needed for operations, utilities, insurance, and similar expenses, and "maintenance costs" include ordinary repairs and replacements of a recurring nature necessary for capital assets and basic structures and the expenditure of funds necessary to replace or reconstruct capital assets or basic structures. Refusal of Grantee to ensure operation and maintenance of the project in accordance with this provision may, at the option of State, be considered a breach of this Grant Agreement and may be treated as default under Paragraph 10, "Default Provisions." 17. STATEWIDE MONITORING REQUIREMENTS. Grantee shall ensure that all groundwater projects and projects that include groundwater monitoring requirements are consistent with the Groundwater Quality Monitoring Act of 2001 (Part 2.76 (commencing with § 10780) of Division 6 of California Water Code) and, where applicable, that projects that affect water quality shall include a monitoring component that allows the integration of data into statewide monitoring efforts, including where applicable, the Surface Water Ambient Monitoring Program carried out by the State Water Resources Control Board. See Exhibit H (Requirements for Statewide Monitoring and Data Submittal), for web links and information regarding other State monitoring and data reporting requirements. 18. NOTIFICATION OF STATE. Grantee shall promptly notify State, in writing, of the following items: a) Events or proposed changes that could affect the scope, budget, or work performed under this Grant Agreement. Grantee agrees that no substantial change in the scope of a project 25C-17 Grant Agreement No. 4600011889 Page 7 of 32 will be undertaken until written notice of the proposed change has been provided to State and State has given written approval for such change. Substantial changes generally include changes to the work plan, schedule or term, and budget. b) Any public or media event publicizing the accomplishments and/or results of this Grant Agreement and provide the opportunity for attendance and participation by State's representatives. Grantee shall make such notification at least 14 calendar days prior to the event. c) Final inspection of the completed work on a project by a California Registered Professional (Civil Engineer or Geologist, as appropriate), in accordance with Standard Condition D.19 in Exhibit D. Grantee shall notify the State's Project Manager of the inspection date at least 14 calendar days prior to the inspection in order to provide State the opportunity to participate in the inspection. 19. NOTICES. Any notice, demand, request, consent, or approval that either party desires or is required to give to the other party under this Grant Agreement shall be in writing. Notices may be transmitted by any of the following means: a) By delivery in person. b) By certified U.S. mail, return receipt requested, postage prepaid. c) By "overnight" delivery service; provided that next -business -day delivery is requested by the sender. d) By electronic means. Notices delivered in person will be deemed effective immediately on receipt (or refusal of delivery or receipt). Notices sent by certified mail will be deemed effective given ten (10) calendar days after the date deposited with the U. S. Postal Service. Notices sent by overnight delivery service will be deemed effective one business day after the date deposited with the delivery service. Notices sent electronically will be effective on the date of transmission, which is documented in writing. Notices shall be sent to the addresses set forth in Paragraph 21. Either party may, by written notice to the other, designate a different address that shall be substituted for the one below. 20. PERFORMANCE EVALUATION. Upon completion of this Grant Agreement, Grantee's performance will be evaluated by the State and a copy of the evaluation will be placed in the State file and a copy sent to the Grantee. 25C-18 Grant Agreement No. 4600011889 Page 8 of 32 21. PROJECT REPRESENTATIVES. The Project Representatives during the term of this Grant Agreement are as follows: Department of Water Resources Arthur Hinojosa Chief, Division of IRWM P.O. Box 942836 Sacramento CA 94236-0001 Phone: (916) 653-4736 e-mail: Arthur.Hinojosa@water.ca.gov Direct all inquiries to the Project Manager: Department of Water Resources Mehdi Mizani Division of Integrated Regional Water Management 901 P Street, Room 213-A P.O. Box 942836 Sacramento, CA 94236-0001 Phone: (916) 651-9250 e-mail: Mehdi.Mizani@water.ca.gov Santa Ana Watershed Project Authority Richard Haller Executive Manager, Engineering & Operations 11615 Sterling Avenue Riverside, CA 92503 Phone: (951) 354-4220 e-mail: rhaller@sawpa.org Santa Ana Watershed Project Authority Mike Antos Watershed Manager 1 1615 Sterling Avenue Riverside, CA 92503 Phone: (951) 354-4238 e-mail: MAntos@sawpa.org Either party may change its Project Representative or Project Manager upon written notice to the other party. 22. STANDARD PROVISIONS. The following Exhibits are attached and made a part of this Grant Agreement by this reference: Exhibit A - Work Plan Exhibit B - Budget Exhibit C - Schedule Exhibit D -Standard Conditions Exhibit E - Authorizing Resolution Exhibit F - Report Formats and Requirements Exhibit G - Requirements for Statewide Monitoring and Data Submittal Exhibit H -State Audit Document Requirements for Grantees 25C-19 Grant Agreement No. 4600011889 Page 9 of 32 IN WITNESS WHEREOF, the parties hereto have executed this Grant Agreement. STATE OF CALIFORNIA SANTA ANA PROJECT WATER AUTHORITY DEPARTMENT OF WAT RESOURCES Arthur Hinojosa, E., Chief Richard Haller Division of Integrate gional Water Executive Manager, Engineering & Operations Management Date ZZ Date la Approved as to Legal Form and Sufficiency I'it2 obin Brewer, Assistant ief Counsel Office of Chief Counsel Date 25C-20 Grant Agreement No.4600011889 Page 10 of 32 EXHIBIT A WORK PLAN The objective of this Agreement is to determine the strengths and needs of disadvantaged, economically distressed or underrepresented communities in the watershed through engagement and education, uncover and share the needs and capacities within the water agencies and communities, and assure integrated water management projects that are supported by communities are made ready for implementation and prioritized in the OWOW Plan Update 2018. PROGRAM ELEMENT 1: Strengths & Needs Assessment The combined activities of this program element will produce several outcomes. First, it will build upon earlier work, participants in the OWOW process and the OWOW Plan Update 2018 will achieve a better understanding of the water management needs of overburdened and underrepresented communities so that resources and funding can be more effectively directed to meet those needs. Second, this program element will acknowledge and document the strengths of overburdened and underrepresented communities so that as programs are developed to meet their needs the communities will have agency and be appropriately engaged in those efforts. Lastly, this program element will, through its assessment process, create new networks of familiarity between local elected or community leaders and water management leaders. Activity 1 DCI Program Technical Advisory Committee (TAC) The TAC will include a representative from each of the program partners and will recruit other members from disadvantaged communities in the watershed. The TAC will meet at least quarterly to advise the DCI Program efforts, and will assist with developing community connections. Deliverables: ❑ Roster of TAC members ❑ Notice of Meetings Activity 2 Disadvantaged and Tribal Communities Pillar SAWPA will assist the Disadvantaged and Tribal Communities (DTC) Pillar workgroup to convene for workshops approximately five times peryear, through at least the completion of the OWOW Plan Update 2018. The Pillar workgroup will develop the OWOW Plan Update 2018 chapter about overburdened and underrepresented communities. Deliverables: ❑ Notice of Meetings ❑ Roster of DTC Pillar participants ❑ OWOW Plan Update 2018 Chapter Activity 3 Engage Local Elected Leaders The Local Government Commission will interview and/or survey local elected leaders who serve overburdened communities. Introduce leaders to IRWM and OWOW, and gather a baseline idea of the water management needs and civic strengths of the communities they serve. Deliverables: ❑ Summary report that compiles survey/interview results from at least 20 elected leaders 25C-21 Grant Agreement No. 4600011889 Page 11 of32 Activity 4 Engage Mutual Water Companies The California Rural Water Association will engage with mutual water companies throughout the watershed to learn about the strengths and needs of these organizations. Deliverables: ❑ Report about each mutual water company water issues and needs ❑ Summary report of regional trends Activity Engage Water Agencies SAWPA staff will engage with water agencies throughout the watershed to gather and summarize the understanding of strengths and needs of disadvantaged and underrepresented communities within their water service areas. Deliverables: ❑ Summary report of responses Activity 6 Community Listening Workshops The California State University Disadvantaged Community Center (CSU DACC) will conduct or participate in at least nine community workshops throughout the watershed, to gather information related from community members about their understanding of the water -related strengths and needs of their community. Deliverables: ❑ Workshop notices and materials ❑ Community input information in Community Water Ethnography of the Santa Ana River Watershed Activity 7 Community Water Ethnography of the Santa Ana River Watershed CSU DACC will lead the writing of the Community Water Ethnography of the Santa Ana River Watershed, a report about social, cultural and water -related strengths and needs of the overburdened and underrepresented communities in the watershed. This report will reveal all thatwas learned in the Strengths & Needs Assessment Program Element, and become the foundation for the Engagement & Education Program Element. Deliverables: ❑ Community Water Ethnography of the Santa Ana River Watershed (Funding Area -wide Needs Assessment Report) to include: spatial description of "communities" (beyond Census Tracts), community water management provider roster (who serves each community), demographic data and trends, required data needs as described by "Needs Assessment Template" in the DACI Program Guidelines. This report will meet and exceed the grant requirements of a Final Assessment Report. Activity 8 Homelessness & Water Convening SAWPA staff and program partners will convene a one -day event to reveal synergies and develop new partnerships between those seeking to manage homelessness in the watershed and those engaged with water management. Deliverables: ❑ Notice of meeting ❑ Pictures of event ❑ Summary Report of conclusions and next steps 25C-22 Grant Agreement No, 4600011889 Page 12 of 32 PROGRAM ELEMENT 2: Engagement / Education This program element contains activities that will accomplish multiple long-term outcomes for the region. It will provide community members a better understanding of water management and water managers enriched understanding of community strengths and needs. By facilitating engagement of students, and by hosting events that convene broad groups of stakeholders and community members, participation with the OWOW process will be strengthened. Lastly, by engaging and educating elected representatives from overburdened or underrepresented communities, this effort will create lasting relationships that ensure equitable representation in watershed decision making. Activity 9 Tribal Consultation SAWPA staff, Cal Rural Water Association (CRWA) staff and CSU DACC personnel will confer with the sovereign tribal communities within the Santa Ana Watershed and the adjacent areas not served by a Regional Water Management Group. Invitations to participate will be made to tribal groups not currently recognized by federal and state governments. Deliverables: ❑ Sign -in sheets or similar documentation from consultation between OWOW/DCI Program and Tribal government representatives ❑ Tribal water management needs incorporated into OWOW Plan Update 2018 Activity 10 Value of Water / Tap Water Trust This task will share the value and safety of tap water within the communities of the watershed. In the vast majority of the communities tap water is clean and affordable, yet many new immigrant communities, for many reasons, do not trust the tap water is safe to drink. There are negative economic and health outcomes from reliance on bottled water that for the Santa Ana watershed can be overcome with a respectful, multi-lingual and compassionate outreach campaign. SAWPA will expand existing information campaign programs or initiate new ones through an RFP process. Deliverables: ❑ RFP and scoping documents ❑ Copies of Outreach campaign materials ❑ Roster of participating agencies ❑ Map of watershed regions where campaign is carried out Activity 11 Translation Services SAWPA will issue an RFQ for translation services to produce an on -call list of in -person meeting and written material translation consultants. SAWPA will issue an RFP for local entities to access the on -call consultants for translation services on activities related to community engagement for water management. Deliverables: ❑ RFQ/RFP documents ❑ Copies of translated written material ❑ Notice and list of translated public events ❑ Pictures from translated public events Activity 12 Engagement Best Practices Publications The Water Education Foundation (WEF) will research and produce a printed publication that will take a broad look at the engagement of disadvantaged communities with water management, with case studies from around the state, including 25C-23 Grant Agreement No. 4600011889 Page 13 of 32 the SAWPA region. This publication will be distributed throughout the State in support of stronger engagement between communities and integrated water resources management. The Water Education Foundation will research and produce an online publication that will summarize some of the specific findings and outcomes from the region discovered through the work completed in the three-year grant period. Deliverables: ❑ Engagement Best -Practices publication (printed) Activity 13 State of the Santa Ana Watershed Conferences The WEF, in partnership with SAWPA, will develop and execute two conferences. Both events will model previously successful OWOW conference events in the Santa Ana River Watershed, and will in -part focus on the water management needs of communities, and the transition to implementation phases, respectively. The DACI grant will support multiple cost-free registrations at each conference for community members or their trusted representatives. It will also support the cost of several exhibitor slots for nonprofits with community engagement missions so they can participate in the conversation. Other costs associated with the conferences will be separately funded. Deliverables: ❑ Notice of conferences ❑ Copies of conference materials related to the DCI Program ❑ Roster of grant -supported registrants and exhibitors Activity 14 Community Water Education The CSU DACC will design and host nine community water education events, distributed appropriately to serve local communities throughout the watershed. These events will provide learning opportunities for community members on how to engage with the water management process in the watershed. Deliverables: ❑ Notice of events ❑ Event pictures ❑ Copies of event specific materials Activity 15 Water Agency Community Engagement Training The CSU DACC will partnerwith SAWPAto provide up to nine trainings using the information garnered during the Strengths & Needs Assessment program element to water agencies staff in the watershed. The training will include engagement skills and specific knowledge about communities served by the participating water agencies. Deliverables: ❑ Notice of events ❑ Roster of participating agencies ❑ Copies of event -specific materials Activity 16 Local Elected Leader Training The Local Government Commission will develop and execute up to nine trainings for local elected leaders and their staff in the watershed. These training sessions will relay the findings of the Strengths & Needs Assessment program element, basic information on water management topics, and best practices for helping the communities they serve interact with water planning. 25C-24 Grant Agreement No. 4600011889 Page 14 of32 Deliverables: ❑ Notice of training events ❑ Roster of participants ❑ Copies of event -specific materials Activity 17 Community Engagement Interns Program This program will support water -related overburdened community engagement internships for students from the CSU, UC and community college campuses of the watershed. The program, administered by the CSU DACC, will seek applications from public agencies and environmental or social justice nongovernmental organizations for the services of pairs of interns to assist with community engagement or public affairs work related to disadvantaged communities; approximately 20 interns per year. The application process will includes a detailed description from each applicant about the specific tasks they will assign to the interns. Each organization will request the services of two interns from CSU to assist with community engagement, public affairs or community education activities. Public affairs may include marketing of community programs and events. Community education activities may include preparing community members to participate effectively in water planning to the benefit of their communities. The intern program will model an existing program and capacity of CSU, funded by the US Department of Agriculture. Interns will be selected from the CSU campuses (San Bernardino and Fullerton), the UC campuses (Riverside and Irvine), and the many community colleges in the Santa Ana River watershed. Efforts will be made to recruit interns who are themselves from the watershed overburdened communities. Upon selection and completion of an intern orientation, the internship provides for 300 graduate student internship hours or 350 undergraduate student internship hours to support grant activities. Interns will be mentored by CivicSpark Water Fellows, and supervised in their internship duties by their home institution. The intern human resources, payroll and other administrative supervision are housed at the CSU. In addition to their paid hours, interns will each have a $500 supply/travel budget. Half -way through the internships, the intern will produce an interim activity report. Upon completion of the paid internship, the student will develop a final activity report. The final reports are posted on-line as a part of the CSU Library special collection. The cohort of interns will be mentored by CivicSpark Water Fellows, housed at SAWPA, fortrainings and networking meetings, related to IRWM community engagement efforts. This activity provides multiple types of capacity building in the watershed: by supporting students, supporting organizations, and by creating new sustainable and contiguous networks of familiarity between organizations, and between communities and the water organizations. Deliverables: ❑ Copies of applications from selected agencies and NGCs that express interest in intern services to support community members ❑ Roster of participating interns ❑ Logs of all intern hours served and activities ❑ Interim and final reports of interns 25C-25 Grant Agreement No. 4600011889 Page 15 of 32 PROGRAM ELEMENT 3: Project Development This program element contains activities that, once complete, will provide important and needed changes to the IRWM Plan for the Santa Ana Funding Region, will support the next steps of existing IRWM projects that benefit overburdened communities, and daylight and develop new water project concepts that meet the stated needs of community members. These outcomes will represent a strengthened understanding by the RWMG of community needs, and ensure that future implementation/construction funding and activities are directed to meeting the needs identified by members of overburdened communities. Activity 18 Technical Assistance for Community Needs During engagement efforts the program team will learn of projects, plans and programs. Following evaluation of these projects, plans and programs, an appropriate set will receive Technical Assistance (TA) including but not limited to project engineering services, curriculum development, translation services, and program support. The evaluation of the projects, plans, and programs will follow a set of evaluation criteria to be developed by the DCI TAC. This effort may also link to the State Water Resources Control Board's Technical Assistance Program, via the CSU DACC and CRWA which are both statewide TA providers. Deliverables: ❑ A ranked list of projects, plans, and programs uncovered during the engagement process ❑ Project ranking criteria ❑ List of projects, plans and programs selected by the TAC to receive technical assistance ❑ Documentation of technical assistance efforts ❑ Copies of any materials produced during technical assistance ❑ Documentation of referrals to other TA programs Activity 19 OWOW Plan Update 2018 The Disadvantaged Community Involvement program information (or results) will be incorporated in the OWOW Plan. This will include an update to Subchapter 5.11 Disadvantaged and Tribal Communities of the OWOW Plan and a general update throughout in reference to disadvantaged community engagement best practices, maps, and other related materials. This will be a complementary effort to the actions funded the related Proposition 1 IRWM Planning Grant. Deliverables: ❑ Draft OWOW Plan Update 2018 ❑ Final OWOW Plan Update 2018 Activity 20 CivicSpark Water Fellows SAWPA will host two CivicSpark Water Action Fellows each of the three years of the program. The Fellows will support program implementation at SAWPA, completing components of each of the Program Elements. Among their duties, the Fellows will support the CSU interns with in-service training, mentorship, coordination, and cohort -building. Deliverables: ❑ Roster of CivicSpark Water Fellows ❑ Logs of volunteer activities ❑ Volunteer engagement plan ❑ Training agendas developed by Fellows 25C-26 Grant Agreement No. 4600011889 Page 16 of 32 PROGRAM ELEMENT 4: Grant Administration Activity 21 Agreement Administration The Grantee will respond to DWR's reporting and compliance requirements associated with the grant administration and will coordinate with the project managers responsible for implementing the projects contained in this agreement. Activity 22 Invoicing The Grantee will be responsible for compiling invoices for submittal to DWR. This includes collecting invoice documentation from each of the project proponents and compiling the information into a DWR Invoice Packet. Activity 23 Progress Reports and Final Report The Grantee will be responsible for compiling progress reports and final report for submittal to DWR. Reports will meet generally accepted professional standards for technical reporting and the requirements terms of the contract with DWR outlined in Exhibit F of this agreement. Deliverables: ❑ Executed Agreement ❑ Invoices and associated backup documentation ❑ Progress Reports ❑ Final Report 25C-27 Grant Agreement No. 4600011889 Page 17 of 32 EXHIBIT B BUDGET Program Element Grant Amfount Total Program Element 1: Strengths & Needs Assessment $ 898,644 $ 898,644 Program Element 2: Engagement / Education $ 1,853,068 $ 1,853,068 Program Element 3: Project Development $ 3,233,288 $ 3,233,288 Program Element 4: Grant Administration $ 315,000 $ 315,000 Total $ 6,300,000 $ 6,300,000 25C-28 Grant Agreement No. 4600011889 Page 18 of 32 EXHIBIT C SCHEDULE 25C-29 Grant Agreement No.4600011889 Page 19 of 32 EXHIBIT D STANDARD CONDITIONS D.1) ACCOUNTING AND DEPOSIT OF FUNDING DISBURSEMENT: a) Separate Accounting of Funding Disbursements and Records: Grantee shall account for the money disbursed pursuant to this Grant Agreement separately from all other Grantee funds. Grantee shall maintain audit and accounting procedures that are in accordance with generally accepted accounting principles and practices, consistently applied. Grantee shall keep complete and accurate records of all receipts and disbursements of such funds. Grantee shall require its contractors or subcontractors to maintain books, records, and other documents pertinent to their work in accordance with generally accepted accounting principles and practices. Records are subject to inspection by State at any and all reasonable times. b) Fiscal Management Systems and Accounting Standards: The Grantee agrees that, at a minimum, its fiscal control and accounting procedures will be sufficient to permit tracing of grant funds to a level of expenditure adequate to establish that such funds have not been used in violation of state law or this Grant Agreement. c) Disposition of Money Disbursed: All money disbursed pursuant to this Grant Agreement shall be deposited, administered, and accounted for pursuant to the provisions of applicable law and be placed in a non -interest bearing account. d) Remittance of Unexpended Funds: Grantee shall remit to State any unexpended funds that were disbursed to Grantee under this Grant Agreement and were not used to pay Eligible Project Costs within a period of sixty (60) calendar days from the final disbursement from State to Grantee of funds or, within thirty (30) calendar days of the expiration of the Grant Agreement, whichever comes first. D.2) ACKNOWLEDGEMENT OF CREDIT: Grantee shall include appropriate acknowledgement of credit to the State and to all cost -sharing partners for their support when promoting the Project or using any data and/or information developed under this Grant Agreement. During construction of the project, Grantee shall install a sign at a prominent location, which shall include a statement that the project is financed under Water Quality, Supply and Infrastructure Improvement Act of 2014, administered by State of California, Department of Water Resources. Grantee shall notify State that the sign has been erected by providing them with a site map with the sign location noted and a photograph of the sign. D.3) AIR OR WATER POLLUTION VIOLATION: Under State Taws, the Grantee shall not be: (1) in violation of any order or resolution not subject to review promulgated by the State Air Resources Board or an air pollution control district; (2) subject to cease and desist order not subject to review issued pursuant to § 13301 of the Water Code for violation of waste discharge requirements or discharge prohibitions; or (3) finally determined to be in violation of provisions of federal law relating to air or water pollution. DA) AMENDMENT: This Grant Agreement may be amended at any time by mutual agreement of the Parties, except insofar as any proposed amendments are in any way contrary to applicable law. Requests by the Grantee for amendments must be in writing stating the amendment request and the reason for the request. State shall have no obligation to agree to an amendment. 25C-30 Grant Agreement No. 4600011889 Page 20 of 32 D.5) AMERICANS WITH DISABILITIES ACT: By signing this Grant Agreement, Grantee assures State that it complies with the Americans with Disabilities Act (ADA) of 1990, (42 U.S.C. § 12101 et sec.), which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to the ADA. D.6) APPROVAL: This Agreement is of no force or effect until signed by all parties to the agreement. Grantee may not submit invoices or receive payment until all required signatures have been obtained. D.7) AUDITS: State reserves the right to conduct an audit at any time between the execution of this Grant Agreement and the completion of Project, with the costs of such audit borne by State. After completion of the Project, State may require Grantee to conduct a final audit to State's specifications, at Grantee's expense, such audit to be conducted by and a report prepared by an independent Certified Public Accountant. Failure or refusal by Grantee to comply with this provision shall be considered a breach of this Grant Agreement, and State may elect to pursue any remedies provided in Paragraph 10 or take any other action it deems necessary to protect its interests. Pursuant to Government Code §8546.7, the Grantee shall be subject to the examination and audit by the State for a period of three years after final payment under this Grant Agreement with respect to all matters connected with this Grant Agreement, including but not limited to, the cost of administering this Grant Agreement. All records of Grantee or its contractor or subcontractors shall be preserved for this purpose for at least three (3) years after project completion or final billing, whichever comes later. D.8) BUDGET CONTINGENCY: If the Budget Act of the current year covered under this Grant Agreement does not appropriate sufficient funds for the Proposition 1 Implementation Grant Program, this Grant Agreement shall be of no force and effect. This provision shall be construed as a condition precedent to the obligation of State to make any payments under this Grant Agreement. In this event, State shall have no liability to pay any funds whatsoever to Grantee or to furnish any other considerations under this Grant Agreement and Grantee shall not be obligated to perform any provisions of this Grant Agreement. Nothing in this Grant Agreement shall be construed to provide Grantee with a right of priority for payment over any other Grantee. If funding for any fiscal year after the current year covered by this Grant Agreement is reduced or deleted by the Budget Act, by Executive Order, or by order of the Department of Finance, State shall have the option to either cancel this Grant Agreement with no liability occurring to State, or offer a Grant Agreement amendment to Grantee to reflect the reduced amount. D.9) CALIFORNIA CONSERVATION CORPS: As required in Water Code §79038(b), Grantee shall examine the feasibility of using the California Conservation Corps or community conservation corps to accomplish the habitat restoration, enhancement and protection activities listed in the Exhibit A, Work Plan, and shall use the services of one of these organizations whenever feasible. D.10) CEQA: Activities funded under this Grant Agreement, regardless of funding source, must be in compliance with the California Environmental Quality Act (CEQA) (Public Resources Code §21000 et seq.). Information on CEQA may be found at the following links: Environmental Information: http://resources.co.gov/cep California State Clearinghouse Handbook: https://www.opr.ca..Qov/docs/SCH Handbook 2012 pdf 25C-31 Grant Agreement No. 4600011889 Page 21 of 32 D.11) CHILD SUPPORT COMPLIANCE ACT: For any Grant Agreement in excess of $100,000, the Grantee acknowledges in accordance with Public Contract Code §7110, that: a) The Grantee recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with §5200) of Part 5 of Division 9 of the Family Code; and b) The Grantee, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department. D.12) CLAIMS DISPUTE: Any claim that the Grantee may have regarding performance of this agreement including, but not limited to, claims for additional compensation or extension of time, shall be submitted to the State's Project Manager, within thirty (30) calendar days of the Grantee's knowledge of the claim. State and Grantee shall then attempt to negotiate a resolution of such claim and process an amendment to this Agreement to implement the terms of any such resolution. D.13) COMPETITIVE BIDDING AND PROCUREMENTS: Grantee shall comply with all applicable laws and regulations regarding securing competitive bids and undertaking competitive negotiations in Grantee's contracts with other entities for acquisition of goods and services and construction of public works with funds provided by State under this Grant Agreement. D.14) COMPUTER SOFTWARE: Grantee certifies that it has appropriate systems and controls in place to ensure that state funds will not be used in the performance of this Grant Agreement for the acquisition, operation, or maintenance of computer software in violation of copyright laws. D.15) CONFLICT OF INTEREST: All participants are subject to State and Federal conflict of interest laws. Failure to comply with these laws, including business and financial disclosure provisions, will result in the application being rejected and any subsequent contract being declared void. Other legal action may also be taken. Applicable statutes include, but are not limited to, Government Code, § 1090 and Public Contract Code, § 10410 and § 10411, for State conflict of interest requirements. a) Current State Employees: No State officer or employee shall engage in any employment, activity, or enterprise from which the officer or employee receives compensation or has a financial interest and which is sponsored or funded by any State agency, unless the employment, activity, or enterprise is required as a condition of regular State employment. No State officer or employee shall contract on his or her own behalf as an independent contractor with any State agency to provide goods or services. b) Former State Employees: For the two-year period from the date he or she left State employment, no former State officer or employee may enter into a contract in which he or she engaged in any of the negotiations, transactions, planning, arrangements, or any part of the decision -making process relevant to the contract while employed in any capacity by any State agency. For the twelve-month period from the date he or she left State employment, no former State officer or employee may enter into a contract with any State agency if he or she was employed by that State agency in a policy -making position in the same general subject area as the proposed contract within the twelve-month period prior to his or her leaving State service. 25C-32 Grant Agreement No. 4600011889 Page 22 of 32 c) Employees of the Grantee: Employees of the Grantee shall comply with all applicable provisions of law pertaining to conflicts of interest, including but not limited to any applicable conflict of interest provisions of the California Political Reform Act, Government Code §87100 et seq. d) Employees and Consultants to the Grantee: Individuals working on behalf of a Grantee may be required by the Department to file a Statement of Economic Interests (Fair Political Practices Commission Form 700) if it is determined that an individual is a consultant for Political Reform Act purposes. D.16) DELIVERY OF INFORMATION, REPORTS, AND DATA: Grantee agrees to expeditiously provide throughout the term of this Grant Agreement, such reports, data, information, and certifications as may be reasonably required by State. D.17) DISPOSITION OF EQUIPMENT: Grantee shall provide to State, not less than 30 calendar days prior to submission of the final invoice, an itemized inventory of equipment purchased with funds provided by State. The inventory shall include all items with a current estimated fair market value of more than $5,000.00 per item. Within 60 calendar days of receipt of such inventory State shall provide Grantee with a list of the items on the inventory that State will take title to. All other items shall become the property of Grantee. State shall arrange for delivery from Grantee of items that it takes title to. Cost of transportation, if any, shall be borne by State. D.18) DRUG -FREE WORKPLACE CERTIFICATION: Certification of Compliance: By signing this Grant Agreement, Grantee, its contractors or subcontractors hereby certify, under penalty of perjury under the laws of State of California, compliance with the requirements of the Drug -Free Workplace Act of 1990 (Government Code §8350 et seq.) and have or will provide a drug -free workplace by taking the following actions: a) Publish a statement notifying employees, contractors, and subcontractors that unlawful manufacture, distribution, dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees, contractors, or subcontractors for violations, as required by Government Code §8355(a) (1). b) Establish a Drug -Free Awareness Program, as required by Government Code §8355(a) (2) to inform employees, contractors, or subcontractors about ail of the following: i) The dangers of drug abuse in the workplace, ii) Grantee's policy of maintaining a drug -free workplace, iii) Any available counseling, rehabilitation, and employee assistance programs, and iv) Penalties that may be imposed upon employees, contractors, and subcontractors for drug abuse violations. c) Provide, as required by Government Code §8355(a) (3), that every employee, contractor, and/or subcontractor who works under this Grant Agreement: i) Will receive a copy of Grantee's drug -free policy statement, and ii) Will agree to abide by terms of Grantee's condition of employment, contract or subcontract. D.19) FINAL INSPECTIONS AND CERTIFICATION OF REGISTERED PROFESSIONAL: Upon completion of the Project, Grantee shall provide for a final inspection and certification by the appropriate registered professional (California Registered Civil Engineer or Geologist) that the Project has 25C-33 Grant Agreement No. 4600011889 Page 23 of 32 been completed in accordance with submitted final plans and specifications and any modifications thereto and in accordance with this Grant Agreement. Grantee shall notify the State's Project Manager of the inspection date at least 14 calendar days prior to the inspection in order to provide State the opportunity to participate in the inspection. D.20) GRANTEE COMMITMENTS: Grantee accepts and agrees to comply with all terms, provisions, conditions and commitments of this Grant Agreement, including all incorporated documents, and to fulfill all assurances, declarations, representations, and statements made by the Grantee in the application, documents, amendments, and communications filed in support of its request for funding. D.21) GRANTEE NAME CHANGE: Approval of the State's Program Manager is required to change the Grantee's name as listed on this Grant Agreement. Upon receipt of legal documentation of the name change the State will process an amendment. Payment of invoices presented with a new name cannot be paid prior to approval of said amendment. D.22) GOVERNING LAW: This Grant Agreement is governed by and shall be interpreted in accordance with the laws of the State of California. D.23) INDEMNIFICATION: Grantee shall indemnify and hold and save the State, its officers, agents, and employees, free and harmless from any and all liabilities for any claims and damages (including inverse condemnation) that may arise out of the Project and this Agreement, including, but not limited to any claims or damages arising from planning, design, construction, maintenance and/or operation of levee rehabilitation measures for this Project and any breach of this Agreement. Grantee shall require its contractors or subcontractors to name the State, its officers, agents and employees as additional insured on their liability insurance for activities undertaken pursuant to this Agreement. D.24) INDEPENDENT CAPACITY: Grantee, and the agents and employees of Grantees, in the performance of the Grant Agreement, shall act in an independent capacity and not as officers, employees, or agents of the State. D.25) INSPECTION OF BOOKS, RECORDS, AND REPORTS: During regular office hours, each of the parties hereto and their duly authorized representatives shall have the right to inspect and to make copies of any books, records, or reports of either party pertaining to this Grant Agreement or matters related hereto. Each of the parties hereto shall maintain and shall make available at all times for such inspection accurate records of all its costs, disbursements, and receipts with respect to its activities under this Grant Agreement. Failure or refusal by Grantee to comply with this provision shall be considered a breach of this Grant Agreement, and State may withhold disbursements to Grantee or take any other action it deems necessary to protect its interests. D.26) INSPECTIONS OF PROJECT BY STATE: State shall have the right to inspect the work being performed at any and all reasonable times during the term of the Grant Agreement. This right shall extend to any subcontracts, and Grantee shall include provisions ensuring such access in all its contracts or subcontracts entered into pursuant to its Grant Agreement with State. D.27) INVOICE DISPUTES: In the event of an invoice dispute, payment will not be made until the dispute is resolved and a corrected invoice submitted. Failure to use the address exactly as provided may result in return of the invoice to the Grantee. Payment shall be deemed complete upon deposit of the payment, properly addressed, postage prepaid, in the United States mail. Any claim that Grantee may have regarding the performance of this Grant Agreement including, but not limited to claims for additional compensation or extension of time, shall be submitted to the DWR Project Manager within thirty (30) calendar days of 25C-34 Grant Agreement No. 4600011889 Page 24 of 32 Grantee's knowledge of the claim. State and Grantee shall then attempt to negotiate a resolution of such claim and process an amendment to the Grant Agreement to implement the terms of any such resolution. D.28) NONDISCRIMINATION: During the performance of this Grant Agreement, Grantee and its contractors or subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex (gender), sexual orientation, race, color, ancestry, religion, creed, national origin (including language use restriction), pregnancy, physical disability (including HIV and AIDS), mental disability, medical condition (cancer/genetic characteristics), age (over 40), marital status, and denial of medial and family care leave or pregnancy disability leave. Grantee and its contractors or subcontractors shall ensure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Grantee and its contractors or subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Government Code § 12990 (a-f) of seq.) and the applicable regulations promulgated there under (California Code of Regulations, Title 2, §7285 etseq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code § 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Grantee and its contractors or subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other agreement. Grantee shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Grant Agreement. D.29) NO DISCRIMINATION AGAINST DOMESTIC PARTNERS: For contracts over $100,000 executed or amended after January 1, 2007, the Grantee certifies by signing this Grant Agreement, under penalty of perjury under the laws of State of California that Grantee is in compliance with Public Contract Code § 10295.3. D.30) OPINIONS AND DETERMINATIONS: Where the terms of this Grant Agreement provide for action to be based upon, judgment, approval, review, or determination of either party hereto, such terms are not intended to be and shall never be construed as permitting such opinion, judgment, approval, review, or determination to be arbitrary, capricious, or unreasonable. D.31) PERFORMANCE AND ASSURANCES: Grantee agrees to faithfully and expeditiously perform or cause to be performed all Project work as described in Exhibit A (Work Plan) and to apply State funds received only to Eligible Project Costs in accordance with applicable provisions of the law. D.32) PRIORITY HIRING CONSIDERATIONS: If this Grant Agreement includes services in excess of $200,000, the Grantee shall give priority consideration in filling vacancies in positions funded by the Grant Agreement to qualified recipients of aid under Welfare and Institutions Code § 11200 in accordance with Public Contract Code § 10353. D.33) PROHIBITION AGAINST DISPOSAL OF PROJECT WITHOUT STATE PERMISSION: The Grantee shall not sell, abandon, lease, transfer, exchange, mortgage, hypothecate, or encumber in any manner whatsoever all or any portion of any real or other property necessarily connected or used in conjunction with the Project, or with Grantee's service of water, without prior permission of State. Grantee shall not take any action, including but not limited to actions relating to user fees, charges, and assessments that could adversely affect the ability of Grantee to meet its obligations under this Grant Agreement, without prior written permission of 25C-35 Grant Agreement No. 4600011889 Page 25 of 32 State. State may require that the proceeds from the disposition of any real or personal property be remitted to State. D.34) REMEDIES NOT EXCLUSIVE: The use by either party of any remedy specified herein for the enforcement of this Grant Agreement is not exclusive and shall not deprive the party using such remedy of, or limit the application of, any other remedy provided by law. D.35) RETENTION: Notwithstanding any other provision of this Grant Agreement, State may, for each project, withhold five percent (5.0%) of the funds requested by Grantee for reimbursement of Eligible Costs. Each project in this Grant Agreement will be eligible to release its respective retention when that project is completed and Grantee has met requirements of Paragraph 15, "Submissions of Reports", except in the case of the last project to be completed under this Grant Agreement, in which case retention for such project will not be disbursed until the "Final Report" is submitted to and approved by State. State shall disburse retained funds to the Grantee. D.36) RIGHTS IN DATA: Grantee agrees that all data, plans, drawings, specifications, reports, computer programs, operating manuals, notes and other written or graphic work produced in the performance of this Grant Agreement shall be made available to the State and shall be in the public domain to the extent to which release of such materials is required under the California Public Records Act., Government Code §6250 et seq. Grantee may disclose, disseminate and use in whole or in part, any final form data and information received, collected and developed under this Grant Agreement, subject to appropriate acknowledgement of credit to State for financial support. Grantee shall not utilize the materials for any profit -making venture or sell or grant rights to a third party who intends to do so. The State shall have the right to use any data described in this paragraph for any public purpose. D.37) SEVERABILITY: Should any portion of this Grant Agreement be determined to be void or unenforceable, such shall be severed from the whole and the Grant Agreement shall continue as modified. D.38) STATE REVIEWS: The parties agree that review or approval of project applications, documents, permits, plans, and specifications or other project information by the State is for administrative purposes only and does not relieve the Grantee of their responsibility to properly plan, design, construct, operate, maintain, implement, or otherwise carry out the project. D.39) SUSPENSION OF PAYMENTS: This Grant Agreement may be subject to suspension of payments or termination, or both, and Grantee may be subject to debarment if the State determines that: a) Grantee, its contractors, or subcontractors have made a false certification, or b) Grantee, its contractors, or subcontractors violates the certification by failing to carry out the requirements noted in this Grant Agreement. D.40) SUCCESSORS AND ASSIGNS: This Grant Agreement and all of its provisions shall apply to and bind the successors and assigns of the parties. No assignment or transfer of this Grant Agreement or any part thereof, rights hereunder, or interest herein by the Grantee shall be valid unless and until it is approved by State and made subject to such reasonable terms and conditions as State may impose. D.41) TERMINATION BY GRANTEE: Subject to State approval which may be reasonably withheld, Grantee may terminate this Agreement and be relieved of contractual obligations. In doing 25C-36 Grant Agreement No.4600011889 Page 26 of 32 so, Grantee must provide a reason(s) for termination. Grantee must submit all progress reports summarizing accomplishments up until termination date. D.42) TERMINATION FOR CAUSE: Subject to the right to cure under Paragraph 9, the State may terminate this Grant Agreement and be relieved of any payments should Grantee fail to perform the requirements of this Grant Agreement at the time and in the manner herein, provided including but not limited to reasons of default under Paragraph 10. D.43) TERMINATION WITHOUT CAUSE: The State may terminate this Grant Agreement without cause on 30 calendar days advance written notice. The Grantee shall be reimbursed for all reasonable expenses incurred up to the date of termination. D.44) THIRD PARTY BENEFICIARIES: The parties to this Grant Agreement do not intend to create rights in, or grant remedies to, any third party as a beneficiary of this Agreement, or any duty, covenant, obligation or understanding established herein. D.45) TIMELINESS: Time is of the essence in this Grant Agreement. D.46) TRAVEL: Travel includes the reasonable and necessary costs of transportation, subsistence, and other associated costs incurred by personnel during the term of this Agreement. Travel and per diem expenses to be reimbursed under this Agreement shall be at the same rates the State provides for unrepresented employees in accordance with the provisions of Title 2, Chapter 3, of the California Code of Regulations and shall be reimbursed consistent with the rates current at the time of travel. These rates are published at: http://www.caIhr.co.gov/employees/Pages/travel-meaIs.aslx, or its successor website. For the purpose of computing such expenses, Grantee's designated headquarters shall be: 11615 Sterling Avenue, Riverside, CA 92503. No travel outside the Santa Ana Funding Area shall be reimbursed unless prior written authorization is obtained from the State's Project Manager. D.47) VENUE: The State and the Grantee hereby agree that any action arising out of this Agreement shall be filed and maintained in the Superior Court in and for the County of Sacramento, California, or in the United States District Court in and for the Eastern District of California. The Grantee hereby waives any existing sovereign immunity for the purposes of this Agreement. D.48) WAIVER OF RIGHTS: None of the provisions of this Grant Agreement shall be deemed waived unless expressly waived in writing. It is the intention of the parties here to that from time to time either party may waive any of its rights under this Grant Agreement unless contrary to law. Any waiver by either party of rights arising in connection with the Grant Agreement shall not be deemed to be a waiver with respect to any other rights or matters, and such provisions shall continue in full force and effect. D.49) WORKERS' COMPENSATION: Grantee affirms that it is aware of the provisions of §3700 of the Labor Code, which requires every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and Grantee affirms that it will comply with such provisions before commencing the performance of the work under this Grant Agreement and will make its contractors and subcontractors aware of this provision. 25C-37 Grant Agreement No. 4600011889 Page 27 of 32 EXHIBIT E AUTHORIZING RESOLUTION RESOLUTION NO.2017.9 A RESOLUTION OF THE COMMISSIONERS OF THE SANTA ANA WATERSHED PROJECT AUTHORITY AUTHORIZING THE GENERAL MANAGER, OR DESIGNEE, TO EXECUTE A GRANT AGREEMENT AND SUB -AGREEMENTS FOR THE DISADVANTAGED COMMUNITY INVOLVMENT PROGRAM INTEGRATED REGIONAL. WATER :MANAGEMENT PLANNING GRANT WITH THE STATE OF CALIFORNIA, DEPARTMENT OF WATER RESOURCES WHEREAS, the Santa Ana Watershed Project Authority is the accepted Regional Water Management Group within the Santa .Ana Funding Area of the California Integrated Regional Water Management Program; WH KREAS, the One Water One Watershed 2.0 Planhas a goal to acoemplish effective, equitable and collaborative integrated water management, with the obfoct ve of engaging with disadvantaged curnmunities to eliminate environmental injustices; WH EREAS, the Disadvantaged Communities Involvement Program win 1) explore The strengths and needs of overburdened communities in the watershed, 2) will through engagement and education uncover and share the needs and capacities within water agencies and cmnanunities, and 3) will asasu integrated water management projects that are supported by communities are made ready for implementation and prioritized in the OWOW Plan Update 2018; NOW, THEREFORE, BE IT Rk SOLVED that the Commission of the Santa Ana Watershed Project Authority, pursuant to Section 22050 of the California Public Contract Code, hereby resolves that: The Gencral Manager, or Designee, is authorized to execute a grant agreement with the State of California, Department of Water Resources, and associated sub-agreemcnts, to accept and conduct the work of a Disadvantaged Community involvement Program Grant pursuant to the Water Quality, Supply, and Infrastructure Improvement Act of 2014 (Water Code Section 79700 et seq.) ADOPTED THIS 16i day of May, 2017. SANTA ANA WATERSHED PROJECT AUTHORITY By_ / " L Susan Lien Longville. Chair' A t K 11y Clerhei oard 25C-38 Grant Agreement No. 4600011889 Page 28 of 32 EXHIBIT F REPORT FORMATS AND REQUIREMENTS The following reporting formats should be utilized. Please obtain State approval prior to submitting a report in an alternative format. PROGRESS REPORTS Progress reports shall generally use the following format. This format may be modified as necessary to effectively communicate information. For each project, discuss the following at the task level, as organized in Exhibit A (Work Plan): • Estimate of percent work complete. • Milestones or deliverables completed during the reporting period. • Discussion of work accomplished during the reporting period and submission of deliverables per Exhibit A. • Scheduling concerns and issues encountered that may delay completion of the task. • Work anticipated for the next reporting period. • Updated schedule or budget inclusive of any changes that have occurred. FINAL REPORT The Final Report shall generally use the following format. This format may be modified as necessary to effectively communicate information on the various projects in the IRWM Program funded by this Grant Agreement, and includes the following: Executive Summary The Executive Summary consists of a maximum of twenty (20) pages summarizing information for the grant as well as the individual projects. Stakeholder Summary • General description of water management needs of DACs, Economically Distressed Areas (EDAs), and underrepresented communities at the Funding Area learned from the activities performed in this program • General summary of DACs, EDAs, and underrepresented communities involved in IRWM efforts through this Program • Map(s) identifying all DACs, EDAs, and underrepresented communities with IRWM regions learned from the activities performed in this program Involvement Activity Summary • General description of involvement activities performed in this Program, including both successful and unsuccessful involvement activities • Identification of projects developed from the DAC involvement activities, if applicable Findings • Needs Assessment o Narrative summary of community characteristics identified and specific community water management needs and resources (technical, managerial, and financial) to address the needs of DACs, EDAs, and underrepresented communities o Needs Assessment template table filled in (at the community level) Identification of ongoing barriers for DAC involvement in IRWM efforts 25C-39 Grant Agreement No. 4600011889 Page 29 of 32 • Recommendations for water managers on future DAC involvement activities in IRWM efforts Looking into the Future • Next steps for the IRWM regions to continue DAC involvement efforts References 25C-40 Grant Agreement No. 4600011889 Page 30 of 32 EXHIBIT G REQUIREMENTS FOR STATEWIDE MONITORING AND DATA SUBMITTAL Surface and Groundwater Quality Data Groundwater quality and ambient surface water quality monitoring data that include chemical, physical, or biological data shall be submitted to the State as described below, with a narrative description of data submittal activities included in project reports, as described in Exhibit G. Surface water quality monitoring data shall be prepared for submission to the California Environmental Data Exchange Network (CEDEN). The CEDEN data templates are available on the CEDEN website. Inclusion of additional data elements described on the data templates is desirable. Data ready for submission should be uploaded to your CEDEN Regional Data Center via the CEDEN website. CEDEN website: http://www.ceden.org. If a project's Work Plan contains a groundwater ambient monitoring element, groundwater quality monitoring data shall be submitted to the State for inclusion in the State Water Resources Control Board's Groundwater Ambient Monitoring and Assessment (LAMA) Program Information on the GAMA Program can be obtained at: httip://www.waterboards.ca.,qov/qamalgeotracker aama shtml. If further information is required, the Grantee can contact the State Water Resources Control Board (SWRCB) GAMA Program. Groundwater Level Data Grantee shall submit to DWR groundwater level data collected as part of this grant. Water level data must be submitted using the California Statewide Groundwater Elevation Monitoring (CASGEM) online data submission system. Grantee should use their official CASGEM Monitoring Entity or Cooperating Agency status to gain access to the online submittal tool and submit data. If the data is from wells that are not part of the monitoring network, the water level measurements should be classified as voluntary measurements in the CASGEM system. If the grantee is not a Monitoring Entity or Cooperating Agency, please contact your DWR grant project manager for further assistance with data submittal. The activity of data submittal should be documented in appropriate progress or final project reports, as described in Exhibit G. Information regarding the CASGEM program can be found at http://www.water.ca.aov/groundwater/casgem/. 25C-41 Grant Agreement No. 4600011889 Page31 of32 EXHIBIT H STATE AUDIT DOCUMENT REQUIREMENTS GUIDELINES FOR GRANTEES State Audit Document Requirements The list below details the documents/records that State Auditors typically reviewed in the event of a Grant Agreement being audited. Grantees should ensure that such records are maintained for each State funded Program/Project. Where applicable, this list of documents also includes documents relating to the Grantee's funding match which will be required for audit purposes. Internal Controls: Organization chart (e.g., Agency's overall organization chart and organization chart for this Grant Agreement's funded project. 2. Written internal procedures and flowcharts for the following: a) Receipts and deposits b) Disbursements c) State reimbursement requests d) State funding expenditure tracking e) Guidelines, policy(ies), and procedures on State funded Program/Project 3. Audit reports of the Grantee's internal control structure and/or financial statements within the last two years. 4. Prior audit reports on State funded Program/Project. State Funding: 1. Original Grant Agreement, any amendment(s) and budget modification documents. 2. A list of all bond -funded grants, loans or subventions received from the State. 3. A list of all other funding sources for each Program/Project. Contracts: 1. All subcontractor and consultant contracts and related, if applicable. 2. Contracts between the Grantee, member agencies, and project partners as related to the State funded Program/Project. Invoices: 1. Invoices from vendors and subcontractors for expenditures submitted to the State for payments under the Grant Agreement. 2. Documentation linking subcontractor invoices to State reimbursement requests and related Grant Agreement budget line items. 3. Reimbursement requests submitted to the State for the Grant Agreement. Cash Documents: 1. Receipts (copies of warrants) showing payments received from the State. 2. Deposit slips or bank statements showing deposit of the payments received from the State. 25C-42 Grant Agreement No. 4600011889 Page 32 of 32 3. Cancelled checks or disbursement documents showing payments made to vendors, subcontractors, consultants, and/or agents under the Grant Agreement. Accountinq Records: 1. Ledgers showing receipts and cash disbursement entries for State funding. 2. Ledgers showing receipts and cash disbursement entries of other funding sources. 3. Bridging documents that tie the general ledger to reimbursement requests submitted to the State for the Grant Agreement Administration Costs: 1. Supporting documents showing the calculation of administration costs. Personnel: 1. List of all contractors and Grantee staff that worked on the State funded Program/Project. 2. Payroll records including timesheets for contractor staff and the Grantee's Project Files: 1. All supporting documentation maintained in the Program/Project files. 2. All Grant Agreement related correspondence. 25C-43 State of California Memorandum Date: March 7. 2017 To: Arthur Hinojosa, Chief Division of Integrated Regional Water Management Tracie L. Billington, P.E. Chiefs �q(lt Financial Assistance Branch Sivision of Iar�ed Regional Water Management From: epartment o a r esources California Natural Resources Agency Subject: Approval of Disadvantaged Community (DAC) Involvement Grant Award for the Santa Ana Funding Area A This memorandum requests your approval to award $6.3 million in Proposition 1 DAC Involvement grant funding to the Santa Ana Watershed Project Authority (SAWPA) for the Santa Ana Funding Area proposal titled Disadvantaged Communities Involvement Program. Proposition 1, the Water Quality Supply, and Infrastructure Improvement Act of 2014, was passed by California voters on November 4, 2014, and authorized the Legislature to appropriate $510 million for IRWM, of which not less than 10 percent ($51 million) was allocated for the purposes of ensuring the involvement of DACs, economically distressed areas, and underrepresented communities (collectively referred to as DACs) in IRWM planning efforts. On August 1, 2016, the Department of Water Resources (DWR) issued the final Proposition 1 IRWM Grant Program Guidelines (Guidelines) and DAC Involvement Request for Proposals (RFP). The Guidelines present the general processes that are used by DWR to administer the Grant Program, The RFP contains solicitation -specific information for awarding the $51 million, including delegation of the grant approval authority from the Director to the Chief of the Division of IRWM. For this solicitation, DWR requires a single Funding Area -wide proposal from each of the 12 Proposition 1 Funding Areas. DWR is accepting proposals on an ongoing basis with the goal of awarding all DAC Involvement funds by summer 2017. On November 10, 2016, DWR received the DAC Involvement proposal from SAWPA on the behalf of the Santa Ana Funding Area. DWR reviewed the proposal based on the criteria published in the RFP, and returned comments back to SAWPA on December 22, 2016. Comments included a request for the following information: 1) A letter of support for the proposal from the Santa Ana Regional Water Management Group 2) Additional detail and evidence of the known DAC water management needs 3) A discussion on the barriers encountered when attempting to involve DACs in past activities JUNNAIVI DWR 155 (Rev 7111) 31 Arthur Hinojosa, Chief March 7, 2017 Page 2 4) Additional discussion regarding the criteria that will be developed, as part of the Technical Assistance for Community Needs task, to evaluate DAC projects, plans, and programs 5) Completion of a funding area wide final assessment report 6) Examples to demonstrate the team's ability to successfully and timely complete the proposed activities 7) A basis for the cost estimate of proposed activities SAWPA revised the proposal and submitted an amended proposal to DWR on January 25, 2017, in which most of the information was provided. On February 9, 2017, DWR received a complete basis of cost estimate which completed the amended proposal. The revised proposed addresses DWR comments and therefore, staff recommend the award of grant funds. Attachment 1 presents a brief proposal summary and list of the activities that were included in the final proposal. Following your approval of the award, DWR will send a commitment letter to the grant recipient formally notifying the proposal approval, the grant amount, and conditions that must be met prior to the execution of the grant agreement. Listed below is the relevant fiscal information: Grantee Grant Fund Fund Center General Ledger Amount No. Santa Ana Watershed Project $3,150,000 6083L92016 3860102 006006900 Authority$3,150,000 g066170101 6083L92017 3860102906008000 APPROVED Arthur Hinojosa; i f--- -- Division of Integrated Regional Water Management Date Attachment 1: Proposal Summary 25C-45 Attachment 1 Proposal Summary Proposition 1 Disadvantaged Community Involvement Grant Program Funding Area: Santa Ana Applicant: Santa Ana Watershed Project Authority (SAWPA) Grant Amount: $6.3 million Proposal Title: Disadvantaged Communities Involvement Program Proposal Summary: By geographic area, 28 percent of the Santa Ana River watershed is considered as a Disadvantaged Community (DAC). The Santa Ana River watershed also includes a small area of sovereign tribal land (0.5 percent of the geographic area), some of which qualifies as a DAC. The SAWPA's One Water One Watershed (OWOW) planning efforts (i.e., their IRWM Plan) has identified general water management needs, as well as specific needs in some individual communities. DACs in the watershed cannot afford to invest in the infrastructure or maintenance necessary to meet or sustain their water needs; this is highlighted in the OWOW 2.0 Plan as the largest challenge. Other water management needs in the watershed include climate impacts on water supplies, legacy groundwater and local stormwater pollution, increased water demand through growth, and inadequate or limited understanding between water managers and community members. The Santa Ana Funding Area DAC Involvement Proposal includes exploring the strengths and needs of DAC communities in the watershed, through engagement and education, uncover and share the needs and capacities within the water agencies and communities, and assure integrated water management projects that are supported by communities are made ready for implementation and prioritized in the OWOW Plan Update 2018. Task Description Amount Requested Strengths &Needs Assessment • DACI Technical Advisory Committee (TAC): The TAC will include a representative from each of the program partners and the DAC and Tribal Pillar Chair, and will recruit other members from DACs in the watershed. This group will meet regularly to advise the DACI $143,202 program efforts, and will assist developing community connections. • Disadvantaged Community/Tribal Pillar: SAWPA will assist the Pillar (one of the OWOW topic -based coordination efforts) to convene for workshops approximately five times per year. These workshops will provide opportunities to learn and consider relevant topics, $56,893 including issues of homelessness. The Pillar, through conversation and deliberation, will develop the OWOW Plan Update 2018 chapter about DACs. • Engage Local Elected Leaders: The Local Government Commission (LGC) will lead efforts to interview and/or surveylocal elected leaders who serve DACs. $73,035 • Engage Mutual Water Companies: The California Rural Water Association (CRWA) will engage with mutual water companies throughout the watershed to learn about the strengths $64,884 and needs of these or anizations. • Engage Water Agencies: SAWPA staff will engage with water agencies throughout the watershed to gather and summarize the understanding of strengths and needs of DACs $53,474 within their water service areas. • Community Listening Workshops: The California State University Disadvantaged Community Center (CSU DACC) will conduct community workshops throughout the watershed, during which community members will share their understanding of the water - $g6,843 related strengths and needs of their communily. • Community Water Ethnography of the Santa Ana River Watershed: CSU DACC will lead the writing of the Community Water Ethnography of the Santa Ana River Watershed, a report about social, cultural and water -related strengths and needs of the DACs in the $230,603 watershed. • Homelessness & Water Convening: SAWPA staff and program partners will convene a one -day event to reveal synergies and develop new partnerships between those seeking to $65,588 manage homelessness in the watershed and those en a ed with water management. Engagement/Education 25C-46 Task Description Amount Requested • Tribal Consultation: Building upon past consultation efforts, the Disadvantaged Community/Tribal Pillar Chair, in partnership with SAWPA staff, CRWA and CSU DACC will $200,276 confer with the sovereign tribal communities within the Santa Ana Watershed and the adjacent areas not served by a Regional Water Management Group. • Value of Water/Tap Water Trust: This activity will seek to share the value and safety of tap water within the communities of the watershed. There are negative economic and health $116,580 outcomes from reliance on bottled water that for the Santa Ana watershed can be overcome with a respectful, multi-lingual, and compassionate outreach campaign. • Translation Services: SAWPA will contract for translation services to produce an on -call list $171,833 of in -person meetingand written material translation consultants. • Engagement Best Practices Publications: The Water Education Foundation (WEF) will research and produce a printed publication that will take a broad look at the engagement of $118,617 DACs with water management, with case studies from around the state, including the SAWPA region. • State of the Santa Ana Watershed Conferences: WEF, in partnership with SAWPA, will develop and host two conferences. Both events will in -part focus on the water management $123,075 needs of communities, and the transition to implementation phases, respectively. The funding will support the DAC related aspects of the conferences. • Community Water Education: The CSU DACC will design and host nine DAC water education events, distributed appropriately to serve local DACs throughout the watershed. $107,481 These events will provide learning opportunities for DAC members on how to engage with the water management process in the watershed. • Water Agency Community Engagement Training: Using information garnered during the Strengths & Needs Assessment, the CSU DACC will partner with SAWPA to provide nine DAC oriented trainings to water agencies staff in the watershed. This training will include $156,204 engagement skills and specific knowledge about DACs served by the participating water agencies. • Local Elected Leader Training: LGC will develop and execute nine DAC oriented trainings for local elected leaders and their staff in the watershed. These training sessions will relay the findings of the Strengths & Needs Assessment program element, basic information on $233,035 water management topics, and best practices for helping the DACs they serve, interact with water planning. • Community Engagement Interns Program: This program will support water -related DAC engagement internships for students from the CSU, University of California, and community college campuses of the watershed. The program, administered by the CSU DACC, will $644,091 seek applications from public agencies and environmental or social justice non- governmental organizations for the services of pairs of interns to assist with community engagement or public affairs work related to DACs. Project Development • Technical Assistance (TA) for Community needs: During engagement efforts the program team will learn of projects, plans and programs. Following evaluation of these projects, plans and programs, an appropriate set will receive TA for project engineering services, curriculum development, translation services, and program support. The evaluation of the projects, plans, and programs will follow a set of evaluation criteria to - $3,087,588 be developed by the DACI TAC. This effort may also link to the State Water Resources Control Board's Technical Assistance Program, via the CSU DACC and CRWA which are both statewide TA providers. • OWOW Plan Update 2018: The DAC Involvement program information (or results) will be incorporated in the OWOW Plan. This will include an update to Subchapter 5.11 DAC/Tribal Communities and a general update throughout in reference to DAC engagement best $130,699 practices, maps, and other related materials. This will be a complementary effort to the actions funded the related Proposition 1 IRWM Planning Grant. 25C-47 Task Description Amount Requested • CivicSpark Water Fellows: SAWPA will host two CivicSpark Water Action Fellows each of the three years of the program. The Fellows will support program implementation at SAWPA, completing components of each of the Program Elements. Among their duties, the Fellows $111,000 will support the CSU interns with in-service training, mentorship, coordination, and cohort - building. Contract Administration $313000 Total: $6,300,000 25C-48 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2019 TITLE: APPROVE THIRD AMENDMENT TO SIEMENS MASTER SERVICES AGREEMENT IN THE AMOUNT OF $261,000 FOR ON- GOING CITY-WIDE CAMERA SYSTEMS MAINTENANCE (TOTAL AMOUNT NOT TO EXCEED $1,777,824) CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 11' Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For ,K•�►nl►ir».ic•� /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager to execute the third amendment to the Master Services Agreement with Siemens, Inc., for on -going city-wide camera systems maintenance. The amendment includes additions to the original scope of work for the third and final year of systems maintenance under the Master Services Agreement, and increases the overall agreement amount of $1,516,824 by $261,000, for a new not -to -exceed amount of $1,777,824, subject to non -substantive changes approved by the City Manager and City Attorney. The term of the agreement remains November 9, 2017 through November 8, 2020. DISCUSSION In 2010, the City of Santa Ana contracted with Siemens, Inc. to design and build a complete video security system for the Police Administration Building and the Orange County Civic Center. The Orange County Civic Center (including the Police Administration Building) is located in the center of Santa Ana and is the County Seat, which houses key Federal, State, County, and local government facilities. Since that time, the City's Video Security System has been expanded to include community centers, City parks, the Historic Downtown District, and the Santa Ana Jail. Currently, there are approximately 430 cameras, including 11 Code Blue Help Points that comprise the City's system. Over the past 11 years, the system has expanded from just the Police Department, to City Parks, Downtown, and the Civic Center Plaza. It has demonstrated its value time and again as a critical investigative tool, visual deterrent, and evidentiary resource. Further, it is used by Police Department personnel daily as an effective pro -active policing implement, and has enhanced the public's safety since its implementation in 2008. The Siemens Master Services Agreement also included funding for system maintenance for Fiscal Year 2017-18 (Year 1), and approval for system maintenance for the full term of the agreement (Years 2 and 3), contingent upon funding availability. The maintenance invoices for Years 1 and 2 have been processed, and the City now desires to fund the third and final year of maintenance 25D-1 Third Amendment to Siemens Master Services Agreement March 17, 2020 Page 2 under this Master Services Agreement in the amount of $261,000. The term of the third year of maintenance will be August 1, 2019 to July 31, 2020. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1 - Community Safety, Objective #1 (modernize the Community Policing philosophy to improve customer service, crime prevention and traffic/pedestrian/bicycle safety), Strategy J (partner with downtown business and merchant associations to enhance security measures and provide a safe environment (e.g. video surveillance, additional security and police efforts, etc.)). FISCAL IMPACT Funds for this agreement totaling $261,000 are currently available in the following accounts: Fiscal Year Accounting Unit — Account# Accounting Unit, Account Description Amount FY 2019-20 12514491-62300-19422001182-3498 UASI (FY2018) PD / Civic Ctr. $181,400 FY 2019-20 01114475-62300 SA City Jail Operations $17,500 FY 2019-20 01111150 62300-20160001102-3090 SA Main Library $6,000 FY 2019-20 02710133-62300 Downtown $37,500 FY 2019-20 01113250-62320-20220001102-3090 SA Parks & Rec $18,600 Total $261,000 David Valentin Chief of Police Santa Ana Police Department Lisa Rudloff Executive Director Parks, Rec. and Comm Services Agency Brian Sternberg Library Services Director Library Services Agency APPROVED AS TO FUNDS AND ACCOUNTS: Kathryn Downs, CPA Executive Director Finance and Management Services Agency Steve Mendoza Executive Director Community Development Agency Exhibit. 1. Third Amendment to Siemens, Inc. Agreement 25D-2 Exhibit 1 THIS THIRD AMENDMENT to the above -referenced agreement is entered into on March 17, 2020, by and between Siemens Industry, Inc., a California corporation ("Consultant"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. Whereas, Consultant has provided continuing services to the City since 2010 related to Consultant's unique institutional knowledge, proprietary equipment and technology required to handle the installation and maintenance of this integrated solution that involves several sub- systems they designed, engineered, built, and maintained including work done as set forth to Agreement #A-2015-277; and B. Whereas, the parties entered into Agreement #A-2017-289 ("Agreement") on October 17, 2017, to enhance the video security enhancement program ("Program"), to provide video monitoring services security/surveillance to protect and monitor critical City facilities, infrastructure and provide expanded services to implement, design, install and maintain additional hardware and software for the Program to include new sites, locations and departments as required by the City, and the Agreement is current and in effect; and C. Whereas, the parties entered into a First Amendment to the Agreement (A-2017-289-02) on January 31, 2019, to clarify the scope of work to the Agreement and compensate Consultant for prior necessary services performed for the benefit of the City's security and surveillance systems that did not affect the not to exceed amount of the Agreement; and D. Whereas, the patties entered into a Second Amendment to the Agreement (A-2019-035) on March 5, 2019, to increase the scopes of work related to the Year 2 maintenance for the Program and install camera sub -systems to four (4) additional City parks. The parties also amended the Agreement to include additional funds in the amount of $295,574 to cover the increased services provided by Consultant and allowed for additional time to be added to the Agreement solely to allow Consultant to work with the City to close out projects; and E. Whereas, the parties wish to further amend the Agreement to add the scope of services for the Year 3 maintenance for the Program and increase the compensation amount to cover costs for said services. The Parties therefore agree: Section 1, Scope of Services, is amended to include the attached Exhibit A-7 detailing the additional statement of work for the Year 3 maintenance costs. 2. Section 2.a., Compensation, is amended to read: 2.a. The total amount to be expended for services during the term of this Agreement is increased by $261,000 and shall not exceed $1,777,824. #29133v1Page I oft 25D-3 3. Except as modified by this Third Amendment, all other terms and conditions of the Agreement and any prior amendments, shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Agreement on the date and year first written above. ATTEST: Daisy Gomez Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO Assistant City Attorney RECOMMENDED FOR APPROVAL: David Valentin Chief of Police CITY OF SANTA ANA Kristine Ridge City Manager SIEMENS INDUSTRY, INC.: k By: C-�fn Si t Title: 4jp Jt S T'jtA' #29133v1Page 2 of 2 25D-4 Exhibit A-7 to Third Amendment to Agreement #A-2017-289 SIEMENS October, 22 2019 City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, California 92702-1988 Michael Dietsch Client Executive Southern California City of Santa Ana Security and Surveillance Maintenance Services Agri nt (August 1, 2019 through July 31, 2020) 1. Siemens shall provide the extension of its Maintenan M j Repair and Support Services (Siemens Service Program), at the City o anta e s scope of services document 2. Term shall commence on August 1, 2019 and expir n 31, 2020 and include systems at the following locations (but not limited to a. Santa Ana City Hall, 20 Civic Center PI to Building, 605 Santa Ana Blvd b. Ronald Reagan Federal Courthouse j. Federal Building, 34 Civic Center Plaza Building, 411 West 4th Street City of Santa Ana Jail, 62 Civic Center Plaza c. Santa Ana Police Department, 60 I. Downtown, Parks, Civic Center, Center Plaza Communications and Camera Systems d. Santa Ana Library, 26 Civi a la (Code Blue/ Cameras) e. Santa Ana Civic Center a, I m. Roosevelt Community Center street lights (7) n. Garfield Community Center f. Orange County h e 1 W. Santa o. Madison Park Ana Boule%ard p. Chepas Park g. RobertTho B 10 Civic Center Plaza q. Santa Anita Park h. Everest g Santa Ana Blvd . Windsor Park s (� . Memorial Park 3. erv' s ement shall provide Software Maintenance Agreements (SMA) for the fo win pplications: a. ilestone XProtect Software Upgrade Program (SUP) b. Sureview Immx Software Annual Support and Maintenance (ASM) c. Hiperwall Software Maintenance Agreement (SMA) d. Health Monitoring SaaS Maintenance Agreement (SMA) e. Lexray User Licenses (subscription) 4. Services agreement shall provide extended warranty "repair and replacement" coverage for the following systems and components: Unrestricted SOW Page I 1 25D-5 SIEMENS Michael Dietsch Client Executive Southern California a. Milestone XProtect system i. Servers (7) b. Hiperwall Video Wall i. Servers ii. Workstations (5) iii. Network switches (2) iv. Monitors (10) c. Sureview lmmx i. Server d. All Siemens installed and connected cameras (304) to City Mileston pro tem e. Power Supplies f. Encoders g. Siemens supplied network switches Qi i. Cisco ii. HP h. Communication Radios i. Ubiquiti ii. Bridgewave iii. Siklu i. All connections and misc cabling ded ens. 5. Services agreement shall provide prev 've tenance services on a quarterly basis for the following systems: a. Test and Inspection i. Cameras (206 ii. Encoders iii. Radios iv. Ante v..P pli vi.7titetw Eakioment it eras (206) ,ii. ower supplies iii. Antennas Preventative Maintenance (Test and Inspect): Siemens shall provide quarterly inspections and testing on all covered equipment. Based on any abnormal findings, Siemens technicians will be authorized to replace parts or alter settings and programming to optimize the systems. All findings shall be provided in a quarterly report to the client. Siemens shall maintain quarterly reports, as part of client services program portfolio. Siemens will provide all system software updates, as part of annual preventative maintenance visits. All software updates are provided at Unrestricted SOW Page 12 25D-6 SIEMENS Michael Dietsch Client Executive Southern California no additional cost, with the valid software maintenance programs (included in this program). All items included in this service shall be clearly delineated in the scope of work document. Siemens excludes the test, inspection and cleaning of SA Jail cameras. Extended Warranty (Repair and Replace): Siemens shall provide added warranty coverage for the identified components of the clients system. Repair and replacement of worn, failed and malfunctioned equipment will be provided during normal business hours, witil.,ext day service response coverage times. Should the component be of critical or of an em cy nature, Siemens shall provide 4 hour response in diagnosing of issue and beginning re ess. Siemens may provide temporary replacement from back -stock, if availabl St ens es not include back -stock equipment as part of this service. All afterhour�in wee ervices are covered under this agreement, when required. Systems Integrity/ Compliance Monitoring and Di, realtime 24/7 monitoring of system components edge network components). Health monitoring of State mandated archiving requirements. Siemens ul ability, uptime, optimized configurations of hardwan ing that reduces life cycle costs to the system o 'nJW. iemens to provide and ge, core network and is critical to the maintenance of N@rk monitoring to maintain reli- kware, and for diagnostic report - Video Archiving Warranty: Siemens top ide�julM storage for maintaining compliance with California Government Code 34090. to orage will be managed by Siemens on project by project basis. Diagnostic Re&se p v de data reports in support of storage calculations on quarterly basis and will b APD system manager. ClarificationsExclusions: - Siemens pric Cass ecution of preventative maintenance and cleaning services to be Derfor2i lda normal business hours. • Sle lex al equipment not supplied and installed by Siemens, unless explicitly t thl pe of work. Such items may include (but not limited to) Cisco Network s ided by others, Promise storage arrays, servers and workstations not included in cove ge material list. Siemens has extended warranty on Siemens to equipment. • Slem Integrity/Compliance Monitoring and Diagnostic Reporting service is provided utilizing Siemens' cloud -based services. All software and hardware is maintained by Siemens. • Siemens excludes all foliage control, as may be required for radio communication. • All permits and submittals to city, or local AHJ, are by others and excluded from this scope of work. Unrestricted SOW Page 13 25D-7 SIEMENS Michael Dietsch Client Executive Southern California • SA Jail test, inspection and cleaning is excluded from base services. All equipment is covered by repair and replace services. • Siemens maintains HP OEM Partner status, Milestone Platinum Partner status and Cisco Gold Certified status. Service and maintenance is executed by appropriately trained service engineers. • Siemens requires signed agreement or acceptable client Purchase Order, prior to all work commencement, including parts acquisition or project mobilization. • Services is limited to equipment and licensing provided by Siemens, per site on. All equipment supplied, installed or programmed by 31 party is excluded fro described. it City of Santa Ana Security and Surveillance Mainten a Sex (August 1, 2019 through July 31, 2020).................... ..... ................$ 261,000.00 Santa Ana PD Systems Backbone (Storage, SMA, and t1 icns): $ 156,000.00 Santa Ana Civic Center Systems: $ 2SA00.00 Santa Ana Main Libr $ 6,000.00 Santa Ana Downtown District: $ 37,500.00 Santa Ana Jail: $ 17 500.00 Garfield Community Center: $ 6,100.00 Roosevelt Walker Community Center 0 /31/2020 Extended Warranty' Madison Park: $ 12,500.00 Che as Park 6/27/2020 to 7 3 2 Extended Warranty Santa Anita Park (7/112/2020497ft�Oft Extended Warranty Windsor. Excluded' Memorial: Excluded' Jerome: Excludedl Sr. Client SIEMENS MBu.,,iy fi-u'k irect: (619) 865-7609 1 Siemens Industry, Inc. ' Siemens shall include warranty services through 7/31/2020 at no additional charge ' Excluded from services agreement. Location may be under construction or under warranty for the duration of the agreement term. Site shall be added to subsequent agreements. Unrestricted SOW Page 14 25D-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: ADOPT RESOLUTIONS ACCEPTING GRANT FUNDS FROM THE STATE COASTAL CONSERVANCY FOR SANTIAGO PARK PHASE I CONSTRUCTION IN THE AMOUNT OF $1,000,000 AND SANTIAGO PARK PHASE II DESIGN IN THE AMOUNT OF $250,000 AND APPROVE AN APPROPRIATION ADJUSTMENT CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO Is/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Adopt resolution accepting grant funds from the State Coastal Conservancy for Santiago Park Phase I Construction in the amount of $1,000,000. 2. Adopt resolution accepting grant funds from the State Coastal Conservancy for Santiago Park Phase 11 Design in the amount of $250,000. 3. Approve an appropriation adjustment to recognize $1,250,000 in grant revenue from the State Coastal Conservancy and appropriate $1,250,000 into the corresponding expenditure account to implement the two projects in the Parks, Recreation and Community Services Agency (PRCSA) Capital Grant Fund. DISCUSSION On July 30, 2019, the City of Santa Ana, Parks, Recreation and Community Services Agency (PRCSA) submitted two applications to the State Coastal Conservancy for the following projects: Santiago Park Gashouse — Grant Request $1,000,000 This project develops the undeveloped area north of the old gashouse between Valencia Street and the restroom. Scope of work will include picnic area, park walking/jogging path, renovation of restroom and gashouse, amphitheater, security lighting, irrigation, landscape, and removal of Valencia Street. The total project cost is $2,030,000. There is $1,030,000 of funding identified in Acquisition and Development and In -Lieu funds for this project. Those funds along with the grant award of $1,000,000 will fully fund this project forward. Indirect/Overhead costs are not funded by the grant. 55A-1 Adopt Two Resolutions Accepting Grant funds from the State Coastal Conservancy and Approve an Appropriation Adjustment March 17, 2020 Page 2 2. Santiago Main Street Entry — Grant Request $250,000 This project is to prepare design plans for Santiago Park from Main Street entrance to restroom and playground. Total design cost $250,000. Indirect/Overhead costs are not funded by the grant. In October 2019, the State notified the City regarding the grant awards. As a requirement of the grant, the City is to adopt resolutions (Exhibit 1 and 2) accepting the grants, acknowledging the availability of funds to complete the projects, agreeing to the terms of the grants, and designating officers and/or employees to act as representatives to complete grant requirements and documentation. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 - Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets). FISCAL IMPACT An appropriation adjustment to recognize revenue and appropriate funds to the respective accounts is shown below. The ongoing maintenance costs for each project are estimated at $15,000420,000 per year. Fiscal Year Accounting Unit- Account # Fund Description Accounting Unit, Account Description Amount FY 19-20 16113002-52025 PRCSA Santa Ana River Conservancy $1,250,000 Capital Program, Grants State Grants -Direct FY 19-20 16113263-66220 PRCSA Santa Ana River Conservancy $1,250,000 Capital Program, Improvements Other Grants Than Building APPROVED AS TO FUNDS AND ACCOUNTS: Lisa Rudloff Kathryn Downs, CPA Executive Director Executive Director Parks, Recreation, and Community Finance and Management Services Agency Services Agency Exhibits: 1. Resolution: Santiago Park Phase I Construction 2. Resolution: Santiago Park Phase II Design 55A-2 Exhibit 7 LR 3/17/20 RESOLUTION NO. 2020-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ACCEPTING A GRANT FROM THE STATE COASTAL CONSERVANCY FOR IMPROVEMENTS TO SANTIAGO PARK IN THE AMOUNT OF $1,000,000 AND AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AGREEMENTS OR AMENDMENTS THERETO THAT MAY BE NECESSARY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: WHEREAS, the State Coastal Conservancy ("Conservancy") has certain grant funds available to help achieve goals of the Santa Ana River Conservancy Program, including recreational opportunities and trails, wildlife habitat and species restoration, enhancement and protection. In addition, the Conservancy may undertake projects for public access to, enjoyment of, and enhancement of recreational and educational experience on program lands in a manner consistent with the protection of land and natural resources and economic resources in the area; WHEREAS, the City's Parks, Recreation and Community Services Agency submitted an application for these grants funds to make improvements to the City's Santiago Park. WHEREAS, the City was notified that it has been selected for a grant award, by the Conservancy, not to exceed $1,000,000 for constructing improvements to a one - acre portion of Santiago Park. The project includes planting of native riparian landscaping and installation of a drip irrigation system; renovation of the old gashouse for use as a refreshment concession for park patrons during events at the park; installation of natural rustic amphitheater; installation of new play equipment; biking and hiking trail improvements; installation of park security lighting; and removal of Valencia Street to improve pedestrian circulation and ADA access into the park ("Gashouse Project"); WHEREAS, the total cost for the Gashouse Project will be $2,030,000. In addition to the grant funds from the Conservancy, the City's Parks, Recreation & Community Services Agency has set aside $1,030,000 of funding to complete the Gashouse Project; and WHEREAS, the Conservancy requires as a condition precedent to commencement of the project and disbursement of the funds that the City Council adopt a resolution designating positions whose incumbents are authorized to negotiate and #29230v2 55A-3 Resolution No. 2020-XXX Page 1 of 3 Exhibit 7 execute the grant agreement and any amendments to it on behalf of the grantee (i.e., the City). Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares that the City of Santa Ana hereby accepts the award of grant funds from the Conservancy in an amount not to exceed $1,000,000 for improvements to City's Santiago Park. Section 2. The City Council of the City of Santa Ana hereby authorizes the City Manager on terms acceptable to the City Attorney, to execute any documents that are necessary to accept the grant award described herein from the Conservancy including but not limited to negotiating and executing the grant agreement and any amendments thereto on behalf of the City; Section 3. This Resolution shall take effect immediately upon its adoption by the City Council and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this 17th day of March, 2020. Miguel A. Pulido Mayor APPROVED AS TO FORM: SoniapR. Carvalho, City Attorney Laura A. Rossini Senior Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Resolution No. 2020-XXX 55A-4 Page 2 of 3 Exhibit 7 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on March , 2020. Date: Clerk of the Council City of Santa Ana --1e230� 1 55A-5 Resolution No. 2020-XXX Page 3 of 3 Exhibit 2 LR 3/17/20 RESOLUTION NO. 2020-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ACCEPTING A GRANT FROM THE STATE COASTAL CONSERVANCY FOR PREPARATION OF A DESIGN AND ENGINEERING SPECIFICATION PLAN FOR IMPROVEMENTS TO SANTIAGO PARK IN THE AMOUNT OF $250,000 AND AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND EXECUTE ANY AGREEMENTS OR AMENDMENTS THERETO THAT MAY BE NECESSARY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: WHEREAS, the State Coastal Conservancy ("Conservancy") has certain grant funds available to help achieve goals of the Santa Ana River Conservancy Program, including recreational opportunities and trails, wildlife habitat and species restoration, enhancement and protection. In addition, the Conservancy may undertake projects for public access to, enjoyment of, and enhancement of recreational and educational experience on program lands in a manner consistent with the protection of land and natural resources and economic resources in the area; WHEREAS, the City's Parks, Recreation and Community Services Agency submitted an application for these grants funds to make improvements to the City's Santiago Park. WHEREAS, the City was notified that it has been selected for a grant award, by the Conservancy, not to exceed $250,000 for preparation of a design and engineering specification plan for improvements to the Main Street entrance to Santiago Park, potentially including separate bicycle and pedestrian trails, viewing decks adjacent to Santiago Creek, interpretive signage, benches, security lighting, drought tolerant landscaping and drip irrigation, and other park improvements as deemed feasible as part of the design process; and WHEREAS, the Conservancy requires as a condition precedent to commencement of the project and disbursement of the funds that the City Council adopt a resolution designating positions whose incumbents are authorized to negotiate and execute the grant agreement and any amendments to it on behalf of the grantee (i.e., the City). Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares that the City of Santa Ana hereby accepts the award of grant funds from the Conservancy in an amount not to exceed $250,000 for preparation of design and engineering specification plan for improvements to City's Santiago Park. #29230v2 55A-6 Resolution No. 2020-XXX Page 1 of 2 Exhibit 2 Section 2. The City Council of the City of Santa Ana hereby authorizes the City Manager on terms acceptable to the City Attorney, to execute any documents that are necessary to accept the grant award described herein from the Conservancy including but not limited to negotiating and executing the grant agreement and any amendments thereto on behalf of the City; Section 3. This Resolution shall take effect immediately upon its adoption by the City Council and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this 17th day of March, 2020. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: kwAo-" A . R Laura A. Rossini Senior Assistant City Attorney AYES: NOES: ABSTAIN Councilmembers Councilmembers Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on March , 2020. Date: Clerk of the Council City of Santa Ana Resolution No. 2020-XXX 55A-7 Page 2 of 2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE ADOPT A RESOLUTION FOR THE EXTENSION OF CONDITIONAL USE PERMIT NO. 2017-29 AND VARIANCE NO. 2017-07 FOR THE HAMPTON INN HOTEL TO BE LOCATED AT 2129 NORTH MAIN STREET /s/ Kristine Ridge CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ rK•�rnum�.ic. FILE NUMBER RECOMMENDED ACTION Adopt a resolution approving a one-year extension of Conditional Use Permit No. 2017-29 and Variance No. 2017-07 to February 20, 2021 for the Hampton Inn Hotel to be located at 2129 North Main Street. DISCUSSION On February 20, 2018, the City Council affirmed the Planning Commission's decision to approve a conditional use permit and a variance fora new six -story, 135-room Hampton Inn Hotel at 2129 North Main Street. Specifically, the conditional use permit was to allow a hotel in the Community Commercial — Museum District (C1-MD) zoning district, while the variance was to allow a reduction in parking, setbacks, wall height, and signage. Due to difficulties in securing financing for hospitality projects such as the proposed hotel, the applicant has been unable to move forward with the permitting for the new hotel development. Pursuant to Section 41-647 of the Santa Ana Municipal Code (SAMC), entitlements such as conditional use permits and variances automatically become void should the property owner fail to institute an action to comply with the provisions of the entitlements within two years of its approval. This section of the code also allows the property owner to request an extension of the entitlement up to a period of three years from the date of expiration, which the applicant applied for on February 20, 2020. The applicant has completed the plan check process, with permits able to be issued once the applicant pays the necessary City fees. As a result, the applicant would like to maintain the entitlements and is requesting a one-year extension of the conditional use permit and variance. Since the applicant is expecting to obtain building permits later this year, the Planning Division recommends that the entitlements for the development be extended by a period of one year from the date of City Council approval to February 20, 2021 55B-1 Extension of Conditional Use Permit No. 2017-29 and Variance No. 2017-07 2129 North Main Street March 17, 2020 Page 2 ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act (CEQA), the approval of the time extension is exempt from CEQA per Section 15061 (b)(3). This determination has been made as it has been determined that the proposed action will not cause a significant effect on the environment. 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) and Objective #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. Minh Thai Executive Director Planning and Building Agency VF:vf vtreports\Hampton Inn Hotel extension.cc Exhibit: 1. Resolution 55B-2 LS 3.17.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA FOR A ONE YEAR EXTENSION OF CONDITIONAL USE PERMIT NO. 2017-29 AND VARIANCE NO. 2017-07 FOR THE HAMPTON INN HOTEL DEVELOPMENT TO BE LOCATED AT 2129 NORTH MAIN 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. On February 20, 2018, the City Council affirmed the Planning Commission's recommendation to approve Conditional Use Permit No. 2017-29 and Variance No. 2017-07 to allow the development of a six -story, 135-room hotel development at 2129 North Main Street. On February 20, 2020, the applicant requested an extension of the entitlements. B. Due to difficulties in securing funding for hospitality projects such as the proposed hotel, the applicant has been unable to move forward with the development and is requesting an extension for the conditional use permit and variance. It is the Planning Division's policy to recommend no more than one-year extensions, mainly in an effort to encourage the construction of previously approved projects. C. Upon the securing of funding for the project, the applicant intends to obtain all necessary building permits for the project. The plans for the project have completed the plan check phase of development and are ready for permit issuance. The applicant expects to obtain permits and start construction later this year. D. Pursuant to City of Santa Ana Municipal Code Section 41-647, where construction does not commence, these types of entitlements expire after two (2) years unless the applicant applies for, and the City Council approves, an extension. E. The extension request came before the City Council on March 17, 2020, F. In accordance with the California Environmental Quality Act (CEQA) and the CEQA Guidelines, the extension for this project is exempt pursuant to Section 15061(b)(3). This determination has been made as it has been Resolution No. 2020-xx 55B-3 Page 1 of 3 determined that the proposed action does not have the potential to cause a significant effect on the environment. Section 2. Conditional Use Permit No. 2017-29 and Variance No. 2017-07 are each hereby extended for a period of one (1) year from the date of the original City Council approval to February 20, 2021. This decision is based upon the evidence submitted, which includes, but is not limited to, the Request for Council Action dated March 17, 2020, and exhibits attached thereto, and any public testimony, all of which are incorporated herein by this reference. Section 3. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this _ day of March, 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Bye Lisa Storck Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT: Councilmembers Councilmembers Councilmembers Councilmembers Miguel A. Pulido Mayor Resolution No. 2020-xx Page 2 of 3 55B-4 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020- to be the original resolution adopted by the City Council of the City of Santa Ana on 2020. Date: Clerk of the Council City of Santa Ana Resolution No. 2020-xx 55 B-5 Page 3 of 3 RESOLUTION NO. 2020-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA PROCLAIMING A LOCAL EMERGENCY REGARDING NOVEL CORONAVIRUS (COVID-19) WHEREAS, the federal Centers for Disease Control and Prevention ("CDC') has confirmed multiple cases of individuals who have severe respiratory illness caused by a novel coronavirus, called COVID-19, as well as deaths caused by this illness; and WHEREAS, the World Health Organization declared COVID-19 a public health emergency of international concern, and the CDC announced that community spread of COVID-19 is likely to occur in the United States; and WHEREAS, on January 31, 2020, the United States Department of Public Health and Human Services Secretary Alex Azar declared a public health emergency for COVID-19 beginning on January 27, 2020; and WHEREAS, on February 26, 2020, the County of Orange declared a local emergency and a local health emergency to prepare for COVID-19 and to better leverage resources in order to prepare for its staffing needs and greater agency coordination while allowing for future reimbursement for County activities by state and federal governments in the event of a COVID-19 outbreak in Orange County; and WHEREAS, on March 4, 2020 California Governor Newsom declared a State of Emergency to make additional resources available, formalize emergency actions already underway across multiple state agencies and departments, and help the state prepare for broader spread of COVID-19; and WHEREAS, on March 11, 2020, California Governor Newsom issued Executive Order N-25-20 which ordered all residents to heed any orders and guidance of state and local public health officials, including but not limited to the imposition of social distancing measures, to control the spread of COVID-19; and WHEREAS, on March 13, 2020, the President of the United States declared a national emergency in response to COVID-19; and WHEREAS, on March 15, 2020, Governor Newsom issued an additional Executive Order asking senior citizens to isolate themselves and calling for all bars, wineries, nightclubs and brewpubs to close and restaurants to reduce occupancy by half: and WHEREAS, the imminent and proximate threat of introduction of COVID-19 in the City of Santa Ana threatens the safety and health of City residents; and Resolution No. 2020-XXX Page 1 of 5 55C-1 WHEREAS, California Government Code Section 8630 and City of Santa Ana Municipal Code section 2-404A empower the City Council to proclaim the existence of a local emergency to protect and preserve public welfare when the City is affected or likely to be affected by a public calamity; and WHEREAS, a declaration of a local emergency will assist in a coordinated public health response to reduce transmission and illness severity, provide assistance to health care providers, coordinate and mitigate public services that may be disrupted from this emergency, and mitigate any other effects of this emergency on the citizens of the City; and WHEREAS, Government Code section 8630 generally requires the City Council to review the need for continuing the local emergency at least every sixty (60) days, but as part of Governor Gavin Newsom's March 4, 2020 Declaration of a State of Emergency in California due to COVID-19, this provision has been waived for the duration of the statewide emergency, allowing the City to maintain its emergency in place until terminated by the City Council, and Santa Ana Municipal Code Section 2- 404A shall be similarly waived; and WHEREAS, the City Council desires to declare a local emergency. NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of Santa Ana hereby finds, determines and declares as follows that: Section 1. Pursuant to California Government Code section 8630 and City of Santa Ana Municipal Code section 2-404A, the City Council hereby finds and proclaims a local emergency caused by conditions or threatened conditions of COVID-19 in the City of Santa Ana, which constitutes an extreme peril of health and safety of persons within the territorial limits of the City. Section 2. The local emergency shall be deemed to continue to exist until its termination is proclaimed by the City Council. Section 3. The City Manager, acting as the Director of Emergency Services, is hereby authorized to furnish information, to promulgate orders and regulations necessary to provide for the protection of life and property pursuant to California Government Code section 8634 and Santa Ana Municipal Code section 2-404A, to enter into agreements and to take all actions necessary to obtain State emergency assistance to implement preventive measures to protect and preserve the residents of the City within the scope of the local emergency hereby declared. Section 4. Pursuant to California Penal Code section 396, upon and for a period of 30 days following the proclamation of the local emergency hereby declared, it is unlawful for any person or business of the City of Santa Ana to sell or offer to sell consumer food items or goods and other goods or services for a price of more than 10% greater than the price charged by that person or business for those goods or services Resolution No. 2020-XXX Page 2 of 5 55C-2 immediately prior to the proclamation of emergency. This statute also authorizes the City Council to extend these price controls for additional 30-day periods as needed to protect the lives, property or welfare of the citizens. However, the Governor's State of Emergency waived the time limitation as it relates to emergency supplies and medical supplies and those price -gouging protections shall remain in effect through September 4, 2020. Section 5. The City Council further orders that: A. Pursuant to Santa Ana Municipal Code section 2-404C, the City Manager or Director of Emergency Services pursuant to Santa Ana Municipal Code section 2-402C1 is authorized to extend any and all agreements and contracts, regardless of dollar value, that may expire during the local emergency called pursuant to this Resolution and which are immediately necessary for the continuing operation of City services or to protect the life and property of the residents of the City. Such extension shall not exceed sixty (60) days after the end of the local emergency. All contracts or agreements extended pursuant to this Resolution will be presented in a report to the City Council at the first meeting after termination of the local emergency. B. The City Manager or Director of Emergency Services pursuant to Santa Ana Municipal Code section 2-402C1 is authorized to set the hours of City Hall and all other City buildings, including but not limited to, the Police Department, Community Centers, and Public Libraries during the local emergency including but not limited to closing City Hall, closing City Hall to all non -essential employees, and/or authorizing employees to tele-commute or work from home. C. Consistent with Santa Ana Municipal Code section 2-404A, the City Manager shall have executive authority, during this local emergency, over fiscal and administrative matters, including but not limited to making decisions concerning: 1) the collection or waiver of late charges or fees for any City -provided service; 2) the shut-off and extension of any City -provided utilities; 3) direction to staff concerning the issuance of citations or enforcement of parking violations and the waiver thereof based on demonstration of hardship; and 4) employee use of leave balances outside of MOU provisions if employees are experiencing hardships related illness or providing care to family members. Resolution No. 2020-XXX Page 3 of 5 55C-3 D. If the State of California does not, within 72 hours from the adoption of this Resolution, provide eviction relief during this local emergency for residential tenants, City staff shall prepare and produce for the Council's consideration an urgency ordinance to provide such eviction relief. E. City staff is directed to monitor and consult with state and federal officials and express support for the protection of business owners from foreclosures and creditors and to bring to the Council's attention any actions that can be taken in furtherance of such protections. F. City staff shall consistently communicate with the Council and the public frequently through a variety of measures to re -assure the public and keep everyone informed of measures taken to protect public health and safety. Section 6. During the existence of said local emergency, the powers, functions, and duties of the emergency organization of the City shall be those prescribed by state law, City Charter, ordinances, and resolutions of this City of Santa Ana. Section 7. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of Council shall attest to and certify the vote adopting this Resolution. ADOPTED this _ day of March, 2020. APPROVED AS TO FORM: SONIA R. CARVALHO CITY ATTORNEY AYES Councilmembers NOES: Councilmembers Miguel A. Pulido Mayor Resolution No. 2020-XXX Page 4 of 5 55C-4 ABSTAIN: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Daisy Gomez, Clerk of the Council do hereby attest to and certify the attached Resolution No. 2020-OXX to be the original resolution adopted by the City Council of the City of Santa Ana on March _, 2020. Date Daisy Gomez Clerk of the Council City of Santa Ana Resolution No. 2020-XXX Page 5 of 5 55C-5 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: APPROVE ISSUANCE OF THE DRAFT SOLID WASTE SERVICES REQUEST FOR PROPOSALS, APPROVE A ONE-YEAR EXTENSION OF THE SOLID WASTE SERVICES AGREEMENT WITH WASTE MANAGEMENT, AND AUTHORIZE A PROPOSITION 218 PROCESS /s/ Kristine CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER RECOMMENDED ACTION 1. Approve issuance of the Draft Solid Waste Services Request for Proposals to maintain the established implementation timeline, subject to non -substantive changes. 2. Authorize the City Manager to execute the second amendment to the fourth amended and restated agreement with Waste Management for collection and handling of solid wastes generated, produced, and/or accumulated in the City of Santa Ana, approving a one-year extension from June 30, 2021 to June 30, 2022, subject to non -substantive changes approved by the City Manager and City Attorney and including alternate programming for green waste diversion to maintain compliance with State legislation. 3. Authorize and direct staff to prepare all required documents necessary to proceed with notification of proposed refuse rate adjustments in compliance with Proposition 218 requirements, including, but not limited to, the following: a) Prepare and mail proposed rate adjustment notices to all Santa Ana property owners with cart service in compliance with Proposition 218 requirements at cost not to exceed $20,000; b) Schedule a public hearing at a future Council meeting, on or after May 19, 2020; c) Prepare all other documents required to proceed with proposed refuse rate adjustments. DISCUSSION The City's agreement for collection and handling of solid waste with Waste Management (WM) is due to expire on June 30, 2021. The Public Works Agency and its consultant, HF&H Consultants, LLC (HF&H), have developed a draft Request for Proposals for City solid waste services that will provide appropriate refuse collection and disposal for Santa Ana that considers recycling trends and compliance with State legislation 60A-1 Approve Issuance of the Solid Waste Services RFP, One-year Extension of the Solid Waste Services Agreement with Waste Management, and Authorize Prop 218 Process March 17, 2020 Page 2 Request for Proposals The draft Request for Proposals (RFP) is attached for review and approval (Exhibit 1). The following summarizes the current and proposed new services/components in the RFP scope: Residential Current Services • Three -cart program • Curbside bulky item collection • Up to 300 40-yard containers annually for City -sponsored neighborhood clean-ups Additional Services • Curbside used oil and filter collection • Curbside universal waste collection • Sharps disposal • Compost giveaways and shredding events • Expanded curbside bulky item collection • Curbside organics collection program to comply with SB 1383 Commercial, Multi -family, and Industrial Current Services • Commercial, multi -family, and industrial collection services • Recycling at a cost savings • Bulky item collection for a fee Additional Services (Required to Meet State Mandates) • Establish programming to comply with AB 939 Integrated Waste Management Act • Establish programming to comply with AB 341 Mandatory Commercial Recycling • Establish programming to comply with AB 1826 Mandatory Organics Recycling • Establish programming to comply with SB 1383 Short-lived Climate Pollutants • Establish programming to comply with Future State mandates Other Services Current Services • Every -other -week alley clean-ups • Clean-ups after garage sale weekends • Grant administration • Public education and outreach Additional Services • Weekly alley clean-ups • Small battery recycling collection at City facilities • Dedicated Recycling Coordinator/s • Construction and demolition services option 60A-2 Approve Issuance of the Solid Waste Services RFP, One-year Extension of the Solid Waste Services Agreement with Waste Management, and Authorize Prop 218 Process March 17, 2020 Page 3 One -Year Extension The one-year extension with WM, from July 1, 2021, to June 30, 2022, accommodates an expanded RFP process timeline. This timeline will provide four months for proposal preparation, which for a city the size of Santa Ana, is adequate. Proposal evaluation and interviews will be conducted over a six-month period allowing sufficient time considering the intricacies of proposals and the unknown number of proposers. Most importantly, this expanded timeline is recommended due to purchasing impacts in the manufacture and delivery of the new trucks and carts, which are required in the RFP. Markets have seen an extended delivery time, as other municipalities prepare for compliance with new legislation. The extension also addresses the requirements of Assembly Bill 1594 (AB 1594). Effective January 1, 2020, AB 1594 eliminated diversion credit for green waste sent to County landfills as Alternative Daily Cover (ADC). Previously, WM delivered green waste collected from the City's customers to the Tierra Verde Industries green waste processing facility for grinding and transfer to the Orange County Landfill System for use as ADC. WM provided this service at no charge to customers, and the City received diversion credit. Under the new requirements of AB 1594, WM will continue to deliver green waste to Tierra Verde, however the material will be composted, providing the City with diversion credit to maintain compliance with State mandates. WM will provide this service at no cost to ratepayers through June 30, 2020. Upon successful completion of a Proposition 218 process, a rate adjustment of $1.90 per residential unit per month will occur effective July 1, 2020. A second rate adjustment of $1.50 per residential unit per month will occur effective July 1, 2021. The total two-year rate adjustment for this service equals $3.40 per residential unit per month. The City continues to retain the right to choose the location for the delivery of green waste and that the rate paid by the ratepayer will be reduced or increased accordingly, based on transportation and processing costs. Rate Design In recent years, the legal requirements surrounding solid waste service providing agencies rate setting in California have evolved. Namely the courts have made rulings with respect to California Constitution Article XIII C and D (commonly known as Proposition 218) that have created a higher "cost of service" standard for rate setting than has historically been practiced by public agencies. Simply put, the burden of proof is on agencies to demonstrate that all aspects of refuse rates are directly proportionate to the cost of providing service. This means aligning fixed revenue (fixed charges) with fixed costs. The proposed refuse rate increases for curbside cart service are structured to directly align with the refuse utility's (WM) increased cost for composting green waste. Refuse rates for cart customers are proposed to be fixed for all curbside customers. This cost increase is a direct pass - through to ratepayers. The proposed rate revenue adjustments outlined below support the cost of composting green waste to maintain compliance with State mandates: 60A-3 Approve Issuance of the Solid Waste Services RFP, One-year Extension of the Solid Waste Services Agreement with Waste Management, and Authorize Prop 218 Process March 17, 2020 Page 4 Implementation Date Increase Amount" July 1, 2020 $1.90 July 1, 2021 $1.50 'These amounts do not consider the standard annual CPI adjustment in the solid waste agreement with WM and the Waste Disposal Agreement with County of Orange. Typical Bill Impact The financial impact of the proposed revenue adjustments on the typical customer was carefully evaluated. The typical bill of a curbside cart customer will be increased by $1.90 per month, effective July 1, 2020, and increased by an additional $1.50 per month effective July 1, 2021. These rate increases are based on actual cost of service. When compared to neighboring cities, the typical Santa Ana customer will continue to pay a similar amount, on average, for curbside cart service as compared to its neighboring cities such as Garden Grove, Brea, Fullerton and Yorba Linda. Staff recommends approval of the Draft Solid Waste Services Request for Proposals to maintain the Solid Waste Services Implementation Timeline (Exhibit 2), approval of the one-year extension of the Solid Waste Services agreement with WM that includes alternate programming for green waste diversion to maintain compliance with State legislation (Exhibit 3), and approval to prepare all required documents necessary to proceed with notification of proposed refuse rate adjustments, in compliance with Proposition 218 requirements. STRATEGIC PLAN ALIGNMENT Approval of these items support the City's efforts to meet Goal #4 - City Financial Stability, Objective #1 (maintain a stable, efficient and transparent financial environment). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. However, increased recycling activity will divert materials from the landfill, thus extending the life of the landfill system and recovering valuable recyclable resources. FISCAL IMPACT To cover costs incurred for preparing and mailing the Proposition 218 notices, $20,000 has been budgeted and is available for expenditure in Fiscal Year 2019-20 in the Refuse Enterprise as follows: FISCAL ACCOUNTING ACCOUNTING UNIT, YEAR UNIT -ACCOUNT FUND DESCRIPTION ACCOUNT DESCRIPTION AMOUNT # Refuse Collection Service, 06917640- Refuse Collection FY 2019-20 Miscellaneous Operating $20,000 63001 Service Expenses TOTAL: $20,000 60A-4 Approve Issuance of the Solid Waste Services RFP, One-year Extension of the Solid Waste Services Agreement with Waste Management, and Authorize Prop 218 Process March 17, 2020 Page 5 APPROVED AS TO FUNDS AND ACCOUNTS: Nabil Saba, PE Kathryn Downs, CPA Acting Executive Director Executive Director Public Works Agency Finance and Management Services Agency NS/MLM/CK Exhibits: 1. Draft Solid Waste Services RFP 2. Solid Waste Services Implementation Timeline 3. Second Amendment of the Solid Waste Services agreement with Waste Management 60A-5 EXHIBIT 1 DRAFT THE CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/ OR ACCUMULATED IN THE CITY OF SANTA ANA Draft, March 9, 2020 The City of Santa Ana is requesting proposals for collection, transportation, recycling, and disposal of residential and commercial solid waste, recyclables, and organic waste. The Request for Proposals ("RFP") package can be obtained through PlanetBids at https: / / www.Plane tbids.com/ portal/ portal.cnn? CompanyID=20137.c om. A Pre -Proposal conference will he held at 2:00 p.m. on April 9, 2020 at the City of Santa Ana Ross Annex, Room 1600, 1st Floor, located at 20 Civic Center Plaza, Santa Ana, CA. Proposals will be received until 4:00 p.m. on June 19, 2020. Proposals must be delivered to the attention of Christy Kindig at 20 Civic Center Plaza, Santa Ana, California 90260. • 1 M THE CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA DRAFT, March 9, 2020 Prepared by: (m HF&H Consultants, LLC 19200 Von Karman, Suite 360 Irvine, CA 92612 Telephone: 949/ 251-8628 60A-7 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA TABLE OF CONTENTS SECTION I -INTRODUCTION.................................................................................................I SECTION II - CURRENT SERVICE DATA SECTION III - PROPOSED SERVICE REQUIREMENTS 8 10 Residential Collection Service Requirements (Residential Curbside Service Units) ..................10 Commercial Collection Service Requirements (Including Multi -Family Properties of 3 or MoreUnits)............................................................................................................................................11 City Government Operations.............................................................................................................13 CommunityServices............................................................................................................................14 OptionalServices..................................................................................................................................14 SECTION IV -KEY CONTRACT TERMS.............................................................................15 HolidayCollection................................................................................................................................15 Education and Public Awareness.......................................................................................................15 Container Specifications and Distribution........................................................................................15 Faithful Performance Bond.................................................................................................................15 Draft, March 9, 2020 City of Santa Ana .1 m Faithful Performance Letter of Credit...............................................................................................15 Insurance Requirements......................................................................................................................15 Reportingand Auditing......................................................................................................................16 Collection Vehicle Requirements.......................................................................................................16 DedicatedRefuse Routes.....................................................................................................................16 Fees.........................................................................................................................................................16 Billing.....................................................................................................................................................17 RateAdjustment Method....................................................................................................................17 Minimum Diversion Rates..................................................................................................................17 SECTION V - PROPOSAL SUBNIISSION REQUIREMENTS............................................18 1. General Requirements.................................................................................................................18 2. Rate Proposal Forms (Attachment 3).........................................................................................18 3. Supporting Costs and Operating Data Worksheets (Attachment 4)....................................18 4. Agreement Signature Page and Exceptions..............................................................................19 5. Proposer Overview......................................................................................................................19 6. Facility Descriptions Required in Proposal..............................................................................22 7. Implementation Plan....................................................................................................................23 8. AB 341, AB 1826, and SB 1383 Implementation Plan..............................................................23 9. Customer Service/Customer Center Procedures....................................................................23 10. Automated Cart Description...................................................................................................24 11. Collection Vehicle Description...............................................................................................24 12. Minimum Recycling Requirements.......................................................................................24 13. Food Rescue and Donation Program....................................................................................24 14. Organic Waste Recycling Program........................................................................................24 15. Multi -Family Bulky Item Collection......................................................................................25 16. Recyclable Materials.................................................................................................................25 17. Procurement of Recovered Organic Waste Products..........................................................25 18. Employment of Prior Contractor Employees.......................................................................25 19. Optional Program: Processing of Mixed Waste...................................................................25 20. Optional Service: Citywide Construction and Demolition Debris Collection and DiversionServices................................................................................................................................26 21. Proposal Enhancements...........................................................................................................26 SECTION VI - PROPOSAL EVALUATIONS Proposex's Qualifications....................................................................................................................27 TechnicalQualifications......................................................................................................................27 Exceptions to the Terms and Conditions..........................................................................................27 FinancialResources..............................................................................................................................27 Costs.......................................................................................................................................................27 Employment..........................................................................................................................................27 Award....................................................................................................................................................27 Draft, March 9, 2020 ii City of Santa Ana 60A-9 TABLE OF FIGURES Table 1: Requested Services......................................................................................................................2 Table 2: Procurement Schedule................................................................................................................7 LIST OF ATTACHMENTS Attachment 1: Proposal Outline Attachment 2: Existing Service Data Attachment 3: Rate Proposal Forms Attachment 4: Supporting Cost and Operating Data Worksheets Attachment 5: Anti -Collusion Affidavit Attachment 6: Draft Agreement for the Collection and Handling of Solid Waste Generated, Produced and/or Accumulated in the City of Santa Ana Attachment 7: Current Rate Schedule Attachment 8: City of Santa Ana Green Policy Attachment 9: Current AB 341 and AB 1826 Public Education and Outreach Plan Attachment 10: Map of Property Annexed to the City of Santa Ana in December 2019 Attachment 11: Universal Waste Collected in Calendar Years 2015 through 2018 Attachment 12: Pounds of Batteries Collected in Calendar Years 2015 through 2018 Available on P1anetBids: Current Solid Waste Franchise Agreement with Waste Management Current Agreement for Collection and Handling of Construction and Demolition Debris Agreement with Welldyne/Rx West, Inc. for Professional Services "Sharps Program' Agreement to Provide Residential Universal Waste Collection Agreement to Provide Small Battery Recycling Most Recent Current Haulers Annual Report Results of the City of Santa Ana's Solid Waste Survey Draft, March 9, 2020 City of Santa Ana 60A-10 OVERVIEW OF THE BEQUEST FOR PROPOSAL The City of Santa Ana (City) is requesting proposals from qualified solid waste companies to provide solid waste collection, transportation, recycling, processing, and disposal services. Waste Management (WM) currently provides the City with exclusive residential and commercial collection services, including permanent and temporary roll -off and bin service (excluding temporary construction and demolition debris service), and construction and demolition debris which is generated from City government operations. Construction and demolition debris generated at a temporary construction site and removed using roll -off boxes or bins, other than that generated by City government operations, is non-exclusive, and these services are currently provided by WM and Ware Disposal (Ware). STRATEGIC PARTNERSHIPS/'SUBCONTRACTING ARRANGEMENTS Due to the geographic size and tonnage volumes inherent in serving the City, proposers may propose to create strategic business alliances or subcontracting arrangements with one or more parties. This option is meant to encourage proposers to look into innovative methods that create positive enhancements to all parties, beginning with the City s customers, and our environment. Proposers may provide a proposal in one of two ways: 1. As an exclusive services provider, or 2. As lead services provider with subcontractors in and around the greater Orange County Area that offer specialized or unique collection methods, processing infrastructure, data management, customer outreach, or other services. Any such arrangement must be submitted by a single entity which shall bear complete responsibility for the performance of the alliance within the franchise agreement. 1 t��\MAT: The initial term of the new agreement is ten years. The City and Contractor may, by mutual agreement, extend the term of the agreement for an additional five years at the end of the initial term. City may, in its sole discretion, authorize an extension of up to thirty-six (36) months prior to the expiration of the initial or extended term of the agreement. Services under the new agreement will begin July 1, 2022. See Sections 2.4 and 2.5 of the draft agreement. SUMMARY OF REQUESTED SERVICES A description of the service area is included in Section II of this REP. Existing service data provided by WM, Ware and the City is included in Attachments 2 and 3. The services for which the City is seeking proposals are summarized in Table 1 below and are briefly described in Section III of this REP. A more comprehensive description of the scope of services is found in the draft franchise agreement in Attachment 6. Draft, March 9, 2020 1 City of Santa Ana 60A-11 Table 1: Requested Services CUSTOMER TYPE SERVICE DESCRIPTION Residential ♦ Automated Refuse Collection Services (single- ♦ Automated Recyclables Collection family residents and multi -family ♦ Automated Organics Collection, including Future Food Waste premises with Program carts "Residential ♦ Holiday Tree Collection Curbside Service Units") ♦ Walk -Out Service ♦ Bulky Item Collection, including E-Waste ♦ Sharps Collection ♦ Used Motor Oil and Used Motor Oil Filter Collection ♦ Universal Waste Collection ♦ Recycling Reward Program Commercial and ♦ Permanent and Temporary Refuse Bin Collection (excluding C&D) Multi -Family ♦ Permanent and Temporary Roll -off Box Collection (excluding Services C&D) ♦ Commercial Cart Collection ♦ Recycling and Organic Waste Programs to Comply with CalRecycle Regulations ♦ Bulky Item Collection, including E-Waste ♦ Holiday Tree Collection - Multi -Family Customers Only ♦ Scout Service ♦ Bin Push -Out Service ♦ Locking Lids Draft, March 9, 2020 City of Santa Ana 60A-12 CUSTOMER SERVICE DESCRIPTION TYPE City Government ♦ Refuse, Recyclables, Organics, Electronic Waste, and Construction Operations and Demolition Debris Collection from City Government Operations ♦ City -Sponsored Events ♦ Parkway Cleanup Following Quarterly Garage Sales ♦ Weekly Alley Cleanups ♦ Grant Administration ♦ Battery Recycling Program Community ♦ Neighborhood Cleanups - up to 300 roll -off boxes per year Services ♦ Annual Household Hazardous Waste Drop -Off Event ♦ Annual Shredding Event ♦ Annual Compost Giveaway Event ♦ Medication Take -Back Program ♦ Environmental Ambassador Program ♦ Santa Ana Green Quarterly Newsletter Optional Services ♦ Exclusive Temporary Construction and Demolition Debris Services ♦ Processing of Mixed Commercial Waste Section V of this RFP describes the required contents of the proposal. Failure to complete and submit all of the forms and the other information required in Section V may be grounds to disqualify a proposal. The proposal should be organized according to the outline shown in Attachment 1. Please note that the City s procurement of the services described herein is not subject to state or local public bidding laws, and the City does not intend to cause the current RFP process to become subject to such public bidding laws or regulations. PROPOSAL CLARIFICATIONS AND UPDATES After reviewing the RFP package, proposers may find that they require clarification of some requirements. Proposers may submit oral or written questions. Written responses to such questions, addenda and clarifications, if any, will be provided via e-mail, or via P1anetBids, to all potential proposers that provide their contact information when requesting the RFP. Proposers should provide the primary contact name, company name, address, e-mail address, Draft, March 9, 2020 3 City of Santa Ana 60A-13 and phone number to the City if proposers wish to receive answers to questions and other RFP addenda. Only written responses will govern. Written questions may not be accepted after the date shown in the schedule in Table 2 at the end of this section, as this would leave insufficient time for the City to provide an adequate response to all potential proposers. However, if proposers have simple questions regarding how to complete submittal forms or otherwise complete the proposal requirements, proposers may continue to request assistance via telephone until the proposal due date. See "Communication Protocol During RFP Process' below for instruction on where to submit questions. COMMUNICATION PROTOCOL DURING RFP PROCESS Questions regarding this RFP shall be made in writing via the City's PlanetBids vendor portal. No phone inquiries will be accepted, excepting questions regarding completion of proposal forms, which shall be directed to Laith Ezzet at lezzet@hfh-consultants.com. PROPOSAL ADMINISTRATION The City of Santa Ana shall have the right to perform, and each proposer must agree to cooperate with, an investigation and review of each proposer's ability to perform the work required. Such cooperation shall apply not only to the verification of the proposer's capability and experience in the provision of services, but also to the provision of any other component of work that may be required under this procurement. In order to objectively evaluate all proposals, the City has attempted to describe the desired services and the terms and conditions in the draft franchise agreement in a manner that will allow a reasonable level of comparability among the proposals. Therefore, the City discourages, and may disqualify, proposals that substantially deviate from the RFP. Proposals that do not include the completed forms required herein and information required in Section V may be disqualified. Provided that the proposer has submitted a proposal that meets all of the minimum requirements of this RFP, the proposer may also offer additional enhancements that exceed the RFP requirements. The City reserves, at its sole discretion, the right to reject all proposals, disqualify nonconforming or incomplete proposals, waive deviations from the RFP, and determine whether proposers are qualified. The City reserves the right to issue addenda to the RFP, to modify the RFP, to modify the franchise agreement, or to withdraw the RFP. The City and HF&H may request clarification or additional information from any of the proposers at any point in the RFP process. Proposals must comply fully with the requirements detailed in this RFP. Required supporting documentation must be included as attachments and be appropriately identified. The existing service information presented in Section II and Attachments 2 and 3 of this RFP is for information only and the proposer agrees to indemnify and hold the City harmless for the accuracy of this data. All proposers should take whatever steps they believe are necessary to reasonably establish the actual existing service information when preparing their proposals. Draft, March 9, 2020 4 City of Santa Ana 60A-14 Note: The CiVs existing solid waste contractor is in the process of performing a residential and commercial curbside cart audit. If an update to the container count becomes available prior to proposal submittal, an addendum to the RFP with updated container data will be provided. SUBMISSION OF PROPOSALS The draft franchise agreement containing the terms and conditions under which service will be provided (see Attachment 6) is an integral part of this RFP. This franchise agreement includes information related to service standards, rate setting, billing, reporting, and other activities related to the performance of these services. Submission of a proposal shall constitute acknowledgment and acceptance of all the terms and conditions contained in this RFP, and in the draft franchise agreement, unless exceptions to particular terms and conditions are expressed in writing in the proposal. The successful proposer will be expected to enter into a franchise agreement with the City, only those exceptions noted in its proposal will be considered for modification. The City is not obligated to agree to these exceptions, but reserves the right to negotiate modification of such noted exceptions to the draft franchise agreement. Each and every term and condition of the proposal shall be irrevocable until the City enters into a franchise agreement to perform the scope of services for the proposed rates according to those terms and conditions. Within fifteen (15) business days of the selection of a proposal by the City Council, the selected proposer is bound to execute the franchise agreement, and furnish the required performance bond and letter of credit. The form of the financial instruments is described in Sections 9.5 and 9.6 of the draft franchise agreement. Within thirty (30) days following execution of the franchise agreement, and in any event prior to the performance of any services thereunder, the proposer is bound to provide evidence of all required insurance (see Section 9.4 of the draft franchise agreement). The terms of this RFP and the proposals are firm for a period of three hundred and sixty-five (365) days. Once submitted, responses to this RFP cannot be altered without the City's express written consent. The City reserves the right to reject any or all proposals, and may elect to make a decision without further discussion or negotiation. This RFP is not to be construed as a contract of any kind. The City is not liable for any costs incurred by any potential proposer in the preparation of a response to this RFP. The City may withdraw or modify this request at any time. Proposers must submit four (4) bound copies, one (1) original with a "wet signature marked "Original," one (1) unbound photocopy -ready copy, and an electronic copy on a flash (thumb) drive of the complete proposal. Electronic copy must be in searchable PDF format as a single document. Proposals shall be mailed, hand delivered, or sent via courier service. Cost proposals shall be in separate sealed envelope. Proposals shall be enclosed in a sealed envelope and marked clearly with the following information, formatted as follows: Draft, March 9, 2020 5 City of Santa Ana 60A-15 "SEALED PROPOSAL FOR REQUEST FOR PROPOSALS FOR COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA RFP NO. 19-XXX DO NOT OPEN WITH REGULAR MAIL." City of Santa Ana Attn: Christy Kindig Public Works Agency 20 Civic Center Plaza; 4�b Floor Reception, Ross Annex, M-21 Santa Ana, CA 92701 It is the responsibility of the proposer to ensure that any proposal submitted has sufficient time to be received by the City of Santa Ana prior to the proposal due date and time. Proposals shall NOT be sent via fax or email. All proposals must be received by the Public Works Agency of Santa Ana by the date and time shown in the schedule in Table 2 at the end of this section, City of Santa Ana time. Proposals received after this time and date may be returned unopened. Postmarks will not be accepted as proof of receipt. All notifications, updates and addenda will be posted electronically on the City's PlanetBids vendor portal accessible through the following link: htti)s://www.planetbids.com/portal/portal.cfm?CompanvlD-2013 7. Any addenda issued shall be taken into account in the bid and shall be made a part of the Contract. Addenda may be issued by the City for any reason. Failure to respond to required updates may result in a determination of a nonresponsive proposal. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. The current franchise agreements (including the solid waste and recycling agreement, C&D agreement, sharps agreement, universal waste agreement, and battery agreement), the most recent franchised hauler annual report, the results of the City's solid waste survey will be made available on PlanetBids. AWARD To he considered, proposals must be complete and must conform to the requirements of this RFP as to form and content. The franchise agreement will be awarded to the proposer that the City Council determines will best assist the City to reach its goal of receiving the highest quality service at the lowest reasonable cost. The successful proposal may or may not be the lowest cost proposal. The City, however, reserves the right to reject any or all proposals, to accept or reject any one or more items of a proposal, or to waive any minor irregularities or informalities in the proposal. Draft, March 9, 2020 6 City of Santa Ana �• •. SCHEDULE The procurement schedule is shown in Table 2. These dates are subject to change by the City. Table 2: Procurement Schedule Date Activity March 24, 2020 Release of RFP April 9, 2020 Pre -Proposal Meeting at 2:00 p.m. April 24, 2020 Last day to submit written questions July 27, 2020 Proposals due to the Public Works Agency by 4:00 p.m. July 2021 Award by City Council` July 1, 2022 Start of service Award subject to completion of Proposition 218 process. Draft, March 9, 2020 City of Santa Ana 60A-17 DESCRIPTION OF SERVICE AREA The City of Santa Ana encompasses 27.5 square miles and is bounded by the City of Orange to the north, the cities of Garden Grove, Westminster, Midway City, and Fountain Valley to the west, the City of Tustin to the east, the City of Irvine to the southeast and the City of Costa Mesa to the southwest. According to the California Department of Finance, population and housing estimates for the City as of January 1, 2019 are as follows: Population: 337.716 Single Family Detached 35,692 Total Dwelling Units 78,563 Single Family Attached 5,799 Percent Vacant 4.1% Multi -Family 2 to 4 Units 7,563 Persons per Household 4.42 Multi -Family 5 Plus Units 25,400 Mobile Homes 4,049 This census information is meant to provide an overview of the City. Please see Attachments 2-A through 2-D, and 3-B through 3-M for data regarding customer and container counts. PROJECTED NEW DEVELOPMENTS According to the City s Draft Housing Element, the City has an estimated residential growth rate of 2% per year and an estimated commercial growth rate of 2% per year for the period of 2020 to 2030. PROPERTY ANNEXED TO THE CITY IN DECEMBER OF 2019 The City annexed parcels of property previously located in the unincorporated area of Orange County in December of 2019. A map of annexed area is included as Attachment 10. CURRENT SERVICE DATA The City has obtained from WM and/or provided from its own records, the data provided in Attachments 2 and 3. Existing subscription levels are contained in rate proposal forms in Attachment 3. As stated in Section I, the City neither warrants nor accepts responsibility for the accuracy of the information. It is the responsibility of each proposer to undertake, at its sole cost, any verification of this information necessary for it to submit a response to this RFP. CURRENT RATES The current residential rates effective July 1, 2019 are shown in Attachment 7. Draft, March 9, 2020 City of Santa Ana RATE REVENUES Total residential and commercial rate revenue is included as Attachments 2-I and 2-J. AB 939 PLANS The City is committed to fully complying with AB 939, AB 341, AB 1826, AB 1594, and SB 1383, future increases in diversion rate goals, and new diversion programs mandated by the state. The City s reported 2018 CalRecycle diversion rate was 63%. Draft, March 9, 2020 City of Santa Ana 60A-19 The City is requesting proposals for the services described below. If these services represent a significant change to current services, such changes are noted. A more comprehensive description of these services is found in the draft franchise agreement, included as Attachment 6 of this REP. Section references to the draft franchise agreement are included in the following summary. RESIDENTIAL COLLECTION SERVICE REQUIREMENTS (RESIDENTIAL CURBSIDE SERVICE UNITS) Refuse Cart Collection - Residential Curbside Service Units will continue to receive once per week automated refuse collection. Refuse carts shall he offered in 96, 64, and 35-gallon sizes. Each customer shall receive one refuse cart as part of the basic service provided by the Contractor. Additional refuse carts may be requested for an additional fee. See Section 4.2.1. Cart Overage - Customers that periodically generate more solid waste than will fit in their containers may contact Contractor to collect items as a bulky item pickup under Section 4.2.10. See Section 4.2.2. Recycling Cart Collection - Residential Curbside Service Units will continue to receive weekly automated recycling collection on the same day as their refuse collection. Each customer shall receive one recycling cart as part of the basic service provided by the Contractor. Recycling carts shall be offered, in 96, 64, and 35-gallon sizes. Additional recycling carts may be requested for an additional fee. See Section 4.2.3. Organics Cart Collection - Residential Curbside Service Units will continue to receive weekly automated organics cart collection on the same day as their refuse collection. Each customer shall receive one organics cart as part of the basic service provided by the Contractor. Organics carts shall be offered, in 96, 64, and 35-gallon sizes. Customers may request additional organics carts for a monthly fee. See Section 4.2.4. Residential Food Waste Collection - A residential food waste collection program is required to be provided by the Contractor at the start of this Agreement or as otherwise mandated by CalRecycle. See Section 4.2.4. Holiday Tree Collection and Recycling - Contractor will continue to provide curbside collection and proper recycling of holiday greenery to Residential Curbside Service Units for the period beginning December 26 and continuing for at least three weeks, for the duration of this agreement. See Section 4.2.8. Walk -Out Service for Disabled Customers -The Contractor shall continue to provide disabled cart customers with walk -out service at no additional charge. Contractor shall provide walk- out service to other than disabled individuals at the request of the customer, for a monthly fee. See Section 4.2.9. Draft, March 9, 2020 10 City of Santa Ana 60A-20 Bulky Item Collection (including e-waste) - The Contractor will be required to provide four (4) bulky item pickups per Residential Curbside Service Unit account per year at no additional charge. Contractor will be required to collect a maximum of four (4) items, or four (4) 30-gallon bags of refuse, or twenty (20) 30-gallon bags of yard waste per pickup. Contractor may charge a fee for additional items. See Section 4.2.10. Sharps Collection Program - Contractor will provide a sharps mail -back collection program to each Residential Curbside Service Unit Customer at no additional cost. See Section 4.2.11. Used Motor Oil and Used Motor Oil Filter Collection and Recycling - Contractor shall provide Residential Curbside Service Unit customers with containers for the collection of used motor oil and bags for the collection of used motor oil filters. Contractor shall collect used motor oil and used motor oil filters on regularly scheduled collection days. Contractor shall ensure that used motor oil and used motor oil filters are recycled. Contractor shall bill the City once per month for its costs associated with the collection and recycling of used motor oil and used motor oil filters. Used motor oil containers and used motor oil filter recycling bags will be purchased by the City. Current contractor is paid $2,750 per month from the City s used motor oil grant funds to provide the used motor oil and used motor oil filter collection services which do not include the cost for the containers or filter bags which is reimbursed by the City separately. Contractor to propose monthly compensation in Attachment 3. See Section 4.2.12. Universal Waste Collection - Contractor shall provide collection of universal waste on an on - call basis to Residential Curbside Service Unit customers at no additional cost. See Section 4.2.13. See Attachment 11 for the quantities by material type collected through this program in calendar years 2015, 2016, 2017, and 2018 under the City s separate agreement for universal waste. Recycling Reward Prog - On a quarterly basis, Contractor and City staff will choose four residences that have placed uncontaminated recycling out for collection. Contractor shall provide a $25 gift card, approved by the City, for the selected residences. See Section 4.2.14. Senior and Mobile Home Low Generator Customers - Senior residents over the age of 65 and residents living in mobile home communities, both of which must live in households with no more than 2 persons and are low trash generators, will continue to receive 35-gallon carts. Residents receiving the Senior and Mobile Home Low Generator rate may not receive additional carts. See Section 4.2.5. COMMERCIAL COLLECTION SERVICE REQUIREMENTS (INCLUDING MULTI- FAMILY PROPERTIES OF 3 OR MORE UNITS) Refuse Bin Service - The Contractor will be required to collect all of the refuse that has been placed in bins. Collection will be at least once every week or more frequently if necessary to handle the waste stream of the premises where the bins are located. See Section 4.3.1. Draft, March 9, 2020 11 City of Santa Ana 60A-21 Bin Cleaning - Upon Customer or City request, or if required to maintain the containers in a clean condition, Contractor shall clean or exchange customer bins at the approved rates. See Section 4.7.4.3.A. Cart Service - Contractor will continue to offer refuse, recycling, and organics carts to commercial customers that do not have space for, or do not generate enough waste to require the use of bins for collection. See Section 4.3.2. Commercial Recycling - Contractor shall provide source separated recycling using bins or carts for commercial customers requesting such services. Commercial recycling bin services shall be provided at a rate not to exceed 75% of the equivalent refuse rate for similar bin sizes and service frequency. See Section 4.3.5. Organics Recycling Services - Contractor shall provide all customers required to participate in these programs with compliant programs such as organic waste collection and recycling services, coordination with food rescue organizations to promote edible food recovery, education and outreach, reporting, contamination monitoring and enforcement in accordance with AB 1826 and SB 1383. Commercial organics recycling services shall be provided at a rate not to exceed 75% of the equivalent refuse rate for similar bin sizes and service frequency. See Sections 4.3.6, 4.3.7, and 4.3.8, of the agreement. Holiday Tree Collection (Multi -Family Bin Customers) - Contractor shall collect all holiday trees discarded by Multi -Family Premises during the three weeks following Christmas Day, at no additional charge. After this period, trees will he collected as bulky items. See Section 4.3.15. Bulky Item Collection - Currently, bulky items at multi -family properties are collected by the hauler at an additional charge. Contractor to propose an alternative program and related additional costs, if any, for collection of bulky items from multi -family properties aligned with the City's goal to reduce instances of illegal dumping. Roll -Off Box Collection - Contractor will provide roll -off box collection services (as limited by Section 2.9 of the agreement) to both commercial and residential customers within two business days (excluding weekends and select holidays) of request. See Section 4.3.3. Temporary Bin Service - Contractor shall deliver a temporary bin (as limited by Section 2.9 of the agreement) to both commercial and residential customers within two business days (excluding weekends and select holidays) of request. See Section 4.3.4. Scout Service - Contractor shall provide scout service upon customer request and approval by the Executive Director for an additional charge. If a scout fee is charged then a pushout fee shall not be charged. See Section 4.3.10. Bin Push -Out Service - Contractor shall provide push -out service upon customer request for an additional charge. If a push -out fee is charged then a scout fee shall not be charged. See Section 4.3.11. Draft, March 9, 2020 12 City of Santa Ana 60A-22 Locking Bins - Contractor shall provide locking bin service to customers that request it at an additional cost. See Section 4.3.12. CITY GOVERNMENT OPERATIONS City Facilities Collection (City Government Operations) - Contractor will collect and dispose of all refuse, recyclables, and organic materials generated and accumulated at premises owned and/or operated by the City at no additional charge (including e-waste, and construction and demolition debris). Such premises include, but are not limited to, offices, parks, and street maintenance operations. See Attachment 2-K for the current list of facilities and service levels. The current contractor initiated food waste collection at several of the City facilities, as shown in Attachment 2-K. It is the intent of the City that this service will be offered at all City facilities generating food waste in the future. Note that these facilities and service levels may vary over the term of the new agreement, with no increase in compensation to the Contractor for additional collection services. See Sections 4.4.1 and 4.4.2. City -Sponsored Events - The Contractor will be required to continue to provide refuse, recyclables, and organics collection service at no charge at City -sponsored events. The requirements and list of events is included in Section 4.4.3. Note that these events and service levels may vary over the term of the new agreement, with no increase in compensation to the Contractor for additional collection services. Parkway Cleanup Following Garage Sales - Contractor will continue to provide two employees in a front -loader vehicle for a combined 60 hours per quarter, each 6 working days following the City s quarterly garage sales to remove debris left in parkways from the garage sales. See Section 4.4.4. Weekly Alley Cleanup - Contractor will continue to provide two employees in a front -loader vehicle for 60 hours per week, each 6 working days each week to remove debris left in alleyways. This service is increased to weekly, from 2 times per month in current agreement. See Section 4.4.5. Grant Administration - Contractor will continue to provide grant administration services on behalf of the City for grants pursuant to those contained in AB 939 and/or adopted by CalRecycle. The Contractor shall be reimbursed on an hourly basis for the grant administrator's time at the rate agreed upon. See Section 4.4.6. Emergency Services - Contractor will provide emergency services based on a rate which includes one crew and one collection truck. Contractor to propose hourly rate in Attachment 3. Battery Recycling Program - Contractor to provide as many battery recycling containers as requested by City for placement at City facilities at no additional cost. Contractor shall collect and replace containers upon City s request. See Section 4.4.8. See Attachment 12 for the pounds of batteries collected through this program in calendar years 2015, 2016, 2017 and 2018 under the City s separate agreement for battery collection. Draft, March 9, 2020 13 City of Santa Ana 60A-23 COMMUNITY SERVICES Neighborhood Cleanups- Contractor will continue to provide up to 300 roll -off box containers annually, at no additional charge to the City, for City -sponsored neighborhood cleanups. See Section 4.5.1. Household Hazardous Waste Drop -Off Event - Contractor to sponsor an annual household hazardous waste drop-off event. This is a new franchise service. See Section 4.5.2. Shredding Event - Contractor will provide at no additional cost an annual document shredding event. This is a new service. See Section 4.5.3. Compost Giveaway Event - Contractor will provide at no additional cost an annual compost giveaway event. This is a new service. See Section 4.5.4. Medication Take -Back Program - Contractor shall assist the City in increasing awareness of medication takeback programs provided by local pharmacies, or programs offered by other government entities. See Section 4.5.5. Environmental Ambassador Program - Contractor shall establish a recognition program for commercial businesses in the City which exhibit environmental stewardship. This is a new service. See Section 4.5.6. Santa Ana Green Quarterly Newsletter - Contractor shall be responsible for 25% of all costs incurred by the City for the production and mailing of the Santa Ana Green Quarterly Newsletter. The existing contractor's 25% share of a recent quarterly edition of the newsletter was $6,500. See Section 5.3.1. OPTIONAL SERVICES The City is requesting costs for the following optional services Citywide Temporary Construction and Demolition Debris Collection and Diversion Services - The City currently has two non-exclusive agreements for temporary construction and demolition debris removal services using roll -off boxes or bins, excepting that which is generated from City government operations which is exclusive to this agreement. Through this RFP process the City may choose to incorporate Citywide collection and processing of construction and demolition debris generated within the City in the exclusive services provided under this agreement. Proposers may propose rates for these services as an Optional Service to be provided. Processing of Mixed Waste - If feasible, Contractor to offer a program to process mixed solid waste at a material recovery facility for those commercial and multi -Family customers that do not subscribe to a source -separated recycling program, or otherwise participate in a qualifying Recycling program in accordance with AB 341. Draft, March 9, 2020 14 City of Santa Ana 60A-24 A comprehensive description of contract terms is found in the draft franchise agreement. Below are some key terms to bring to your attention. Section references to the draft franchise agreement are included in the following summary. HOLIDAY COLLECTION If the regularly scheduled collection day falls on New Year's Day, Memorial Day, Fourth of July, Labor Day, Thanksgiving Day, or Christmas Day, collection days for the remainder of that week shall all be postponed one collection day and residential collection is permitted on Saturday during the make-up week. See Section 4.7.1. EDUCATION AND PUBLIC AwARENESS The City recognizes that effective public education is the key to implementing effective programs and regulatory compliance. See Section 5.3. CONTAINER SPECIFICATIONS AND DISTRIBUTION Carts - Contractor will be responsible for supplying and maintaining all carts under this agreement. Carts shall be new upon initiation of services under the Agreement, and compliant with SB 1383. See Section 4.7.4.1 of the draft agreement. Bin and Cart Labels and Colors - All carts and bins will be labeled to he compliant with SB 1383. See Sections 4.7.4.1 and 4.7.4.3. Cart Distribution - Contractor shall enable customers to select cart sizes, and to exchange cart sizes upon request. See Section 4.7.4.1 of the agreement. FAITHFUL PERFORMANCE BOND The Contractor will be required to provide a performance bond totaling $2,500,000. See Section 9.5. FAITHFUL PERFORMANCE LETTER OF CREDIT The Contractor will be required to provide a letter of credit totaling $500,000. See Section 9.6. INSURANCE REQUIREMENTS The draft agreement requires the Contractor to maintain minimum insurance levels. See Section 9.4 for the minimum limits of insurance for general liability, automobile liability, and workers compensation. Draft, March 9, 2020 15 City of Santa Ana 60A-25 REPORTING AND AUDITING The draft franchise agreement contains detailed auditing procedures, and specific reporting and record keeping requirements. See Article 8 of the draft franchise agreement for detailed information on the required records, reports, and review requirements. Audits - Section 8.2.7 - Contractor will reimburse to the City the cost of such audits, to he performed in 2024 and every three years thereafter, $95,000 for the first audit, and adjusted thereafter as described in Section 8.2.7. COLLECTION VEHICLE REQUIREMENTS Contractofs collection vehicles shall be not older than two -years and in like -new condition upon initiation of services under the Agreement, no more than 10 years of age during the initial term of the Agreement and no older than 15-years in age during any future extensions of the Agreement, and comply with Department of Transportation, South Coast Air Quality Management District and the California Air Resource Board requirements. Contractor's collection vehicles must use only renewable natural gas. See Section 4.7.3. DEDICATED REFUSE ROUTES Refuse collected in the City may not be commingled in collection trucks with refuse from other jurisdictions. All refuse routes shall be dedicated within the City s boundaries. See Section 4.15. FEES Franchise Fee: Contractor shall pay a Franchise Fee that is commensurate with the value to be received by Contractor in receiving the exclusive right to provide the service set forth herein. The City concludes that a reasonable and appropriate amount for the benefits provided should be a minimum of $8,000,000 in the first year. This payment to the City shall be referred to as a Franchise Fee and its percentage will be calculated according to estimated gross receipts from customers direct -billed by the Contractor as shown in Attachment 4-E. See Section 3.1. National Pollutant Discharge Elimination System (NPDES) Fee - Contractor shall pay to the City an annual NPDES Fee in the amount of $1,010,000, in twelve monthly installments of $84,166.67, and adjusted annually as described in Section 3.2 Vehicle Impact Fee - To offset the wear and tear on City streets from heavy duty vehicles, Contractor shall pay to the City an annual Vehicle Impact Fee in the amount of $2,266,666, in twelve monthly installments of $188,889, and adjusted annually as described in Section 3.3. Administrative Fee - Contractor shall pay to the City an annual Administrative Fee in the amount of $2,326,800, in twelve monthly installments of $193,900, and adjusted annually as described in Section 3.4. Draft, March 9, 2020 16 City of Santa Ana �• •. BILLING Residential Curbside Service Unit Billing - City shall bill Residential Curbside Service Unit customers, and remit payments to Contractor on a monthly basis, less City fees. See Section 5.1.1. Senior and Mobile Home Resident Low Generator Rate - Seniors and residents of mobile home communities currently receive a discounted rate for a reduced level of service (see Section 5.1.2 of the Agreement) under the existing agreement. Multi -Family and Commercial Cart Services, Bin, Roll -Off and Temporary Services Billing - Contractor shall bill monthly for cart, bin, roll -off box, temporary services, and other special charges as described in Sections 5.1.3 and 5.1.4. RATE ADJUSTMENT METHOD Initial rates will be set based on the rates proposed in Attachment 3. The rates will thereafter be adjusted using a rate adjustment index according to the computations described in Article 6 of the draft franchise agreement. The first rate adjustment is effective July 1, 2023. MINIMUM DIVERSION RATES Proposers are required to propose a diversion rate to which they will contractually commit and demonstrate how they will achieve that rate on Attachment 4-C. Third -party diversion and tonnage collected outside of this agreement, such as commercial recycling sold to third -party recyclers, and construction and demolition debris (except that collected and diverted from Government Operations) unless construction and demolition becomes exclusive to this Agreement, is not to be included in this calculation. See Section 4.6.1. Draft, March 9, 2020 17 City of Santa Ana 60A-27 The following information must be organized according to the outline in Attachment 1. Requested information should be identified by letter and/or number in the outline. 1. GENERAL REQUIREMENTS At the beginning of the proposal, include a: 1.a. Transmittal letter identifying the name, mailing address, e-mail address, telephone number and fax number of the proposal contact person 1.b. Table of contents 1.c. An executed anti -collusion affidavit (Attachment 5) 1.d. Executed Signature Page of RFP Addenda 2. RATE PROPOSAL FORMS (ATTACHMENT 3) The service rates proposed for each type of service should be included in the rate schedules in Attachment 3. In addition to the rates, proposers should calculate the estimated total annual rate revenue from each type of service and ensure that the total annual rate revenue from the proposed rates is accurately summarized in Attachment 3-A and reconciled to the proposers estimated revenue requirement (explained below) in Attachment 4-A. Calculations from Attachments 3-B, 3-C, 3-1), 3-E, 34, 3-G, 3-H, 3-I, 3-J, 3-K, 3-L and 3-M should flow through to Attachment 3-A. A proposal may be deemed nonconforming or incomplete unless Attachment 3 is complete and submitted in its entirety. A Microsoft Excel file containing Attachment 3 will be available on PlanetBids for registered users after the Pre -Proposal Meeting. Exhibit 2 of Attachment 6 contains additional rates for ancillary services that will be retained in the new contract. 3. SUPPORTING COSTS AND OPERATING DATA WORKSHEETS (ATTACHMENT 4) The supporting cost and operating data worksheet in Attachment 4-A provides a format for proposers to estimate their annual revenue requirement for providing all of the proposed services. In addition to the supporting cost worksheet, Attachment 4-A, proposers must provide the operational statistics on which their estimated costs are based in Attachment 4-B. The operating statistics will be used to evaluate the reasonableness of the proposers estimated revenue requirement. The proposers estimated revenue requirement will be used to evaluate the reasonableness of the proposed rates. Attachment 4-C demonstrates how the Draft, March 9, 2020 18 City of Santa Ana proposer plans to reach proposed diversion levels. Note that diversion programs put forth in Attachment 4-C, and elsewhere in proposers proposal, will be incorporated into the franchise agreement. Attachment 4-D should automatically calculate to compare the rate revenues and the revenue requirements for the first contract year. A proposal may be deemed nonconforming or incomplete unless Attachment 4 is complete and submitted in its entirety. After the deadline for submission of questions submitted via the PlanetBids portal, a Microsoft Excel file containing Attachment 4 will be available on PlanetBids for registered users after the Pre-Pronosal Meeting. 4. AGREEMENT SIGNATURE PAGE AND EXCEPTIONS In order to demonstrate that the proposer agrees to all terms and conditions of the agreement as written, it is required that the proposer sign and include in this proposal the signature page of the draft agreement. Should proposer have exceptions, include a list of any exceptions to the RFP and draft franchise agreement. Please describe the agreement section and nature of the proposed exception and identify proposed substitute language. In order to demonstrate that, but for the noted exceptions, the proposer agrees to all terms and conditions of the agreement as written, sign and include in this proposal the signature page of the draft agreement, along with the noted exceptions. The proposal is not considered complete without this signed page. 55. PROPOSER OVERVIEW 5.a. Business Structure Provide the following information regarding the proposing entity and entity that would provide a corporate guarantee, if applicable: i. Legal name of proposing entity that would sign franchise agreement and whether it is an individual, a partnership, a corporation, or a joint venture, ii. Entity that would submit financial statements and whether it is an individual, a partnership, a corporation, or a joint venture. If other than proposing entity, indicate relationship and willingness to sign corporate guarantee (see Exhibit 6 to Attachment 6); iii. Number of years in which proposing entity has been organized and doing business under this legal structure (if other than an individual); iv. Names of owners/stockholders with more than 10% of the Contractors equity; v. Names of all officers; vi. Corporate headquarters; vii. Local headquarters (if different); and, viii. Any strategic partners, or subcontractors that are included in the proposal, and their roles and responsibilities. Draft, March 9, 2020 19 City of Santa Ana 60A-29 5.b. Description of Proposer's Experience Identify the names of all the public agencies in the counties of Orange and Los Angeles, in which the proposer currently provides service, including what type of service (manual or automated residential, commercial, roll -off, temporary bin) and the nature of the exclusivity (exclusive franchise, non-exclusive franchise, permit, or open system). Additionally, the proposer should submit a brief description of the proposer's experience in California providing solid waste services under exclusive agreements to city or county customers that qualifies it to perform the services being procured through this RFP; provide a table, including each jurisdiction's services (residential, commercial, etc.). Include preferably three or more detailed citations for current municipal customers with services most similar to those requested in this RFP. Citations shall include: The name of the jurisdiction; ii. Time period during which proposer provided service to the jurisdiction; iii. The type of customers served (e.g., residential or commercial); iv. The services performed (e.g., refuse collection, recyclable materials collection, or organics collection); v. Residential collection methods (e.g., manual or automated); vi. Whether the services were exclusively or non -exclusively provided in the jurisdiction by the proposer, and, vii. The name, address and telephone number of the jurisdiction representative responsible for administering the contract. Additionally, please provide at least one municipal citation for service transitions from another hauling company, including a brief description of the old and new services, and service transition dates, as well as the information listed in i. to vii. above. 5.c. Information Regarding Past and Pending Litigation List all civil or misdemeanor or felony criminal court or administrative filings by and/or against California government agencies that are currently pending and/or that have been filed, settled or otherwise received a disposition within the last ten years that relate to the provision of solid waste service listing the names of the parties, the case number, and a brief description of the case and disposition, if any. This paragraph is applicable to the following persons and entities: The key personnel described in Section 5.d; ii. The owners and officers of the company, iii. The entity submitting the proposal, and/or, iv. Any parent or affiliated company for actions filed in the State of California (For affiliates, proposer may limit disclosures of non -criminal matters to those in the Orange County and Los Angeles County area). Draft, March 9, 2020 20 City of Santa Ana 60A-30 v. Any strategic partners or subcontractors identified in Section 5.a.vii. Please include the resolution and current status of each civil legal action. 5.d. Key Personnel Identify and describe the qualifications and experience the City can expect of the key personnel your company would assign to the City. Provide a brief biographical description of the proposed management team members that will fill these described jobs, specifically including the City Liaison per Section 5.2.4 of agreement. Indicate the office locations for each key person assigned to the franchise. 5.e. Financial Information Initially, proposers must provide the following financial information in the proposal for the proposer or, if a corporate guaranty is to be provided, for the guarantor: i. The type of financial statements (e.g. audited, reviewed, or compiled) and the corporate entity that they represent (proposer or corporate guarantor); ii. The most recently completed fiscal year for which financial statements are available; iii. Annual revenue from the most recently completed financial statements; iv. Current Assets to Current Liabilities ratio (current assets/current liabilities) from the most recently completed financial statements; and, v. Total Liabilities to Total Assets ratio (total liabilities/total assets) from the most recently completed financial statements. If selected for further consideration, proposers must be prepared to submit the financial statements upon which this requested financial information is based within five (5) business days of the request for the most recently completed fiscal year. All such statements would need to be prepared and presented in accordance with Generally Accepted Accounting Principles applied on a consistent basis, and must include a statement by the chief financial officer of the proposers company that there has been no material adverse change in condi- tions or operations, as reflected in the submitted balance sheets, income statements and cash flow statements, since the date on which they were prepared. If requested to submit financial statements, the proposer may submit a single copy of its financial statements stamped "confidential" with a written request that it be returned to the proposer after the proposal process is complete. The City will attempt to maintain the confidentiality of such a request, although confidentiality cannot be guaranteed. Prior to award, the selected proposer will be required to submit "reviewed" or "audited" financial statements that demonstrate reasonable financial resources and stability to the satisfaction of the City. If awarded the contract, the financial statements shall remain with the City. Draft, March 9, 2020 21 City of Santa Ana 60A-31 5.f. Insurance Proposer must submit evidence that the proposer either has, or is able to obtain, the insurance coverage required in the draft franchise agreement in Attachment 6, Section 9.4. 6. FACILITY DESCRIPTIONS REQUIRED IN PROPOSAL 6.a. Transfer Facilities For each transfer facility, if any, please identify the following: The name and address of the facility, ii. Statement regarding any relationship between the proposer and the facility owner/operator (if any); iii. The price per ton for transfer and disposal of trash; iv. Estimated date for start of operation, if facility is not currently in operation, and, v. Indicate any solid waste facility capacity guarantees being offered. 6.b. Processing Facilities Proposers must identify in their proposals the processing facilities they plan to use for the: • Processing of the commingled recyclables; • Processing of organic waste, • Processing of mixed waste, • Processing and diversion of construction and demolition debris. For each processing facility, please identify the following: i. The name and location of the facility, ii. A statement regarding any relationship between the proposer and the facility owner/operator (if any); iii. The material to be processed (organic waste, commingled recyclables, mixed waste, or construction and demolition debris); iv. The price per ton; v. Indicate any solid waste facility capacity guarantees being offered, vi. Estimated diversion rate for processing of each category of recyclables processed (e.g., residential recyclables, residential organics, source -separated commercial recyclables, mixed commercial waste, commercial organics, C&D.) These six items must be included for each facility to be used. Draft, March 9, 2020 22 City of Santa Ana 60A-32 6.c. Operating Facilities Proposers must provide information about the operating facilities that they plan to use, including: i. Yard address for equipment and personnel staging and arrangements for maintenance of equipment; ii. Office address for customer service, public relations, billing, and franchise administration; and, iii. Other operating facilities to be used in providing service under this agreement. 6.d Disposal Facilities Proposers are required to use the Orange County Landfill system under the terms of the Waste Disposal Agreement (WDA) between the City and the County of Orange. The landfill fee per ton as of July 1, 2018 is $34.18, and is adjusted annually based on the CPI. The WDA expires June 30, 2025. %. IMPLEMENTATION PLAN Proposers should provide an implementation schedule that demonstrates that your company has the ability to implement the services in accordance with the service start date, including meeting equipment, personnel, administration, maintenance, and public education requirements. 8. AB 341, AB 1826, AND SB 1383 IMPLEMENTATION PLAN Proposer shall provide an AB 341, AB 1826, and SB 1383 implementation plan detailing planned tasks, procedures and schedule to ensure the City s compliance with AB 341, AB 1826 and SB 1383. Planned tasks, procedures and schedules for AB 341, AB 1826 and SB 1383 are included in Sections 4.3.5, 4.3.6, and 4.3.8,and shall be more fully documented in this implementation plan. See Section 5.3.2 9. CUSTOMER SERVICE/CUSTOMER CENTER PROCEDURES Customer service is very important to the City of Santa Ana. When a customer has a request for, or an issue with, solid waste service, the customer's first contact with the solid waste provider is the company's call center. Describe the company's call -in center procedures, including how each call is initially answered (e.g. phone tree, live operator). Include all geographical locations customer service calls will be answered from (e.g., out -of state, international call centers, or California based). Contractor is required to have the capability of responding to the public in English and Spanish during office hours. Describe the company's ability to monitor the following: i. Average time customer is on hold; and ii. Response time to complete a work order from time of request. Draft, March 9, 2020 23 City of Santa Ana 60A-33 Indicate procedures taken to ensure that each Santa Ana caller will receive information accurate to the City's contract. Describe procedures to satisfactorily respond to common customer complaints, and inquiries from non-English speaking customers. 10. AUTOMATED CART DESCRIPTION All carts shall be new at the start of service under this agreement. Proposer shall describe carts which it intends to use in the City, pending City approval. Include manufacturer, specific sizes, SB 1383 compliance, colors of carts and lids by waste stream, and a photograph. 11. COLLECTION VEHICLE DESCRIPTION Please provide the following information for each vehicle to be used under the collector agreement. Proposers should indicate proposed vehicle features that enhance safety and maneuverability on difficult -to -service streets and alleyways. 1. Make 2. Model 3. Model year 4. Type of renewable natural fuel to be used 5. Waste stream(s) to be collected (e.g., cart, bin, and roll -off) 12. MINIMUM RECYCLING REQUIREMENTS Proposers shall propose a diversion rate in accordance with Section 4.6.1 of the agreement to which the successful proposer will be held accountable. See Sections 11.1.N and 11.4.13.9 of the agreement which address Events of Default and liquidated damages associated with not meeting the minimum recycling requirements. For comparison, the existing Contractor diverted 15% of the tonnage Collected by the Contractor in calendar year 2017. 13. FOOD RESCUE AND DONATION PROGRAM Proposers shall describe their proposed efforts to assist the City and its customers with a food rescue and donation program to comply with SB 1383 which establishes a target that not less than 20% of currently disposed edible food is recovered for human consumption by 2025. See Section 4.3.8. 14. ORGANIC WASTE RECYCLING PROGRAM Proposers shall describe the proposed organic waste recycling program required under Sections 4.2.4 (residential), 4.3.6 (commercial), and 4.3.7 (roll -off) of the draft agreement, including type of containers proposed. Proposers should include detailed information on customer in-house preparation of material prior to disposal (e.g., bag or no bag requirements); include a comprehensive list of organic materials as defined in Sections 1.32, 1.42, and 1.65 that are acceptable in each of the programs listed above, and a comprehensive list of organic Draft, March 9, 2020 24 City of Santa Ana 60A-34 materials that are not accepted in the program. Also, proposers are requested to submit at least two samples of outreach materials already distributed to customers in a city with a similar program in place if proposer has implemented such program. Please describe your intended approach and activities related to SB 1383 organic waste collection and recycling services, education and outreach, capacity planning, procurement of organic waste products, reporting, contamination monitoring, and other compliance activities. 15. MULTI -FAMILY BULKY ITEM COLLECTION Proposers shall describe the intended approach to provide bulky item collection services to multi -family properties, and any additional charge to customer for service. 16. RECYCLABLE MATERIALS Proposers shall specify all materials that can be recycled through the residential and commercial recycling programs. 17. PROCUREMENT OF RECOVERED ORGANIC WASTE PRODUCTS Proposers shall describe how they will assist the City to ensure that sufficient California recovered organic waste products are procured on behalf of the City to meet the requirements of SB 1383. Proposers shall identify the types and quantities of recovered organic waste products which shall be procured. See Section 4.4.9. 18. EMPLOYMENT OF PRIOR CONTRACTOR EMPLOYEES In accordance with Labor Code Sections 1070, 1072, 1075, and 1076, proposer will offer employment to qualified existing employees of the current contractor that may be displaced if the current contractor is not retained. Please describe your procedures for offering such employment and any limitations. Please describe whether your company operates under a labor collective bargaining agreement. See Section 4.7.5.1. 19. OPTIONAL PROGRAM: PROCESSING OF MIXED WASTE Proposers may propose to process all mixed waste collected from customers with bin or permanent roll -off box service that do not participate in Contractor's separate recyclable collection program and are not otherwise in compliance with the mandatory commercial requirements under AB 341. Proposers shall identify incremental customer rate impacts, if applicable. Proposers shall describe the MRF to be used and the estimated recovery rate from mixed waste processing. Proposers must provide mixed waste diversion percentages in the last 12 months for the processing facilities it uses within the greater Orange County and Los Angeles County regions. See Sections 4.3.5.2 of the draft agreement. Draft, March 9, 2020 25 City of Santa Ana 60A-35 20. OPTIONAL SERVICE: CITYWIDE CONSTRUCTION AND DEMOLITION DEBRIS COLLECTION AND DIVERSION SERVICES The City Council may consider whether to include construction and demolition debris collection and diversion services within the scope of the exclusive agreement. Proposer shall describe: i. Experience in providing C&D collection and recycling services; ii. Diversion facilities to be used and ability to comply with the State -mandated diversion requirement for Construction and Demolition Debris under CalGreen as described on Section 4.6.5 of the agreement, iii. Propose rates in Attachment 3. 21. PROPOSAL ENHANCEMENTS Provided that the proposer has submitted a proposal that meets all of the minimum requirements of this RFP, the proposer may also offer additional enhancements that exceed the requirements of this RFP and the franchise agreement. Any such enhancements shall be listed by number under this section in the RFP or it may be omitted from the proposal evaluation. Proposers should include the following information for each enhancement: i. The additional charge, if any, to City or ratepayer for enhancement, ii. How the enhancement exceeds RFP requirements; and, iii. How the enhancement benefits the City and how it would be incorporated into the contract service requirements or rate schedule. Draft, March 9, 2020 26 City of Santa Ana The proposal will be objectively evaluated based on criteria that may include, but is not limited to, the following factors. PROPOSERS QUALIFICATIONS ♦ General Experience - Demonstrated experience providing similar services to other jurisdictions, and experience of key personnel. ♦ jurisdiction Satisfaction - Satisfaction of proposer references with services received, including but not limited to, implementation, customer services, reporting, assistance developing diversion programs, and working cooperatively with City staff. TECHNICAL QUALIFICATIONS ♦ Waste Diversion - Proposed diversion programs and guaranteed minimum diversion rate and the ability to achieve the diversion goals identified in the agreement. ♦ Implementation Plan - Reasonableness of implementation schedule and ability to meet deadlines (e.g., equipment procurement schedules and personnel available), ability and resources to manage a service transition. ♦ Operations - Reasonableness of assumptions (e.g., number of routes). EXCEPTIONS TO THE TERMS AND CONDITIONS ♦ Exceptions to the draft franchise agreement -Number and nature of the exceptions. FINANCIAL RESOURCES ♦ Financial Stability - Comparison of additional revenue from this franchise to company's current revenue stream, financial stability of proposer based on its financial ratios. ♦ Insurance - Demonstrated ability of proposer to obtain adequate insurance. COSTS ♦ Cost of service, as measured by rate revenues - Cost competitiveness relative to other proposals. ♦ Reasonableness of costs - Logically consistent relationship between costs and operational assumptions. EMPLOYMENT ♦ Willingness to retain existing contractor's employees that may be displaced if the current contractor is not retained. AWARD To be considered, proposals must be complete and must conform to the requirements of this RFP as to form and content. The franchise will be awarded for the proposal that offers the Draft, March 9, 2020 - 27- City of Santa Ana 60A-37 greatest value to the City. The City, however, reserves the right to reject any or all proposals, to accept or reject any one or more items of a proposal, or to waive any minor irregularities or informalities in the proposal. City Council will select the proposal it determines to best serve the City and is not bound to follow the recommendation of City staff or City staffs proposal evaluations in making its selection. It is anticipated that all services will be contracted for. However, the City reserves the right to change such service descriptions prior to award. Draft, March 9, 2020 28 City of Santa Ana PROPOSAL OUTLINE The following is an outline that proposers shall follow when completing their proposals. Under each section, proposer must include all information as outlined below, including all subheadings and subsections as identified in Section V. 1) General Requirements a) Transmittal letter b) Table of contents c) Anti -Collusion Affidavit (Attachment 5) d) Executed Signature Page of REP Addenda 2) Rate Proposal Forms (Attachment 3) 3) Supporting Cost and Operating Data Worksheets (Attachment 4) 4) Agreement Signature Page and Exceptions 5) Proposer Overview a) Business Structure b) Description of Proposers Experience c) Information Regarding Past and Pending Litigation d) Key personnel e) Financial information f) Insurance 6) Facility Descriptions a) Transfer facilities b) Processing facilities c) Operating facilities d) Disposal facilities 7) Implementation Plan 8) AB 341, AB 1826, and SB 1383 Implementation Plan 9) Customer Service/Call Center Procedures 10) Automated Cart Description 11) Collection Vehicle Description 12) Minimum Recycling Requirements 13) Food Rescue and Donation Program 14) Organic Waste Recycling Program 15) Multi -Family Bulky Item Collection Program 16) Recyclable Materials 17) Procurement of Recovered Organic Waste Products 18) Employment of Prior Contractor Employees 19) Optional Program: Processing of Mixed Waste 20) Optional Program: Citywide Construction and Demolition Debris Collection and Diversion Services 21) Proposal Enhancements Draft, March 9, 2020 1 - 1 City of Santa Ana 60A-39 EXISTING SERVICE DATA Draft, March 9, 2020 2-1 City of Santa Ana ATTACHMENT ATTACHMENT 2 CURRENT AND ESTIMATED FUTURE SERVICE DATA Table of Contents Page Contents 2-A Current Curbside Cart Distribution 2-B Current and Estimated Future Refuse Bin Service Levels 2-C Current and Estimated Future Recycling Service Levels for Bin Refuse Customers 2-D Current and Estimated Future Organics Service Levels for Bin Refuse Customers 2-E Residential, Commercial/Multi-Family, and Industrial Tonnage - Calendar Year 2017 2-F Residential, Commercial/Multi-Family, and Industrial Tonnage - Calendar Year 2018 2-G Roll -off Service Data 2-H Routes and Route Hours 24 Exclusive Franchise Rate Revenue (Billed by City) - FY 2018 and FY 2019 2-J Exclusive Franchise Rate Revenue (Billed by Hauler) - FY 2018 and FY 2019 2-K City Government Operations Services 2-L City -Sponsored Events 2-M Optional C&D Bin and Roll -Off Service Levels 3/9/2020 60A 41 City of Santa Ana ATTACHMENT CURRENT CURBSIDE CART DISTRIBUTION (1) Curbside MSW Cart Count (ExcludingExtra Carts Size Cart Count 96-Gallon 38,539 64-Gallon 5,126 35-Gallon 708 Total 44,373 Curbside Organics Cart Count (ExcludingExtra Carts AXO 00i 96-Gallon 36,850 64-Gallon 3,151 35-Gallon 451 Total 40,452 Curbside Recycling Cart Count (ExcludingExtra Carts) Size Cart Count 96-Gallon 37,245 64-Gallon 5,330 35-Gallon 798 Total 43,373 MSW Extra Cart Count Size Cart Count 96-Gallon 7,330 64-Gallon 215 35-Gallon 54 Total Extra 7,599 Organics Extra Cart Count Cart Count 96-Gallon 2,050 64-Gallon 62 35-Gallon 8 Total Extra 2,120 Extra Recycling Cart Count Size Cart Count 96-Gallon 1,024 64-Gallon 58 35-Gallon 12 Total Extra 1,094 (1) Service levels as of December 2018 as reported by Waste Management in March 2019. Cart counts do not include containers serviced in the newly annexed area of the City. The City will prepare an addendum to this RFP when this information becomes available. 3/9/2020 2-A City of Santa Ana 60A-42 ATTACHMENT 2 CURRENT AND ESTIMATED FUTURE REFUSE BIN SERVICE LEVELS Raw] F CURRENT RESIDENTIAL/MULTI-FAMILY REFUSE BIN SERVICE LEVELS (1) Container Type/Size Numberof Collections er Week 1 2 3 4 5 6 p apickups(2)) 1 R.efine, Size: 1 Yazd 3 1 2 Refuse, Size: 2 Yard 130 110 30 1 4 8 2 3 Refuse, Size: 3 Yard 1 K,71 293 1 401 90 43 25 3 4 Refuse, Size: 4 Yard 1 -,41 1101 2061 96 12 171 2 Raw COMMERCIALCURRENT 1 Container Type/Size Number of Collections er Week 1 2 3 4 6 6 5xtra pickups (2) 5 Refuse, Size: 1 Yard ill 3 4 6 Refuse, Size: 2 Yard 742 141 35 8 4 3 6 9 Refuse, Size: 3 Yard 914 590 498 165 230 88 15 8 Refuse, Size: 4 Yard 309 216 215 119 169 119 9 9 Refuse, Size: 6 Yard 2 (1) Service levels as of October 2018 as reported by Waste Management (2) Extra pickups based on weekly average reported by Waste Management fur October 2018. ® ESTIMATED FUTURE RESIDENTIAMMULTI-FANHUY REFUSE BIN SERVICE LEVELS (3) Container Type/Size Number of Collections er Week 1 2 3 4 5 6 i tra pickups (4) 10 Rstuse,Size: lYard 1J6 11 Refuse, Size: 2 Yard 316 T. 4 8 2 12 Refuse, Size: 3 Yard 273 mo 113 25 3 13 Refuse, Size: 4Yard 1101 M61 1081 12 2 ESTIMATED FUTURE COMMERCIAL REFUSE BIN SERVICE LEVELS (3) Container Type/Size Number of Collections er Week 1 2 3 4 6 6 i tra pickups (l) 14 Refuse, Size: 1 Yard 160 3 4 15 Refuse, Size: 2Yard 782 309 32 8 2 3 6 16 Refuse, Size: 3 Yard 954 430 409 9 152 20 15 19 Refuse, Size: 4Yard 510 328 m 93 159 98 9 18 Refuse, Size: 6 Yard 1 2 (3) Service levels estimated by EeoNomies to account for on -going AB 1826 implementation efforts. Bin counts do not include containers serviced in the newly armexr (4) Extra pickups based on weekly average reported by Waste Management fur October 2018. MM20 6U 1 _43 CiN of Santa Ma ATTACHM 2 CURRENT AND ESTIMATED FUTURE RECYCLING SERVICE LEVELS FOR BIN REFUSE CUSTOMERS CURRENT RECYCLING SERVICE LEVELS FOR RESIDENTIAL/MULTI-FAMILY BIN REFUSE CUSTOMERS (1) 0®©0©0 RECYCLING SERVICECURRENT •R COMMERCIAL BIN er ype/Size Contain T Numb ex of Collectionspn Week 1 2 1 3 1 4 1 5 1-6 Y Rec• ,Sze: IYard - - - - - - 8 R ebo ,Size: 2Yard 9 R clin ,Size: 3Yard 261 21 8 1 10 R cbn ,Size: 4Ymd 73 1 2 11 R ckm ,Size: 6Ymd 12 Recchng,An Size Car[ 2 1 (1) Savioe levels as of Oetober M18 as reported by Waste Management. (2) S oe levels do not include mseientoe, mtdh4a ndy, and eommercud customers who subs be to ttueecaxt service. ESTIMATED F Row FUTURE RECYCLING SERVICE LEVELS FOR RESIDENTIALIMULTI-FAMILY BIN REFUSE CUSTOMERS (3) Container Type/Size Numberof Coltecffo�u per Week 1 2 1 3 1 4 1 5 6 1 Rec cli ,Size: 1Yard 332 2 R chn ,Size: 2Yard 190 32 3 R clin ,Size: 3Yard 792 69 24 4 R ehn ,Size: 4Yard 422 30 5 R clin ,Size: 6Yard 6 Recycli ,An SzeCazt 1 Row ESTIMATED FUTURE RECYCLING SERVICE LEVELS FOR COMMERCIAL BIN REFUSE CUSTOMERS (3) Container TYPdSize Number of CoRecffons per Week 1 2 1 3 1 4 1 5 6 Y R ,hn,Size: 1Yard 8 R ,hn ,Sze: 2Ymd 9 Recyc ,Sze: 3Yard 632 322 49 15 1 1 10 R cbn ,Sze: 4Yard 375 247 11 a 1 5 2 11 R c5n ,Sze: 6Yard 12 ReccHng,An Size Cart 1 (3) Service levels estimated by EcoNomics to account for on-gmng All MI and All 1826 implementation efforts. Bin counts do not include containers serviced in the newly axmexei W12MO 6U 3 _44 Cdyof Santa Ana ATTACEIMENT 2 CURRENT AND ESTIMATED FUTURE ORGANICS SERVICE LEVELS FOR BIN REFUSE CUSTOMERS CURRENT ORGANICS SERVICE LEVELS FOR RESIDENTIAL/MULTI-FAMILY BIN REFUSE CUSTOMERS (1) Y777,0©©0®0 CURRENT ORGANICS SERVICE LEVELS FOR• BIN REFUSE CUSTOMERS Raw Container Type/Sim m Nuber of CoBectionsper Week 1 2 1 3 1 4 1 5 6 3 Orgorucs, Size 2 Yard 11 91 tj 1 4 Organic., Any Size Cart (2) 11 19 (1) Service levels as of October 2018 w reported by Waste Nlmmg=mL (2) Service levels do notinclude rnidential, multi -family, and commercial customers who subscribe to curbside cart service. ESTIMATED FUTURE ORGANICS SERVICE LEVELS FOR RESIDENTIAL/MULTI-FAMILY BIN REFUSE CUSTOMERS (3) ESTIMATED Row FUTURE ORGANICS SERVICE LEVELS FOR• • Container Type/Size Numberof Collections per Week 1 2 3 1 4 15 b 7 OrgarucsScne: 2 Yard I 154 160 42 19 11 4 8 arcs, An Size Cart 414 457 472 1 49 1 211 2 (3) Service levels estimated by EcoNomics to account£or SB 1383 compliance. (4) Service levels estimated by EccNouros to accountfor orfgomg AB 341 and AB 1826 implementation efforts. Bin counts do not include containers ser M2020 60 1 _45 City of Santa Ana ATFACFYMINF2 Row Damiptioe� Jm-1J Fh1J Mar-1J Ape-li blay-1J )wlJ )W-1J Ang-1J Sep1J Ccl-1J Nw-V IM-D iOFAG 1 Retl9mti.154�g1eFmtily 991724 9�-4A8 10,1 W 9� 10,301.23 10,139.15 9p44.@ 1Q1iM1.@ 931961 9$61.25 9bN. V.1 11]�]].0] 2 Commemel&MWti-Fm v 1$034.@ 10,954 11932.]5 107A@ 11&6 11"@.D 11Afi . 1$1A34 11365.12 11$159 10.. 1Q7O1.A 137A8J.45 3 ROIM�/Ietlu9nel ]RA.9 $]44d $G'i.W $2S]D $61212 $3]3.39 $2]655 $40i9 $7]4 $ 14 19@SS $1544 2]$1]A 4 .10 1115(O 8T.@ 11.1. 112365 10.. 984D 12]. 1A1013 1$wJ. 5 SWa1Smu}yaWed 259Wb3 2}696.A 2G512M 2}093.J9 2569L63 2'p03L5 ^1`^4 2G113A9 291u69 29 - 1 29595965 o Rea9mtie15v�ofe Feoely $]8J.9] 3A41.]l R�4.7! $281.W 04AJ.49 $2(/J.24 $]436 342B9 $]b]dl $2]684 $281D $]44.6] 389ZJ.@ - Covem 9&MWti-Fm y 3"D.3J 3S].A ..I 41]]B 1 ..11 323.17 .. ..II . 3656] 17.. 8 Ro1M�/Ietlu.YtlelI 225Wj 2 Mj 33JWj Md 2K2 1 185.E I 1]S MWI 3W.@j 144d 115@ 151.4 $ m 9 lemu - I 139.OJ 3W.35 .7 5@. F01 . ] .j @ ]2113j T6Z 1 1P.] TJ561 9,7.. 10 SW T-.Dly 9Jm_66 ". I R - I � 1 4..l A99149 I 45e 0.1 A 9669A IAe5f8] N3J+1J 55.929.ae (I)OffipoaditlbjW Mm�egm mt svmzo 1 c cryasa7r nna All'ACHLIi3SF2 Row I)millwa� )m-]8 FhIB Mae-]8 Apa-]8 May-l8 jwl8 )W-l8 Aeeb-l8 Sep38 Otl-l8 Nov-]8 LYa'-l8 iOFAi 1 ReSMntlel9e IeFI 9]3P ]8 ]AA3] 90349] 91]33 1l4C 3Q23]35 ] 8]4430 10 3.51 Cwweemal&i1Wti-FmWv 11�3U.95 96493] 11553 ]1 ]0,944.5] 1625 ]]61213 ]]$]4.31 ]3pA824 1Z110 12]]04] ]O�TN59 ]$9]]9 119 1T1W ]135141 ]190]32 1A7M ]3`a AliD 3 Rollort/iaMReal 1,9A13 1R779 ].24334 ]%23 2�%92 ]�49258 2]33M $93041 Z]R2131 d Deo.1l 9d Di ]]1]]9 ]]3]15 =111 192 �243 1M94 ] 9]0 91986 N1.6] ]]5454 3 W W2% ]8298 mu 91382 14 81 5 Sol al Soe�zHmYM 24�.91 20(0125 2i�93389 2j8ylfl8 ]$8')1119 25$9fi83 2jll2.9L 2j9LS8l 2223A15 22� 2y85fi31 2.}969%l 24{%i32 a ReaMe�tial Wey F ly 30J1.]4 Li3204 $6T]2] 29i59] 30i962 $02512 $]6302 $3533 272946 $fi52]] 3,]Ip6] 2 7. 35$7. ] 1 .3 R897 9fi18 I11 .70 ]b]b5 M963 ..71 3PS. 8 ROOotl/IaWu9av1 ]Y{l0 32575 ]9269 ]85]8 ]2336 ]2102 .913 Z4425 9598 ]]2M 21525 117. 1& . 9 FlemoWm .10 84558 ]3449 .. ]$1]69 61342 WJ02 .11 ] 411 1.05 ti4240 I 9374Q 10 SWal Soma LYVMM 419422 34YL39 4.7 y26938 y@220j y01 9 Al 21 yH 21 49 516880j y4311ij 3 14 'A}Ii.OJ �rywsai2 Ana 60A-47 ATTACHMENT 2 ROLL -OFF SERVICE DATA -EXCLUSIVE FRANCHISE (1) Services for the 12-month period ended June 30, 2018, as reported by Waste Management. 3192020 2-G City of Santa Ana 60A-48 ATTACHMFNT 2 ROUTES ANO ROUTE HOURS -EXCLUSIVE FRANCHISE (1) Ro HoPa Rutep DyMonda # of Truck Routes per Day Crew Size Hor2 Tueda Wedneda Thuda FridaySauda Sundaypen) 1 Curbside Refuse 12.0 12.0 12.0 12.0 8.0 1 10.5 2 Curbside Reycling 7.0 7.0 7.0 7.0 4.0 - - 1 10.5 3 Curbside Green Waste 6.0 6.0 6.0 6.0 5.0 - - 1 10.5 4 Bin Refuse 20.0 19.0 11.0 19.0 M.0 16.0 - 1 10.5 5 Bin Recycling 1.0 2.0 1.0 2.0 1.0 1.0 - 1 10.5 6 Bin G. Waste - - - - - - - - - 9 &Carts)c� Org.6(B. 1.0 1.0 1.0 1.0 1.0 1.0 - 1 40 8 Stinger Service 1.0 1.0 1.0 1.0 1.0 1.0 - 1 10.5 9 Bulky Items i 1.0 10 Roll-0ff (2) 3.0 3.0 3.0 3.0 3.0 3.0 11 Container Dehvory 1.0 1.0 1.0 1.0 1.0 1.0 12 Other: Bagster Route - - 1.0 - 1.0 - 13 Total Routes 5 ff 0.0 9 ff I 5 ff 46.0 24.0 - 11 N/A (1) SoMco levels as of October 2018 as reported by Waste Management Route hours and number of bucks per day do not mdude the newly annexed area of the City. The City will pn W9 020 6Ud-49 UyofSmtaAm ATTACHMENT 2 FY 2018 EXCLUSIVE FRANCHISE RATE REVENUE (BILLED BY CITY) (1) Residential & Service Period Commercial Revenue Retained Revenue Remitted to Services -City by City Row Hauler (2) Billed 1 July 2017 $ 698,148.09 2 August 2017 $ 698,986.48 3 September 2017 $ 698,015.60 4 October 2017 $ 698,224.39 5 November 2017 $ 699,02151 6 December 2017 $ 699,157.75 7 January 2018 $ 699,596.88 8 February 2018 $ 755,185.50 9 March 2018 $ 749,874.04 10 April 2018 $ 846,220.00 11 May 2018 $ 814,933.88 12 June 2018 $ 756,446.94 $ 154,291.66 13 1 Total 1 $ 8,813,814.06 $ 1,851,499.97 $ 6,%2,314.09 $ 543,856.43 (1) Gty billed revenue for 12-month period ended June 30, 2018, as reported by the City. Excludes revenue from hauler -billed service and C&D services. (2) Fee remittance to hauler as reported by City. $ 154,291.66 3192020 2-1(1) City of Santa Ana 60A-50 ATTACHMENT 2 FY 2019 EXCLUSIVE FRANCHISE RATE REVENUE (BILLED BY CITY) (1) Residential & Row Se�icef`eriodCommercial Revenue Retained Revenue Row Service Period Remitted to Services -City by City Hauler (2) Billed 1 July 2018 $ 785,045.76 2 August 2018 $ 785,367.90 3 September 2018 $ 785,787.30 4 October 2018 $ 786,067.30 5 November 2018 $ 786,863.36 6 December 2018 $ 786,894.57 7 January 2019 $ 774,740.00 8 February 2019 $ 799,401.56 9 March 2019 $ 787,440.63 10 April 2019 $ 787,47275 $ 154,291.66 11 May 2019 $ 787,668.81 $ 154,291. 12 June 2019 $ 788,328.51 $ 154,2154,291.66 13 1 Total 1 $ 9,441,078.45 $ 1,851,499.95 $ 7,589,578.50 $ 630,754.09 (1) City billed revenue for 12-month period ended June 30, 2019 as reported by the City. Excludes revenue from hauler -billed service and C&D services. (2) Fee remittance to hauler as reported by City. $ 154,291.67 3192020 2-1(2) City of Santa Ana 60A-51 ATTACHMENT ORGANICS SUPPLEMENTAL PAYMENTS TO HAULER Revenue Row Service Period Remitted to Hauler 1 January 2019 2 February 2019 3 March 2019 4 April 2019 5 May 2019 6 June 2019 7 July 2019 8 August 2019 9 September 2019 10 October 2019 11 November 2019 12 December 2019 $ 3,778.63 $ 3,592.97 $ 4,379.76 $ 5,873.87 $ 5,966.67 $ 6,207.27 $ 7,369.28 $ 7,714.35 $ 8,020.50 $ 8,439.45 $ 10,252.52 Pending 13 1 Total 1 $ 71,595.27 (1) City remittance to hauler for the supplemental cost for providing organics services to commercial customers at discounted rate. 31912020 2-1(3) City of Santa Ana 60A-52 ATTACHMENT 2 FY 2018 EXCLUSIVE FRANCHISE RATE REVENUE (BILLED BY HAULER) (1) Multi -Family, Total Hauler Commercial, and Industrial Roll -off Row Service Period Industrial Bins & (Excluding C&D) - Billed Exclusive Franchise Additional Services Hauler Billed Revenue Hauler Billed 1 July 2017 $ 2,215,434.82 2 August 2017 $ 2,228,895.23 3 September 2017 $ 2,215,941.44 4 October 2017 $ 2,225,146.51 5 November 2017 $ 2,236,807.66 6 December 2017 $ 2,236,954.00 7 January 2018 $ 2,234,864.26 8 February 2018 $ 2,246,718.22 9 March 2018 $ 2,224,977.06 10 April 2018 $ 2,250,29239 11 May 2018 $ 2,242,894.12 12 June 2018 $ 2,253,539.72 13 Total Gross Revenue July 2017- $ 26 812,465.43 $ 3,518,07262 $ 30,330,538.05 June 2018 14 Less Fees Remitted to City 2 $ 5,760,791.48 $ 722,316.77 $ 6,483,108.25 15 Net Hauler Revenue After $ 21,051,673.95 $ 2,795,755.85 $ 23,847,429.80 Deducting City Fees $ 2,513,064.04 (1) Hauler billed revenue for 12-month period ended June 30, 2018, as reported by Waste Management. Excludes revenue from City -billed curbside service and C&D services. (2) Fee remittance to City as reported by Waste Management monthly reports. $ 297,629.22 3192020 2-1 (1) City of Santa Ana 60A-53 ATTACHMENT 2 FY 2019 EXCLUSIVE FRANCHISE RATE REVENUE (BILLED BY HAULER) (1) Multi -Family, Total Hauler Commercial, and Industrial Roll -off Row Service Period Industrial Bins & (Excluding C&D) - Billed Exclusive Franchise Additional Services Hauler Billed Revenue Hauler Billed 1 July 2018 $ 2,295,635.66 2 August 2018 $ 2,523,631.71 3 September 2018 $ 2,147,654.34 4 October 2018 $ 2,349,165.26 5 November 2018 $ 2,286,047.40 6 December 2018 $ 2,344,650.78 7 January 2019 $ 2,395,968.17 8 February 2019 $ 2,167,600.42 9 March 2019 $ 2,472,181.45 10 April 2019 $ 2,329,236.95 11 May 2019 $ 2,470,705.35 12 June 2019 $ 2,266,87247 13 Total Gross Revenue July 2018 - $ 28 049,349.96 $ 3,684,985.74 $ 31,734,335.70 June 2019 14 Less Fees Remitted to City 2 $ 6,883,530.78 $ 34,554.48 $ 6,918,085.26 15 Net Hauler Revenue After $ 21,165,819.15 $ 3,650,431.26 $ 24,816,250.44 Deducting City Fees $ 2,576,768.89 (1) Hauler billed revenue for 12-month period ended June 30, 2019 as reported by Waste Management. Excludes revenue from City -billed curbside service and C&D services. (2) Fee remittance to City as reported by Waste Management monthly reports. $ 281,133.23 3192020 2-1 (2) City of Santa Ana 60A-54 11 . M111a.F CITY GOVERNMENT OPERATIONS SERVICES CART AND BIN SERVICE (1) ROW WASFETYPE CONUMESOF CO ALVEit FIt3(�SPEIi NAMF/IACAT1ON5 3 6 1 26CMCCEN=DRW NISW 1 2 26=CEN=DRW R elan 1 3 3 3 26CMC�=DRW R al 1 3 to Cell 4 2216MONFEV AAVE MSW 2 3 5 5 20CMCCEN`TERDRW MSW 2 3 5 6 20CMCCEN`TERDRW Q 2 64Gal 2 7 20CMCCEN`TERDRW R cline 2 3 5 8 122 NEWHOFE SFN MSW 1 2 1 9 122 NEWHOFE SFN R-vcImg 1 3 1 10 3000 CENTENNIAL RD W MSW 1 3 1 11 210BIRC1I5FN R-vcIng 1 3 2 12 210BMC1I5fN Q e 1 64Gal 13 210BIRC1I5FN MSW 1 2 14 2215MCFADDENAVEW MSW 2 3 6 15 706 NEWHOFE SFN MSW 1 3 2 16 300GUNF1iTiRSFS MSW 1 3 2 17 2600VALENOAAVEN MSW N/A N/A N/A 18 Ma OLDGRANDAVEN MSW N/A N/A N/A 19 120WALNUT5FW MSW N/A N/A N/A 20 9�MACA=F BLVDW MSW 1 3 1 21 102917F1i STW MSW 1 3 2 22 1439BROADWAYS MSW 1 3 2 23 419FRANHI.IISSFS MSW 1 3 1 24 M17GREENNILLESFS MSW 1 3 1 25 5a NEWHOFE SFN MSW 1 3 1 26 24CNICCENFERFLAZA MSW N/A N/A N/A 27 M1BROADWAYN MSW 1 3 1 28 1320WARNERAVEE MSW 1 3 2 29 1320BMI ISFS MSW 1 3 1 30 MSD" Ara/213SCenta St MSW 1 4 6 31 220SDam, Ara/213 S Centa St R-,clng 1 3 6 32 220SD- Ara/213 S Centa St Q s 2 64Gal 2 33 1000ESaata Ana Blvd MSW 1 4 6 34 1000ESaata Ana Blvd R-,cIng 1 4 2 35 2627WMcFadden S kBm(MSW/RCY) 1 4 1 36 MDWMcFadden MSW 2 3 5 37 MD W McFadden R-,clng 1 3 2 38 2210 W McFadden Q 1 64 Gal 3 39 424W3cd St MSWe 1 2 2 40 424W3cd St R cln 1 3 2 41 424W3cd St Q 1 64Gal 2 42 726S Cateaa MSWe 1 3 4 43 726S Cates a R clin 1 3 44 726S CateaSt Q am 1 ti4 Gal 1 45 300SFi as St MSWe 1 3 96 300S Fi as S[ R clin 1 3 1 47 1825W CivicCata Da' MSW 1 3 1 ROW , SERVICE CONTM ANNDALPULLB NAMF/I0CAT1ON5 WASFETYPE #CONTAINERS 40 104 48 =OFSANTfAANAJAIL NSW 1 49 =OFSANTAANA-CORPYATO MSW 6 40 1560 50 CITYOFSANTAANASFADMU MSW 1 40 1N 51 =OFSANTAANATIRELOADS MSW 1 40 6 52 CITYOFSANTA ANA YARD -CENFENNIAL MSW 1 10 52 53 =OFSANTAANAYARD-CENCE\ L G—Waste 1 40 1N 54 =OFSANTA ANA YARD-CEN=N] L MSW 1 40 104 55 =OFSANFfAANAZ G Waete 1 40 52 56 =OFSAIVTAANAZ MSW 1 40 1% (1) Service levels as of December 2019 as reported by Waste Managemnt (2) Service for 12monfb period ended June 30, 2019 as reported by Waste Management M9 020 6 A-55 Cityot Santa Ana ATTACHMENT 2 CITY -SPONSORED EVENTS (1) Row Event Solid Waste Services Typically Provided at Past Events containers, event boxes, (# and size of refuse and recycling etc.( EventBoxes and Liners Solid Waste Collection Containers 1 4thofJuly Celebration at Centennial Park 30 Evan Boxes&300Linas 2 Wilshire Sgvace Summer Concert 20 Evan Boxes, 10 Recycle Lids, 40 Liners 2-3 Yazd lnsta Bins 3 Townsend lZaitt City Fiesta/Socal Day of Hc,,e Health &Re. Fair 20 evatBoxes & 90 Liners 4 Santa Ana Fiestas Pahias 2M Event Boxes&1,OWLiners 8_0Yacds 5 Cie. Up Your Yazd Cade Sheet 1-9 Yard 6 Santa Ana HHW (2) 2-40 Yazds 9 Santa Ana Police Department 12 Event Boxes&4 Recycle Lids 8 City Clean Up Events (Weekly) 16 -40 Yazds week 9 Santa Ara National Night Out 20 Eventltoxes & 100 Liners (1) Service for 12-mmth period ended June M, 2018, as reported by Waste Managenxent. (2)HHW events acec tly held bienmally. New franchise agreement will regiure amual HHW events MM20 6 A-56 Cityof Santa Ana ATTACHMENT 2 CITY OF SANTA ANA CONSTRUCTION AND DEMOLITION DEBRIS DATA - NON-EXCLUSIVE FRANCHISE (1) for 12-Month Period Ended tune 30, 2018 CONSTRUCTION AND DEMOLITION DEBRIS TONS - NON-EXCLUSIVE FRANCHISE (1) Does not include services performed under exclusive franchise agreement (2) Gross billings (inclusive of City fees) for the 12-month period ended June 30, 2018, as reported by WM and Ware Disposal combined. (3) Gross receipts (inclusive of City fees) for the 12-month period ended June 30, 2018, as reported by WM and Ware Disposal combined. M2020 60X-57 City of Santa Ana RATE PROPOSAL FORMS Draft, March 9, 2020 3-1 City of Santa Ana ATTAC WNT3 RATE PROPOSAL FORMS Table of Contents Paee Contents 3-A Proposed Rate Revenue 3-B Proposed Residential Curbside Cut Rate Revenue 3-C Proposed Commercial Curbside Cut Rate Revenue 3-D Proposed Commercial Refuse Bin Rate Revenue 3-E Proposed Residential/Multi-Family Refuse Bin Rate Revenue 3-F Proposal Commercial Recycling Bin Rate Revenue 3-G Proposed Residential/Multi-Family Recycling Bin Rate Revenue 311 Proposed Residential/Multi-Family and Commercial Organics Bin Rate Revenue 3I Proposed Residential/Multi-Family and Commercial Organics and Recycling Cart Rate Revenue For Bin Service Customers 31 Proposed Additional Bin Services Rate Revenue 3-K Proposed RollOffBox and Temporary Bin Rate Revenue 31, Proposed Rates for Otlier Services 3-M Proposed C&D Roll -Off Box and Temporary C&D Bin Rate Revenue 60A-59 3192020 Proposing Company. Instivetions:Enterpr.poser's.meintheabovebddedbox.Confirmihatrterevon.isaacoratelyre0e ed,basedmproposer'sproposedrates. Service Categney Estimated Annual Rate Reference Revenue City Billed 1 Proposed Residmfid Cucbside Cart Rate Revenue 2 Prop d CnnuneccW Curbside CartRae Revenue 3 Subtntal: City Billed Hauler Billed 4 Proposed C wunewid Refuse Bin Rate Revenue 5 Proposal Residential/Multi-Family Refuse Bin Rate Revenue 6 Proposed wwcew d Recycling Bin Rate Revenue 2 Proposed Residential/Multi-Facaly Recycling Bin Ram Revenue 8 Proposed Residential/Multi-Faudy Conimacid Organics Bin Recycling Rate Revenue 9 Proposed Residential/Multi-Family and Commercial Ocgawti and Recycling Cart Rate Revenue For Bin Service Cusmmers 10 Proposed Additional Bin Service Rate Revenue 11 ProposedRoB-0ff Box and Te�nposary Pate Revenue (1) 12 Subtotal: HaulerBilled 13 Proposed Annual Custto Collect Residential Curbside Used Motor Oil and Filters 14 Total Proposed Rate Revenue $ 99,136 Attach. 3B, Row 12 $ Attach.3C, Row 12 $ Tll% Sum Rowsl.A2 $ - Attach. 3D, Row 18 $ - Atach. 3E, Row 18 $ - Attach. 3F, Row 18 $ - Attach. 3O, Row 15 $ - Attach. 3-H, Row $ - Attach. 3I, Rene $ - Attach. 3J, Row 18 $ Attach. 3K, Row 13 $ - Sum Rows 4 tluough ll $ Attach. 3L, Row 6 $ T1,136 Sum R3, R12 and R13 (1) Excludes revenue from C&D moB,4fe and C&D bins, which ace included as an optional service on Attachment 3M Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 3-A ATTACHMEN 3 CdvofSaNa Am ,• 1 • 1 ATTACH HI 3 Proposing Company: Insb clfims: Provide ratesin bolded boxes. The other rates sltrndd attt=abcally calculate.Confinea uru y of calcvlatims. Service Category(1) Cm.hxtor Aate #of Uxdts Monthly RAv Revmnets RAvRvatuetor 1 Curbside Collection-]x Wee One Refuse RecyclingRgcyclLng and OrgggLs Cart 2 2 Any S�C Base Rate _... _. �..� 42505 units $ 3 Smim/Mob to Home low{ atoe Cushsters 4 351Gsllm Carts 95 units $ $ 5 AddiHmal Cart Rates 6 Additional Ref r Curt -Above One 9 AnyS�Cart .� 2,599 cads $ $ .. 8 Addibonal Recycling, Cart Above One 9 Any S�Cart $ 2W 1,094 carts $ Zfm $ 26,2% 10 Addib.W Organics, Cart Above One 11 Any S�Cart $ 2W 2,120 carts $ 4,240 $ WM 12 Proposed Bstmated First -Year Residential C bside Cart Rate Revenue $ 6428 $ Tjm (1) Cuaeatesbsde ca4&i but —by ca4—provided-Attar —t2-A (2)9 gA➢ ce4ratesba then easti ga md3 gAmc rates Seeshaft Agr tSxti 4.7.4fefmdtercontainerinfomtatioa.Numberofunitsrepo4 by Wa4e Mmageatmtasof November 2019, --to aadit-pr—. Failure to complete and arbmit this fors will deem the proposer's franchise proposal mn-responsive. 31912020 3-B Cvy of&aa Am 60A-61 ATTACHMENT 3 Proposing Company: Instmceeas: Provide rates N bolded boxes. The other, rates should avtmnatically caknlate. Confirm —as, of calculations. Montldy Movtldy Contvctm Amrval Cmrtvctm How 6erviee Ca[egmy Cmrtvctm Hate koE Units gate Hevenve Hate Hevevve (i) ugaumr mrtrate anatlbe me same � s>-gauon �a 3sgauoncartratg. see vraawgt�mentserem� n.z.ntnrtntther cnnra:t� mtntmaem�. (z) �rt�nne ptm�iaed by wM as nt z/zs/zm9. (3) gallon additional refuse vrt rate shell be the same ash ,anon and gallon additional refuse cart rates. Distribution amongst cart sizes conently unavailable. Failure to complete and submit this form will deem the pnopusei s franrchise proposal non -responsive. 3/9/2020 3-C CO, ofs—.Ana 60A-62 ATfACILWENT 3 PROPOSED COMMERCIAL REFUSE BIN RATE REVENUE Proposing Company: - Instroctions: Enter proposed rates in bolded boxes. Proposed rate revenue on this page should calculate automatically. Confirm accuracy of calculations. Proposed Commercial Refuse Bin Rates Row Container Type/517P Number of Collections per Week 1 2 3 4 5 6 1 1 Cubic Yazd - Refuse 2 2 Cubic Yazd - Refuse 3 3 Cubic Yazd - Refuse 4 4 Cubic Yazd - Refuse 5 6 Cubic Yazd - Refuse Estimated Commercial Refuse Bin Service Levels Row Container Type/Size Number of CollF 6 1Cubic Yard -Refuse 160 3 4 167 7 2 Cubic Yazd - Refuse 782 309 32 8 2 3 1,136 8 3 Cubic Yazd - Refuse 954 430 409 9 152 70 2,024 9 4 Cubic Yazd - Refuse 510 328 60 93 159 98 1,248 10 6 Cubic Yazd - Refuse 1 2 3 Proposed ections per Week Total Containers 1 2 3 4 5 6 Commercial Refuse Bin Rate Revenue Row F Container Type/Shp Number of Collections per Week Monthly Revenue 1 2 3 4 5 6 11 1 Cubic Yazd - Refuse $ $ $ $ $ $ $ 12 2 Cubic Yazd -Refuse $ $ $ $ $ $ $ 13 3 Cubic Yazd -Refuse $ - $ - $ - $ - $ - $ - $ - 14 4 Cubic Yazd -Refuse $ $ $ $ $ $ $ 15 6 Cubic Yazd -Refuse $ $ $ $ $ $ $ 16 Projected Moodily Commercial Refuse Bin Revenue Revenue $ - 17 Months 1? 18 Pro'eded Annual Commercial Refuse Bin Revenue Revenue $ (1) Estimated commercial refuse service levels provided by EcoNomics. Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 31912020 60A=63 City ofsm,taA.� ATTACIEWENT 3 PROPOSED RESIDENTIALJMULTI-FAMILY REFUSE BIN RATE REVENUE Proposing Company: - Instructions: Enter proposed rates in bolded boxes. Proposed rate revenue on this page should calculate automatically. Confirm accuracy of calculations. Proposed Residential/Multi-Family Refuse Bin Rates Row Container Type/Sim Number of Collections per Week 1 2 3 4 5 6 1 1 Cubic Yazd - Refuse 2 2 Cubic Yazd - Refuse 3 3 Cubic Yazd - Refuse 4 4 Cubic Yazd - Refuse 5 6 Cubic Yazd - Refuse Estimated Residential/Multi-Family Refuse Bin Service Levels 1 Row Container Type/Size Number of CoF 6 1Cubic Yard -Refuse 176 176 7 2 Cubic Yazd - Refuse 316 30 4 8 358 8 3Cubic Yard -Refuse 273 400 113 25 811 9 4 Cubic Yazd - Refuse 110 206 108 17 441 10 6 Cubic Yazd - Refuse - Proposed llections per Week Total Containers 1 2 3 4 5 6 Residential/Multi-Family Refuse Bin Rate Revenue Row F Container Type/Shp Number of Collections per Week Monthly Revenue 1 2 3 4 5 6 11 1 Cubic Yazd - Refuse $ $ $ $ $ $ $ 12 2 Cubic Yazd -Refuse $ $ $ $ $ $ $ 13 3 Cubic Yazd -Refuse $ - $ - $ - $ - $ - $ - $ - 14 4 Cubic Yazd -Refuse $ $ $ $ $ $ $ 15 6 Cubic Yazd -Refuse $ $ $ $ $ $ $ 16 Pro'eded Monthl Residential/Multi Famd Refuse Bin Rate Revenue $ - 17 Months 1? 18 Pro'eded Annual Residential/Multi-Family Refuse Bin Rate Revenue $ (1) Estimated multi -family refuse service levels provided by EcoNomics. Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 31912020 60A-64 c3�ry ofsm,raAw ATTACHMENT 3 PROPOSED COMMERCIAL RECYCLING BIN RATE REVENUE Proposing Company-. Recycling rates as % of Commercial Refuse Rates 75% Proposed Commercial Recycling Bin Rates 75% of Commercial Refuse Rates) Row Contain- Type/Size I Number of Collections per Week 1 2 3 4 5 6 1 1 Cubic Yard - Recycling $ - $ - $ - $ - $ - $ - 2 2 Cubic Yard - Recycling $ - $ - $ - $ - $ - $ - 3 3Cubic Yard -Recycling $ - $ - $ - $ - $ - $ - 4 4Cubic Yard -Recycling $ - $ - $ - $ - $ - $ - Estimated Commercial Recycling Bin Service Levels 6 1 Cubic Yard - Recycling - 7 2Cubic Yard -Recycling - 8 3 Cubic Yard - Recycling 632 322 49 15 1 1 L020 9 4Cubic Yard -Recycling 375 247 11 8 5 2 648 Row Proposed Container Type/Size Number of Collections per Week Total Containers 1 2 3 4 5 6 Commercial Rec cGn Bin Rate Revenue Container Type/S17P Number of Collections per Week Monthly Revenue 1 2 3 4 5 6 11 1Cubic Yard -Recycling $ - $ - $ $- 72 2 Cubic Yard - Recycling $ $ $ $ $ $ $ 13 3Cubic Yard -Recycling $ $ $ $ $ $ $ 14 4 Cubic Yard - Recycling $ - $ - $ - $ - $ - $ - $ - 16 Projected Monthly Commercial Recycling Bin Rate Revenue $ 17 Months 12 18 Projected Annual Commercial Recycling Bin Rate Revenue $ (1) Estimated commercial and multi family recycling service levels provided by EcoNomics. Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 3v1010 F City of Santa Ana 60A-65 ATTACI NT 3 PROPOSED RESIDENTIAI/MULTI-FAMILY RECYCLING BIN RATE REVENUE Proposing Company-. Recycling rates as % of Refuse Rates 75% Pro osed Residential/Multi-Family Recycling Bin Rates 75% of Residential/Multi-Family Bin Refuse Rates) Row Container Type/Size Number of Collections per Week 1 2 3 4 5 6 1 1 Cubic Yard - Recycling $ - $ - $ - $ - $ - $ - 2 2 Cubic Yard - Recycling $ - $ - $ - $ - $ - $ - 3 3Cubic Yard -Recycling $ - $ - $ - $ - $ - $ - 4 4Cubic Yard -Recycling $ - $ - $ - $ - $ - $ - Estimated Residential/Multi-Family Recycling Bin Service Levels 5 1Cubic Yard -Recycling 332 332 6 2Cubic Yard -Recycling 190 37 227 7 3Cubic Yard -Recycling 792 69 24 885 8 4Cubic Yard -Recycling 427 30 457 R ow Proposed Container Type/S17P PNumber of Collections per Week Total Containers 1 2 3 4 5 6 Residential/Multi-Famil Recycling Bin Rate Revenue Row Container Type/size Number of Collections perWeek Monthly Revenue 1 2 3 4 5 6 9 1Cubic Yard -Recycling $ - $ - $ $ - $ - $ - 10 2 Cubic Yard - Recycling $ $ $ $ $ $ $ 11 3Cubic Yard -Rec clsi $ $ $ $ $ $ $ 72 4 Cubic Yard - Recycling $ - $ - $ - $ - $ - $ - $ - 13 Projected Monthly Residential/Multi FamB Recycling Bin Rate Revenue $ 14 Months 12 15 Projected Annual Residanti uki-Famll Rec clin Bin Rate Revenue $ (1) Estimated commercial and multi family recycling service levels provided by EcoNomics. Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 3v1010 ' G Cityof Santa Ana 60A-66 ATTACHAMTN 3 PROPOSED RFSIDENTIAI/MULTI-FAMB.Y AND COMMERCIAL ORGANICS BIN RATE REVENUE Proposing Company. Organics rotes as % of Refuse Rates 1 75% Proposed Residential/Multi-Family and Commercial arcs Bin Rates 75% of Refuse Bin'TOC-3:3M'!Rates Raw Container T i. yPe/S Number of Collections per Week 1 2 3 4 5 6 1 2Cubic Ymd-Organcs-Residential/Multi-Family $ - $ - $ - $ - $ - 5 - 2 2Cubic Ymd- Organics -Commercial $ - $ - $ - $ - $ - 5 - Estimated ResideofiaWulti-Family and Commercial Or arcs Bin Servic a Levels 1 Row Cmrtains Type/Size Numbs of Collections per Week Total Corainen: 1 2 3 4 5 6 3 2Cub. Ymd-Oigmdcs-Residential/Multi-Pantily - 4 2Cubk Yard - Organics -Commerdal 1541 1601 421 191 ill 41 390 Proposed ResidentiaWulti-Family and Commscial Orgaoics Bin Recycling Rate Revenue Row Contains Type/Siu Number of Collections per Week Montldy Reveme 1 2 3 4 5 6 5 2Cubk Yazd-Organics-Residential/Multi-Fantily $ - $ - $ - $ - $ - $ - $ - 6 2Cubic Yard -Organics-Connnercial $ - $ - $ - $ - $ - $ - $ - 7 Projected Monthly Residential/Multi-Family and Commercial Organics Bin Rate Revenue $ 8 Months 12 9 Projected Amval Residential/Multi-Family and Commscial Organics Bin Rate Reveme $ - (1) Estimated commercial organics bin service levels provided by EcoNomics. Failure to complete and submit this form will deem the poopos&s franchise proposal noreres onsive. 3192020 60 'H_67 City ofS4aArn ATTACHMENT3 PROPOSED RESM TIAUMUFTl-FAMILY ANO COMMERCIAL ORGANICS ANO RECYCLING CART RATE REVENUE FOR REFUSE BIN SERVICE CUSTOMERS Proposing Company: Proposed Residential/Multi-Family and Commercial Cr an and Recycling Cart Rates For Refuse Bin Service Customers s Container Type/Size IF Number of Collections per Week 1 2 3 4 5 6 1 Any Size Cazt-Orgarvcs 2 1 Any Size Cazt-Recchn Estimated Residentia ulti-Famil and Commercial (hganics and RecycIfirg Cart Service levels For Refuse Bin Service Customers Container Type/Size Number of Collections per Week notal 1 2 3 4 5 6 Containers 3 An %i Cmt-Or arves 492 1 49 21 2 1,4�0 4 1 Any Size Cmt-Recycling I I- Proposed Residential/Multi-Family and Commercial Organics and Recycling Cart Service Revenue For Refuse Bin Service Customers Container Type/Size Number of Collections er Week Mouthy Revensse 1 2 3 4 5 6 5 Any Size Cazt-Orgarvcs Recycling $ - $ - $ - $ - $ - $ - $ - 6 An Size Cart-R clm $ I $ I $ is is $ $ 7 Projected Monthly Residential/Msslfl-Family and Commercial Orgardcs and Recycling Cart Rate Reverme for Bin Service Customers $ - 8 Months 12 9 Projected Annual Resdartial/Multi-Family and Commercial Organics and Recycling Cart Rate Revenue for Bin Service Customers $ (1) Estimated comma aland mnlhfamily org kseaztservice levels povided by BeoNomic, Failure to complete and submit this form will deem the er's franchise proposal noo-resfoursive. 31912020 60 1 Coy afSasm Ana ATTACHME 3 PROPOSED ADDITIONAL BIN SERVICES RATE REVINUE Proposing Company. Instructions: Enter proposed rates in bolded boxes. Proposed rate mvenue on this page should calculate automatkatly. Conform accuracy of calculations. Proposed Additional Bin Service Rates Rw Service Type/Size Number of Collections per Week 1 2 3 4 5 6 1 ScoutSeroro $ - $ - $ - $ - $ - 2 25' - 50' Push -out Charge $ - $ - $ - $ - $ - 3 >5O Pushout Charge $ - $ - $ - $ - $ - 4 Locking Bin $ - $ - $ - $ - $ - 5 Enclosure Charge $ - $ - $ - $ - $ - 6 Reba Pick-up Charge N/A N/A N/A N/A N/A Estimated Additional Bin Service Levels Rw Container Type/Siae Number oaf Collections per Week Total Containers 1 2 5 6 7 ScoutSerorr, 25 50 30 5 9 10 129 8 25'- 50' Push -out Charge 143 42 136 23 17 361 9 >5O Pushout Charge 298 47 70 23 13 25 476 10 Locking B.(1) 2,387 Z387 11 Encl. Charge (2) 8522 8,522 12 Extra Pick-up Charge 35 N/A N/A N/A N/A N/A 35 Proposed Additional Bin Service Rate Reverme Rw Cmdainer Type/Siu Number oaf Collection Week MoAmy Re . 1 2 4per 5 6 13 Sc out Service $ - $ - $ - $ - $ - $ - $ - 14 25' - 50 PoshoutCharge $ - $ - $ - $ - $ - $ - $ - 15 >50' Pushout Charge $ - $ - $ - $ - $ - $ - $ - 16 Lacking Bin $ - $ - $ - $ - $ - $ - $ - 17 Encl. Char $ $ $ $ $ $ $ 18 Extra Pick-up Charge $ - N/A N/A N/A N/A N/A $ 19 Projected Mootldy Additional Bin Service Rate Revemre $ - 20 Months 12 21 1 Projected Armval Additional Bin Service Rate Revenue $ (1)W currently bills for 2,387 locks. (2) WA currently bills for 8,522 bins and days. Di shibution by ltequmey currently unavailable Failure to complete and submit this form will deem the pmpm&s franchise pmpmal nor -responsive. 3192020 60r T Otv ofS saaAna ATTACI=NT 3 PROPOSED ROLL -OFF BOX AND TEMPORARY BIN RATE REVENDEtrt Proposing Company: Instructions: Enter proposed rates in the bolded boxes. Proposed rate revenue on this page should calculate automatically. Confhm accuracy of calculation Row Containeq'Service Type Contractor Rate Service Count FY 2018 Proposed Annual Rate Revenue 1 Standard Permanent Rolloff Box Pull Charge (2) 2 Regular Refuse -Any Size perpickup 4,278 pulls (3) S - 3 Regular Recycling -Any Size perpickup - pulls (3) S - 4 Regular Organics -Any Size per pickup pulls (3) S 5 Subtotal: Standard Rollu£fs PullCbarge 4,278 S - 6 Compactor Rollu£f Box Any Size (120 % of Standard Rate) (4) $ - per pickup 1,674 pulls (3) 5 - 7 3-Yard Temp Bin (5) per =Ply LM7 —Pt- (3) 5 - 8 Standard Permanent Rolloff Rate Per Ton 9 Regular Refuse- Per Ton per ton 25,885 Tons (3) S - 10 Regular Recycling -Per Ton per ton - To. (3) $ - 11 Regular Organics -Per Ton per ton To. (3) S 12 Subtotal: Standard RoBuff Disposal Charges 25,885 $ - 13 Projected Annual Roll -Off Box and Temporary Bin Rate Revenue $ - (1) C&D services are not exclusive under cureent franchise. Contractors shall propose on C&D services as an optional service on Attachment 3L. (2) Includes container delivery, rental, and service charge. Disposal charged separately. (3) Number of sceptics, pulls and tons provided by Waste Management Excludes City goverment operations tors. (4) Excludes compactor rental. (5) 3-Yard tenp hhn rate includes delivery, rental, and disposal Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 31"020 3-K Cty of&efa daa 60A-70 ATTACHMENT3 FOR OTHER SERVICES Proposing Company: Instructions: Enter proposed percentage increases or hourly rates in the bolded boxes. Proposed rate revenue on this page should calculate automatically. Confirm accuracy of calculation. Raw F Service Type Contmctm Rate Refemnce/Note Optional Mixed Waste Processing of Commercial and Msslti-Family Refuse Estimated Percent Increase to refuse rates for Mixed Waste Processing of Enter proposed percentage increase. I Commercial and MultiFamilyCustomers Without Source Separated per year Only for customers without All 341 Recycling or otherwise not compliant with AB 341. compliantprogran, Other City and Special Services 2 Emergency Services Rates per I -bur- one crew and one collection truck per hour F1 ludaTProposedcostperhour. 3 Grant Adromishation Rates per Hour per hour Enter proposed cost per hour. Used Oil Recycling and Used Oil Filter Collection Enter proposed monthly lump sum 4 Proposed Monthly Cost to Collect Used Motor Oil and Filters from All per month amount to service all residential Residential Curbside Customers curbside customers. 5 Months per year 12 Proposed Annual Cast to Collect Used Motor Oil and Filters from All 6 Residential Curbside Customers $ Failure to complete and submit this form will deem the prop owes franchise proposal non-msponsiye. 3192020 3-1 City oj3mRa Ana 60A-71 ATTACHMENT 3 PROPOSED C&D ROLUOFF BOX AND TEMPORARY C&D BIN RATE RE V ENDE (�) Proposing Cosparry: ImtsNiona Enter pxoposadratty. thebddedb.e. Propos dratexevmueontfi page sfimddcalculate auto hcally. Cmfam accuracy of calculation Raw Cmtainer/Savrce Type Cmtrxtor R#e Service Count F 2M8 Proposed Ax�mral Rate Reva�sse 1 Mixed C&D RdlOff-Any Sim. Up to 8 tms pa load induded. p-pch„p(2) 1,710 pLdb(3) $ - 2 3Yaxd Tip C&D Bin (4) p- P-H 326 pWb (3) $ - 3 Mixed C&D Px«r &/drsposd-pa tm in «cess d 8 tons pex load. pa hen 8,451 Tms(3) $ - 4 Proposde ualMDRdI-0ff Bra and Temporary C&D Bin Rate Revmm $ (1)C&Dsavices(«ceptfo governmentop®tims)axe itypafoxn dmdaanon lu vemnhact 6ty, in ifs sole optim a ay indude MD in the «clumve fxmchi�. (2)Includescmta delivery,rmtal,ser charge,andprocessing/disposalupto8tons. Pxme��g/disposal of torts in «rasad8to be mtesdin row 3. (3) Number d polls and tons pxov dd by Waste Manag�mtmd Ware Disposal. (4)3Yaxd temp C&D bm rate includes dehvay, rmtal, and sev chxige. Disposal chaxgd separately Failssre to cm,plete and axbst this fors will deem the proposer's francMs proposal mn-respmsive. 31912020 3-M Coyof&m a A m 60A-72 SUPPORTING COST AND OPERATING DATA WORKSHEETS Draft, March 9, 2020 4 - 1 City of Santa Ana 60A-73 ATTACHMENT SUPPORTING COST AND OPERATING DATA WORKSHEETS Table of Contents Page Contents 4-A Projected Annual Revenue Requirement Based on Estimated Container Matrix 4-B Projected Routes and Route Hours 4-C Tonnage Diversion Plan (Excluding C&D) 4-D Comparison of Rate Revenues and Revenue Requirements 4-E Proposed Franchise Fee Percentage 60A-74 ATFACDM 4 PROI C=ANNDAL REV EREODME TRASED ON E3 AiED CON]A RM M2 Praposiag Campanp. le¢traatimvs:FMmbaum roam cmatrm aa.,maey el aammmeem.,aamee. iOiA1 Cmbtlde 3emre C®wn ma MWi-F y3wire �T Rolloff Rw 6ueiee �6)m phg P RVPNR.a OF REase Rerydablm Ugmies (A 3ablolal RePose Reaya'lables Ugmies 3ablolal RDM7 l OF am.",i. 2 ieuh OpmffieeCmm(]) $ $ $ 3 Eemgee5lffi�myhaes}a't bMPamlx $ $ -.... $ -... 4 Oe$vuv Pmaema$(os6 $ $ $ 5 Iae�dfJl Di�wmlCmm $ $ -.... $ -.. 6 Cmmuee Depemams/Amoe4sahm Cush $ -.. $ $ y elab@Maletlel5 ,Rm�mam(2) $ $ -.... $ -.. .9.... SabldaL OPesalious Co sh $ $ - $ - $ - $ - $ - $ - $ - $ - $ - 10 Outreaa'h FAusffismvtl Cmmm:.whm Momlmmg ]] Gmmealma Admwnah�e ]2 Pfofd 13 Amu dAUGM$Fee(3) $ 3QAp 14 Feanele. Fee(4) $ SApJ,0.0 ]5 N.Fa (91 $ ]moo 16 Vymek Mpan, Fee (91 $ 2265,GK ]y AaWnlstrehbe Fee(9) $ 13NrRN ...20..macaumm 19..[R—R��t�TmC� LREVENDERE4LRREMEM •.•. $ ]$Ht 1 .2] $ $ $$ $ (l)Grcludeadnvm/hllref/m)rervtmewageaaN hrefils eeltieleaepretleM1m mtl memlmerce,oen.ae uurvesece, WeLaDfmms mtl Wlxffwh orris (1) P@ax mRereaydable mAenalselesreveweasaaeg&ise aumhe(b o9se11M opefffiImsms6aapplrnbk) £ahf asapaative mwbm albere isaaN mN m mm4A malmels mlhelhme�elem�mue. (3)TM wlofauf ®vpa�mtizM wee rwm lmm($9 b$1ry{0.Ui M]ltODb$ydbyC]Oyesrs=$1R�yW Pm yam).SaeDeaRAgeaemml5xtioa82ymelmmee Woemahm�. (4) iaegRtrae...bA W+�,DyRr�3 d year mgemsremplsleum avYemmsdlrteFbaleabyCmtrxlm. (6)Ieu4udea re9aeea�nl g,emwmle ma -d..Apfegeem (b) Eva4udes Oplunnl C&D Sern¢s propoza on Alma4meN 3M. (7) Ieu4uaes applrable gmenwee�l greemlms. (5) laauaes a.l u.,m Lmilea m bwty aem ptrk..ps Imhaay bye eoReatim, slwpa anReatim, —esel wmh mReatim, aei$Immnma emmupx, waklr °Rer pups, pae'kway ne mup lumwing qummely $aea$e aeles ameaamg eemis amnFmt e.mwaya, amatrahm,latmaex pmgam, ma omee:emaea. Emaamu:aml reay�h.$am amllulee eoRmw�wlaa,�apmlbmaea. ssrzozo 41 can Asa„m,w 60A-75 WO-WETWITI—VIrow Proposing Company. lnstmctioos FiIl m bolded boxes. Total routes and total route hours per week should calculate automatically. Confirm wmmcy of calculations. (1) For Example, 8,9 or 10 hours per day. (2) Total Route Days/Weak multiplied by Hours Per Route per Day. (3) Do not include rulluff routes for optional C&D service. Failure to complete and subadt this form will deem the propose2s franchise proposal nan-responsive. 31912020 4-13 City ofsm taAm ATTACHMENF4 Proposing Company: Instructions: Fill m the bolded boxes. Con£hm accuracy of automatic calculations. Proposers must demonstrate how they will reach the proposed required diversion of bauler collected waste. Hauler will conhactually commit to reaching the below spec fied diversion rate, this should be clearly stated m the proposal and must be supported below. Annual Tons Annual Tons Diverted Tons Row Waste Stream Collected (from Diverted as C&D f— %of Tons 4A, Row 21) Comm ,Ied O.gem- coegomeot Offs-(1) T.W Dw. .d Collected Recycling O ations i ......................................c,.................................................................................................................................................................... 1 Residential efuse - - - .................................................................................................................................................................................................................................................................................................................................... 2 Residential Reryclables - - - .................................................................................................................................................................................................................................................................................................................................... antics - - - 4 Commercial&Multi-Family Refuse - - - .................................................................................................................................................................................................................................................................................................................................... 5 Commercial&Multi-Family Recyclables - - - .................................................................................................................................................................................................................................................................................................................................... 6 Commercial&Multi-Family Organics - - - .................................................................................................................................................................................................................................................................................................................................... 7 Rollo£E Service (excluding optional C&D) - - - .................................................................................................................................................................................................................................................................................................................................... 8 O he ................................................................................................................................................... 9 Total - - - - - - - (1) Describe "Othcu"programs below. Failure to complete and submit this form will deem the proposer's franchise proposal non-res ansive. 31"020 4-C Cfh gf&..fn3nn 60A-77 ATTACHMENT 4 COMPARISON OF RATE REVENUES AND REVENUE REQUIREMENTS Instructions: Confirm automatic references and accuracy of automatic calculations. Row Amount Reference 1 Proposed Rate Revenue $ 77,136 Attach. 3-A, Row 14 2 Proposed Revenue Requirement $ 13,634,166 Attach. 4-A, Row 19 — 3 ------------- Difference (should be $0) ----- $ 13,557,030 ----- Row 2 -Row 1 Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 31912020 4-D City of Santa Ana �� • ATTACHMENT PROPOSED FRANCHISE FEE PERCENTAGE CUSTOMERS DIRECT -BILLED BY CONTRACTOR Instructions: Confirm automatic references and accuracy of automatic calculations. Row Waste Stream Amount 1 Target Annual Franchisee Fee Revenue $ 8,000,000 2 Pro)ected First Year Rate Revenue From Customers Direct Billed by, Contractor, (From Attachment 3-A, Row 12) $ 3 Proposed Franchise Fee Percentage (1) #DIV/0! (1) Percentage will automatically calculate upon completion of Attachment 3-A. Failure to complete and submit this form will deem the proposer's franchise proposal non -responsive. 3/9/2020 4-E City of Santa Ana 60A-79 ANTI -COLLUSION AFFIDAVIT Proposer as a part of this proposal submits the following affidavit: The undersigned deponent, of lawful age, being duly sworn, upon his oath deposes and says: That he has lawful authority to execute the within and foregoing proposal; that he has executed the same by subscribing his name hereto under oath for and on behalf of said proposer, that proposer has not directly or indirectly entered into any agreement, express or implied, with any proposer or proposers, having for its object the controlling of the price or amount of such proposal or proposals, the limiting of the proposals or proposers, the parceling or farming out to any proposer or proposers or other persons of any part of the contract or any part of the subject matter of the proposal or proposals or of the profits thereof, and that he has not and will not divulge the sealed Proposal to any person whomsoever, except those having a partnership or other financial interest with him in said proposal or proposals, until after the said sealed proposal or proposals are opened. Deponent further states that the proposer has not been a party to any collusion among proposers in restraint of freedom of competition; by agreement to make a proposal at a fixed price or to refrain from submitting a proposal, or with any City official or employee as to quantity, quality, or price in the prospective contract, or in any discussions between proposers and any City official concerning exchange of money or other things of value for special consideration in the letting of a contract; that the proposer has not paid, given or donated or agreed to pay, give or donate to any official, officer or employee of the City directly or indirectly, in the procuring of the award of contract pursuant to this proposal. Executed under penalty of perjury on this day of I at SIGNED BY TITLE COMPANY Failure to complete and submit this form will deem the proposers proposal incomplete and Draft, March 9, 2020 5-1 City of Santa Ana DRAFT AGREEMENT FOR THE COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA Draft, March 9, 2020 6 - 1 City of Santa Ana o. 1 AGREEMENT BETWEEN CITY OF SANTA ANA AND FOR COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA Draft, March 9, 2020 �. 1 AGREEMENT BETWEEN CITY OF SANTA ANA AND FOR COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA TABLE OF CONTENTS RECITALS............................................................................................................... Pa&e ................... I ARTICLE1................................................................................................................................................4 INI T I ON S........................................................................................................................................................................... 4 1.1 AB 1594...................................................................................................................................................................4 1.2 AB 1826...................................................................................................................................................................4 1., AB 141.....................................................................................................................................................................4 1.4 AB939.....................................................................................................................................................................4 1.5 AFFILIATE.................................................................................................................................................................5 1.6 AGREEMENT.............................................................................................................................................................5 1.7 APPLICABLE LAw.....................................................................................................................................................5 1.8 BILLINGS..................................................................................................................................................................6 1.9 BIN.........................................................................................................................................................................6 1.10 BIN SERVICE.............................................................................................................................................................6 1.11 BULKY ITEMS...........................................................................................................................................................6 1.12 CALRECYCLE............................................................................................................................................................7 1.13 CART........................................................................................................................................................................7 1.14 CITY.........................................................................................................................................................................7 1.15 COLLECT/COLLECTION.............................................................................................................................................7 1.16 COMMERCIAL...........................................................................................................................................................7 1.17 COMMERCIAL PREMISES...........................................................................................................................................7 1.18 CONSTRUCTION AND DEMOLITION DEBRIS...............................................................................................................8 1.19 CONTAINERS.............................................................................................................................................................8 1.20 CONTRACTOR........................................................................................................................................................... 8 1.21 CONTRACTORS PROPOSAL....................................................................................................................................... 8 1.22 CONTRACTOR COMPENSATION.................................................................................................................................9 1.23 CPI.........................................................................................................................................................................9 1.24 CUSTOMER................................................................................................................................................................9 1.25 DISPOSAL..................................................................................................................................................................9 1.26 DISPOSAL SITE(S).....................................................................................................................................................9 1.27 DIVERT/DIVERSION..................................................................................................................................................9 1.28 ELECTRONIC WASTE OR E-WASTE......................................................................................................................... 10 March 9, 2020 60A-83 City of Santa Ana - DRAFT 1.29 ENVIRONMENTAL LAvt........................................................................................................................................... 10 1.30 EXECUTIVE DIRECTOR............................................................................................................................................ 10 1.31 FACILITY................................................................................................................................................................. 10 1.32 FOOD WASTE..........................................................................................................................................................10 1.31 FRANCHISE............................................................................................................................................................. 11 1.34 FRANCHISE FEE...................................................................................................................................................... 11 1.35 GROSS RECEIPTS..................................................................................................................................................... 11 1.36 HAZARDOUS MATERIAL.........................................................................................................................................11 1.37 HOUSEHOLD HAZARDOUS WASTE ("HHW„).......................................................................................................... 12 1.38 MATERIALS RECOVERY FACILITY (..MRF)........................................................................................................... 12 1.39 MI , ED WASTE PROCESSING.................................................................................................................................. 12 1.40 MULTI -FAMILY PREMISES...................................................................................................................................... 13 1.41 ORANGE COUNTY DISPOSAL SYSTEM..................................................................................................................... 13 1.42 ORGANIC MATERIALS............................................................................................................................................. 13 1.41 ORGANIC MATERIALS PROCESSING FACILITY........................................................................................................ 13 1.44 OwNER...................................................................................................................................................................13 1.45 PERSON...................................................................................................................................................................13 1.46 PREMISES................................................................................................................................................................ 14 1.47 RATE YEAR.............................................................................................................................................................14 1.48 RECYCLING.............................................................................................................................................................14 1.49 RECYCLABLE MATERIALS...................................................................................................................................... 14 1.50 REFUSE...................................................................................................................................................................14 1.51 RESIDENTIAL..........................................................................................................................................................14 1.52 RESIDENTIAL CURBSIDE SERVICEUNIT.................................................................................................................. 14 1.51 RESIDENTIAL PREMISES.......................................................................................................................................... 15 1.54 ROLL -OFF BOX....................................................................................................................................................... 15 1.55 SB 1183..................................................................................................................................................................15 1.56 SHARPS................................................................................................................................................................... 15 1.57 SOLIDWASTE......................................................................................................................................................... 15 1.58 SOLID WASTE HANDLING SERVICES....................................................................................................................... 16 1.59 SOURCE SEPARATION/SOURCE-SEPARATED........................................................................................................... 16 1.60 STATE..................................................................................................................................................................... 16 1.61 TRANSFORMATION.................................................................................................................................................. 16 1.62 TRANSFER STATION................................................................................................................................................ 17 1.63 UNIVERSAL WASTE............................................................................................................................................... 17 1.64 WASTE GENERATOR............................................................................................................................................... 17 1.65 YARD WASTE......................................................................................................................................................... 17 ARTICLE 2.... ..................................................................18 GRANT AND ACCEPTANCE OF FRANCHISE................................................................................................................18 2.1 GRANT AND ACCEPTANCE OF FRANCHISE, INDEMNITY OF AWARD........................................................................ 18 2.2 EXCLUSIVE NATURE OF FRANCHISE....................................................................................................................... 18 2.3 EFFECTIVE DATE.................................................................................................................................................... 19 2.4 TERM OF AGREEMENT............................................................................................................................................ 19 2.5 EXTENSIONPERIOD................................................................................................................................................ 19 2.5.1 Mutual Option to Extend...............................................................................................................................19 2.5.2 Cih Option to Extend....................................................................................................................................20 2.6 REPRESENTATIONS AND WARRANTIES OF CONTRACTOR........................................................................................ 20 2.7 CONDITIONS TO EFFECTIVENESS OF AGREEMENT................................................................................................... 22 2.8 DELEGATION OF AUTHORITY.................................................................................................................................. 22 2.9 LIMITATIONS TO SCOPE.......................................................................................................................................... 22 2.10 CITY'S RIGHT To DIRECT CHANGES........................................................................................................................ 25 2.10.1 General..........................................................................................................................................................25 2.10.2 New Diversion Programs..............................................................................................................................26 2.10.3 Cih,'s Right to Acquire Services....................................................................................................................26 March 9, 2020 60 1 City of Santa Ana - DRAFT 2.11 OWNERSHIP OF SOLID WASTE AND CITY'S RIGHT TO DIRECT SOLID WASTE......................................................... 26 2.12 CONTRACTOR STATUS............................................................................................................................................ 27 2.13 CONTRACTOR AUTHORIZATION.............................................................................................................................. 28 2.14 ANNEX;ATIoxs........................................................................................................................................................28 2.15 PERMITS AND LICENSES.......................................................................................................................................... 28 ARTICLE3..............................................................................................................................................29 FRANCHISE FEE, NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM FEE, VEHICLE IMPACT FEE, & ADMINISTRATIVE FEE.........................................................................................................................................29 3.1 FRANCHISE FEE...................................................................................................................................................... 29 3.2 NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM (NPDES) FEE............................................................ 29 3.3 VEHICLE IMPACT FEE............................................................................................................................................. 30 3.4 ADMINISTRATIVE FEE............................................................................................................................................. 31 3.5 TIME AND METHOD OF FEE PAYMENTS TO CITY..................................................................................................... 31 ARTICLE4..............................................................................................................................................33 DIRECTSERVICES...............................................................................................................................................................33 4.1 SERVICES TO BE PROVIDED BY CONTRACTOR - GENERAL...................................................................................... 33 4.2 RESIDENTIAL CURBSIDE SERVICE UNIT SERVICES.................................................................................................. 33 4.2.1 Residential Curbside Service Unit Refuse Collection................................................................................... 33 4.2.2 Cart Overage................................................................................................................................................. 34 4.2.3 Residential Curbside Service Unit Recyclable Materials Collection............................................................ 34 4.2.4 Residential Curbside Service Unit Organic Materials Collection................................................................ 35 4.2.5 Senior and Mobile Home Low Generator Customers................................................................................... 35 4.2.6 Section Deleted.............................................................................................................................................. 35 4.2.7 Contamination Warning Notice —Residential Curbside Service Unit Customers........................................35 4.2.8 Holiday Tree Collection Program................................................................................................................. 36 4.2.9 Walk -Out Service..........................................................................................................................................37 4.2.10 On -Call Bulky Item Pickup - Residential Curbside Service Unit Customers ................................................ 38 4.2.11 Sharps Collection Program........................................................................................................................... 39 4.2.12 Used Motor Oil Recycling and Used Motor Oil Filter Collection................................................................ 39 4.2.13 Universal Waste Collection........................................................................................................................... 39 4.2.14 Recycling Reward Program..........................................................................................................................40 4.3 COMMERCIAL AND MULTI -FAMILY SERVICES........................................................................................................ 40 4.3.1 Commercial and Multi -Family Customer Refuse Collection........................................................................ 40 4.3.2 Commercial Cart Service ..............................................................................................................................41 4.3.3 Roll -off Box Service....................................................................................................................................... 41 4.3.4 Temporary Bin Service ..................................................................................................................................42 4.3.5 Commercial and Multi -Family Recycling..................................................................................................... 42 4.3.5.1 Site Visits, Education and Outreach.............................................................................................................. 42 4.3.5.2 Processing of Mixed Waste...........................................................................................................................44 4.3.6 Commercial and Multi -Family Organics Collection..................................................................................... 44 4.3.6.1 Site Visits, Education and Outreach — Commercial and Multi -Family Organics Recycling ........................ 44 4.3.6.2 Organics Waste Recycling Program Cost..................................................................................................... 47 4.3.7 Roll -off Box Organic Materials Collection Service...................................................................................... 47 4.3.8 Food Rescue and Donation Program............................................................................................................ 47 4.3.9 Contamination Warning Notice — Commercial and Multi -Family Premises Bin Customers ........................ 47 4.3.10 Scout Service .................................................................................................................................................48 4.3.11 Bin Pushout Service...................................................................................................................................... 49 4.3.12 Locking Bins.................................................................................................................................................. 49 4.3.13 Return Trip Fee............................................................................................................................................. 49 4.3.14 On -Call Bulky Item Pickup —Multi -Family Premises with Refuse Bin Service and Commercial Premises Customers.................................................................................................................................................................... 50 4.3.15 Holiday Tree Collection — Multi -Family Bin Customers.............................................................................. 50 4.4 CITY SERVICES CITY GOVERNMENT OPERATIONS)............................................................................................... 50 March 9, 2020 6U 1 _8 5 City of Santa Ana - DRAFT 4.4.1 City- Government Operations........................................................................................................................ 50 4.4.2 Construction and Demolition from City Government Operations................................................................ 50 4.4.3 CiiySponsoredEvents...................................................................................................................................51 4.4.4 Parkway Cleanup Following Garage Sales.................................................................................................. 51 4.4.5 WeeklvAllevCleanups ..................................................................................................................................52 4.4.6 Grant .Administration....................................................................................................................................52 4.4.7 Public Education and Outreach Consultant. ................................................................................................. 52 4.4.8 Batten, RecvclingProgram ...........................................................................................................................53 4.4.9 Procurement of Recovered Organic Waste Products.................................................................................... 53 4.4.9.1 Contractor Warranty of Recovered Organic Waste Products....................................................................... 54 4.5 COMMUNITY SERVICES........................................................................................................................................... 54 4.5.1 Neighborhood Cleanups................................................................................................................................ 54 4.5.2 Household Hazardous Waste Drop -Off Events.............................................................................................54 4.5.3 Shredding Service Event................................................................................................................................55 4.5.4 Compost Giveaway........................................................................................................................................ 55 4.5.5 MedicationTakebackProgram.....................................................................................................................55 4.5.6 Environmental Ambassador Program........................................................................................................... 56 4.6 DIVERSION AND PROCESSING REQUIREMENTS........................................................................................................ 56 4.6.1 Minimum Recvcling Requirements ................................................................................................................56 4.6.2 Organic !!LlaterialsProcessing ......................................................................................................................57 4.6.3 End Uses for Organic Materials................................................................................................................... 57 4.6.4 Bulky Item Diversion..................................................................................................................................... 57 4.6.5 Construction and Demolition Debris Diversion............................................................................................ 58 4.6.6 Diversion of Electronic, Universal and Other Special Wastes......................................................................58 4.6.7 Marketing and Sale of Recyclable Materials................................................................................................58 4.7 OPERATIONS........................................................................................................................................................... 59 4.7.1 Schedules.......................................................................................................................................................59 4.7.2 Missed Pickups..............................................................................................................................................60 4.7.3 Vehicles.........................................................................................................................................................60 4.7.4 Containers.....................................................................................................................................................63 4.7.4.1 Contractor -Provided Carts...........................................................................................................................63 4.7.4.2 Cart Reparab ility or Replacement ................................................................................................................67 4.7.4.3 Bins............................................................................................................................................................... 68 4.7.4.4 Roll-offBozes................................................................................................................................................69 4.7.4.5 Graffiti Removal ............................................................................................................................................69 4.7.4.6 Overflowing Containers................................................................................................................................69 4.7.4.7 Litter Abatement............................................................................................................................................70 4.7.4.8 Collection of Former Contractor's Containers.............................................................................................71 4.7.5 Personnel......................................................................................................................................................71 4.7.5.1 Employment of Former Contractor Employees............................................................................................. 72 4.7.5.2 Job Fair......................................................................................................................................................... 72 4.7.5.3 Identification Required.................................................................................................................................. 72 4.7.5.4 Fees and Gratuities....................................................................................................................................... 72 4.7.6 Non-Discrimination.......................................................................................................................................73 4.7.7 Coordination with Street Sweeping Services................................................................................................. 73 4.7.8 Change in Collection Schedule.....................................................................................................................73 4.7.9 Report of Accumulation of Solid Waste; Unauthorized Dumping.................................................................73 4.8 CONTINGENCY PLAN.............................................................................................................................................. 74 4.9 TRANSPORTATION OF SOLID WASTE....................................................................................................................... 74 4.10 DISPOSAL OF REFUSE.............................................................................................................................................. 74 4.11 FLOW CONTROL OPTION......................................................................................................................................... 75 4.12 COUNTY AGREEMENT............................................................................................................................................. 76 4.11 STATUS OF DISPOSAL SITE...................................................................................................................................... 76 4.14 SOLID WASTE FACILITY CAPACITY GUARANTEE.................................................................................................... 76 4.15 COMMINGLING OF REFUSE COLLECTION ROUTES................................................................................................... 76 4.16 ROUTEAUDIT.........................................................................................................................................................77 March 9, 2020 6U 1 _86 City of Santa Ana - DRAFT 4.17 SERVICE EXCEPTIONS; HAZARDOUS MATERIAL NOTIFICATIONS............................................................................ 78 4.18 CONTRACTOR/CITY MEETINGS............................................................................................................................... 79 ARTICLE5..............................................................................................................................................80 OTHERSERVICES................................................................................................................................................................80 5.1 SERVICES AND CUSTOMER BILLING........................................................................................................................ 80 5.1.1 Residential Curbside Service Unit Billing..................................................................................................... 80 5.1.2 Senior and Mobile Home Low Generator Rate............................................................................................. 80 5.1.3 Multi -Family and Commercial Cart Service, and Multi -Family and Commercial/Industrial Bin Services Billing 80 5.1.4 Roll -Off Billing..............................................................................................................................................81 5.1.5 Special Bin Services and Customer Service Requirements........................................................................... 81 5.1.6 Other Optional Services................................................................................................................................ 81 5.1.7 Review of Billings..........................................................................................................................................81 5.1.8 Suspension of Service Due to Non-Payment................................................................................................. 82 5.2 CUSTOMER SERVICE............................................................................................................................................... 82 5.2.1 Local Office...................................................................................................................................................82 5.2.2 Complaint Documentation ............................................................................................................................83 5.2.3 Resolution of Customer Complaints.............................................................................................................. 83 5.2.4 City Liaison................................................................................................................................................... 84 5.2.5 Route Supervisor........................................................................................................................................... 84 5.3 EDUCATIoNANDPUBLIcAwARENEss...................................................................................................................84 5.3.1 General..........................................................................................................................................................84 5.3.2 AB 341, AB 1826, and SB 1383 Implementation Plan.................................................................................. 85 5.3.3 Implementation and On -going Education Requirements.............................................................................. 86 5.3.4 Community Events......................................................................................................................................... 89 5.3.5 Media Relations............................................................................................................................................89 5.4 WASTE GENERATION/CHARACTERIZATION STUDIES.............................................................................................. 89 ARTICLE 6 COMPANY COMPENSATION AND RATES..............................................................90 6.1 GENERAL................................................................................................................................................................ 90 6.2 INITIAL RATES........................................................................................................................................................ 90 6.3 SCHEDULE OF FUTURE ADJUSTMENTs.................................................................................................................... 90 6.4 METHOD OF ADJUSTMENTS.................................................................................................................................... 91 6.4.1 General..........................................................................................................................................................91 6.4.2 Cost Component and Rate Adjustment Indexes............................................................................................. 91 6.4.3 Rate Adjustment Steps for Curbside Services and Bin Services.................................................................... 92 6.4.4 Rate AdjustmentforPermanent Roll -Off Box...............................................................................................93 6.4.5 Adjustment for Contractor's Monthly Compensation for Other Services ..................................................... 95 6.4.6 Rate Adjustment for Optional Construction and Demolition Roll -Off Box and Bin Services ....................... 95 6.5 EXTRAORDINARYADNSTMEmrs............................................................................................................................ 95 ARTICLE7..............................................................................................................................................97 REVIEW OF SERVICES AND PERFORMANCE.............................................................................................................97 7.1 PERFORMANCE HEARING........................................................................................................................................ 97 ARTICLE8..............................................................................................................................................99 RECORDS, REPORTS AND INFORMATION REQUIREMENTS .................................................................................99 8.1 GENERAL................................................................................................................................................................ 99 8.2 RECORDS................................................................................................................................................................ 99 8.2.1 General..........................................................................................................................................................99 8.2.2 Financial Records.......................................................................................................................................100 8.2.3 Solid Waste Records....................................................................................................................................100 8.2.4 CERCLA Defense Records ..........................................................................................................................101 8.2.5 Disposal Records........................................................................................................................................102 March 9, 2020 60 V 7 City of Santa Ana - DRAFT 8.2.6 Other Programs'Records............................................................................................................................102 8.2.7 Audit............................................................................................................................................................102 8.2.8 Payments and Refunds................................................................................................................................103 8.3 REPORTS...............................................................................................................................................................104 8.3.1 Report Formats and Schedule.....................................................................................................................104 8.3.2 Monthly Reports..........................................................................................................................................104 8.3.3 Quarterly Reports........................................................................................................................................105 8.3.4 Annual Report.............................................................................................................................................106 8.3.5 Financial Report.........................................................................................................................................106 8.4 REPORTING ADVERSE INFORMATION.................................................................................................................... 107 8.5 RIGHT TO INSPECT RECORDS................................................................................................................................ 107 8.6 FAILURE To REPORT............................................................................................................................................. 108 ARTICLE9............................................................................................................................................109 INDEMNIFICATION, INSURANCE AND BOND............................................................................................................109 9.1 INDEMNIFICATION................................................................................................................................................. 109 9.2 HAZARDOUS MATERIAL INDEMNIFICATION.......................................................................................................... 110 9.3 AB 939 INDEMNIFICATION AND GUARANTEE....................................................................................................... 112 9.4 INSURANCE........................................................................................................................................................... 112 9.5 FAITHFUL PERFORMANCE BOND........................................................................................................................... 114 9.6 FAITHFUL PERFORMANCE LETTER OF CREDIT...................................................................................................... 114 9.7 FORFEITURE OF PERFORMANCE BOND.................................................................................................................. 114 9.8 FORFEITURE OF LETTER OF CREDIT...................................................................................................................... 115 9.9 PERFORMANCE SECURITY BEYOND SERVICE TERM.............................................................................................. 115 ARTICLE10..........................................................................................................................................116 CITY'S RIGHT TO PERFORM SERVICE.......................................................................................................................116 10.1 GENERAL..............................................................................................................................................................116 10.2 TEMPORARY POSSESSION OF CONTRACTOR'S PROPERTY...................................................................................... 117 10.3 BILLING AND COMPENSATION TO CITY DURING CITY'S POSSESSION.................................................................... 117 10.4 CITY'S RIGHT TO RELINQUISH POSSESSION........................................................................................................... 118 10.5 CITY'S POSSESSION NOT A TAKING...................................................................................................................... 118 10.6 DURATION OF CITY'S POSSESSION........................................................................................................................ 118 ARTICLE11..........................................................................................................................................120 DEFAULT, REMEDIES AND LIQUIDATED DAMAGES..............................................................................................120 11.1 EVENTS OF DEFAULT............................................................................................................................................ 120 11.2 CRIMINAL ACTIVITY OF CONTRACTOR................................................................................................................. 123 11.3 NOTICE, HEARING AND APPEAL OF CONTRACTOR BREACH-, ........ 123 11.4 LIQUIDATED DAMAGES........................................................................................................................................ 124 11.5 EXCUSE FROM PERFORMANCE.............................................................................................................................. 130 11.6 NOTICE, HEARING AND APPEAL OF CITY BREACH................................................................................................ 131 11.7 ASSURANCE OF PERFORMANCE............................................................................................................................ 132 11.8. CONTRACTOR'S CLAIM OF DEFAULT BY CITY...................................................................................................... 132 ARTICLE12..........................................................................................................................................133 OTHER AGREEMENTS OF THE PARTIES...................................................................................................................133 12.1 RELATIONSHIP OF PARTIES................................................................................................................................... 133 12.2 COMPLIANCE WITH LAw....................................................................................................................................... 133 12.3 GOVERNINGLAw.................................................................................................................................................133 12.4 JURISDICTION........................................................................................................................................................133 12.5 ASSIGNMENT........................................................................................................................................................ 134 12.6 AFFILIATED COMPANIES....................................................................................................................................... 136 12.7 CONTRACTING OR SUBCONTRACTING................................................................................................................... 136 12.8 BINDING ON ASSIGNS............................................................................................................................................ 136 March 9, 2020 6U yi _8 8 City of Santa Ana - DRAFT 12.9 TRANSITION TO NEXT CONTRACTOR.................................................................................................................... 137 12.10 PARTIES IN INTEREST............................................................................................................................................ 138 12.11 WAIVER................................................................................................................................................................138 12.12 CONTRACTOR'S INVESTIGATION........................................................................................................................... 138 12.13 CONDEMNATION...................................................................................................................................................138 12.14 NOTICE.................................................................................................................................................................138 12.15 REPRESENTATIVES OF THE PARTIES...................................................................................................................... 139 12.16 CITY FREE TO NEGOTIATE WITH THIRD PARTIES.................................................................................................. 139 12.17 COMPLIANCE WITH MUNICIPAL CODE.................................................................................................................. 140 12.18 PRIVACY...............................................................................................................................................................140 12.19 COOPERATION FOLLOWING TERMINATION........................................................................................................... 140 12.20 COMPLIANCE WITH IMMIGRATION LAWS.............................................................................................................. 140 12.21 PROPRIETARY INFORMATION, PUBLIC RECORDS................................................................................................... 141 12.22 GUARANTEE OF CONTRACTOR'S PERFORMANCE................................................................................................... 141 ARTICLE13..........................................................................................................................................142 MISCELLANEOUS AGREEMENTS.................................................................................................................................142 13.1 ENTIREAGRFEMENT............................................................................................................................................. 142 13.2 SECTION HEADINGS.............................................................................................................................................. 142 13.3 REFERENCES TO LAWS AND OTHER AGREEMENTS............................................................................................... 142 13.4 INTERPRETATION.................................................................................................................................................. 142 13.5 AGREEMENT......................................................................................................................................................... 142 13.6 SEVERABILITY...................................................................................................................................................... 143 13.7 ExHIBITS..............................................................................................................................................................143 13.8 NoN-WAIVER PROVISION..................................................................................................................................... 143 13.9 ATToRNEYs' FEES................................................................................................................................................143 Exhibits 1. Contractor's Proposal 2. Initial Maximum Rates 3. Example Rate Adjustment Formulas 4. Corporate Guarantee 5. Contractor's Faithful Performance Bond 6. Notary Certification 7. County Waste Disposal Agreement 8. AB 341, AB 1826, and SB 1383 Implementation Plan March 9, 2020 60 yii_89 City of Santa Ana - DRAFT RECITALS This Franchise Agreement ("Agreement') is entered into this day of , 2021, by and between the City of Santa Ana ("City") and ("Contractor"), for the Collection, transportation, Recycling, processing, and Disposal of Solid Waste and other services related to meeting the goals and requirements of the California Integrated Waste Management Act. Recitals WHEREAS, the Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989 (AB 939) (California Public Resources Code Section 40000 et seq.), has declared that it is in the public interest to authorize and require local agencies to make adequate provisions for Solid Waste handling within their jurisdictions to meet the goals and requirements of AB 939; and, WHEREAS, pursuant to California Public Resources Code Section 40059(a)(2), the City Council of the City of Santa Ana has determined that the public health, safety, and well- being require that an exclusive franchise be awarded to a qualified company for the Collection, transfer and transportation, Recycling, processing, and Disposal of Solid Waste and other services related to meeting the Diversion goals required by AB 939, and other requirements of the California Integrated Waste Management Act; and, WHEREAS, the Legislature of the State of California, in California Public Resources Code Section 41780 et seq., has declared a mandatory commercial Recycling program and that it is the policy goal of the state that not less than 75 percent of Solid Waste generated be source reduced, recycled, or composted by the year 2020, and annually thereafter; and, WHEREAS, the Legislature of the State of California, in California Public Resources Code Section 41781.3 et seq., has declared that as of January 1, 2020, the use of green material as landfill alternative daily cover will no longer constitute diversion through recycling and will instead be considered disposal in terms of measuring a jurisdictions annual 50 percent per capita disposal rate; and, WHEREAS, California Public Resources Code Section 42649 et seq., requires a mandatory commercial organics waste diversion program; and, March 9, 2020 60 1 City of Santa Ana - DRAFT WHEREAS, the Short -Lived Climate Pollutants Bill of 2016 (SB 1383) establishes regulatory requirements for jurisdictions, generators, haulers, solid waste facilities, and other entities to support achievement of state-wide organic waste disposal reduction targets; and, WHEREAS, SB 1383 requires jurisdictions to implement collection programs, meet processing facility requirements, conduct contamination monitoring, provide education, maintain records, submit reports, monitor compliance, conduct enforcement and fulfill other requirements; and, the City has chosen to delegate some of its responsibilities to Contractor, acting as the City's designee, through this Agreement; and, WHEREAS, the City declares its intention of maintaining reasonable rates and quality service related to the Collection, transportation, Recycling, processing, and Disposal of Solid Waste and other services; and, WHEREAS, the current franchise agreement will expire on June 30, 2022; and, WHEREAS, in response to a Request for Proposals, the Contractor has submitted a proposal to the City and the City selected the Contractor on the competitive advantages of that proposal over other proposals received by the City; and WHEREAS, City and Contractor ("Parties') hereto desire to enter said Agreement; and, WHEREAS, City and Contractor are mindful of the provisions of the laws governing the safe Collection, transport and transportation, Recycling, processing and Disposal of Solid Waste, including AB 939, the Resource Conservation and Recovery Act ("RCRA"), and the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"). City and Contractor desire to leave no doubts as to their respective roles and to memorialize that by entering into this Agreement, City is not thereby becoming an "arranger" or a "generator" as those terms are used in CERCLA, and that it is Contractor, not City, who is "arranging for" the Collection from premises in the City, transport for Disposal, composting or other processing, and Recycling of municipal Solid Waste which may contain Hazardous Material; and further to confirm that as a material inducement to City entering into this Agreement, Contractor has agreed to fully indemnify City in connection with any claims, losses, liabilities, lawsuits or actions relating to the inadvertent or intentional Collection, transportation and/or Disposal of Hazardous Materials that may occur in connection with Contractor's performance under this Agreement, and March 9, 2020 NA-9 A City of Santa Ana - DRAFT WHEREAS, the City Council of the City of Santa Ana, hereby desires that Contractor be engaged to provide for both the Collection of Solid Waste within the corporate limits of the City of Santa Ana and the transportation of such Solid Waste to appropriate places for processing, Recycling, Organics Diversion, and Disposal, and to perform such services on the terms and conditions set forth in this Agreement; and WHEREAS, Contractor has agreed, as part of this Agreement, acting as an independent contractor to provide such personnel, equipment and supplies as are necessary to ensure City complies with the requirements of Public Resources Code Section 49100 et seq., WHEREAS, Contractor agrees to and acknowledges that it shall arrange for the proper Disposal of all Solid Waste Collected in City and City is not instructing Contractor how to Collect, process and dispose of Solid Waste. NOW, THEREFORE, for the reasons recited above, and in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto do hereby agree as follows: March 9, 2020 6UA_92 City of Santa Ana - DRAFT ARTICLE 1 DEFINITIONS Whenever any term used in this Agreement has been defined by the provisions of Chapter 16, Article II, Section16.29 of the Santa Ana Municipal Code or by Division 30, Part 1, Chapter 2 of the California Public Resources Code, the definitions in the Municipal Code or the Public Resources Code shall apply unless the term is otherwise defined in this Agreement, in which case this Agreement shall control. Except as provided in Article 1, words beginning with lower case letters are being used with their common ordinary meanings, not as defined terms. Otherwise, the following capitalized words and terms used in this Agreement shall have the following respective meanings: 1.1 AB 1594 "AB 1594" means that per California Public Resources Code Section 41781.3 et seq., commencing January 1, 2020, the use of green material as landfill alternative daily cover does not constitute diversion through recycling and shall be considered disposal. 1.2 AB 1826 "AB 1826" means the Organic Waste Recycling Act of 2014 (Chapter 727, Statutes of 2014 modifying Division 30 of the California Public Resources Code), also commonly referred to as "AB 1826," as amended, supplemented, superseded, and replaced from time to time. 1.3 AB 341 "AB 341" means the California Jobs and Recycling Act of 2011 (Chapter 476, Statutes of 2011 [Chesbro, AB 341]), also commonly referred to as "AB 341," as it may be amended supplemented, superseded, or replaced from time to time. 1.4 AB 939 "AB 939" means the California Integrated Waste Management Act of 1989 (California Public Resources Code Section 40000 et seg.), as it may be amended, supplemented, superseded, or replaced from time to time. March 9, 2020 60 4 City of Santa Ana - DRAFT 1.5 Affiliate "Affiliate" means all businesses (including corporations, limited and general partnerships and sole proprietorships) which are directly or indirectly related to Contractor by virtue of direct or indirect ownership interest or common management shall be deemed to be "Affiliated with" Contractor and included within the term "Affiliates" as used herein. An Affiliate shall include a business in which Contractor owns a direct or indirect ownership interest, a business which has a direct or indirect ownership interest in Contractor and/or a business which is also owned, controlled or managed by any business or individual which has a direct or indirect ownership interest in Contractor. For purposes of determining whether an indirect ownership interest exists, the constructive ownership provisions of Section 318(a) of the Internal Revenue Code of 1986, as in effect on the date of this Agreement, shall apply; provided, however, that (i) "ten percent (10%")" shall be substituted for "fifty percent (50%")" in Section 318(a)(2)(C) and in Section 318(a)(3)(C) thereof; and (ii) Section 318(a)(5)(C) shall be disregarded. For purposes of determining ownership under this paragraph and constructive or indirect ownership under Section 318(a), ownership interest of less than ten percent (10%") shall be disregarded and percentage interests shall be determined on the basis of the percentage of voting interest or value which the ownership interest represents, whichever is greater. Being an Affiliate does not exempt a business from the application of assignment requirements under Section 12.5. 1.6 Agreement "Agreement" means this Franchise Agreement between City and Contractor for Collection, transportation, Recycling, processing and Disposal of Solid Waste, and other services related to meeting the goals and requirements of AB 939, including all exhibits and attachments, and any amendments thereto. 1.7 Applicable Law "Applicable Law" means all statutes, rules, regulations, guidelines, actions, determinations, Permits, orders, or requirements of the United States, State, county, City and local and regional government authorities and agencies having applicable jurisdiction, that apply to or govern the Facility, the Site or the performance of the Parties' respective obligations hereunder, including any of the foregoing which concern health, safety, fire, environmental protection, labor relations, mitigation monitoring March 9, 2020 N i5 _9 w City of Santa Ana - DRAFT plans, building codes, zoning, non-discrimination, and prevailing wages if applicable. All references herein to Applicable Law include subsequent amendments or modifications thereof, unless otherwise specifically limited in this Agreement. 1.8 Billings "Billings" means any and all statements of charges for services rendered in accordance with this Agreement, howsoever made, described or designated by City or Contractor, or made by others for City or Contractor, to Customers in the City. 1.9 Bin "Bin" means a metal Container with hinged lids and wheels with a capacity of less than ten (10) cubic yards. 1.10 Bin Service "Bin Service" means all Solid Waste Handling Services provided by Contractor by means of front -loaded collection Bins. 1.11 Bulky Items "Bulky Items" means Solid Waste that cannot and/or would not typically be accommodated within a Cart including specifically: furniture (including chairs, sofas, mattresses, and rugs); appliances (including refrigerators, ranges, washers, dryers, water heaters, dishwashers, plumbing, small household appliances and other similar items, commonly known as "white goods"); up to twenty (20), thirty (30) gallon bags of green waste (including wood waste, tree branches, scrap wood; electronic equipment (including stereos, televisions, computers and monitors, VCRs, microwaves and other similar items commonly known as "brown goods" and "e-waste");. Bulky Items do not include car bodies, tires, Construction and Demolition Debris or items requiring more than two Persons to remove. Other items not specifically included or excluded above will be Collected provided that they are not more than eight feet in length, four feet in width, or more than 150 pounds. In the event a question ever arises as to whether a specific item or category of items meets the definition of Bulky Items, City shall be responsible to determine whether said definition shall apply, which determination shall be final and binding on the Parties. March 9, 2020 NA_9 5 City of Santa Ana - DRAFT 1.12 CalRecycle "CalRecycle" means the State of California s Department of Resources Recycling and Recovery, and, as this department was structured prior to January 1, 2010, the California Integrated Waste Management Board or CIWMB, as well as any successor agency to CalRecycle. 1.13 Cart "Cart" means a plastic Container with a hinged lid and wheels serviced by an automated or semi -automated truck with a capacity of no less than 30 and no greater than 101 gallons. 1.14 City "City" means City of Santa Ana, California, a municipal corporation, and all the territory lying within the municipal boundaries of City as presently existing or as such boundaries may be modified during the term of this Agreement. 1.15 Collect/Collection "Collect" or "Collection" means to take physical possession, transport, and remove Solid Waste within and from City. 1.16 Commercial "Commercial" refers to services performed at or for Commercial Premises. 1.17 Commercial Premises "Commercial Premises" means Premises upon which business activity is conducted, and any other premises not defined as Residential Premises per Section 1.53 of this Agreement, including but not limited to retail sales, services, wholesale operations, manufacturing and industrial operations, but excluding Residential Premises upon which business activities are conducted when such activities are permitted under applicable zoning regulations and are not the primary use of the property. Notwithstanding any provision to the contrary herein, in the Santa Ana Municipal Code, or otherwise, for purposes of this Agreement, Premises upon which the following uses (as defined in the Santa Ana Municipal Code) are occurring shall be deemed to be March 9, 2020 60 7 City of Santa Ana - DRAFT Commercial Premises: Assisted Living Facilities, Convalescent Homes, Dormitories, Extended Stay Motels, Group Residential Facilities, Group Care Facilities, Hotels, and Motels. 1.18 Construction and Demolition Debris "Construction and Demolition Debris" or "C&D Material," means any combination of inert building materials and Solid Waste resulting from construction, remodeling, repair, cleanup, or demolition operations as defined in California Code of Regulations, Title 22 Section 66261.3 et seq. This term includes, but is not limited to, asphalt, concrete, Portland cement concrete, brick, lumber, gypsum wallboard, cardboard, and other associated packaging; roofing material, ceramic tile, carpeting, plastic pipe and steel. The material may be commingled with rock, soil, tree stumps; and other vegetative matter resulting from land clearing and landscaping for construction or land development projects. 1.19 Containers "Containers" means any and all types of Solid Waste receptacles, including Carts, Bins, and Roll -off Boxes. 1.20 Contractor "Contractor" means agents, companies and Subcontractors. 1.21 Contractor's Proposal and its officers, directors, employees, "Contractor's Proposal" means the proposal submitted by Contractor to City on , 2020 in response to a Request for Proposals dated 2020. Contractor's Proposal was selected by City based on its competitive advantages over other proposals received, and City specifically relied upon the representations and warranties set forth therein in entering into this Agreement. Contractor's Proposal is attached as Exhibit 1 and incorporated into this Agreement by reference, and Contractor represents and warrants that all representations set forth in such proposal are true and correct. March 9, 2020 NA_97 City of Santa Ana - DRAFT 1.22 Contractor Compensation "Contractor Compensation" means the revenue received by the Contractor from Billings, excluding City fees as defined in Section 3 of this Agreement, in return for providing services in accordance with this Agreement and any amendments to this Agreement. 1.23 CPI "CPI" means the Consumer Price Index ("CPP'), All Urban Consumers Less Food and Energy - US City Average (CUUROOOOSAOLIE). 1.24 Customer "Customer" means the Person having the care and control of any Premises in the City receiving Solid Waste Handling Service from the Contractor pursuant to the terms of this Agreement. 1.25 Disposal "Disposal" means the ultimate disposition of Solid Waste Collected by Contractor at a landfill or otherwise in full regulatory compliance. 1.26 Disposal Site(s) "Disposal Site(s)" means the Solid Waste handling Facility or Facilities utilized for the ultimate Disposal of Solid Waste Collected by Contractor. 1.27 DiverVDiversion "Divert" or "Diversion" means to Divert from Disposal facilities or Transformation facilities (including incineration, pyrolysis, distillation, gasification or biological conversion) through source reduction, Recycling and composting, as provided in Section 41780 of California Public Resources Code as such act may be hereafter amended or superseded provided that Divert or Diversion shall include delivery to Transformation facilities if the overall Diversion achieved by the City is at a level where delivery to such facilities shall be considered Diversion pursuant to the Act. March 9, 2020 NA_98 City of Santa Ana - DRAFT 1.28 Electronic Waste or E-Waste "Electronic Waste" or "E-Waste' means electronic equipment and includes, but is not limited to, stereos, televisions, computers and computer monitors, VCRs, cellular phones, fax machines, household copiers, computer printers, other electronic items with electric plugs that are banned from landfilling, and other similar items commonly known as "brown goods." 1.29 Environmental Law "Environmental Law" means any federal and state statute, county, local and City ordinance, rule, regulation, order, consent decree, judgment or common-law doctrine, and provisions and conditions or permits, licenses and other operating authorizations relating to (i) pollution or protection of the environment, including natural resources, (ii) exposure of Persons, including employees, to Hazardous Materials or other products, raw materials, chemicals or other substances, (iii) protection of the public health or welfare from the effects of by-products, wastes, emissions, discharges or releases of chemical substances from industrial or Commercial activities, or (iv) regulation of the manufacture, use or introduction into commerce of chemical substances, including, without limitation, their manufacture, formulation, labeling, distribution, transportation, handling, storage and Disposal. 1.30 Executive Director "Executive Director" means the Executive Director of Public Works of the City of Santa Ana, or his or her designate. 1.31 Facility "Facility" means any plant or site, owned or leased and maintained, operated or used by Contractor for purposes of performing under this Agreement. 1.32 Food Waste "Food Waste" means all kitchen and table food scraps, animal or vegetable waste that is generated during or results from the storage, preparation, cooking or handling of food stuffs; discarded compostable paper that is contaminated with Food Waste; fruit waste, grain waste, dairy waste, meat, and fish waste, which has been Source Separated from other Solid Waste. Food Waste is a subset of Organic Materials and excludes Hazardous March 9, 2020 60 -99 City of Santa Ana - DRAFT Waste. 1.33 Franchise "Franchise" means the special right granted by City to operate a public utility for Solid Waste services within the City. 1.34 Franchise Fee "Franchise Fee" means the fee paid by Contractor to City for the right to hold the Franchise for Solid Waste services granted by this Agreement. 1.35 Gross Receipts "Gross Receipts" means and includes all revenues actually received by Contractor arising from, or attributable to, the services provided by Contractor to its Customers in the City pursuant to this Agreement, without deducting Disposal charges or any other cost of doing business. Gross Receipts does not include any revenue received by Contractor from the sales of Recyclable Materials. 1.36 Hazardous Material "Hazardous Material" is defined to include any hazardous or toxic substance, material or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government. The term "Hazardous Material' includes, without limitation, any material or substance which is: (i) petroleum or oil or gas or any direct or derivate product or byproduct thereof; (ii) defined as a "hazardous waste," "extremely hazardous waste" or "restricted hazardous waste" under Sections 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); (iii) defined as a "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter -Presley -Tanner Hazardous Substance Account Act); (iv) defined as a "hazardous material," "hazardous substance," or "hazardous waste" under Sections 25501(j) and (k) and 25501.1 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory); (v) 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); (vi) "used oil' as defined under Section 25250.1 of the California Health March 9, 2020 11 City of Santa Ana - DRAFT 60A-100 and Safety Code; (vii) asbestos; (viii) listed under Chapter 11 of Division 4.5 of Title 22 of the California Code of Regulations, or defined as hazardous or extremely hazardous pursuant to Chapter 10 of Division 4.5 of Title 22 of the California Code of Regulations; (ix) defined as waste or a hazardous substance pursuant to the Porter -Cologne Act, Section 13050 of the California Water Code; (x) designated as a "toxic pollutant' pursuant to the Federal Water Pollution Control Act, 33 U.S.C. Section 1317; (xi) defined as " hazardous waste' pursuant to the Federal Resource Conservation and Recovery Act, 42 U.S.C. Section 6901, et seq. (42 U.S.C. § 6903); (xii) defined as a "hazardous substance" pursuant to the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C. § 6901); (xiii) defined as "Hazardous Material' pursuant to the Hazardous Materials Transportation Act 29 U.S.C. Section 5101, et seq.: or (xiv) defined as such or regulated by any "Superfund" or "Superlieri' law, or any other federal, state or local law, statute, ordinance, code, rule, regulation, order or decree regulating, relating to, or imposing liability or standards of conduct concerning Hazardous Materials and/or oil wells and/or underground storage tanks and/or pipelines, as now, or at any time hereafter, in effect; (xv) defined as "medical waste' or "biohazardous waste" under applicable Federal or State law, excluding Sharps as defined in Section 1.56. 1.37 Household Hazardous Waste ("HHW") "Household Hazardous Waste" or "HHW" means material used in residences that may threaten human health or the environment when improperly discarded and usually has one or more of the following characteristics; flammable, toxic, corrosive, and/or reactive. 1.35 Materials Recovery Facility ("MRF") "Materials Recovery Facility" means a permitted Solid Waste Facility where Solid Wastes or Recyclable Materials are sorted or separated for the purposes of Recycling, processing or composting. 1.39 Mixed Waste Processing "Mixed Waste Processing" means the separation and sorting of recyclables and other recoverable materials from Refuse at a MRF where commingled loads of Solid Waste are processed. March 9, 2020 12 City of Santa Ana - DRAFT 60A-101 1.40 Multi -Family Premises "Multi -Family Premises" means any Residential Premises three (3) or more dwelling units (not including hotels or motels), irrespective of whether residence therein is transient, temporary or permanent. Multi -Family Premises generally receive Solid Waste Handling service through the use of shared Bins, but may use Carts with approval of the Executive Director. 1.41 Orange County Disposal System "Orange County Disposal System' means any landfill owned or operated by the County of Orange, currently including landfills known as Olinda Alpha, Frank R. Bowerman, and Prima Deschecha. 1.42 Organic Materials "Organic Materials" means Food Waste, Yard Waste, and other organic material as defined by CalRecycle, collectively or individually. 1.43 Organic Materials Processing Facility "Organic Materials Processing Facility" means a permitted Facility where Organic Material is sorted, mulched, or separated for the purposes of Recycling, reuse or composting. 1.44 Owner "Owner" means the Person holding the legal title to the real property constituting the Premises to which Solid Waste Collection service is to be provided under this Agreement or the Person holding legal title to the Disposal Site. 1.45 Person "Person" means any individual, firm, association, organization, partnership, corporation, business trust, joint venture, the United States, the State of California, the County of Orange, towns, cities, and special purpose districts. March 9, 2020 13 City of Santa Ana - DRAFT 60A-102 1.46 Premises "Premises" means any land, or building in City where Solid Waste is generated or accumulated. 1.47 Rate Year "Rate Year" means the period July 1 to June 30, for each year during the Term of this Agreement. 1.48 Recycling "Recycling" means Collecting, sorting, cleansing, treating, Processing and reconstituting Recyclable Materials for the purpose of reuse or resale. 1.49 Recyclable Materials "Recyclable Materials" means Solid Waste that is Source Separated, or recovered through Mixed Waste Processing, has some potential economic value, and is set aside, handled, packaged, or offered for Collection in a manner different from Refuse in order to allow it to be processed for Recycling. 1.50 Refuse "Refuse" means Solid Waste or debris, except sewage, Construction and Demolition Debris, Recyclable Materials, and/or Organic Materials placed in source -separated Containers for Collection. 1.51 Residential 'Residential' refers to services performed at and for Residential Premises, which include both single-family and Multi -Family Premises. 1.52 Residential Curbside Service Unit "Residential Curbside Service Unit" means each single family residence and duplex unit which receives curbside Collection services using a Cart provided by Contractor. This shall include any Multifamily Premises which does not require Bin Service as determined by the Executive Director of Public Works. Residential Curbside Service Units do not include Commercial Cart service. March 9, 2020 14 City of Santa Ana - DRAFT 60A-103 1.53 Residential Premises "Residential Premises" means Premises upon which dwelling units exist, including, without limitation, single family and multi -family dwellings, apartments, boarding or rooming houses, condominiums, mobile homes, efficiency apartments, and second units. Notwithstanding any provision to the contrary herein, in the Santa Ana Municipal Code, or otherwise, for purposes of this Agreement, Premises upon which the following uses are occurring shall not be deemed to be Residential Premises, and rather shall be deemed to be Commercial Premises: assisted living facilities, convalescent homes, dormitories, extended stay motels, group residential facilities, group care facilities, hotels, motels, and any other businesses not specifically listed at which residency is transient in nature and hence should be classified as Commercial Premises as determined by City on a case by case bases. 1.54 Roll -off Box "Roll -off Box" means Solid Waste Collection Containers of 10-yards or larger. 1.55 SB 1383 "SB 1383" means the Short -Lived Climate Pollutants Act of 2016 (Chapter 395, Statutes of 2016), as it may be amended, supplemented, superseded, or replaced from time to time. 1.56 Sharps "Sharps" means hypodermic needles, pen needles, intravenous needles, lancets, and other devices that are used to penetrate the skin for the delivery of medications. 1.57 Solid Waste "Solid Waste" means all Solid Wastes generated by Residential, Commercial, and industrial sources, including Refuse, Recyclable Materials and Organic Materials, and all Solid Waste generated at construction and demolition sites, and at treatment works for water and waste water, which are Collected and transported under the authorization of the City or are self -hauled by residents or contractors. Municipal Solid Waste does not include agricultural crop residues, mining waste and fuel extraction waste, forestry wastes, ash from industrial boilers, furnaces and incinerators or Hazardous Material, any waste which is not permitted to be disposed of at a Class III March 9, 2020 15 City of Santa Ana - DRAFT 60A-104 landfill and which fall within the definition of "Nonhazardous Solid Waste' set forth in Title 23, Chapter 15, Section 2523(a) of the California Code of Regulations as amended or designated Class II wastes. Materials shall be deemed "Solid Waste" consistent with the meaning of California Public Resources Code Section 40191, and for purposes of this Agreement shall be regulated as such, whether or not they may be potentially Recyclables, in either of the following instances: (a) the material is mixed or commingled with other types of Solid Waste such that more than 65% of the material consists of Solid Waste rather than Recyclables, or (b) the payment of a fee, charge, or other consideration, in any form or amount, is directly or indirectly solicited or received from the generator by any Person or combination of Persons in exchange for Collection, removal, transportation, storage, processing, handling, consulting, Container rental or Disposal services ("fee for service" Recycling), whether or not arranged by or through a subcontractor, broker, agent, consultant, or affiliate of the provider of such service. 1.58 Solid Waste Handling Services "Solid Waste Handling Services" means the Collection, transfer, transport, Recycling, processing, and Disposal of Solid Waste. 1.59 Source Separation/Source-Separated "Source Separation" or "Source -Separated" means the segregation into separate Containers by the Waste Generator of individual components of material which otherwise would become Refuse (such as glass bottles, metal cans, newspapers, plastic containers, etc.) into separate Container(s) for the sole purpose of Recycling of such materials. Source separation includes the segregation of recyclable materials for single stream recyclables Collection. 1.60 State "State" means the State of California. 1.61 Transformation "Transformation" means incineration, pyrolysis, distillation, gasification, or biological conversion other than composting. "Transformation" does not include composting. March 9, 2020 16 City of Santa Ana - DRAFT 60A-105 1.62 Transfer Station "Transfer Station" means a Facility that receives Solid Waste from Collection vehicles and transfers the material to larger vehicles for transport to landfills and other destinations. Transfer Stations may or may not also include MRFs transferring residual Refuse (Refuse left after the sorting of Recyclable Materials) to landfills and Recyclable Materials, including Organic Materials and/or Construction and Demolition debris, to processors, brokers or end -users. 1.63 Universal Waste "Universal Waste" or "u-waste" means any of the following waste that are conditionally exempt from classification as hazardous wastes pursuant to Title 22 of the California Code of Regulations (22 CCR), § 66261.9: (i) batteries as described in 22 CCR § 66273.2; (ii) thermostats as described in 22 CCR § 66273.4; (iii) lamps as described in 22 CCR § 66273.5; and (iv) cathode tube materials as described in 22 CCR § 66273.6; (v) Electronic Waste or e-waste as defined in Section 1.28. 1.64 Waste Generator "Waste Generator" means any Person as defined by the Public Resources Code, whose act or process produced Solid Waste as defined in the Public Resources Code, or whose act first causes Solid Waste to become subject to regulation. 1.65 Yard Waste "Yard Waste" means leaves, grass clippings, brush, branches, and other forms of Organic Materials generated from landscapes or gardens, which have been Source Separated from other Solid Waste. Yard Waste is a subset of Organic Materials and excludes Hazardous Materials." March 9, 2020 17 City of Santa Ana - DRAFT 60A-106 ARTICLE 2 GRANT AND ACCEPTANCE OF FRANCHISE 2.1 Grant and Acceptance of Franchise, Indemnity of Award Subject to the terms and conditions of this Agreement (including but not limited to the exclusions set forth in Section 2.9 hereof) and applicable State laws, and to the rights of State, county and school district facilities to use a Solid Waste enterprise other than Contractor, City hereby grants to Contractor and Contractor hereby accepts from City, for the Term hereof, the exclusive Franchise, right and privilege to provide Solid Waste Handling Services as defined in this Agreement within the boundaries of the City (the "Franchise"). Contractor agrees to and shall timely take all actions that are reasonably necessary to defend the validity and enforceability of this Agreement and shall pay all costs related to such defense. To the maximum extent permitted by law, Contractor shall defend, indemnify, protect and hold harmless, the City, its officers, agents and employees from any and all claims, actions or proceedings to attack, set aside, void, annul or seek monetary damages resulting from an approval by the City of this Agreement, including but not limited to any action brought by referendum or under Proposition 218 (Calif. Const. Art. XIIID) to challenge the City's entry into this Agreement or the setting of Solid Waste rates as set forth in this Agreement. The City shall promptly notify Contractor of any such claim, action, or proceeding. The City and Contractor shall meet in good faith in an effort to come to a mutual agreement for a joint defense; provided that the City shall be entitled to select legal counsel of its choice to conduct the defense if an agreement cannot be reached. Contractor's obligations to pay all costs, defend, indemnify, protect and hold harmless under this section shall not be altered in the event City retains separate counsel. Contractor hereby accepts the Franchise on the terms and conditions set forth in this Agreement. 2.2 Exclusive Nature of Franchise During the term of this Agreement, except as otherwise provided in Section 2.9 below, or as may otherwise be provided by federal or state law, the rights granted to the March 9, 2020 18 City of Santa Ana - DRAFT 60A-107 Contractor under this Agreement shall be exclusive to the Contractor. The City will not let any contract to, or enter into any agreement with, any other Person for the performance of the services herein required to be performed by the Contractor. To the extent permitted under state or federal law, the City shall protect the Contractor's exclusive rights by proper ordinances, and may take action to enforce those ordinances upon request and at the City's sole and absolute discretion. Should the City take administrative, law enforcement, or other legal action against any Person that infringes on the Contractor's exclusive rights, the Contractor shall reimburse the City for its reasonable administrative, law enforcement, or other legal costs related to any such action. To the extent permitted under state or federal law, nothing herein shall preclude Contractor from taking such legal action against third parties as it deems appropriate to protect the exclusive nature of its Franchise. 2.3 Effective Date The effective date of this Agreement shall be thirty (30) days after the date which the City Council approves this Agreement. 2.4 Term of Agreement The term of this Agreement shall be ten (10) years, commencing at midnight July 1, 2022, and expiring at midnight June 30, 2032, subject to extension as provided herein. Notwithstanding the foregoing, the unexcused failure or refusal of Contractor to perform any material term, covenant, obligation or condition contained in this Agreement shall give rise to the right, in favor of City, for earlier termination of this Agreement for cause in accordance with the procedures elsewhere contained herein. 2.5 Extension Period 2.5.1 Mutual Option to Extend City and Contractor may, by mutual agreement, extend the term of the Agreement for an additional five (5) years at the end of the initial ten (10) year term defined in Section 2.4. The mutual option to extend may be exercised by written amendment to this Agreement no sooner than five (5) years prior to the expiration of the initial term described in Section 2.4 and no later than two (2) years prior to the expiration of the initial term defined in Section 2.4. March 9, 2020 19 City of Santa Ana - DRAFT 60A-108 2.5.2 City Option to Extend City, in its sole discretion, may authorize an extension ("Extension Period") of up to thirty-six (36) months. The Extension Period shall be on a month -to -month basis. During the Extension Period, and in addition to rights of termination set forth elsewhere in this Agreement, this Agreement may be terminated by City at any time, without cause, if City gives Contractor a 90-day written notice of termination. City may, upon 90-days' advance written notice to Contractor prior to expiration of the Term of Agreement as defined in Section 2.4, or prior to the expiration of an extended term by mutual agreement under Section 2.5.1, exercise the twenty-four (24) month extension option. If City provides this extension notice, then the Agreement Term will automatically renew on a month -to -month basis, up to a total of twenty-four (24) months, unless earlier terminated pursuant to this Agreement. 2.6 Representations and Warranties of Contractor Contractor hereby covenants, represents, and warrants the following to City for the purpose of inducing City to enter into this Agreement and to consummate the transaction contemplated hereby, all of which shall be true as of the date of this Agreement and as of the Effective Date: a) Contractor is wholly owned by , a corporation duly organized and validly existing as a corporation under the laws of the State of b) Neither the execution of this Agreement nor the delivery by Contractor of services nor the performance by Contractor of its obligations hereunder: (1) conflicts with, violates or results in a breach of any Applicable Law; (2) conflicts with, violates or results in a breach of any term or condition of any judgment, decree, agreement (including, without limitation, the certificate of incorporation of Contractor) or instrument to which Contractor is a party or by which Contractor or any of its properties or assets are bound, or constitutes a default under any such judgment, decree, agreement or instrument; or (3) will result in the creation or imposition of any encumbrance of any nature whatsoever upon any of the properties or assets of Contractor. c) There is no action, suit or other proceeding as of the date of this Agreement, at law or in equity, or to the best of Contractor's knowledge, any investigation, March 9, 2020 20 City of Santa Ana - DRAFT 60A-109 d) e) f) m before or by any court or governmental authority, pending or threatened against Contractor or [parent/guaranteeing company] which is likely to result in an unfavorable decision, ruling or finding which would materially and adversely affect the validity or enforceability of this Agreement or any such agreement or instrument entered into by Contractor or [parent/guaranteeing company] in connection with the transactions contemplated hereby, or which could materially and adversely affect the ability of Contractor to perform its obligations hereunder or which would have a material adverse effect on the financial condition of Contractor or [parent/guaranteeing company]. Contractor has no knowledge of any Applicable Law in effect as of the date of this Agreement that would prohibit the performance by Contractor of this Agreement and the transactions contemplated hereby. Contractor has made an independent investigation, satisfactory to it, of the conditions and circumstances surrounding this Agreement and the work to be performed by it, and is satisfied that those conditions and circumstances will not impair its ability to perform the work and provide the Collection services required by this Agreement. The information supplied by Contractor in all submittals made in connection with negotiation and execution of this Agreement, including all materials in Exhibits of this Agreement, and all representations and warranties made by Contractor throughout this Agreement are true, accurate, correct and complete in all material respects on and as of the Effective Date of this Agreement. Note that inaccuracies in Contractor's Proposal, such as material omissions of past and pending litigation as requested under the Request for Proposals through which this Agreement was procured, is grounds for termination of this Agreement. Contractor's representative, designated in Section 5.2.4, shall have authority in all daily operational matters related to this Agreement. City may rely upon action taken by such designated representative as action of Contractor unless the actions taken are not within the scope of this Agreement. March 9, 2020 21 City of Santa Ana - DRAFT 60A-110 2.7 PAU 2.9 Conditions to Effectiveness of Agreement The obligation of City to permit this Agreement to become effective and to perform its undertakings provided for in this Agreement is subject to the satisfaction of each and all of the conditions set out below, each of which may be waived in whole or in part by City. a) Accuracy of Representations. Representations and warranties made by Contractor throughout this Agreement are accurate, true and correct on and as of the effective date of this Agreement. b) Absence of Litigation. There is no litigation pending in any court challenging the award of this Franchise to Contractor or the execution of this Agreement or seeking to restrain or enjoin its performance. c) Furnishing of Insurance and Bonds. Contractor has furnished evidence of the insurance and bonds required by Article 9. d) Effectiveness of City Council Action. City's Resolution approving this Agreement shall have become effective pursuant to California law. Delegation of Authority The administration of this Agreement by the City shall be under the supervision and direction of the Executive Director's office and the actions specified in this Agreement, unless otherwise stated, shall be taken by the Executive Director, or his or her designee. Limitations to Scope Notwithstanding any provision to the contrary contained herein, the exclusive Franchise, right and privilege to provide Solid Waste Handling Services at Premises within City granted to Contractor by this Agreement specifically excludes the following services, which services may be provided by Persons other than Contractor and which may be the subject of other permits, licenses, franchises or agreements issued or entered by City: a) The sale or donation of source -separated Recyclable Material and/or Organic Material by the Waste Generator to any Person or entity other than Contractor; provided, however, to the extent permitted by law, if the Generator is required to March 9, 2020 60A22111 City of Santa Ana - DRAFT pay monetary or non -monetary consideration for the Collection, transportation, transfer, or processing of Recyclable Material and/or Organic Material, the fact that the Generator receives a reduction or discount in price (or in other terms of the consideration the Generator is required to pay) shall not be considered a sale or donation as described in Section 16-30(c) of the City of Santa Ands Municipal Code; b) Solid Waste which is removed from any Premises by the Waste Generator, and which is transported personally by such Generator (or by his or her full-time employees, but not a subcontractor) to a processing or Disposal Facility in a manner consistent with all Applicable Laws and regulations; c) Yard Waste removed from a Premises by a gardening, landscaping, or tree trimming company, utilizing its own equipment, as an incidental part of a total service offered by that company rather than as a hauling service; d) The Collection, transfer, transport, Recycling, processing, and Disposal of animal remains from slaughterhouse or butcher shops for use as tallow; e) The Collection, transfer, transport, Recycling, processing, and Disposal of by- products of sewage treatment, including sludge, sludge ash, grit and screenings; f) The Collection, transfer, transport, Recycling, processing, and Disposal of Hazardous Material, Household Hazardous Waste and radioactive waste regardless of its source; g) Construction and Demolition Debris which has accumulated and/or been generated at a temporary construction site and which is removed using a Roll -off Box or Bin, except Construction and Demolition Debris which is generated from City Government Operations which is exclusive to this Agreement; [NOTE: IF COUNCIL ADDS C&D TO AGREEMENT THIS SECTION TO BE REVISED] h) The Collection, transfer, transport, Recycling, processing and Disposal of automobiles and automobile parts by vehicle dismantlers or owners of vehicle salvage yards; i) The Collection, transfer and transport of clean dirt, excepting that which is Collected from City Operations as described in Sections 4.4.1 and 4.4.2; March 9, 2020 60A23112 City of Santa Ana - DRAFT j) Containers delivered for Recycling under the California Beverage Container Recycling Litter Reduction Act, Section 14500, et. seq. California Public Resources Code; k) The Collection, transfer, transport, Recycling, processing, and Disposal of Solid Waste by City through City officers or employees in the normal course of their City employment; 1) Solid Waste Handling Services for governmental agencies other than City, which may have facilities in City, but over which City has no jurisdiction in connection with the regulation of Solid Waste; and, m) Solid Waste Handling Services for Solid Waste originating outside the City from hauling such Solid Waste over City streets, provided such collectors comply with any governing laws and/or ordinances; and, n) Contractor's right to Collect and/or Dispose of Solid Waste shall not be exclusive in the event of failure to Collect under Article 10 of this Agreement during which Contractor fails to maintain substantially complete regular Collection services pursuant to this Agreement and the Collection schedules then in effect, for any reason, including a strike by Contractor's employees or similar labor dispute. The City may provide for Collection and/or Disposal services from persons other than Contractor during such periods, including Contractor's Bin and/or Roll -off Service Customers. o) Food Waste or other Organic Materials diverted from Disposal by delivery to hog farms or otherwise used as animal feed; p) Edible food recovered for human consumption; and q) Collection services already lawfully provided by another contractor in any territory that has been annexed to the City during the term of this Agreement, as more specifically described in Section 2.14. r) Used motor oil and used motor oil filter Collection services provided under Section 4.2.12. Contractor acknowledges and agrees that City may permit other Persons besides Contractor to Collect any or all types of the Solid Waste listed in this Section 2.9 as March 9, 2020 24 City of Santa Ana - DRAFT 60A-113 exempt from Contractor's Franchise, including Recyclable Materials, without seeking or obtaining approval of Contractor under this Agreement. This grant to Contractor of an exclusive Franchise, right and privilege to Collect, transport, or process and Dispose of Solid Waste shall be interpreted to be consistent with all Applicable Laws, now and during the term of the Franchise, and the scope of this exclusive Franchise shall be limited by current and developing Applicable Laws with regard to Solid Waste handling, exclusive Franchise, control of Recyclable Materials, Solid Waste flow control, and related doctrines. In the event that future interpretations of current law, enactment or developing legal trends limit the ability of City to lawfully provide for the scope of Franchise services as specifically set forth herein, Contractor agrees that the scope of the Franchise will be limited to those services and materials which may be lawfully provided for under this Agreement, and that City shall not be responsible for any lost profits claimed by Contractor to arise out of further limitations of the scope of the Agreement set forth herein. In such an event, it shall be the responsibility of Contractor to minimize the financial impact to other services being provided as much as possible. 2.10 City's Right to Direct Changes 2.10.1 General City may direct Contractor to perform additional services (including new Diversion programs, etc.) or modify the manner in which it performs existing services or bills for services. Pilot programs and innovative services which may entail new Collection methods, and different kinds of services and/ or new requirements for Waste Generators are included among the kinds of changes which City may direct. Contractor acknowledges that State law may increase the Diversion requirement during the term of this Agreement and Contractor agrees to propose services to meet such Diversion requirements. Contractor shall be entitled to an adjustment in its Contractor Compensation for providing such additional or modified services, if Contractor demonstrates that its cost of service would increase, as set forth in Sections 2.10.2 and 2.10.3. City may utilize cost components included in the Contractor's Proposal in calculating equitable rate adjustments. If City and Contractor cannot agree on compensation for new or additional services, then City may contract with other parties for such services, which shall be considered exempt from the exclusivity provisions of Section 2.2. March 9, 2020 60A25114 City of Santa Ana - DRAFT 2.10.2 New Diversion Programs Contractor shall present, within sixty (60) days of a request to do so by City, a proposal to provide additional or expanded Diversion services. The proposal shall contain a complete description of the following: • Collection methodology to be employed (equipment, manpower, etc.). • Equipment to be utilized (vehicle number, types, capacity, age, etc.). • Labor requirements (number of employees by classification). • Type(s) of Containers to be utilized. • Type(s) of material to be Collected. • Provision for program publicity/education/marketing. • Projection of the annual financial results of the program's operations in an operating statement format including documentation of the key assumptions underlying the projections and the support for those assumptions. • Any other information reasonably requested by the Executive Director. 2.10.3 City's Right to Acquire Services Contractor acknowledges and agrees that City may permit other Persons besides Contractor to provide additional Solid Waste services not otherwise contemplated under this Agreement. If pursuant to Sections 2.10.1 and 2.10.2, Contractor and City cannot agree on terms and conditions of such services within ninety (90) days from the date when City first requests a proposal from Contractor to perform such services, Contractor acknowledges and agrees that City may permit Persons other than Contractor to provide such services. 2.11 Ownership of Solid Waste and City's Right to Direct Solid Waste Once Solid Waste is placed in Containers and properly placed at the designated Collection location, ownership and the right to possession shall transfer directly from the Waste Generator to Contractor by operation of this Agreement and City ordinance. Subject to Contractor's objective to meet the Source Reduction and Recycling goals March 9, 2020 6OA26115 City of Santa Ana - DRAFT which apply to City and City's right to direct Contractor to process and dispose of Solid Waste at a particular licensed Solid Waste Facility or to dispose of Solid Waste at a particular licensed Disposal Site, if and only if City exercises such right by providing specific written direction to Contractor, Contractor is hereby granted the right to retain, Recycle, process, Dispose of, and otherwise use such Solid Waste, or any part thereof, in any lawful fashion or for any lawful purpose desired by Contractor; this does not impact Contractor's right to retain Recyclable Materials revenue under Section 4.6.7. Subject to the provisions of this Agreement, Contractor shall have the right to retain any benefit resulting from its right to retain, Recycle, process, Dispose of, or reuse the Solid Waste which it Collects. Solid Waste which is delivered to a Disposal Site or sites (whether landfill, Transformation Facility, Transfer Station, Organic Materials Processing Facility or Material Recovery Facility) shall become the property of the Owner or operator of the Disposal Site(s) once deposited there by Contractor. City may obtain ownership or possession of Solid Waste placed for Collection upon written notice of its intent to do so, however, nothing in this Agreement shall be construed as giving rise to any inference that City has such ownership or possession unless such written notice has been given to Contractor. City has the option to provide written direction to the Contractor specifying a Facility for handling, processing, and Disposal of Solid Waste. If City directs Contractor to a Facility other than a Facility listed in this Agreement, or otherwise requested by Contractor, and in doing so it adversely affects the ability of the Contractor to meet either or both of the requirements of Section 9.3 and Section 4.6.1, then in this event the City and Contractor shall meet and confer and mutually agree on revised obligations for Sections 9.3 and 4.6.1. The foregoing notwithstanding, in the event City directs Contractor to a Facility other than a Facility listed in this Agreement or otherwise requested by Contractor, then Contractor shall be entitled to a rate adjustment based upon any increase or decrease in costs associated with handling, processing, Disposal and transportation. 2.12 Contractor Status Contractor represents and warrants that it is duly organized, validly existing and in good standing under Applicable Laws. It is qualified to transact business in the State of California and has the power to own its properties and to carry on its business as now owned and operated and as required by this Agreement. March 9, 2020 27 City of Santa Ana - DRAFT 60A-116 2.13 Contractor Authorization Contractor represents and warrants that it has the authority to enter into and perform its obligations under this Agreement. The Board of Directors or partners of Contractor (or the shareholders, if necessary) have taken all actions required by Applicable Law, its articles of incorporation, and its bylaws or otherwise to authorize the execution of this Agreement. The Persons signing this Agreement on behalf of Contractor have authority to do so. Contractor shall authorize one employee for the City as a single point of contact for issues arising under this Agreement. City may accept that this employee's actions are taken on behalf of and with the full approval of the Contractor. 2.14 Annexations This Agreement extends to any territory annexed to the City during the term of this Agreement except to the extent that Collection by Contractor within that annexed territory would violate the provisions of Public Resources Code Section 49520. In such event, this Agreement shall become effective as to such area at the earliest possible date permitted by law, and City agrees that it shall cooperate with Contractor to fulfill any requirement necessary for Contractor to serve the annexed area consistent with this paragraph. 2.15 Permits and Licenses Contractor shall acquire and maintain all necessary permits and licenses for the Collecting, transporting, Recycling, processing, disposing, and storing of Solid Waste as required under this Agreement. Failure to maintain all required permits shall be deemed a material breach of contract for which City may terminate this Agreement as provided in Section 11.3. Contractor must follow requirements of the Santa Ana Municipal Code, including, but not limited to, obtaining a City of Santa Ana business license. March 9, 2020 60A28117 City of Santa Ana - DRAFT ARTICLE 3 FRANCHISE FEE, NATIONAL POLLUTANT DISCHARGE ELIMINATION SYSTEM FEE, VEHICLE IMPACT FEE, & ADMINISTRATIVE FEE In addition to any other consideration set forth herein, as part of its consideration for entering into this Agreement, and for the exclusive Franchise, right and privilege to provide Solid Waste Handling Services as specified herein, Contractor shall provide the following: 3.1 Franchise Fee Contractor shall pay to the City a Franchise Fee based on the Gross Receipts received by Contractor from Customers direct -billed by Contractor. The Franchise Fee is now set at an amount equal to percent [amount to be based on proposal Exhibit 4-El of said Gross Receipts for Customers direct -billed by Contractor. This amount may be increased by resolution of the City Council and, whenever said Franchise Fee is increased by resolution of the City Council, Contractor shall be permitted to pass through to Customers direct -billed by Contractor one hundred percent (100%) of the amount of such increase. Invoices submitted to Customers by Contractor shall not reference the aforementioned Franchise Fee. The Parties acknowledge that this Franchise Fee reflects the reasonable value of the public right-of-way franchise rights granted to Contractor pursuant to this Agreement, as determined through good -faith negotiation of this Agreement. Concurrent with each Franchise Fee payment, Contractor shall provide an accounting worksheet showing the breakout of receipts by line of service and calculation of the Franchise Fee in a format approved by the City. 3.2 National Pollutant Discharge Elimination System (NPDES) Fee The City has an established National Pollutant Discharge Elimination System (NPDES) program that is designed to minimize any pollutants discharged into the City's storm drain system. The City conducted a study and found a nexus between the NPDES program and its storm drain infrastructure maintenance and cleaning to Solid Waste Collection. Refuse and debris that is generated on residential and non-residential parcels and not placed in appropriate containers for pick-up, is carried through the City's curb and gutter system to catch basins where it is captured by trash screen devices or ends up in the storm drain infrastructure, where it is extracted and disposed of. The City bears significant annual costs for these activities due to Solid Waste March 9, 2020 29 City of Santa Ana - DRAFT 60A-118 impacts. The study identified the figure below as the City's cost of the NPDES program that may be reasonably apportioned to the cost of providing Solid Waste services. To reimburse the City for storm drain infrastructure maintenance and cleaning of Solid Waste, Contractor shall pay to the City an NPDES Fee in the amount of one million, ten thousand dollars ($1,010,000) annually as adjusted herein. The NPDES Fee shall be paid in twelve monthly installments over the course of each Rate Year, beginning with the Rate Year starting July 1, 2022. The July 1, 2022 Rate Year monthly payments will be eighty-four thousand, one hundred sixty-six dollars and sixty-seven cents ($84,166.67) due under the terms of Section 3.5. The foregoing notwithstanding, beginning with Rate Year 2 (July 1, 2023) and for all subsequent Rate Years, the amount of the NPDES Fee shall be adjusted annually to reflect the change in the average annual CPI for the twelve (12) month period ending December. If there is no increase in the CPI or if the CPI decreases, the NPDES Fee shall remain unchanged from the previous Rate Year. 3.3 Vehicle Impact Fee The City is adopting a vehicle impact fee program. The primary purpose of the vehicle impact fee program is to provide funding for necessary improvements to the City's streets to offset the "wear and tear" impact of heavy vehicle travel thereon. The City commissioned a study to assess the impact heavy vehicles travelling within the City have on City streets. The study concluded that approximately 38.1% of the "wear and tear" impact is due to refuse trucks and related heavy vehicles travelling on City streets, equivalent to $7,652,310 of impact annually. As such, the study concluded that the costs of maintaining City streets to offset these impacts may be fairly apportioned to the cost of providing Solid Waste services. The amount identified below reflects less than 30% of maximum costs the City could recover according to the study. To reimburse the City for the costs of road maintenance due to the use of Contractors Solid Waste Collection vehicles on City streets, Contractor shall pay two million, two hundred sixty-six thousand, six hundred and sixty-six dollars ($2,266,666) annually as adjusted herein. The Vehicle Impact Fee shall be paid in twelve monthly installments over the course of each Rate Year, beginning with the Rate Year starting July 1, 2022. The July 1, 2022 Rate Year monthly payments will be one hundred eighty-eight thousand, eight hundred, eighty-eight dollars and eighty-three cents ($188,888.83) due under the terms of Section 3.5. The foregoing notwithstanding, beginning the Rate Year 2 (July 2, 2023) and for all subsequent Rate Years, the amount of the Vehicle Impact Fee March 9, 2020 30 City of Santa Ana - DRAFT 60A-119 shall be adjusted annually to reflect the change in the average annual CPI for the twelve (12) month period ending December. If there is no increase in the CPI or if the CPI decreases, the Vehicle Impact Fee shall remain unchanged from the previous Rate Year. 3.4 Administrative Fee The City has analyzed its annual budgeted costs to bill residential accounts and for general administration of this Agreement. These costs are typically paid from the City's General Fund even though these services benefit the Solid Waste franchise, and therefore the costs may be reasonably allocated to and recovered from the Solid Waste franchise. In order to offset a portion of the City's costs to perform residential customer billing and administer this Agreement, Contractor shall pay to the City an Administrative Fee in the amount of two million, three hundred twenty-six thousand, and eight hundred dollars ($2,326,800) annually as adjusted herein. The Administrative Fee shall be paid in twelve monthly installments over the course of each Rate Year, beginning with the Rate Year starting July 1, 2022. The July 1, 2022 Rate Year monthly payments will be one hundred ninety-three thousand, and nine hundred dollars ($193,900) due under the terms of Section 3.5. The foregoing notwithstanding, beginning with Rate Year 2 (July 1, 2023) and for all subsequent Rate Years, the amount of the Administrative Fee shall be adjusted annually to reflect the change in the average annual CPI for the twelve (12) month period ending December. If there is no increase in the CPI or if the CPI decreases, the Administrative Fee shall remain unchanged from the previous Rate Year. 3.5 Time and Method of Fee Payments to City On or before the thirtieth (30th) day following the end of each calendar month, during the Term of this Agreement, Contractor shall remit to City the Franchise Fee, NPDES Fee, Vehicle Impact Fee, and Administrative Fee as described in Sections 3.1 through 3.4. The fee payments shall be submitted with an itemized statement identifying the amount of each fee. If the fees are not paid to the City on or before the thirtieth (30th) day following the end of the calendar month, Contractor shall pay to City a penalty in an amount equal to ten percent (10%) of the amount of each delinquent fee, or portion thereof, owing for that month. Contractor shall pay an additional ten percent (10%), on any unpaid balance for each following thirty (30) day period the fees remain unpaid. Late payment penalties shall not be included in any revenue requirement. March 9, 2020 31 City of Santa Ana - DRAFT 60A-120 Each monthly Franchise Fee remittance to City shall be accompanied by a statement detailing Gross Receipts from Customers direct -billed by Contractor for the period covered from all operations conducted or permitted, pursuant to this Agreement. In addition, Contractor shall maintain copies of all Billing and Collection records for five (5) years, following the date of billing, for inspection and verification by City at any reasonable time upon request. March 9, 2020 60A32121 City of Santa Ana - DRAFT ARTICLE 4 DIRECT SERVICES 4.1 Services to be Provided by Contractor - General The work to be done by Contractor pursuant to this Agreement shall include, but not be limited to, the furnishing of all labor, supervision, equipment, materials, supplies, and all other items necessary to perform the services required. The enumeration of, and specification of requirements for, particular items of labor or equipment shall not relieve Contractor of the duty to furnish all others, as may be required, whether enumerated elsewhere in the Agreement or not. The work to be done by Contractor pursuant to this Agreement shall be accomplished in a thorough and professional manner so that Customers within City are provided reliable, courteous and high -quality Solid Waste Handling Services at all times. The enumeration of, and specification of requirements for, particular aspects of service quality shall not relieve Contractor of the duty of accomplishing all other aspects in the manner provided in this section, whether such other aspects are enumerated elsewhere in the Agreement or not. 4.2 Residential Curbside Service Unit Services 4.2.1 Residential Curbside Service Unit Refuse Collection Contractor shall provide all Residential Curbside Service Unit Customers with one 96- gallon Refuse Cart. Customers may request a smaller 64-gallon or 35-gallon Refuse Cart. See Section 4.7.4.1 for Cart selection procedures. Additional Refuse Carts may be requested for a monthly fee per Cart in accordance with the approved rate schedule. Collection frequency shall be not less than once per week from Contractor -provided Refuse Carts placed at a suitable location, which is typically on the street adjacent to the curb or along an alley with street access at both ends, unless otherwise approved by the Executive Director. If there is a dispute between a Customer and Contractor as to whether Refuse Cart or Bin Service shall be provided, or the proper location for Refuse Cart placement, City will make the final determination. March 9, 2020 60A33A nn City of Santa Ana - DRAFT 4.2.2 Cart Overage Customers may periodically generate more Solid Waste than will fit in the Refuse Cart(s). Customers may contact Contractor to have extra waste Collected as a Bulky Item pickup under Section 4.2.10. Items left adjacent to Carts on regularly scheduled Collection days that have not been scheduled as a Bulky Item pickup, shall be counted as a Bulky Item pickup as described in Section 4.2.10. Contractor to Collect items and leave a notice on Customer's Refuse Cart notifying the Customer of the proper procedures to schedule a Bulky Item pickup. 4.2.3 Residential Curbside Service Unit Recyclable Materials Collection [NOTE: MATERIALS TO BE UPDATED BASED ON SUCCESSFUL PROPOSER'S PROPOSAL] Contractor shall provide all Residential Curbside Service Unit Customers receiving Cart Refuse Collection with a 96- gallon Cart for Collection of Recyclable Materials. Customers needing smaller Containers may request 64-gallon or 35-gallon Recycling Carts. Additional Recycling Carts may be requested for a monthly fee per Cart in accordance with the approved rate schedule. Recyclable Material Collection from Cart Customers within the City shall be a minimum of once each week, on the same day as Refuse Collection, and from the same set -out location as Refuse Containers. Contractor is responsible for moving all Recycling Carts as necessary for Collection, and then returning them to their original location. At a minimum, Recyclable Material Collected from Cart Customers shall include, but not be limited to: glass, tin, aluminum, PET, HDPE, narrow neck plastics, newspaper, mixed paper (including junk mail, phone books, and magazines), cardboard, and any additional materials that can be recovered and Recycled. Contractor and the City may meet and confer from time to time to re-evaluate this Recyclable Material list and to consider any amendments to it, based upon new or enhanced recycling technologies. Contractor shall ensure that all public education and outreach is updated to reflect materials that may be placed in Recyclable Materials Containers as they change during the term of this Agreement. Residential Recyclable Materials Collection shall be on the same day of the week as Refuse Collection service. March 9, 2020 34 City of Santa Ana - DRAFT 60A-123 4.2.4 Residential Curbside Service Unit Organic Materials Collection [DETAILS OF COLLECTION PROGRAM TO BE INCLUDED IN COMPANY'S PROPOSAL] Contractor shall provide a Residential Curbside Unit Organics Collection program sufficient to enable City and Customers to meet or exceed the requirements of SB 1383 as of the start of Collection services under this Agreement. Contractor is required to implement a program to Divert Residential Food Waste from Residential Curbside Service Unit Customers, either co -collected with Yard Waste or separately Collected. Contractor shall provide weekly Collection of Organic Materials on the same day as Refuse Collection from the same set -out location as Refuse Carts. Contractor shall Collect Organic Materials placed in Contractor -provided Carts. The standard Organics Cart size is 96 gallons but customers may request a 64-gallon or 35-gallon Cart. Additional Organics Carts may be requested for a monthly fee per Cart in accordance with the approved rate schedule. Contractor is responsible for moving all Containers as necessary for Collection, and then returning them to their original location. Contractor shall have an Organic Materials Recycling program whereby it, at a minimum, Collects the types of Organic Materials required by CalRecycle for Residential Cart Customers. Contractor shall provide to the City a list of Organic Materials to be collected from Residential Curbside Service Unit Customers upon execution of this Agreement. Contractor shall ensure that all public education and outreach is updated to reflect materials that may be placed in Organics Materials Containers as they change during the term of this Agreement. 4.2.5 Senior and Mobile Home Low Generator Customers Contractor shall provide senior residents, as described in Section 5.1.2, and residents living in mobile home communities, both of which must live in households with no more than two persons and are low trash generators, a 35-gallon Refuse, Recycling, and Organics Cart. Senior Residents, and Residents living in mobile home communities, and receiving the Senior and Mobile Home Low Generator Rate (Section 5.1.2), are not eligible to receive additional Carts. 4.2.6 Section Deleted 4.2.7 Contamination Warning Notice - Residential Curbside Service Unit March 9, 2020 60A35� 24 City of Santa Ana - DRAFT Customers Contractor is responsible for visually inspecting Containers for the Collection of Recyclables and Organics as may be necessary to determine whether the content is contaminated with non -Recyclable or non -Organic Solid Waste. Additionally, Contractor shall perform contamination monitoring, route reviews, and inspections in compliance with the CalRecycle requirements under SB 1383. The Recycling Containers shall be considered contaminated if it contains more than ten percent (10%) non -Recyclable material by weight. The Organics Containers shall be considered contaminated if it contains more than ten percent (10%) non -Organic material by weight. Contractor shall warn Customers who have non -Recyclable Materials or Organic Materials in their Recycling Container, Non -Organic Materials in their Organic Materials Container, or Organic Materials or Recyclables in their Refuse Containers as required by CalRecycle under SB 1383. a) 1st and 2nd instance: Contractor shall take photograph(s) of Cart content, collect the material from the Cart, leave a courtesy notice approved by the City that explains why the material collected was non -conforming, and notify the City. The written notice shall also explain the policy for non -conforming materials, recommend corrective action, explain the consequences for repeated instances, and any other information required by CalRecycle. b) 3rd and subsequent instances: In addition to the requirements under the Pt and 2nd instance, Contractor shall have the option of requesting that the City assess a Residential Curbside Service Unit Contamination Fee included in the approved rate schedule. 4.2.8 Holiday Tree Collection Program Except as provided herein, Contractor shall collect all holiday trees discarded by Residential Curbside Service Units on the first three regularly scheduled weekly Collection days after Christmas Day, at no additional charge. After this period, trees will be Collected as Bulky Items under Section 4.2.10. Trees under six (6) feet in length will be Collected and diverted without Customers needing to cut them. Contractor may require that Customers with larger trees cut the trees to pieces no longer than six (6) March 9, 2020 60A36� 25 City of Santa Ana - DRAFT feet, and that tinsel, ornaments and stands be removed prior to placement at Collection point (curb or as otherwise determined by Customer and Contractor). Contractor will Divert all holiday trees properly set out from landfilling. Contractor shall have no obligation to Collect larger trees if they have not been cut into pieces no longer than six (6) feet. Holiday trees with tinsel, ornaments or stands attached may be landfilled. 4.2.9 Walk -Out Service Contractor shall provide walk -out service to disabled individuals at Residential Curbside Service Units, consisting of removing Refuse, Recycling and Organics Carts from Customer's storage area, placing the Carts out for Collection, and returning Carts to Customer's storage area after Collection, ensuring that all doors or gates are closed securely. This service is provided at no additional charge to disabled Customers subject to the criteria below. To be eligible for this service, the Customer at the Residential Curbside Service Unit shall have a DMV issued disabled person placard or license plate or provide a letter to Contractor from a licensed physician certifying that he or she is unable to move his/her Carts to the curb. For all forms of eligibility, Customer must certify that there is no other capable person living in the Residential Curbside Service Unit. If eligibility is established by a physician certification, Contractor may require each eligible person at the Residential Curbside Service Unit to provide a new letter from a physician on an annual basis in order to maintain eligibility for walk -out service. Contractor shall provide walk -out service to other than disabled individuals at the request of the Customer, for a monthly fee as defined in the approved rate schedule. Contractor may require as a condition of walk -out service that a Customer sign a standardized agreement, the terms of which shall be subject to City's approval, which authorizes entry onto the Residential Curbside Service Unit premises serviced under Customer's account and holds Contractor harmless from liability (including specifically liability related to pets escaping) associated with Contractor providing such service. Contractor will notify all Residential Curbside Service Unit Customers annually, beginning within thirty (30) days of effectiveness of this Agreement, of this Collection option and submit, for approval, a draft notification to City prior to distribution to Customers. New Customers shall be notified of this option upon initiation of new Collection services. March 9, 2020 37 City of Santa Ana - DRAFT 60A-126 4.2.10 On -Call Bulky Item Pickup - Residential Curbside Service Unit Customers Contractor shall provide Bulky Item pickup service to all Residential Curbside Service Unit Customers. Each Residential Curbside Service Unit Customer shall be entitled to four (4) Bulky Item pickups per Rate Year at no additional charge. Contractor shall provide assistance of removal of Bulky Items on private property to senior citizens and the disabled at no additional cost. Customers may put out up to four (4) Bulky Items at each pickup, or four (4), thirty (30) gallon bags of Refuse, or twenty (20), thirty (30) gallon bags of Yard Waste. Contractor shall Collect all Bulky Items as defined in Section 1.11 including items referred to as Electronic Waste or "e-waste' as defined in Section 1.28. The following provisions shall apply to this program: • No single item that cannot be handled by two workers will be accepted. • The following items will not be picked up: Hazardous Materials (including u-waste but excepting e-waste), waste oil or anti -freeze. For the purposes of this section, items referred to as "e-waste' are not considered hazardous. Requests by Residential Curbside Service Unit Customers for such Collections shall be made directly to the Contractor who shall provide satisfactory telephone message receiving, transmitting and response procedures and shall be responsible for maintaining a log of such large item collections. On -call Bulky Item Collection requests shall be responded to by Contractor within a reasonable time but no more than five (5) working days after such a request is received. Residential Curbside Service Unit Customers that exceed the number of free pickups may receive Bulky Item Collection under the same terms for a fee, in accordance with the approved rate schedule, and shall be billed directly by Contractor. Contractor will notify all Residential Curbside Service Unit Customers of this service annually, beginning within thirty (30) days of effectiveness of this Agreement. New Customers shall be notified of this service upon request of Collection services. Contractor to develop a warning notice to inform Customers who set out Bulky Items without contacting Contractor and that exceed the number of items per pickup, or the number of pickups per year, that they may incur a charge in accordance with the approved rate schedule. March 9, 2020 60A38A �7 City of Santa Ana - DRAFT 4.2.11 Sharps Collection Program Contractor shall deliver or arrange for delivery to Customers, at no additional charge, within one week of request, a pre -paid, postage -paid mail -back container to safely collect Sharps and send Sharps for proper disposal. Residents are limited to four (4) containers at no additional charge per year. Each container shall be of adequate volume to accommodate the needs of a diabetic person for a three month period. 4.2.12 Used Motor Oil Recycling and Used Motor Oil Filter Collection Contractor shall Collect and Recycle used motor oil and used motor oil filters placed curbside by Refuse Carts on collection day. Contractor may instruct Customers to call - in for this service at least two business days (excluding Saturday, Sunday and holidays listed in Section 4.7.1) in advance. Contractor shall provide used motor oil Recycling containers and used motor oil filter Recycling bags to Customers upon request. Upon Collection of used motor oil, Contractor shall leave an empty container and oil filter Recycling bag. Contractor shall include in its public education materials the availability of this program and the free used motor oil containers and bags, and how to properly place the oil and filters for Collection. Contractor shall bill the City once per month for its costs associated with the Collection and Recycling of used motor oil and used motor oil filters in accordance with the approved rate schedule. Used motor oil Recycling containers and used motor oil filter Recycling bags are purchased by the City. City may elect to reduce or eliminate the used motor oil and used motor oil filter Recycling program and related Contractor compensation if grant funds are insufficient or not available. City may also elect to have a different contractor provide these services. 4.2.13 Universal Waste Collection Contractor shall provide a toll free number for Residential Curbside Service Unit Customers to schedule a Universal Waste pickup. Contractor shall collect the following Universal Waste items from Residential Curbside Service Unit Customers: • Electrical or electronic items (including televisions, stereos, computers, printers, cell phones and microwaves) • Household batteries • Automotive batteries March 9, 2020 39 City of Santa Ana - DRAFT 60A-128 • Mercury thermometers, switches • Fluorescent and compact fluorescent light bulbs Contractor shall instruct Residential Curbside Service Unit Customers to leave the materials on their door step or near their garage on the scheduled Collection date. Assistance will be provided to disabled Customers. A receipt will be left for all materials Collected per stop. Contractor shall provide public education and outreach of this program through the initial mailing, workshops, annual brochures/ mailings, the Santa Ana Green Quarterly Newsletter, Contractor's webpage, and community events as described in Sections 5.3.3 and 5.3.4. Contractor shall provide this service at no additional charge. 4.2.14 Recycling Reward Program On a quarterly basis, Contractor and City staff will choose four residences that have placed uncontaminated Recycling out for Collection. Contractor shall provide a $25 gift card, approved by the City, for the selected residences. 4.3 Commercial and Multi -Family Services This section describes Service provided to Commercial Customers, and Multi -Family Customers that are not Residential Curbside Service Units. 4.3.1 Commercial and Multi -Family Customer Refuse Collection Contractor shall provide Bin Refuse Service to Multi -Family Premises Customers and Commercial Customers. Contractor shall Collect and remove all Refuse that is placed in Bins from the property of Customers receiving Bin Service, at least once per week and more frequently if required to handle the waste generated at the Premises where the Bins are located, or if requested by Customer. Minimum Container capacity requirements are described in Section 16-37 of the City of Santa Ands Municipal Code. Special consideration shall be given when determining the pickup areas to ensure that the flow of traffic is not impeded. Repeated, reasonable public complaints about unreasonable interference with traffic flows may constitute a default or violation of this Agreement. March 9, 2020 40 City of Santa Ana - DRAFT 60A-129 Customers may lease from Contractor or third parties compaction equipment that may be attached to Bins. The provision of compaction equipment is outside the scope of this Agreement. Collection of Bins using these devices remains within the scope of this Agreement unless otherwise excluded per Section 2.9. 4.3.2 Commercial Cart Service As an alternative to the requirements of Section 4.3.1, Contractor shall offer Collection in Refuse Carts to Customers at Multi -Family and Commercial Premises that do not have space for, or do not generate enough waste to require the use of Bins for Collection in accordance with the approved rate schedule. If Contractor and Customer have a disagreement as to whether Cart service is appropriate, or if City determines that Collection in Carts causes health and safety or other concerns, City shall make the final determination as to whether Collection in Carts may occur. Multi -Family Premises with a Homeowners' Association may request Cart service upon approval by the Executive Director, and shall be charged the Residential Curbside Service Unit rates included in the approved rate schedule. Commercial and Multi -Family Premises Customers that receive Refuse Carts, shall also receive a Recycling Cart at no additional charge. 4.3.3 Roll -off Box Service Contractor shall provide exclusive (as limited by Section 2.9) permanent and temporary Roll -off Box Collection (excluding Temporary Construction and Demolition service) service upon request. Contractor must deliver a temporary Roll -off Box to a Customer within two business days (excluding Saturday, Sunday and holidays listed in Section 4.7.1) of request. Special request to empty Roll -off Boxes outside of regularly scheduled Collections shall be performed within one business day. Contractor will provide standard 10, 30 and 40-cubic-yard standard Roll -off Boxes. The provision of compactor Roll -off Boxes, which are enclosed Containers attached to a compaction devise, is not included in this Agreement. Providing service to such compactor Roll -off Boxes is included. Contractor shall transport and process Roll -off loads at a MRF in compliance with CalRecycle and acceptable to the City. hi the event that Contractor is unable to provide temporary service to any Customer within five (5) business days (excluding Saturday, Sunday, or holidays listed in Section March 9, 2020 41 City of Santa Ana - DRAFT 60A-130 4.7.1), Executive Director may permit any other licensed hauler to provide service if, but only if, Contractor has not provided service within twenty-four (24) hours after reasonable notification by Executive Director. 4.3.4 Temporary Bin Service Contractor shall provide exclusive (as limited by Section 2.9) temporary Bin Service to Customers upon request. Contractor must deliver a temporary Bin to a Customer within two business days (excluding Saturday, Sunday or holidays listed in Section 4.7.1), if requested by 12:00 noon; otherwise delivery shall be no later than the second day. Rates for temporary Bin Service are listed separately in the approved rate schedule. 4.3.5 Commercial and Multi -Family Recycling Contractor shall provide Source -Separated Recycling using Bins or Carts for Commercial and Multi -Family Refuse Bin Customers requesting such service in accordance with the approval rate schedule. 4.3.5.1 Site Visits, Education and Outreach Commercial and Multi -Family Recycling Contractor will promote Commercial and Multi -Family Recycling programs and assist the City in providing reports on Customers' Recycling efforts. Contractor shall conduct the planned tasks, and procedures contained in Exhibit 8 "AB 341, AB 1826, and SB 1383 Implementation Plan," based on the schedule included in Exhibit 8. Beginning July 1 of the first contract year, and annually thereafter, a Contractor representative will contact, via in -person meetings, all Multi -Family and Commercial Customers not subscribing to Recycling Collection service required under applicable CalRecycle requirements. The Contractor representative shall assist customers with selecting appropriate Containers and Container sizing, identifying acceptable Recyclable Materials for Collection, and attempting to resolve any logistical detriments to providing Recyclable Materials Collection service. Contractor shall provide a written proposal to each AB 341 non -compliant Commercial and Multi -family Customer annually. The proposal shall provide pricing for implementing Recycling service and reducing, or'right-sizing', Refuse service to account for materials diverted through the Contractor -provided Recycling program; a proposed start date for the implementation March 9, 2020 42 City of Santa Ana - DRAFT 60A-131 of new Recycling services; a description of the requirements of AB 341 and any relevant City ordinances; a plan for training staff and/or residents; and any other components as directed by the City. A proposal template shall be approved by the City prior to initiation of services under this Agreement. Electronic copies of all service proposals from site visits that have been submitted to a Customer shall be provided to the City in an electronic storage format acceptable to the City, such as a cloud -based file sharing system that can be accessed by the City or its representative. If a Customer rejects the proposal from the Contractor or does not provide a response within 30 days of the Contractor submitting the proposal, and, after at least three documented attempts by the Contractor to follow-up with the Customer, the Customer continues to be non -responsive, the Contractor may refer the Customer to the City for enforcement action through any future ordinances that may be implemented by the City. Such a referral to the City by the Contractor for non -compliant accounts must include a written summary and timeline of the actions taken by the Contractor to implement an AB 341-compliant program; a copy of the written proposal submitted to the Customer by the Contractor; and any written correspondence from the Customer to the Contractor. If, after the City begins enforcement proceedings against the Customer, the Customer agrees to comply and implement an AB 341-compliant program, the City will notify the Contractor of the Customer's willingness to comply and the Contractor will coordinate with the Customer to implement an AB 341-compliant program. Contractor will incorporate education regarding Recyclable Material Collection and the State requirements into materials produced under Section 5.3, and will develop its own Recycling -specific instructional materials for use in educating participating Customers. Additional materials may include instructional posters, brochures, educational presentations, bin signage, enclosure signage, stickers to be attached to internal recycling receptacles, or other formats as mutually agreed to between City and Contractor. As with all outreach material, all items must be submitted for review and approval by City prior to distribution. Contractor shall provide a report, on City provided forms, to the City noting the time, Customer contact, name of Contractor's staff that contacted the Customer, and result of each meeting and, if the Customer will not agree to a meeting, provide the time of contact, Customer contact name and number, and reason for not accepting a meeting. Reports will be updated on a quarterly basis and submitted with Contractor quarterly reports to the City. Contractor will report all Customers that have service levels within March 9, 2020 43 City of Santa Ana - DRAFT 60A-132 the thresholds of AB 341 on reporting forms provided by the City on a quarterly basis. The report will document whether the Customer receives Recycling service from the Contractor, self -recycles, or receives Recycling from a third party. Any internal Recycling programs or third -party recycling programs that the Contractor encounters while conducting Customer site visits shall be documented using a City -approved electronic reporting form and provided in an electronic format such as a cloud -based file -sharing system that can be accessed by the City or its representatives. 4.3.5.2 Processing of Mixed Waste [OPTIONAL PROGRAM - TO BE UPDATED BASED ON SUCCESSFUL PROPOSER'S PROPOSAL] Contractor shall process mixed Solid Waste at a Material Recovery Facility for those Commercial and Multi -Family Customers that do not subscribe to a Source -Separated Recycling program, or otherwise participate in a qualifying Recycling program in accordance with AB 341. 4.3.6 Commercial and Multi -Family Organics Collection [DETAILS OF COLLECTION PROGRAM TO BE INCLUDED IN COMPANY'S PROPOSAL] Contractor shall Collect, process and divert Organic Materials from Commercial and Multi -Family Customers. Contractor shall provide a program sufficient to enable City and Customers to meet or exceed the requirements of SB 1383 as of the start of Collection services under this Agreement. Contractor shall tailor the appropriate program to accommodate the waste generation and space constraints of each Customer. Contractor shall offer Organic Materials Carts and Bins based on the Customer's needs and space limitations for Container placement. 4.3.6.1 Site Visits, Education and Outreach - Commercial and Multi -Family Organics Recycling Contractor will promote Commercial and Multi -Family Organics Collection programs and assist the City in providing reports on Customers' Organics Collection efforts. Contractor shall conduct the planned tasks, and procedures contained in Exhibit 8 "AB March 9, 2020 44 City of Santa Ana - DRAFT 60A-133 341, AB 1826, and SB 1383 Implementation Plan;' based on the schedule included in Exhibit 8. Beginning July 1 of the first contract year, and annually thereafter, a Contractor representative will contact, via in -person meetings, all Multi -Family and Commercial Customers not subscribing to the Organic Materials Collection service required under applicable CalRecycle requirements. The Contractor representative shall assist customers with selecting appropriate Containers and Container sizing, identifying acceptable Organic Materials for Collection and processing, and attempting to resolve any logistical detriments to providing Organic Materials Collection service. Contractor shall provide a written proposal to each non -compliant Commercial and Multi -family Customer that meets the thresholds of AB 1826 and/or SB 1383 annually. The proposal shall provide pricing for implementing Organics Recycling service and reducing, or 'right -sizing', MSW service to account for materials diverted through the Contractor - provided Recycling program; a proposed start date for the implementation of new Organics Recycling services; a description of the requirements of AB 1826/SB 1383 and any relevant City ordinances; a plan for training staff and/or residents; and any other components as directed by the City. A proposal template shall be approved by the City prior to contract initiation. Electronic copies of all service proposals from site visits that have been submitted to a Customer shall be provided to the City in an electronic storage format acceptable to the City, such as a cloud -based file sharing system that can be accessed by the City or its representatives If a Customer rejects the proposal from the Contractor or does not provide a response within 30 days of the Contractor submitting the proposal, and, after at least three documented attempts by the Contractor to follow-up with the Customer, the Customer continues to be non -responsive, the Contractor may refer the Customers to the City for enforcement action through any future ordinances that may be implemented by the City. Such a referral to the City by the Contractor for non -compliant accounts must include a written summary of the actions taken by the Contractor to implement an AB 1826/SB 1383-compliant program; a copy of the written proposal submitted to the Customer by the Contractor; and any written correspondence from the Customer to the Contractor. If, after the City begins enforcement proceedings against the Customer, the Customer agrees to comply and implement an AB 1826/SB 1383-compliant program, the City will notify the Contractor of the Customer's willingness to comply and the March 9, 2020 45 City of Santa Ana - DRAFT 60A-134 Contractor will coordinate with the Customer to implement an AB 1826/SB 1383- compliant program. Contractor will incorporate education regarding Organics Recycling and the State requirements into materials produced under Section 5.3, and will develop its own Organics -specific instructional materials for use in educating participating Customers. All participants shall receive ongoing, on -site training from Contractor for management, kitchen staff, service employees, janitors, etc. Annually, Contractor will create and distribute a letter to all Customers that are enrolled in the Contractor's Organics Recycling program to offer re-training services, printed collateral such as signage and posters, and general technical assistance. Additional materials may include instructional posters, brochures, educational presentations, bin signage, enclosure signage, stickers to be attached to internal Recycling receptacles, or other formats as mutually agreed to between City and Contractor. Contractor will provide Customers that enroll in the Contractor's Organics Recycling program with one (1), yellow, internal Recycling receptacle upon request by the Customer at a price equal to Contractor's cost. Contractor will track the distribution of the internal Recycling receptacles and provide quarterly distribution data to the City. As with all outreach material, all items must be submitted for review and approval by City prior to distribution. Contractor shall provide a report, on City provided forms, to the City noting the time, Customer contact, name of Contractor staff that contacted the Customer, and result of each meeting and, if the Customer will not agree to a meeting, provide the time of contact, Customer contact name and number, and reason for not accepting a meeting. Reports will be updated on a quarterly basis and submitted with Contractor quarterly reports to the City. Contractor will report all Customers that have service levels within the thresholds of AB 1826 and SB 1383 on reporting forms provided by the City on a quarterly basis. The report will document whether the Customer receives Recycling service from the Contractor, self -recycles, receives Organics recycling from a third party, or donates edible food. Any internal Organics Recycling programs or third -party Organics Recycling programs that the Contractor encounters while conducting Customer site visits shall be documented using a City -approved electronic reporting form. Contractor shall collect photograph documentation of the internal recycling program or third -party recycling program. All documentation of the internal Organics Recycling programs or third -party Organics Recycling programs, shall be provided in an electronic format approved by the City, such as a cloud -based file -sharing system March 9, 2020 46 City of Santa Ana - DRAFT 60A-135 organized such that each Customer has a unique folder that will house service proposals, photographs, and other items documenting the Contractor's compliance implementation interactions with the Customer. 4.3.6.2 Organics Waste Recycling Program Cost The full compensation to Contractor to provide the Commercial and Multi -Family Organic Materials program as described in Section 4.3.6 is included in the approved rate schedule. Organic Materials Carts and Bins, public outreach, and all other elements of this program are to be provided at no additional cost. Participation in this program is anticipated to increase over time and has been factored into the rates, and no further compensation adjustment shall be implemented except for the annual rate adjustment described in Article 6. 4.3.7 Roll -off Box Organic Materials Collection Service Contractor shall make permanent Roll -off Box Organic Materials Collection available to all Customers in accordance with the approved rate schedule. 4.3.8 Food Rescue and Donation Program Contractor shall coordinate food rescue and donation efforts with each Customer deemed to generate Organic Materials as required by CalRecycle. Coordination shall include providing Customers with information on rescue and donation opportunities. Contractor shall perform quarterly examinations of Customer's waste stream for food donation opportunities and report results to the City and food rescue organizations. 4.3.9 Contamination Warning Notice - Commercial and Multi -Family Premises Bin Customers Contractor is responsible for visually inspecting Containers for the Collection of Recyclables and Organics as may be necessary to determine whether the content is contaminated with non -Recyclable or non -Organic Solid Waste. Additionally, Contractor shall perform contamination monitoring, route reviews, and inspections in compliance with the CalRecycle requirements under SB 1383. The Recycling Containers shall be considered contaminated if it contains more than ten percent (10%) non -Recyclable material by weight. The Organics Containers shall be March 9, 2020 47 City of Santa Ana - DRAFT 60A-136 considered contaminated if it contains more than ten percent (10%) non -Organic material by weight. Contractor shall warn Customers who have non -Recyclable Materials or Organic Materials in their Recycling Container, Non -Organic Materials in their Organic Materials Container, or Organic Materials or Recyclables in their Refuse Containers as required by CalRecycle under SB 1383. a) 151 instance: Contractor shall take photograph(s) of Container content, collect the material from the Container, provide a courtesy notice that explains why the material collected was non -conforming, and notify the City. The written notice shall also explain the policy for non -conforming materials, recommend corrective action, explain the consequences for repeated instances, and any other information required by CalRecycle. b) 2nd and subsequent instances: In addition to the requirements under the 191 instance, Contractor shall have the option of assessing a Commercial and Roll -off Customer Contamination Fee included in the approved rate schedule, or Contractor may refuse to collect contaminated Containers upon written notification of Customer indicating the reason for non -Collection, and options for corrective action. A copy of such notice shall be delivered to the City via email upon request by the Executive Director or designee. Each written notice and photograph shall be available to the City upon request. For Residential Curbside Service Units, the second or third instance shall be counted as such if they occur within twelve (12) calendar months of the initial instance. For Commercial and Roll -off Customers, the second instance shall be counted as such if it occurs within twelve (12) calendar months of the initial instance. If twelve (12) calendar months have elapsed since a written notification was issued for a non -conforming Cart or Container, the next instance stall be deemed the initial instance. If the Customer has changed, and the account is new, with different occupants, the written notification shall be considered the initial instance. 4.3.10 Scout Service Upon Customer request and approval by the Executive Director, Contractor shall provide scout service, whereby Contractor will access Containers using a small vehicle either to move Containers to street or other public right-of-way for Collection, or March 9, 2020 48 City of Santa Ana - DRAFT 60A-137 Collecting Solid Waste directly from Container storage location. The Contractor may charge the scout rate included in the approved rate schedule to move or retrieve a Container when operationally required in order to safely position the Container for Collection. In the event of a dispute between Contractor and Customer as to whether scout service will be used, the Executive Director will make the final determination. If a scout fee is charged then a Bin pushout fee shall not be charged. 4.3.11 Bin Pushout Service Upon Customer request, Contractor shall provide Bin pushout service, whereby Contractor will move Containers manually to facilitate Collection. The Contractor may charge the pushout rates included in the approved rate schedule to move or retrieve a Container over twenty-five (25) feet to facilitate Collection. For Containers in Bin enclosures, the measurement of distance shall be from location of the Bin once removed from the enclosure to the point of Collection. hi the event of a dispute between Contractor and Customer as to whether pushout service will be used, Executive Director will make the final determination. If a Bin pushout fee is charged then a scout service fee shall not be charged. If Contractor must place a Bin in the public right-of-way to facilitate Collection, Contractor shall not permit the Bin to remain in the public right-of-way over one hour. If the Bin is stored under a chute for Solid Waste Collection, the Bin must be serviced and returned immediately. 4.3.12 Locking Bins Contractor shall provide locking Bin Service (providing the hasp, key and lock and servicing the lock) to Customers that request such service in accordance with the approved Rate Schedule. 4.3.13 Return Trip Fee Contractor may charge a return trip fee, per the approved rate schedule, in the event that Contractor arrives on time for a scheduled Collection of Bins or Roll -off Boxes, and is impeded from Collection due to Container being blocked or otherwise unable to be Collected due to issues within the Customer's control. The fee may be assessed if Contractor must return a second time for Collection. Charge may be assessed for the trip, not per Container, in the event of a Customer with multiple Containers. If March 9, 2020 49 City of Santa Ana - DRAFT 60A-138 Contractor attempts to contact Customer to confirm that the Container is accessible, but Customer is non -responsive, Contractor need not return that day and, therefore, may not charge the return trip fee. 4.3.14 On -Call Bulky Item Pickup - Multi -Family Premises with Refuse Bin Service and Commercial Premises Customers [TO BE UPDATED BASED ON COMPANY'S PROPOSAL.] 4.3.15 Holiday Tree Collection - Multi -Family Bin Customers Contractor shall collect all holiday trees discarded by Multi -Family Premises during the three weeks following Christmas Day, at no additional charge. After this period, trees will be Collected as Bulky Items under Section 4.3.14. Trees under six (6) feet in length will be Collected and diverted without Customers needing to cut them. Contractor may require that Customers with larger trees cut the trees to pieces no longer than six (6) feet, and that tinsel, ornaments and stands be removed prior to placement at Collection point (curb or as otherwise determined by Customer and Contractor). Contractor will Divert all holiday trees from landfilling. Contractor shall have no obligation to Collect larger trees if they have not been cut into pieces no longer than six (6) feet. Holiday trees with tinsel, ornaments or stands attached may be landfilled. 4.4 City Services (City Government Operations) 4.4.1 City Government Operations Contractor shall collect all Solid Waste, Electronic Waste, and Construction and Demolition Solid Waste which is generated by City government operations at no additional cost to the City. The City shall provide Contractor with a list of locations of bins and/or Roll -off containers from which such Solid Waste shall be collected. Said list may be modified by time to time by the Executive Director. Solid Waste generated by such City operations shall be collected by Contractor per a schedule provided to Contractor by the Executive Director. Schedule shall be approved between the Contractor and the Executive Director. 4.4.2 Construction and Demolition from City Government Operations The City will implement procedures to separate wood, Organics, metals, and inert materials from mixed waste generated through City construction projects, from City March 9, 2020 50 City of Santa Ana - DRAFT 60A-139 government operations. Contractor is not required to Collect, transport and Divert Construction and Demolition Debris from significant City construction and demolition projects performed by contractors. The separation procedures will be applied to inbound loads that readily lend themselves to manual separation. The implementation of the procedures may, from time -to -time, be hampered by City Yard logistics or by personnel availability. The separation procedures will be incorporated by the City as a standard operating procedure and will be reasonable and practicably applied. 4.4.3 City Sponsored Events Contractor shall provide Solid Waste Collection and Disposal/processing service for City -sponsored events at no additional charge to City or Ratepayers. This shall include providing Refuse Containers (Carts, Bins, Roll -off Boxes, and cardboard waste boxes with liners) to Collect and dispose of, or process, all Solid Waste. Contractor shall provide Containers for the Collection of Recyclable Materials and Organics Materials. The list of City -sponsored events may change over time and include, but are not limited to: • 411' of July Celebration at Centennial Park • Wilshire Square Summer Concert • Townsend-Raitt Community Fiesta/SoCal Day of Hope, Health and Resource Fair • Santa Ana Fiestas Patrias • Cleanup Your Yard Cascade Street • Santa Ana National Night Out 4.4.4 Parkway Cleanup Following Garage Sales Contractor shall provide two (2) employees in a "front loader" vehicle to provide sixty (60) vehicle hours each six (6) working days following the quarterly garage sales to canvass the City neighborhoods in order to remove debris left in the parkways after the garage sales at no additional charge. Contractor shall transport all Solid Waste Collected by Contractor from Parkway Cleanups within the City boundaries to a state permitted MRF, in compliance with CalRecycle and acceptable to the City. March 9, 2020 51 City of Santa Ana - DRAFT 60A-140 4.4.5 Weekly Alley Cleanups Contractor shall provide two (2) employees in a "front loader" vehicle to provide sixty (60) vehicle hours each six (6) working days each week to canvass the City neighborhoods in order to remove debris left in alleyways at no additional charge. Contractor shall transport all Solid Waste Collected by the Contractor from Alley Cleanups within the City boundaries to a state permitted MRF, in compliance with CalRecycle and acceptable to the City. 4.4.6 Grant Administration Contractor shall be responsible for the development and management of grants pursuant to the regulations contained in AB 939 and/or adopted by CalRecycle including the Department of Conservation and other governmental agencies that offer grants related to Collection and Recycling Services provided under this Agreement. Contractor shall be compensated $ per hour for grant administrators time to develop and administer grant programs as requested by the City. Contractor shall submit an invoice detailing tasks performed, and time charged in quarter-hour increments in order to be reimbursed for grant administrator's time. 4.4.7 Public Education and Outreach Consultant hi the event that City, in its sole discretion, determines that the Contractor fails to fulfill the public education and outreach requirements contained in this Agreement to the City's satisfaction, or if CalRecycle refers the City to the Jurisdiction Compliance Unit OCU) for additional enforcement review/action, or if less than ninety percent (90%) of the City's Commercial and Multi -Family Customers subject to the requirements of AB 341 and/or AB 1826 are in compliance with the mandatory requirements for Commercial Recycling and/or Organics by December 31, 2023, the City retains the right to direct Contractor to provide funding for the City to retain a public education and outreach consultant to perform the duties set forth in this Agreement, at no additional cost to the City. The City will notify the Contractor in writing of its intent to procure a public education and outreach consultant. Within 30 days of written notice from the City, Contractor and City shall meet and confer in good faith prior to City retaining a public education and outreach consultant to develop a scope of work, timeline, and projected budget amount for the public education and outreach consultant. Upon 120 days of written notice to the Contractor of the City's intent for to procure a public March 9, 2020 60A52141 City of Santa Ana - DRAFT education and outreach consultant, the Contractor shall provide funds to the City to retain a public education and outreach consultant of the City's choosing. The minimum term of the public education and outreach consultant's contract shall be 12 months and any subsequent contract extensions shall be in increments of 12 months. Upon selection of the public education and outreach consultant by the City, the Contractor shall remit quarterly payments to the City for the cost of the public education and outreach consultant (i.e. if the contract amount was $100,000, the Contractor would remit quarterly payments to the City of $25,000 for the term of the engagement). The City will direct the work efforts of the public education and outreach consultant. During the term of the consultant's engagement, the Contractor shall cooperate with the consultant to provide customer service and operations data to the consultant, implement Recycling and Organics programs at Customer sites as requested by the consultant, and to meet with the City and the consultant periodically to assess program progress. The City and the Contractor shall confer annually to assess the City's outreach/education progress, compliance status, and to determine if the public education and outreach consultant's contract shall be extended by an additional 12 months. 4.4.8 Battery Recycling Program Contractor shall provide and service as many battery Recycling containers as requested by City, to City facilities for no additional cost. Contractor shall Collect and replace containers upon City's request for proper Recycling of batteries. 4.4.9 Procurement of Recovered Organic Waste Products Contractor shall procure sufficient compost, mulch, and/or renewable natural gas to meet the City's per capita requirement contained in SB 1383. Contractor may meet this obligation by one or a combination of the following activities: • Bulk Compost and/or Mulch Reserved for Jurisdiction -Company shall make available for City Compost or Mulch for use in City parks and facilities at no cost to the City. • Compost Giveaway as described in Section 4.4.5. • Use of renewable natural gas in Collection vehicles. Contractor shall ensure sufficient capacity of California recovered organics waste products to meet the mandatory procurement requirements for jurisdictions contained March 9, 2020 60A53� 42 City of Santa Ana - DRAFT in SB 1383, as may be amended, during the term of this Agreement including Agreement extensions granted by the City. 4.4.9.1 Contractor Warranty of Recovered Organic Waste Products Contractor shall provide assurance through the execution of a liability waiver stating that all organic waste products provided by the Contractor and used within the City are free from pathogens and inorganic waste material that may be harmful to the health and welfare of the City. The Contractor shall indemnify and hold harmless the City against any claims arising from contaminated recovered organic waste products provided by the Contractor as set forth in Section 9.1. 4.5 Community Services 4.5.1 Neighborhood Cleanups Contractor shall supply Roll -off Containers for City sponsored neighborhood cleanups at no additional cost to City. The number of Roll -off Containers shall not exceed a maximum total number of three hundred (300) Containers annually. Notwithstanding the above, at any time that the City determines that the number of Collections and/or the number of Roll -off Containers provided for in this section is not adequately meeting the City's needs, the City and Contractor will meet and confer regarding these provisions, and may, by mutual agreement, modify the number of Collections and/or Roll -off Containers. 4.5.2 Household Hazardous Waste Drop -Off Events [TO BE UPDATED BASED ON CONTRACTOR'S PROPOSAL] Contractor to sponsor an annual Household Hazardous Waste Drop -Off Event at a site selected by the City. Contractor to provide Collection and safe Disposal of all Household Hazardous Waste brought to the event by residents of City at no additional charge. Contractor shall coordinate with selected site to determine the date and time of event and will advertise the event in local newspapers, through a direct -mail postcard to residents, on the City's website, and through additional print media as requested by the City. March 9, 2020 54 City of Santa Ana - DRAFT 60A-143 4.5.3 Shredding Service Event Contractor shall provide an on -site mobile shredding service for use by City residents (a "Shredding Event") one (1) time per calendar year at no additional charge. The Shredding Event shall be provided at a date, time, and location designated and approved by the Executive Director, in his or her reasonable discretion, and should be for a minimum of three (3) hours in duration. In the event inclement weather prevents a Shredding Event from occurring, Contractor shall reschedule the Shredding Event to a date, time and location designated and approved by the Executive Director. The Shredding Event shall be conducted at Contractor's sole cost and expense, utilizing equipment, personnel, and methods appropriate for such event, as approved by the Executive Director. Prior to each Shredding Event, Contractor shall coordinate with City staff and/or public safety personnel to make arrangements for safe, convenient, and effective access to and participation by City residents in the Shredding Event, and shall procure all necessary insurance coverage. Each Shredding Event shall be designed to accommodate up to a maximum of five (5) 'Bankers" boxes of paper or other media suitable for shredding from each Residential and Multi -Family Premises Customer within the City that is participating in the Shredding Event. Residents participating in the Shredding Event must be able to visually observe the materials they delivered to the Shredding Event. Contractor shall publicize each Shredding Event through methods, and using materials, approved by the Executive Director, at no cost to the City. 4.5.4 Compost Giveaway Contractor shall provide one compost giveaway event per calendar year at no additional charge. Santa Ana residents will be allowed to fill up their containers on a first -come, first -serve basis. Contractor shall provide forty (40) tons of compost material, generated in the State of California, delivered to a location designated by the City. Any compost material remaining after event shall be removed by Contractor. The compost giveaway event will be coordinated with the City and can be held in conjunction with other City events. 4.5.5 Medication Takeback Program Contractor will assist the City in increasing awareness of medication takeback programs provided by local pharmacies, or programs offered by other government entities. Promotional activities will include: posting on Contractor's website, inclusion in the March 9, 2020 60A55144 City of Santa Ana - DRAFT Annual Brochures/Mailings mailed to each Residential Customer, quarterly newsletters, social media targeted outreach, and press releases to local news outlets. 4.5.6 Environmental Ambassador Program Contractor must establish an annual recognition program for commercial businesses in the City. The Environmental Ambassador Program will be a voluntary program managed entirely by Contractor, and certification may include refuse, water and energy conservation, pollution prevention, and reduction of toxic substances in the workplace. Businesses certified will be honored by Contractor at a City Council Meeting. 4.6 Diversion and Processing Requirements 4.6.1 Minimum Recycling Requirements Contractor shall Divert from landfilling a minimum of % of all Solid Waste it Collects under this Agreement excluding Construction and Demolition Debris. Compliance will be measured on a calendar year basis, except that compliance will be measured during the first compliance period for the eighteen (18) months ending December 31, 2023, and compliance during the final year will be based on a partial year if the term ends before December 31 in the final year. Solid Waste Collected shall only be considered to have been Recycled or diverted as required under this Agreement if it is deemed to be Diversion by CalRecycle in connection with efforts to meet City's Diversion goals. Contractor shall provide documentation to the City within 45 days of the end of each calendar year stating and supporting that calendar year's Diversion rate. Diversion from sources other than Contractor's Collection and Diversion efforts (such as source reduction, reuse, or Recyclable Materials diverted by other Solid Waste enterprises, Collection of materials that are not the subject of this Agreement, or the efforts of self -haulers) is not to be counted as Diversion achieved by Contractor. Failure to achieve the minimum diversion requirement may result in liquidated damages as described in Section 11.4.13.9 of this Agreement. In the event that the minimum Diversion requirement is not met, and, no sooner than three (3) years after the start of services under this Agreement, and not more often than once every two (2) years thereafter, the Parties agree to meet and confer regarding adjustments to the minimum Diversion rate, based on factors including waste characterization data provided by Contractor, trends in source reduction and reuse, trends in third party Diversion, the availability of permitted Facilities that are capable of March 9, 2020 60A56145 City of Santa Ana - DRAFT processing material to achieve the required levels of Diversion, emerging methods of processing and Recycling/reusing new waste materials, the availability of markets, and the impact of scavenging. City shall consider such information provided by Contractor and other industry data and shall, at its sole discretion, determine if any adjustments to the minimum Diversion requirements shall be made, and such changes must be approved by the City Council before becoming effective. If these Diversion requirements are not met, City may instruct Contractor to initiate new programs at Contractor's expense in order for this goal to be met on a consistent basis. 4.6.2 Organic Materials Processing Contractor shall process recovered Organic Materials in a manner that maximizes diversion credit for City in accordance with CalRecycle regulations. 4.6.3 End Uses for Organic Materials Contractor shall Divert from landfilling Organic Material Collected through weekly Cart, bundle, Bin and Roll -off Box Collection, holiday tree Collection, and Mixed Waste Processing from Disposal. Contractor must provide end uses for Organic Material that maximizes Diversion credits for City according to regulations established by AB 1594. Contractor is responsible for monitoring how the Organic Material will be diverted at selected facilities and for selecting alternative facilities if necessary to ensure full Diversion credit. Failure to do so places the Contractor in default. City has the option, but not obligation, to direct Contractor where to deliver the material, and if City directs Contractor to an alternative Facility then Contractor may request a rate adjustment in accordance with Section 2.10.2. 4.6.4 Bulky Item Diversion Bulky Items Collected by Contractor in accordance with Sections 4.2.10 and 4.3.14, or otherwise Collected under this Agreement, may not be landfilled or disposed of until the following hierarchy of Diversion efforts has been followed by Contractor: 1) Reuse as is 2) 3) Disassemble for reuse or Recycling Recycle or market and sell Recyclable Materials for Recycling March 9, 2020 57 City of Santa Ana - DRAFT 60A-146 4) Disposal This hierarchy is intended to preclude the use of front or rear loading packer vehicles for Bulky Items unless the compaction mechanism is not used to compact the Bulky Items, unless they have been designated for Disposal. 4.6.5 Construction and Demolition Debris Diversion [OPTIONAL SERVICE IF ADDED TO EXCLUSIVE SCOPE OF AGREEMENT BY CITY]. Contractor will bring all loads of mixed Construction and Demolition Debris to a properly permitted construction and demolition debris processing Facility selected by Contractor for separation and recovery of this material. Contractor may deliver separated loads of Construction and Demolition Debris, such as clean dirt, concrete or rebar, to facilities specializing in the reuse of such materials, provided this material is Diverted from landfilling. Contractor shall Divert from landfilling a minimum of the State -mandated Construction and Demolition Diversion percentage of all Construction and Demolition Debris Collected. 4.6.6 Diversion of Electronic, Universal and Other Special Wastes Contractor shall Divert waste requiring special handling, such as Electronic Waste, or "e-waste' Collected in accordance with Sections 4.2.10 and 4.3.14, or by other means under this Agreement, by taking these goods to a properly permitted Facility, and not by landfilling. Contractor may encourage Customers through public education materials to bring small items requiring special handling, such as fluorescent bulbs or batteries, to a local HHW drop-off center. 4.6.7 Marketing and Sale of Recyclable Materials Contractor shall be responsible for marketing and sale of all Recyclable Materials Collected pursuant to this Agreement. Contractor may retain revenue from the sale of Recyclable Materials, and shall report the amount of such revenues to City upon request. In the event that Contractor is unable, after reasonable diligence, to sell or donate certain Recyclable Materials due to the lack of a market for them, Contractor may request, and City may authorize Contractor, in its sole discretion, to dispose of said March 9, 2020 60A58147 City of Santa Ana - DRAFT Recyclable Materials without sale, subject to on -going review by the City. In the event market conditions for said Recyclable Materials change such that they can, once again, be sold by Contractor, City may withdraw its consent for Contractor to dispose of said Recyclable Materials and may, again, require Contractor to sell said Recyclable materials as otherwise provided in this Agreement. 4.7 Operations 4.7.1 Schedules To preserve peace and quiet, Solid Waste shall only be Collected from Residential areas between 6:00 A.M. and 6:00 P.M. Monday through Friday. Solid Waste may be Collected from Commercial and industrial locations between 3:00 A.M. and 9:00 P.M. Monday through Saturday, provided that said Commercial and industrial locations are at least one hundred (100) feet away from Residential units. Commercial and industrial locations which are less than one hundred (100) feet away from Residential units shall be treated as Residential areas and Solid Waste may only be collected from those locations between 6:00 A.M. and 6:00 P.M. Monday through Friday. Further, if complaints are received from Residential units which are at least one hundred (100) feet away from Commercial and industrial locations, the Executive Director may direct that collections in such Commercial or industrial areas shall be made between the hours of 6:00 A.M. and 6:00 P.M., and in that event Contractor agrees to comply with such order. Contractor may not make exceptions to these Collection days and times without advanced written approval from the City. If the regularly scheduled Collection day falls on New Year's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day, or Christmas Day, Collection days for the remainder of that week shall all be postponed one Collection day and Residential Collection is permitted on Saturday during the make-up week. Contractor shall annually review with the City its operations plan outlining the Collection routes, intervals of Collection and Collection times for all materials Collected under this Agreement upon 30-day written notice requesting said review. More frequent reviews may be required by City if operations are not satisfactory based on documented observations, reports or complaints. If the plan is determined to be inadequate by City, Contractor shall revise the plan incorporating any changes into a revised plan and review said revised plan with City within thirty (30) calendar days. March 9, 2020 59 City of Santa Ana - DRAFT 60A-148 4.7.2 Missed Pickups When notified of a missed pickup prior to noon, Contractor shall Collect the Refuse, Recyclable Materials, and/or Organic Materials that was not Collected the same day. If notified after noon, Collection must take place no later than the next Collection day (excludes only Sundays and holidays listed in Section 4.7.1 and, for Residential Cart Customers, Saturday). 4.7.3 Vehicles A. General. Contractor shall provide Collection vehicles sufficient in number and capacity to efficiently perform the work required by the Agreement in strict accordance with its terms as described in Contractor's Proposal. Any additional vehicles/routes that may be required to meet the service standards during the term of this Agreement, above the number included in Contractor's Proposal shall be done so at Contractor's sole expense. Contractor shall have available on Collection days sufficient back-up vehicles for each type of Collection vehicle used to respond to complaints and emergencies. B. Specifications. All route Collection vehicles will be not older than 2-years and in like -new condition upon initiation of services under this Agreement. Contractor shall operate no vehicles within the City over 10-years in age during the initial ten-year term of this Agreement and no older than 15-years in age during any future extensions of this Agreement. All route Collection vehicles used by Contractor in providing Refuse, Recycling, and Organics Collection services, excluding spares, Roll -off Box Collection vehicles, scout vehicles, supervisor vehicles, Container delivery and other specialty vehicles used on a sporadic basis, shall use exclusively renewable natural gas (RNG). Such vehicles must be registered with the California Department of Motor Vehicles and shall have water -tight bodies designed to prevent leakage, spillage or overflow. At all times during the term of this Agreement, Contractor's Collection vehicles shall comply with Department of Transportation requirements, South Coast Air Quality Management District Requirements and the California Air Resource Board requirements as they are currently in force and as they may be approved for Refuse removal vehicles, as well as other Federal, State and local laws and regulations that may be enacted during the term of this Agreement. March 9, 2020 60 City of Santa Ana - DRAFT 60A-149 C. Vehicle Identification. Contractor's name, local telephone number, and a unique vehicle identification number designed by Contractor for each vehicle shall be prominently displayed on all vehicles, in letters and numbers no less than two and one half (2 1/2) inches high. No advertising shall be permitted other than the name of the Contractor except promotional advertisement of the Recyclable Materials and Organic Materials programs, other programs specific to the City, or information requested by City. All advertisement must be approved by the City. Contractor shall not place City's name and/or any City logos on Contractor vehicles. D. Cleaning and Maintenance 1) Contractor shall maintain all of its properties, vehicles, facilities, and equipment used in providing service under this Agreement in a good, safe, neat, clean and operable condition at all times. 2) Vehicles used in the Collection of Refuse, Recyclable Materials, and Organics shall be painted, thoroughly washed, and thoroughly steam cleaned on a regular basis so as to present a clean appearance. City may inspect vehicles at any time to determine compliance with this Agreement. Contractor shall also make vehicles available to the Orange County Health Department for inspection, at any frequency it requests. Contractor agrees to replace or repair to the City's satisfaction, any vehicle which City determines to be of unsightly appearance, leaking, or in unsatisfactory operating condition. 3) Contractor shall repaint all vehicles used in the Collection of Refuse, Recyclable Materials and Organics at least every five years, and within thirty (30) days' notice from City, if City determines that their appearance warrants painting. 4) Contractor shall inspect each vehicle daily to ensure that all equipment is operating properly. Vehicles which are not operating properly shall be removed from service until repaired and operating properly. Contractor shall perform all scheduled maintenance functions in accordance with the manufacturer's specifications and schedule. Contractor shall keep accurate records of all vehicle maintenance, recorded according to date and mileage and shall make such records available to City upon request. 5) Contractor shall repair, or arrange for the repair of, all of its vehicles and equipment for which repairs are needed because of accident, breakdown or any March 9, 2020 61 City of Santa Ana - DRAFT 60A-150 other cause so as to maintain all equipment in a safe and operable condition. Contractor shall maintain accurate records of repair, which shall include the date and mileage, nature of repair and the verification by signature of a maintenance supervisor that the repair has been properly performed. 6) Contractor shall clean up any leaks or spills from its vehicles per the National Pollutant Discharge Elimination System (NPDES) permit in effect at the time. No fluids shall be washed into storm drains at any time. All NPDES dry-cleaning measures shall be complied with. All Collection Vehicles must be equipped with absorbent for such cleanup efforts. 7) Upon request, Contractor shall furnish City a written inventory of all equipment, including Collection vehicles, used in providing service. The inventory shall list all equipment by manufacturer, ID number, date of acquisition, type, and capacity. E. Operation. Vehicles shall be operated in compliance with the California Vehicle Code, and all applicable safety and local ordinances. Contractor shall not load vehicles in excess of the manufacturer's recommendations or limitations imposed by state or local weight restrictions on vehicles. Contractor equipment used for Refuse, Recycling, and Organics services shall be registered with the California Department of Motor Vehicles. Equipment shall comply with US EPA noise emission regulations, currently codified at 40 CFR Part 205 and other applicable noise control regulations, and shall incorporate noise control features throughout the entire vehicle. Noise levels of equipment used for Collection shall comply with City ordinance and in no event shall the noise level exceed 75 dba when measured at a distance of 25 feet from the vehicle, five feet from the ground. Contractor shall store all equipment in safe and secure locations in accordance with City's applicable zoning regulations. Subject to Section 9.1, Contractor shall be responsible for any damage resulting from or directly attributable to any of its operations, and which it causes to: City's driving surfaces, whether or not paved; associated curbs, gutters and traffic control devices; and other public improvements. F. City Inspection Per Code. City may cause any vehicle used in performance of this Agreement to be inspected and tested at any commercially March 9, 2020 6OA62151 City of Santa Ana - DRAFT reasonable time and in such manner as may be appropriate to determine that the vehicle is being maintained in compliance with the provisions of the State Vehicle Code, including, but not limited to, California Vehicle Code Sections 27000(b), 23114, 23115, 42030, 42032, and all Vehicle Code Sections regarding smog equipment requirements. City may direct the removal of any vehicle from service if that vehicle is found to be in nonconformance with applicable codes. No vehicle directed to be removed from service shall be returned to service until it conforms with, and its return to service has been approved by the City. G. Vehicle Inspections. Upon City request, Contractor shall submit the Safety Compliance Report/ Terminal Record Update from its Biennial Inspection of Terminal, or BIT. If Contractor receives a terminal rating below satisfactory, the Contractor is in violation of the Agreement. The Contractor has the time allowed by the Department of California Highway Patrol ("CHP") to cure violations and bring the terminal rating up to satisfactory. If the CHP does not adjust the rating to satisfactory or better within six months, then the Contractor shall be considered in default of the contract and the City may terminate the Agreement as provided in Section 11.3. H. Correction of Defects. Following any inspection, the Executive Director shall have the right to cause Contractor, at its sole cost and expense, to recondition or replace any vehicle or equipment found to be unsafe, unsanitary or unsightly. The Executive Director's determination may be appealed to the City Council, whose decision shall be final. 1. City Informational Displays. Contractor shall equip all vehicles which Collect Solid Waste within the City with informational displays. The City shall advise Contractor as to the messages which should be displayed while vehicles are operating for the City. The City may, at its option, have the messages to be displayed changed once per year at no additional cost. 4.7.4 Containers 4.7.4.1 Contractor -Provided Carts A. Cart Selection, Distribution and Exchanges. Contractor shall provide Customers with new Refuse, Recycling and Organics Carts at the start of service under this Agreement, at no extra charge. March 9, 2020 60A63� 52 City of Santa Ana - DRAFT In advance of initial new Cart distribution, Contractor shall mail a notice of rates, and provide Customers the opportunity to request service changes. If no response is received by Customer by specified date, Customer will retain the same level of service currently provided as reported by the previous waste hauler. B. Cart Design Requirements. The Carts shall be manufactured by injection or rotational molding and meet the Cart design and performance requirements as specified below. All Carts selected shall be subject to City approval. The City will not permit Carts and Cart lids with inconsistent colors or m poor condition to be used in the City at any time during the term of this Agreement, and may require Contractor to replace such Carts. Contractor shall ensure that all Carts in service during the terms of this Agreement comply with CalRecycle requirements under SB 1383. C. Capacity. References to Cart sizes of 35, 64, or 96 gallons are approximate. Acknowledging the different sizes provided by the various Cart manufacturers, the Carts shall be uniform in appearance and must conform to the following ranges in size: • 30 to 40 gallons, • 60 to 70 gallons, and • 90 to 101 gallons. D. Cart Handles. The Cart handles and handle mounts may be an integrally molded part of the Cart body or molded as part of the lid. The Cart handles will provide comfortable gripping area for pulling or pushing the Cart or lifting the lid. Pinch points are unacceptable. E. Cart Lid. Each Container shall be provided with a lid that continuously overlaps and comes in contact with the Container body or otherwise causes an interface with the Container body that simultaneously: • Prevents the intrusion of rainwater, rodents, birds, and flies; • Prevents the emission of odors; • Enables the free and complete flow of material from the Container during the dump cycle without interference with the material already deposited in the truck body or the truck body itself and its lifting mechanism; March 9, 2020 64 City of Santa Ana - DRAFT 60A-153 • Permits users of the Container to conveniently and easily open and shut the lid throughout the serviceable life of the Container; • The lid handle shall be an integrally molded part of the lid; • The lid (and body) must be of such design and weight that would prevent an empty Container from tilting backward when flipping the lid open; and, • The lid shall be hinged to the Cart body in such a manner so as to enable the lid to be fully opened, free of tension, to a position whereby it may rest against the backside of the Container body. F. Cart Colors. The Refuse, Recycling and Organics Carts or Cart lids will be differentiated by color. The colors shall be colorfast and resistant to fading as a result of weathering or ultraviolet degradation. Cart and Cart lid colors shall be consistent throughout the City, and shall comply with CalRecycle requirements under SB 1383. G. Cart Labeling and Hot Stamping. Labels used on Carts shall be placed on the inside of the Cart lid, and hot stamps shall be on the top of the lid and/or on the body of the Cart. Each Cart shall be hot stamped with the material type (e.g., trash, Recycling, Organics) in English and Spanish. Labels shall include graphic instruction on what materials should and should not be placed in each Cart. Design for both the labels and the hot stamps must be approved by City prior to ordering labels or Carts. City shall approve what information is included on the label and in the hot stamp, as well as approve design and quality. Labels shall be replaced when worn, and when information on the label is in need of updating, but no later than 90 days of request from City. Information on the Carts shall include the telephone number to call for Contractor for Bulky Item pickups and for general Customer service. All Carts shall be labeled in accordance with CalRecycle requirements under SB 1383 throughout the term of this Agreement. H. Cart Performance Requirements. All Carts shall be designed and manufactured to meet the minimum performance requirements described below. I. Cart Load Capacity. Depending on the capacity, the Carts shall have a minimum load capacity as noted below without Container distortion, damage, or reduction in maneuverability or any other functions as required herein. March 9, 2020 60A65154 City of Santa Ana - DRAFT Minimum Load Capacity Cart Size (Gallons) (LBS) 90-101 200 60-70 130 30-40 70 Cart Durability. Carts shall remain durable, and at a minimum, shall meet the following durability requirements to satisfy its intended use and performance, for the term of this Agreement: • Maintain its original shape and appearance; • Be resistant to kicks and blows; • Require no routine maintenance and essentially be maintenance free; • Not warp, crack, rust, discolor, or otherwise deteriorate over time in a manner that will interfere with its intended use; • Resist degradation from ultraviolet radiation; • Be incapable of penetration by biting or clawing of household pets (i.e., dogs and cats); • The bottoms of Cart bodies must remain impervious to any damage, that would interfere with the Cart's intended use after repeated contact with gravel, concrete, asphalt or any other rough and abrasive surface; • All wheel and axle assemblies are to provide continuous maneuverability and mobility as originally designed and intended; and, • Resist degradation by other airborne gases or particulate matter currently present in the ambient air of the City. K. Chemical Resistant. Carts shall resist damage from common household or Residential products and chemicals. Carts, also, shall resist damage from human and animal urine and feces. March 9, 2020 60A66155 City of Santa Ana - DRAFT L. Stability and Maneuverability. The Carts shall be stable and self - balancing in the upright position, when either empty or loaded to its maximum design capacity with an evenly distributed load, and with the lid in either a closed or open position. The Carts shall be capable of maintaining an upright position in sustained or gusting winds of up to 25 miles per hour as applied from any direction. The Carts shall be capable of being easily moved and maneuvered, with an evenly distributed load equal in weight to its maximum design capacity on a level, sloped or stepped surface. M. Lid Performance. Cart lid assemblies shall meet the following minimum requirements: • Prevent damage to the Cart body, the lid itself or any component parts through repeated opening and closing of the lid by residents or in the dumping process as intended; • Remain closed in winds up to 25 miles per hour from any direction. All lid hinges must remain fully functional and continually hold the lid in the original designed and intended positions when either opened or closed or any position between the two extremes; and, • Lid shall be designed and constructed such that it prevents physical injury to the user while opening and closing the Container. 4.7.4.2 Cart Reparability or Replacement Contractor shall be responsible for Cart repair and maintenance, and replacing lost, stolen or damaged Carts within two (2) business days of notification (excluding Saturday, Sunday and holidays listed in Section 4.7.1), at no additional charge to the Customer or to City, unless Contractor can demonstrate to the Executive Director that the damage or loss was due exclusively to the Customer's intentional or wanton destruction. Executive Director shall make the final determination. All repairs must restore the Cart to its full functionality. If City permits a Cart replacement charge to be assessed against Customer, Contractor may charge the Customer the Cart Replacement Fee in the approved rate schedule. Unsightly/worn-out/broken Carts shall be replaced by Contractor upon Customer request at no additional cost to Customer. March 9, 2020 67 City of Santa Ana - DRAFT 60A-156 Customers are responsible for the cleanliness and sanitation of Carts. Contractor shall steam clean Carts upon request of Customers at the rates shown in the approved rate schedule. All Carts in service for the duration of this Agreement shall comply with color and labeling requirements specified by CalRecycle under SB 1383. 4.7.4.3 Bins A. Cleaning and Maintenance. Contractor shall provide Customers with Bins required during the term of this Agreement and maintain Containers in safe working condition. The size of Contractor -provided Bins shall be determined by mutual agreement of Customer and Contractor, and shall be subject to City approval. All Bins in use shall be constructed of heavy metal, or other suitable, durable material, and shall be watertight and well painted. Wheels, forklift slots, and other apparatuses, which were designed for movement, loading, or unloading of the Bin shall be maintained in good repair. Upon Customer or City request, or if required to maintain the Containers in a clean condition, Contractor shall clean Customer Bins at the rates shown in the approved rate schedule. Contractor shall perform cleaning, repainting, or replacement of Bins as necessary to prevent a nuisance caused by odors or vector harborage. When a Bin is removed for cleaning, Contractor shall replace the Bin, either temporarily or as a change -out, with another Container. B. Bin Identification and Color. Each Bin placed in City by Contractor shall have the name of Contractor and phone number in letters not less than three (3) inches high on the exterior of the Bin so as to be visible when the Bin is placed for use. Bins shall be labeled to include bilingual (English and Spanish) and graphic instruction on what materials should and should not be placed in each Bin. Contractor shall repaint Bins upon City's request if the City deems it necessary to maintain a neat appearance. All Refuse Bins shall be painted a uniform color of, and all Recycling and Organics Bins shall be painted a different, uniform color. All Bins in service for the duration of this Agreement shall comply with color and labeling requirements specified by CalRecycle under SB 1383. C. Bin Exchanges. Contractor may charge the Bin exchange fee included in March 9, 2020 60A68157 City of Santa Ana - DRAFT the approved rate schedule for each of two or more Bin exchanges in a twelve (12) month period, due to Bin size change requested by a Customer. 4.7.4.4 Roll -off Boxes Contractor shall provide sufficient Roll -off Boxes to meet Customer demand throughout the Term of the Agreement, and will keep all Roll -off Boxes clean, free from graffiti, equipped with reflectors, and with the name and phone number of Contractor in letters not less than three (3) inches high on the exterior of the Roll -off Box so as to be visible when the Roll -off Box is placed for use. Contractor shall properly cover all open Roll -off Boxes during transport as required by the State Vehicle Code. 4.7.4.5 Graffiti Removal Contractor shall remove graffiti from any Cart or Bin within two (2) business days (excluding Saturday, Sunday and holidays listed in Section 4.7.1) of request by City or Customer at no additional charge. Contractor shall remove graffiti from any Roll -Off Box within five (5) business days of request by City or Customer at no additional charge. Contractor is required to proactively look for graffiti when Collecting Containers, with all graffiti removed from Containers as stated above after any Collection without notification. Contractor shall ensure that all Collection vehicles are equipped with paint, which is the same color as the Containers serviced within the City, for minor graffiti removal observed by drivers. 4.7.4.6 Overflowing Containers Multi -Family Premises with Refuse Bin Service, and Commercial Customers that regularly produce more Refuse than their current level of service can accommodate may have their service level increased in accordance with the following procedure: First Incident in Six Month Period - If more material is placed for Collection than fits in a Container Contractor shall photograph the overflowing Container, Collect the Solid Waste, and send to the Customer (at both the service and billing addresses) the picture and a letter instructing that the next instance of an overflowing Container may result in a charge. Second Incident in Six Month Period - Upon the second event of an overfilled Container in a six-month period, Contractor shall photograph the overflowing March 9, 2020 69 City of Santa Ana - DRAFT 60A-158 Container, Collect the Solid Waste, and send to the Customer the picture and a letter instructing that a third incident in that same six month period may result in an increase in the level of service. If the Container overflowed sufficiently to require the driver to leave the Collection vehicle to clean around the Container, Contractor may charge the Container Overage Cleanup fee in the approved rate schedule. Third Incident in Six Month Period - Upon the third event of an overfilled Container in a six-month period, Contractor shall photograph the overflowing Container, Collect the Solid Waste, and send to the Customer the picture and a letter notifying Customer of an increase in its service level. If the Container overflowed sufficiently to require the driver to leave the Collection vehicle to clean around the Container, Contractor may charge the Container Overage Cleanup fee in the approved rate schedule. In the event that this Section gives rise to a dispute between Contractor and a Customer, City shall settle the dispute in accordance with Section 5.2.3. 4.7.4.7 Litter Abatement A. Minimization of Spills. Contractor shall use due care to prevent Solid Waste or fluids from leaking, being spilled and/or scattered during the Collection or transportation process. If any Solid Waste or fluids leak or are spilled during Collection, Contractor shall promptly clean up all such materials. Each Collection vehicle shall carry a broom and shovel at all times for this purpose. Contractor shall not transfer loads from one vehicle to another on any public street, unless it is necessary to do so because of mechanical failure, accidental damage to a vehicle, or a pre -approved method of Solid Waste transfer between vehicles, without prior written approval by City. B. Clean Up. Contractor shall clean up litter in the immediate vicinity of any Solid Waste storage area if Contractor has caused the litter during the Collection process. Customer shall be responsible for cleanup of litter in Solid Waste storage area not caused by Contractor. Contractor shall identify instances of repeated spillage not caused by it directly with the Waste Generator responsible and will report such instances to City. Contractor may address habitual offenders in accordance with Section 4.7.4.6. March 9, 2020 70 City of Santa Ana - DRAFT 60A-159 C. Covering of Loads. Contractor shall properly cover all open debris boxes during transport to the Disposal Site. 4.7.4.8 Collection of Former Contractor's Containers If any Solid Waste enterprise providing Solid Waste Handling Services to Customers prior to the start of Collection services under this Agreement does not remove the Containers it had in use prior to the start of Collection services under this Agreement, Contractor shall Collect and recycle/dispose of all such Containers at no additional charge to City or Customers. 4.7.5 Personnel A. Qualified Drivers. Contractor shall furnish such qualified drivers, mechanical, supervisory, clerical, management and other personnel as may be necessary to provide the services required by this Agreement in a satisfactory, safe, economical and efficient manner. All drivers shall be trained and qualified in the operation of vehicles they operate and must possess a valid license, of the appropriate class, issued by the California Department of Motor Vehicles. B. Hazardous Material Employee Training. Contractor also agrees to establish and implement an educational program which will train Contractor's employees in the identification of Hazardous Material. Contractor's employees shall not knowingly place such Hazardous Material in the Collection vehicles, nor knowingly dispose of such Hazardous Materials at the Processing Facility or Disposal Site. C. Customer Courtesy. Contractor shall train its employees in Customer courtesy, shall prohibit the use of loud or profane language, and shall instruct Collection crews to perform the work quietly. Contractor shall use its best efforts to assure that all employees present a neat appearance and conduct themselves in a courteous manner. If any employee is found to be discourteous or not to be performing services in the manner required by this Agreement, Contractor shall take all necessary corrective measures including, but not limited to, transfer, discipline or termination. If City has notified Contractor of a complaint related to discourteous or improper behavior, Contractor will consider reassigning the employee to duties not entailing contact with the public while Contractor is pursuing its investigation and corrective action process. March 9, 2020 71 City of Santa Ana - DRAFT 60A-160 D. Training. Contractor shall provide suitable operations, health and safety training on an ongoing basis for all of its drivers and other employees who use or operate equipment or who are otherwise directly involved in Collection or other related operations. E. Unauthorized Material Removal. Contractor shall dismiss or discipline employees who remove documents or any other material from Containers, other than specifically for the purposes of Disposal and Diversion as described in this Agreement. 4.7.5.1 Employment of Former Contractor Employees Contractor shall interview all former employees of the previous hauler to be displaced by the transition of Solid Waste Collection under this Agreement. Contractor shall make offers of employment to all such applicants qualified for positions with Contractor. 4.7.5.2 Job Fair Contractor shall hold, at a minimum, one job fair in the City prior to the start of services under this Agreement. The purpose of the job fair is to provide City residents with the opportunity to apply for positions with the Contractor. Contractor shall make offers of employment to all such applicants qualified for available positions with Contractor. 4.7.5.3 Identification Required Contractor shall provide its employees, companies and Subcontractors with identification for all individuals who may make personal contact with residents or businesses in City. Contractor shall provide a list of current employees, companies, and Subcontractors to City upon request. The City reserves the right to perform a security and identification check through the Orange County Sheriff's Department upon Contractor and all its present and future employees, in accordance with accepted procedures established by the City, or for probable cause. 4.7.5.4 Fees and Gratuities Contractor shall not, nor shall it permit any agent, employee, or Subcontractors employed by it, to request, solicit, demand, or accept, either directly or indirectly, any March 9, 2020 72 City of Santa Ana - DRAFT 60A-161 compensation or gratuity for services authorized to be performed under this Agreement except as described in this Agreement, in accordance with Exhibit 2 as updated and approved by City throughout the Term of the Agreement. 4.7.6 Non -Discrimination Contractor shall not discriminate in the provision of service or the employment of Persons engaged in performance of this Agreement on account of race, color, religion, sex, age, physical handicap or medical condition in violation of any applicable federal or state law. 4.7.7 Coordination with Street Sweeping Services Contractor shall coordinate with the Executive Director to ensure that Solid Waste Collection is compatible with the City's street sweeping operations. Contractor will be required to complete their designated routes each day so as not to interfere with the City's street sweeping operations. 4.7.8 Change in Collection Schedule Contractor shall notify City forty-five (45) days prior to, and Customers not later than thirty (30) days prior to, any change in Collection operations which results in a change in the day on which Solid Waste Collection occurs. Contractor will not permit any Customer to go more than seven (7) days without service in connection with a Collection schedule change. City's approval of any change in Collection is required prior to such change, and such approval will not be withheld unreasonably. Any changes in the route map or Collection schedule shall require the prior approval of the City. City may require reasonable changes in the route map or Collection schedule, to improve service, to resolve complaints or for other reasons. Prior to the change of a route schedule, Contractor shall provide written notice of the change to affected Customers ninety (90) days in advance. 4.7.9 Report of Accumulation of Solid Waste; Unauthorized Dumping Contractor shall direct its drivers to note (1) the addresses of any Premises at which they observe that Solid Waste is accumulating and is not being delivered for Collection; and (2) the address, or other location description, at which Solid Waste has been March 9, 2020 73 City of Santa Ana - DRAFT 60A-162 dumped in an apparently unauthorized manner. Contractor shall deliver the address or description to City within five (5) working days of such observation. 4.8 Contingency Plan Contractor shall submit to City on or before the start of Collection services under this Agreement, a written contingency plan demonstrating Contractor's arrangements to provide vehicles and personnel and to maintain uninterrupted service during breakdowns, and in case of natural disaster or other emergency including labor disputes and the events described in Section 11.5. 4.9 Transportation of Solid Waste The Contractor shall transport all Solid Waste Collected under Sections 4.2, 4.3, 4.4, and 4.5 to permitted Solid Waste facilities. Contractor agrees to make all reasonable efforts to separate Recyclable and Organic Materials from Refuse for Diversion from landfill Disposal. The Contractor shall maintain accurate records of the quantities of Solid Waste transported to permitted Solid Waste facilities and will cooperate with the City in any audits or investigations of such quantities. The Contractor shall cooperate with the operator of any permitted Solid Waste facility with regard to operations therein, including, for example, complying with directions from the operator to unload Collection vehicles in designated areas, accommodating to maintenance operations and construction of new facilities, cooperating with its Hazardous Material exclusion program, and so forth. 4.10 Disposal of Refuse a) Contractor shall be required to dispose of any and all Solid Waste which is not Recycled or Diverted by means of composting, mulching and/or transforming pursuant to the terms of this Agreement, at a legally authorized Disposal Site(s) as designated by City. Unless and until the City otherwise obtains ownership of the Solid Waste stream, the designated Disposal Site shall be the Orange County Disposal System. If Contractor is directed to dispose of said Solid Waste at a location other than the Orange County Disposal System, both parties agree to meet and confer regarding any potential rate adjustments which may be March 9, 2020 74 City of Santa Ana - DRAFT 60A-163 necessitated thereby. Should Disposal Sites become unavailable in Orange County at any time during the term of this Agreement, both parties agree to meet and confer regarding any potential rate adjustments which may be necessitated thereby. Contractor hereby agrees and guarantees to the City that the City will be indemnified for CERCLA liability for any Solid Waste Collected by Contractor in the City. Contractor will act as the contracting body and lead agency with the MRF and composting facility with respect to this Agreement and shall be responsible for, and ensure that both facilities act so as to meet the requirements of both this Agreement, AB 939 and SB 1383. 4.11 Flow Control Option City shall have the absolute ability to choose the location for the delivery and/or Disposal of all Solid Waste (including residue Refuse from Recyclables, Organic Materials, and Construction and Demolition Debris Collected pursuant to this Agreement (hereinafter City's "Flow Control Option'). Contractor expressly consents to City's ability to direct the location for disposal of Solid Waste hereunder, and waives any and all rights to challenge City's ability to do so, including without limitation any rights under the Commerce Clause of the United States Constitution. As of the effective date, City shall be deemed to have exercised its Flow Control Option so as to require delivery of all Solid Waste Collected hereunder to the Orange County Disposal System in a manner consistent with its obligations under the County Agreement (Exhibit 7) (including, without limitation, its obligations related to Solid Waste that is delivered to a processing/transfer facility prior to being delivered to a landfill for disposal), and Contractor has agreed to handle all Solid Waste Collected hereunder in a manner consistent with City's exercise of its Flow Control Option as noted above. At any time during the Term of this Agreement the Executive Director may notify Contractor in writing that City no long desires to exercise its Flow Control Option. In the event City so notifies Contractor of its desire to cease exercising its Flow Control Option, Contractor shall have the absolute discretion to utilize any Disposal facility, Transfer Station, Recycling facility, Material Recovery Facility, landfill, or other facility of its choosing to retain, Recycle, process, and dispose of Solid Waste generated within the City, provided the use of such facility by Contractor enables it to meet all other requirements of this Agreement. March 9, 2020 75 City of Santa Ana - DRAFT 60A-164 4.12 County Agreement Contractor expressly acknowledges its awareness and understanding of the County Agreement which has been adopted and entered into by the City. Moreover, Contractor acknowledges that it has had an opportunity to review the County Agreement, and is aware of the provisions thereof that require all Solid Waste Collected in the City limits to be disposed of in the Orange County Disposal System. Contractor further acknowledges that the County of Orange is an intended third party beneficiary of Contractor's obligations relating in any way to the disposal of Solid Waste pursuant to this Agreement and the County Agreement. Contractor hereby adopts as its obligations hereunder such provisions of the County Agreement that require action or inaction by it as City's Solid Waste franchisee. Contractor represents and warrants that it can and will perform its duties in connection with this Agreement in such a manner as to ensure that the City does not breach the terms of the County Agreement as a result of Contractor's actions or inactions. In the event City advises Contractor in writing that the County Agreement has been terminated, or that it no longer wishes to exercise its Flow Control Option in a manner consistent with the County Agreement, then Contractor's obligations pursuant to this paragraph will be terminated. 4.13 Status of Disposal Site Any Disposal Site chosen and utilized by Contractor, shall have been issued all permits from federal, state, regional, county and City agencies necessary for it to operate as a Class III Sanitary Landfill. 4.14 Solid Waste Facility Capacity Guarantee Contractor shall provide City with guaranteed capacity for the following Solid Waste facilities for the Term of this Agreement: [INCLUDE LIST FROM COMPANY'S PROPOSAL] 4.15 Commingling of Refuse Collection Routes Contractor shall not commingle City Refuse Collection routes with other city or county routes. If this is not feasible, upon approval by the City, Contractor may commingle routes, but must submit to City a detailed monthly report setting forth the breakdown of tonnage Collected from the commingled routes within thirty (30) days after the end March 9, 2020 76 City of Santa Ana - DRAFT 60A-165 of each month. Contractor shall have the methodology used to segregate the loads between jurisdictions approved in advance by the City. 4.16 Route Audit Once during the first year or at City request (but not more than once every three years), Contractor shall conduct an audit of its Collection routes in the City. City may use information from the audit to develop a request for proposals for a new service provider. City may instruct Contractor when to conduct the audit in order for the results to be available for use in preparation of a request for proposals or for other City uses. City may also instruct Contractor to conduct an audit at a time that would produce the most accurate Customer service information for a new service provider to use in establishing service with Customers. In setting these audit dates, City will establish due dates for Contractor providing routing and account information, and later, the report, to City. The route audit, at minimum, shall consist of an independent physical observation by Person(s) other than the route driver of each Customer in City. This Person(s) is to be approved in advance by City. The route audit information shall include, as a minimum, the following information for each account: For Residential Curbside Service Unit and Multi -Family Customers with Cart Service: • Route Number; • Truck Number; • Number and size of Carts by waste stream (Refuse, Recycling, Organics) • Cart condition; For Bin and Roll -Off Customers: • Route Number; • Truck Number; • Account Name; • Account Number; • Account Service Address; • Account Type (Residential, Commercial, Roll -Off); • Service Level per Contractor Billing system (Quantity, Size, Frequency, Waste Stream); March 9, 2020 77 City of Santa Ana - DRAFT 60A-166 • Observed Containers (Quantity, Size, Frequency, Waste Stream). • Container condition; • Proper signage; and, • Graffiti. Within thirty (30) days after the completion of the route audit, Contractor shall submit to City a report summarizing the results of the audit. This summary shall include: • Identification of the routes; • Route map; • Truck numbers; • Number of accounts, by route and in total (Residential, Commercial and Roll -off); • Confirmation that all Refuse routes are dedicated exclusively to City Customers; • Number and type of exceptions observed; • Total monthly service charge (Residential, Commercial and Roll -off Box), pre -audit; • Total monthly service charge (Residential, Commercial and Roll -off), post -audit (subsequent to corrections of identified exceptions); and, The report shall include a description of the procedures followed to complete the route audit. This description shall include the names and titles of those supervising the route audits and the name and titles of those performing the observations. The report shall also include a description of the changes and Contractor's plans to resolve the exceptions. The results of the audit, and supporting back-up data, shall be available for review by City or its representative. 4.17 Service Exceptions; Hazardous Material Notifications A. Failure to Collect. When Solid Waste is not Collected from any Solid Waste service recipient, Contractor shall notify its service recipient in writing, at the time Collection is not made, through the use of a "tag" or otherwise, of the reasons why the Collection was not made. B. Hazardous Material Inspection and Reporting. Contractor reserves the right to reject Solid Waste observed to be contaminated with Hazardous Material and the right not to Collect Hazardous Material put out with Solid Waste. Contractor shall notify all agencies with jurisdiction, if appropriate, including the California Department of Toxic Substances Control and Local Emergency Response Providers and the National March 9, 2020 78 City of Santa Ana - DRAFT 60A-167 Response Center of reportable quantities of Hazardous Material, found or observed in Solid Waste anywhere within the City. In addition to other required notifications, if Contractor observes any substances which it or its employees reasonably believe or suspect to contain Hazardous Materials unlawfully Disposed of or released on any City property, including storm drains, streets or other public rights of way, Contractor will immediately notify the Executive Director or the Executive Director's designee. Contractor shall implement and maintain a training program that will assist its employees in identifying and properly disposing of any Hazardous Material that may come into their possession. C. Hazardous Material Diversion Records. Contractor shall maintain records showing the types and quantities, if any, of Hazardous Material found in Solid Waste and which was inadvertently Collected from service recipients within the City, but diverted from landfilling. 4.18 Contractor/City Meetings Contractor and City will meet monthly for the term of this Agreement, to discuss concerns and comments. City reserves the right to increase or reduce the number of Contractor/City Meetings at any time during the term of this Agreement. March 9, 2020 79 City of Santa Ana - DRAFT 60A-168 ARTICLE 5 OTHER SERVICES 5.1 Services and Customer Billing 5.1.1 Residential Curbside Service Unit Billing Contractor shall establish rates for its provision of services for Residential Curbside Service Unit Customers pursuant to this Agreement. Such rates shall in no case exceed those set forth in the approved rate schedule. The City shall collect on behalf of the Contractor the rates established by the Contractor for said services. Rates collected and paid to the Contractor shall be based on the total number of Residential Curbside Service Units billed by the City for curbside service during that month, less City fees described in Article 3. City shall make billing records available to Contractor upon reasonable notice for the purpose of auditing such records. Remittance to Contractor of payments collected by the City for curbside service shall be on a monthly basis. 5.1.2 Senior and Mobile Home Low Generator Rate Seniors 65 years of age and older and residents living in mobile home communities, both of which must live in households with no more than two persons, are low trash generators, and be the person named on the Municipal Utility Services account receiving Cart Service shall be provided one (1) 35-gallon Cart for Refuse, one (1) 35- gallon Cart for Recycling, and one (1) 35-gallon Cart for Organics for the monthly rate included in the approved rate schedule. Customers receiving the senior and mobile home low generator rate may not request additional Carts. 5.1.3 Multi -Family and Commercial Cart Service, and Multi -Family and Commercial/Industrial Bin Services Billing Contractor shall be responsible for billing for Commercial Cart, and Multi -Family and Commercial/Industrial Bin services and other special charges as permitted in the approved rate schedule on a monthly basis. For Multi -Family Cart Customers whose residences are governed by a homeowners March 9, 2020 80 City of Santa Ana - DRAFT 60A-169 association, Contractor may enter into an agreement with the homeowners association with the approval of the Executive Director, whereby the homeowners association shall be billed directly by Contractor, and remit payments for all residents within the association directly to Contractor. Contractor is responsible for customer billing and remittance to City of the City Franchise Fee and other City fees for homeowners associations direct -billed by the Contractor. Bills must be itemized by Container size, frequency of service, and period billed for. 5.1.4 Roll -Off Billing Contractor shall bill for Roll -off services and other special charges as permitted in the approved rate schedule on a monthly basis. Bills must be itemized by Container size, frequency of service, tons, per ton fees, and period billed for. 5.1.5 Special Bin Services and Customer Service Requirements Contractor may enter into agreements with Bin Service Customers for special Collection services different from, in addition to, or greater than the minimum collection services required in this Agreement. Minimum Container capacity requirements are described in Section 16-37 of the City of Santa Ands Municipal Code. 5.1.6 Other Optional Services Contractor may offer on a subscription basis other optional services for which a rate is not provided in the approved rate schedule, at a rate negotiated between Contractor and a Residential Curbside Service Unit Customer or other Customers, subject to approval by the Executive Director. Contractor may not charge a fee for moving its vehicles in reverse for the purposes of emptying a Bin. Contractor must notify Executive Director of service type, and negotiated rate prior to initiating service. 5.1.7 Review of Billings Contractor shall review its Billings to Customers under Sections 5.13 and 5.1.4. The purpose of the review is to determine that the amount which Contractor is billing each Customer is correct in terms of the level of service being provided to such Customer by Contractor. Contractor shall review Customer accounts annually, and submit to City a March 9, 2020 81 City of Santa Ana - DRAFT 60A-170 written report of that review annually on the anniversary of the Effective Day of this Agreement. 5.1.8 Suspension of Service Due to Non -Payment Contractor may charge a delinquency fee of not more than ten (10%) percent per month on accounts billed by Contractor which have not remitted required payments within thirty (30) days after the date of billing. Should payment not be received within forty- five (45) days of billing, Contractor shall notify said Customer on forms approved by the City that service may be discontinued fifteen (15) days from the date of the notice if payment is not made before than time. Upon payment by the Customer of all amounts due, including delinquent fees, Contractor shall resume collection on Contractors next regularly scheduled collection day. Contractor may charge a re -start fee in accordance with the approved rate schedule for re-establishing service that was discontinued due to non-payment. At City's request, Contractor shall provide the City with a list indicating the Customers which have had service ceased due to nonpayment. 5.2 Customer Service 5.2.1 Local Office Contractor shall maintain an office within the City of Santa Ana. Office hours shall be, at a minimum, from 8:00 A.M. to 5:00 P.M., Monday through Friday and from 8:00 A.M. to noon on Saturdays, exclusive of holidays. A responsible and qualified representative of Contractor shall be available during office hours for communication with the public at the local office, and to receive payments from Customers. Normal office hour telephone numbers shall be a toll free call. Contractor's telephone system shall be adequate to handle the volume of calls typically experienced on the busiest days. Contractor shall also maintain a toll free telephone number for use during other than normal business hours. Contractor shall have a representative, answering or message providing/receiving (voice -mail) service available at said after-hours telephone number. After -hour calls shall be responded to on the next business day (excluding Saturday, Sunday and holidays listed in Section 4.7.1). Contractor shall have the capability of responding to the public in English and Spanish during office hours. March 9, 2020 60A82171 City of Santa Ana - DRAFT 5.2.2 Complaint Documentation All service complaints shall be directed to Contractor. Daily logs of complaints shall be retained for a minimum of twenty-four (24) months and shall be available to City at all times upon request, and included in Contractor's monthly reports as described in Section 8.3.2. Contractor shall log all complaints received by telephone and said log shall include the date and time the complaint was received, name, address and telephone number of caller, description of complaint, employee recording complaint and the action taken by Contractor to respond to and remedy complaint. Missed pickups shall be included in this log. All Customer complaints and inquiries shall be date -stamped when received and shall be initially responded to within one (1) business day (excluding Saturday, Sunday and holidays listed in Section 4.7.1) of receipt. Contractor shall log action taken by Contractor to respond to and remedy the complaint. All Customer service records and logs kept by Contractor shall be available to City upon request and at no cost to City. City shall, at any time during regular Contractor business hours, have access to Contractor's Customer service department for purposes that may include monitoring the quality of Customer service or researching Customer complaints. 5.2.3 Resolution of Customer Complaints Disputes between Contractor and its Customers regarding the services provided in accordance with this Agreement may be resolved by the City. The City's decision shall be final and binding. Should Contractor and Customers not be able to establish a mutually acceptable fee to be charged for special hauling services, the matter shall also be determined by the City, and the City's decision shall be final. Intervention by the City is not a condition precedent to any rights or remedies third parties might otherwise have in any dispute with Contractor. Nothing in this section is intended to affect the remedies of third parties against Contractor. To the extent that remedies are warranted through this Agreement, this section shall apply. March 9, 2020 60A83'' % n City of Santa Ana - DRAFT 5.2.4 City Liaison The Contractor shall designate a person to serve as agent and liaison between the Contractor and the City and shall maintain a telephone and a means for contact at all times including during periods of strike or other emergencies. Contractor shall not change this designation without prior approval of the City, excluding cases of termination of the employee. City may request that Contractor change City Liaison, and shall have the right to approve the City Liaison. The Contractor's City Liaison shall meet with the City as necessary to effectuate the purposes of the Agreement. 5.2.5 Route Supervisor Contractor shall designate in writing a route supervisor that shall be assigned exclusively to the City, and who shall be responsible for working with City's Executive Director to resolve Customer service related complaints. Route supervisor shall be accessible via cell phone or radio in the field at all times. City shall be notified in advance of any change in Route Supervisor and shall have the right of approval. City may request that Contractor change Route Supervisor. 5.3 Education and Public Awareness 5.3.1 General Contractor acknowledges and agrees that education and public awareness are critical, key and essential elements of any efforts to achieve AB 939 requirements. Accordingly, Contractor agrees to take direction from City to exploit opportunities to expand public and Customer knowledge concerning needs and methods to reduce, reuse and recycle Solid Waste and to cooperate fully with City in this regard. Contractor shall maintain its own program of providing information relevant to billing and Solid Waste services, issues and needs with its bills. All public education materials shall be approved in advance by City, and produced in English, Spanish and Vietnamese. Additional languages may be required during the Term of this Agreement. City may request Contractor to perform mailing services for Customers direct -billed by Contractor, and if so able, provide not less than thirty (30) days' notice to Contractor prior to the mailing date of any proposed mailing to permit Contractor to make appropriate arrangements for inclusion of City's materials. City will provide Contractor March 9, 2020 84 City of Santa Ana - DRAFT 60A-173 the mailers at least fifteen (15) days prior to the mailing date. Contractor shall be responsible for all costs associated with the printing and distribution of mailers. 5.3.2 AB 341, AB 1826, and SB 1383 Implementation Plan Contractor shall ensure the City's compliance with AB 341, AB 1826, and SB 1383 by initiating the planned tasks, procedures, proposed staffing assignments, and schedules for AB 341, AB 1826, and SB 1383 included in Sections 4.3.5.1 and 4.3.6.1 and more fully documented in the implementation plan included in Contractor's proposal to the City. The implementation plan includes a timeline for conducting on -site compliance audits to all AB 341, AB 1826, and SB 1383 non -compliant Commercial and Multi -family Customers; a proposal template as described in Section 4.3.5.1 and 4.3.6.1; written protocols for conducting on -site compliance audits and documenting internal compliance programs; proposed staffing assignments for implementing compliance audits at Commercial and Multi -family non -compliant Customers; specifications of the proposed internal Collection receptacle for distribution during the AB 1826/SB 1383 outreach; an education and outreach plan for a SB 1383 Residential Curbside Unit Organics program including the use of any strategic marketing or social media; an operations plan for delivering new Residential Curbside Unit Organics carts, re- stickering or augmenting existing Residential Curbside Unit Carts; a plan for providing in -home kitchen pails to Residential Curbside Unit Customers who request them (if proposed); a plan for community workshops to educate Customers about the Residential Curbside Unit Organics program; a plan for door-to-door Residential Curbside Unit Organics outreach for neighborhoods (if any); a plan for conducting route reviews and/or waste characterization studies to assess compliance with SB 1383 monitoring requirements; a plan for notifying Customers of unacceptable levels of contamination and a template hang -tag; proposed drafts of written `welcome letters' and other outreach materials to Residential, Multi -family, and Commercial Customers to notify them of the transition and the new program offerings; a plan and timeline for how the Contractor will implement Multi -Family Organics Recycling programs at all Multi -Family Customers as required by SB 1383; templates for compliance reporting documents; etc. It is the responsibility of the Contractor to develop an implementation plan for SB 1383 based on the final approved regulatory requirements. Within 30 days of receiving the written implementation plan, the City will review the plan and provide further direction to the Contractor to ensure the plan is satisfactory in complying with AB 341, AB 1826, and SB 1383. The Contractor shall have 30 days to incorporate the March 9, 2020 6OA85174 City of Santa Ana - DRAFT requests of the City into the plan. 5.3.3 Implementation and On -going Education Requirements Contractor will provide a minimum of the following public education items to be developed at Contractor's expense and distributed as indicated below: • Initial Mailing - Contractor will prepare and mail an initial mailing to Customers explaining the transition from the existing program to the new program. The mailing will describe program changes, route changes, dates of program implementation, and other necessary information. • Workshops - Contractor will conduct a minimum of five public workshops describing program changes, route changes, dates of program implementation, and other necessary information. • Instructional Packet Accompanying Contractor -Provided Containers - An information packet shall be attached to each set of Carts distributed to a Customer. At a minimum, packet should describe available services, including how to place Carts for Collection, which materials should be placed in each Cart, Collection holidays, and a Customer service phone number. • Cart Instruction Markings - Contractor will place stickers on, or hot stamp, Recyclable Materials and Organics Carts to demonstrate to Customers which materials are and are not acceptable for placement in each Cart. Stickers shall be replaced when materials change or as labels become worn. Markings shall be written in both English and Spanish. Additionally, all Carts shall be labeled in accordance with CalRecycle requirements under SB 1383 throughout the term of this Agreement. • How -To Brochure - Contractor will prepare and distribute a brochure packet to new Customers when they start service. Packet will contain updated information on how to use the Contractor -provided Containers, when, where and how to place Solid Waste for Collection, and who to contact with service or billing questions. • Annual Brochures/Mailings - Not less than once per year during each Rate Year, Contractor shall prepare and distribute to each Customer a mailing to update Customers regarding program basics, program changes, holiday schedules and March 9, 2020 60A8617 5 City of Santa Ana - DRAFT other service -related information. Separate brochures shall be developed for Residential, Multi -family, and Commercial Customers, reflecting the different services provided to each group. Mailings should promote and explain: all Solid Waste programs offered by City and Contractor (such as Recycling, Organics, Holiday Tree and Bulky Item Collections) describe in detail; the environmental, regulatory, and other benefits of participating in Recycling; how to properly dispose of Household Hazardous Material such as syringes, paint, etc.; Collection schedules, including holiday schedules; Customers service numbers; State -mandated program requirements; and the procedures to begin and terminate services. This brochure shall be at least two (2) pages, and printed in full color in English, Spanish and Vietnamese. Contractor is responsible for all associated costs. • Billing Inserts - Upon request by the City, Contractor shall include information developed by the City, or developed by Contractor at request of City, with invoices for Customers direct -billed by Contractor. • Santa Ana Green Quarterly Newsletter - Not less than four times per year during each Rate Year, Contractor shall be responsible for twenty-five percent (25%) of all costs incurred by City for the production and mailing of the City's quarterly newsletter. The City reserves the right to direct the production of the quarterly newsletter to a contractor of the City's choosing. The Contractor shall be required to coordinate distribution via U.S. Mail of the quarterly newsletter with a local mailing house, including furnishing Residential Curbside Service Unit, and Multi -Family Premises Customers' mailing addresses. • Corrective Action Notice - For use in instances where the Customer sets out inappropriate materials. Recycling Coordinator - To achieve a high level of Recycling public education and awareness, the Contractor shall dedicate one (1) or more full-time Recycling Coordinators to the City to complete outreach to Residential, Multi -family and Commercial customers, and develop and implement all public education and outreach activities required under the Agreement. The Recycling Coordinator shall conduct outreach, promote waste reduction, recycling, diversion programs, and provide technical assistance to Multi -family and Commercial Customers. March 9, 2020 87 City of Santa Ana - DRAFT 60A-176 • The Recycling Coordinator shall work exclusively on the City programs and services and shall not have other, non -City responsibilities or other City responsibilities not related to Recycling Coordinator responsibilities in the City. • Contractor shall provide a fully trained and experienced Recycling Coordinator on or before the start of services under this Agreement. In the event of resignation of a Coordinator, Contractor shall have a maximum of ninety (90) calendar days to replace the Coordinator. Contractor shall notify City, in writing, of the name, education, background and experience, including a resume, and a list of three (3) references for each Coordinator prior to commencing operations and whenever there is a change in the staffing of the positions. • Upon City request, Contractor shall designate a different Coordinator if the City is dissatisfied with the performance of the designated Coordinator. • The Contractor shall allow the City a reasonable opportunity to review, request modifications to, and approve all materials including, but not limited to: print, radio, television, or internet media before publication, distribution, and/or release. The Recycling Coordinators shall also work cooperatively with a City -selected outreach and education consultant. • Technical Assistance - Contractor is responsible for providing technical assistance to Customers to promote participation in the diversion programs included in this Agreement, and future regulatory requirements. Contractor may utilize the services of a consultant to provide these services upon approval by the City using the procurement protocols set forth in Section 4.4.7. • Web Site Page - Contractor shall dedicate one page of a Contractor web site to City services, including, at a minimum, listing contact names and numbers for Customer Service and information on Bulky Item Collection and other service -related information. The Contractor shall assist the City in establishing a link to this web page from the City's web site. The web site page shall host Recycling- and sold waste -related content as directed by the City. March 9, 2020 60A88 % % City of Santa Ana - DRAFT • Integrated Waste Management Video - Contractor shall cooperate in the production of a video for use by the City with an approximate length of three (3) minutes describing the SB 1383-mandated Residential Curbside Organics program as well as Residential Curbside Recycling procedures to reduce contamination. All brochures, mailings, and other educational materials are to be approved by the City in advance of distribution, and shall bear the City seal, unless otherwise approved by the City. 5.3.4 Community Events At the direction of City, Contractor shall participate in and promote Recycling and other Diversion techniques at a minimum of four (4) community events per calendar year. Such participation would normally include providing, without cost, Collection and educational and publicity information promoting the goals of City's Solid Waste program. The City reserves the right to modify the required events and Contractor's participation requirements. 5.3.5 Media Relations Contractor shall notify the City of all requests for news media interviews related to the City's Solid Waste Handling Services within twenty-four (24) hours. Before responding to any inquiries, Contractor will discuss the proposed response with the City. Copies of draft news releases or proposed trade journal articles shall be submitted to City for prior review and approval at least two (2) working days in advance of release. Copies of articles resulting from media interviews or news releases shall be provided to the City within five (5) days after publication. 5.4 Waste Generation/Characterization Studies Contractor acknowledges that City must perform Solid Waste generation and Disposal characterization studies periodically to comply with AB 939 requirements. Contractor agrees to participate and cooperate with City and its agents and to accomplish studies and data collection and prepare reports, as needed, to determine weights and volumes of Solid Waste and characterize Solid Waste generated, disposed, transformed, diverted or otherwise handled/ processed to satisfy AB 939 requirements. March 9, 2020 89 City of Santa Ana - DRAFT 60A-178 ARTICLE 6 COMPANY COMPENSATION AND RATES 6.1 General Contractor Compensation provided for in this Article shall be the full, entire and complete compensation due to Contractor pursuant to this Agreement for all labor, equipment, materials and supplies, taxes, insurance, bonds, overhead, Disposal, Recycling, processing, transfer, profit and all other factors necessary to perform all the services required by this Agreement in the manner and at the times prescribed. Contractor will perform the responsibilities and duties described in this Agreement in consideration of the right to receive compensation for services rendered at maximum rates approved by City from time -to -time. 6.2 Initial Rates The rates for the Rate Year beginning July 1, 2022 and ending June 30, 2023 shall not exceed those set forth in Exhibit 2 hereto, unless amended by a written amendment to this Agreement entered into by and between the City and the Contractor. Contractor has reviewed these maximum rates and agrees they are reasonably expected to generate sufficient revenues to provide adequate Contractor Compensation. Unless and until the maximum rates set forth on Exhibit 2 are adjusted, Contractor will provide the services required by this Agreement, charging no more than the maximum rates authorized by Exhibit 2, except as provided herein and in Section 6.3. 6.3 Schedule of Future Adjustments Beginning with Rate Year 2 (July 1, 2023) and for all subsequent Rate Years, Contractor is to submit the annual rate adjustment calculation (increase or decrease) to the maximum rates shown in Exhibit 2. The Contractor shall submit its calculation to be received by City, by March 1 of the same year based on the method of adjustment described in Section 6.4. Failure to submit a written request by March 1, shall result in Contractor waiving the right to request such an increase for the subsequent year. If in any year, the Contractor does not request the annual adjustment, and the adjustment would have been a decrease, the next year's adjustment will be offset to the extent of the March 9, 2020 90 City of Santa Ana - DRAFT 60A-179 waived decrease or the City may choose to notify the Contractor that it will implement the decrease. 6.4 Method of Adjustments 6.4.1 General Pursuant to Section 6.3, Contractor may request an annual adjustment to the Total Rate according to the formula shown in Exhibit 3, subject to review and approval of the City, in compliance with California Constitution Article XIIIIID (Proposition 218) and the Proposition 218 Omnibus Implementation Act (Govt. Code Sections 53750 et. seq.). All future adjustments to be effective July 1 shall be based on the rates described in the Contractor's Proposal. 6.4.2 Cost Component and Rate Adjustment Indexes The approved rates consist of the following cost components, followed by the initial weightings of each component. Each cost component may be adjusted by the change in the corresponding index as provided below. See Sections 6.4.3 through 6.4.6 for detailed rate adjustment procedures and Exhibit 3 for examples of rate adjustment procedures. RESIDENTIAL CURBSIDE, MULTI -FAMILY AND COMMERCIAL SERVICES COST COMPONENTS %of Costs (1) a, U N � � U a s � Cost Component U c m Rate Adjustment Index A. Service 72% 78% Consumer Price Index for All Urban Consumers (CUUR0000AOLIE), all items less food and energy —U.S. City Average (2) B. Fuel 5% 5% Producer Price Index WPU05522101, Fuels and related products and power - Commercial natural gas (2) C. Disposal 23% 17% Waste Disposal Agreement per ton gate rate at Orange County Landfill System Total 1009/0 1009/0 (1) Weightings may be adjusted annually based on the adjustment process discribed in this Article 6. (2) Average annual change for the 12 months ending December of the previous Calendar Year compared to the 12 months ending in December of year prior. March 9, 2020 91 City of Santa Ana - DRAFT 60A-180 ROLL -OFF COST COMPONENTS ROLL -OFF PULL FEE PER LOAD - ALL TYPES AND SIZES Cost Component % of Costs (1) Rate Adjustment Index A. Service 90% Consumer Price Index for All Urban Consumers (CUUROOOOAOLIE), all items less food and energy— U.S. City Average (2) B. Fuel 10% Producer Price Index WPU05522101, Fuels and related products and power - Commercial natural gas Tota I 100 ROLL -OFF TONNAGE CHARGE Cost Component Rate Adjustment Index C. Tonnage Charge Consumer Price Index for All Urban Consumers (CUUROOOOOSAO), All Items, not seasonally adjusted — U.S. City Average (2) (1) Weightings may be adjusted annually based on the adjustment process discribed in this Article 6. (2) Average annual change for the 12 months ending December of the previous Calendar Year compared to the 12 months ending in December of year prior. OTHER SERVICES Cost Component Rate Adjustment Index A. Used Motor Oil and Consumer Price Index for All Urban Consumers Used Motor Oil (CUUROOOOAOLIE), all items less food and energy— U.S. City Filter Collection: Average (1) Monthly Collection Charge B. Emergency Services: Consumer Price Index for All Urban Consumers Hourly Rate (CUUROOOOAOLIE), all items less food and energy— U.S. City Average (1) C. Grant Consumer Price Index for All Urban Consumers Administration: (CUUROOOOAOLIE), all items less food and energy— U.S. City Hourly Rate Average (1) (1) Average annual change for the 12 months ending December of the previous Calendar Year compared to the 12 months ending in December of year prior. 6.4.3 Rate Adjustment Steps for Curbside Services and Bin Services Curbside Services rates and Bin Services rates (excluding roll -off) will be adjusted using the same method, but will be calculated separately due to the differences in the weightings of the service and disposal components for each Customer type, as listed in Section 6.4.2. March 9, 2020 92 City of Santa Ana - DRAFT 60A-181 Step One - Calculate the percentage increase or decrease in Service, Fuel, and Disposal component indices listed in Section 6.4.2. The increase or decrease in the Service and Fuel component indices will be for the change in the average annual published indices for the twelve (12) month period ending December prior to the July 1 when the rate change will take effect. The Disposal component will be based on the actual percentage change in the waste disposal agreement per ton gate rate at the Orange County Landfill System as of July 1 of each Rate Period. Step Two - The first rate adjustment cost components as a percentage of total costs are provided in Section 6.4.2 above, with subsequent components calculated in Step Four of the rate adjustment. For Step Two of each subsequent rate adjustment, use the cost components recalculated in Step Four during the previous rate adjustment. Multiply the percentage changes for each rate adjustment component by that component's weighting and add these resulting percentages together to get the total weighted change to the rates. Step Three - Multiply the total weighted percent change from Step Two by the existing maximum Curbside Services rates and Bin Services rates to determine the increase or decrease in maximum rates. Then add (subtract) the changes in rates to (from) the existing maximum rates to determine the new maximum rates. Step Four - Recalculate weightings for the following year based on these changes. 6.4.4 Rate Adjustment for Permanent Roll -Off Box This Section shall apply exclusively to the adjustment of Roll -off Box rates that are billed as "pull plus dump' and consist of a pull rate, or service component, plus a tonnage cost. See Exhibit 3 for example rate adjustment procedures. Service or "Pull" Component Step One - Calculate the percentage increase or decrease in the Service and Fuel components for "Pull Fee Per Load - All Types and Sizes" listed in Section 6.4.2. The increase or decrease in the rate adjustment indices for Service and Fuel components will be for the change in the average annual published indices for the twelve (12) month period ending December prior to the July 1 when the rate change will take effect. March 9, 2020 93 City of Santa Ana - DRAFT 60A-182 Step Two - The first rate adjustment cost components as a percentage of total costs are provided in Section 6.4.2 above, with subsequent components calculated in Step Four of the rate adjustment. For Step Two of each subsequent rate adjustment, use the cost components recalculated in Step Four during the previous rate adjustment. Multiply the percentage changes for each rate adjustment component by that component's weighting and add these resulting percentages together to get the total weighted change to the rates. Step Three - Multiply the total weighted percent change from Step Two by the existing Pull Per Load - All Types and Sizes rate to calculate the increase or decrease to the maximum rate. Then add (subtract) the change in rates to (from) the existing maximum rates to determine the new maximum rates. Step Four - Recalculate weightings for the following year based on these changes. Roll -Off Tonnage Charge Step One - Calculate the percentage increase or decrease in the tonnage component for "Roll -Off Tonnage Charge" listed in Section 6.4.2. The increase or decrease in the rate adjustment indices for the tonnage component will be for the change in the average annual published indices for the twelve (12) month period ending December prior to the July 1 when the rate change will take effect. Step Two - Multiply the percent change from Step One by the existing tonnage rate to calculate the increase or decrease to the maximum rate. Then add (subtract) the change in rates to (from) the existing maximum rates to determine the new maximum rates. Note: Under the Waste Disposal Agreements (WDA) with Orange County Waste and Recycling, the per ton gate rate, which is a portion of the "Roll -Off Tonnage Charge, is adjusted annually based on the increase or decrease in the Consumer Price Index for All Urban Consumers (CUUROOOOSAO), all items, U.S. city average, not seasonally adjusted, until the WDAs expire in 2025. In the event that there is an extraordinary adjustment to the Orange County Landfill per ton gate rates during or after the term of the WDAs, Contractor may request an extraordinary rate adjustment to the Roll Off Tonnage Charge as provided in this Agreement in Section 6.5. March 9, 2020 94 City of Santa Ana - DRAFT 60A-183 6.4.5 Adjustment for Contractor's Monthly Compensation for Other Services StMOne - Calculate the percentage increase or decrease in the CPI. The increase or decrease in the will be for the change in the average annual published indices for the twelve (12) month period ending December prior to the July 1 when the rate change will take effect. St�Two - Multiply the percent change from Step One by the existing compensation to calculate the increase or decrease to the maximum rate. Then add (subtract) the change in compensation to (from) the existing maximum compensation to determine the new compensation. 6.4.6 Rate Adjustment for Optional Construction and Demolition Roll -Off Box and Bin Services [Upon determination by City Council to include the optional construction and demolition services in this Agreement, the rate increase methodology for this program shall be included in this section] 6.5 Extraordinary Adjustments Contractor or City may request an adjustment to maximum rates at reasonable times other than that allowed under Section 6.3 in the event of extraordinary changes in the cost of providing service under this Agreement. Such changes shall not include changes in the market value of Recyclables from the values assumed in Contractor's Proposal, inaccurate estimates by the Contractor of its proposed cost of operations, unionization of Contractor's work force, or change in wage rates or employee benefits. Contractor may request an extraordinary adjustment based on changes in a direct per ton fee assessed at the Disposal Site by federal, state or local regulatory agencies after the effective date. Extraordinary rate adjustments shall only be effective after approval by City Council in compliance with California Constitution Article XIIID (Proposition 218) and the Proposition 218 Omnibus Implementation Act (Govt. Code Sections 53750 et. seq.) and may not be applied retroactively. For each request for an adjustment to the maximum rates that Contractor may charge Customers brought pursuant to this section, Contractor shall prepare a schedule documenting the extraordinary costs. Such request shall be prepared in a form acceptable to City with support for assumptions made by Contractor in preparing the March 9, 2020 95 City of Santa Ana - DRAFT 60A-184 estimate. Contractor shall also submit a schedule showing how its total costs and total revenues have changed over the past three years for the services provided under this Agreement. Contractor shall provide to City a report of its annual revenues and expenses for the services provided in the City, and City shall have right to audit this information in connection with the City's review of Contractor's rate adjustment request. City shall review the Contractor's request and conduct a duly -noticed public hearing as required by California Constitution Article XIIID (Proposition 218) and the Proposition 218 Omnibus Implementation Act (Govt. Code Sections 53750 et. seq.). If, after closing the public hearing, there is not a "majority protest" to the extraordinary adjustment, as defined in Proposition 218, the City may, in its sole judgment and absolute, unfettered discretion, make the final determination as to whether an adjustment to the maximum rates will be made, and, if an adjustment is permitted, the appropriate amount of the adjustment. City may consider increases or decreases in the Contractor's total revenues and total cost of services when reviewing an extraordinary rate adjustment request. A rate adjustment request made in response to a new service requested by City will be determined in accordance with Section 2.10. March 9, 2020 96 City of Santa Ana - DRAFT 60A-185 ARTICLE 7 REVIEW OF SERVICES AND PERFORMANCE 7.1 Performance Hearing City may hold a public hearing on or about the two-year anniversary of the start of this Agreement, and each 12 months thereafter, at which time Contractor shall be present and shall participate, to review the Solid Waste Collection, source reduction, processing and other Diversion services and overall performance. The purpose of the hearing is to provide for a discussion and review of technological, economic, and regulatory changes in Collection, source reduction, Recycling, processing and Disposal to achieve a continuing, advanced Solid Waste Collection, source reduction and Recycling and Disposal system; and to ensure services are being provided with adequate quality, effectiveness and economy. Forty-five (45) days after receiving notice from City of a Solid Waste Services and Performance Review Hearing, Contractor shall, at a minimum, submit a report to City indicating the following: a) Changes recommended and/or new services to improve City's ability to meet the recycling/waste diversion goals. b) Any specific plans and proposed costs for provision of changed or new services by Contractor. c) Results of the most recent route audit as described in Section 4.16. The records required by this Agreement regarding Customer complaints may be used as one basis for review. Contractor may submit other relevant performance information and reports for consideration. City may request Contractor to submit specific information for the hearing. In addition, any Customer may submit comments or complaints during or before the hearing, either orally or in writing, and these shall be considered. Topics for discussion and review at the Solid Waste Services and Performance Review Hearing shall include, but shall not be limited to, services provided, route audit results feasibility of providing new services, application of new technologies, Customer March 9, 2020 97 City of Santa Ana - DRAFT 60A-186 complaints, amendments to this Agreement, developments in the law, new initiatives for meeting or exceeding AB 939's goals, regulatory constraints and Contractor performance. City and Contractor may each select additional topics for discussion at any Solid Waste Services and Performance Review Hearing. Not later than sixty (60) days after the conclusion of each Solid Waste Services and Performance Review Hearing, City may issue a report. As a result of the review, City may require Contractor to provide expanded or new services within a reasonable time and for reasonable rates and compensation and City may direct or take corrective actions for any performance inadequacies. March 9, 2020 98 City of Santa Ana - DRAFT 60A-187 ARTICLE 8 RECORDS, REPORTS AND INFORMATION REQUIREMENTS 8.1 General Contractor shall maintain such accounting, statistical and other records related to its performance under this Agreement as shall be necessary to develop the financial statements and other reports required by this Agreement. Also, Contractor agrees to conduct data collection, information and record keeping, and reporting activities needed to comply with Applicable Laws and regulation and to meet the reporting and Solid Waste program management needs of City. To this extent, such requirements set out in this and other Articles of this Agreement shall not be considered limiting or necessarily complete. In particular, this Article is intended to only highlight the general nature of records and reports and is not meant to define exactly what the records and reports are to be and their content. Further, with the written direction or approval of City, the records and reports to be maintained and provided by Contractor in accordance with this and other Articles of the Agreement shall be adjusted in number, format, or frequency. 8.2 Records 8.2.1 General Contractor shall maintain records required to conduct its operations, to support requests it may make to City, and to respond to requests from City in the conduct of City business. Adequate record security shall be maintained to preserve records from events that can be reasonably anticipated such as a fire, theft and earthquake. Electronically maintained data/records shall be protected and backed up. All records shall be maintained for five (5) years, and shall continue to be available for five (5) years after the expiration of this Agreement. After minimum holding periods are met, Contractor will notify City 90 days before destroying records. Contractor agrees that the records of any and all companies conducting operations addressed in the Agreement shall be provided or made available to City and its official representatives during normal business hours. Account histories shall be accessible to March 9, 2020 99 City of Santa Ana - DRAFT 60A-188 the City by computer for a minimum of five (5) years. City may review or utilize any of the records described in this section for any purpose whatsoever. 8.2.2 Financial Records Financial records shall be maintained and expense and revenue information for City shall be segregated from other areas served by Contractor. Contractor shall maintain at least the following records: • Audited financial statements for Contractor or, if a guarantee was provided, for the parent company guarantor as a whole; • Financial statements (compiled, reviewed or audited) of revenue and expense for this Agreement segregated from the other operations of Contractor (including without limitation those operations of Contractor in City and surrounding jurisdictions which are not covered by this Agreement), including a description of segregation methodology; and, • Complete descriptions of related party transactions (corporate and/or regional management fees, inter -company profits from transfer, processing or Disposal operations and supporting data). 8.2.3 Solid Waste Records Records shall be maintained by Contractor for City relating to: • Customer services and billing; • Tons Collected, processed, diverted and disposed by waste stream (Refuse, Recycling, Organics), by Customer type (Cart, Residential Bin, Commercial and Roll - off Box) and Facilities (Transfer Station, MRF, Organic Material Processing Facility, Transformation Facility or landfill) where such material was taken (Residential Bin versus Commercial Bin tonnage may be estimated based upon Container distribution or other method approved by City); • Quantity of Recyclable Materials recovered by material type; • Bulky Item, results including tons disposed and diverted; March 9, 2020 100 City of Santa Ana - DRAFT 60A-189 • Annual cleanup event results, including tons disposed and diverted; • Routes; • Facilities, equipment and personnel used; • Facilities and equipment operations, maintenance and repair; • Number of Refuse, Recycling and Organics Contractor -owned Containers in service; • Complaints; and, • Missed pickups. Contractor shall maintain copies of said Billings and receipts, each in chronological order, for a period of five (5) years after the date of service and shall make said documents available for inspection by City upon request. Contractor may, at its option, maintain those records in computer form, on microfiche, or in any other manner, provided that the records can be preserved and retrieved for inspection and verification in a timely manner, are sufficient to verify accuracy of any Fees owed to the City, and may be produced in a form and manner sufficient to establish the existence of Customer obligations in a court of competent jurisdiction. 8.2.4 CERCLA Defense Records City views the ability to defend against the Comprehensive Environmental Response, Compensation and Liability Act (CERCLA), State Hazardous Substance Law, and related litigation as a matter of great importance. For this reason, the City regards the ability to prove where Solid Waste Collected in the City was taken for Disposal, as well as where it was not taken, to be matters of concern. Contractor shall maintain data retention and preservation systems which can establish where Solid Waste Collected in the City was landfilled (and therefore establish where it was not landfilled) and provide a copy or summary of the reports required in Section 8.3 for five (5) years after the term during which Collection services are to be provided pursuant to this Agreement, or to provide copies of such records to City. Contractor agrees to notify City's Risk Manager and City Attorney before destroying such records and to offer records to the City. This provision shall survive the expiration of the period during which Collection services are to be provided under this Agreement. March 9, 2020 101 City of Santa Ana - DRAFT 60A-190 8.2.5 Disposal Records Contractor shall maintain records of Disposal of all Solid Waste Collected in City for the period of this Agreement and all extensions to this Agreement or successor Agreements. In the event Contractor discontinues providing Solid Waste services to City, Contractor shall provide all records of Disposal or processing of all Solid Waste Collected in City within thirty (30) days of discontinuing service. Records shall be in chronological and organized form and readily and easily interpreted. 8.2.6 Other Programs' Records Records for other programs shall be tailored to specific needs. In general, they shall include: a) Plans, tasks, and milestones; and, b) Accomplishments in terms such as dates, activities conducted, quantities of products used, produced or distributed, and numbers of participants and responses. 8.2.7 Audit City may conduct an audit of Contractor at any time. The scope of the audit, and auditing party, will be determined by City and the scope may include, but is not limited to: • Extraordinary rate adjustment requests; • Compliance with terms of this Agreement; • Customer service levels and Billing; • Fee payments; • Receipts; • Tonnage; • Complaint log; • Compliance with Mandatory Commercial Recycling, Mandatory Commercial Organics Recycling, and SB 1383; and, March 9, 2020 102 City of Santa Ana - DRAFT 60A-191 • Verification of Diversion rate. The first audit, to be performed during 2024, will be based on the Contractor's reports and records for the period of July 1, 2022 through June 30, 2023. Audits will be performed every third year thereafter (the triennial audit). Contractor will reimburse to the City the cost of such audits as shown in the table below: Audit Performed In: Audit Amount 2024 $95,000 2027 $102,000 2030 $110,000 2033* $119,000 2036* $128,000 2039* $138,000 Optional extension term Should the Agreement be extended beyond the extension terms as described in Section 2.5, the audits shall continue every third year, and each additional audit amount shall be increased by ten -thousand dollars ($10,000) per audit period for audits conducted after 2039. Should an audit by the City disclose that Franchise or other fees payable by the Contractor were underpaid by two percent (2%) or more, or that more than 2% of the Customers were inaccurately billed, for the period under review, Contractor shall pay for additional audit costs, if the initial audit findings determine it is necessary to expand the scope of the audit. 8.2.8 Payments and Refunds Should an audit by the City disclose that any of the City fees payable by the Contractor were underpaid or that Customers were overcharged for the period under review, Contractor shall pay to City any underpayment of City fees and/or refund to Contractor's Customers any overcharges within thirty (30) days following the date of the audit. Should an audit disclose that City fees were overpaid, the amount of the over -payment shall be credited to Contractor against future franchise fee payments, with any such credits limited to overpayments for the prior three (3) years. March 9, 2020 103 City of Santa Ana - DRAFT 60A-192 8.3 Reports 8.3.1 Report Formats and Schedule Records shall be maintained in forms and by methods that facilitate flexible use of data contained in them to structure reports, as needed. Reports are intended to compile recorded data into useful forms of information that can be used to, among other things: a) Determine and set rates and evaluate the efficiency of operations; b) Evaluate past and expected progress toward achieving AB 939 goals and objectives; c) Determine needs for adjustment to programs; and, d) Evaluate Customer service and complaints. Contractor may propose report formats that are responsive to the objectives and audiences for each report. The format of each report requires approval by City. The Contractor agrees to submit all reports by electronic means in a format compatible with City's software/ computers at no additional charge, if requested by City. Contractor will provide a certification statement, under penalty of perjury, by an authorized Contractor official, that the report being submitted is true and correct. Monthly reports shall be submitted within 30 calendar days after the end of each month. Quarterly reports shall be submitted within 30 calendar days after the end of the calendar quarter. If requested, Contractor's complaint summary, shall be sent to the Executive Director within five days of request. Annual reports shall be submitted within sixty (60) days following the reporting year. All reports shall be submitted electronically to City, as directed, and to: Executive Director (or designated representative) Public Works Department City of Santa Ana 20 Civic Center, Plaza M-21 Santa Ana, CA 92702 8.3.2 Monthly Reports The information listed shall be the minimum reported: March 9, 2020 104 City of Santa Ana - DRAFT 60A-193 a) Solid Waste Collected by Contractor for each month, sorted by type of Solid Waste (Refuse, Recyclable and Organic Materials) and type of Customer (Residential Curbside Service Unit, Multi -Family Premises Bin, Commercial Premises or Roll -off) in tons, and the facilities where the tons were processed or disposed. Bulky Waste items and used motor oil gallons and filters shall be separately reported. This report is to be submitted in Microsoft Excel, or another software as requested by City. b) Warning notices issued for contaminated Recyclable Materials and Organics Materials Containers. c) Tons processed and recovered through Mixed Waste Processing. d) HHW Collected. e) If Contractor is directed by City to retain a consultant to provide public education and outreach activities as required by Section 4.4.7, Contractor shall submit consultant services performed and payments made by Contractor for the preceding month and year-to-date. f) Customer complaint logs as described in Section 5.2.2. 8.3.3 Quarterly Reports The quarterly report should contain at a minimum the information required in the monthly report and the following: a) Copies of promotional and public education materials sent during the quarter. b) Commercial recycling and organics site visits summary, including the name and address of Customer, the date of the visit and the contact name and phone number, demonstrating that the required visits have been made, and reason provided for not establishing a recycling or organics program, in accordance with Sections 4.3.5.1 and 4.3.6.1. The site visit summary will be completed on forms approved by the City. c) List of Customers that are required to participate in an Organics Recycling program per Public Resources Code Section 42649.81. d) List of Commercial and Multi -Family Premises Customers that do and do not participate in an Organics program, whether the Organics program is provided by -Contractor or another party, and whether the program is for Food Waste March 9, 2020 105 City of Santa Ana - DRAFT 60A-194 and/or Yard Waste (such as a landscaper that composts or otherwise diverts Organic Materials). e) Commercial and Multi -Family Customers participating in food recovery programs. f) Commercial and Multi -Family Customers using third -party recycling. g) Additional information that may be requested by CalRecycle or City related to Recycling and Organics programs. h) Other information or reports that City may reasonably request or require. 8.3.4 Annual Report The Annual Report is to be essentially in the form and content of the monthly and quarterly reports combined, but shall also include: a) A complete inventory of equipment used to provide all services (such as vehicles and Containers by size and waste stream type Container is used for). b) Results of route audits. c) Number of routes and route hours per day by type of service. d) Copy of Hazardous Waste diversion records showing types and quantities, if any, of Hazardous Waste that was inadvertently Collected, but Diverted from landfilling. e) Copies of all public education and outreach distributed during the reporting year including the date of distribution. f) A narrative summary of all City -sponsored, civic, and school events attended. g) Copies of invoices documenting the amount of RNG used to provide services in the City. If routes are commingled with other jurisdictions, Contractor must use an allocation method to quantify the City's allocated amount. 8.3.5 Financial Report The City may, at City's option, request the Contractor's audited financial reports/statements (or parent company, if parent company submits Corporate Guaranty of Performance), and Contractor's internally prepared supplemental statement of income and expenses related specifically to the City of Santa Ana operations, for the most recently completed fiscal year in connection with an March 9, 2020 106 City of Santa Ana - DRAFT 60A-195 extraordinary rate adjustment request, billing audit, Franchise Fee audit, or verification of other information required under this Agreement. The financial statements and footnotes shall be prepared in accordance with Generally Accepted Accounting Principles (GAAP) and audited, in accordance with Generally Accepted Auditing Standards (GAAS) by a certified public accountant (CPA) licensed (in good standing) to practice public accounting in the State of California as determined by the State of California Department of Consumer Affairs Board of Accountancy. The cost for preparation of the financial statements and audit shall be borne by Contractor as a direct cost of service. In addition, Contractor shall provide to City the supplemental schedule on a compiled basis showing Contractor's results of operations, including the specific revenues and expenses in connection with the operations provided for in this Agreement, separated from others included in such financial statements. At City's request, Contractor shall provide City with copies of working papers or other documentation deemed relevant by City relating to information shown in the disclosure letter. The disclosure letter shall be provided to City. 8.4 Reporting Adverse Information Contractor shall provide City two copies (one to the Executive Director, one to the City Attorney) of all reports, pleadings, applications, notifications, Notices of Violation, communications or other material relating specifically to Contractor's performance of services pursuant to this Agreement, submitted by Contractor to, or received by Contractor from, the United States or California Environmental Protection Agency, CalRecycle, the Securities and Exchange Commission or any other federal, state or local agency, including any federal or state court. Copies shall be submitted to City simultaneously with Contractor's filing or submission of such matters with said agencies. Contractor's routine correspondence to said agencies need not be routinely submitted to City, but shall be made available to City promptly upon City's written request. 8.5 Right to Inspect Records City shall have the right to inspect or review the specific documents or records required expressly or by inference pursuant to this Agreement, or any other similar records or reports of Contractor or its related party entities that City shall deem, in its reasonable March 9, 2020 107 City of Santa Ana - DRAFT 60A-196 discretion, necessary to evaluate annual reports, compensation applications provided for in this Agreement and Contractor's performance provided for in this Agreement. Contractor shall make all records and documents to be reviewed and inspected by the City as a part of any audit or other record review conducted by the City, available for the City's review, inspection and copying within five business days (excluding Saturday, Sunday and holidays included in Section 4.7.1) of receiving written notice from the City requesting the same. 8.6 Failure to Report The refusal or failure of Contractor to file any required reports, or to provide required information to City, or the inclusion of any materially false or misleading statement or representation by Contractor in such report shall be deemed a material breach of the Agreement as described in Section 11.1 and shall subject Contractor to all remedies which are available to the City under the Agreement or otherwise. March 9, 2020 108 City of Santa Ana - DRAFT 60A-197 ARTICLE 9 INDEMNIFICATION, INSURANCE AND BOND 9.1 Indemnification To the maximum extent permitted by law, and without regard to the limits of any insurance coverage, Contractor agrees to indemnify, defend with counsel appointed by the City, protect and hold harmless the City, its representatives, officers, agents and employees against any and all fines, response costs, assessments, actions, suits, injunctive relief, claims, damages to persons or property, losses, costs penalties, obligations, errors, omissions or liabilities, ("claims or liabilities') that may be asserted or claimed by any person, firm or entity arising out of or in connection with (i) violations of the commerce clause of the U.S. Constitution, AB 939, the Comprehensive Environmental Response, Compensation and Liability Act, Title 42 U.S.C. §9601 et seq. ("CERCLA"), HSAA, RCRA, any other Hazardous Waste laws, other federal, state or local statutes or regulations, or municipal ordinances, which arise from, challenge any validity of, or relate to the award of, this Agreement; (ii) the negligent performance of the work or services of Contractor, its agents, employees, subcontractors, or invitees, provided for in this Agreement; (iii) the negligent acts or omissions of Contractor hereunder, or arising from Contractor's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, whether or not there is concurrent passive or active negligence, on the part of the City, its representatives, officers, agents or employees but excluding such claims or liabilities arising from the sole negligence or willful misconduct of the City, its representatives, officers, agents or employees, who are directly responsible to the City, (iv) actions or proceedings to attack, set aside, void, annul or seek monetary damages resulting from an approval by the City of this Agreement, including but not limited to any challenge brought by referendum or under Proposition 218 (Calif. Const. Art. XIIID) to challenge the City's entry into this Agreement or the setting of Solid Waste rates as set forth in this Agreement; and in connection therewith: A. Contractor will defend any action or actions filed in connection with any of said claim or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith; March 9, 2020 109 City of Santa Ana - DRAFT 60A-198 B. Contractor will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work or services of Contractor hereunder; and Contractor agrees to save and hold the City, its officers, agents and employees harmless therefrom; C. In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Contractor for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work or services of Contractor hereunder, Contractor agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. Contractor's obligations hereunder shall survive the termination or expiration of this Agreement. THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION AND SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. 9.2 Hazardous Material Indemnification A. Without regard to any insurance coverage or requirements, and without limiting the above general indemnification obligation in any way, Contractor specifically agrees to and shall, to the maximum extent permitted by law, defend (with counsel acceptable to City), reimburse, indemnify, and hold Indemnitees harmless from and against any and all claims, actions, liabilities, damages, demands, judgments, losses, costs, liens, expenses, suits, actions, attorneys' fees, consultant fees, penalties and any and all other losses, damages, fees and expenses of whatever kind or nature ("Claims") (including but not limited to response costs, investigative costs, assessment costs, monitoring costs, treatment costs, cleanup costs, removal costs, remediation costs, and similar costs, damages and expenses) that arise out of or are alleged to arise out of or in any way relate to any action, inaction or omission of Contractor that: 1. results in any demand, claim, notice, order, or lawsuit, asserting that any Indemnitee is liable, responsible or in any way obligated to investigate, assess, March 9, 2020 110 City of Santa Ana - DRAFT 60A-199 monitor, study, test, treat, remove, remediate, or otherwise cleanup, any Hazardous Contaminant (as defined herein); or 2. relates to material Collected, transported, recycled, processed, treated or disposed of by Contractor. B. Contractor's obligations pursuant to this section shall apply, without limitation, to: 1. any Claims brought pursuant to or based on the provisions of any Environmental Law; 2. any Claims based on or arising out of or alleged to be arising out of the ownership, use, lease, sale, design, construction, maintenance or operation of Contractor of any Facility; 3. any Claims based on or arising out of or alleged to be arising out of the marketing, sale, distribution, storage, transportation, Disposal, processing or use of any materials recovered by Contractor; 4. any Claims based on or arising out of or alleged to be arising out of any breach of any express or implied warranty, representation or covenant arising out of or in connection with this Agreement. C. The foregoing indemnity and defense obligations shall apply irrespective of the negligence or willful misconduct of Contractor or any Affiliate of Contractor. D. For purposes of this section, the term "Hazardous Contaminant" shall mean any Hazardous Material any crude oil or refined or unrefined petroleum product or any fraction or derivative thereof; and any asbestos or asbestos -containing material. The term "Hazardous Contaminant" shall also include any and all amendments to any referenced statutory or regulatory provisions made before or after the date of execution of this Agreement. THE PROVISIONS OF THIS SECTION SHALL NOT TERMINATE OR EXPIRE, SHALL BE GIVEN THE BROADEST POSSIBLE INTERPRETATION AND SHALL SURVIVE THE EXPIRATION OR EARLIER TERMINATION OF THIS AGREEMENT. March 9, 2020 111 City of Santa Ana - DRAFT 60A-200 9.3 AB 939 Indemnification and Guarantee Contractor unconditionally guarantees compliance with the requirements of AB 939 as amended from time to time. Contractor shall carry out its obligations under this Agreement so that the City will meet or exceed the Diversion requirements set forth in AB 939, and all amendments thereto more fully set forth below. City and Contractor shall reasonably assist each other to meet the City's AB 939 Diversion requirements. In carrying out the provisions of this Section, Contractor agrees to perform the following obligations at its cost and expense: A. Defend, with counsel approved by City, indemnify and hold harmless the City against all fines and/or penalties imposed by the CalRecycle, if Contractor fails or refuses to provide information relating to its operations which is required under this Agreement and such failure or refusal prevents or delays City from submitting reports required by AB 939 in a timely manner; B. Assist City in preparing for, and participating in, CalRecycle's biannual review of the City's source reduction and recycling element pursuant to Public Resources Code Section 41825; C. Assist City in responding to inquiries from CalRecycle in applying for an extension under Public Resources Code Section 41820, if so directed by City; in conducting any hearing conducted by CalRecycle relating to AB 939; or in any other investigative or enforcement manner undertaken by any agency; D. Defend, with counsel acceptable to City, and indemnify and hold harmless the City against any fines or penalties levied against it for violation of AB 939's diversion requirements, provided that Contractor's obligation to indemnify City shall be subject to the limitations set forth in Public Resources Code Section 40059.1(c) as may be amended from time to time; E. In cooperating with the City, should it seek to become its own enforcement agency, to the extent it may be permitted under state law. 9.4 Insurance City does not, and shall not, waive any rights against Contractor which it may have by reason of the aforesaid defense and hold harmless agreements, because of acceptance by March 9, 2020 60A1� 0 1 City of Santa Ana - DRAFT City or the deposit with City by Contractor of the insurance policies described in this provision. A. Worker's Compensation Policy. Contractor shall maintain in full force and effect during the term of this Agreement, a workers' compensation policy in accordance with the provisions and requirements of the Labor Code of the State of California and such other forms of insurance as shall be required by law. The policy providing coverage shall provide that the insurance shall not be suspended, voided, canceled, or reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail has been given to the City. Waivers of Subrogation shall be in effect for any claims asserted against the City which arise out of Contractor's operations and Contractor shall have this clause endorsed on their Workers' Compensation policies. B. Public Liability Insurance _Contractor shall obtain, at its sole cost, and file with the Clerk of City, prior to exercising any right or performing any obligation pursuant to this Agreement, and maintain for the period covered by this Agreement, a policy or policies of liability insurance satisfactory to the City Attorney of City, naming City, its officers, agents and employees, as insured or additional insured, which provides coverage for liability for any and all claims and suits for damages or injuries to persons or property resulting from or arising out of the performance by Contractor, its officers, agents, or employees, or by City, its officers, agents, or employees pursuant to Section 2.1 of this Agreement, of Contractor's covenants hereunder, or any failure or omission thereof. Said policy or policies of insurance shall provide coverage for both bodily injury and property damage in not less than the following minimum amount: One Hundred Million Dollars ($100,000,000.00) combined single limit and, in addition, Ten Million Dollars ($10,000,000.00) of Environmental Impairment Liability coverage for bodily injury, property damage and cleanup costs as it relates to the transportation of Solid Waste. Said insurance shall protect Contractor and City from any claim for damages for bodily injury, including accidental death, as well as from any claim for property damage which may arise from operations performed pursuant to this Agreement, whether such operations be by Contractor itself, or by its agents, employees, and/or subcontractor. Such policy or policies shall contain severability of interests clauses so that the rights and duties of the City are clearly separate from Contractor interests. Said policy or policies shall also contain a provision that no termination, cancellation or March 9, 2020 113 City of Santa Ana - DRAFT 60A-202 change of coverage of insured or additional insured shall be effective until after thirty (30) days prior written notice by certified mail thereof has been given to City. Contractor shall give City prompt and timely notice of any claim made or suit instituted. 9.5 Faithful Performance Bond The Contractor shall, prior to the initial date of the term of this Agreement, execute and file with the Clerk of the Council a surety bond in the penal sum of two -million, five - hundred thousand dollars ($2,500,000), similar to the form provided in Exhibit 5, conditioned upon the faithful performance of this Agreement by the Contractor and its subcontractors, if any. Said bond may be written for a term of one year, and may thereafter be renewed by certificate, provided however, that the Contractor agrees to maintain such bond or bonds in force for the complete term of this Agreement. The bond shall contain the original notarized signature of an authorized officer of the surety and affixed thereto shall be a certified and current copy of his power of attorney. 9.6 Faithful Performance Letter of Credit In addition to a faithful performance bond as noted in Section 9.5 above, Contractor shall furnish an irrevocable letter of credit in the amount of five -hundred thousand dollars ($500,000), from a financial institution acceptable to the City and in a form acceptable to the City Attorney as security for the performance of this Agreement (the "LOC"). The LOC shall be the sole responsibility of Contractor, and shall remain in force until released in accordance with Section 9.9. Alternatively, Contractor may furnish an irrevocable letter of credit in the amount of three -million dollars ($3,000,000) in lieu of the separate letter of credit of $500,000 and separate performance bond of $2,500,000 described in Section 9.5. 9.7 Forfeiture of Performance Bond In the event Contractor shall for any reason become unable to, or fail in any way to, perform as required by this Agreement, City may declare a portion or all of the performance bond which is necessary to recompense and make whole the City, forfeited to the City. Upon partial or full forfeiture of the performance bond, Contractor shall restore the performance bond to its face amount within 30 days of the City's declaration. Failure to restore the performance bond to its full amount within 30 days shall be a material breach of the Agreement. March 9, 2020 6041 L03 City of Santa Ana - DRAFT 9.8 Forfeiture of Letter Of Credit Thirty (30) days following City providing Contractor with written notice of its failure to pay City any amount owing under this Agreement, City may draw upon the LOC for purposes including, but not limited to: a. Payment of sums due under the terms of this Agreement which Contractor has failed to timely pay to City b. Reimbursement of costs borne by City to correct violations of this Agreement not corrected by Contractor, including but not limited to the liquidated damages described in Section 11.4. City may draw upon the entire LOC and convert it to a cash deposit if Contractor fails to cause the LOC to be extended or replaced with another satisfactory letter of credit no later than 60 days prior to its expiration during the term hereof. 9.9 Performance Security Beyond Service Term Some Agreement requirements extend beyond the Term of this Agreement and will not be substantiated until after the final service date. Therefore, the Contractor shall not terminate the performance bond or letter of credit, and will renew them to ensure continuous availability to the City, until receiving a written release from the City. City will provide such a release when City, in its reasonable judgment, is fully satisfied that all requirements have been met, but may not withhold such a release later than four (4) years after expiration of the term of this Agreement. However, permission from the City to discontinue holding these performance securities does not relieve Contractor of payments to the City that may be due, or may become due. March 9, 2020 115 City of Santa Ana - DRAFT 60A-204 ARTICLE 10 CITY'S RIGHT TO PERFORM SERVICE 10.1 General In the event that Contractor, for any reason whatsoever, fails, refuses or is unable to Collect, Recycle, process, transport or dispose of any or all Solid Waste which it is required by this Agreement, at the time and in the manner provided in this Agreement, for a period of more than two business days, excluding Saturday, Sunday and holidays listed in Section 4.7.1, and if, as a result thereof, Solid Waste should accumulate in City to such an extent, in such a manner, or for such a time that such accumulation endangers or menaces the public health, safety or welfare, then City shall have the right, but not the obligation, upon twenty-four (24) hour prior written notice to Contractor during the period of such emergency as determined by City, (1) to perform, or cause to be performed, such services itself with its own or other personnel without liability to Contractor; and/or (2) to take possession of any or all of Contractor's land, equipment and other property used or useful in the Collection and transportation of Solid Waste, and to use such property to Collect and transport any Solid Waste generated within City which Contractor would otherwise be obligated to Collect, transport and properly dispose of or process pursuant to this Agreement. Further, the City shall have access to the MRF and composting facilities used by the Contractor for the processing, Recycling and Organics Diversion of Solid Waste produced or accumulated with the City. The right of the City to enter upon and use facilities and equipment as specified herein shall extend following the date of cancellation of this Agreement for a period of ninety (90) consecutive calendar days. Notice of Contractor's failure, refusal or neglect to Collect, transport and properly dispose of or process Solid Waste may be given orally by telephone to Contractor at its principal office and shall be effective immediately. Written confirmation of such oral notification shall be sent to Contractor within one business day, excluding Saturday, Sunday and holidays listed in Section 4.7.1 of the oral notification. Contractor further agrees that in such event: March 9, 2020 116 City of Santa Ana - DRAFT 60A-205 A. It will take direction from City to effect the transfer of possession of equipment and property to City for City's use, or for use by any Person or entity designated by the City. B. It will, if City so requests, keep in good repair and condition all of such equipment and property, provide all motor vehicles with fuel, oil and other service, and provide such other service as may be necessary to maintain said property in operational condition. C. City may immediately engage all or any personnel necessary or useful for the Collection and transportation of Solid Waste, including, if City so desires, employees previously or then employed by Contractor, Contractor further agrees, if City so requests, to furnish City the services of any or all management or office Personnel employed by Contractor whose services are necessary or useful for Solid Waste Collection, transportation, processing and Disposal operations and for the billing and Collection of fees for these services. City agrees that it assumes complete responsibility for the proper and normal use of such equipment and facilities while in its possession. If the interruption or discontinuance in service is caused by any of the reasons listed in Section 11.5, City shall pay to Contractor the reasonable rental value of the equipment and facilities, possession of which is taken by City, for the period of City's possession, if any, which extends beyond the period of time for which Contractor has rendered bills in advance of service, for the class of service involved. 10.2 Temporary Possession of Contractor's Property If City suffers an interruption or discontinuance of service (including interruptions and discontinuance due to events described in Section 11.5), City may take possession of and use all of Contractor's property described above until other suitable arrangements can be made for the provision of Solid Waste Services which may include the grant of a Franchise to another waste hauling company. 10.3 Billing and Compensation to City During City's Possession During such time that City is providing Solid Waste services, as above provided, Contractor shall bill and Collect payment from all users of the above -mentioned March 9, 2020 117 City of Santa Ana - DRAFT 60A-206 services as described in Section 5.1 with the exception of Residential Curbside Service Units which are billed by the City. Contractor further agrees that, in such event, it shall reimburse City for any and all costs and expenses incurred by City beyond that billed and received by City in taking over possession of the above -mentioned equipment and property for Solid Waste service in such manner and to an extent as would otherwise be required of Contractor under the Terms of this Agreement. Such reimbursement shall be made from time to time after submission by City to Contractor of each statement listing such costs and expenses, but in no event later than five (5) working days from and after each such submission. 10.4 City's Right to Relinquish Possession It is further mutually agreed that City may at any time at its discretion relinquish possession of any or all of the above -mentioned property to Contractor and thereupon demand that Contractor resume the Solid Waste services as provided in this Agreement, whereupon Contractor shall be bound to resume the same. 10.5 City's Possession Not A Taking Except as otherwise expressly provided in the previous paragraph, City's exercise of its rights under this Article (1) does not constitute a taking of private property for which compensation must be paid, (2) will not create any liability on the part of City to Contractor, and (3) does not exempt Contractor from any of the indemnity and insurance provisions of this Agreement, which are meant to extend to circumstances arising under this Section provided that the Contractor is not required to indemnify the City against claims and damages arising from the active negligence of the City, its elected and appointed boards, commissions, officers, employees and agents in the operation of Collection vehicles during the time the City has taken possession of such vehicles. 10.6 Duration of City's Possession City's right pursuant to this Article to retain temporary possession of Contractor's facilities and equipment, and to render Collection services, shall terminate when City determines that such services can be resumed by Contractor, or when City no longer reasonably requires such property or equipment. In any case, City has no obligation to maintain possession of Contractor's property or equipment and/or continue its use for March 9, 2020 118 City of Santa Ana - DRAFT 60A-207 any period of time and may at any time, in its sole discretion, relinquish possession to Contractor. March 9, 2020 119 City of Santa Ana - DRAFT 60A-208 ARTICLE 11 DEFAULT, REMEDIES AND LIQUIDATED DAMAGES 11.1 Events of Default Contractor's breach of each and any provision of the Franchise or this Agreement may constitute a default hereunder to the extent Contractor's performance, services or obligations under this Agreement are materially and adversely impacted. Events of default by the Contractor include, but are not limited to, the following: A. Fraud or Deceit or Misrepresentation. If the Contractor engages in, or attempts to practice, any fraud or deceit upon City or makes a misrepresentation regarding material information to City. B. Insolvency or Bankruptcy. If Contractor becomes insolvent, unable, or unwilling to pay its debts, files a bankruptcy petition or takes steps to liquidate its assets. C. Failure to Maintain Coverage. If Contractor fails to provide or maintain in full force and effect the Workers' Compensation, liability, performance bond, letter of credit, or indemnification coverage as required by this Agreement. D. Violations of Regulation. If Contractor violates any orders or filings of any regulatory body having jurisdiction over Contractor relative to this Agreement, provided that Contractor may contest any such orders or filings by appropriate proceedings conducted in good faith, in which case no breach of the Franchise and this Agreement shall be deemed to have occurred until a final decision adverse to the Contractor is entered. E. Suspension or Termination of Service. If Contractor ceases to provide all or a portion of the Collection, processing or Recycling services, or any other Solid Waste Handling Services as required under this Agreement, if not excused pursuant to Section 11.5, for a period of two (2) consecutive days or more, for any reason within the control of Contractor. F. Failure to Pay. If Contractor fails to make any payments required under this Agreement and/or refuses to provide City, within ten (10) days of the demand, March 9, 2020 120 City of Santa Ana - DRAFT 60A-209 with required information, reports, and/or records in a timely manner as provided for in the Agreement. G. Failure to Cooperate with Audits. Failure to complete, perform or cooperate with any audit as described by this Agreement. H. Failure to Submit Reports or Documentation. Failure to complete or to provide required reports or documents to City as required by this Agreement. I. Acts or Omissions. A. Any act or omission by Contractor relative to the services provided under this Agreement which violates the terms, conditions, or requirements of this Agreement, the California Integrated Waste Management Act of 1989, as it may be amended from time to time (AB 939), or any law, statute, ordinance, order, directive, rule, or regulation issued pursuant to AB 939 shall constitute a default by the Contractor. Any failure to correct or remedy any such violation within the time set in the written notice of the violation or, if Contractor cannot reasonably correct or remedy the breach within the time set forth in such notice, Contractor's failure to commence to correct or remedy such violation within the time set forth in such notice and diligently effect such correction or remedy thereafter shall constitute a default by Contractor. B. Any situation in which Contractor or any of its officers, directors or employees are found guilty of any crime related to the performance of this Agreement, or of any crime related to anti-trust activities, illegal transport or Disposal of hazardous or toxic materials, or bribery of public officials shall constitute a default by Contractor. The term "found guilty" shall be deemed to include any judicial determination that Contractor or any of Contractor's officers, directors or employees is guilty as well as any admission of guilt by Contractor or any of Contractor's officers, directors or employees including, but not limited to, the plea of "guilty", "nolo contendre", "no contest', and "guilty to a lesser charge." False or Misleading Statements. Any representation or disclosure made to City by Contractor in connection with or as an inducement to entering into this Agreement, or any future amendment to this Agreement, which proves to be false or misleading in any material respect as of the time such representation or disclosure is March 9, 2020 121 City of Santa Ana - DRAFT 60A-210 made, whether or not any such representation or disclosure appears as part of this Agreement. K. Attachment. The seizure of, attachment of, or levy on, the operating equipment of Contractor, including, without limits, its equipment, maintenance or office facilities, or any part thereof. L. Failure to Provide Assurance of Performance. If Contractor fails to provide reasonable assurances of performance as required under Section 11.7. M. Commingling of Recyclables With Refuse/Landfilling of Recyclables. If Contractor negligently or willfully empties Containers of properly set out Recyclable Materials or Organics into a Refuse load, or transports a load of Recyclable Materials or Organics to a landfill or other location at which the material will not be diverted from landfilling. N. Diversion Requirement. If Contractor does not reach Diversion requirement of % of all tonnage Collected by Contractor under this Agreement per Section 4.6.1 for two consecutive Rate Years. Contractor shall have two business days, excluding Saturdays, Sundays and holidays included in Section 4.7.1, from the time it is given notification by City to cure any default arising under subsections E, F, G, H, K, L and M provided, however, that City shall not be obligated to provide Contractor with a notice and cure opportunity if the Contractor has committed the same or similar breach within a twenty-four (24) month period. It is expressly understood that Contractor is not entitled to receive notice of default, or to cure such default, with respect to those matters listed in subsections A, B, C, D, I, J and N above. For other actions not listed above, or included in 11.2 below, City will provide Contractor with a written notice setting forth the nature of the breach or failure and the actions, if any, required by Contractor to cure such a breach or failure. Contractor shall be deemed in default where: (1) breach or failure can be cured but Contractor fails to cure within thirty (30) days. March 9, 2020 60A2L�11 City of Santa Ana - DRAFT 11.2 Criminal Activity of Contractor Should the Contractor or any of its officers, directors or employees be found guilty of felonious conduct related to the performance of this Contract, or of felonious conduct related to anti-trust activities, illegal transport or Disposal of hazardous or toxic materials, or bribery of public officials, the City reserves the right to unilaterally terminate this Contract or impose other such sanctions (which may include financial sanctions, temporary suspensions or any other condition deemed appropriate short of termination) as it shall deem proper. Such action shall be taken after Contractor has been given notice and opportunity to present evidence in mitigation. The term "found guilty' shall be deemed to include any judicial determination that Contractor or any of Contractor's officers, directors or employees is guilty and any admission of guilt by Contractor or any of Contractor's officers, directors or employees including, but not limited to, the plea of "guilty", "nolo contendere ", "no contest", and "guilty to a lesser charge" entered as part of any plea bargain. 11.3 Notice, Hearing and Appeal of Contractor Breach; Upon a default by Contractor, City may, at its discretion, provide Contractor with a written notice of intent to terminate this Agreement that includes the following: a. A description of the evidence upon which the decision to terminate is based b. That Contractor has a right to a hearing prior to the City's termination of the Agreement This hearing is to be scheduled as an open public hearing item at a City Council meeting within thirty (30) days of the Termination Notice, subject to any legal requirements including but not limited to the Ralph M. Brown Act, Government Code Sections 54950-54963. At this hearing Contractor shall have the right to present evidence to demonstrate that it is not in default and to rebut any evidence presented in favor of termination. Based upon substantial evidence presented at this hearing, the Council may, by adopted resolution, act as follows: 1. Decide to terminate this Agreement; or, 2. Determine that Contractor is innocent of a default and, accordingly, dismiss the Termination Notice of any charges of default; or, March 9, 2020 60 123212 City of Santa Ana - DRAFT 3. Impose conditions on a finding of default and a time for cure, such that Contractor's fulfillment of said conditions will waive or cure any default. This right of termination is in addition to any other rights of City upon a failure of Contractor to perform its obligations under this Agreement. City's right to terminate this Agreement and to take possession of Contractor's facility are not exclusive, and City's termination of this Agreement shall not constitute an election of remedies. Instead, they shall be in addition to any and all other legal and equitable rights and remedies which City may have, including without limitation the provision for Liquidated Damages in Section 11.4 below. By virtue of the nature of this Agreement, the urgency of timely continuous and high - quality service, the time required to effect alternative service, and the rights granted by City to Contractor, the remedy of money damages for a breach hereof by Contractor is inadequate and City shall be entitled to injunctive relief. 11.4 Liquidated Damages A. General. City finds, and Contractor agrees, that as of the time of the execution of this Agreement, it is impractical, if not impossible, to reasonably ascertain the extent of damages which shall be incurred by City as a result of a breach by Contractor of certain specific obligations under this Agreement. The factors relating to the impracticability of ascertaining damages include, but are not limited to, the fact that: (i) substantial damage results to members of the public who are denied services or denied quality or reliable service; (ii) such breaches cause inconvenience, anxiety, frustration, and deprivation of the benefits of the Agreement to individual members of the general public for whose benefit this Agreement exists, in subjective ways and in varying degrees of intensity which are incapable of measurement in precise monetary terms; (iii) that the services that are the subject of this Agreement might be available at substantially lower costs than alternative services and the monetary loss resulting from denial of services or denial of quality or reliable services is impossible to calculate in precise monetary terms; and (iv) the termination of this Agreement for such specific breaches, and other remedies are, at best, a means of future correction and not remedies which make the public whole for past breaches. B. Service Performance Standards; Liquidated Damages for Failure to Meet Standards. The parties further acknowledge that consistent, reliable Solid Waste March 9, 2020 60 12�113 City of Santa Ana - DRAFT Handling Service is of utmost importance to City and that City has considered and relied on Contractor's representations as to its quality of service commitment in entering this Agreement. The Parties further recognize that some quantified standards of performance are necessary and appropriate to ensure consistent and reliable service and performance. The Parties further recognize that if Contractor fails to achieve the performance standards, or fails to submit required documents in a timely manner, City and its residents will suffer damages and that it is and will be impractical and extremely difficult to ascertain and determine the exact amount of damages which City will suffer. Therefore, without prejudice to City's right to treat such breaches as an event of default under this Article 11, the Parties agree that the following liquidated damage amounts represent a reasonable estimate of the amount of such damages for such specific breaches, considering all of the circumstances existing on the date of this Agreement, including the relationship of the sums to the range of harm to City that reasonably could be anticipated and the anticipation that proof of actual damages would be costly or impractical. In placing their initials at the places provided, each party specifically confirms the accuracy of the statements made above and the fact that each party has had ample opportunity to consult with legal counsel and obtain an explanation of the liquidated damage provisions at the time that the Agreement was made. Contractor City Initial Here Initial Here Contractor agrees to pay (as liquidated damages and not as a penalty) the amounts set forth below: 1. Collection Reliability a) For each failure to commence service to a new Customer account within seven (7) days after order, which exceeds five (5) such failures annually: $100.00 per occurrence b) For each failure to Collect Solid Waste, which has been properly set out for Collection, from an established Customer account on the scheduled Collection day and not Collected within the period described in this Agreement which exceeds ten (10) such failures annually: $100.00 per occurrence March 9, 2020 60 125214 City of Santa Ana - DRAFT 2. 3. c) For each failure to correct and collect a missed service the same day if notified by noon, and by the next Collection if notified after noon:$100.00 per occurrence Collection Quality a) For each occurrence of failure to properly return empty Containers to avoid pedestrian or vehicular traffic impediments or to place Containers upright which exceeds ten (10) such occurrences annually: $50.00 per occurrence b) For each occurrence of excessive noise or discourteous behavior which exceed ten (10) occurrences annually: $100.00 per occurrence c) For each occurrence of Collecting Solid Waste during unauthorized hours which exceeds ten (10) such occurrences annually: $100.00 per occurrence d) For each occurrence of damage to private property which exceeds five (5) such occurrences annually: $100.00 per occurrence e) For each failure to clean up Solid Waste spilled from Solid Waste Containers within ninety (90) minutes that exceeds ten (10) such failures annually: $100.00 per occurrence Customer Responsiveness a) For each failure to initially respond to a Customer complaint within one (1) business day (excluding Saturday, Sunday and holidays listed in Section 4.7.1), and for each additional day in which the complaint is not addressed, which exceed five (5) annually: $50.00 per day b) For each failure to process Customer complaints as required by Article 5, which exceed five (5) annually: $50.00 per occurrence c) For each failure to respond to a written inquiry from the City's Solid Waste contract manager regarding service requests or requests for information within two (2) business days (excluding Saturday, Sunday and holidays listed in Section 4.7.1), and for each additional day in which the inquiry is not addressed, which exceed five (5) occurrences annually: $100 per occurrence March 9, 2020 60 126215 City of Santa Ana - DRAFT 5. d) For each failure to carry out responsibilities for establishing service to an individual resident: $100.00 per occurrence e) For each failure to remove graffiti from Containers, or to replace with Containers bearing no graffiti, within the time prescribed in Section 4.7.4.5: $ 50.00 per day f) For each failure to repair or replace a damaged or missing Container within two (2) business days (excluding Saturday, Sunday and holidays listed in Section 4.7.1) of request from City or Customer: $ 50.00 per day g) For each failure to process a claim for damages within thirty (30) days from the date submitted to Contractor: $100.00 per occurrence h) For every Recycling Cart Collected as Refuse without issuing a Warning Notice per Section 4.2.7 which exceeds ten (10) such occurrences annually: $50 per Cart i) For every Organics Waste Cart Collected as Refuse without issuing a Warning Notice per Section 4.2.7 which exceeds ten (10) such occurrences annually: $50 per Cart j) For each failure to issue a Warning Notice to a Customer for materials not collected due to improper set out which exceeds ten (10) such occurrences annually: $100 per day per occurrence Remittance of Citv Fees a) For each failure to remit City fees by the thirtieth (30) of the month following each calendar quarter: 10% of the amount owed for the month, and an additional 10% for each additional thirty (30) day period thereafter in accordance with Article 3. Timeliness of Submissions to City Any report shall be considered late until such time as a correct and complete report is received by City. For each calendar day a report is late, the daily liquidated damage amount shall be: March 9, 2020 127 City of Santa Ana - DRAFT 60A-216 ral 7 0 a) Monthly Reports: b) Quarterly Reports: c) Annual Reports: Accuracy of Billing $50 per day $50 per day $100 per day a) Each Customer invoice that is not prepared in accordance with the City's approved rate schedule, in excess of ten (10) annually: $25 per invoice not to exceed $2,500 per billing run Public Education and Outreach a) For each day that the Public Education and Outreach requirements contained in Section 5.3 are not adhered to after written notice provided to Contractor and Contractor does not cure within 30 days: $100/day Cooperation with Service Provider Transition a) For each day routing information requested by City in accordance with Section 12.9 is received after City -established due dates, both for preparation of a request for proposals and for new service provider's implementation of service: $1,000/ day b) For each day delivery of keys, access codes, remote controls, or other means of access to Solid Waste Containers is delayed beyond one (1) day prior to new service provider servicing Customers with access issues, as described in Section 12.9: $1,000/day c) For delay in not meeting the requirements contained in Section 12.9 in a timely manner, in addition to the daily liquidated damages for breach under 8(a) and 8(b) above, liquidated damages of: Diversion Efforts $35,000 For each Rate Year (July 1, 2022 through June 30, 2023 considered the first Rate Year) in which Contractor fails to provide support to the City within forty-five (45) days of year-end, documenting that it diverted at least % of the Solid Waste Contractor Collected under this Agreement per Section 4.6.1: March 9, 2020 60 12 % City of Santa Ana - DRAFT $25 for each ton below tonnage level necessary to meet % Diversion goal 10. General Contract Adherence 11. For each day that Contractor fails to provide services required under the Agreement, or comply with terms of the Agreement, five (5) business days after receipt of written notification from City that such services are not being provided or terms are not being met: Compensation Reduction During Strike Period $500.00/day In the event that there occurs any period in which Contractor fails to maintain substantially complete regular Collection services pursuant to this Agreement and the Collection schedules then in effect, by reason of a strike or Contractor's failure to pay their employees, and only if such period includes more than ten (10) normal Collection days (weekdays), then the following shall apply: a) The City Council may assess damages against the Contractor in an amount which does not exceed the sum of the following: i. The expenses incurred by the City in providing Collection, Recycling, Organics Diversion and/or Disposal services pursuant to Section 10; and, ii. One -Hundred percent (100%) of the amount by which City revenue from fees collected for Residential Curbside Service Units by the City from the public is reduced due to any reduction or refund of such fees granted by the City Council to compensate such fee payers for the inconvenience experienced by them due to Contractor's failure to furnish full performance during such period. b) In assessing damages, the City Council shall take into account the Contractor's efforts to mitigate the inconvenience to the public receiving curbside service. In particular, Contractor shall be given credit for Residential Curbside Service Unit Collections made by Contractor by having damages assessed, subject to the above said maximum, in approximately the same proportion to the compensation due Contractor, for curbside service during the subject period as the number of Residential Curbside Service Unit March 9, 2020 129 City of Santa Ana - DRAFT 60A-218 Collections which Contractor failed to make bears to the total number of Residential Curbside Service Unit Collections which should have been made pursuant to this Agreement. City may determine the occurrence of events giving rise to liquidated damages through the observation of its own employees or representative or investigation of Customer complaints. Prior to assessing liquidated damages, City shall give Contractor notice of its intention to do so. The notice will include a brief description of the incident(s)/non-performance. Contractor may review (and make copies at its own expense) all information in the possession of City relating to incident(s)/non-performance. Contractor may, within ten (10) days after receiving the notice, request a meeting with City. Contractor may present evidence in writing and through testimony of its employees and others relevant to the incident(s)/non-performance. City will provide Contractor with a written explanation of its determination on each incident(s)/non-performance prior to authorizing the assessment of liquidated damages. The decision of City shall be final. C. Amount. City may assess liquidated damages for each calendar day or event, as appropriate, that Contractor is determined to be liable in accordance with this Agreement. D. Timing of Payment. Contractor shall pay any liquidated damages assessed by City within ten (10) days after they are assessed. If they are not paid within the ten (10) day period, City may proceed against the performance bond required by the Agreement or find Contractor in default and terminate this Agreement pursuant to Section 11.1, or both. 11.5 Excuse from Performance The parties shall be excused from performing their respective obligations hereunder in the event they are prevented from so performing by reason of floods, earthquakes, other natural disasters, war, civil insurrection, riots, acts of any government (including judicial action), and other similar catastrophic events which are beyond the control of and not the fault of the party claiming excuse from performance hereunder. Labor unrest, including, but not limited to, strike, work stoppage or slowdown, sick- out, picketing, or other concerted job action conducted by Contractor's employees or March 9, 2020 130 City of Santa Ana - DRAFT 60A-219 directed at Contractor is excused from performance only to the extent that the following requirements are met: • Contractor provides a contingency plan to the City within ninety (90) days of commencement of services under this Agreement demonstrating how services will be provided during the period of labor unrest. The contingency plan is subject to City approval and Contractor shall amend the plan until it meets City requirements, including reasonably demonstrating how City's basic Collection and sanitary needs will be met to the City's satisfaction. • Contractor shall meet all requirements of this plan or City may revoke this excuse from performance offered under this Agreement and may choose to use enforcement provisions under this Agreement, including Sections 11.1, 11.2 and 11.3, in which case Contractor is not excused from performance and Contractor shall be obligated to continue to provide service notwithstanding the occurrence of any or all of such events. The party claiming excuse from performance shall, within two (2) days after such party has notice of such cause, give the other party notice of the facts constituting such cause and asserting its claim to excuse under this section. The interruption or discontinuance of Contractor's services caused by one or more of the events excused shall not constitute a default by Contractor under this Agreement. Notwithstanding the foregoing, however, if Contractor is excused from performing its full obligations under this Agreement for any of the causes listed in this section for a period of forty five (45) days or more, City shall nevertheless have the right, in its sole discretion, to terminate this Agreement by giving ten (10) days' notice, in which case the provisions relative to taking possession of Contractor's land, equipment and other property and engaging Contractor's Personnel in Article 10 and this Article 11 will apply. 11.6 Notice, Hearing and Appeal of City Breach Should Contractor contend that City is in breach of this Agreement, it shall file with the Executive Director of Public Works a written request with City for an administrative hearing. Said request shall be made within ninety (90) days of the event or incident which allegedly gave rise to the breach. City shall notify Contractor of the time and date said hearing shall be held within thirty (30) days of receipt of Contractor's request. March 9, 2020 131 City of Santa Ana - DRAFT 60A-220 Contractor shall present its position and all relevant facts after City staff has made its presentation. Contractor shall be notified of City's ruling in writing within fourteen (14) days of the administrative hearing. The City's administrative ruling shall be final. Contractor understands and agrees that if it fails to timely and properly exhaust the administrative remedies set forth in this Section, it has no right of action or other claim against the City for breach of this Agreement or otherwise. 11.7 Assurance of Performance City may, at its option and in addition to all other remedies it may have, demand from Contractor reasonable assurances of timely and proper performance of this Agreement, in such form and substance as City may require. If Contractor fails or refuses to provide satisfactory assurances of timely and proper performance in the form and by the date required by City, such failure or refusal shall be an event of default. 11.8. Contractor's Claim of Default by City. If Contractor claims default by the City in the payment of any money due or alleged to be due to Contractor pursuant to this Agreement, Contractor shall not be entitled to cancel this Agreement if the City, within fifteen (15) days after receipt of notice of the claimed default, deposits the amount in controversy into an interest bearing account in a commercial bank or lending institution and maintains such deposit until such time as a final judicial decision of agreement between the parties determines the rightful disposition of the said amount in controversy; provided that Contractor shall be deemed to have waived all claims to the said amount if no agreement is reached nor any legal proceeding initiated within one (1) year of the Contractor's service of written notice of default on the City. March 9, 2020 60 13�' n A City of Santa Ana - DRAFT 12.1 12.2 12.3 12.4 ARTICLE 12 OTHER AGREEMENTS OF THE PARTIES Relationship of Parties The parties intend that Contractor shall perform the services required by this Agreement as an independent Contractor engaged by City and not as an officer or employee of City nor as a partner of or joint venture with City. No employee or agent or Contractor shall be or shall be deemed to be an employee or agent of City. Except as expressly provided herein, Contractor shall have the exclusive control over the manner and means of conducting the Solid Waste Collection services performed under this Agreement, and all Persons performing such services. Contractor shall be solely responsible for the acts and omissions of its officers, employees, Companies, Subcontractors and agents. Neither Contractor nor its officers, employees, Companies, Subcontractors and agents shall obtain any rights to retirement benefits, workers' compensation benefits, or any other benefits which accrue to City employees by virtue of their employment with City. Compliance with Law In providing the services required under this Agreement, Contractor shall at all times, at its sole cost, comply with all Applicable Laws. Governing Law This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of California. Jurisdiction Except for those matters where Federal Courts have exclusive jurisdiction, any lawsuits between the parties arising out of this Agreement shall be brought and concluded in the courts of the State of California, which shall have exclusive jurisdiction over such lawsuits. With respect to venue, the parties agree that this Agreement is made in and will be performed in Orange County. March 9, 2020 60 133222 City of Santa Ana - DRAFT 12.5 Assignment Except as may be provided for in Article 10 (City's Right to Perform Service), neither party shall assign its rights, nor delegate, subcontract or otherwise transfer its obligations under this Agreement to any other Person without the prior written consent of the other party. Any such assignment made without the consent of the other party shall be void and the attempted assignment shall constitute a material breach of this Agreement. For purposes of this section when used in reference to Contractor, "assignment" shall include, but not be limited to (i) a sale, exchange or other transfer of substantially all of Contractor's assets dedicated to service under this Agreement to a third party; (ii) a sale, exchange or other transfer of outstanding common stock of Contractor to a third party provided said sale, exchange or transfer may result in a change of control of Contractor; (iii) any dissolution, reorganization, consolidation, merger, re -capitalization, stock issuance or re -issuance, voting trust, pooling agreement, escrow arrangement, liquidation or other transaction to which results in a change of Ownership or control of Contractor; (iv) any assignment by operation of law, including insolvency or bankruptcy, making assignment for the benefit of creditors, writ of attachment for an execution being levied against this Agreement, appointment of a receiver taking possession of Contractor's property, or transfer occurring in the event of a probate proceeding; and (v) any combination of the foregoing (whether or not in related or contemporaneous transactions) which has the effect of any such transfer or change of Ownership, or change of control of Contractor. Contractor acknowledges that this Agreement involves rendering a vital service to City's residents and businesses, and that City has selected Contractor to perform the services specified herein based on (1) Contractor's experience, skill and reputation for conducting its Solid Waste management operations in a safe, effective and responsible fashion, at all times in keeping with applicable Environmental Laws, regulations and best Solid Waste management practices, and (2) Contractor's financial resources to maintain the required equipment and to support its indemnity obligations to City under this Agreement. City has relied on each of these factors, among others, in choosing Contractor to perform the services to be rendered by Contractor under this Agreement. If Contractor requests City's consideration of and consent to an assignment, City may deny or approve such request in its complete discretion. No request by Contractor for March 9, 2020 60 13�' n City of Santa Ana - DRAFT consent to an assignment need be considered by City unless and until Contractor has met the following requirements: a) Contractor shall pay to City in advance of consideration of any assignment a flat fee of $250,000 for expenses for City staff costs, consultant and attorney's fees and investigation costs necessary to investigate the suitability of any proposed assignee, and to review and finalize any documentation required as a condition for approving any such assignment; b) Contractor shall pay the City a transfer fee equal to 1% of the gross revenues times the number of years (pro -rated for partial years) remaining under this Agreement (based on actual rate revenues for the prior 12-months), plus the City's costs of processing and evaluating the assignment request; c) Contractor shall furnish City with audited financial statements of the proposed assignee's operations for the immediately preceding three (3) operating years; d) A proforma financial statement (income statement and balance sheet) for the proposed assignee with the projected results of operations assuming that the assignment is completed. Such proforma financial statement shall reflect any debt to be incurred by the assignee as part of the acquisition of Contractor's operations; and, e) Contractor shall furnish City with satisfactory proof: (i) that the proposed assignee has at least ten (10) years of Solid Waste management experience on a scale equal to or exceeding the sale of operations conducted by Contractor under this Agreement; (ii) that in the last five (5) years, the proposed assignee has not suffered any significant citations or other censure from any federal, state or local agency having jurisdiction over its Solid Waste management operations due to any significant failure to comply with state, federal or local Environmental Laws and that the assignee has provided City with a complete list of such citations and censures; (iii) that the proposed assignee has at all times conducted its operations in an environmentally safe and conscientious fashion; (iv) that the proposed assignee conducts its Solid Waste management practices in accordance with sound Solid Waste management practices in full compliance with all federal, state and local laws regulating the Collection and Disposal of Solid Waste including Hazardous Material; and, (v) of any other information required by City to ensure March 9, 2020 60 135224 City of Santa Ana - DRAFT the proposed assignee can fulfill the Terms of this Agreement in a timely, safe and effective manner. Under no circumstances shall City be obliged to consider any proposed assignment by City if Contractor is in default at any time during the period of consideration. 12.6 Affiliated Companies Contractor's accounting records shall be maintained on a basis showing the results of Contractor's operations under this Agreement separately from operations in other locations, as if Contractor were an independent entity providing service only to City. The costs and revenues associated with providing service to City shall not be combined, consolidated or in any other way incorporated with those of other operations conducted by Contractor in other locations, or with those of an Affiliate. If Contractor enters into any financial transactions with a Related Party Entity for the provision of labor, equipment, supplies, services, capital, etc., related to the furnishing of service under this Agreement, that relationship shall be disclosed to City, and in the financial reports submitted to City. In such event, City's rights to inspect records, and obtain financial data shall extend to such Related Party Entity or entities. 12.7 Contracting or Subcontracting This Agreement, or any portion thereof, shall not be subcontracted except with the prior written consent of the City, which consent shall not be unreasonably withheld. No such consent shall be construed as making the City a party to such subcontract, or subject the City to liability of any kind to any subcontractor. Contractor shall submit all subcontracts for review and approval by the City and any permitted subcontract shall terminate on or before the termination of this Agreement. All subcontractors shall be licensed as required under State, Federal and local laws and regulations to perform their subcontracted work and obtain and maintain a City business license if required. Contractor shall remain otherwise liable for the full and complete performance of its obligations hereunder. 12.8 Binding on Assigns The provisions of this Agreement shall inure to the benefit to and be binding on the permitted assigns (if any) of the parties. March 9, 2020 60 136225 City of Santa Ana - DRAFT 12.9 Transition to Next Contractor Prior to, and at, the end of the Term or in the event this Agreement is terminated for cause prior to the end of the Term, Contractor shall cooperate fully with City and any subsequent Solid Waste enterprise it designates to assure a smooth transition of Solid Waste Handling Services. Contractor's cooperation shall include, but not be limited to, providing route lists, Billing information and other operating records needed to service all Premises covered by this Agreement. In recognition of the difficulty inherent in Customer's difficulty or inability to store two sets of Containers, Contractor shall remove its Containers in coordination with the distribution of Containers by the incoming service provider. Contractor shall cooperate with the City and incoming service provider in agreeing to the timing of Container removal; if parties cannot agree on a phase -out schedule and Contractor does not remove Containers in a timely manner that requires Customers to store two Containers, City, incoming service provider, or another entity may remove Contractor's Containers and seek cost reimbursement from Contractor through its performance bond, letter of credit or other means. The failure to cooperate with City following termination shall be conclusively presumed to be grounds for specific performance of this covenant and/or other equitable relief necessary to enforce this covenant. Contractor shall, to the maximum extent feasible, provide a new service provider with all keys, security codes and remote controls used to access garages and Bin enclosures. Contractor shall be responsible for coordinating transfer immediately after Contractor's final pickups, so as not to disrupt service. Contractor shall provide City with detailed route sheets containing service names and addresses, billing names and addresses, monthly rate and service levels (quantity, material type, and size of Containers and pickup days) at least 90 days prior to the transition date, and provide an updated list two weeks before the transition and a final list of changes the day before the transition. Contractor shall provide means of access to the new service provider at least one full calendar day (excluding Saturday, Sunday and holidays listed in Section 4.7.1) prior to the first day of Collection by another party, and always within sufficient time so as not to impede in any way the new service provider from easily servicing all Containers. Contractor to provide documentation to City of any Customer declining request to provide keys, security codes, and/or remote controls used to access garages and Bin enclosures. March 9, 2020 137 City of Santa Ana - DRAFT 60A-226 12.10 Parties in Interest Nothing in this Agreement, whether express or implied, is intended to confer any rights on any Persons other than the parties to it and their representatives, successors and permitted assigns. 12.11 Waiver The waiver by either party of any breach or violation of any provisions of this Agreement shall not be deemed to be a waiver of any breach or violation of any other provision nor of any subsequent breach of violation of the same or any other provision. The subsequent acceptance by either party of any moneys which become due hereunder shall not be deemed to be a waiver of any pre-existing or concurrent breach or violation by the other party of any provision of this Agreement. 12.12 Contractor's Investigation Contractor has made an independent investigation (satisfactory to it) of the conditions and circumstances surrounding the Agreement and the work to be performed by it. 12.13 Condemnation City fully reserves the rights to acquire Contractor's property utilized in the performance of this Agreement, by purchase or through the exercise of the right of eminent domain. This provision is additive, and not intended to alter the rights of the parties set forth in Article 10. 12.14 Notice All notices, demands, requests, proposals, approvals, consents and other communications which this Agreement requires, authorizes or contemplates shall be in writing and shall either be personally delivered to a representative of the parties at the address below or be deposited in the United States mail, first class postage prepaid, addressed as follows: If to City: Executive Director of Public Works City of Santa Ana 14717 Burin Avenue Santa Ana, CA 90260 March 9, 2020 60 138'' n City of Santa Ana - DRAFT If to Contractor: The address to which communications may be delivered may be changed from time to time by a written notice given in accordance with this section. Notice shall be deemed given on the day it is personally delivered or, if mailed, three days from the date it is deposited in the mail. 12.15 Representatives of the Parties References in this Agreement to the "City" shall mean the City Council and all actions to be taken by City shall be taken by the City Council except as provided below. The City Council may delegate, in writing, authority to the City Manager, and/or to other City employees and may permit such employees, in turn, to delegate in writing some or all of such authority to subordinate employees. Contractor may rely upon actions taken by such delegates if they are within the scope of the authority properly delegated to them. Contractor shall, by the effective date, designate in writing a responsible officer who shall serve as the representative of Contractor in all matters related to the Agreement and shall inform City in writing of such designation and of any limitations upon his or her authority to bind Contractor. City may rely upon action taken by such designated representative as actions of Contractor unless they are outside the scope of the authority delegated to him/her by Contractor as communicated to City. 12.16 City Free to Negotiate with Third Parties City may investigate all options for the Collection, transporting, Recycling, processing and Disposal of Solid Waste for periods commencing after the expiration of the initial Term. Without limiting the generality of the foregoing, City may solicit proposals from Contractor and from third parties for the provision of Collection services, Disposal services, Recycling services, Organics services and processing, and any combination thereof, and may negotiate and execute agreements for such services which will take effect upon the expiration or earlier termination under Section 11.1 of this Agreement. March 9, 2020 139 City of Santa Ana - DRAFT 60A-228 12.17 Compliance with Municipal Code Contractor shall comply with those provisions of the municipal code of City which are applicable, and with any and all amendments to such applicable provisions during the term of this Agreement. 12.18 Privacy Contractor shall strictly observe and protect the rights of privacy of Customers. Information identifying individual Customers or the composition or contents of a Customer's waste stream shall not be revealed to any Person, governmental unit, private agency, or company, unless upon the authority of a court of law, by statute, or upon valid authorization of the Customer. This provision shall not be construed to preclude Contractor from preparing, participating in, or assisting in the preparation of waste characterization studies or waste stream analyses which may be required by AB 939. This provision shall not apply to reports or records provided to City pursuant to this Agreement so long as City maintains reports or records with Customer identification or confidential information in accordance with this section, in which case this section shall apply to City in the same manner to which it applies to Contractor. 12.19 Cooperation Following Termination At the end of the Term or in the event this Agreement is terminated for cause prior to the end of the Term, Contractor shall cooperate fully with City and any subsequent Contractor to assure a smooth transition of Solid Waste management services. Contractor's cooperation shall include, but not be limited to, providing operating records needed to service all properties covered by this Agreement. The failure to cooperate with City following termination shall be conclusively presumed to be grounds for specific performance of this covenant and/or other equitable relief necessary to enforce this covenant. 12.20 Compliance with Immigration Laws. Contractor shall be knowledgeable of and comply with all local, state and federal laws which may apply to the performance of this Agreement. Contractor warrants and represents that all of its employees, including any and all prospective employees hired to perform services for the City under this Agreement and the employees of any subcontractor retained by the Contractor to perform a portion of the services under this March 9, 2020 140 City of Santa Ana - DRAFT 60A-229 Agreement, are and will be authorized to perform the services contemplated by this Agreement in full compliance with all applicable state and federal laws, rules and regulations, including, but not limited to, the Immigration Nationality Act of 1952 (commencing with Section 1101 of Title 8 of the United States Code), and the Immigration Nationality and the Immigration Reform and Control Act of 1986 (commencing with Section 1324a of Title 8 of the United States Code), as amended. Contractor agrees to verify the legal status of all of its employees and provide documentation of such verification whenever requested by the City. If Contractor discovers that any employee it has retained is not in compliance with Immigration Laws, Contractor agrees to terminate such employee. 12.21 Proprietary Information, Public Records The City acknowledges that a number of the records and reports of the Contractor are proprietary and confidential. Contractor is obligated to permit City inspection of its records on demand and to provide copies to City where requested. City will endeavor to maintain the confidentiality of all proprietary information provided by Contractor. Notwithstanding the foregoing, any documents provided by Contractor to City that are public records may be disclosed pursuant to a proper public records request. Upon receipt of a valid public records request, City shall promptly notify Contractor of said request and, if Contractor elects to pursue legal action to prevent disclosure of any Contractor records and reports, City shall reasonably cooperate in said defense. City may, but shall not be obligated to, file legal action on its own behalf to prevent disclosure of such records and reports. 12.22 Guarantee of Contractor's Performance Pursuant to a guarantee in substantially the form attached as Exhibit 4, a corporation which owns all of the issued and outstanding common stock of Contractor, has agreed to guarantee Contractor's performance of this Agreement. The Guarantee is being provided concurrently with Contractor's execution of this Agreement. March 9, 2020 141 City of Santa Ana - DRAFT 60A-230 13.1 13.2 13.3 13.4 13.5 ARTICLE 13 MISCELLANEOUS AGREEMENTS Entire Agreement This Agreement, including the Exhibits, represents the full and entire Agreement between the parties with respect to the matters covered herein. No verbal agreement or conversation with any office, agent, or employee of the City, either before, during, or after the execution of this contract, shall affect or modify any of the terms or obligations herein contained nor such verbal agreement or conversation entitle the Contractor to any additional payment whatsoever under the terms of this contract. Section Headings The article headings and section headings in this Agreement are for convenience of reference only and are not intended to be used in the construction of this Agreement nor to alter or affect any of its provisions. References to Laws and Other Agreements All references in this Agreement to laws shall be understood to include such laws as they may be subsequently amended or recodified, unless otherwise specifically provided. This Agreement supersedes any and all agreements heretofore entered into by the parties and City. Interpretation This Agreement, including the Exhibits attached hereto, shall be interpreted and construed reasonably and neither for nor against either party, regardless of the degree to which either party participated in its drafting. Agreement This Agreement may not be modified or amended in any respect except by a writing signed by the parties. March 9, 2020 60 14�131 City of Santa Ana - DRAFT 13.6 Severability If any provision of this Agreement is for any reason deemed to be invalid and unenforceable, the invalidity or unenforceability of such provision shall not affect any of the remaining provisions of this Agreement which shall be enforced as if such invalid or unenforceable provision had not been contained herein. 13.7 Exhibits Each of the Exhibits identified as Exhibit "1" through "7" is attached hereto and incorporated herein and made a part hereof by this reference. 13.8 Non -Waiver Provision Failure of either party to exercise any of the remedies set forth herein within the time periods provided for shall not constitute a waiver of any rights of that party with regard to that failure to perform or subsequent failures to performing whether determined to be a breach, excused performance or unexcused defaults by the other party. 13.9 Attorneys' Fees If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. March 9, 2020 143 City of Santa Ana - DRAFT 60A-232 IN WITNESS WHEREOF, City and Contractor have executed this Agreement as of the day and year first above written. CITY OF SANTA ANA ("City") ATTEST: By CITY CLERK APPROVED AS TO FORM: CITY ATTORNEY EXECUTIVE DIRECTOR OF PUBLIC WORKS ("COMPANY') By: Name: Title: ("COMPANY') By: Name: Title: March 9, 2020 60 14 L 33 City of Santa Ana - DRAFT EXHIBIT 1 COMPANY'S PROPOSAL March 9, 2020 60A-234 City of Santa Ana - DRAFT EXHIBIT 2 INITIAL MAXIMUM RATES March 9, 2020 6UA-�35 City of Santa Ana - DRAFT RESIDENTIAL CURBSIDE SERVICE UNIT RATES Base Curbside Service Unit Rates Curbside Service (Any Size Cart) Senior/Mobile Home Low -Volume Curbside Service (35-Gallon Carts) Additional Curbside Service Unit Rates Additional Refuse Cart - Above One Additional Recycling Cart - Above One Additional Organics Cart- Above One Contamination Fee (Third and Subsequent Event) $ 10.77 Damaged Cart Penalty $ 48.46 Steam Cleaning of Curbside Carts $ 26.92 Walk -Out Service (For Other Than Disabled Individuals) $ 26.92 Residential Extra Pick -Up $ 37.42 Bulky Item Pickup Fee (In Excess of 4 Free Pickups per Year and/or 4 items per pickup) $ 47.44 March 9, 2020 6Uk-�36 City of Santa Ana - DRAFT COMMERCIAL CURBSIDE CART RATES Base Curbside Service Unit Rates Cart Services (Includes 1 Refuse and 1 Recycling Cart, Any Size, Collected Once Per Week) Organics Cart (Any Size. Collected Once Per Week) Additional Curbside Service Unit Rates Additional Refuse Cart - Above One Additional Recycling Cart - Above One Additional Organics Cart - Above One March 9, 2020 WA-�37 City of Santa Ana - DRAFT COMMERCIAL BIN REFUSE RATES Service Description Total Rate 1 Yard Commercial Refuse Bin 1 Yard Refuse Bin x 1/Week 1 Yard Refuse Bin x 2/Week 1 Yard Refuse Bin x 3/Week 1 Yard Refuse Bin x 4/Week 1 Yard Refuse Bin x 5/Week 1 Yard Refuse Bin x 6/Week 2 Yard Commercial Refuse Bin 2 Yard Refuse Bin x 1/Week 2 Yard Refuse Bin x 2/Week 2 Yard Refuse Bin x 3/Week 2 Yard Refuse Bin x 4/Week 2 Yard Refuse Bin x 5/Week 2 Yard Refuse Bin x 6/Week 3 Yard Commercial Refuse Bin 3 Yard Refuse Bin x 1/Week 3 Yard Refuse Bin x 2/Week 3 Yard Refuse Bin x 3/Week 3 Yard Refuse Bin x 4/Week 3 Yard Refuse Bin x 5/Week 3 Yard Refuse Bin x 6/Week 4 Yard Commercial Refuse Bin 4 Yard Refuse Bin x 1/Week 4 Yard Refuse Bin x 2/Week 4 Yard Refuse Bin x 3/Week 4 Yard Refuse Bin x 4/Week 4 Yard Refuse Bin x 5/Week 4 Yard Refuse Bin x 6/Week 6 Yard Commercial Refuse Bin 6 Yard Refuse Bin x 1/Week 6 Yard Refuse Bin x 2/Week 6 Yard Refuse Bin x 3/Week 6 Yard Refuse Bin x 4/Week 6 Yard Refuse Bin x 5/Week 6 Yard Refuse Bin x 6/Week March 9, 2020 WA-138 City of Santa Ana - DRAFT RESIDENTIAL/MULTI-FAMILY BIN REFUSE RATES Service Description �lw Total Rate 1 Yard Residential/Multi-Family Refuse Bin 1 Yard Refuse Bin x 1/Week 1 Yard Refuse Bin x 2/Week 1 Yard Refuse Bin x 3/Week 1 Yard Refuse Bin x 4/Week 1 Yard Refuse Bin x 5/Week 1 Yard Refuse Bin x 6/Week 2 Yard Residential/Multi-Family Refuse Bin 2 Yard Refuse Bin x 1/Week 2 Yard Refuse Bin x 2/Week 2 Yard Refuse Bin x 3/Week 2 Yard Refuse Bin x 4/Week 2 Yard Refuse Bin x 5/Week 2 Yard Refuse Bin x 6/Week 3 Yard Residential/Multi-Family Refuse Bin 3 Yard Refuse Bin x 1/Week 3 Yard Refuse Bin x 2/Week 3 Yard Refuse Bin x 3/Week 3 Yard Refuse Bin x 4/Week 3 Yard Refuse Bin x 5/Week 3 Yard Refuse Bin x 6/Week 4 Yard Residential/Multi-Family Refuse Bin 4 Yard Refuse Bin x 1/Week 4 Yard Refuse Bin x 2/Week 4 Yard Refuse Bin x 3/Week 4 Yard Refuse Bin x 4/Week 4 Yard Refuse Bin x 5/Week 4 Yard Refuse Bin x 6/Week 6 Yard Residential/Multi-Family Refuse Bin 6 Yard Refuse Bin x 1/Week 6 Yard Refuse Bin x 2/Week 6 Yard Refuse Bin x 3/Week 6 Yard Refuse Bin x 4/Week 6 Yard Refuse Bin x 5/Week 6 Yard Refuse Bin x 6/Week March 9, 2020 WA-�39 City of Santa Ana - DRAFT COMMERCIAL RECYCLING RATES 1 Yard Commercial Bin Recycling Rates 1 Yard Recycling Bin x 1/Week 1 Yard Recycling Bin x 2/Week 1 Yard Recycling Bin x 3/Week 1 Yard Recycling Bin x 4/Week 1 Yard Recycling Bin x 5/Week 1 Yard Recycling Bin x 6/Week 2 Yard Commercial Bin Recycling Rates 2 Yard Recycling Bin x 1/Week 2 Yard Recycling Bin x 2/Week 2 Yard Recycling Bin x 3/Week 2 Yard Recycling Bin x 4/Week 2 Yard Recycling Bin x 5/Week 2 Yard Recycling Bin x 6/Week 3 Yard Commercial Bin Recycling Rates 3 Yard Recycling Bin x 1/Week 3 Yard Recycling Bin x 2/Week 3 Yard Recycling Bin x 3/Week 3 Yard Recycling Bin x 4/Week 3 Yard Recycling Bin x 5/Week 3 Yard Recycling Bin x 6/Week 4 Yard Commercial Bin Recycling Rates 4 Yard Recycling Bin x 1/Week 4 Yard Recycling Bin x 2/Week 4 Yard Recycling Bin x 3/Week 4 Yard Recycling Bin x 4/Week 4 Yard Recycling Bin x 5/Week 4 Yard Recycling Bin x 6/Week Any Size Commercial Recycling Cart Any Size Recycling Cart x 1/Week Any Size Recycling Cart x 2/Week Any Size Recycling Cart x 3/Week Any Size Recycling Cart x 4/Week Any Size Recycling Cart x 5/Week Any Size Recycling Cart x 6/Week March 9, 2020 WA--F 40 City of Santa Ana - DRAFT RESIDENTIAL/MULTI-FAMILY RECYCLING RATES 1 Yard Residential/Multi-Family Bin Recycling Rates 1 Yard Recycling Bin x 1/Week 1 Yard Recycling Bin x 2/Week 1 Yard Recycling Bin x 3/Week 1 Yard Recycling Bin x 4/Week 1 Yard Recycling Bin x 5/Week 1 Yard Recycling Bin x 6/Week 2 Yard Residential/Multi-Family Bin Recycling Rates 2 Yard Recycling Bin x 1/Week 2 Yard Recycling Bin x 2/Week 2 Yard Recycling Bin x 3/Week 2 Yard Recycling Bin x 4/Week 2 Yard Recycling Bin x 5/Week 2 Yard Recycling Bin x 6/Week 3 Yard Residential/Multi-Family Bin Recycling Rates 3 Yard Recycling Bin x 1/Week 3 Yard Recycling Bin x 2/Week 3 Yard Recycling Bin x 3/Week 3 Yard Recycling Bin x 4/Week 3 Yard Recycling Bin x 5/Week 3 Yard Recycling Bin x 6/Week 4 Yard Residential/Multi-Family Bin Recycling Rates 4 Yard Recycling Bin x 1/Week 4 Yard Recycling Bin x 2/Week 4 Yard Recycling Bin x 3/Week 4 Yard Recycling Bin x 4/Week 4 Yard Recycling Bin x 5/Week 4 Yard Recycling Bin x 6/Week Any Size Residential/Multi-Family Recycling Cart Any Size Recycling Cart x 1/Week Any Size Recycling Cart x 2/Week Any Size Recycling Cart x 3/Week Any Size Recycling Cart x 4/Week Any Size Recycling Cart x 5/Week Any Size Recycling Cart x 6/Week March 9, 2020 60 241 City of Santa Ana - DRAFT COMMERCIAL ORGANICS RATES 1 Yard Commercial Bin Organics Rates 1 Yard Organics Bin x 1/Week 1 Yard Organics Bin x 2/Week 1 Yard Organics Bin x 3/Week 1 Yard Organics Bin x 4/Week 1 Yard Organics Bin x 5/Week 1 Yard Organics Bin x 6/Week 2 Yard Commercial Bin Organics Rates 2 Yard Organics Bin x 1/Week 2 Yard Organics Bin x 2/Week 2 Yard Organics Bin x 3/Week 2 Yard Organics Bin x 4/Week 2 Yard Organics Bin x 5/Week 2 Yard Organics Bin x 6/Week Any Size Commercial Organics Cart Any Size Organics Cart x 1/Week Any Size Organics Cart x 2/Week Any Size Organics Cart x 3/Week Any Size Organics Cart x 4/Week Any Size Organics Cart x 5/Week Any Size Organics Cart x 6/Week March 9, 2020 WA-�42 City of Santa Ana - DRAFT RESIDENTIAL/MULTI-FAMILY ORGANICS RATES � l Yard Residential/Multi-Family Bin Organics Rates 1 Yard Organics Bin x 1/Week 1 Yard Organics Bin x 2/Week 1 Yard Organics Bin x 3/Week 1 Yard Organics Bin x 4/Week 1 Yard Organics Bin x 5/Week 1 Yard Organics Bin x 6/Week 2 Yard Residential/Multi-Family Bin Organics Rates 2 Yard Organics Bin x 1/Week 2 Yard Organics Bin x 2/Week 2 Yard Organics Bin x 3/Week 2 Yard Organics Bin x 4/Week 2 Yard Organics Bin x 5/Week 2 Yard Organics Bin x 6/Week Any Size Residential/Multi-Family Organics Cart Any Size Organics Cart x 1/Week Any Size Organics Cart x 2/Week Any Size Organics Cart x 3/Week Any Size Organics Cart x 4/Week Any Size Organics Cart x 5/Week Any Size Organics Cart x 6/Week March 9, 2020 6Uk-2 w 3 City of Santa Ana - DRAFT RESIDENTIAL/MULTI-FAMILY AND COMMERCIAL ADDITIONAL SERVICE RATES Service Description Additional Services Total Rate Extra Pickup Enclosure Charge (Per Bin Per Pickup) >25' Pull -Out Charge (Per Bin Per Pickup) Bin Overage Cleanup Fee $ 39.88 Restart Fee $ 22.18 Commercial Exchange Fee $ 63.22 Roll -Off Trip Charge (Dry Run) $ 75.85 Return Trip Fee $ 75.85 Commercial/Multi-Family Bulky Item Pickup Fee $ 47.44 Cleaning Fee - Commercial/Roll-Off $ 31.97 Bin Relocation Fee $ 53.85 Commercial and Roll -Off Contamination Penalty (2nd and Subsequent Events) $ 53.85 Locking Bin 1/Week Locking Bin 2/Week Locking Bin 3/Week Locking Bin 4/Week Locking Bin 5/Week Locking Bin 6/Week Scout Service 1/Week Scout Service 2/Week Scout Service 3/Week Scout Service 4/Week Scout Service 5/Week Scout Service 6/Week March 9, 2020 144 City of Santa Ana - DRAFT 60 - PERMANENT ROLL -OFF, COMPACTOR ROLL -OFF, AND TEMPORARY BIN RATES Service Description Any Size Permanent Refuse Roll -Off Total Rate Any Size Permanent Recycling Roll -Off Any Size Permanent Organics Roll -Off Any Size Compactor 3-Yard Temp Bin Refuse Processing Rate Per Ton Recycling Processing Rate Per Ton Organcis Processing Rate Per Ton March 9, 2020 604245 City of Santa Ana - DRAFT OTHER SERVICES March 9, 2020 6041 46 City of Santa Ana - DRAFT EXHIBIT 3A EXAMPLE RATE ADJUSTMENT CALCULATION CURBSIDE SERVICE Step One: Calculate Percentage Change in Ind ices F B C Row Atljustment Factor Index Old In -Value New lMmValue Percerachaw In lntlw, jjColumn B/Column Aj-1) 1 Service (lj 24].6W 252.169 1.8% 1 2 Fuel j2j 96.233 118.6]5 23.9% 3 ID.1pali j3j 1$ 33.50 $ 34.18 2.0% Step Twa: Diatomite Weighted Increase D E F Row Rtljurtment Factor Intlex Cost Component Weighted as a% of Component Total (4) percent flange In Index (from Column C) Total Weighted Change jColumn0 xColumn E) 4 Service jl) ]2.0% 1.8% 1.3% 5 Fuel j2) 5.0% 23.3% 1.2% 6 Disposal (3) 23.0% 2.0% 0.5% ] Taal 100.0% 3.0% Step Three: Apply Percentage Change to Rates G H I I Raw Rate Cat<gery Existing Customer Fate Total Weightetl Percentage Chan. )Row ],COWmn F) Rate Inamee or Decrease) Column GxCowmn H) Adjusted Rate (Caumn l+ Column Of 8 Residential Cart Service $ 21.92 9.0% $ 0.64 $ 21.96 9 Senior/ Mobile Home Cart Service $ 18.85 9.0% $ 0.57 $ 19.42 10 Additional Refuse Cart $ low 9.0% $ 0.30 $ 10.30 11 Additional Recycling Cart $ 10.00 9.0% $ 0.30 $ 10.30 12 Additional Yard Waste Cart $ 10.W 9.0% $ 0.30 $ 10.90 13 Curbside Extra Pickup $ 36.49 9.0% $ 1.09 $ 37.58 14 Curbside Contamination Fee $ 10.10 3.0% $ 0.32 $ 10.82 15 Damagetl Cart Penally $ 47.25 3.0% $ 1.42 $ 48.67 16 lCurbside Steam Cleaning $ 26.25 9.0% $ 0.79 $ 27.04 ll IWalk Out Service(Non-Diaabletl) $ 26.25 9.0% $ 0.79 $ 27.04 18 Ifidifitional Bulky Item FeeCurbside$ 46.25 9.0% $ 1.39 $ 47.64 Step Four: Re vai Cast Components K L M N 0 Cost Component WegMing Percent Changeg1umn Change in Cart Component Aj a"C"CampmreM CastComponents Rewe6htetl to Raw MjurtmeM Factor Index )Column O) CnlMwi (Column C) yori-Kx Weighting EqualEqua1109% Ciag )Column KZ CalumnU )COWmn N+Column M) (1) 72.051 1.8% 1.3% 73.3% 71.2% LService Fuel )2) 5.0% 23.3% 1.2% 6.2% 5.0% 21 113isposal )3) 23.09E 2.0% 0.5% 23.5% 22.9% 22 IT&sl 1W% 103.0% 100.0% )1) Consumer Price Index for All Urban Consumers )CND ROOOOS4oL1E), all items less food and energy index - average annual change. )2) producer Price Index, W PU0531 not sessonallyadjusted, Fuels and related products and power, Natural Gas - average annual change. )3) per ton disposal rate at Orange County Landfill System. )4) First year based on section 6.4.2 of this Agreement After the first adjustment, weightings come from Column 0 of the previous year's rate adjustment worksheet. March 9, 2020 60 3-1n w City of Santa Ana - DRAFT EXHIBIT 3B EXAMPLE RATE ADJUSTMENT CALCULATION BIN SERVICE Step One: CaImIMe P-enta a Change in Indices A 0 0.oa MluRmem saner IMd GN,. Value New Index Value --,Ebage In lMey(f-lumn aFnlumn Rf-l) 1 ISerxice, (1) 24I.602 252.169 1.8% 2 jFuel (2( 1 96.233 1 110.675 1 23.3% 3 Disposal (3) $ 33.90 $ 34.18 1 2.0% Step Two: Oetermine Wei86tetl lnnerse D I E I F 0.aw MluRmem Faanr Ind. CmtComparemN%dm1asax of Companem TOW(4) Percarc cMgemlndex (ham Column C) Twl WepMeticbanEelColumn Dx Column E) 4 Service (1) 20.0% 1.8% IA% 5 Fuel (2) 5.0% 23.3% 1.2% 6 Disposal (3) 17.M 2A% 0.3% Total 100.0% 2.4M Step Three: APPIy Pertenta xCban,.RMes G H I 1 Rw Rah U[gary ExhtlryCusbmerRrte TOW We1g=Perem0g. Clu Me (0.Ow 7, Wumn E) Rmlereassm M<ream e(Calun Gx Column H) Afi. Kate (ColumnI Wunnn G) 8 3Cub¢Yard Bin -1 Time Per Week $ 174.26 2.9% $ 5.05 $ 179.31 9 3Cube Yard Bin -2 Time Per Week $ 303.71 2.9% $ 8.81 $ 312.52 10 3Cubk Yard Bin -3 Time Per Week $ 433.03 2.9% $ 12.56 $ 445.59 11 3Cubk Yard Bin -4 Time Per Week $ 562.0 2.9% $ 16.32 $ 528.92 12 3Cubk Yard Bin -S Time Per Week $ 692.01 2.9% $ 20.O7 $ 7ID09 13 3Cubk Yard Bin -6 Time Per Week $ 877.51 2.9% $ 25.45 $ 902.96 Step Four: Re-wegbt Cast Components K L M N O Raw MI -mend Factor Inds Car Comparem.41te. (Column D) Per<mt Change In Index (Column C) Umgeln.Carryarem WegMlq (Column K x Column L) MluffetlCmt Camporem WegMlq (Column Kr Column M) test parems 0.tweldttMm Equal letter 14 Servke (1) 7& M 1.8% 1.4% 79A% 22.2% 15 Fuel (2) 5.0% 23.3% 1.2% 6.2% 6A% 16 D6-1 (3) 1I.QM 2.0% 0.3% 1T.3% 16.8% lT TOGI 10M 102.. 1D]A1 (1) Consumer Pace Intl. for All Urban Consumers (CUUROCCOSA011E), all items essfood and energy index -average annual change. (2) Producer Price Index, WPU0531 not seasonally adjusted, Fuels and related products and poxeq Natural Gas -average annual chage. (3) Per We Disposal rate at Orange County Landfill System. (4) First year bash on S tion 6A.2 of this Agreement After the first adjustment, weghtings- from Column O of the previous year's me adjustment worksheet. March 9, 2020 3-2 City of Santa Ana - DRAFT 60A-248 EXHIBIT 3C EXAMPLE RATE ADJUSTMENT CALCULATION ROLL -OFF SERVICE Step One: Calculate Percentage Change in Indicesfor "Pull" Component A B C Row ,tl Innen[FMor Intlex OItlIMex Value New lZ..'ae Percent Cline In lrMwr((CUlumn B/CONmn A)-1) 1 Service (1) 247.9 252.169 1.8% 2 IFuel (2) 1 96233 1 118.675 23.3% Step Two: Determine Weighted increase for "Pull" Component D E F Row Adjusment Factor Intlex Cos[ Componerr Weightetl me% of Component Total Percent Chwye In Index (hom Column C) Total WeightedChwye(Column 0 xColumn E) 3 Service (1) 90.0% 1.9% 1.6% 4 Fuel (2) 10.OK 23.3% 2.3% 5 Total 100.0% Step Three: Apply Percentage Change to to "Pull" Rates G H 1 1 Roe, Res. Category Fsistiy Customerlute Total Weighted Percentage Change (Row S, Column F) Rate Increase or Deaeaw(Column Gx Column H) Adjuwd Rate (Column G 4 Column l) 6 10 Cubic Yard Roll -Off $ 268.16 3.9% $ 10.46 $ 278.62 T NCubic Yard Roll -Off $ 268.16 3.9% $ 10.46 $ 278.62 8 40 Cubic Yard Roll -Off $ 268.16 3.9% $ 10.46 $ 278.62 9 10 Cubic Yard Compactor $ 324.04 3.9% $ 12.64 $ 336.0 10 20 Cubic Yard Compactor $ 324.04 3.9% $ 12.64 $ 336.0 11 40 Cubic Yard Compactor $ 324.04 3.9% $ 12.64 $ 336.0 Step Four. Re -weight Cost Components for "Pull" Rates K L M N 1 O Change inCoAComponent Row AtljustmentFMor Index Can Component Weighting Percent Change in Into Wwghnng Adjusted Cost Component Weightin Cuenca mponents Reweightetl (Column 0) (Column C) (Column K xColumn L) (Column K4 Column M) to E,al 100% 12 Service (1) 90.0% 1.9% 1.6% 91.6% 88.2% 13 Fuel (2) 10.0% 23.3% 2.3% 12.3% 11.8% 14 Total 100% 103.9% 100.0% Step Five: Calculate Adjustment to Tonnage Charge P q R 5 Raw Atlluatment Factor Index Existing Wh Per Ton Percent Change in Index I Rate lnoease or Decrease Atljmtai Rate 14) (Row 1, Column C) (Column P x Column q) (Column P 4 Column R) 15 Tonnage Charge (5) $71.49 1.9% $1.29 $72.78 (1) Consumer Price Index for All Urban Consumers (CUUR000MA)LIE), all items less food and energy index -average annual change. (2) Pmdumr Pdce Index, WPV0531 not seasonally adjusted, Fuels and related products and power, Natural Gas -average annual change. (3) For the first rate adjustmera the existing rate perms will be based on the rate proposed bythe contractor. In subsequent years the existing rate per ton will come from Row 15, Column S of the prior years rate adjustment. (4) First year based on Section 6.4.2 ofthis Agreement After the first adjustment, weightings comefrgrn Column O of the previous year's rate adjustmentwmrksheet. (5) Consumer Price Index for All Urban Consumers (CUUROOOOSAO), all items, U5. city average, not seasonally adjusted - average annual change. March 9, 2020 3-3 City of Santa Ana - DRAFT 60A-249 EXHIBIT 3D EXAMPLE RATE ADJUSTMENT CALCULATION OTHER SERVICES Collection and Recycling of Used Motor Oil and Used Motor Oil Filters Row Contractor Compensation Rate Adjustment 1 Existing Contractor Monthly Compensation $ 2,750 2 Percent Change in CPI i'I 1.8% 3 Compensation Increase or Decrease $ 50 4 Adjusted Monthly Compensation $ 2,800 "'Consumer Price Index for All Urban Consumers (CUUR0000SA0LIE) all items less food and energy- average annual change. Emergency Services Row Contractor Compensation Rate Adjustment 1 Hourly Rate for One Crew, One Vehicle $ 110 2 Percent Change in CPI (') 1.8% 3 Compensation Increase or Decrease $ 2 4 Adjusted Monthly Compensation $ 112 "'Consumer Price Index for All Urban Consumers (CUUR0000SA0LIE) all items less food and energy- average annual change. Grant Administration Row Contractor Compensation Rate Adjustment 1 Hourly Rate $ 50 2 Percent Change in CPI " 1.8% 3 Compensation Increase or Decrease $ 1 4 Adjusted Monthly Compensation $ 51 Consumer Price Index for All Urban Consumers (CUUR0000SA0LIE) all items less food and energy- average annual change. March 9, 2020 3-4 City of Santa Ana - DRAFT 60A-250 EXHIBIT 3E EXAMPLE CALCULATION FOR AVERAGE ANNUAL CHANGE IN PUBLISHED INDICES Consumer Price Index The CPI rate adjustment index is calculated using the "average annual change' as demonstrated in the example below, measured for the 12 months ending December prior to the Rate Year anniversary date compared to the 12 months ending December in the previous year. The Bureau of Labor Statistics publishes the Consumer Price Index for All Urban Consumers for All Items Less Food and Energy - US City Average. In the example below, the average annual index for the 12 months ended December 2017 of 252.169 is entered in Column B, Row 1, "New Index Value," of the example rate adjustment formula in Exhibit 3A, and the average annual index for the 12 months ended December 2016 of 247.602 is entered in Column A, Row 1, "Old Index Value" in Exhibit 3A. This would have resulted in a 1.8%N increase to the service component of the rates as calculated in Column C, Row 1 of Exhibit 3A. Consumer Price Index - All Urban Consumers, U.S. City Average All Items Less Food and Energy, CUUROOOOSAOUE CPI-AII Urban Consumers (Current Series( Original Data Value Series Id: CUUI200005ADL1E Not Seasonally Adjusted Series Title: Alli& les food and ere,,y in U S city.,l ,al A. U5. city average It. Allitens ks food and energy Base Period: 1982-84=100 Years 200810 2018 S.U.: httpsj/dab.bis.goy/tim.s rieVCUURO95JWLIE Year Jan Feb Afar Apr May Jun Jul Aug Sep O,A Nov 13c HALF1 HALF2 Annual Average 2008 213138 213 866 214 866 215 %9 215. 180 215.553 216 045 216 476 216862 217023 216 690 216100 214610 216 533 215.522 2009 216 719 217 685 218 639 219.143 219.128 219 283 219.350 219 5% M 137 M 731 220 384 220 025 218 433 M 037 219.295 201D 220.086 220.602 M %9 221.166 221.193 221 265 221 258 221.551 221907 222079 222.077 221 795 220.895 221 HO 221.337 2011 222.177 223011 2236% T24. 118 224534 T24891 225. 164 225874 226289 226743 226.859 226.y40 223737 226.278 225.008 2012 221237 221865 228135 229.303 229.602 229.879 229.893 230.1% 230]80 231276 231263 231033 228TO 230.140 229.755 2013 231 612 232432 233.%2 233236 233.462 233.640 233.792 234.258 234782 235162 235243 235000 232906 23 7W 233.806 2014 235.367 236.075 236.913 237509 238.029 238.157 238. 138 238.296 238841 239413 239248 238.A5 237008 238.185 237.892 2015 239248 240083 241067 241802 242.119 242354 242136 242651 243359 243985 244.075 243.A9 241.112 243.381 242.247 2016 244.528 245680 246.358 246.992 2475 24779 247 144 248.2y8 248731 249218 249221 249.134 246.483 248.122 242.1502 2017 250D83 251143 251290 251642 251835 252014 251936 252460 252941 2536M 253.492 253.558 251335 253D04 252.169 Percent Change in Indea: (252.169- 2A7.602(+247.602 1.8% March 9, 2020 60 3-52 51 City of Santa Ana - DRAFT Fuel Index The fuel rate adjustment index is calculated using the "average annual change" as demonstrated in the example below, measured for the 12 months ending December prior to the Rate Year anniversary date compared to the 12 months ending December in the previous year. The Bureau of Labor Statistics publishes the Producer Price Index for Fuels and Related Products and Power - Natural Gas. In the example below, the average annual index for the 12 months ended December 2017 of 118.675 is entered in Column B, Row 2, "New Index Value," of the example rate adjustment formula in Exhibit 3A, and the average annual index for the 12 months ended December 2016 of 96.233 is entered in Column A, Row 2, "Old Index Value' in Exhibit 3A. This would have resulted in a 23.3% increase to the fuel component of rates as calculated in Column C, Row 2 of Exhibit 3A. Producer Price Index - Fuels and Related Products and Power - Natural Gas, WPU0531 PPI Commodity Data Original Data Value Series Id WMU531 Not Seasonally Atljustetl Series Title: PR Commotlity data for Fuels and related products Group: Fuels and relaptl products and power Item: Natural gas Base Gate: 198200 Years: 2008 to 2018 Year Jan Feb Mar Jun Jul Oct Nov Dec Annual 2W8 293.4 3324 W27 384.0 4370 449.5 489.9 3557 306.9 25 0 2172 2420 343.975 2009 229.4 1759 146.8 138.7 1356 1402 151.5 1478 123.3 154.0 181.5 1951. 159.983 2010 244.4 2312 2043 168.8 1758 1780 1%4 1943 1577 159.6 1439 1767 185.842 2011 1n 6 1830 1650 178.6 1824 1839 184.0 1825 167.1 158.4 148 3 1,H 4 171.433 2012 132.4 1153 1047 92.3 894 102.1 1156 1259 1154 126.2 1435 152.3 117.925 2013 143.1 138.2 1,H2 163.9 1722 170.1 155.6 1468 149.8 149.5 Iwo 1632 153.883 2014 180.7 2351 2103 191.7 1934 1867 1]9.(i 1595 162.8 160.4 1551 170.5 182.400 2015 1276 1147 1158 101.1 1010 108.8 109.4 112.1 104.5 99.6 846 854 105.383 2016 936 840 64.4 702 750 82.3 1135 1059 1139 1144 Iwo 132.5 96.233 2011 156.2 1330 1038 1204 1198 1203. 115.1 1118 1116 108.8 1066 1167 118.675 Service Coanporent Increase Calwla8on: 1118.675-96.211) -N.233 March 9, 2020 WA_F 52 City of Santa Ana - DRAFT EXHIBIT 4 CORPORATE GUARANTY Guaranty THIS GUARANTY (the "Guaranty) is given as of the day of , 2020. THIS GUARANTY is made with reference to the following facts and circumstances: hereinafter ("Owner") is a organized under the laws of the State of which is wholly owned by . (Guarantor). B. Owner and the City have negotiated an Agreement for Collection, processing, and Disposal of Solid Waste dated as of (hereinafter "Agreement'). A copy of this Agreement is attached hereto. C. It is a requirement of the Agreement, and a condition to the City entering into the Agreement, that Guarantor guaranty Owners performance of the Agreement. D. Guarantor is providing this Guaranty to induce the City to enter into the Agreement. NOW, THEREFORE, in consideration of the foregoing, Guarantor agrees as follows: 1. Guaranty of the Agreement. Guarantor hereby irrevocably and unconditionally guarantees to the City the complete and timely performance, satisfaction and observation by Owner of each and every term and condition of the Agreement which Owner is required to perform, satisfy or observe. hi the event that Owner fails to perform, satisfy or observe any of the terms and conditions of the Agreement, Guarantor will promptly and fully perform, satisfy or observe them in the place of the Owner or cause them to be performed, satisfied or observed. Guarantor hereby guarantees payment to the City of any damages, costs or expenses which might become recoverable by the City from Owner due to its breach of the Agreement. 2. Guarantor's Obligations Are Absolute. The obligations of the Guarantor hereunder are direct, immediate, absolute, continuing, unconditional and unlimited, and with respect to any payment obligation of Owner under the Agreement, shall constitute a guarantee of payment and not of collection, and are not conditional upon March 9, 2020 60A-�53 City of Santa Ana - DRAFT the genuineness, validity, regularity or enforceability of the Agreement. In any action brought against the Guarantor to enforce, or for damages for breach of, its obligations hereunder, the Guarantor shall be entitled to all defenses, if any, that would be available to the Owner in an action to enforce, or for damages for breach of, the Agreement (other than discharge of, or stay of proceedings to enforce, obligations under the Agreement under bankruptcy law). 3. Waivers. Except as provided herein the Guarantor shall have no right to terminate this Guaranty or to be released, relieved, exonerated or discharged from its obligations under it for any reason whatsoever, including, without limitation: (1) the insolvency, bankruptcy, reorganization or cessation of existence of the Owner; (2) the actual or purported rejection by a trustee in bankruptcy of the Agreement, or any limitation on any claim in bankruptcy resulting from the actual or purported termination of the Agreement; (3) any waiver with respect to any of the obligations of the Agreement guaranteed hereunder or the impairment or suspension of any of the City's rights or remedies against the Owner; or (4) any merger or consolidation of the Owner with any other corporation, or any sale, lease or transfer of any or all the assets of the Owner. Without limiting the generality of the foregoing, Guarantor hereby waives the rights and benefits under California Civil Code Section 2819. The Guarantor hereby waives any and all benefits and defenses under California Civil Code Section 2846, 2849, and 2850, including without limitation, the right to require the City to (a) proceed against Owner, (b) proceed against or exhaust any security or collateral the City may hold now or hereafter hold, or (c) pursue any other right or remedy for Guarantor's benefit, and agrees that the City may proceed against Guarantor for the obligations guaranteed herein without taking any action against Owner or any other guarantor or pledgor and without proceeding against or exhausting any security or collateral the City may hold now or hereafter hold. City may unqualifiedly exercise in its sole discretion any or all rights and remedies available to it against Owner or any other guarantor or pledgor without impairing the City's rights and remedies in enforcing this Guaranty. The Guarantor hereby waives and agrees to waive at any future time at the request of the City to the extent now or then permitted by Applicable Law, any and all rights which the Guarantor may have or which at any time hereafter may be conferred upon it, by statute, regulation or otherwise, to avoid any of its obligations under, or to terminate, cancel, quit or surrender this Guaranty. Without limiting the generality of March 9, 2020 60A-�54 City of Santa Ana - DRAFT the foregoing, it is agreed that the occurrence of any one or more of the following shall not affect the liability of the Guarantor hereunder: (a) at any time or from time to time, without notice the Guarantor, performance or compliance herewith is waived; (b) any other of any provision of its Agreement indemnification with respect to Owner's obligations under the Agreement or any security therefore is released or exchanged in whole or in part or otherwise dealt with; or (c) any assignment of the Agreement is effected which does not require the City s approval. The Guarantor hereby expressly waives diligence, presentment, demand for payment or performance, protest and all notices whatsoever, including, but not limited to, notices of non-payment or non-performance, notices of protest, notices of any breach or default, and notices of acceptance of this Guaranty. If all or any portion of the obligations guaranteed hereunder are paid or performed, Guarantor's obligations hereunder shall continue and remain in full force and effect in the event that all or any part of such payment or performance is avoided or recovered directly or indirectly from the City as a preference, fraudulent transfer or otherwise, irrespective of (a) any notice of revocation given by Guarantor or Owner prior to such avoidance or recovery, and (b) payment in full of any obligations then outstanding. 4. Term. This Guaranty is not limited to any period of time, but shall continue in full force and effect until all of the terms and conditions of the Agreement have been fully performed or otherwise discharged and Guarantor shall remain fully responsible under this Guaranty without regard to the acceptance by the City of any performance bond or other collateral to assure the performance of Owner's obligations under the Agreement. Guarantor shall not be released of its obligations hereunder so long as there is any claim by the City against Owner arising out of the Agreement based on Owner's failure to perform which has not been settled or discharged. 5. No Waivers. No delay on the part of the City in exercising any rights under this Guaranty or failure to exercise such rights shall operate as a waiver of such rights. No notice to or demand on Guarantor shall be a waiver of any obligation of Guarantor or right of the City to take other or further action without notice or demand. No modification or waiver of any of the provisions of this Guaranty shall be effective unless it is in writing and signed by the City and by Guarantor, nor shall any waiver be effective except in the specific instance or matter for which it is given. 6. Attorney's Fees. In addition to the amounts guaranteed under this Guaranty, March 9, 2020 60A-�55 City of Santa Ana - DRAFT Guarantor agrees in the event of Guaranty's breach of its obligations to pay reasonable attorney's fees and all other reasonable costs and expenses incurred by the City in enforcing this Guaranty, or in any action or proceeding arising out of or relating to this Guaranty, including any action instituted to determine the respective rights and obligations of the parties hereunder. 7. Governing Law: Jurisdiction. This Guaranty is and shall be deemed to be a contract entered into in and pursuant to the laws of the State of California and shall be governed and construed in accordance with the laws of California without regard to its conflicts of laws, rules for all purposes including, but not limited to, matters of construction, validity and performance. Guarantor agrees that any action brought by the City to enforce this Guaranty may be brought in any court of the State of California and Guarantor consents to personal jurisdiction over it by such courts. Guarantor appoints the following person as its agents for service of process in California: With a copy by certified mail to: 8. Severability. If any portion of this Guaranty is held to be invalid or unenforceable, such invalidity will have not have an effect upon the remaining portions of this Guaranty, which shall be severable and continue in full force and effect. 9. Binding On Successors. This Guaranty shall inure to the benefit of the City and its successors and shall be binding upon Guarantor and its successors, including transferee(s) of substantially all of its assets and its shareholder(s) in the event of its dissolution or insolvency. 10. Authority. Guarantor represents and warrants that it has the corporate power and authority to give this Guaranty, that its execution of this Guaranty has been authorized by all necessary action under its Article of Incorporation and By -Laws, and March 9, 2020 60A-156 City of Santa Ana - DRAFT that the person signing this Guaranty on its behalf has the authority to do so. 11. Notices. Notice shall be given in writing, deposited in the U.S. mail, registered or certified, first class postage prepaid, addressed as follows: To the City: Executive Director of Public Works City of Santa Ana 20 Civic Center Plaza, M-21 Santa Ana, CA 92701 with a copy to the City Counsel at the same address. To the Guarantor: By: (title) By: (title) March 9, 2020 60A-�57 City of Santa Ana - DRAFT EXHIBIT 5 CONTRACTOR'S FAITHFUL PERFORMANCE BOND KNOW ALL MEN BY THESE PRESENTS: That , a California , as PRINCIPAL, and a Corporation organized and doing business by virtue of the laws of the State of California, and duly licensed for the purpose of making, guaranteeing, or becoming sole surety upon bonds or undertakings required or authorized by the laws of the State of California, as SURETY, are held and firmly bound to City, hereinafter called OBLIGEE, in the penal sum of two -million, five -hundred thousand dollars ($2,500,000) lawful money of the United States, for the payment of which, well and truly to be made, we and each of us hereby bind ourselves, and our and each of our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH THAT: WHEREAS, the above bounden PRINCIPAL has entered into a contract, entitled "COLLECTION AND HANDLING OF SOLID WASTE GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA" with City, to do and perform the following work, to wit: Collect, Process and Dispose of Solid Waste generated within City, in accordance with the contract. NOW, THEREFORE, if the above bounden PRINCIPAL shall well and truly perform, or cause to be performed each and all of the requirements and obligations of said contract to be performed by said PRINCIPAL, as in said contract set forth, then this BOND shall be null and void; otherwise it will remain in full force and effect. And the said Surety, for value received hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract or to the work to be performed thereunder or the specifications accompanying the same shall in any wise affect its obligations on this BOND, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract or to the work or to the specifications. March 9, 2020 6U A_� 58 City of Santa Ana - DRAFT In the event suit is brought by OBLIGEE to enforce the provisions of this bond, said Surety will pay to OBLIGEE a reasonable attorney's fee, plus costs of suit, in an amount to be fixed by the court. IN WITNESS WHEREOF, said PRINCIPAL and said SURETY have caused these presents to be duly signed and sealed this a California Corporation (PRINCIPAL) (SEAL) DAY OF 20 SURETY By: (ATTORNEY IN FACT) (SEAL) March 9, 2020 6Uk_� 59 City of Santa Ana - DRAFT EXHIBIT 6 NOTARY CERTIFICATION STATE OF CALIFORNIA) COUNTY OF ) ss: On before me, the undersigned, a Notary Public in and for the State of California, personally appeared known to me to be the of Contractor that executed the within instrument on behalf of the Contractor therein named, and acknowledged to me that such Contractor executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal in the County of My Commission Expires: this day of Notary Public March 9, 2020 6UA-�60 City of Santa Ana - DRAFT EXHIBIT 7 COUNTY WASTE DISPOSAL AGREEMENT March 9, 2020 NA-�161 City of Santa Ana - DRAFT 1 A 1 1 2019 A-2016.027 AMENDMENT TO WASTE DISPOSAL AGREEMENT Between THE COUNTY OF ORANGE, CALIFORNIA and the CITY OF SANTA ANA County Amendment Authorization Date: A012Z2016 County Notice Address: Director OC Waste and Recycling 300 N. Flower, Suite 400 Santa Ana, CA 92703 With courtesy copies: City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, CA 92702 FAX 714-647-6515 2016 Amendment to Waste Disposal Agreement 2016 City Amendment Authorization Date: February 16, 2016 City Notice Address 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 City of Santa Ana Public Works Agency 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 FAX 714-647-5622 3/9/2020 60A-262 City of Santa Ana, Draft Section 1. Amendment to Original Waste Disposal Agreement (a) Sections 3.6(C) and 3.6(E) of the Original Waste Disposal Agreement are deleted and replaced in their entirety, as set forth below: "(C) Receipt of Imported Acceptable Waste on a Contract Basis. Throughout the Tenn hereof, the County shall have the right to enter into a contract or other agreement with any municipal or private non -County entity for the delivery of Imported Acceptable Waste on terms. and conditions that the County determines to be necessary to ensure and enhance the viability of the Disposal System for the benefit of the County and the Participating Cities and to generate Net Import Revenues, The County certifies that in its good faithjudgment the contract or other agreement for the delivery of such waste will not materially and adversely affect the ability of the County to receive and dispose of Acceptable Waste from the Participating Cities in accordance with the applicable Disposal Agreements throughout the Term thereof. " "(E) Application and Use of Revenues From Other Users, (1) Throughout the term hereof, all revenues received by the County from the disposal of County Acceptable Waste by the Disposal System, and all revenues received by the County from the disposal of Imported Acceptable Waste by the Disposal System (including amounts received by the County as a result of the failure of contract counterparties to deliver minimum required amounts of Imported Acceptable Waste) , shall be deposited by the County in the County OC Waste & Recycling Enterprise Fund and shall constitute revenues of the Disposal System. Pursuant to the County's Plan of Adjustment, the County is entitled to receive net revenues (after payment of all costs attributable to the acceptance of such Imported Acceptable Waste at the Disposal System) ("Net Import Revenues") from the disposal of Imported Acceptable Waste by the Disposal System. Costs attributable to the disposal of Imported Acceptable Waste include deposits to the Environmental Fund, deposits to closure and postclosure reserves, City host fees (if applicable), operating costs (such as manpower expenditures, equipment, services and supplies expenditures), state surcharges, and a_pro rata share of capital project costs. Net Import Revenues shall be used for the payment of bankruptcy related obligations until payment in full of such bankruptcy related obligations required to be paid from such Net Import Revenues pursuant to the Plan of Adjustment. It is estimated that payment in full of such bankruptcy related obligations required to be paid from such Net Import Revenues pursuant to the Plan of Adjustment will occur by the end of Fiscal Year 2017-18. (2) Until the County's obligation to apply Net Import Revenues for the payment of bankruptcy related obligations in accordance with the Plan of Adjustment has been satisfied in full, Net Import Revenues shall be calculated as provided in Section (3.6)(E)(1). For any period after the County's obligation to apply Net Import Revenues for the payment of bankruptcy related obligations in accordance with the Plan of Adjustment has been satisfied in full, Net Import Revenues shall be calculated as follows: (i) in Fiscal Year 2017-18, Net Import Revenues for each ton of Imported Acceptable Waste received shall be equal to the revenues received for the disposal of such ton of Imported Acceptable Waste (excluding any newly established per -ton fees or increases to existing per -ton fees with respect to Imported Acceptable Waste payable to the State, other regulatory agencies or cities in which facilities in the Disposal System are located) in excess of $17.57 per ton; (ii) in Fiscal Year 2018-19, Net Import Revenues for each ton of Imported Acceptable Waste received shall be equal to the revenues received for the disposal of such ton of Imported 2016 Amendment to Waste Disposal Agreement. 3/9/2020 60A -263 City of Santa Ana, Draft "SECTION 6.1 EFFECTIVE DATE AND TERM. (A) Initial. Term. This Agreement shall continue in full force and effect until June 30, 2025, unless earlier terminated in accordance with its terms, in which event the Term shall be deemed to have expired as of the date of such termination. (B) Oration to Renew. This Agreement shall be subject to renewal by mutual agreement of the parties, on or before June 30, 2023, for an additional term of ten years (the "Renewal Term") on the same terms and conditions as are applicable during the Initial Tenn hereof The City shall give the County written notice of its irrevocable election to renew this Agreement on or before June 30, 2022, If the parties do not renew this Agreement by June 30, 2023, the Agreement shall expire on June 30, 2025." (d) The first sentence of Section 6.1(C) of the Original Waste Disposal Agreement is deleted in its entirety and replaced with the following: "In connection with the panties' right to renew this Agreement for an additional ten-year term pursuant to Section 6,1(B), the parties shall, on or before June 30, 2023, negotiate an applicable change in the Contract Rate for such renewal term." (e) Appendix 2 of the Original Waste Disposal Agreement is deleted in its entirety and replaced with the form attached hereto. (f) Appendix 5 shall be added to the Original Waste Disposal Agreement as a new appendix, in the form attached hereto. (g) All other terms and conditions of the Original Waste Disposal Agreement shall remain in full force and effect. Section 2. Initial Payment, As consideration for the execution of Amendment by all of the Participating Cities, and subject to the occurrence of the Amendment Effectivo'bate pursuant to Section 3, the County agrees to pay, fiom the County OC Waste & Recycling .Enterprise Fund, the Amendment Payment to the Participating Cities listed in Appendix S. The aggregate Amendment Payment shall be $5,400,000, and shall be distributed to the individual Participating Cities (including the City) in the percentages set forth in Appendix 5 by September 30, 20t6. Section 3. Effectiveness of Amendment. The provisions of this Amendment shall not become effective unless and until the Amendment has been executed by the County and all of the Participating Cities. The date on which the County and all of the Participating Cities have executed the Amendment shall be the "Amendment Effective Date." The County shall give written notice of the Amendment Effective Date to the City. In the event that the Amendment Effective Date does not occur by June 30, 2016, this Amendment shall be automatically terminated and the County shall have no obligation to make the Amendment Payment. Section 4. REPRESENTATIONS AND WARRANTIES OF THE PARTIES. Each of the parties to this Amendment represent and warrant that it is a political subdivision of the State of California validly existing under the Constitution and laws of the State and (ii) it has duly authorized the execution and delivery of this Amendment, and has duly executed and delivered the Amendment. 2016 Amendment to Waste Disposal Agreement 3/9/2020 60A-264 City of Santa Ana, Draft APPENDIX 2 County Acceptable Waste Tonnage Target to be Used for Purposes of Section 4.2(b) Fiscal Year Tonnage FY 2015-16 2,724,250 FY2016-17 2,681,153 FY 2017-I8 2,638,746 FY 2018-19 2,597,017 FY 2019-20 2,558,522 FY 2020-21 2,520,605 FY 2021-22 2,483,256 FY 2022-23 2,483,256 FY 2023-24 2,483,256 FY 2024-25 2,483,256 2016 Amendment to Waste Disposal Agreement 3/9/2020 60A-265 Cumulative 2,724,250 5,405,403 8,044,149 10,641,166 13,199,688 15,720,293 18,203,549 20,686,805 23,170,061 25,653,317 City of Santa Ana, Draft A-2009-047 WASTE DISPOSAL AGREEMENT Between THE COUNTY OF ORANGE, CALIFORNIA County Authorization Date: March 24, 2009 County Notice Address: Director Integrated Waste Management Department 320 N. Flower Street, Suite 400 Santa Ana, CA 92703 and the CITY OF SANTA ANA Dated May 4, 2009 City Authorization Date: May 4, 2009 City Notice Address: Executive Director Public Works Agency 20 Civic Center Plaza M-21 Santa Ana, CA 92701 Execution Copy 3/9/2020 601Q1-(2-66 City of Santa Ana, Draft A-2009-047 INSURANCE NOT REQUIRED WORK tJAY PROCEED CLERK OF :,QUNCIL �ArF: J'1N 1 7 2009 WASTE DISPOSAL AGREEMENT Between THE COUNTY OF ORANGE, CALIFORNIA and the CITY OF SANTA ANA Dated May 4, 2009 County Authorization Date: City Authorization Date March 24.2009 May 4, 2009 County Notice Address: City Notice Address: Director Executive Director Integrated Waste Management Department Public Works Agency 320 N. Flower Street, Suite 400 20 Civic Center Plaza M-21 Santa Ana, CA 92703 Santa Ana, CA 92701 Execution Copy 3/9/2020 60A-7267 City of Santa Ana, Draft TABLE OF CONTENTS Pave ARTICLE I DEFINITIONS AND INTERPRETATION Section t.I DEFINITIONS ................................ .... ............. ............ .... ...... ............. ........... ......... .I.............. .......... � Section1.2INTERPRETATION........................... ...... ................ ............ ....... .._............... ................................... 7 ARTICLE 11 REPRESENTATIONS AND WARRANTIES Section 21 REPRESENTATIONS AND WARRANTIES OF THE CITY........................................................8 Section 2.2 REPRESENTATIONS AND WARRANTIES OF THE COUNTY .......................... .......... .... ........:9 ARTICLE III DELIVERY AND ACCEPTANCE OF WASTE AND PROVISION OF DISPOSAL SERVICE Section 3.1 DELIVERY OF WASTE..................................................................................................................9 Section 3.2 PROVISION OF DISPOSAL SERVICES BY THE COUNTY ......... ................. .........I .......... I...... I I Section 3.3 COUNTY RIGHT TO REFUSE WASTE...................................................................................... 12 Section 3.4 UNINCORPORATED AREA ACCEPTABLE WASTE...............................................................13 Section 3.5 MISCELLANEOUS OPERATIONAL MATTERS.......................................................................14 Section 3.6 OTHER USERS OF THE DISPOSAL SYSTEM..........................................................................14 Section 3.7 COUNTY PROVISION OF WASTE DIVERSION SERVICES...................................................15 ARTICLE 1V CONTRACT RATE Section 4.1 CHARGING AND SECURING PAYMENT OF CONTRACT RATE.........................................15 Section 4.2 CONTRACT RATE........................................................................................................................ 15 Section 4.3 RESPONSIBILITY FOR PAYMENT OF THE CONTRACT RATE...........................................21 Section 4.4 BILLING OF THE CONTRACT RATE........................................................................................21 Section 4.5 RESTRICTED RESERVES............................................................................................................21 Section 4.6 AUDITED FINANCIAL STATEMENTS......................................................................................22 Section 4.7 ANNUAL UPDATE OF TEN-YEAR FINANCIAL PROJECTION.............................................22 ARTICLE V BREACH, ENFORCEMENT AND TERMINATION Section 5.1 BREACH ..................................................................... .......................................................... I........ 23 Section 5.2 CITY CONVENIENCE TERMINATION.....................................................................................23 Section 5.3 TERMINATION.............................................................................................................................23 Section5.4 NO WAIVERS................................................................................................................................24 Section 5.5 FORUM FOR DISPUTE RESOLUI'ION........................_...........................................................24 ARTICLE VI TERM Section 6.1 EFFECTIVE DATE AND TERM..................................................................................................24 Section 6.2 COMMENCEMENT DATE...........................................................................................................25 Execution Copy 3/9/2020 60A-268 City of Santa Ana, Draft ARTICLE VII GENERAL PROVISIONS Section 7.1 OPERATION AND MAINTENANCE OF THE DISPOSAL SYSTEM.......................................26 Section 7.2 UNCONTROLLABLE CIRCUMSTANCES GENERALLY........................................................26 Section7.3 INDEMNIFICATION.....................................................................................................................27 Section 7.4 RELATIONSHIP OF THE PARTIES............................................................................................27 Section7.5 LIMITED RECOURSE..................................................................................................................27 Section 7.6 PRE-EXISTING RIGHTS AND LIABILITIES.............................................................................27 Section7.7 NO VESTED RIGHTS ...................................................................................................................28 Section 7.8 LIABILITY FOR COLLECTION, TRANSPORTATION AND PROCESSING ..........................28 Section 7.9 NO CONSEQUENTIAL OR PUNITIVE DAMAGES..................................................................28 Section7.10 AMENDMENTS............................................................................................................................28 Section 7.11 NOTICE OF LITIGATION............................................................................................................28 Section 7.12 FURTHER ASSURANCES...........................................................................................................28 Section 7.13 ASSIGNMENT OF AGREEMENT...............................................................................................28 Section 7.14 INTEREST ON OVERDUE OBLIGATIONS...............................................................................28 Section7.15 BINDING EFFECT........................................................................................................................28 Section7.16 NOTICES...................................................._..................................................................................28 APPENDIX I ESTIMATED ANNUAL TONNAGE APPENDIX 2 CUMULATIVE, TONNAGE TARGETS APPENDIX 3 CUMULATIVE CAPITAL COSTS APPENDIX 4 FORM OF HAULER ACKNOWLEDGEMENT F'xecution Copy 3/9/2020 60A-269 City of Santa Ana, Draft WASTE DISPOSAL AGREEMENT THIS WASTE DISPOSAL AGREEMENT is made and dated as of the date indicated on the cover page hereof between the County of Orange, a political subdivision of the State of California (the "County"), and the City designated on the cover page of this Agreement, a general law or charter city and political subdivision of the State of California (the `City"). RECITALS The County owns, manages and operates a sanitary landfill system for the disposal of municipal solid waste generated by the cities and the unincorporated area within the County (the "Disposal System'). The Disposal System includes three active landfills and four regional household hazardous waste collection centers. The Disposal System is used for the disposal of municipal solid waste which is not reused, recycled or otherwise diverted from landfill disposal, pursuant to the California Integrated Waste Management Act of 1989 (Division 30 of the California Public Resources Code) (the "Act"). The City, in the exercise of its police power and its powers under the Act, has entered into a franchise or other agreement with or issued permits or licenses to one or more private haulers for the collection and disposal of municipal solid waste generated within the City. A significant portion of municipal solid waste generated within the City historically has been and currently is delivered by such hauler or haulers to the County for disposal in the Disposal System. In 1997, the City and the County entered in a waste disposal agreement (the "Original WDA"), pursuant to which the County agreed to provide disposal capacity for waste generated in the City, and the City agreed to deliver or cause the delivery of waste generated in the City to the Disposal System, as more specifically set forth in, and subject to the terms and conditions of, the Original WDA. The Original WDA, as amended, will expire by its terms on June 30, 2010, unless the City and the County agree to renew the Original WDA. The City and the County desire to enter into this agreement to extend, amend and restate the Original WDA, on the terms and conditions set forth herein. The County and City acknowledge that the Original WDA shall remain in full force and effect until the Commencement Date. The City has determined that the execution of this Agreement by the City will serve the public health, safety and welfare of the City by providing greater disposal rate stability, more predictable and reliable long-term disposal service, and the continuation of sound environmental management. The County has determined that the execution by the County of this Agreement will serve the public health, safety and welfare by providing a more stable, predictable and reliable supply of municipal solid waste and the resulting service payment revenue to the Disposal System, thereby enabling the County to plan, manage, operate and finance improvements to the Disposal System on a more prudent and sound long term, businesslike basis consistent with its obligations to the State and the holders of obligations secured by its Disposal System. Official action approving this Agreement and determining it to be in the public interest and authorizing its execution and delivery was duly taken by the County on the County authorization date indicated on the cover page hereof. Official action approving this Agreement and determining it to be in the public interest and authorizing its execution and delivery was duly taken by the City on the City authorization date indicated on the cover page hereof. It is, therefore, agreed as follows: Execution Copy 3/9/2020 60A1270 City of Santa Ana, Draft ARTICLE I DEFINITIONS AND INTERPRETATION SECTION 1.1 DEFINITIONS. As used in this Agreement, the following terms shall have the meanings set forth below. - "Acceptable Waste" means all garbage, refuse, rubbish and other materials and substances discarded or rejected as being spent, useless, worthless or in excess to the owners at the time of such discard or rejection and which are normally disposed of by or collected from residential (single family and multi -family), commercial, industrial, governmental and institutional establishments and which are acceptable at Class III landfills under Applicable Law. "Act" means the California Integrated Waste Management Act of 1989 (Division 30 of the California Public Resources Code), as amended, supplemented, superseded and replaced from time to time. "Agreement" means this Waste Disposal Agreement between the County and the City as the same may be amended or modified from time to time in accordance herewith. "Appendix" means an appendix to this Agreement, as the same may be amended or modified from time to time in accordance with the tennis hereof "Applicable Law" means the Act, the Orange County Code, CERCLA, RCRA, CEQA, any Legal Entitlement and any federal or state rule, regulation, requirement, guideline, permit, action, determination or order of any Governmental Body having jurisdiction, applicable from time to time to the siting, design, permitting, acquisition, construction, equipping, financing, ownership, possession, operation or maintenance of the Disposal System, the transfer, handling, transportation and disposal of Acceptable Waste, Unacceptable Waste, or any other transaction or matter contemplated hereby (including any of the foregoing which concern health, safety, fire, environmental protection, mitigation monitoring plans and building codes). "Board" means the California Integrated Waste Management Board. "Capital Costs" means all costs of the Disposal System that are classified as capital costs for purposes of the budget of the Department in accordance with procedures established by the County of Orange Auditor - Controller in compliance with the California State Controller's Manual, including but not limited to all of the categories of costs of the Disposal System reported as "Buildings and Improvements, and Infrastructure" (Object Code 4200) or "Equipment' (Object Code 4000) in the County of Orange — Chart of Accounts, or any successor accounting or reporting system utilized by the County. "CEQA" means the California Environmental Quality Act, codified at Cal. Pub. Res. Code Section 21000 et .seq. as amended or superseded, and the regulations promulgated thereunder. "CERCLA" means the Comprehensive Environmental Response, Compensation and Liability Act, 42 U.S.C.A. Section 9601 el seq., as amended or superseded, and the regulations promulgated thereunder. "Change in Law" means any of the following events or conditions which has a material and adverse effect on the performance by the parties of their respective obligations under this Agreement (except for payment obligations), or on the siting, design, penmitting, acquisition, construction, equipping, financing, ownership, possession, operation or maintenance of the Disposal System or other matters to which Applicable Law applies: (1) the enactment, adoption, promulgation, issuance, material modification or written change in administrative or judicial interpretation on or after the Commencement Date of any Applicable Law (other than Applicable Law enacted by the County); (2) the order or judgment of any Governmental Body (other than the County), on or after the Commencement Date, to the extent such order or judgmentis not the result of willful or negligent action, error or Execution Copy 3/9/2020 60A 1271 City of Santa Ana, Draft omission or lack of reasonable diligence of the County or of the City, whichever is asserting the occurrence of a Change in Law; provided, however, that the contesting in good faith or the failure in good faith to contest any such order or judgment shall not constitute or be construed as such a willful or negligent action, error or omission or lack of reasonable diligence; or (3) the denial of an application for, delay in the review, issuance or renewal of, or suspension, termination, interruption, imposition of a new or more stringent condition in connection with the issuance, renewal or failure of issuance or renewal on or after the Commencement Date of any Legal Entitlement to the extent that such denial, delay, suspension, termination, interruption, imposition or failure materially and adversely interferes with the performance of this Agreement, if and to the extent that such denial, delay, suspension, termination, interruption, imposition or failure is not the result of willful or negligent action, error or omission or a lack of reasonable diligence of the County or of the City, whichever is asserting the occurrence of a Change in Law; provided, however that the contesting in good faith or the failure in good faith to contest any such denial, delay, suspension, termination, interruption, imposition or failure shall not be construed as such a willful or negligent action, error or omission or lack of reasonable diligence. A "Change in Law" shall include but not be limited to any new or revised requirements relating to the funding or provision of disposal services, including but not limited to any regulations for disposal operations or activities associated with the remediation, closure, funding or monitoring of closed sites with respect to facilities comprising the Disposal System, or facilities which the County previously utilized to provide waste disposal, transfer, recycling, processing or other waste related activities. "City" means, as applicable, the city or Sanitary District designated on the cover page of this Agreement and party to this Agreement. "City Acceptable Waste" means all Acceptable Waste which was originally discarded by the first generator thereof within the geographical limits of the City, and Residue from the foregoing wherever produced, whether within or outside the City (or Tonnage equivalencies of such Residues, as and to the extent provided in subsection 3.1(C) hereof). "Commencement Date" means the date on which the obligations of the parties hereto commence, established as provided in Section 6.2(B) hereof. "Contract Date" means the first date on which this Agreement has been executed by both parties hereto. "Contract Rate" has the meaning specified in Section 4.2 hereof. "Contract Year" means the fiscal year commencing on July I in any year and ending on June 30 of the following year. "Controllable Waste" means all City Acceptable Waste with respect to which the City has the legal or contractual ability to determine the disposal location therefor and which is: (l) Non -Recycled City Acceptable Waste; (2) not generated from the operations of the Governmental Bodies which, under Applicable Law, have the independent power to arrange for the disposal of the waste they generate; and (3) collected and hauled by Franchise Haulers. "County" means the County of Orange, a political subdivision of the State of California and party to this Agreement. "County Plan" means the integrated waste management plan of the County approved by the Board pursuant to the Act as in effect from time to time. Rxecudon Copy 3/9/2020 60A1272 City of Santa Ana, Draft "County Acceptable Waste" means Acceptable Waste generated in the County. "County OC Waste & Recycling Enterprise Fund" means the waste management enterprise fund established and managed by the County pursuant to Section 25261 of the Government Code separate from its other funds and accounts for receipts and disbursements in connection with the Disposal System. "County -wide Recycling Services" has the meaning set forth in subsection 3.7(A) hereof "Cumulative Tonnage Target" for any given Contract Year means the amount specified in Appendix 2 hereto with respect to such Contract Year. "Department" means OC Waste & Recycling, and any agency, department or other Governmental Body which succeeds to the duties and powers thereof. "Disposal Agreements" means each of the waste disposal agreements entered into between the County and any city within the County, Sanitary District or operator of any Transfer Station located in the County in accordance herewith. "Disposal Services" means the solid waste disposal services to be provided by the County pursuant to the Service Covenant and otherwise hereunder. "Disposal System" means the Orange County Waste Disposal System which includes solid waste disposal operations at three active landfills (Olinda Alpha, Frank R. Bowerman and Prima Deshecha); four regional Household Hazardous Waste Collection Centers; as well as services, such as monitoring and other activities, at closed refuse stations formerly operated by the County, as appropriate under Applicable Law. "Environmental Fund" means the fund or funds held by the County to pay unanticipated costs of environmental mitigation, remedialion or liability. "Franchise Hauler" means any hauler or collector who provides Acceptable Waste collection services within the City pursuant to, or under authority granted by, a permit, contract, franchise or other agreement with the City. The term Franchise Hauler includes the City itself if Acceptable Waste collection and transportation services are provided directly by City operated municipal collection service. "Governmental Body" means any federal, State, county, city or regional legislative, executive, judicial or other governmental board, agency, authority, commission, administration, court or other body, or any officer thereof acting within the scope of his or her authority. "Hazardous Substance" has the meaning given such term in CERCLA, the Carpenter -Presley -Tanner Hazardous Substance Account Act (California Health and Safety Code Section 25300 of seq.), and Titles 22 and 26 of the California Code of Regulations and other regulations promulgated thereunder. "Hazardous Waste" means (a) any waste which by reason of its quality, concentration, composition or physical, chemical or infectious characteristics may do either of the following: cause, or significantly contribute to, an increase in mortality or an increase in serious irreversible, or incapacitating reversible, illness, or pose a substantial threat or potential hazard to human health or the environment, or any waste which is defined or regulated as a hazardous waste, toxic substance, hazardous chemical substance or mixture, or asbestos under Applicable Law, as amended from time to time including, but not limited to: (1) the Resource Conservation and Recovery Act and the regulations contained in 40 CFR Parts 260-281; (2) the Toxic Substances Control Act (15 U.S.C. Sections 2601 et seq.) and the regulations contained in 40 CFR Parts 761-766; (3) the California Health and Safety Code, Section 25117 (West 1992 & Supp. 1996); (4) the California Public Resources Code, Section 40141 (West 1996); and (5) future additional or substitute Applicable Law pertaining to the identification, treatment, storage or disposal of toxic substances or hazardous wastes; or (b) radioactive materials which are source, special nuclear or by-product material as defined by the Atomic Energy Act of 1954 (42 U.S.C. Section 2011 et .seq.) and the regulations contained in 10 CFR Part 40. Execution Cnpy 3/9/2020 60A1273 City of Santa Ana, Draft "Imported Acceptable Waste" means Acceptable Waste that is generated outside of the geographical boundaries of the County and delivered to the Disposal System. "Independent Haulers" means those waste collection/hauler companies primarily engaged as a principal business in the collection and transportation of municipal solid waste generated in the County of Orange which are not obligated to deliver County Acceptable Waste to the Disposal System pursuant to a franchise, contract, permit or other authorization with a city in the County. "Initial Term" has the meaning specified in Section 6.1(A) hereof. "Legal Entitlement" means all permits, licenses, approvals, authorizations, consents and entitlements of whatever kind and however described which are required under Applicable Law to be obtained or maintained by any person with respect to the Disposal System or the performance of any obligation under this Agreement or the matters covered hereby. "Legal Proceeding" means every action, suit, litigation, arbitration, administrative proceeding, and other legal or equitable proceeding having a bearing upon this Agreement. "Loss -and -Expense" means any and all loss, liability, obligation, damage, delay, penalty, judgment. deposit, cost, expense, claim, demand, charge, tax, or expense, including all fees and costs. "Net Import Revenues" has the meaning ascribed thereto in Section 3.6(E), "Non -Recycled City Acceptable Waste" means all City Acceptable Waste other than Recycled City Acceptable Waste. "Overdue Rate" means the maximum rate of interest permitted by the laws of the State, if applicable, or the prime rate established from time to time by the Bank of America, N.A. or its successors and assigns, plus 2%, whichever is lower. "Participating City" means any city or Sanitary District executing a Disposal Agreement in accordance with Section 3.6(A) hereof and meeting all requisite conditions to the Commencement Date thereof. "Plan of Adjustment" means the County's Modified Second Amended Plan of Adjustment, confirmed by the United States Bankruptcy Court Central District of California in that Conformed Order Confirming Modified Second Amended Plan of Adjustment, Sled May 17, 1996. "Posted Disposal Rate" means the per ton tipping fee charged by the County for the disposal of solid waste at the Disposal System by parties which are not entitled to disposal service at the Contract Rate pursuant to this Agreement. "Prohibited Medical Waste" means any medical or infectious waste prohibited or restricted under Applicable Law from being received by or disposed at the Disposal System. "Qualified Household Hazardous Waste" means waste materials determined by the Board, the Department of Health Services, the State Water Resources Control Board, or the Air Resources Board to be: (I) Of a nature that they must be listed as hazardous in State statutes and regulations; (2) Toxic/ignitable/corrosive/reactive; and (3) Carcinogenic/mutagenic/teratogenic; which are discarded from households as opposed to businesses. Qualified Household Hazardous Waste shall not include Unacceptable Waste. Execution Copy 3/9/2020 60A474 City of Santa Ana, Draft "Recycled City Acceptable Waste" means any otherwise Controllable Waste which is separated from Acceptable Waste by the generator thereof or by processing and which is `recycled" within the meaning of Section 40180 of the Public Resources Code. "Renewal Term" has the meaning specified in Subsection 6.1(B) hereof. "Residue" means any material remaining from the processing, by any means and to any extent, of City Acceptable Waste or Recycled City Acceptable Waste; provided, however, that Residue shall not include minimal amounts of material remaining after such processing (which minimal amounts shall in no event exceed 10% of the amount of such City Acceptable Waste or Recycled City Acceptable Waste prior to processing). "Resource Conservation and Recovery Act" or "RCRA" means the Resource Conservation and Recovery Act, 42 U.S.C.A. Section 6901 et seq., as amended and superseded. "Restricted Reserves" has the meaning specified in Section 4.5. "Sanitary Districts" means the sanitary districts in the County formed pursuant to the Sanitary District Act of 1923, codified at Cal. Ann. Health & Safety Code Section 6400 et seq., as amended, supplemented, superseded and replaced from time to time. "Self -Hauled Waste" means City Acceptable Waste collected and hauled by Self -Haulers. "Self -Hauler" means any person not engaged commercially in waste haulage who collects and hauls Acceptable Waste generated from residential or business activities conducted by such person. "Service Coordinator" means the service coordinator for either pasty designated pursuant to subsection 35(C) hereof "Service Covenant" means the covenants and agreements of the County set forth in Sections 3.2 and 3.3 hereof. "Source -Separated Household Hazardous Waste" means Qualified Household Hazardous Waste which has been segregated from Acceptable Waste originating or generated within the geographical jurisdiction of the City at the source or location of generation- "Source- Separated Household Hazardous Waste Disposal System" means the collection centers, facilities, contracts and other arrangements owned or administered by the County for the receipt, handling and disposal of Sourer -Separated Household Hazardous Waste. "State" means the State of California. "Term" shall mean the Term of this Agreement. "Ton" means a "short ton" of 2,000 pounds. "Transfer Station" means any materials recovery facility, composting facility, intermediate processing facility, recycling center, transfer station or other waste handling or management facility to which solid waste collected for the City is delivered for processing before disposal in the Disposal System. "Unacceptable Waste" means Hazardous Waste; Hazardous Substances; Prohibited Medical Waste; Qualified Household Hazardous Waste separated from Acceptable Waste; explosives, ordnance, highly flammable substances, and noxious materials and lead -acid batteries (except if delivered in minimal quantities); drums and closed containers; liquid waste, oil, human wastes; machinery and equipment from commercial or industrial sources, such as hardened gears, shafts, motor vehicles or major components thereof, agricultural equipment, trailers, marine Execution Copy 3/9/2020 60Aa275 City of Santa Ana, Draft vessels and steel cable; hot loads; and any waste which the Disposal System is prohibited from receiving under Applicable Law. "Uncontrollable Circumstance" means any act, event or condition affecting the Disposal System, the County, the City, or any of their Franchise Haulers, contractors or suppliers to the extent that it materially and adversely affects the ability of either party to perform any obligation under the Agreement (except for payment obligations), if such act, event or condition is beyond the reasonable control of and is not also the result of the willful or negligent act, error or omission or failure to exercise reasonable diligence on the part of the party relying thereon as justification for not performing an obligation or complying with any condition required of such party under the Agreement; provided, however, that the contesting in good faith or the failure in good faith to contest such action or inaction shall not be construed as willful or negligent action or a lack of reasonable diligence of either party. Examples of Uncontrollable Circumstances are: (1) an act of God, landslide, lightning, earthquake, fire, explosion, flood, sabotage or similar occurrence, acts of a public enemy, extortion, war, blockade or insurrection, riot or civil disturbance; and (2) a Change in Law. "Unincorporated Area" means those portions of the County which are not contained within the jurisdictional boundaries of incorporated cities. "Unincorporated Area Acceptable Waste" means Acceptable Waste originating from or generated within the Unincorporated Area. "Unrestricted Reserves" means cash and other reserves of the Disposal System which are not Restricted Reserves. "Waste Disposal Covenant" means the covenants and agreements of the City set forth in Section 3.1 hereof. SECTION 1.2 INTERPRETATION. In this Agreement, unless the context otherwise requires: (A) References Hereto. The terms "hereby", "hereof', "herein", "hereunder" and any similar terms refer to this Agreement, and the terns "hereafter" means after, and the term "heretofore" means before, the Contract Date. (B) Gender and Plurality. Words of the masculine gender mean and include correlative words of the feminine and neuter genders and words importing the singular number mean and include the plural number and vice versa. (C) Persons. Words importing persons include firms, companies, associations, general partnerships, limited partnerships, trusts, business trusts, corporations and other legal entities, including public bodies, as well as individuals. (D) Headines. The table of contents and any headings preceding the text of the Articles, Sections and subsections of this Agreement shall be solely for convenience of reference and shall not constitute a part of this Agreement, nor shall they affect its meaning, construction or effect. (E) No Third Party Beneficiaries. Nothing in this Agreement is intended to confer on haulers or any other person other than the parties hereto and their respective permitted successors and assigns hereunder any rights or remedies under or by reason of this Agreement. (F) Counterparts. This Agreement may be executed in any number of original counterparts. All such cormtetparts shall constitute but one and the same Agreement. Execution Copy 3/9/2020 60A-4276 City of Santa Ana, Draft (G) Applicable Law. This Agreement shall be governed by and construed in accordance with the Applicable Laws of the State of California. (H) Severability. If any clause, provision, subsection, Section or Article of this Agreement shall be ruled invalid by any court ofjurisdiction, then the parties shall: (1) promptly meet and negotiate a substitute for such clause, provision, subsection, Section or Article which shall, to the greatest extent legally permissible, effect the intent of the parties therein; (2) if necessary or desirable to accomplish item (1) above, apply to the court having declared such invalidity for a judicial construction of the invalidated portion of this Agreement; and (3) negotiate such changes in, substitutions for or additions to the remaining provisions of this Agreement as may be necessary in addition to and in conjunction with items (1) and (2) above to effect the intent of the parties in the invalid provision. The invalidity of such clause, provision, subsection, Section or Article shall not affect any of the remaining provisions hereof, and this Agreement shall be construed and enforced as if such invalid portion did not exist, unless such invalidity frustrates the underlying primary purpose of the Agreement. (1) Integration: Preservation of Certain Agreements. This Agreement contains the entire agreement between the parties with respect to the transactions contemplated hereby. This Agreement shall completely and fully supersede all prior understandings and agreements between the Parties with respect to such transactions; provided, however, that this Agreement shall not supersede the following agreements: I) MOU, dated March 10, 1992, between the City of Brea and the County of Orange regarding the Olinda Alpha Landfill as amended on April 6, 1993 and November 29, 1994; 2) MOU, dated May 11, 1995, between the City of Brea and the County of Orange regarding importation of out -of -County waste to the Olinda Alpha Landfill; 3) Settlement Agreement, dated August 1, 1984, between the City of Irvine and the County of Orange regarding the Bee Canyon Landfill (currently called Frank R. Bowerman Landfill); 4) MOU, dated May 16, 1995, between the City of Irvine and the County of Orange regarding importation of out -of -County waste to the Frank R. Bowerman Landfill; 5) MOU, dated September 12, 1995, and amended November 21, 1995, between the City of San Juan Capistrano and the County of Orange regarding importation of out -of -County waste to the Prima Deshecha Landfill; 6) MOU, dated July 1, 1997, between the City of San Clemente[, the Orange County Flood Control District] and the County of Orange regarding the Prima Deshecha Landfill; and City of Irvine. 7) Cooperative Agreement, dated August 15, 2006, between the County and the (J) Recitals. The recitals to this Agreement are not intended to bind the patties hereto. In the event of a conflict between the recitals and the operative provisions of this Agreement, the operative provisions shall prevail. The recitals shall not be used to interpret the provisions of the Agreement. ARTICLE 11 REPRESENTATIONS AND WARRANTIES SECTION 2.1 REPRESENTATIONS AND WARRANTIES OF THE CITY. The City represents and warrants that - (A) Existence. The City is a general law or charter city validly existing under the Constitution and laws of the State. Execution Copy 3/9/2020 60A1277 City of Santa Ana, Draft (B) Due Authorization. The City has duly authorized the execution and delivery of this Agreement, and this Agreement has been duly executed and delivered by the City. SECTION 2.2 REPRESENTATIONS AND WARRANTIES OF THE COUNTY. The County represents and warrants that: (A) Existence. The County is a political subdivision of the State of California validly existing under the Constitution and laws of the State_ (B) Due Authorization. The County has duly authorized the execution and delivery of this Agreement, and this Agreement has been duly executed and delivered by the County. ARTICLE III DELIVERY AND ACCEPTANCE OF WASTE AND PROVISION OF DISPOSAL SERVICE SECTION 3.1 DELIVERY OF WASTE. (A) Waste Disposal Covenant. Subject to the occurrence of the Commencement Date and throughout the Term of this Agreement, the City shall exercise all legal and contractual power and authority which it may possess from time to time to deliver or cause the delivery of all Controllable Waste to the Disposal System in accordance herewith. (B) Recycled City Acceptable Waste. The parties hereto acknowledge the responsibility of the City to meet the recycling and landfill diversion goals contained in the Act. Nothing in this Agreement is intended or shall be interpreted to prohibit or impair the ability of the City to meet such responsibilities, or to restrict the right of the residents, businesses or organizations in the City to practice source separation, recycling, composting or other materials recovery activities, or to restrict the right of the City to conduct, sponsor, encourage or require such activities in any form. No reduction in the amount of Controllable Waste generated in the City and delivered to the Disposal System by or on behalf of the City which may result from any such source separation or recycling program shall cause the City any liability hereunder (other than potential adjustment to the Contract Rate to the extent provided in Article IV hereof) and shall not constitute a breach of this Agreement. (C) Waste Delivered to Transfer Station. All Residue from any processing of Controllable Waste by materials recovery, composting, recycling or other means, wherever performed, shall constitute Controllable Waste and be subject to the Waste Disposal Covenant. Where City Acceptable Waste is processed at a facility which concurrently processes other Acceptable Waste in a manner which produces commingled residue which cannot be traced to a geographic source, generic residues from such facility in Tonnage equal to the residues that would have been produced had City Acceptable Waste only been processed at the facility shall constitute Controllable Waste and be subject to the Waste Disposal Covenant. Any City Acceptable Waste or material derived or segregated therefrom which is held in storage and asserted by the possessor thereof to constitute Recycled City Acceptable Waste awaiting sale or distribution to the secondary materials markets shall constitute Controllable Waste if, when and to the extent that the storage or diversion thereof can be reasonably deemed to constitute an evasion of the Waste Disposal Covenant rather than generally recognized, accepted and prevailing practice in the Southern California materials recovery and recycling industry conducted in accordance with Applicable Law, In order for the owner and/or operator of a transfer station to be entitled to deliver Acceptable Waste from a Participating City to the Disposal System for the Contract Rate as provided in Article IV, such owner and/or operator mustexecute a direct agreement with the County, acknowledging and agreeing to comply with the obligation of the Participating City to cause the delivery of all Controllable Waste to the Disposal System pursuant to this Agreement. In addition, the County shall be authorized to implement procedures to determine if Acceptable Waste delivered by the owners or operators of Transfer Stations is entitled to utilize the Disposal System for the Contract Rate. Such procedures may include requiring Transfer Stations to certify, under penalty of perjury, the source of any such Acceptable Waste. If necessary, the County may require that, in order to qualify for use of the Disposal System for the Contract Rate, Transfer Stations must deliver Controllable Waste in loads containing only Controllable Waste, and not commingled with Acceptable Waste from entities which are not Participating Cities or Participating Independent Haulers. Execution Copy 3/9/2020 60A-4278 City of Santa Ana, Draft (D) Power to Obligate Waste Disposal and Comply with this Agreement. On or before the Commencement Date, (i) any City franchise, contract, lease, or other agreement which is lawfully in effect relating to or affecting Controllable Waste shall provide, or shall have been amended to provide, that the City shall have the right without material restriction on and after the Commencement Date to direct the delivery of all Controllable Waste to a disposal location selected by the City (whether or not such Controllable Waste is delivered to a transfer station as an intermediate step prior to landfill disposal) and otherwise to comply with its obligations under this Agreement with respect to Controllable Waste and Franchise Haulers, and (it) the City shall designate the Disposal System as the disposal location pursuant to such franchise, contract, lease or other agreement. On and after the Commencement Date and throughout the Term of this Agreement the City (a) shall not enter into any franchise, contract, lease, agreement or obligation, issue any permit, license or approval, or adopt any ordinance, resolution or law which is materially inconsistent with the requirements of the Waste Disposal Covenant, and (b) shall maintain non-exclusive or exclusive franchises or other contractual arrangements over any City Acceptable Waste which, as of the Contract Date, is subject to non-exclusive or exclusive franchise or other contractual arrangements. The City agrees that the County shall be a third party beneficiary of the obligation of Franchise Haulers to deliver Controllable Waste to the Disposal System, and may directly enforce such obligation through any legal means available. The City shall notify in writing each Franchise Hauler of the County's third party beneficiary rights. (E) Waste Flow Enforcement. (1) The City, in cooperation with the Department, shall establish, implement, carry out and enforce a waste flow enforcement program which is sufficient to assure the delivery of all Controllable Waste to the Disposal System pursuant to and in accordance with the Waste Disposal Covenant for disposal at the times and in the manner provided herein. The waste flow enforcement program shall consist of amending City franchises, permits or authorizations with all Franchise Haulers, to the extent required by this Section and to the extent allowed by law, and shall include in addition, to the extent necessary and appropriate in the circumstances to assure compliance with the Waste Disposal Covenant, but shall not be limited to: (i) licensing or permitting Franchise Haulers, upon the condition of compliance with the Waste Disposal Covenant, (ii) providing for and taking appropriate enforcement action under any such franchise, license, or permit, such as but not limited to the suspension, revocation and termination of collection rights and privileges, the imposition of fines or collection of damages, and the exercise of injunctive relief against non -complying Franchise Haulers and (iii) causing any Transfer Station to which Controllable Waste is delivered for processing to deliver certification, umder the penalty of perjury, of the amounts of Controllable Waste received and Residue remaining from processing at such Transfer Station. (2) The City acknowledges and agrees that in the event of a breach of the Waste Disposal Covenant by the City, the City shall pay the County an amount equal to the amount that the City would have been required to pay to the County had the Waste Disposal Covenant not been breached, which shall be calculated by (x) subtracting the number of tons actually delivered during the month(s) of the breach from the number of tons that were delivered during the same month(s) closest in time when there was no such breach, even if such months) closest in time was prior to the Tenn, and (y) multiplying such amount by the Contract Rate in effect at the time of such breach (or any higher rate with respect to which the County has provided notice pursuant to Section4.2). In the event that the County terminates the Waste Disposal Agreement as a result of such breach, the damages due as a result of such termination shall be equal to (m) the average monthly deliveries by the City for the twelve months prior to the commencement of the breach multiplied by (bb) the Contract Rate in effect at the time of such breach (or any higher rate with respect to which the County has provided notice pursuant to Section 4.2), multiplied by (cc) the number of months that would have remained in the Term of the Agreement had the termination not occurred. The parties recognize that if the City fails to meet its obligations hereunder, the County will sutler damages and that it is and will be impracticable and extremely difficult to ascertain and determine the exact amount of such damages. Therefore, the parties agree that the damages specified above represent a reasonable estimate of the amount of such damages, considering all of the circumstances existing on the date hereto, including the relationship of the sums to the range of harm to the County that reasonably could be anticipated and anticipation thatproof of actual damages would be costly or inconvenient. In signing this Agreement, each party specifically confirms the accuracy of the statements made above and the fact that each party had ample opportunity to consult with legal counsel and obtain an explanation of this liquidated damage provision at the time that this Agreement was made. (F) Letzal Challenges to Franchise System. The City shall use its best efforts to preserve, protect and defend its right to exercise and comply with the Waste Disposal Covenant against any challenge thereto, legal or otherwise (including any lawsuits against the City or the County, whether as plaintiff or defendant), by a 10 exccmiun Copy 3/9/2020 60A.4279 City of Santa Ana, Draft Franchise Hauler or any other person, based upon breach of contract, violation of law or any other legal theory. The City shall bear the cost and expense of any such Legal Proceeding or other challenge. In the event any such Legal Proceeding relating to the Waste Disposal Covenant or the City's exercise thereof establishes in a final determination that such covenant or exercise thereof is void, unlawful or unenforceable, or if any Franchise Hauler fails to deliver Controllable Waste to the Disposal System in breach of its franchise with the City on the grounds that a judicial determination made by any court or other Applicable Law has rendered its obligation to deliver Controllable Waste to the Disposal System void, unlawful or unenforceable on any legal grounds, with the result that actual waste deliveries to the Disposal System fall below the Cumulative Tonnage Targets, the County shall be entitled to avail itself of the remedies described in Section 4.2(B) hereof. (G) Franchise Haulers. The City shall compile and provide the Department with the following information concerning all Franchise Haulers: name, address and phone number; identification number; area of collection and transportation; and franchise and permit terms. (H) Waste Information System. The City shall cooperate with the Department in collecting information and otherwise monitoring Franchise Haulers in order to assure compliance with this Agreement. Such information may include, to the extent practicable, data pertaining to Controllable Waste collected, transported, stored, processed and disposed of, Recycled City Acceptable Waste collected, transported, stored, processed and marketed or disposed of, Franchise Haulers' franchise, permit or license terms, collection areas, transportation routes and compliance with Applicable Law; and all other information which may reasonably be required by the Depamment in connection with this Agreement. The City agrees to include in any revised franchise, contract, license or permit or other authorization granted to Franchise Haulers an obligation of the Franchise Hauler to provide to the County information relating to the Controllable Waste collected by such Franchise Hauler, including origins from which such Controllable Waste was collected, tonnage by type of load (residential, commercial, roll -off box), customer service levels, tonnage delivered by transfer station or material recovery facility utilized, and other related information. (1) City Actions Affecting Coin. The City agrees to carry out and fulfill its responsibilities under this Agreement and Applicable Law so as to permit full and timely compliance by the County with its covenants and agreements with the State. In particular, the City agrees not to conduct, authorize or permit any disposal services for Controllable Waste to be provided in competition with the Disposal Services provided by the County hereunder, and not to take or omit to take any action with respect to Controllable Waste or its collection, transportation, transfer, storage, treatment or disposal that may materially and adversely affect the County's ability to achieve such timely compliance. Notwithstanding the foregoing, the City shall not be required to deny any permit or license or refuse to grant any approval while exercising its police powers. (J) No Right of Waste Substitution. Nothing in this Agreement shall authorize or entitle the City to deliver or cause the delivery to the Disposal System of Acceptable Waste originating from or generated outside the jurisdiction of the City, nor obligate the County to receive or dispose of any such Acceptable Waste. The City shall not assign in whole or in part its right to deliver or cause to be delivered Controllable Waste to the County hereunder, and shall not permit any Acceptable Waste originating from or generated outside the jurisdiction of the City to be substituted for Controllable Waste for any purpose hereunder. (K) Annexations and Restructurin . It is the intention of the parties that this Agreement and the obligations and rights of the City hereunder, including particularly the Waste Disposal Covenant and the Contract Rate, shall, to the extent permitted by Applicable Law, extend to any territory annexed by the City (or any territory with respect to which the City assumes, after March 30, 2008, solid waste management responsibility from a Sanitary District or other public entity) and shall bind any successor or restructured Governmental Body which shall assume or succeed to the rights of the City under Applicable Law. SECTION 3.2 PROVISION OF DISPOSAL SERVICES BY THE COUNTY. (A) Service Covenant Commencing on the Commencement Date, the County shall provide or cause the provision of the service of (1) receiving and disposing of all Controllable Waste at the Disposal System (or such other facilities, including transfer stations, as the County may determine to use), (2) disposing in accordance with subsection 3.2(C) hereof of Controllable Waste which, at any time and for any reason, is in excess 11 Execution Copy 3/9/2020 60A-Q80 City of Santa Ana, Draft of the disposal capacity of the Disposal System, and (3) in accordance with subsection 3.3(C) hereof, disposing of Unacceptable Waste inadvertently accepted at the Disposal System. The County, to the maximum extent permitted under Applicable Law, shall use its best efforts to keep the Olinda Alpha, Prima Deshecha and Frank R. Bowerman Landfills open for the receipt of waste for disposal or transfer of Controllable Waste pursuant to this Agreement. The County shall do and perform all acts and things which may be necessary or desirable in connection with its covenants in this subsection, including without limitation all planning, development, administration, implementation, construction, operation, maintenance, management, financing and contract work related thereto or undertaken in connection therewith. The County shall exercise all reasonable efforts to minimize the costs incurred in complying with the Service Covenant consistent with its responsibilities hereunder and under this Agreement, Applicable Law and prudent solid waste management practice and environmental considerations. (B) Particular Facilities. The Department and the City shall consult and cooperate in determining whether and to what extent from time to time other landfills other than that primarily used by the City shall be utilized to receive Controllable Waste. The Department shall immediately advise the City by telephone of any situation, event or circumstance which results in the partial or complete inability of the County to receive Controllable Waste at any particular landfill within the Disposal System, its effect on the County's ability to perform its obligations hereunder, and the County's best estimate of the probable duration. The Department shall confirm such advice in writing within 24 hours of the occurrence of any such inability. The County shall use its best efforts to resume normal operation of the landfill primarily used by the City as soon as possible. In the event of a temporary material increase in average daily deliveries of Controllable Waste from the City which the County reasonably believes could result in the permitted daily disposal capacity limit to be exceeded with respect to a particular landfill within the Disposal System, the County shall have the right to redirect the increased Controllable Waste to another landfill within the Disposal System for the duration of the increase in average daily deliveries; provided, however, that in such circumstances the County shall utilize reasonable efforts to first redirect waste which is not Controllable Waste- (C) Compliance with Service Covenant Not Excused for any Reason. Commencing on the Commencement Date, the obligations of the County to duly observe and comply with the Service Covenant shall apply continuously and without interruption for the Term of this Agreement. In the event that any Change in Law or other Uncontrollable Circumstance impairs or precludes compliance with the Service Covenant by the means or methods then being employed by the County, the County shall implement alternative or substitute means and methods to enable it to satisfy the terms and conditions of the Service Covenant. In the event that a Change in Law precludes the County from complying with such covenants with the means or methods then being employed and from utilizing any alternate or substitute means or methods of compliance, the County shall continuously use all reasonable efforts to effectuate executive, legislative orjudicial change in or relief from the applicability of such law so as to enable the County lawfully to resume compliance with such covenants as soon as possible following the Change in Law. SECTION 3.3 COUNTY RIGHT TO REFUSE WASTE. (A) Right of Refusal. Notwithstanding any other provision hereof, the County may refuse delivery of. (1) Hazardous Waste; hereof, (2) Controllable Waste delivered at hours other than those provided in Section 3.5 (3) Waste that does not constitute Acceptable Waste; (4) Waste that is delivered by any party which has not executed a Waste Disposal Agreement; and (5) Controllable Waste consisting primarily of construction and demolition debris or inerts which may cause a particular facility's daily tonnage limit to be exceeded. 12 Execution Copy 3/9/2020 60A481 City of Santa Ana, Draft (B) Identification of Unacceptable Waste. The Department shall have the right (but not the duty or the obligation) to inspect the vehicles of all Franchise Haulers delivering material to the Disposal System, and may require that the Franchise Hauler remove any Unacceptable Waste from such vehicle before it is unloaded. If the Department determines that it is impractical to separate Controllable Waste from Unacceptable Waste in any vehicle, or if the Franchise Hauler delivering such waste is unwilling to make such separation, or if any vehicle is carrying waste which may spill or leak, then the Department may reject the entire vehicle, and the City shall forthwith remove or cause the removal of the entire delivery from the Disposal System. The Department may take all reasonable measures to prevent waste from being blown or scattered before and during unloading. The City shall cause the Franchise Haulers to observe and comply with Applicable Law, the operating rules and regulations of the Department, and the provisions of this Agreement prohibiting the delivery of Unacceptable Waste to the Disposal System. (C) Hazardous Waste and Hazardous Substances. The parties acknowledge that the Disposal System has not been designed or permitted, and is not intended to be used in any manner or to any extent, for the handling, transportation, storage or disposal of Hazardous Waste or Hazardous Substances. Neither the County nor the City shall countenance or knowingly permit the delivery of Hazardous Waste or Hazardous Substances to the Disposal System. (D) Disposal of Unacceptable Waste and Hazardous Waste. If Unacceptable Waste or Hazardous Waste is discovered in a vehicle at any landfill within the Disposal System, the driver of the vehicle will not be permitted to discharge the load. If a vehicle is observed unloading Unacceptable Waste or Hazardous Waste in the tipping area of a landfill within the Disposal System Department personnel will use reasonable efforts to assure that such material has been characterized, properly secured and its disposition resolved. The return or reloading onto the delivery vehicle of any Hazardous Waste, Prohibited Medical Waste or other waste requiring handling or transportation shall be conducted in accordance with Applicable Law. Whenever Hazardous Waste is detected at any landfill within the Disposal System, the Department shall take immediate action in accordance with Applicable Law. (E) Source -Separated Household Hazardous Waste. The County shall maintain, as part of the Disposal System, a Source -Separated Household Hazardous Waste Disposal System for the disposal of Source - Separated Household Hazardous Waste. The disposal service provided by such system shall constitute part of the Disposal Services, and shall be available to Participating Cities as part of the Contract Rate. The County may impose additional fees and charges for services relating to Sourec-Separated Household Hazardous Waste with respect to cities which are not parties to a Disposal Agreement. The County may provide for the expansion, contraction or modification of the Source -Separated Household Hazardous Waste Disposal System and its services to the extent necessary to ensure the Disposal System's viability; provided, however, if the County chooses to reduce services, the County shall nonetheless continue to expend funds for the Source -Separated Household Hazardous Waste Disposal System each year during the term of this Agreement in an amount at least equal to the amount of funds expended for the Source -Separated Household Hazardous Waste Disposal System during fiscal year 2006-07 as adjusted by changes in the Producer Price Index. SECTION 3.4 UNINCORPORATED AREA ACCEPTABLE WASTE. Commencing on the Commencement Date, the County in accordance with Applicable Law shall provide or cause to be provided the service of disposing of non -recycled Acceptable Waste originating or generated within the Unincorporated Area and, with respect to such waste, shall comply with the Waste Disposal Covenant as if the County constituted a City subject to the Waste Disposal Covenant hereunder. Rates charged by the County for the disposal of each class of non -recycled Acceptable Waste generated in the Unincorporated Area shall be the same as the Contract Fee charged for the disposal of each class of Controllable Waste. The County shall use its best efforts to preserve, protect and defend its right to exercise and comply with the Waste Disposal Covenant (with respect to non -recycled Acceptable Waste generated in the Unincorporated Area) against any challenge thereto, legal or otherwise, by a Franchise Hauler or any other person, based upon breach of contract, violation of law or any other legal theory. The County shall bear the cost and expense of any such Legal Proceeding or other challenge (with respect to non -recycled Acceptable Waste generated in the Unincorporated Area). 13 Execution Copy 3/9/2020 60A-P282 City of Santa Ana, Draft SECTION 3.5 MISCELLANEOUS OPERATIONAL MATTERS. (A) Operating Hours. The County shall keep the Disposal System open for the receiving of Controllable Waste during such regular operating hours as maybe established by the Department in the operating rules and regulations applicable to the Disposal System. The County shall utilize best efforts to maintain substantially similar hours, as were in effect on January 2, 2009, for the receipt of waste through the term of this Agreement (subject to Applicable Law). (B) Scales and Weiehine. The Department shall operate and maintain permanent scales at the Disposal System. The Department shall weigh all vehicles delivering waste by or on behalf of the City (whether or not the County accepts such waste) and prepare a daily weight record with regard to such delivery- (C) Service Coordinator. The County and the City each shall designate in writing thirty days prior to the expected Commencement Date a person to transmit instructions, receive information and otherwise coordinate service matters arising pursuant to this Agreement (each a "Service Coordinator'). Either parry may designate a successor or substitute Service Coordinator at any time by notice to the other party. (D) Review of Records. Each party may review the other parry's books and records with respect to matters relevant to the performance by either party under this Agreement or otherwise related to the operation of the Disposal System to the extent allowed under the California Public Records Act (interpreted as if the parties to this Agreement were natural persons far purposes of the Public Records Act), SECTION 3.6 OTHER USERS OF THE DISPOSAL SYSTEM. (A) On or Before l 20091. On or before [120 DAYS AFTER BOARD APPROVAL], the County shall have the right to enter into waste disposal agreements with Orange County entities with respect to Acceptable Waste which was originally discarded by the first generator thereof within the geographical limits of the County, including other cities in the County, Sanitary Districts, Transfer Stations and Independent Haulers, which waste disposal agreements shall have terns and provisions substantially identical to the terms and provisions of this Agreement; provided, however, that in no event shall such agreements have terms and provisions more favorable than the terms and provisions of this Agreement (including but not limited to the Contract Rate and availability of disposal capacity). (B) After [ . 2009. After [120 DAYS AFTER BOARD APPROVAL], the County shall have the right to enter into waste disposal agreements with Orange County entities, including any city, Sanitary District, Transfer Station and Independent Hauler, or otherwise accept Acceptable Waste from such parties, but only within the limitations contained in this Section. Any such agreement or waste acceptance agreement must provide that the party delivering waste shall pay a Posted Disposal Rate at least 10% higher than the Contract Rate unless the County determines it is in the best interest of the Disposal System to establish a Posted Disposal Rate less than 10% higher than the Contract Rate. In no event shall the Posted Disposal Rate be equal to or less than the Contract Rate. In addition, the County shall reserve the right in any such waste disposal agreement at any time, to the extent permitted by Applicable Law, to refuse to receive and dispose of Acceptable Waste from any city, County Sanitary District, Transfer Station and Independent Hauler if and to the extent that such receipt and disposal may materially and adversely affect the ability of the County to comply with its obligations to the Participating Cities under the Disposal Agreements to which each is a party. (C) Receipt of Imported Acceptable Waste on a Contract Basis. The County shall have the right to enter into a contract or other agreement with any municipal or private non -County entity for the delivery of Imported Acceptable Waste on terms and conditions that the County determines to be necessary to ensure and enhance the viability of the Disposal System for the benefit of the County and the Participating Cities and to generate Net Import Revenues. The County certifies that in its good faith judgment the contract or other agreement for the delivery of such waste will not materially and adversely affect the ability of the County to receive and dispose of Acceptable Waste from the Participating Cities in accordance with the applicable Disposal Agreements throughout the Term thereof The term of any such agreement for the disposal of Imported Acceptable Waste shall end by the later to occur of (i) December 31, 2015 or (ii) the date on which County general purpose revenues are no longer expended to pay debt service on the Orange County Public 14 Execution Copy 3/9/2020 60A483 City of Santa Ana, Draft Financing Authority Lease Revenue Refunding Bonds Series 2005, but in no event later than the last day of the fiscal year commencing July 1, 2015. (D) Self Haulers. The City and the County acknowledge that Self -Haulers shall be entitled to deliver Self -Hauled Waste to the Disposal System, on a non -contract basis, at the Posted Disposal Rate. Such Self - Haulers shall not be entitled to dispose of Acceptable Waste for the Contract Rate. (E) Application and Use of Revenues From Other Users. All revenues received by the County from the disposal of County Acceptable Waste by the Disposal System, and all revenues received by the County from the disposal of Imported Acceptable Waste by the Disposal System, shall be deposited by the County in the County OC Waste & Recycling Enterprise Fund and shall constitute revenues of the Disposal System. Pursuant to the County's Plan of Adjustment, the County is entitled to receive net revenues (after payment of all costs attributable to the acceptance of such Imported Acceptable Waste at the Disposal System) ("Net Import Revenues") from the disposal of Imported Acceptable Waste by the Disposal System, and such Net Import Revenues may be used for the payment of bankruptcy related obligations in accordance with the Plan of Adjustment. Costs attributable to the disposal of Imported Acceptable Waste include deposits to the Environmental Fund, deposits to closure and postelosure reserves. City host fees (if applicable), incremental operating costs (such as manpower expenditures, equipment, services and supplies expenditures), state surcharges, and a pro rata share of capital project costs. The parties acknowledge that their intention in determining to allow the importation of Imported Acceptable Waste for disposal by the Disposal System is to stabilize the Contract Rate at rates below those which would otherwise prevail in the absence of such importation. SLCTION 3.7 COUNTY PROVISION OF WASTE DIVERSION SERVICES. (A) County -Wide Recycling Services. This Agreement does not require the County to provide for any source reduction, materials recovery, recycling, composting or other waste diversion services by the County nor any payment therefor by the City, by Franchise Haulers or by ratepayers; provided, however, any County -Wide Recycling Services may be funded through the County OC Waste & Recycling Enterprise Fund. Any such recycling services may be expanded, contracted or modified by the County at any time in its sole discretion. (B) Separate City -County Diversion Service Agreements. Nothing in this Agreement is intended to limit the right of the County to enter into a separate agreement with the City or any other person to provide source reduction, materials recovery, recycling, composting or other waste diversion services. Any such program conducted by the County, whether in participation with the City, any other of the Participating Cities, other Cities, Sanitary Districts, Transfer Stations, Independent Haulers, Unincorporated Area or non -County entity, shall be operated, managed and accounted for as a program separate and distinct from the Disposal Services program contemplated by the Disposal Agreements and shall not be funded through the general revenues of the Disposal System. ARTICLE IV CONTRACT RATE SECTION 4.1 CHARGING AND SECURING PAYMENT OF CONTRACT RATE. The City acknowledges that the County shall have the right to charge and collect a Contract Rate for the acceptance and disposal of Controllable Waste delivered to the System by any Franchise Hauler. The Contract Rate shall be calculated and established, and may be modified, as provided in Section 4.2 hereof. In addition, the City acknowledges that the County shall have the right to establish as part of the operating rules and regulations reasonable measures to secure the payment of all Contract Rates. SECTION 4.2 CONTRACT RATE. (A) Establishment of Contract Rate. The Contract Rate payable by each Franchise Hauler shall be (x) $22.00 per ton from the Commencement Date through June 30, 2010, and (y) $29.95 per ton on and after July I, 20I0, in both cases contingent on the delivery to the Disposal System of an amount of Acceptable Waste at Fxecmion Copy 15 3/9/2020 60A484 City of Santa Ana, Draft least equal to the Cumulative Tonnage Targets identified in Appendix 2, and subject to adjustment necessary to reflect the circumstances set forth in this Section 4.2: (i) increased costs incurred by the County (in excess of available insurance proceeds) due to the occurrence of one or more Uncontrollable Circumstances, other than Changes in Law; (ii) costs incurred by the County (in excess of available insurance proceeds and amounts available in the Environmental Fund for such purposes) rcmediating environmental conditions at the Disposal System or inactive or closed disposal sites in the County, which, if uncorrected, could give rise to potential claims under CERCLA or related federal or state statutes, including costs incurred providing indemnification to any Participating City pursuant to subsection 73; or (iii) tonnage shortfalls to the extent pennitted by Sections 4.2(B); (iv) average annual inflation prior to July 1, 2010 in excess of the levels set torah in Section 42(H) and escalation pursuant to Section 4 2(F) ; (v) increased costs incurred by the County (in excess of available insurance proceeds) due to the occurrence of one or more Changes in Law; or (vi) Capital Costs in excess of the Capital Costs at any point in time during the term hereof exceeding the Cumulative Capital Costs set forth in Appendix 3. Prior to adjusting the Contract Rate as a result of any of the circumstances described in clauses (i), (ii) or (iii) above, the County shall utilize the following remedies in the following order of priority: (x) reduce the costs of operating the Disposal System to the extent practicable; and (y) utilize Unrestricted Reserves to pay costs of the Disposal System. The County will not be required to utilize such remedies prior to adjusting the Contract Rate as a result of any of the circumstances described in clauses (iv), (v) or (vi) above. Any adjustments to the Contract Rate permitted by this Section shall be calculated by the County to reflect the actual costs or expenses of addressing the circumstance or circumstances pursuant to which the adjustment is authorized. The County agrees that it will evaluate the feasibility of long term financing for significant capital costs where appropriate. (B) County Acceptable Waste Shortfall. In the event that the actual amount of County Acceptable Waste delivered to the Disposal System at the end of any Contract Year is less than the Cumulative Tonnage Target for such Contract Year for County Acceptable Waste, as specified in Appendix 2, the County shall utilize the following options, in the following order of priority, in order to remedy any adverse effects of' such tonnage shortfall: (i) reduce the costs of operating the Disposal System to the extent practicable; (n) utilize Restricted Reserves described in clause (iii) of Section 4.5 to pay costs of the Disposal System; (iii) utilize Unrestricted Reserves to pay costs of the Disposal System; and (iv) adjust the Contract Rate. In the event that implementation of the steps described above does not result in sufficient revenues to satisfactorily address the shortfall in tonnage, the County shall have the right to terminate the Agreement on 60 days written 16 Execution Copy 3/9/2020 60A485 City of Santa Ana, Draft notice to the City. In addition, in the event that actual deliveries to the Disposal System exceed the Cumulative Tonnage Target as of the end of any Contract Year, the City acknowledges the County shall have the right to establish reserves intended to reflect the potential for lower than expected annual waste deliveries in subsequent years, and that any such reserves shall constitute "Restricted Reserves". (C) [RESERVED] (D) Interim Use of Remedies. In the event that, during any Contract Year, waste deliveries to the Disposal System are 25% or more below delivery projections for such Contract Year with the result that the County determines it is unlikely that the Cumulative Tonnage Target will be achieved as of the end of such Contract Year, the County may utilize the remedies described in Section 4.2(B) prior to the end of such Contract Year: provided, however, that if at the end of such Contract Year, the Cumulative Tonnage Target is actually met, the County shall reimburse any adjustments to the Contract Rate made pursuant to this Section to Participating Cities. Such reimbursement may be given as a credit or adjustment to the Contract Rate for future deliveries, rather than a lump sum payment. (E) Special Charges, Notwithstanding Section 4.2(A), the County shall have the right to impose special charges for the receipt of hard to handle materials, such as bulky materials, construction and demolition debris, tree stumps and sludge. Such special charges shall be calculated to reflect the reasonable incremental costs to the County of accepting such hard to handle materials. In addition, in the event that the Board of Supervisors of the County makes a determination to implement a facility (including but not limited to a transfer station, landfill, conversion technology facility, or a materials recovery or processing facility), which facility would be intended to provide for disposal alternatives after the closure of one or more of the landfills currently operating within the Disposal System, the County may impose an additional charge of $0.50 per ton of Acceptable Waste in order to pay the costs of the study, development, planning, construction and/or operation of such facility. Adjustments pursuant to this Section 42(E) shall not require compliance with the provisions of Section 4.2(I). (F) Escalation. The Contract Rate shall be adjusted each July 1, beginning July 1, 2011. The change will be equal to the positive percentage change in the Consumer Price Index — All Urban Consumers, U.S. city average, All items, Not Seasonally Adjusted, Series 1D CUUROOOOSAO ("CPI") as measured from the October 21 months prior to the rate adjustment to the October immediately preceding the rate adjustment. For example: The July 1, 2011 rate adjustment shall be based upon the index change from October 2009, to October 2010, referred to as year 1 and year 2 respectively in the following example . Formula to calculate percentage change in the Contract Rate: Step 1: October Year 2 CP1 October Year 1 CPI ' I — %increase in Contract Rate Step 2: Current Contract Rate x (1+ % increase in Contract Rate) = Contract Rate as of July l Year 2 On each April 1, commencing April 1, 2011, the County shall provide the City with notice of the adjustment to the Contract Rate to be effective the following July 1. Such notice shall contain the calculation of the adjustment set forth above. The County will calculate the new Contract Rate each year. In the event that the change in the CPI is negative, no rate adjustment will be made for that year. No adjustment under this Section 4.2(F) will take place until the October CPI index surpasses the index level as of the October immediately preceding the last annual rate adjustment pursuant to this Section 4.1(F), which will be considered "year 1" in calculating the change in the Contract Rate. 17 Execution Copy 3/9/2020 60A486 City of Santa Ana, Draft For example, if the CPI is measured as follows: October 2009 = 205, October 2010 = 204, October 2011 = 201, October 2012 = 208, then there would be no adjustment in July 2011, or July 2012, and an adjustment equal to the change from 205 to 208 would be implemented on July I, 2013. Adjustments pursuant to this Section 4.2(F) shall not require compliance with the provisions of Section (G) Adjustment Resulting from Increased Fees. In addition to the other adjustments specified herein, the Contract Rate shall be adjusted to reflect the imposition of new fees or increase in existing fees relating to the disposal of Controllable Waste imposed by state, federal or other agencies (i.e., the States Integrated Waste Management fee, which is currently $1.40 per ton). The adjustment shall be equal to the amount of any new or increased fee, and the adjustment shall take effect so as to coincide with the imposition of the new or increased fee. The County shall provide notice of any increase pursuant to this Section 4.2(G) as soon as practicable after becoming aware of the imposition of any fees described above. Adjustments pursuant to this Section 4.2(6) shall not require compliance with the provisions of Section (H) Calculation of Cumulative Inflation Rate. For purposes of Section 4.2(A)(iv) for adjustments prior to July I, 2011, the inflation shall be calculated as the change in the CPI between July of the year of calculation and July 1, 2008. Inflation shall be deemed to exceed the levels set forth below if the ratio between the CPI for July for the year of calculation (calculated in accordance with the formula below) and July 2008 exceeds the ratio corresponding to such year of calculation on the table below. The ratio shall be calculated in accordance with the following formula: (July CPI of calculation year / CPI for July 2008) Year of Calculation Ratio July I, 2008 1.0000 July 1,2009 1.0356 July 1, 2010 1.0723 In the event the CPI is no longer published during the term of this Agreement, such other index identified by the Bureau of Labor Statistics or otherwise generally accepted as a replacement for CPI shall be used for purposes of this Agreement. In the event of an adjustment to the Contract Rate pursuant to this section 4.2(H), such adjustment shall be applied to the Contract Rate effective until June 30, 2010, and the Contract Rate effective July 1, 2010. 4.2(I). Adjustments pursuant to this Section 4.2(H) shall not require compliance with the provisions of Section (1) Procedure for Rate Adjustments. In the event the County determines that it is entitled to an adjustment of the Contract Rate pursuant to Section 4.2(A) (other than 4.2(A)(iv)) or Section 4.2(B), it shall utilize the procedures described in this Section 4.2(1). The County shall be required to provide the City with at least 90 days prior written notice of the adjustment, which notice shall identify the specific event(s) or circumstances which require the adjustment. The notice shall also specify the earliest date on which the County Board of Supervisors shall consider the proposed adjustment. At least 45 days prior to such meeting of the Board of Supervisors, the County shall provide the City with a report which shall contain the following information: a description of the specific event(s) or circumstances which require the adjustment; a description (including cost estimates) of any activities (which may include, but not be limited to capital improvements to the Disposal System) required in order to remedy such event or circumstance; certification by the County that it has implemented the remedies described in Section 42(A) or (B) prior to requiring the rate adjustment; and a description of the methodology used by the County to calculate the adjustment to the Contract Rate (hereinafter the "County Report"). In the event the City disputes the adjustment, it shall provide the County with a written description of the reason for the dispute at least 10 days prior to the meeting of the Board of Supervisors identified in the initial notice of the County (hereinafter the "City Report"). The City Report shall be provided to the Board of Supervisors for 18 Faecuflon Copy 3/9/2020 60A-P287 City of Santa Ana, Draft consideration at such meeting in connection with the proposed rate adjustment. At any time from and attcr the date that the County provides the City with the County Report, upon the request of either party, the City and County shall meet and confer in good faith to resolve any dispute that may arise regarding the proposed adjustment to the Contract Rate. In any such meeting, the County shall be represented by the Director of the Department or his or her designee. In the event the Board of Supervisors approves all or a portion of the proposed rate adjustment, such rate adjustment shall become effective on the date identified in the initial notice sent by the County regardless of whether or not the procedures in Section 4.2(J) are utilized, but subject to potential reimbursement pursuant to clause (1 I) of Section 4 2(J). (J) Procedure for Expedited Judicial Review of Contested Rate Adjustment. In the event that, within 30 days after the effective date of any Contract Rate adjustment made pursuant to Section 4.2(1), Participating Cities which, in the aggregate, accounted for more than 50% of the County Acceptable Waste delivered to the County System in the twelve months preceding the Contract Rate adjustment, provide notice to the County of their election to utilize the procedures described in this Section 42(.I), then the provisions of this Section 4.2(J) shall be utilized by such Participating Cities and the County to resolve the dispute over the Contract Rate Adjustment. In the event that Participating Cities which have delivered the amount of waste contemplated in the preceding sentence do not provide notice to the County of such election, the County shall have no obligation to participate in or cooperate in the implementation of the procedures described below in this Section 4.2(J). (1) In order to pursue the expedited judicial determination described in this Section (the "Expedited Rate Determination"), the Participating Cities which have made the election described in the paragraph above (the "Challenging Cities") must commence a civil action for breach of contract (the "Action") in the Orange County Superior Court within 45 days of the date on which the Board of Supervisors approves the challenged adjustment to the Contract Rate- (2) Within two (2) days of filing the Action, the Challenging Cities shall personally serve on the County Counsel both the summons and complaint, and a stipulation and request for the entering of an order incorporating all of the procedural provisions relating to the Expedited Rate Determination as set forth in this Section 4.2(J) (such stipulation and request for order is hereinafter referred to as the "Expedited Rate Determination Stipulation"). The Expedited Rate Determination Stipulation shall be signed by each of the Challenging Cities. (3) Within fifteen (15) days of the date of service upon the County of the summons and complaint, and Expedited Rate Determination Stipulation, the County Counsel shall execute the Expedited Rate Determination Stipulation and personally serve upon the Challenging Cities through their counsel of record the Expedited Rate Determination Stipulation and its answer to the complaint in the Action. The Stipulation shall also include a waiver by each of the parties of their right to a jury trial of the issues raised in the Action. The City and the County mutually agree that the duty to execute the Expedited Rate Determination Stipulation and comply with the procedures set forth for Expedited Rate Determination in this Section 4.2(J) shall be, and are hereby deemed to be, ministerial duties which the law specifically enjoins upon each of them, and shall be subject to enforcement by the parties herein pursuant to Code of Civil Procedure Section 1085, et seq., or by means of a complaint for specific performance. (4) Within three (3) days of the date of service by the County upon the Challenging Cities of the fully signed Expedited Rate Determination Stipulation, the County and the Challenging Cities shall jointly make ex parte application to the Orange County Superior Court in the Action for the issuance of the order contained in the Expedited Rate Determination Stipulation. At such ex parse application, the County and the Challenging Cities shall also seek to confinn with the Orange County Superior Court the briefing schedule, and request a hearing date in accordance with the procedures set forth in this Section 4.2(J)_ (5) Within ten (10) days of the date of service by the County upon the Challenging Cities of the answer in the Expedited Rate Determination, the Challenging Cities shall file with the court and personally serve upon the County the Challenging Cities' opening brief and the Record in the Expedited Rate Determination. The opening brief shall not exceed 15 pages in length. The Record shall consist of, and be limited to, the record of the proceedings before the Board of Supervisors with respect to the adjustment of the Contract Rate, including but not limited to the County Report and the City Report prepared by each or any of the Challenging Cities pursuant to Section 4.2(I), any materials filed or lodged with the Board of Supervisors and the Orange County 19 Lxecutiun Copy 3/9/2020 60A488 City of Santa Ana, Draft Waste Commission, the transcript of the proceedings of the Board of Supervisors meeting and the Orange County Waste Commission, the minutes of the Board of Supervisors and the Orange County Waste Commission meeting, and the resolution and/or other documentation evidencing action by the Board of Supervisors and the Orange County Waste Commission to adjust the Contract Rate pursuant to Section4.2(A) or (B). The record shall also include the most recent reports prepared pursuant to Sections 4.6 and 4.7. The Expedited Rate Determination shall be decided solely on the evidence in the Record, and no extrinsic evidence shall be submitted to or considered by the court. (6) Within ten (10) days of service by the Challenging Cities of their opening brief and the Record, the County shall file and personally serve upon the Challenging Cities the County's opposition brief The opposition brief shall not exceed 15 pages in length. (7) Within five (5) days of service by the County upon the Challenging Cities of the opposition brief, the Challenging Cities may file and personally serve upon the County a rebuttal brief, which shall not exceed 10 pages in length. (8) The trial of the Expedited Rate Determination shall be conducted as a hearing which shall be conducted at the date set by the court in the ex parte hearing conducted pursuant to Section 4.2(J)(4), or such other date and time ordered by the court. If the court requests the parties to prepare supplemental briefs in response to any question or issue raised by the court, the parties may do so. (9) The standard of review for the Expedited Rate Determination shall be the preponderance of the evidence based upon the Record. The burden of proof shall be borne by the Challenging Cities, and the burden of proof shall be the same as with respect to a plaintiff in a damages action for breach of contract. Both parties have participated in the drafting of this Agreement. Accordingly, nothing set forth in this Agreement shall be interpreted or construed for or against either of the parties as a consequence of their participation in the drafting of this Agreement. (10) The court shall issue its written statement of decision and enterjudgment within thirty (30) days of the date of the hearing in the Expedited Rate Determination. (11) if the court determines that any portion of the County's adjusted Contract Rate which is the subject of the Expedited Rate Determination was improperly imposed, the County shall, within 30 days of the date of the statement of decision, reimburse to the City the amount improperly imposed, together with interest calculated at the highest percentage rate that does not constitute usury under California laws. Such reimbursement may be made in the form of a reduction in the Contract Rate for a future period (not to exceed twelve months) reasonably calculated to provide full reimbursement of the amounts described above. (12) If for any reason the court does not sign the order contained in the Expedited Rate Determination Stipulation, the City shall, within 30 days of the court's denial of such requested order, file with the court and personally serve upon the County a motion for summary judgment and/or motion for judgment on the pleadings, in accordance with Code of Civil Procedure Section 437(c) and 438. By executing this Agreement, the parties hereby stipulate that, in the event that the Challenging Cities file such summary judgment motion and/or motion for judgment on the pleadings, the Record shall be deemed to have been incorporated into the complaint and answer filed by the Challenging Cities and the County, and no evidence outside of the Record is relevant or material to the dispute raised in the Expedited Rate Determination. The briefing schedule and hearing on such motion for summary judgment and/or motion for judgment on the pleadings shall be in accordance with Code of Civil Procedure Section 437(c). The Challenging Cities and the County shall be bound by all of the requirements and restrictions set forth in Section 42(J) that are not in conflict with this paragraph (12). (13) In the event that the court both does not sign the order contained in the Expedited Rate Determination Stipulation and either does not hear or does not issue a ruling on the merits on the motion for summary judgment and,'or judgment on the pleadings which is dispositive of the issues, claims and causes of action in the complaint filed by the Challenging Cities, the County and the Challenging Cities shall, within twenty days following the issuance of the Court's order or decision not to honor the parties' stipulation or not to hear the parties' motion for summary judgment, make application to the Presiding Judge of the Orange County 20 Execution Copy 3/9/2020 60A489 City of Santa Ana, Draft Superior Court for an expedited hearing or trial date. The Challenging Cities and the County shall be bound by all of the requirements and restrictions set forth in Section 42(J) that are not in conflict with this paragraph (13). In this regard, and without limiting the foregoing, the only evidence to be presented at the hearing or trial shall be the Record, no testimony shall be presented at the hearing or trial; and both the County and the Challenging Cities waive all rights to a jury trial, to any reconsideration of the decision of the court, to a new trial after the court renders a decision, and to any appeal or review of the decision of the court. SECTION 43 RESPONSIBILITY FOR PAYMENT OF THE CONTRACT RATE. (A) Payment by City. In the event and to the extent (1) the City uses municipal collection forces directly for the haulage of Controllable Waste to the Disposal System or (2) the City uses non -municipal Franchise Haulers for collection but nonetheless elects to pay the Contract Rate from City revenues, the City, as its own Franchise Hauler, shall have direct responsibility for payment of the Contract Rate, and shall take all such budgetary, appropriation and other action as may be necessary to provide for the timely payment of the Contract Rate. Such action may include, depending upon the means authorized by the City to provide for such payment, the levy and collection of general or special taxes, the imposition of benefit assessments, or the collection of user fees, generator charges or other similar impositions for municipal solid waste disposal. The City shall use best efforts in accordance with Applicable Law to levy and impose all such taxes, assessments, fees or charges, and will take all steps, actions and proceedings for the enforcement, collection and payment of all such amounts which shall become delinquent, to the full extent permitted by Applicable Law. To the extent provided in Section 7.5 hereof, the obligation of the City for such Contract Rates shall be limited to amounts in the City's Solid Waste Enterprise Fund. From the Commencement Date to the date of expiration or termination of this Agreement, the obligation to the City to pay the Contract Rate, to the extent the City rather than Franchise Haulers is responsible directly for payment and provided that the Service Covenant has been complied with, shall be absolute and unconditional and shall not be subject to delay or diminution by reason of set-off, abatement, counterclaim, existence of a dispute or otherwise. (B) Payment by Franchise Haulers. With respect to Controllable Waste delivered by Franchise Haulers other than City municipal collection forces, the obligation to pay the Contract Rate shall rest with such Franchise Haulcrs and not with the City and, unless the City has agreed with the County to be responsible for Franchise Hauler payments, the City shall not be financially responsible for any delay or failure by such Franchise Hauler to pay the Contract Rate or any portion thereof when due. In the event of any such failure, the County and the City shall cooperate with each other and use their best efforts to obtain timely payment. Such efforts by the County may include, as appropriate, requiring cash payments for disposal rights from such Franchise Hauler and bringing a legal proceeding for payment and damages. Such efforts by the City may include, as appropriate, legal proceedings to suspend, revoke or terminate the Franchise Hauler's franchise, permit or license rights. (C) Disputes. If the City or the Franchise Hauler disputes any amount billed by the County in any Billing Statement, the City or the Franchise Hauler shall nonetheless pay the billed amount and shall provide the County with written objection within 30 days of the receipt of such Billing Statement indicating the amount that is being disputed and providing all reasons then known to the City or the Franchise Hauler for any objection to or disagreement with such amount. If the City or the Franchise Hauler and the County are not able to resolve such dispute within 30 days after the City's or the Franchise Hauler's objection, either party may pursue appropriate legal remedies. SECTION 4.4 BILLING OF THE CONTRACT RATE. The County shall continue to bill Contract Rates after the Commencement Date, in the same manner as it has customarily billed tipping fees. Subject to the other provisions of this Agreement, the County shall have the right to modify or amend such manner of billing on reasonable notice to affected parties. SECTION 4.5 RESTRICTED RESERVES. For purposes of this Agreement, "Restricted Reserves" means cash and other reserves of the Disposal System which we restricted to specific uses or are otherwise being reserved by the County to meet its obligations hereunder throughout the term of the Agreement with respect to the Disposal System pursuant to any Applicable Law, contract, adopted budget, budgetary policy of the County with respect to the Disposal System, or other arrangement. Such cash and other reserves are not required to be deposited in separate accounts or funds in order to constitute "Restricted Reserves" hereunder, and may be commingled with 21 Execution Cupy 3/9/2020 60A490 City of Santa Ana, Draft Unrestricted Reserves or other funds of the County attributable to the Disposal System. "Restricted Reserves" shall include, but not be limited to, the following: by Applicable Law; (i) reserves for closure of components of the Disposal System to the extent required (ii) amounts reserved by the County for funding of post closure maintenance and monitoring with respect to components of the Disposal System; (iii) reserves established to protect the Disposal System against the adverse financial impact of potential decreases in waste deliveries pursuant to Section 4 2(B); (iv) amounts reserved to pay the costs of capital improvements with respect to the Disposal System; (v) amounts funded from revenues during the early years of the term of the Agreement reserved to enable the County to provide disposal services for the Contract Rate during the later years of the Agreement; (vi) amounts temporarily held by the County prior to payment to the State or other Governmental Bodies pursuant to Applicable Law (including any fees or charges payable to the State Integrated Waste Management Board); (vii) reserves required to meet bond covenants pursuant to financing agreements for Disposal System assets to the extent such amounts must be legally separate and distinct from other reserves identified in this Section; (viii) security deposits from landfill deferred payment progratn users; (ix) amounts held by the County in the Environmental Fund (provided, however, that such amounts in the Environmental Fund will be made available and used by the County if required to pay costs relating to environmental remediation or other related costs); (x) AB939 surcharges; (xi) amounts held by the County in the Corrective Action Fund held pursuant to CCR Title 27 to demonstrate financial assurance to pay for potential groundwater contamination; and (xii) an amount equal to three months of budgeted expenses for the Disposal System for the current fiscal year, representing working capital of the Disposal System. SECTION 4-0 AUDITED FINANCIAL STATEMENTS. The County shall annually, on or before January I each year, prepare or cause to be prepared and have on file for inspection an annual report for the preceding Contract Year, accompanied by a certificate of an independent public accountant or of the County Auditor and Controller as to the examination of the financial statements therein (describing such statements as fairly presenting the information therein in conformity with generally accepted accounting principles) relating to the Disposal System, the Disposal Services, and the fiscal activities of the County OC Waste Disposal Enterprise Fund, and including statements in reasonable detail of the financial condition of the County OC Waste Disposal Enterprise Fund as of the end of the Contract Year and revenue and expenses for the Contract Year. SECTION 4.7 ANNUAL UPDATE OF TEN-YF,AR FINANCIAL PROJECTION. The County shall annually, on or before May 1 of each year, prepare or cause to be prepared, an updated 'fen -Year Financial Projection for the Disposal System. Said Financial Projection shall include at least two full years of prior actual data and ten years of future projections including the following elements: Execution Copy 22 3/9/2020 60A491 City of Santa Ana, Draft I . County Acceptable Waste, in tons; 2. Imported Acceptable Waste, in tons; 3. Revenues and expenditures; 4. Cash fund balances, including all monies in the County Solid Waste Enterprise Fund, with specific delineation of monies in the Environmental Fund, Restricted Reserves, Unrestricted Reserves. and all other funds of the System. 5. Projected liabilities for closure and post closure as well as reasonable reserves for other environmental costs. fhe purpose of the Ten -Year Financial Projection is to keep the City fully informed about the future financial condition of the Disposal System. The County shall cause a copy of the Ten -Year Financial Projection to be delivered to the City Manager of the City no later than May I of each year. Upon request, the County shall make available to the Cities supporting information related to the ten-year financial projection ARTICLE V BREACH, ENFORCEMENT AND TERMINATION SECTION 5.1 BREACH. The parties agree that in the event either party breaches any obligation under this Agreement or any representation made by either party hereunder is untrue in any material respect, the other party shall have the right to take any action at law or in equity (including actions for injunctive relief, mandamus and specific performance) it may have to enforce the payment of any amounts due or the performance of any obligations to be performed hereunder. Neither party shall have the right to terminate this Agreement except as provided in Section 5.2 and Section 5.3 hereof or as otherwise provided in this Agreement. SECTION 5.2 CITY CONVENIENCE TERMINATION. The City shall have the right to terminate this Agreement in its sole discretion, for its convenience and without cause at any time during the Term hereof upon 90 days' written notice to the County. If the City exercises its rights to terminate the Agreement pursuant to this Section, the City shall pay the County a termination fee equal to the Contract Rate in effect at the time of such termination (or any higher rate with respect to which the County has provided notice pursuant to Section 4.2) multiplied by the number of tons of City Acceptable Waste delivered to the Disposal System during the preceding twelve months (or, if the City had been in breach of the Waste Disposal Covenant during such prior months, such amount as would have been delivered if the City had complied with the Waste Disposal Covenant), multiplied by the number of years remaining in the Term of the Agreement. SECTION 5.3 TERMINATION. (A) By City. Except as expressly provided herein, the City shall have no right to terminate this Agreement for cause except in the event of the repeated failure or refusal by the County substantially to perform any material obligation under this Agreement unless such failure or refusal is excused by an Uncontrollable Circumstance; except that no such failure or refusal shall give the City the right to terminate this Agreement for cause under this subsection unless: (1) The City has given prior written notice to the County stating that a specified failure or refusal to perform exists which will, unless corrected, constitute a material breach of this Agreement on the part of the County and which will, in its opinion, give the City the right to terminate this Agreement for cause under this subsection unless such breach is corrected within a reasonable period of time, and (2) The County has neither challenged in an appropriate forum (in accordance with Section 5.5) the City's conclusion that such failure or refusal to perform has occurred or constitutes a material breach of this Agreement nor corrected or diligently taken steps to correct such breach within a reasonable period of - time not more than 90 days from the date of the notice given pursuant to clause (1) of this subsection (but if the Execution Cup}' 23 3/9/2020 60A4292 City of Santa Ana, Draft County shall have diligently taken steps to correct such breach within such reasonable period of time, the same shall not constitute a breach giving rise to the right of termination for as long as the County is continuing to take such steps to correct such breach). (B) By County. Except as expressly provided herein, the County shall have no right to terminate this Agreement for cause except in the event of the repeated failure or refusal by the City substantially to perform any material obligation under this Agreement unless such failure or refusal is excused by an Uncontrollable Circumstance; except that no such failure or refusal shall give the County the right to terminate this Agreement for cause under this subsection unless: (1) The County has given prior written notice to the City stating that a specified failure or refusal to perform exists which will, unless corrected, constitute a material breach of this Agreement on the part of the City and which will, in its opinion, give the County right to terminate this Agreement for cause under this subsection unless such breach is corrected within a reasonable period of time, and (2) The City has neither challenged in an appropriate forum (in accordance with Section 5.5) the County's conclusion that such failure or refusal to perform has Occurred or constitutes a material breach of this Agreement nor corrected or diligently taken steps to correct such breach within a reasonable period of time not more than 90 days from the date of the notice given pursuant to clause (I ) of this subsection (but if the City shall have diligently taken steps to correct such breach within such reasonable period of time, the same shall not constitute a breach giving rise to the right of termination for as long as the City is continuing to take such steps to correct such breach). SECTION 5.4 NO WAIVERS. No action of the County or the City pursuant to this Agreement (including, but not limited to, any investigation or payment), and no failure to act, shall constitute a waiver by either party of the other party's compliance with any term or provision of this Agreement. No course of dealing or delay by the County or the City in exercising any right, power or remedy under this Agreement shall operate as a waiver thereof or otherwise prejudice such parry's rights, powers and remedies. No single or partial exercise of (or failure to exercise) any right, power or remedy of the County or the City under this Agreement shall preclude any other or further exercise thereof of the exercise of any other right, power or remedy. SECTION 5.5 FORUM FOR DISPUTE RESOLUTION. It is the express intention of the parties that all legal actions and proceedings related to this Agreement or to the Disposal System or to any rights or any relationship between the parties arising therefrom shall be solely and exclusively initiated and maintained in courts of the State of California having appropriate jurisdiction. ARTICLE VI TERM SECTION 6.1 EFFECTIVE DATE AND TERM. (A) Initial Term. This Agreement shall become effective, shall be in full force and effect and shall be legally binding upon the City and the County from the Contract Date and shall continue in full force and effect until June 30, 2020, unless earlier terminated in accordance with its terms, in which event the Term shall be deemed to have expired as of the date of such termination. (B) Option to Renew. This Agreement shall be subject to renewal by mutual agreement of the parties, on or before June 30, 2018, for an additional term of ten years (the "Renewal Term") on the same terms and conditions as are applicable during the Initial Term hereof. The City shall give the County written notice of its irrevocable election to renew this Agreement on or before June 30, 2017. if the parties do not renew this Agreement by June 30, 2018, the Agreement shall expire on June 30, 2020. (C) Contract Rate During Renewal Term. In connection with the parties' right to renew this Agreement for an additional ten-year term pursuant to Section 6.1(B), the parties shall, on or before June 30, 2018, negotiate an applicable change in the Contract Rate for such renewal term. In determining any revisions to the 24 Execution Copy 3/9/2020 60A493 City of Santa Ana, Draft Contract Rate to be applicable during any renewal period, in addition to the circumstances described in Section 4.2(A), the parties may take into consideration the following parameters, including but not limited to: (i) actual cost of operations; (ii) population growth; (iii) increase or decrease in available tonnage; (iv) economic and disposal market conditions in the Southern California region; (v) changes in transportation and technology; (vi) closure and expansion of nearby landfills; (vii) capacity of the Disposal System; and (viii) available reserves which are in excess of the amount reasonably required as reserves. (D) Survival: Accrued Rights. The rights and obligations of the parties hereto pursuant to Sections 3.1(E)(2), 5.1, 5.3, 5.5, 7.2, 7.3, 7.5, 7.7, 7.8, 7.9, and 7.10 hereof shall survive the termination or expiration of this Agreement, and no such termination or expiration shall limit or otherwise affect the respective rights and obligations of the parties hereto accrued prior to the date of such termination or expiration. At the end of the Term of this Agreement, all other obligations of the parties shall terminate. SECTION 6.2 COMMENCEMENT DATE. (A) Obligations of the Parties Prior to the Commencement Date. The parties acknowledge that the Disposal Agreements may be executed and delivered on different dates and that, except as provided in this subsection, neither the County nor the City shall be obligated to perform its obligations hereunder until the participation threshold provided herein has been met and the other conditions to the occurrence of the Commencement Date have occurred. Prior to the Commencement Date, each party hereto shall at its own expense exercise good faith and due diligence and take all steps within its reasonable control in seeking to satisfy the conditions to the Commencement Date set forth herein as soon as reasonably practicable. The County and the City, each at its own expense, shall cooperate fully with each other and the other Participating Cities in connection with the foregoing undertaking. Until the Commencement Date occurs, the Original WDAs shall remain in full force and effect. (B) Condition to the Commencement Date. The Commencement Date for the Agreement shall be the date on which the percentage of the County's Acceptable Waste attributable to Participating Cities which have executed and delivered Disposal Agreements shall exceed 85% percent (using the percentage rates attributed to such Cities in Appendix 1). Unincorporated County is assumed to be a Participating City for the purposes of determining the Commencement Date in accordance with this Section 6.2(b) and Appendix 1 of this Agreement. (C) Satisfaction of Condition and Commencement Date. Upon the satisfaction or waiver of the condition to the Commencement Date, the County shall give written notice thereof to the cities which have theretofore executed Disposal Agreements. The parties shall thereupon hold a formal closing acknowledging the satisfaction or waiver of the condition to the Commencement Date, certifying that the Commencement Date has occurred and designating the Participating Cities. Copies of all of the documents or instruments constituting or evidencing satisfaction of the Commencement Date conditions shall be furnished to each party prior to or on the Commencement Date. 25 Fxecution Copy 3/9/2020 60A494 City of Santa Ana, Draft (D) Newly Incorporated Cities. Any city within Orange County which becomes incorporated after the Commencement Date shall upon request be offered the opportunity by the County to become a Participating City. If any such City executes a Disposal Agreement and meets the applicable condition provided in subsection 6.2(B) hereof within ISO days following the date of its municipal incorporation, then such City shall be entitled to execute a Waste Disposal Agreement on substantially the same terms and conditions as this Agreement (including the Contract Rate), notwithstanding the limitations contained in Section 3.6(B). (E) Failure of Condition. If by [120 DAYS AFTER BOARD APPROVAL], or such later date as the County may agree, the condition to the Commencement Date specified in this Section is not. satisfied, either party hereto may, by notice in writing to the other party, terminate this Agreement. Neither party shall be liable to the other for the termination of this Agreement pursuant to this subsection, and each of the parties shall bear its respective costs and expenses incurred in seeking to satisfy the condition to the Commencement Date. Notwithstanding anything in this Agreement to the contrary, in the event that this Agreement is terminated pursuant to this Section, the provisions of the Original W DA shall remain in full force and effect on the terms and conditions set forth therein. ARTICLE VII GENERAL PROVISIONS SECTION 7.1 OPERATION AND MAINTENANCE OF THE DISPOSAL SYSTEM. The County, at its cost and expense through the County Solid Waste Enterprise Fund, shall at all times operate, or caused to be operated, the Disposal System in accordance with Applicable Law and the operating rules and regulations of the Department. SECTION 7.2 UNCONTROLLABLE CIRCUMSTANCES GENERALLY. (A) Performance Excused. Except as otherwise specifically provided in this Agreement, neither the County nor the City shall be liable to the other for any failure or delay in the performance of any obligation under this Agreement (other than any payment at the time due and owing) to the extent such failure or delay is due to the occurrence of an Uncontrollable Circumstance. (B) Notice. Mitigation. The party experiencing an Uncontrollable Circumstance shall notify the other party by telecommunication or telephone and in writing, on or promptly after the date the party experiencing such Uncontrollable Circumstance first knew of the commencement thereof, followed within 15 days by a written description of (1) the Uncontrollable Circumstance and the cause thereof (to the extent known), (2) the date the Uncontrollable Circumstance began and the cause thereof, its estimated duration, the estimated time during which the performance of such parry's obligations hereunder will be delayed, (3) the estimated amount, if any, by which the Contract Rate may need to be adjusted as a result of such Uncontrollable Circumstance, (4) its estimated impact on the other obligations of such party under this Agreement and (5) potential mitigating actions which might be taken by the County or City and any areas where costs might be reduced and the approximate amount of such cost reductions. Each party shall provide prompt written notice of the cessation of such Uncontrollable Circumstance. Whenever such act, event or condition shall occur, the party claiming to he adversely affected thereby shall, as promptly as reasonably possible, use its best efforts to eliminate the cause therefor. reduce costs and resume performance under this Agreement. In addition, with respect to Changes in Law, the County shall diligently contest any such changes the imposition of which would have a material adverse impact on the Disposal System. While the delay continues, the County or City shall give notice to the other party, before the first day of each succeeding month, updating the information previously submitted. (C) Impact on Contract Rate. If and to the extent that Uncontrollable Circumstances interfere with, delay or increase the cost to the County of meeting its obligations hereunder and providing Disposal Services to the Participating Cities in accordance herewith, the County shall be entitled to an increase in the Contract Rate as provided in Section 42 herein or an extension in the schedule for performance equal to the amount of the increased cost or the time lost as a result thereof. The proceeds of any insurance available to meet any such increased cost shall be applied to such purpose prior to any determination of cost increases payable under this subsection. Any cost reductions achieved through the mitigating measures undertaken by the County pursuant to subsection 7.2(B) hereof upon the occurrence of an Uncontrollable Circumstance shall be reflected in a reduction of the amount by which the 26 Execution Copy 3/9/2020 60A495 City of Santa Ana, Draft Contract Rate would have otherwise been increased or shall serve to reduce the Contract Rate to reflect such mitigation measures, as applicable. SECTION 7.3 1NDEMN'IFICATION. To the extent permitted by law, the County agrees that, it will protect, indemnify, defend and hold harmless the City from and against all Loss -and -Expense arising from the City's activity as an "arranger' (for purposes of and as such term is defined under CERCLA or comparable state statutes) of municipal solid waste disposal pursuant to this Agreement. In the event the City shall determine that because of conflict or any other reason that it wishes to be defended by legal counsel other than the legal counsel provided by the County, the cost of providing such legal counsel shall be the City's sole responsibility. The City acknowledges the County's legitimate interest in actively participating in any defense, litigation or settlement whether the County or the City provides legal counsel. Any costs incurred by the County pursuant to this Section shall be considered an Uncontrollable Circumstance cost and the County shall be entitled to adjust the Contract Rate as provided in subsection 4.2(A) herein. The County shall not, however, be required to indemnify or defend the City from and against all Loss -and -Expense arising from any willful, knowing, illegal or negligent disposal of hazardous waste (other than incidental amounts of Household Hazardous Waste commonly found in municipal solid waste and permitted to be disposed in Class III landfills under RCRA) which violates the County's landfill permits or Applicable Law. The parties agree that this provision constitutes an indemnity under CERCLA (to the extent of the specific provisions of this Section). The panics acknowledge that this subsection is not intended to and does not create any obligation on the part of the County to provide any indemnification or defense to any Franchise Hauler, whether franchised or not, or any Independent Hauler or Transfer Station, under any circumstances. The City acknowledges the County's legitimate interest in actively participating in any defense, litigation or settlement, and shall, as a condition to this indemnity, coordinate fully with the County in the defense. SECTION 7.4 RELATIONSHIP OF THE PARTIES. Neither party to this Agreement shall have any responsibility whatsoever with respect to services provided or contractual obligations or liabilities assumed by the other party hereto, whether accrued, absolute, contingent or otherwise, or whether due or to become due. The County is an independent contractor of the City and nothing in this Agreement shall be deemed to constitute either party a partner, agent or legal representative of the other party or to create any fiduciary relationship between the parties. SECTION 7.5 LIMITED RECOURSE. (A) To the City. Except in the event the City has not established or maintained a City Solid Waste Enterprise Fund, no recourse shall be had to the general funds or general credit of the City for the payment of any amount due the County hereunder, or the performance of any obligation incurred hereunder, including any Loss - and -Expense of any nature arising from the performance or non-performance of the City's obligations hereunder. The sole recourse of the County for all such amounts shall be to the funds held in any such Solid Waste Enterprise Fund. All amounts held in any City Solid Waste Enterprise Fund shall be held for the uses permitted and required thereby, and no such amounts shall constitute property of the County. The City shall make adequate provision in the administration of any City Solid Waste Enterprise Fund for the payment of any amount or the performance of any obligation which may be due hereunder. (B) To the Counrv. No recourse shall be had to the general funds or general credit of the County for the payment of any amount due the City hereunder, or the performance of any obligation incurred hereunder, including any Loss -and -Expense of any nature arising from the performance or non-performance of the County's obligations hereunder. The sole recourse of the City for all such amounts shall be to the funds held in the County Solid Waste Enterprise Fund in accordance with the terms of this Agreement. All amounts held in the County Solid Waste Enterprise Fund shall be held for the uses permitted and required thereby, and no such amounts shall constitute property of the City. The County shall make adequate provision in the administration of the County Solid Waste Enterprise Fund for the payment of any amount or the performance of any obligation which may be due hereunder. SECTION 7.6 PRE-EXISTING RIGHTS AND LIABILITIES. Nothing in this Agreement is intended to affect, release, waive or modify any rights, obligations or liabilities which any party hereto may have to or against the other parry as of the Contract Date relating to the disposal of waste in the Disposal System or any other related matter. 27 Execution Copy 3/9/2020 60A-Q96 City of Santa Ana, Draft SECTION 7.7 NO VESTED RIGHTS. The City shall not acquire any vested property, license or other rights in the Disposal System by reason of this Agreement. SECTION 7.8 LIABILITY FOR COLLECTION, TRANSPORTATION AND PROCESSING. Any liability incurred by the City as a result of collecting Acceptable Waste or processing it for diversion from landfill, or as a result of causing, franchising, permitting, licensing authorizing or arranging any of the foregoing, shall be its sole liability, except as expressly otherwise provided herein. SECTION 7.9 NO CONSEQUENTIAL OR PUNITIVE DAMAGES. In no event shall either party hereto be liable to the other or obligated in any manner to pay to the other any special, incidental, consequential, punitive or similar damages based upon claims arising out of or in connection with the performance or non- performance of its obligations or otherwise under this Agreement, or the material inaccuracy of any representation made in this Agreement, whether such claims are based upon contract, tort, negligence, warranty or other legal theory. SECTION 7.10 AMENDMENTS. Neither this Agreement nor any provision hereof may be changed, modified, amended or waived except by written agreement duly authorized and executed by both parties. SECTION 7.11 NOTICE OF LITIGATION. Each patty shall deliver written notice to the other of any Legal Proceeding to which it is a party and which questions the validity or enforceability of this Agreement executed by the City or the County or any Legal Entitlement issued in connection herewith. SECf1ON 7.12 FURTHER ASSURANCES. At any and all times the City and the County so far as may be authorized by law shall pass, make, do, execute, acknowledge and deliver any and every such further resolutions, acts, deeds, conveyances, instruments, assignments, transfers and assurances as may be necessary or reasonably requested by the other in order to give full effect to this Agreement. SECTION T 13 ASSIGNMENT OF AGREEMENT. (A) Assienment. Neither this Agreement nor any of the rights or obligations hereunder may be assigned by either party hereto without the prior written consent of the other party, which may be withheld in the other party's sole discretion. Notwithstanding the foregoing, either party may assign this Agreement to another public entity, subject to the reasonable consent of the other party. In such circumstances the party not requesting the assignment shall have the right to demand assurances of the financial, technical and legal ability of the proposed assignee to undertake the responsibilities and obligations of the assigning party. (B) Sale. The County shall not enter into any agreement for the sale of the Disposal System which provides for an effective date for such sale prior to the termination of this Agreement. SECTION 7.14 INTEREST ON OVERDUE OBLIGATIONS. Except as otherwise provided herein, all amounts due hereunder, whether as damages, credits, revenue or reimbursements, that are not paid when due shall bear interest at the Overdue Rate on the amount outstanding from time to time, on the basis of a 365-day year, counting the actual number of days elapsed, and all such interest accrued at any time shall, to the extent permitted by Applicable Law, be deemed added to the amount due, as accrued. SECTION 7.15 BINDING EFFECT, This Agreement shall bind and inure to the benefit of the parties hereto and any successor or assignee acquiring an interest hereunder consistent with the provisions of Section 7.13 hereof. SECTION 7.16 NOTICES. Any notice or communication required or permitted hereunder shall be in writing and sufficiently given if delivered in person or sent by certified or registered mail, postage prepaid, to the notice address of the respective parties set forth on the cover page of this Agreement. Changes in the respective addresses to which such notices may be directed may be made from time to time by any party by notice to the other party. 28 Execution Copy 3/9/2020 60A4297 City of Santa Ana, Draft IN WITNESS WHEREOF, COUNTY and CITY have caused this Agreement to be executed by their duly authorized officers or representatives as of the day and year first above written. Date PATRICIA E. HEALY Clerk of the Council By e J S G BOSS Ex tive Director of the Pu he W rks Agency APPROVED AS TO FORM: COUNTY COUNSEL ORANGE COUNTY, CALIFORNIA B%\2 APPROVED AS TO FORM: JOSEPH W. FLETCHER City Attorney fay Laura Sheedy Assistant City Attorney Execution Copy COUNTY OF ORANGE I_ By 91! Director, OC Waste & Rccyc ng CITY OF SANTA ANA "TA BY �s2� N.REAM f r/r VID City Manager 29 3/9/2020 60A498 City of Santa Ana, Draft Execution Copy APPENDIX ESTIMATED ANNUAL TONNAGE 3/9/2020 60A499 City of Santa Ana, Draft Excculm Copy APPENDIX 2 Cumulative County Acceptable Waste Tonnage Target to be Used for Purposes of Section 4.2 (B) Fiscal Year County• Acceptable Waste Cumulative County Tonnage Acceptable Waste Tonnage FY 2008-09 3,170,387 3,170,387 FY 2009-10 3,092,806 6,263,193 FY 2010-11 3,185,590 9,448,783 FY 201142 3,344,870 12,793,653 FY2012-13 3,445,216 16,238,869 FY 2013-14 3,514,120 19,752,999 FY 2014-15 3,549,262 23,302,251 FY 2015-16 3,565,608 26,867,859 FY 2016-17 3,582,033 30,449,892 FY 2017-18 3,598,535 34,048,427 FY 2018-19 3,615,115 37,663,542 FY 2019-20 3,631,774 41,295.316 3/9/2020 60A400 City of Santa Ana, Draft Execution Copy APPENDIX 3 CUMULATIVE CAPITAL COSTS to be Used for Purposes of Section 4.2(A)vi Fiscal Year (ending June 30 Annual Capital Costs Cumulative Capital Costs 2009 $37,939,538 537,939,538 2010 $59,343,405 $97,282,943 2011 $10,433,978 $107,716,921 2012 $13,678,113 $121,395,034 2013 $17,525,040 $138,920,074 2014 $11,259,518 $150.179 592 2015 $37,682,758 $187 862 350 2016 $5,068,800 $192,931,150 2017 $10,662,265 $203,593,415 2018 $29,397,698 $232,991,113 2019 $8,263,795 $241,254,908 2020 $45,103,805 $286,358,713 3/9/2020 60A-301 City of Santa Ana, Draft Execution Copy APPENDIX FORM OF HAULER ACKNOWLEDGMENT 3/9/2020 60A-302 City of Santa Ana, Draft FRANCHISE HAULER ACKNOWLEDGMENT THIS FRANCHISE HAULER ACKNOWLEDGMENT, dated as of May 4, 2009 (the "Acknowledgment"), by and between the City of Santa Ana (the "City") and USA Waste of California Inc. (the "Franchise Hauler"). WFINESSETH [WHEREAS, the City and the Franchise Hauler have heretofore entered into an agreement entitled Third Amended and Restated Agreement for Collection and Handling of Solid Wastes Generated, Produced and/or Accumulated in the City of Santa Ana, dated as of April 3, 2005 (the "Franchise"); and [WHEREAS, the City has issued to the Franchise Hauler a permit, license, approval or other authorization the "Authorization") which allows the Franchise Hauler to provide solid waste collection services within the City; and] [WHEREAS, the Franchise authorizes the collection and disposal of certain municipal solid waste as described therein ("Franchise Waste") generated within the City; and] WHEREAS, Orange County (the "County") owns, manages and operates a sanitary landfill disposal system for municipal solid waste generated within the County; and WHEREAS, the City and the County have heretofore entered into a Waste Disposal Agreement, dated as of May 4, 2009 (the "Disposal Agreement') determining that the execution of such Disposal Agreement will serve the public health, safety and welfare of the residents of the City and County, by maintaining public ownership and stewardship over the Orange County Landfill Disposal System (the "Disposal System"); and WHEREAS, under the Disposal Agreement, the County has agreed to provide long-term disposal of all municipal solid waste generated within the City and the City has agreed to exercise all legal, and contractual power which it possesses from time to time to deliver or cause the delivery of such waste to the Disposal System; and WHEREAS, the provisions of the Waste Disposal Agreement which guarantee capacity for the long term disposal of waste at specified rates generated in the City provide significant benefits to the Franchise Hauler; WHEREAS, notwithstanding any Franchise provisions to the contrary, the Franchise Hauler explicitly acknowledges the aforementioned benefits to the City, the County and the Franchise Hauler in providing for the disposal of all Franchise Waste to the Disposal System; and WHEREAS, the City and the Franchise Hauler desire to enter into this Acknowledgment to assure that the City and the Franchise Hauler will be entitled to the benefits of the Waste Disposal Agreement and to assure conformity with the waste delivery obligations which have been agreed to by the City under the Disposal Agreement through the delivery of waste by the Franchise Hauler to the Disposal System; and WHEREAS, the Franchise Hauler's agreement Io deliver Franchise Waste to the Disposal System under this Acknowledgment is given in consideration of the Franchise Hauler's right to receive the Contract Rate for such disposal as provided in the Disposal Agreement. NOW, THEREFORE, in consideration of the premises and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound hereby, agree as follows: 1. Capitalized terms used and not otherwise defined herein are used as defined in the Disposal Agreement. Execution Copy 3/9/2020 60A403 City of Santa Ana, Draft 2. The Franchise Hauler hereby waives any right which it may possess under applicable law to contest on any ground, constitutional, statutory, case law, administrative or otherwise, (a) the right, power or authority of the County or the City to enter into or perform their respective obligations under the Disposal Agreement, (b) the enforceability against the County or the City of the Disposal Agreement, or (c) the right, power or authority of the City to deliver or cause the delivery of all Controllable Waste to the Designated Disposal Facility in accordance with this Acknowledgment. 3. The City and the Franchise Hauler each hereby represent that this Acknowledgment has been duly authorized by all necessary action of their respective governing bodies. 4. The Franchise Hauler shall deliver or cause to be delivered all Controllable Waste (including all residue from the processing by any means, wherever conducted, of Controllable Waste), to the Disposal System, and shall otherwise assist the City in complying with its obligations under the Waste Disposal Covenant in Section 3.1 of the Disposal Agreement. 5. The Franchise Hauler shall not haul Controllable Waste to any materials recovery facility, composting facility, intermediate processing facility, recycling center, transfer station or other waste handling or management facility unless the contract or other agreement or arrangement between the Franchise Hauler and the operator of such facility is sufficient in the opinion of the County to assure that the Residue from such facility constituting City Acceptable Waste (or Tonnage equivalencies) and the City Acceptable Waste transferred by such facility shall be delivered to the Designated Disposal Facility in compliance with the Waste Disposal Covenant. 6. The Franchise Hauler shall pay the Contract Rate imposed by the County at the Designated Disposal Facility for the disposal of all Controllable Waste, which rate shall be subject to potential adjustment necessary to reflect the circumstances set forth in the Disposal Agreement. 7. Nothing in this Acknowledgment is intended to restrict any right or responsibility explicitly given the Franchise Hauler in the Franchise to recycle City Acceptable Waste, except as provided in paragraph 5 above with respect to Residue from any such recycling operations. 8. The obligations of the Franchise Hauler under this Acknowledgment shall apply notwithstanding any provision of the Franchise which may conflict herewith. 9. This Acknowledgment may be enforced by the City by any available legal means. In any enforcement action by the City, the burden of proof shall be on the Franchise Hauler to demonstrate compliance herewith. 10. This Acknowledgment shall be in full force and effect and shall be legally binding upon the City and Franchise Hauler from the dated hereof and shall continue in full force and effect until the earlier of (i) the end of the term of the Franchise or (ii) the end of the term of the Disposal Agreement. it. The City and Hauler agree that the County shall be an express third party beneficiary of this Acknowledgment, and shall be entitled to independently enforce the obligations of the Franchise Hauler hereunder. 12. The Hauler agrees to assist the County in verifying tonnage collected by the Franchise Hauler and providing information required by the County. Hauler will provide upon request refuse tonnage collected within the County, and outside the County (if relevant to confirming tonnage origination), separated by jurisdiction, by load type (residential, commercial, roll -off box), and by facility to which it was delivered (specify which landfill or transfer station). Hauler will provide customer service levels and route lists. Hauler will cooperate with County audits to verify reported origin of tonnage by making records and personnel available to the County and/or its auditors. Execution Copy 3/9/2020 60A404 City of Santa Ana, Draft IN WITNESS WHEREOF, the parties have caused this Acknowledgment to be executed by their duly authorized officers or representatives as of day of , 2009. CITY OF SANTA ANA Ate' iri_,•_ Printed Name: i �.. . USA WASTE OF CALIFORNIA INC. Signature: Printed Title: Execution Copy 3/9/2020 60A405 City of Santa Ana, Draft APPENDIX 1 PERCENTAGE OF COUNTY ACCEPTABLE WASTE ATTRIBUTABLE TO PARTICIPATING CITIES FOR PURPOSE OF SECTION 6.2(b) Jurisdiction Percentage of County Acce table Waste Anaheim 13.4% Santa Ana 10.6% Irvine 7.5% Huntington Beach 6.0% Orange 5.8% Garden Grove 5 1% Fullerton 4 5% Unincorporated Orange Count 1° 4.3% Costa Mesa 3 6% Newport Beach 3.0% Lake Forest 2 6% Buena Park 2 5% Mission Viejo 2 3% Westminster 2.3% Yorba Linda 2.3% Brea 2 1% Tustin 2 0% C ress 19% La Habra 1 8% San Clemente 1.7% Fountain Valle 1.6% La una Ni uel 1.6% Placentia 1.6% San Juan Ca istrano 1.6% La una Beach 1.4% Dana Point 1 20/ Stanton 1 1% Rancho Santa Mar arita 1 0% La una Hills 0.9% Seal Beach 0 8% Aliso Vie'o 0 7% Los Alamitos 0 5% La Palma 0.3% La una Woods U2% Villa Park 0 2n/o Total 100% i. ) ' iuuwrporatea County is assumed to be a Participating City for the purposes of determining the Commencement Date in accordance with Section 6.2(b) of this Agreement. (2) A Participating City will only be included for purposing of determining the Commencement Date upon (i) execution of a Waste Disposal Agreement by that Participating City and (it) execution of a Hauler Acknowledgement(s) by the Franchise Hauler(s) operating within such Participating City Execution Copy 3/9/2020 60A406 City of Santa Ana, Draft Execution Copy APPENDIX 2 CUMULATIVE TONNAGE TARGETS 3/9/2020 60A407 City of Santa Ana, Draft EXHIBIT 8 AB 341, AB 1826, AND SB 1383 IMPLEMENTATION PLAN March 9, 2020 6UA-�08 City of Santa Ana - DRAFT CURRENT RATE SCHEDULES Draft, March 9, 2020 7 - 1 City of Santa Ana 60A-309 CURBSIDE SERVICE UNIT RATES FY 2019-20 MEMORANDUM (D Will Holt, Treasury Manager To: Finance and Management Services Agency Date: June 13, 2019 $Aiargaret Mercer, Admin. Services Manager From: Public Works Agency Subject:. CURBSIDE REFUSE RATES — FY I9-20 The following is a breakdown of the curbside refuse rates that are effective July 1, 2019: Curbside service: Waste Management $17.41 per month City administration fee 4.11 NPDES fee .38 Total $21.90 Qualifying seniortmobile home curbside service: Waste Management $17.41 per month City administration fee 1.56 NPDES fee '36 Total $19.35 Additional Optional Services: Additional carts $2.00 each per month. Residential Contamination $10.77 per third and subsequent event Damaged Cart Penalty (caused by intentional or wanton destruction by Curbside Service Unit) $48.46 per cart Residential Extra Pick-up $37.42 per pickup Steam Cleaning of Curbside Carts $28.92 per cart At Your Door Curbside HHW Collection $204.62 per occurrence Walk -Out service for Other Than DisabCed Individuals $26.92 per month Please call me at Exi. 5050 If there are any questions. March 9, 2020 7-2 City of Santa Ana 60A-310 w.,. MAYOR Miguel A. Pulido MAYOR PROTEM F V,cente SrmieMo COUNCILMEMEERS Angelica Annezcua P. Enrd BenaWdes Michele Martinez CITY OF SANTA ANA rran,en Rey . Gal Tinelero PUBLIC WORKS AGENCY M-21 20 Civic Center Plaza P O_ aax 1IMS Santa Ane, Celifoalia 42IO2 CITY MANAGER David Cavazos CITY ATTORNEY S.I. R. Cnrvglho CLERK OF THE COUNCIL Malta D. HuRai RESIDENTIAL BINS -ADJUSTED RATES EFFECTIVE 07101119 1 YARD BIN 2019 TOTAL RATE 1 Yard Bin x 1 sleek $113.28 1 Yard Bin x 2NVeek $203.52 1 Yard Bin x 3NVeek $293.72 1 Yard Bin x 4NVeek $384.D5 1 Yard Bin x 51Week $474.20 1 Yard Bin x 61Week $587 55 2 YARD BIN 2 Yard Bin x 1 NVeek $123.02 2 Yard Bin x 2NVeek $223.00 2 Yard Bin x 3/Week $323.01 2 Yard Bin x 4/Week $422.97 2 Yard Bin x 5/Week $522.95 2 Yard Bin x 61Week $622.91 3 YARD BIN 3 Yard Bin x 1 Meek $178.72 3 Yard Bin x 21Week $311 .49 3 Yard Bin x 3NVeek $444.12 3 Yard Bin x 4NVeek $577.01 3 Yard Bin x 5/Week $709.74 3 Yard Bin x 6NVeek $899.99 4 YARD BIN 4 Yard Bin x 1 Week $211.49 4 Yard Bin x 21Week $365.52 4 Yard Bin x 3/Week $519.47 4 Yard Bin x 41Week $673.52 4 Yard Bin x 5NVeek $827.42 4 Yard Bin x 6NVeek $1, 061.89 March 9, 2020 7-3 City of Santa Ana 60A-311 MAYOR g5guel A- P.M. MAYOR PRO TEM Jaen mllegaa COUNCILMEMCERS Cecilia Iglesias _ ° '_ �: e° David Ponaloza U¢enle Sarrnienlo Jose SoEono CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 Civic Center Plaza - P.O. Box 1906 Santa Ana, Calif rrl. n2702 CITY MANAGER Kn,llne Ridge CITY ATTORNEY Santa R. Cervnlha ACTING CLERK OF THE COUNCIL Narma Mitre -Ramirez COMMERCIAL BINS -ADJUSTED RATES EFFECTIVE 07/01119 1 YARD BIN 2019 TOTAL RATE 1 Yard Bin x 1NVeek $90.52 1 Yard Bin x 2fWeek $157.96 1 Yard Bin x 3NVeek $225.53 1 Yard Bin x 4NVeek $293.14 1 Yard Bin x SlWeek $360.64 1 Yard Bin x 6NVeek $451 .11 2 YARD BIN 2 Yard Bin x 1NVeek $100.50 2 Yard Bin x 2NVeek $178.11 2 Yard Bin x 3/Week $255.62 2 Yard Bin x 4NVeek $333.11 2 Yard Bin x 5NVeek $410.65 2 Yard Bin x 6/Week $522.67 3 YARD BIN 3 Yard Bin x 1NVeek $145.05 3 Yard Bin x 21VVeek $267.14 3 Yard Bin x 3NVeak $389.17 3 Yard Bin x 4NVeek $511.20 3 Yard Bin x 5/Week $63324 3 Yard Bin x 6NVeek $812.69 4YARD BIN i 4 Yard Bin x 1NVeek $189.61 4 Yard Bin x 2NVeek $344.61 4 Yard Bin x XWeek $499.67 4 Yard Bin x 4NVeek $554.82 4 Yard Bin x 5/Week $B09.B8 4 Yard Bin x 6NVeek $1 045.42 SANTA ANA CITY COUNCIL Mip P. Puldb lo 3—i b D. P.M Jnu Salon. uepr enmprho ram v. v✓me] woMi muu mRAnn xanx nm v nesdirs mm�amm ik.arrAnx m m�enim AMenn nmeom warcoPA-,.m.+Anr r� :n4tl lyuxVs March 9, 2020 7-4 City of Santa Ana 60A-312 MAYOR Miguel A. Puiido MAYOR PRO TEM x Jun, Nllegas -- COUNCILMEMSERS Cecilia Iglesias -J Cedd Peoaleec Vmmle 5armPenlo Jose Solon. CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 Cidc Center Plaza a P.O. Eox 1988 Santa Ana. Califwa 92702 CITY MANAGER Krisilne Ridge CITY ATTORNEY Sonia R. C .Iha ACTING CLERK GF THE COUNCIL Nor a Milk -Ramirez COMMERCIAL ORGANICS BINS AND CARTS — ADJUSTED RATES EFFECTIVE 07/01/19 2 YARD BIN 2019 TOTAL RATE 1 Yard Bin x 1NVeek $50.25 1 Yard Bin x 211Veek $89.05 1 Yard Bin x 3Mleek $127.61 1 Yard Bin x 4Mleek $166.55 1 Yard Bin x 5Mleek $205.33 1 Yard Bin x 6=eek $261.33 64 GALLON CART 64 Gallon Cart x 1NVeek $23.97 64 Gallon Cart x 2M]'eek $41.86 64 Gallon Cart x 3MJeek $5978 64 Gallon Cart x 4Mfeek $77.71 64 Galion Cart x 5NVeek $95.61 64 Gallon Cart x 6Mleek $119.57 SANTA ANA CITY COUNCIL Vlax P. Puldb 10 3—i b D. P.M Jnu Salono mupr en�prwor� v, wmaa wawa me�mrtman x-,aw am a a9z�ram�Aam a��NrYAaw m Me�amAmRaa a.,a9 o� .o an'oFmmaAnr r, March 9, 2020 7-5 City of Santa Ana 60A-313 MAYOR Miguel A. Puiido MAYOR PRO TEM x Juen Nllegas -- COUNCILMEMERS Cecilia Iglesias -J Cedd Peoaleec - Ymenle 5armPenlo Jose Solon. CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 Cidc Center Plaza a P.O. Box 1988 Santa Ana. Callfw a 92702 CITY MANAGER Krisilne Ridge CITY ATTORNEY Sonia R. C .Iha ACTING CLERK GF THE COUNCIL Norma Milk -Ramirez ADDITIONAL SERVICES ADJUSTED RATES EFFECTIVE 07/01/19 ADDITIONAL SERVICE 2019 TOTAL RATE Looking Din(per bin per month 3.23 Extra Pickup 92.16 Enclosure Charge (per bin perpickup) 3.23 Overage Charge 47.44 25' — 50' Pull-out Charge(per bin perpickup) 1.66 51' —75' Pull-out Charge(per bin per pickup) 3.23 Casters 4.02 Restart Fee 22.18 Commercial Exchange Fee 6322 Roll -off Trip Charge (Dry Run 75.85 Commercial Return to Service Fee 75.85 Sulk - Commercial/Multi-Family 47.44 Sulk - Curbside 47.44 Ticket Copies 1.66 Graffiti Removal 35.47 Cleanin Fee — Commercial/Roll-off 31.97 Bin Relocation 53.85 Heavy Truck Service 80.77 Commercial and Rolloff Contamination Penalty On Second Notification 53.85 SANTA ANA CITY COUNCIL Vlax P. Puldb 10 3—,rt b D. P.M pr Jnu Salono muen�prwor� v, wmaa wawa .,.�r.+ me�mrtman x-,aw am a a9z� samm 'k.arrAnx m Me�amAmRaa a.,a9 o� .o an'oFmmaAnr r, � r March 9, 2020 7-6 City of Santa Ana 60A-314 MAYOR Miguel A. Puiido MAYOR PRO TEM x Jun, Nllegas -- COUNCILMEMERS Cecilia Iglesias -J Cedd Peoaleec Vmmle 5armPenlo Jose Solon. CITY OF SANTA ANA PUBLIC WORKS AGENCY 20 Cidc Center Plaza a P.O. Box 1988 Santa Ana. Califwa 92702 CITY MANAGER Krisilne Ridge CITY ATTORNEY Sonia R. C .Iha ACTING CLERK GF THE COUNCIL Norma Milk -Ramirez PERMANENT ROLLOFF AND COMPACTOR ROLLOFF, INSTA-BIN AND STINGER SERVICE — ADJUSTED RATES EFFECTIVE 07/01/19 PERMANENT ROLLOFF 2019 TOTAL RATE 10 Yard $275.04 20 Yard $275.04 40 Yard $275.04 M RF Disposal Rate per Ton $73.31 COMPACTOR ROLLOFF 10 Yard $332.35 20 Yard $332.35 40 Yard $332.35 MRF Disposal Rate per Ton $73.31 INSTA-BIN $94.97 STINGER Per Bin x IMeek $34.17 Per Bin x 2NVeek $68.36 Per Bin x 3/Week $102.51 Per Bin x 4NVeek $136.67 Per bin x 5NVeek $170.83 Per bin x 6NVeek $205.02 SANTA ANA CITY COUNCIL Vlax P. Puldb 10 3—i b D. P.M Jnu Salono mupr en�prwor� v, wmaa wawa me�mrtman x-,aw am a a9z�ram�Aam a��NrYAaw m Me�amAmRaa a.,a9 o� .o an'oFmmaAnr r, March 9, 2020 7-7 City of Santa Ana 60A-315 CITY OF SANTA ANA Green Policy The City of Santa Ana has along history of imple me ntirg envirormentallyfocused programs. In 2015the ❑ty of Santa Ana (City) establis-ed a Climate Action Plan to develop and implement strategies to reduce greerhousegas emissions from City operations and the community. Lardfi Ili ng of solid waste, improper disposal of hazardouswaste, andthe marufacturirg of products cortributeto greenhousegas emissions. The City has implemented many programs and policies to reduce the amount of waste landfi Ile and encourage so urcea-eduction and recycling act iviti es. This Greer Policy documents activities and programs currently in place through the City's operations and facilities and the community, describes programs included in the current solid waste agreement and identifies programs required by state regulation to be included in the new solid waste agreement, and identifies additional environmental programs to be included in the rem solid waste agreement as financially feasible. October 16, 2018 Draft, March 9, 2020 8 - 1 City of Santa Ana 60A-316 CITY OF SANTA ANA Green Policy Table of Contents page I. California Regulations Relating to Diversion of Materials From Landfilling 1 IL Solid Waste Best Practices Hierarchy 2 111. Current City of Santa Ana Programs, Practices and Policies 3 IV. Existing Programs to be Included in Solid Waste Agreement 5 V. Environmental Programs Required by State Regulations to be Included in Solid Waste Agreement 5 VL Suite of Additional Environmental Programs to be Included in the New Solid Waste Agreement as Financial Feasible 6 VIL Additional Environmental Policies for Consideration 6 October 16, 2018 March 9, 2020 8-2 City of Santa Ana 60A-317 CITY OF SANTA ANA Green Policy INTRODUCTION The City of Santa Ana has a long history of implementing environmentally focused programs without an established Green Policy, This Green Policy has been developed to capture the vision of future environmental efforts in the City of Santa Ana, and will be used as the basis for refining the Solid Waste Services Request for Proposals scope, and implementing future solid waste environmental programs. The policy identifies California regulations relating to diversion of materials from landfilling, solid waste best practices hierarchy, current City of Santa Ana programs, practices and policies, existing programs to be included in solid waste agreement, environmental programs required by State regulations to be included in Solid Waste Agreement, suite of additional environmental programs to be included in the new Solid Waste Agreement as financial feasible, and additional environmental policies for consideration. CALIFORNIA REGULATIONS RELATING TO DIVERSION OF MATERIALS FROM LANDFILLING AB 341 AB 939 Manaatory enm renal 50% recyrbng;lmw jurisdiction goal of 75% diversion diversion by raged rn.A 2020 by 20w AB 1826 AB 1594 Mandatory landhll cammeM attamative daily cover organics nn longer reycl;ng; gall considered of so'. diversion in reductlan in mganks 2020 disrosal by 2020 AL AA SB 1383 50% redne6an inorganic, dispeeal by 2020 and 75% by 2025, and 20% owon i,ry of edible fx i by 2025 Over the past 30 years California has passed many landmark environmental regulations. Summarized below are regulations that specifically address reducing the amount of material being disposed at landfills. California adopted its first statewide, general recycling program in 1989, The California Integrated Waste Management Act (A8 939), which required jurisdictions to achieve 25 percent diversion of all solid waste from landfills by January 1, 1995, and 50 percent diversion by January 1, 2000. In preparation for the WOO deadline, jurisdictions dramatically increased the number of diversion programs. Diversion programs include local effort for source reduction, reuse, recycling, and composting. October 15, 2018 March 9, 2020 8-3 City of Santa Ana 60A-318 CITY OF SANTA ANA Green Policy In 2011, Assembly bill 341 (AB 34111 was signed into law requiring jurisdictions to implement commercial recycling programs, and requiring businesses that generate four or more cubic yards of solid waste, and multi -family complexes of 5 or more units to have a recycling program. Generators may comply by enrolling in a program offered by jurisdiction, self -recycling, or onsite reuse. This hill also requires Cal Recycle to establish anew statewide goal of 75 percent recycling, including source reduction, recycling, and composting, by 2020. This recycling paradigm differs from AB 939 in several significant ways. First, AB 341 establishes a statewide policy goal, rather than a jurisdictional mandate. This places the onus for achieving the goal on the state, rather than on the cities and counties that directly regulate waste disposal and recycling. Under the law, jurisdictions are not required to meet the new policy's numerical diversion goals, but jurisdictions are responsible for implementing required programs. In September 2014, Governor Brown signed Assembly Bill 1594, mandating that as of January 1, 2020, the use of green material as alternative dally cover (ABC) will no longe r constitute diversion through recycling and will instead be considered disposal in terms of measuring a jurisdiction's annual per capita disposal rate, thereby requiring that jurisdictions find alternative means of diversion such as composting, or anaerobic digestion of the material. In October 2014 Governor Brown signed Assembly Bill 1826, requiring local jurisdictions across the state to implement an organic waste recycling program to divert organic waste generated by businesses, including multi -family residential dwellings that consist of five or more units (please note, however, that multi -family dwellings are not required to have a food waste diversion program). This law also requires businesses to recycle their organic waste on and after April 1, 2016, depending on the amount of waste they generate per week. This law phases in the mandatory recycling of commercial organics over time, in particular, the minimum threshold of organic waste generation by businesses decreases over time, which means an increasingly greater proportion of the commercial sector will be required to comply. Senate Bill 1383 (SU 1383), was signed in September 2026, and establishes methane emissions reduction targets in a statewide effort to reduce emissions of short-lived climate pollutants in various sectors of California's economy. As it pertains to jurisdictions and the reduction of materials landfilled, SB 1383 establishes targets to achieve a 50 percent reduction in the level of the statewide disposal of organic waste from the 2014 level by 2020 and a 75 percent reduction by 2025. In order to meet these goals, all organics generators, including residents, will need to divert organics from landfilhoe either through a program offered by a jurisdiction through a franchise agreement, or by self -hauling. The law grants CalRecycle the regulatory authority required to achieve the organic waste disposal reduction targets and establishes an additional target that not less than 20 percent of currently disposed edible food is recovered for human consumption by 2025, SOLID WASTE BEST PRACTICES HIERARCHY The solid waste best practices hierarchy is a tool used in the evaluation of policies, programs, and practices that reduce the amount of waste disposed at landfills., By utilizing the hierarchy, users are able to maximize the benefit from materials, minimize the amount of waste, prevent greenhouse gas emissions, save energy, and conserve resources, The hierarchy indicates an order of preference for action to reduce and manage waste. The four -tier solid waste management hierarchy illustrated below ranks the most preferable ways to address solid October 15, 2018 March 9, 2020 8-4 City of Santa Ana 60A-319 CITY OF SANTA ANA Green Policy waste. Source reduction or waste prevention is the best approach (tier one), followed by reuse of materials (tier2), recycling, including composting, (tier3), and disposal/landfilling (tier4). Reuse Recycling Disposal V Definitions: Source Reduction —Reducingthe need to manufacture new products by purchasing durable, long-lasting goods, examples are reusable grocery bags, coffee mugs, double -sided copying. Reuse - Using an object or material again, eitherfor its original purpose or for a similar purpose, without significantly altering the physical form of the object or material, examples are repurposing empty glass jars for storing food in the panty, donating gently used clothing to charitable organizations, repairing appliances and furniture ratherthan buying new. Recycling - Using waste as material to manufacture a new product. Recycling involves altering the physical form of an object or material and making a new objectfrom the altered material. Disposal -The disposition of solid waste at a landfill. Materials disposed should only be the residue left after all recyclable material (including organics) has been removed and processed, and does not include hazardous waste and other materials banned from landfilling. III. CURRENT CITY OF SANTA ANA PROGRAMS, PRACTICES AND POLICIES The programs, practices, and policies are categorized in accordance with CalRecycle in the areas of source -reduction, reuse, and recycling. City Operations and Facilities Source Reduction: • Environmentally Preferable Purchasing Policy —The City's purchasing policy includes requirements to purchase recycled -content products wherever feasible. • City crews grasscycle at City parks and facilities by leaving clippings on the lawn when mowing. Grass clippings decompose quickly, returning valuable nutrients backto the soil, and reducing irrigation needs. • City's tree crew, tree maintenance contractor and landscaping contractor mulch wood and green waste from City trees and reuse the material in landscaped areas around the City. October 16, 2018 March 9, 2020 8-5 City of Santa Ana 60A-320 CITY OF SANTA ANA Green Policy Reuse: • The City uses rubberized asphalt and slurry made from recycled tires on streets to increase the lifecycle of the roads, reduce noise, and enhance performance. • The City crushes asphalt and concrete during construction projects to he reused onsite. Recycling: • Recycling opportunities are avail able throughout City foci lilies Inc uding smal l recycling containers for offices and large bins for centralized recycling. Items recycled include paper, plastic, glass, and metal beverage containers. • Motor oil and tires from the City fleet are recycled. • Battery recycling is available at City facilities for City operations. • The City uses an electronic's recycler for surplus computers and other electronics, and recycles used printer and copier toner cartridges. • Metal from street signs, pipes, and shopping carts are recycled by City operations.. • The City ensures that all construction and demolition projects divert 65%of material generated as required by the CalGreen Building Code. community Source Reduction • The City offers backyard composting classes for City residents including a composting bin at a discounted price. Recycling: • Reverse vending machines and recycling centers are located throughout the City which allow the community to receive the California redemption value (CRV) for recycling bottles and cans. • The City par merswith CC Recycles to sponsor Ceunty Regions) Fco ChaI Ienge Events. Reuse: • There are nonprofit and for -profit organizations located within the City which offer material reuse opportunities for the community. Reuse organizations include the Assistance League of Santa Ana, Baker's Thrift Store, Thrift Experience, Habitat for Humanity, the Salvation Army, Goodwill, and others. • The City provides information to restaurants and other food generating businesses on Waste Not OC- Waste Not DC works collaboratively with hospitals, food banks, municipalities, the food industry, and the waste hauling industry to reduce hunger and food waste by recovering edible food and distributing to food pantries serving food insecure community members. PUBLIC EDUCATION AND OUTREACH • The City provides source -reduction, reuse, and recycling information on the City's website as part of the Santa Ana Green program. October 15, 2018 March 9, 2020 8-6 City of Santa Ana 60A-321 CITY OF SANTA ANA Green Policy • The Santa Ana Green newsletter is published and mailed to all single-family and multi -family residents quarterly. • The Santa Ana Police Athletic and Activity League sponsors the "Recycle our Way to Disneyland" fundraiser which raises money, in part by recyclables collected at the Police Facility, to send children to Disneyland during the Christmas Holiday - • The City partners with the Discovery Science Center to present "Santa Ana Waste Free Days" which allow Santa Ana residents free admission to the Discovery Science Center with access to the award winning Eco Challenge Exhibit, ORDINANCES AND RESOLUTIONS The following are ordinances and resolutions which have been approved by the City Council: • Ordinance requiring residents receiving curbside solid waste service to place refuse, recyclables and green waste in designated carts. • Ordinance requiring construction and demolition debris to be transported to a materials recovery facliity, and end -user for diversion. • Water efficient landscape ordinance encouraging proper irrigation installation, the use of xeriscaping and the planting of drought tolerant trees and shrubs. • Fats, Oils and Grease ordinance prohibiting disposal of waste cooking oil into drains. • Resolution adopting a policy for procuring recycled content products. • Resolution designating the City of Santa Ana as a Recycling Market Development Zone with the cities of Huntington Reach, Garden Grove, Mission Viejo, Orange, Placentia, and Stanton_ IV. EXISTING PROGRAMS TO BE INCLUDED IN SOLID WASTE AGREEMENT The current programs listed below have historically been provided by the City's solid waste collector, and will continue. • City operations solid waste and recycling collection. • Solid waste and recycling collection at City -sponsored events. • Neighborhood cleanups. • Parkway cleanups after garage sale weekends. • Alley cleanup— to he increased from two times per month to four times per month. • Single-family residents are provided refuse, recycling and green waste service. • Businesses and multi -family complexes are offered recycling service. • Holiday greenery is collected from residential properties and diverted from landfilling. • Sharps Safe Disposal Program. • Door -to -Door universal Waste Collection — Collection of universal waste offered to residents. Universal waste includes fluorescent tubes, light bulbs, batteries, mercury containing devices, televisions and other electronic equipment, and other universal waste asdefined by Cal Recycle. October 16, 2018 March 9, 2020 8-7 City of Santa Ana 60A-322 CITY OF SANTA ANA Green Policy V. ENVIRONMENTAL PROGRAMS REQUIRED BY STATE REGULATIONS TO BE INCLUDED IN SOUD WASTE AGREEMENT • Residential food waste program --SR 1383 requires jurisdictions to offer an organics recycling program, including food waste, to all generators by January 1, 2022. • organics waste collection and recycling from commercial generators that currently meet the thresholds of AB 1825, and in January 1, 2022 from all generators of organics. • Food donation/rescue— Hauler to provide information and/or coordinate with food rescue organizations. • AI3341 compliant commercial and multi -family recyclingwhich may include a source -separated program, and/or processing of mixed commercial/multi-family for customers thatdo not participate in the source -separated recycling program. VI. SUITE OF ADDITIONAL ENVIRONMENTAL PROGRAMS TO BE CONSIDERED IN THE NEW SOLID WASTE AGREEMENT AS FINANCIAL FEASIBLE • Household hazardous waste— Hauler to provide an annual drop-off event. • Medication disposal program — Selected hauler will be required to promote local medication take -back programs. • Document shredding events— Provide one time per year. • Compost give-away events— Provide one time per year. • Multi -family bulky item collection. • Provide solid waste containers for encampment cleanups. • Recycling block party— Recognize a residential neighborhood that consistently puts out their recycling containers Iset out) and has minimal contamination of recyclable materials by hosting a block party. • Environmental ambassador program— Recognize businesses and restaurants that have implemented source -reduction, reuse, recycling, and other environmental programs at City Council meetings and coordinate presentations with Chamber of Commerce and/or other community meetings. VII. ADDITIONAL ENVIRONMENTAL POLICIES FOR CONSIDERATION • Produce an environmental directory €or residents and businesses which lists all Opportunities for reuse, source -reduction, and recycling. • Support extended producer responsibility legislation for toxic and difficult to recycle items. • Support state and national legislation that requires manufacturers to reduce packaging and to incorporate recycled content materials in all packaging. October 15, 2018 March 9, 2020 8-8 City of Santa Ana 60A-323 CURRENT AB 341 AND AB 1826 PUBLIC EDUCATION AND OUTREACH PLAN a. List of Tier 1,11,111 Candidates (AB 1826 =1604 & AB 341=1643) i. Hauler Database 1. Food Waste (Cascadia—CalRecycle Waste Characterization) 2. Green Waste (25% Allocation Estimate) b. Source Reduction Strategy i. WASTENOT OC - O.C. Food Donations Flyer c. Recycling Strategy L Green Waste Strategy— 25% Allocation ii. Food Waste Strategy— Cascadia Percentages based on Waste Characterization iii. Self -haul Reporting Strategy — 3"d Party Documentation d. Develop Compliance Timelines e. Outreach Strategy (AB 1826/AB 341 — combined effort) i. Per Tier, Outreach Compliance Dates —PAST DUE 1. Tier I (November 2015 -April 2016) —102 Commercial Customers Businesses that generate 8 cubic yards of organic waste per week must arrange for organic waste recycling services. 2. Tier II (April 2016 — January 2017) —160 Commercial Customers Businesses that generate 4 cubic yards of organic waste per week must arrange for organic waste recycling services. 3. Tier III (January 2017 —January 2019) —1342 Commercial Customers Businesses that generate 4 cubic yards or more of commercial solid waste per week must arrange for organic waste recycling services. Draft, March 9, 2020 9-1 City of Santa Ana 60A-324 ii. Direct Mailing 1. City Letter —AB 1826 & AB 341 Compliance Message (to be provided by City) 2. WM Letter — Compliance Requirements/Recycling Assistance 3. Double Sided Outreach Flyer (Per Account Holder) a. AB 1826 Organics Recycling Flyer (WM developed) b. AB 341 Mandatory Commercial Outreach Flyer (WM developed) 4. Commercial Self -Reporting Forms iii. Second Mailing — AB 1826/AB341 Non -Compliance Letter/Post Card Reminder ofAB1826/341 Legislation and Available WM "Right -Sizing" Assistance iv. Customer Interaction a. AB 1826 Target — Visit and evaluate compliance at approximately 20 accounts per month (Visits may be combined with AB 341 site visits.) i. Introductory Meeting (explain AB 1826/341 & compliance programs, provide educational materials) b. AB 341 Target — Visit and evaluate compliance at approximately 20 accounts per month (Visits may be combined with AB 1826 site visits.) i. Introductory Meeting (explain AB 1826/341 & compliance programs) ii. AB 341 - Program Training and Setup (train staff, deliver carts/bins, provide educational materials) 2. Marketing/Outreach Materials a. AB 1 826 Organics Recycling Flyer b. AB 341/AB 1826 Multifamily Outreach Flyer March 9, 2020 9-2 City of Santa Ana 60A-325 f. Reporting/Tracking Compliance i. Track New Participants and all customer outreach —AB 1826 & AB 341 March 9, 2020 9-3 City of Santa Ana 60A-326 MAP OF PROPERTY ANNEXED TO THE CITY OF SANTA ANA IN DECEMBER 2019 (1) (1) Container counts included in Attachments 2 and 3 of this RFP do not include containers serviced in the newly annexed area of the City. The City will prepare an addendum to this RFP when this information becomes available. Draft, March 9, 2020 10 - 1 City of Santa Ana 60A-327 UNIVERSAL WASTE COLLECTED IN CALENDAR YEARS 2015 THROUGH 2O18 Draft, March 9, 2020 11 - 1 City of Santa Ana 60A-328 WUM. At Your Door �....,....o..,-. Special Collection"' Home Generated Special Material Collection Report Santa Ana Summary of Material Collected From 1/1/2015 through 12/31/2015 MATERIAL QUANTITY UOM POUNDS %of Total Acid Liquid 3.00 gallons 25.50 0.32% Batteries household 179.00 Pounds 179.00 2.22% Batteries lead acid 210.00 Pounds 210.00 2.61% CD/VCR/DVDltape player 16.00 Each 42.00 0.52% compact fl lamps 81.00 Each 20.25 0.25% Computer -laptop 2.00 Each 48.00 0.60%' Copier -desk 1.00 Each 25.00 0.31% CPU 9.00 Each 185-40 2,30% CRT 4.00 Each 128.00 1.59% FluorescentTubes St. 240.00 Foot 30.00 0.37% General/Misc. 43.00 Each 344.00 4.28% Keyboard 10.00 Each 20.00 0.25% Microwave 1.00 Each 45.00 0.56% Monitor -flat 5.00 Each 50.00 0.62% Mouse 2.00 Each 3.00 0.04% Printer -desktop 10.00 Each 160.00 1.99% Speakers MO Each 30.00 0.37% Stereo 1.00 Each 30.50 0.39% Telephone 2.00 Each 6.00 0.07% TV 20 and under 1.00 Each 29.66 0.37% TV 21-30 13.00 Each 865-02 10.75% TV 31 and up 16.00 Each 1,994,56 24.79% N Console 1.00 Each 184.66 2.30% N Nat -more than 40 2.00 Each 170,00 2.11% TV Projection 14.00 Each 3,220,00 40.02% TOTALS 8,045.55 TOTALSTOPS 59 Notes: This report is created from data gathered at the point of collection. At Your Door Customer Service Technicians record every item collected from every home. Liquid materials are listed in detail reports as gallons. Solid items are listed as pounds, feet or each, DID: smasum_01 5/17/2016 Page 1 of 2 March 9, 2020 11 - 2 City of Santa Ana 60A-329 Home Generated Special Material Collection Report Santa Ana Summary of Material Collected From 1/1/2015 through 12/31/2015 MATERIAL QUANTITY UOM POUNDS %of Total The computer will perform calculations to convert feet, each and gallons to pan rids using industry standard weights. For example, 8.54 per one gallon of used oil. Weights of solids are taken from the containers. For example, a 1011 bag of fertilizer that is half -full would be recorded as 5h. Paint and other liquids are periodically weighted and the average weight is adjusted in the computer. Future adjustments may result in changes to previous reports. Electronic items are periodically weighed. The average weights used are subject to revision. Future adjustments may result in changes to previous reports. Weights do not include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total pounds collected are materials that are not recycled. These materials may be incinerated, neutralized or sent to a landfill. Some acceptable recycling processes can generate residue that is or cannot be recycled for example, contaminants such as trash packed into paint cans. DID: smccsum_01 5/17/2016 Page 2 of 2 March 9, 2020 11 - 3 City of Santa Ana 60A-330 WV . At Your Door Special collecti.w° Home Generated Special Material Collection Report Santa Ana summary of Material Collected From 1/1/2016 through 12/31/2016 MATERIAL QUANTITY UOM POUNDS %of Total Batteries household 308.00 Pounds 308.00 1.86% Batteries lead acid 57.00 Pounds 57.00 0.34% CD/VCR/DVD/tape player 4.00 Each 28.00 0.17% Cellphone w/battery 7.00 Each 14.00 0.08% compact fl lamps 168.00 Each 42.00 0.25% Computer -laptop 5.00 Each 144.00 0.87% Copier desk 1.00 Each 25.00 0.15% CPU 14.00 Each 288..40 1.7411. CRT 2.00 Each 64.00 0.39% FluorescentTubes St. 516.00 Foot 64.50 0.39% GeneraVMisc. 59.00 Each 472.00 2.85% Keyboard 11.00 Each 22.00 0.13% Microwave 4.00 Each 180.00 1.09% Monitor -flat 9.00 Each 90.00 0.54% Mouse 2.00 Each 3.00 0.02% Printer -desktop 22.00 Each 352,00 2.12% Scanner 1.00 Each 9-00 0.05% Speakers 5.00 Each 75,00 0.45% Stereo 2.00 Each 61.00 0.37% TV 2O and under 9.00 Each 266.94 1.51% TV 21-30 29.00 Each 1,929.66 11.63% TV 31 and up 32.00 Each 3,989.12 24.05% TV Console 1.00 Each 184.66 1.11% TV Flat -less than 40 7,00 Each 315.00 1.90% TV Flat -more than 40 11,00 Each 935.00 5.64% TV Projection 29.00 Each 6,670.00 40.21% TOTALS 10,589.28 TOTAL5TOPS 130 Notes: This report is created from data gathered at the polnt of collection- At Your Door Customer Service Technicians record every Rem coilected from every home. DID: smcoum_01 6/14/2017 Page 1 of 2 March 9, 2020 11 - 4 City of Santa Ana 60A-331 Home Generated Special Material Collection Report Santa Ana Summary of Material Collected From 1/1/2016 through 12/31/2016 MATERIAL QUANTITY UONf POUNDS %of Total Liquid materials are listed in detail reports as gallons. Solid items are listed as pounds, feet or each. The computer will perform calculations to convert feet, each and gallons to pounds using industry standard weights. For example, 8.5# per one gallon of used oil. Weights of solids are taken from the containers. For example, a 18# bag of fertilizer that is half -full would he recorded as S#. Paint and other liquids are periodically weighted and the average weight is adjusted In the computer. Future adjustments may result in changes to previous reports. Llectranie Items are periodically weighed. The average weights used are subject to revision. Future adjustments may result In changes to previous reports. Weights do not include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total pounds collected are materials that are not recycled. These materials may be incinerated, neutralized or sent to a landfill. Some acceptable recycling processes can generate residue that is or cannot he recycled for example, contaminants such as trash packed into paint cans. olo smccsum_01 6/14/2017 Page 2of2 March 9, 2020 11 - 5 City of Santa Ana 60A-332 yvu� At Your Door w..nn...eao,. Special Calivctiort'" Home Generated Special Material Collection Report Santa Ana Summary of Material Collected From 1/1/2017 through 12/31/2017 MATERIAL QUANTITY UOM POUNDS %of Total Batteries household 132,00 Pounds 132,00 1.94% Batteries lead acid 31.00 Pounds 31-00 0.46% CD/VCR/DVO/tape player 2.00 Each 13.72 0.20% Cellphone w/battery 2.00 Each 1.02 0.02% compact ill lamps 111.00 Each 27.15 0.41% Computer -laptop 4,00 Each 25.24 0,37%- Copier-de5k 1-00 Each 21.30 091% CPU 3.00 Each 71.82 1.06% CST 5,00 Each 159.00 2.34% FluorescentTubes St. - 180.00 Foot 22,50 0.33% General/Miser 27,00 Each 216.00 3.18% Keyboard 4.00 Each 6.92 D.10% Microwave 11.00 Each 417.78 6.15% Monitor -flat 2.00 Each 24.12 0.36% Mouse 1.00 Each .35 0.01% Printer -desktop 11.00 Each 156.64 2,31% Speakers 2.00 Each 19.00 0,28% Telephone 9.00 Each 10.35 0.15% TV 20 and under 4.00 Each 134.48 1.981t. TV 21-30 15,00 Each 954.45 14.05% TV 31 and up 14.00 Each 1,849.96 27.24% TV Console 3.00 Each 510.45 7.52% TV Flat -less than 40 1.00 Each 20.95 0.31% TV Flat -mare than 40 7.00 Each 378.77 5.58% TV Projection 11.00 Each 1,585.32 23.34% TOTALS 6,790.89 TOTALSTOPS 75 Notes: This report is created from data gathered at the point of collection. At Your Door Customer Service Technicians record every Item collected from every home. - Liquid materials are listed in detail reports as 8allan5, - Saild Items are listed as pounds, feet or each. DID : smccsum_01 5/16/2018 page 1 of 2 March 9, 2020 11 - 6 City of Santa Ana 60A-333 Home Generated Special Material Collection Report Santa Ana Summary of Material Collected From 1/1/2017 through 12/31/2017 MATERIAL QUANTITY UOM POUNDS %of Total - The computer will perform calculations to convert feet, each and gallons to pounds using Industrystandard weights. For example,8.5# per one gallon of used oil. Weights of solids are taken from the containers. For example, a lOg bag of fertilizer that is half -full would be recorded as Sg Paint and other liquids are periodically weighted and the average weight is adjusted In the computer. Future adjustments may result in changes to previous reports. Flectroair items are periodically weighed. The average weights used are subject to revision. Future adjustments may result In changes to previous reports. Weights do not include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total pounds collected are materials that are not recycled. These materials may be incinerated, neutralized or sent to a landfill. some acceptable recycling processes can generate residue that Is or cannot be recycled for example, contaminants such as trash packed into paint cans. DID: smccsum_01 5/16/2018 Page 2 of 2 March 9, 2020 11 - 7 City of Santa Ana 60A-334 WVI. At Your Door Spxlel Callxuen Material by Category Summary Santa Ana CA From 1/1/2018 through 17/31/7018 MATERIAL QUANTITY UOM POUNDS %of Total Electronics CD/VCR/DVD/tape player 10 Each Computer laptop 6 Each Copier -desk 1 Each CPU 6 Each CRT 2 Each General/Mist. 38 Each Keyboard 1 Each Monitor -Hat 6 Each Printer -desktop 11 Each Stereo 1 Each TV 20 and under 2 Each TV 21-30 11 Each TV 31 and up 40 Each TV Flat -less than 40 5 Each TV Flat -more than 40 7 Each TV Projection 24 Each Total: 10,896.75 98.64% Universal Total : 150.38 1.36% Batteries household 218 Pounds 118.00 1.07% compactfl lamps 64 Each 16.00 0.14% FiuorescentTubes St. 231 Foot 16.38 0.15% Total Pounds Collected 11,047.13 Total Pounds Sent For Recycling 10,476.59 94.84% Total Stops 83 Notes: This report is created from data gathered at the poiot of collection. Liquid materials are listed as gallons. Solid items arelisted as pounds, feet oreach. Usingstandard guidelines, items collected by length, Item count, and liqu,dgallons have been converted Into a measurement of pounds. For example, 8.5lbs. per one gallon of used oll. Weights of solids are taken from the containers. For example, a 10 €b, bag of fertilizer that Is half -full would be estimated to be S lbs. Paint and other liquids are periodically weighed and the average weight is adjusted in thesystem. Electronic items are periodically weighed. The average we+ghts used are subject to revision. Weights are not related to nor do they include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total pounds collected are materials that are not recycled. These materials may be incinerated, neutralized or sent to a landfill. Some acceptable recycling processes can generate residue that is or cannot he recycled for example, contaminants such as trash packed Into paint cans. March 9, 2020 11-8 City of Santa Ana 60A-335 POUNDS OF BATTERIES COLLECTED IN CALENDAR YEARS 2015 THROUGH 2O18 Draft, March 9, 2020 12 - 1 City of Santa Ana 60A-336 ►/� At Your Door ..,�.,....—.. special collection" Home Generated Special Material Collection Report x Santa Ana Summary of Material Collected From 1/1/2015 through 12/31/2015 MATERIAL QUANTITY UOM POUNDS %of Total Batteries household 771.00 Pounds 771,00 100.00% TOTALS 771.00 TOTALSTOPS 4 Motes: This report is created from data gathered at the point of collection. At Your Door Customer Service Technicians record every item collected from every home. Liquid materials are listed in detail reports as gallons. solid items are listed as pounds, feet or each. The computer will perform calculations to convert feet, each and gallons to pounds using Industry standard weights. For example, 8.54 per one gallon of used oil. Weights of solids are taken from the containers. For example,a to#bag of fertilizer that is half -full would be recorded as 50. Paint and other liquids are periodically weighted and the average weight is adjusted in the computer. Future adjustments may result in changes to previous reports. Electronic Items are periodically weighed. The average weights used are subject to revision. Future adjustments may result in changes to previous reports.. Weights do not include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total pounds collected are materials that are not recycled. These materials may be incinerated, neutralized or sent to a landfill. Some acceptable recycling processes can generate residue that is or cannot be recycled for example, contaminants such as trash packed into paint carts. DID: smccsum_01 5/17/2016 Page 1 of 1 March 9, 2020 12 - 2 City of Santa Ana 60A-337 VUM. At Your Door Special Gnllection'" Home Generated Special Material Collection Report x Santa Ana Summary of Material Collected From 1/1/2016 through 12/31/2016 MATERIAL QUANTITY UOM POUNDS %of Total Batteries household 91S.00 Pounds 915.00 100.00% TOTALS 915.00 TOTALSTOPS 6 Notes: This report as created from data gathered at the point of collection. At Your Door Customer Service Technicians record every, item collected from every home. Liquid materials are listed in detail reports as gallons. Solid Items are listed as pounds, feet or each. - The computer will perform calculations to convert feet, each and gallons to pounds using Industry standard weights. For example, 8511 per one gallon of used oil. Weights of solids are taken from the containers. For example, a ice bag of fertilizer that is halffullwould he recorded as 511. Paint and other liquids are periodically weighted and the average weight is adjusted in the computer. Future adjustments may result in changes to previous reports. Electronic items are periodically weighed. The average weights used are subject to revision. Future adjustments may result in changes to previous reports. Weights do not include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total pounds collected are materials that are not recycled. These materials may be incinerated, neutralized or sent to landfill. Some acceptable recycling processes can generate residue that is or cannot be recycled for example, contaminants such as trash Packed into paint cans. DID; smccsum 01 6/14/2017 Page 1 of 1 March 9, 2020 12 - 3 City of Santa Ana 60A-338 rj At Your Door special collection" Home Generated Special Material Collection Report x Santa Ana Summary of Material Collected From 1/1/2017 through 12/31/2017 MATERIAL QUANTITY UOM POUNDS %of Total Batteries household 438.00 Pounds 438.00 101 TOTALS 438.00 TOTALSTOPS 2 Notes: This report is created from data gathered at the point of collection. At Your Door Customer Service Technicians record every item collected from every home. Liquid materials are listed in detail reports as gallons. solid Items are listed as pounds, feet or each, The computer will perform calculations to convert feet, each and gallons to pounds using industry standard weights- For example, 8.5# per one gallon of used oil. weights of solids are taken from the containers. For example, a to# bag of fertilizer that is haltfullwould be recorded as 59. Paint and other liquids are periodically weighted and the average weight is adjusted in the computer. Future adjustments may result in changes to previous reports. Electronic items are periodically weighed. The average weights used are subject to revision. Future adjustments Tay result in changes to previous reports. weights do not include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total Pounds collected are materials that are not recycled. These materials may be incinerated, neutralized or sent to a landfill. Some acceptable recycling processes can generate residue that is or cannot be recycled for example, contaminants such as trash packed into paint cans. DID : smccsum_01 5/16/2019 Page 1 of 1 March 9, 2020 12 - 4 City of Santa Ana 60A-339 At Your Door w.s er...omre Special collection - Home Generated Special Material Collection Report x Santa Ana Summary of Material Collected From 1/1/2018 through 12/31/2018 MATERIAL QUANTITY UOM POUNDS %of Total Batteries household 1,361.00 Pounds 1,361.00 100.00% TOTALS 1,361.00 TOTALSTOPS 22 Notes. This report is created from data gathered at the point of collection. Liquid materials are listed as gallons. Solid items are listed as pounds, feet or each. Using standard guidelines, items collected by length, item count, and liquid gallons have been converted into a measurement of pounds. For example, 8.51 as. per one gallon of used oil. Weights of solids are taken from the containers. For example, a 10 Ib. bag of fertiliserth at is half -full would be estimated to be 51Its. Paint and other liquids are periodically weighed and the average weight is adjusted in the system. Electronic items are periodically weighed. The average weights used are subject to revision. Weights are not related to nor do they include the weight of outbound shipping containers. The difference between total pounds shipped for recycling and total pounds collected are materials that are not recycled. These materials maybe incinerated, neutralized or sent to a landfill. Some acceptable meyding processes can generate residue that is or cannot be recycled for example, contaminants such as trash packed into paint cans. 3/25/2019 Page 1 of 1 March 9, 2020 12 - 5 City of Santa Ana 60A-340 Exhibit 2 City of Santa Ana Solid Waste Services Implementation Timeline �. March 2020 Present RFP Package to Council for Approval, Finalize and Release RFP July 2020 Proposals Due (4-month proposal preparation period) Aug. 2020—Jan. 2021 Evaluate Proposals and Interview Proposers February 2021 March to June 2021 July 2021 Summer 2021 Summer 2021 July 1, 2022 Council Selects Contractor(s) for Negotiation Negotiate and Prepare Final Agreement Award by City Council Proposition 218 Noticing (45 days in advance of hearing) Proposition 218 Hearing Commence New Services 60A-341 SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED AGREEMENT FOR COLLECTION AND HANDLING OF SOLID WASTES GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA This SECOND AMENDMENT TO FOURTH AMENDED AND RESTATED AGREEMENT FOR COLLECTION AND HANDLING OF SOLID WASTES GENERATED, PRODUCED AND/OR ACCUMULATED IN THE CITY OF SANTA ANA ("Second Amendment') is made and entered into this 17th day of March, 2020 by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("CITY") and Waste Management Collection and Recycling, Inc., a California corporation dba Waste Management of Orange County ("CONTRACTOR"). RECITALS A. The Legislature of the State of California, by enactment of the California Integrated Waste Management Act of 1989, Division 30 of the California Public Resources Code, commencing with Section 40000 ("CIWMA"), declares that it is within the public interest to authorize and require local agencies to make adequate provisions for Solid Waste handling within their jurisdictions. B. In the opinion of the City Council of the City of Santa Ana, the public health, safety and well-being require that the collection, transportation, and recycling, diversion by means of composting, mulching and/or transforming, and disposal of Solid Waste, including, but not limited to, the frequency and means of such collection, transportation and recycling, yard waste diversion or disposal, and the charges and fees therefore, be provided by contract to a qualified contractor. C. On June 30, 1993, CITY and CONTRACTOR entered into an agreement for such Solid Waste collection and handling. D. Since the execution thereof, CITY and CONTRACTOR jointly concurred that it would be in the best interest of the CITY and the residents therein that the Original Agreement be revised to provide for Solid Waste collection, recycling and disposal of Curbside Service Units by means of automated Solid Waste collection vehicles and Solid Waste collection and recycling plastic carts. E. On June 1, 1996, CITY entered into an agreement entitled "Amended and Restated Agreement for Collection and Handling of Solid Waste Generated and/or Accumulated in the City of Santa Ana" with Great Western Reclamation, a division of CONTRACTOR, to effectuate the new curbside service collection program. F. On June 19, 1997, CITY entered into an Agreement entitled "Second Amended and Restated Agreement for the Collection and Handling of Solid Waste Generated and/or Accumulated in the City of Santa Ana" with Great Western Reclamation, a division of CONTRACTOR, to clarify the responsibilities associated with the collection, handling, and processing of solid waste collected by CONTRACTOR. Page 1 of 4 60A-342 G. On April 3, 2005, CITY entered into an Agreement entitled "Third Amended and Restated Agreement for the Collection and Handling of Solid Waste Generated and/or Accumulated in the City of Santa Ana" with USA Waste of California, Inc., a division of CONTRACTOR, in order to, among other things: (i) extend the term of the Agreement to June 30, 2018, (ii) incorporate new programs to increase recycling and reduce illegal disposal of used oil, as well as to reduce illegal dumping and litter throughout the CITY and (iii) include measures to ensure continued compliance with the 50% diversion requirements as imposed by the State of California. H. On June 20, 2017, CITY entered into a Fourth Amended and Restated Agreement with USA Waste of California, Inc., a division of CONTRACTOR, to incorporate the provisions of previous amendments and to clarify, update and realign other provisions of the Agreement, No. A-2006-071-01 ("Fourth Amended Agreement") L Effective December 5, 2017, the Parties entered into an extension of the Fourth Amended Agreement, No. A-2017-342, and added certain other provisions, including new programs to increase recycling throughout the CITY, measures to ensure continued compliance with state diversion requirements, and clarification of CONTRACTOR's correct legal name. The term of the Fourth Amended Agreement was extended through June 30, 2020 with provision for extension through June 30, 2021 by mutual agreement of the Parties. J. On December 18, 2018, the Parties entered into an Amendment to the Fourth Amended Agreement, No. A-2017-342-01, to provide reduced rate commercial organic waste recycling services. K. On June 4, 2019, the Parties mutually agreed to extend the term of the Fourth Amended Agreement through June 30, 2021, L. The Fourth Amended Agreement remains in effect, and the Parties now wish to further extend the term of the Fourth Amended Agreement and include certain other provisions in accordance with Assembly Bill 1594. The Parties therefore agree: 1. EFFECTIVENESS OF SECOND AMENDMENT CONTINGENT: This Second Amendment shall become effective only upon (1) the absence of a majority protest following the completion of the procedures set forth in Article XIII D, Section 6 of the California Constitution and (2) subsequent approval by resolution of the City Council of the City of Santa Ana of the rate increases described in Section 3 below. 2. 'TERM OF CONTRACT: The term of the Fourth Amended Agreement shall be extended from June 30, 2021 through June 30, 2022 should the Second Amendment become effective as set forth in Section 1. 3. GREEN WASTE MATERIAL DISPOSAL FEE: Assembly Bill 1594 mandates that as of January 1, 2020, the use of green waste material as alternative daily cover no longer constitutes diversion through recycling and will instead be considered disposal in terms of measuring a jurisdiction's annual per capita disposal rate. As a result, CITY has determined it Page 2 of 4 60A-343 must make alternative final disposition of the CITY's green waste through composting. Therefore, the CITY will experience an increase in CITY's per ton green waste collection, processing and disposal cost, which necessitates an increase to the service fee on residential units for green waste material collection, processing and disposition by CONTRACTOR. a. Effective July 1, 2020, there shall be an increase of $1.90 to the monthly service fee per each residential unit for green waste materials collection, processing and disposal. Effective July 1, 2021, the monthly service fee shall increase by an additional $1.50 per each residential unit for green waste materials collection, processing and disposal. b. Final disposition of the green waste will occur at the Tierra Verde Industries composting facility, located in the City of Irvine. CONTRACTOR warrants that the proposed service fee increases are necessary to compensate CONTRACTOR for the actual cost paid by CONTRACTOR to Tierra Verde upon delivery of green waste materials to Tierra Verde. CONTRACTOR shall notify CITY in writing within 30 days if a lower cost option becomes available for green waste materials collection, processing and disposal at another facility in Orange County or if a lower cost is provided to another jurisdiction served by CONTRACTOR in Orange County with similar or higher green waste material contamination levels, in order to initiate a cost reduction to the CITY'S ratepayers. If so desired, CITY will have the ability to choose a lower cost composting facility for the disposal of green waste in Orange County, and the rate paid by the ratepayer will be reduced accordingly provided that the CITY's chosen composting facility is properly licensed and permitted under and in compliance with applicable laws and regulations to receive, process and dispose of green waste material and provided further that CONTRACTOR's collection, transportation, transfer, processing and disposal costs do not increase as a result of CITY's selection. 4. ALL PRIOR AGREEMENTS REMAIN IN FORCE:, Except as modified by this Second Amendment, and all prior amendments and extensions, all terms and conditions of the Fourth Amended Agreement, as extended, remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Fourth Amended Agreement on the date and year first written above. ATTEST CITY OF SANTA ANA DAISY GOMEZ Clerk of the Council APPROVED AS TO FORM SONIA R. CARVALHO, City Attorney By: J16HN M. FUNK Assistant City Attorney Page 3 of 4 KRISTINE RIDGE City Manager CONTRACTOR Name: o; ttle: ice President 60A-344 FOR APPROVAL NABIL SABA Acting Executive Director Public Works Agency Page 4 of 4 60A-345 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE APPROVE A ONE-YEAR EXTENSION OF THE CONSTRUCTION AND DEMOLITION DEBRIS SERVICES AGREEMENTS WITH WASTE MANAGEMENT COLLECTION AND RECYCLING INC. AND WARE DISPOSAL, AND HOST FEE AGREEMENT WITH MADISON MATERIALS /s/ Kristine CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 111 Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager to execute the proposed extension of the Agreement for Collection and Handling of Construction and Demolition Debris with Waste Management Collection and Recycling, Inc. (dba Waste Management of Orange County), extending the expiration date to June 30, 2022, at the current terms, with an expected revenue of $150,000, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager to execute the proposed extension of the Agreement for Collection and Handling of Construction and Demolition Debris with Ware Disposal, extending the expiration date to June 30, 2022, at the current terms, with an expected revenue of $14,500, subject to non -substantive changes approved by the City Manager and City Attorney. 3. Authorize the City Manager to execute the proposed extension of the Host Fee Agreement with Madison Materials, extending the expiration date to June 30, 2022, at the current terms, with an expected revenue of $22,000, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION Construction and demolition (C&D) debris hauling services in Santa Ana are contracted separately from solid waste services. The two authorized haulers are Waste Management of Orange County and Ware Disposal (Exhibits 1 and 2). In addition, for maximum recycling diversion, all processing of C&D debris is contracted directly to Madison Materials through a Host Fee agreement (Exhibit 3). These agreements, established October 3, 2005, and extended to June 30, 2021, are co -terminus with the Solid Waste Services agreement. Approve Two-year Construction and Demolition and Host Fee Agreement Extensions March 17, 2020 Page 2 City Council is considering a one-year extension of the Solid Waste Services Agreement with Waste Management of Orange County to June 30, 2022. The agreement extensions will achieve the objective of continued service until a new solid waste services Request for Proposals process can be completed, which will determine ongoing C&D services contractors. As such, staff recommends continuing the co -terminus status by extending the C&D and Host Fee agreements through June 30, 2022, effective upon the effectiveness of the Solid Waste Services extension agreement. STRATEGIC PLAN ALIGNMENT Approval of these items support the City's efforts to meet Goal #4 — City Financial Stability, Objective #1 (maintain a stable, efficient and transparent financial environment). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. However, increased recycling activity will divert materials from the landfill, thus extending the life of the landfill system and recovering valuable recyclable resources. FISCAL IMPACT The C&D Collection and Handling and the Host Fee extension agreements maintain customer service rates without increases, other than the standard, annual rate adjustment as detailed in the current agreements. Revenues from the C&D Collection and Handling agreements are deposited into the Refuse Collection Enterprise Maintenance Revenue Account No. 06917002- 53718. Host Fee agreement revenues are deposited into the Residential Street Improvement Revenue Account No. 05817002-53730. Based on revenues to date for Fiscal Year 2019-20, annual receipt of revenues during the one-year extension period are projected as follows: AGREEMENT FY 2021-22 C&D Collection and Handling $150,000 Waste Management C&D Collection and Handling $14,500 Ware Disposal Host Fee $22,000 Madison Materials TOTAL PROJECTED REVENUE: $186,500 �. 1 Approve Two-year Construction and Demolition and Host Fee Agreement Extensions March 17, 2020 Page 3 APPROVED AS TO FUNDS AND ACCOUNTS: Nabil Saba, PE Kathryn Downs, CPA Acting Executive Director Executive Director Public Works Agency Finance and Management Services Agency NS/MLM/CK Exhibits: 1. Extension of C&D Agreement — Waste Management of Orange County 2. Extension of C&D Agreement — Ware Disposal 3. Extension of Host Fee Agreement — Madison Materials EXHIBIT 1 SECOND EXTENSION OF AGREEMENT FOR COLLECTION AND HANDLING OF CONSTRUCTION AND DEMOLITION DEBRIS GENERATED, PRODUCED, AND/OR ACCUMULATED AT TEMPORARY CONSTRUCTION SITES IN THE CITY OF SANTA ANA This SECOND EXTENSION OF AGREEMENT FOR COLLECTION AND HANDLING OF CONSTRUCTION AND DEMOLITION DEBRIS GENERATED, PRODUCED, AND/OR ACCUMULATED AT TEMPORARY CONSTRUCTION SITES IN THE CITY OF SANTA ANA ("Second Extension") is made and entered into this 17th day of March, 2020 by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City") and Waste Management Collection and Recycling, Inc., a California corporation dba Waste Management of Orange County ("Contractor"). RECITALS A. City and Contractor entered into Agreement No. A-2005-259, dated October 3, 2005, by which City granted to Contractor a non-exclusive right to collect, recycle, divert, and transport to appropriate facilities any construction and demolition debris generated, produced, and/or accumulated at temporary construction sites in the City ("Agreement"). B. The original term of the Agreement continued through June 30, 2008, subject to extension. C. On April 3, 2006, the Agreement was amended to extend the tern through June 30, 2018 by the document entitled "First Amended and Restated Agreement for Collection and Handling of Construction and Demolition Debris Generated, Produced, and/or Accumulated at Temporary Construction Sites in the City of Santa Ana," Agreement No. A-2006-076. The rate structure was amended as well. D. On December 19, 2017, the Parties entered into Extension No. A-2017-366 by which the tern of the Agreement was extended through June 30, 2020, with provision for a one- year extension that was later agreed to by the Parties. E. The Agreement remains in effect through June 30, 2021, and the Parties now wish to further extend the Agreement through June 30, 2022. The Parties therefore agree: 1. The tern of the Agreement shall be extended through June 30, 2022. 2. This Second Extension shall take effect only upon the effectiveness of the "Second Amendment to Fourth Amended and Restated Agreement for Collection and Handling of Solid Wastes Generated, Produced, and/or Accumulated in the City of Santa Ana," by and between City and Contractor and dated March 17, 2020, Page 1 of 2 60B-4 3. Except as extended and modified by this Second Extension, and Agreement No. 2006-076, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Extension on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council APPROVED AS TO FORM Sonia R. Carvalho, City Attorney By: D/W lam. Ain M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba Acting Executive Director Public Works Agency Page 2 of 2 60B-5 CITY OF SANTA ANA Kristine Ridge City Manager CONTRACTOR 20&R-CQLZAAJ ame Title: i0a:u 310 SECOND EXTENSION OF AGREEMENT FOR COLLECTION AND HANDLING OF CONSTRUCTION AND DEMOLITION DEBRIS GENERATED, PRODUCED, AND/OR ACCUMULATED AT TEMPORARY CONSTRUCTION SITES IN THE CITY OF SANTA ANA This SECOND EXTENSION OF AGREEMENT FOR COLLECTION AND HANDLING OF CONSTRUCTION AND DEMOLITION DEBRIS GENERATED, PRODUCED, AND/OR ACCUMULATED AT TEMPORARY CONSTRUCTION SITES IN THE CITY OF SANTA ANA ("Second Extension') is made and entered into this 17th day of March, 2020 by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City") and Ware Disposal, Inc. ("Contractor"). RECITALS A. City and Contractor entered into Agreement No. A-2005-242, dated October 3, 2005, by which City granted to Contractor a non-exclusive right to collect, recycle, divert, and transport to appropriate facilities any construction and demolition debris generated, produced, and/or accumulated at temporary construction sites in the City ("Agreement'). B. The original term of the Agreement continued through June 30, 2008, subject to extension. C. On April 3, 2006, the Agreement was amended to extend the term through June 30, 2018 by the document entitled "First Amended and Restated Agreement for Collection and Handling of Construction and Demolition Debris Generated, Produced, and/or Accumulated at Temporary Construction Sites in the City of Santa Ana," Agreement No. A-2006-077. The rate structure was amended as well. D. On December 19, 2017, the Parties entered into Extension No. A-2017-367 by which the term of the Agreement was extended through June 30, 2020, with provision for a one- year extension that was later agreed to by the Parties. E. The Agreement remains in effect through June 30, 2021, and the Parties now wish to further extend the Agreement through June 30, 2022. The Parties therefore agree: The term of the Agreement shall be extended through June 30, 2022. 2. This Second Extension shall take effect only upon the effectiveness of the "Second Amendment to Fourth Amended and Restated Agreement for Collection and Handling of Solid Wastes Generated, Produced, and/or Accumulated in the City of Santa Ana," by and between City and Waste Management Collection and Recycling, Inc. and dated March 17, 2020. [signatures on following page] Page 1 of 2 �. 1 3. Except as extended and modified by this Second Extension, and Agreement No. 2006-077, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Extension on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council APPROVED AS TO FORM Sonia R. Carvalho, City Attorney By: V,7yv. I.w-4, J i M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba Acting Executive Director Public Works Agency Page 2 of 2 CITY OF SANTA ANA Kristine Ridge City Manager P.O. BOX 1318 1 •� / 1 ►��'rIJ'/J� �. 1 EXHIBIT 3 SECOND EXTENSION OF HOST FEE AGREEMENT BETWEEN MADISON MATERIALS AND THE CITY OF SANTA ANA This SECOND EXTENSION OF HOST FEE AGREEMENT ("Second Extension") is made and entered into this 17th day of March, 2020 by and between Madison Materials ("Contractor") and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. City and Contractor entered into Agreement No. A-2005-243, dated October 3, 2005, by which City agreed to direct construction and demolition debris and incidental waste generated at temporary construction sites in the City to Contractor's facility in exchange for a "host fee" as further described therein ("Agreement"). B. The original term of the Agreement continued through June 30, 2008, subject to extension. C. On April 3, 2006, the Agreement was amended to extend the term through June 30, 2018 by the document entitled "First Amended and Restated Agreement for Madison Materials and City of Santa Ana Host Fee Agreement," Agreement No. A-2006-078. The rate structure was amended as well. D. On December 19, 2017, the Parties entered into Extension No. A-2017-368 by which the term of the Agreement was extended through June 30, 2020, with provision for a one- year extension that was later agreed to by the Parties. E. The Agreement remains in effect through June 30, 2021, and the Parties now wish to further extend the Agreement through June 30, 2022. The Parties therefore agree: The term of the Agreement shall be extended through June 30, 2022. 2. This Second Extension shall take effect only upon the effectiveness of the "Second Amendment to Fourth Amended and Restated Agreement for Collection and Handling of Solid Wastes Generated, Produced, and/or Accumulated in the City of Santa Ana," by and between City and Waste Management Collection and Recycling, Inc. and dated March 17, 2020. 3. Except as extended and modified by this Second Extension, and Agreement No. 2006-078, all terms and conditions of the Agreement shall remain in full force and effect. [signatures on following page] Page I of 2 �. 1 IN WITNESS WHEREOF, the parties hereto have executed this Second Extension on the date and year first written above. ATTEST Daisy Gomez Clerk of the Council APPROVED AS TO FORM Sonia R. Carvalho, City Attorney By: J n M. Funk Assistant City Attorney RECOMMENDED FOR APPROVAL Nabil Saba Acting Executive Director Public Works Agency Page 2 of 2 CITY OF SANTA ANA Kristine Ridge City Manager CONTINIAT49,4N MATERIALS P.O. BOX 1108 NTA ANA,, CCA92702 Nam Title: REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 17, 2020 TITLE: PUBLIC HEARING — ENVIRONMENTAL REVIEW NO. 2018-28, AMENDMENT APPLICATION NO. 2019-03 AND CONDITIONAL USE PERMIT NO. 2019-21 FOR A PROPOSED 7-ELEVEN CONVENIENCE STORE AND SERVICE STATION LOCATED AT 813 NORTH EUCLID STREET CLERK OF COUNCIL USE ONLY: U1a,1.1000 W ❑ As Recommended ❑ As Amended ❑ Ordinance on 1"Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Adopt a resolution approving Mitigated Negative Declaration and Mitigation Monitoring Reporting Program, Environmental Review No. 2018-28. 2. Adopt an ordinance approving Amendment Application No. 2019-03 to change the zoning designation from Two -Family Residence (R-2) to Community Commercial (C-1). 3. Adopt a resolution approving Conditional Use Permit No. 2019-21 as conditioned. PLANNING COMMISSION ACTION On February 10, 2020, the Planning Commission voted 5:0 (Contreras -Leo and Garcia absent) to recommend that the City Council approve and adopt the mitigated negative declaration, amendment application and conditional use permit to allow the construction of a 3,045-square foot convenience store and an eight pump service station for 7-Eleven at 813 North Euclid Street (Exhibit 4). DISCUSSION Adan Madrid with ASI Development, representing 7-Eleven, Inc., is requesting approval of an Amendment Application (AA) to change the zoning of the subject site from Two -Family Residential (R-2) to Community Commercial (C-1) to facilitate the construction of a new convenience store and service station. Additionally, the request includes a Conditional Use Permit (CUP) to allow the convenience store to operate 24-hours per day, seven days per week. In accordance with the California Environmental Quality Act, an initial study and mitigated negative declaration (IS/MND) was prepared for this project. Approval and adoption of the MND and Mitigation Monitoring and Reporting Program (MMRP) is required by the City Council. 75A-1 AA No. 2019-03, CUP No. 2019-21: 813 North Euclid Street March 17, 2020 Page 2 Staff is recommending approval of the project to facilitate redevelopment of a vacant site with a convenience store and gas station that will be compatible with the surrounding community and generate sales tax revenue for the City. Protect Description The applicant is proposing to construct a new 3,045-square-foot 7-Eleven convenience store and service station with four fueling stations that will accommodate eight vehicles. The project also includes construction of a 1,800-square foot canopy and surface parking lot with 16 parking spaces and approximately 5,937 square feet of landscaping. Site access will be provided via two driveways, one located on Euclid Street and the other located on Hazard Avenue. The 7-Eleven convenience store is proposing to operate 24-hours per day, seven days per week. The architecture of the convenience store follows a modern contemporary style found at other 7- Eleven locations and features stone and stucco finishes, steel canopies, and trellises. The gas station canopy also features the same finishes and style. Project Analysis Amendment Application (Zone Change) The applicant is requesting approval of an AA to change the zoning of the subject property from R-2 to C-1. The zone change will allow for a convenience store (retail) and a service station and will be consistent with the City's General Plan land use designation of General Commercial (GC). The existing R-2 zoning limits the use of the subject site to primarily residential uses, while the C-1 zoning will allow the retail and service station by right (Exhibit 2). The 1998 General Plan land use map designates the subject properties as GC, with the C-1 designation being a compatible zoning district with the General Plan. The GC designation applies to commercial corridors in Santa Ana, including those located along Euclid Street. The GC districts are key components in the economic development of the City and provide visible and accessible commercial developments along the City's transportation corridors. In addition, the GC land use designation is intended to provide important neighborhood facilities and services, including shopping, recreation, cultural and entertainment activities, employment, and educational uses. It is also intended to provide support facilities and services for residential areas such as office and retail, restaurants and various other services, including the proposed service station and convenience store. Conditional Use Permit for Afterhours The applicant is requesting approval of a CUP to allow the proposed convenience store to operate on a 24-hour per day, seven days per week basis, which is typical for a 7-Eleven store. Pursuant to SAMC Section 41-365.5(h), retail markets having less than twenty thousand (20,000) square feet of floor area which are open at any time between the hours of 12:00 midnight and 5:00 a.m. require approval of a CUP. Should the AA be approved, a CUP for after-hours operation will be required. The purpose of regulating after-hours operations is to preserve the surrounding community characteristics and minimize any negative secondary impacts. The project site is bounded by multi- family residential to the north, a Buddhist temple and residential uses to the east, single-family and multi -family residential to the west, and a two-family residence to the south. To minimize nuisance impacts to the surrounding uses, staff has included conditions of approval that require the air/water 75A-2 AA No. 2019-03, CUP No. 2019-21: 813 North Euclid Street March 17, 2020 Page 3 machine be shut-off between the hours of 10:00 p.m. and 7:00 a.m. and to plant a row of Italian cypress trees along the southern perimeter of the property to provide additional screening to the residential uses (Exhibit 3). The proposed hours of operation are consistent with other convenience stores and service stations along the Euclid Street corridor. The proposed after-hours operations will provide an ancillary service to the community and individuals seeking to fuel their vehicles, have a morning coffee and/or snack, especially for those residents and commuters who wake up early for work. In addition, this promotes a balance of land uses that assist in enhancing the City's economic and fiscal viability. As conditioned, the proposed after-hours operations will not be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. Furthermore, the new convenience store and service station will help activate and enhance the area and will generate property and sales tax revenue for the City. ENVIRONMENTAL IMPACT As part of the City's permitting process, the proposed project is required to undergo an environmental review per 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. 2018-28) (Exhibit 1). 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 contains a project description, project location map and findings that the project with mitigation will not have a significant effect on the environment. The scope of the MND evaluates the proposed project's effects on the following resource topics: aesthetics, agricultural resources, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use, mineral resources, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems. The City hired a consultant to draft the MND and circulated it to all interested or required parties listed on the City's distribution list on January 6, 2020. A notice of intent to adopt was also published in the Orange County Reporter on January 6, 2020. The City circulated the draft MND for a 20-day public review between January 6, 2020 and January 26, 2020. 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 means 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. 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 Mitigation Monitoring and Reporting Program. Mitigation measures have been outlined to address potential impacts on cultural and tribal cultural resources, geology and soils, hazards and hazardous materials, noise, and transportation/traffic. 75A-3 AA No. 2019-03, CUP No. 2019-21: 813 North Euclid Street March 17, 2020 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). ECONOMIC DEVELOPMENT The project will generate a combination of property tax revenue, sales tax revenue, and temporary and permanent jobs for the community. Property tax revenue will increase as the vacant lot will be redeveloped with a new convenience store and service station and the total net value of the property will also increase. According to the most recent tax roll, the property is currently valued at $1,700,000 resulting in approximately $19,128 in annual property tax. Upon completion, the property is estimated to be valued at approximately $3,500,000. The construction of the project will require that permit fees are paid to the City and there will be temporary construction jobs. According to the plan check submittal, a total of $22,000 was collected for permit fees, with the improvements estimated at approximately $606,000. Based on sales volume estimates provided by 7-Eleven, the location will provide additional sales tax revenue to the City that is estimated to be over $30,000 annually. In addition, 7-Eleven estimates 10 new job opportunities will be created at this specific location. Minh Thai Executive Director Planning and Building Agency Exhibits: 1. Resolution for Mitigated Negative Declaration & Mitigation Monitoring and Reporting Program 2. Amendment Application Ordinance 3. After -Hours CUP Resolution 4. February 10, 2020 Planning Commission Staff Report 75A-4 EXHIBIT 1 LS 3.17.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING MITIGATED NEGATIVE DECLARATION ENVIRONMENTAL REVIEW NO. 2018-28 AND ADOPTING A MITIGATION MONITORING AND REPORTING PROGRAM RELATIVE TO AMENDMENT APPLICATION NO. 2019-03 FOR THE PROJECT LOCATED AT 813 NORTH EUCLID 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. Adan Madrid (Applicant) is requesting approval of Amendment Application No. 2019-03 to amend the zoning designation of the parcel located at 813 North Euclid Street from Two -Family Residence (R-2) to Community Commercial (C-1) to facilitate the construction of a 3,045-square foot convenience store and service station on the 0.65-acre property. B. The provisions of the California Environmental Quality Act of 1970 (CEQA), the CEQA Guidelines and Public Resources Code Sections 21000 et. seq., as amended, require the evaluation of environmental impacts in connection with proposals for discretionary projects. C. Pursuant to the Guidelines for the Implementation of the California Environmental Quality Act, an Initial Study relative to the proposed project concluded that implementation of the project could result in potentially significant effects on the environment and identified mitigation measures that would reduce the significant effects to a less than significant level. D. The City of Santa Ana prepared an Initial Study and Mitigated Negative Declaration (IS/MND) Environmental Review No. 2018-28 for the proposed project which reflects the City's independent judgement and analysis as lead agency for the project. The Initial Study and Mitigated Negative Declaration concluded that the project would have a less than significant environmental impact with implementation of mitigation measures. Mitigation measures are included to address potential impacts on cultural and tribal resources, geology and soils, hazards and hazardous materials, noise and traffic. E. On January 6, 2020, Notice of Intent to adopt the Initial Study and Mitigated Negative Declaration, Environmental Review No. 2018-28 was published in 75A-5 the Orange County Register newspaper, circulated to interested agencies, organizations and parties, and the Orange County Clerk Recorder. F. The documents related to the Initial Study and Mitigated Negative Declaration were made available for a 20-day public review and comment period between January 6, 2020 and January 26, 2020 at Santa Ana City Hall, the Main Library, and on the project webpage on the City's website. G. Comments received were addressed in a Response to Comments document that provides sufficient information to demonstrate that the environmental conclusions and mitigation measures remain valid as disclosed in the Mitigated Negative Declaration. H. The mitigation measures set forth in the Mitigated Negative Declaration are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program attached hereto as Exhibit A, and incorporated herein by reference. On February 10, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing. During its deliberations, the Planning Commission considered the environmental analysis and mitigation measures described in the draft Mitigated Negative Declaration Environmental Review No. 2018-28 and recommended that the City Council adopt a resolution approving Amendment Application No. 2019-03, Conditional Use Permit 2019-01, and adopt Mitigated Negative Declaration (MND), Environmental Review No. 2018-28 and the Mitigation Monitoring and Reporting Program. J. On March 17, 2020, the City Council of the City of Santa Ana held a duly - noticed public hearing to consider all testimony, written and oral, related to Initial Study and Mitigated Negative Declaration, Environmental Review No. 2018-28, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. Section 2. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration (MND), Environmental Review No. 2018-28, prepared with respect to this project. The MND and Mitigation Monitoring and Reporting Program are attached herein as Exhibit A. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, the MND adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no substantial evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. The City Council hereby certifies and adopts the MND and directs that the Notice of Determination be 75A-6 prepared and filed with the County Clerk of the County of Orange in the manner required by law. Section 3. The City Council hereby adopts the Mitigated Negative Declaration, Environmental Review No. 2018-28 and approves the Mitigation Monitoring and Reporting Program attached hereto and incorporated herein as Exhibit A, consistent with Public Resources Code section 21081.6; makes implementation of the Mitigation Measures contained in the Mitigation Monitoring and Reporting Program a condition of approval of the Project, and adopts the Mitigation Monitoring and Reporting Program, and directs that the Notice of Determination be prepared and filed with the County Clerk of the County of Orange in the manner required by law. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated March 17, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. Pursuant to Title XIV, California Code of Regulations (CCR) § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed project will have the potential for any significant adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife. Section 5. The Mitigated Negative Declaration and the Mitigation Monitoring and Reporting Program, as well as all supporting documents are on file and available for public review at Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana, California 92702. Section 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, 75A-7 regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 7. This decision rendered by the City Council of the City of Santa Ana is final and is subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the Applicant of the City Council's decisions and these findings. ADOPTED this day of 2020. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: - A Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 12020. Date: Clerk of the Council City of Santa Ana 75A-8 EXHIBIT A Mitigated Negative Declaration, Environmental Review No. 2018-28 and Mitigation Monitoring and Reporting Program Online: https://www.santa-ana.orglpb/planning-divisioalmajor-planning-prof ects-and-documentsleuclid- hazard-7-eleven-service-station Paper Copies: Planning and Building Agency Planning Counter, First Floor 20 Civic Center Plaza Santa Ana, CA 92701 Santa Ana Public Library 26 Civic Center Plaza Santa Ana, CA 92701 75A-9 EXHIBIT 2 LS 3.17.20 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2019-03 REZONING THE PROPERTY LOCATED AT 813 NORTH EUCLID STREET FROM TWO- FAMILY RESIDENTIAL (R-2) TO COMMUNITY COMMERCIAL (C-1) THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Amendment Application No. 2019-03 has been filed with the City of Santa Ana to change the zoning designation of the parcel located at 813 North Euclid Street from Two -Family Residence (R-2) to Community Commercial (C-1), described in Exhibit A. B. The zoning designation of the Community commercial (C-1) would bring the rezoned property into consistency with the General Plan land use designation of General Commercial (GC). C. The zoning designation of the Community commercial (C-1) would facilitate the development of a 3,045-square foot convenience store and 1,800-square foot fueling canopy D. On February 10, 2020, the Planning Commission held a duly -noticed public hearing and voted to recommend that the City Council adopt an ordinance approving Amendment Application No. 2019-03. E. The City Council has reviewed applicable general plan policies and has determined that this proposed rezoning is consistent with the purpose of the General Plan. F. The City Council, prior to taking action on this ordinance, held a duly -noticed public hearing on March 17, 2020. G. The City Council also adopts as findings all facts presented in the Request for Council Action dated March 17, 2020 accompanying this matter. H. For these reasons, and each of them, Amendment Application No. 2019- 03 is hereby found and determined to be consistent with the intent and purpose of Chapter 41 of the Santa Ana Municipal Code, thus changing the zoning district is found to be consistent with the General Plan of the Ordinance No. NS-XXXX 75A-10 Page 1 of 4 City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Section 2. The Planning Commission of the City of Santa Ana recommended that the City Council adopt an ordinance rezoning the real property located at 813 North Euclid Street from Two -Family Residence (R-2) to Community Commercial (C-1), (AA No. 2019-03). Amended Sectional District Map number 9-5-10 showing the above described change in use district designation, is attached hereto as Exhibit B and incorporated by this reference as though fully set forth herein. This recommendation is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated March 17, 2020, and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. Section 3. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration (MND), Environmental Review No. 2018-28 and Mitigation Monitoring and Reporting Program, prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2018- 28 meets all the requirements of CEQA. Section 4. This ordinance shall not be effective unless and until Resolution No. 2020- (Environmental Review No. 2018-28) and (Amendment Application No. 2019- 03) are adopted and become effective. If either resolution and/or ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 5. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of the ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases or portions be declared invalid or unconstitutional. Section 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set Ordinance No. NS-XXXX 75A-11 Page 2 of 4 aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. ADOPTED this day of , 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By:,&4 .0 Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor 75A-12 Ordinance No. NS-XXXX Page 3 of 4 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020 and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXXX 75A-13 Page 4 of 4 p R2 ........ —.mf A m9-?mXD......—. I .. �.. �--------------- z ETN.x R3 PRO ra{ LIRl aaocaRv �a. — R1 SUNs EPTAV m R1�¢ Q R1 � ; Sr R42q q M1roRN NR UUV RNNGRmE. J uF °y R1 1 Rg R1 1 xxr nv p J . � � \ b4NRIF AV 1,1 BRUT ' [nv ..Ri R�ETdxl R1 ! e.o m R1 oaxEi----ffffEJ R1 E S' % a� R1 J R MENE ME E R1 .—.. y —om o a R1 R1 Av WRINNGaIpE^V 1 � � u NSNEPT Immm \ ffimmmml Emil — g - 1 Y FOR {ITaiJII-} 1 V!= P2 R 4lh4 ;cR Rl R1 11THST �. UR SP2 n) R1 CEET � 6; R2 . J ��.... w g m AV Aap M rcp Z R2-PRRNA■ gLL SP2 i 11-T m '1 nTi� u f �I a L± r �uuuuu� U w o 8 1 2 � N2 i wooUa w m, RCi-PRO R2 R2 R2-PRO SR}8 J R2 _� Rl Al j, NET R2� 6 ❑❑I RLPRR �n R2PRR u x[[x�, eEO C2 �II1 CO. J px C2 2-PRR P R3 PR C2 M1 O C5 p CS i( C�2 C2 SR R2 22 :..? R § if II ,I1 II II 5P2 SP2 lO Pmar one. vrels ZONING DISTRICTS Al GENERALAGRICULTURAL CSM SOUTH MAN STREETCOMMERCIAL B6T_ R2 TWO-FAMILY RESIDENCE -B PARKING MODIFICATION Cl COMMUNRYCOMMERCIAL GC GOVERNMENTCENTER R3 MULTIPLE- FAMILY RESIDENCE -OZ OVERLAYZONE Cl-MD COMMUNIfYCOMMERCIAL-MUSEUMDIST_ M1 LGHTNDUSTRIAL R4 SUBURBAN APARTMENT PLANNEDRESIDENTIAL C2 GENERALCOMMERCIAL M2 HEAVY INDUSTRIAL RE RESIDENTIAL ESTATE PRD DEVELOPMENT C4 PLANNED SHOPPING CENTER O OPEN SPACE SD SPECIFIC DEVELOPMENT -HD2 HEGHTDISTRICTI C5 ARTERIALCOMMERCIAL P PROFESSIONAL SP SPECIFICPLAN CR CO MMERCAL RESIDENTIAL R1 SNGLE-FAMLYRESIDENCE 1OZ1 I METRO EAST OVERLAY ZO NE SECTIONAL DISTRICT MAP: 9-5-10 e CITY OF SANTA ANA, CAUFORNIA Exhibit: 75A-14 EXHIBIT 3 LS 3.17.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2019-21 AS CONDITIONED TO ALLOW 24-HOUR OPERATIONS AT A NEW 7-ELEVEN CONVENIENCE STORE AND SERVICE STATION LOCATED AT 813 NORTH EUCLID 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. Adan Madrid with ASI Development, representing 7-Eleven, Inc. ("Applicant'), is requesting approval of Conditional Use Permit No. 2019- 21 to allow a 7-Eleven convenience store and service station to operate 24 hours per day, seven days per week, at the property located at 813 North Euclid Street. B. Santa Ana Municipal Code ("SAMC") Section 41-365.5(h) requires approval of a conditional use permit for retail markets having less than twenty thousand (20,000) square feet of floor area which are open at any time between the hours of 12:00 midnight and 5:00 a.m. C. Pursuant to SAMC Section 41-638, the City Council is authorized to review and approve the conditional use permit for this project as set forth by the SAMC. D. On February 10, 2020, the Planning Commission held a duly -noticed public hearing for Conditional Use Permit No. 2019-21 to consider all testimony, written and oral, related to Conditional Use Permit No. 2019-21, and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. E. On March 17, 2020, the City Council of the City of Santa Ana held a duly - noticed public hearing to consider all testimony, written and oral, related to Conditional Use Permit No. 2019-21, and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. Resolution No. 2020-xx 75A-15 Page 1 of 9 F. The City Council of the City of Santa Ana considered the information and determines that the following findings, which must be established in order to grant Conditional Use Permit No. 2019-21, to allow extended hours of operation, have been established as required by SAMC Section 41-638: 1. That the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community. The proposed convenience store and service station will provide an additional amenity to individuals wishing to have an early coffee and/or meal. Allowing the store and fuel pumps to be open 24 hours per day, seven days per week, will create a one -stop shop location for residents and commuters. Additionally, the extended hours will thereby benefit the community by providing a convenience store offering service past 12:00 midnight, which is consistent with other similar uses in the City. By offering extended hours of operation, 7-Eleven will better serve the community by providing added convenience and a one -stop shopping experience. The project will redevelop a vacant site with a new convenience store with ancillary gas sales. Site improvements include enhanced landscaping, pedestrian access pathways and exterior lighting and security cameras. This will help activate and beautify the street corner. 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 after-hours operations will not be detrimental to the health, safety or welfare of those residing or working in the vicinity. Conditions have been placed on the CUP that will mitigate any negative impacts to the surrounding community. 7-Eleven is an established convenience store chain with established policies and procedures, including an employee training program focused on security, which will ensure minimal calls for service. 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 present economic stability or future economic development of properties surrounding the area. The approval of this application supports Policy 4.5 of the Economic Development Element of the General Plan. This policy encourages making land use decisions based not on purely Resolution No. 2020-xx 75A-16 Page 2 of 9 fiscal considerations and stresses the importance of the qualitative implications that are associated with new uses. The approval of a 24-hour operation for the convenience store at this location will positively influence the present and future economic stability of the property and will diversify the products and services offered within the general area. Further, this will allow 7-Eleven to remain competitive with similar uses in the area which offer similar goods found in convenience stores. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The proposed after-hours conditional use permit will be in compliance with all applicable regulations of Chapter 41 of the SAMC regarding establishments that operate on a 24-hour basis. Conditions of approval have been added to ensure the project remains in compliance with all applicable code and regulations related to 24-hour operations and to mitigate any potential impacts to the general vicinity. 5. That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. The proposed project will not adversely affect the General Plan. The project is located in a General Commercial (GC) General Plan land use designation which allows for commercial uses such as retail, service and eating establishments. The project is consistent with several goals and policies of the General Plan, including the Economic Development Element, Land Use Element, and Urban Design Element. Land Use Element Goal 1 promotes a balance of land uses to address basic community needs. Land Use Element Goal 2 promotes land uses that enhance the City's economic and fiscal viability. Policy 2.8 promotes rehabilitation of commercial properties, and encourages increased levels of capital investment. The convenience store will contribute to the viability of the commercial corridor in which it is located. Policy 2.9 supports developments that create a business environment that is safe and attractive. The property maintenance condition of approval will maintain a safe and attractive environment in the community. Economic Development Element Goal 2 maintains and enhances the diversity of the City's economic base. Policy 2.3 encourages the development of mutually beneficial and supportive business clusters within the community. Urban Design Element Goal 1 improves the physical appearance of the City Resolution No. 2020-xx 75A-17 Page 3 of 9 through the development of districts that project a sense of place, positive community image and quality environment. Section 2. In accordance with the California Environmental Quality Act, a Mitigated Negative Declaration (Environmental Review No. 2018-28) and a Mitigation Monitoring and Reporting Program were prepared and adopted with respect to this project. Section 3. Conditional Use Permit No. 2019-21 shall not be effective unlelss and until the City Council reviews and approves Amendment Application No. 2019-03 and adopts the Mitigated Negative Declaration, Environmental Review No. 2018-28, and the Mitigation Monitoring and Reporting Program. If said approvals are held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise denied, then this conditional use permit shall be null and void and have no further force and effect. Section 4. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 5. The City Council of the City of Santa Ana after conducting the public hearing hereby recommends that the City Council approve Conditional Use Permit No. 2019-21, as conditioned in Exhibit A, attached hereto and incorporated herein, for the project located at 813 North Euclid Street. 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 February 10, 2020, the Request for City Council Action dated March 17, 2020, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Resolution No. 2020-xx Page 4 of 9 75A-18 ADOPTED this day of APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By://c Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers 2020. Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 2020. Date: Clerk of the Council City of Santa Ana 75A-19 Resolution No. 2020-xx Page 5 of 9 EXHIBIT A Conditions of Approval for Conditional Use Permit No. 2019-21 Conditional Use Permit No. 2019-21 for after-hours operations is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, the Applicant shall meet the following conditions of approval: The Applicant must comply with each and every condition listed below prior to exercising the rights conferred by this 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. All proposed site improvements must conform to Development Project Review (DP) No. 2018-08 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 if the conditional use permit must be amended. 3. Prior to the issuance of a building permit, a full landscape and irrigation plan is to be submitted for review and approval. The landscape plan shall conform to the commercial landscape standards, Citywide Design Guidelines, and the City's Water Efficient Landscape Ordinance. All utilities shall be properly screened, and the proposed trash enclosure shall be screened by a four (4) foot high landscape hedge and incorporate vines. 4. To deter loitering and illegal dumping, the landscape plan shall include dense landscaping and a minimum five (5) foot tall wrought iron fence at the southeast corner of the subject site between the southerly edge of the building and the southern property line. 5. The location of the trash enclosure and the air/water machine must be designed to minimize any potential impacts to the residential uses to the south of the subject site. Final location of the trash enclosure shall be subject to the approval of the Planning Manager. 6. The air/water machine must provide an automatic shut-off component to cease operation between the hours of 10:00 p.m. and 7:00 a.m. 7. Prior to the issuance of a building permit, a Property Maintenance Agreement must be recorded against the property. The agreement will be subject to review and applicability by the Planning and Building Agency, the Community Development Agency, the Public Works Agency, and the City Attorney to ensure Resolution No. 2020-xx 75A-20 Page 6 of 9 that the property and all improvements located thereupon are properly maintained, Applicant (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Applicant) shall execute a maintenance agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The maintenance agreement shall contain covenants, conditions and restrictions relating to the following: a. Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.). b. Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses. C. Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable. d. Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable). e. If Applicant and the owner of the property are different (e.g., if the Applicant is a tenant or licensee of the property or any portion thereof), both the Applicant and the owner of the property shall be signatories to the maintenance agreement and both shall be jointly and severally liable for compliance with its terms. f. The maintenance agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties, obligations and responsibilities set forth under the maintenance agreement. Resolution No. 2020-xx Page 7 of 9 75A-21 g. The maintenance agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or expense incurred by the City. 8. The Applicant shall provide the Police Department with a security plan for store operations which will mitigate exterior attractive nuisances associated with the late night operations. The security plan must be approved by the Police Department. 9. The Applicant shall be responsible for maintaining the premises free of graffiti. All graffiti shall be removed within 24 hours of occurrence. 10. The cash register must be visible from the street at all times and shall not be obstructed at any time by temporary or permanent signage. 11. Window displays and racks must be kept at a maximum height of three (3) feet including merchandise and cannot obstruct the cashier's view to the outside. 12. A timed -access cash controller or a money drop safe capable of easily providing the cashier the ability to quickly deposit money into it must be installed. 13. A silent armed robbery alarm shall be installed prior to issuance of a certificate of occupancy. 14. There shall be no coined -operated games maintained on the premises at any time. 15. No pay telephones shall be located on the premises. 16. "No Loitering/Trespass" signs/placards shall be posted in the parking lot area. The posted signs must conform to Penal Code Section 602. 17. Provide a Closed Circuit Television System approved by the Police Department and capable of viewing and recording events inside the premises with a resolution which will clearly identify individuals for later identification. 18. Clearly distinguishable height markers shall be installed on the inside doorjamb of all doors used by the public to access the store. Horizontal marks, one -inch wide by three -inches long, in different colors, and in a contrasting color to the Resolution No. 2020-xx 75A-22 Page 8 of 9 background, shall be placed every six inches beginning at five feet and ending at six feet six inches. 19. Exterior lighting shall be shielded and/or directed away from residential areas. 20. Goods and fuel deliveries shall not occur between 10:00 p.m. and 7:00 a.m. 21. The use shall be conducted, at all times, in a manner that will allow the quiet enjoyment of the surrounding neighborhood. The Applicant and/or business owner shall institute appropriate security and operational measures necessary to comply with this requirement. 22. A copy of the conditions of approval shall be kept on premises and presented to any authorized City official upon request. 23. The sale of alcoholic beverages shall be prohibited. 24. The outdoor storage or display of boxes, equipment, materials, merchandise, and other similar items shall be prohibited. Resolution No. 2020-xx Page 9 of 9 75A-23 EXHIBIT 4 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: FEBRUARY 10, 2020 TITLE: PUBLIC HEARING — ENVIRONMENTAL REVIEW NO.2018-28, AMENDMENT APPLICATION NO. 2019-03, AND CONDITIONAL USE PERMIT NO. 2019-21 FOR A PROPOSED 7-ELEVEN CONVENIENCE STORE AND SERVICE STATION LOCATED AT 813 NORTH EUCLID STREET (STRATEGIC PLAN NO. 3,2) Prepared by Ivan Orozco o Executive Director RECOMMENDED ACTION Recommend that the City Council: PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED ❑ Applicant's Request ❑ Staff Recommendation CONTINUED TO Pla g M Lager Adopt a resolution approving Mitigated Negative Declaration and Mitigation Monitoring Reporting Program, Environmental Review No. 2018-28. 2. Adopt an ordinance approving Amendment Application No. 2019-03 to change the zoning designation from Two -Family Residence (R-2) to Community Commercial (C-1). 3. Adopt a resolution approving Conditional Use Permit No. 2019-21 as conditioned. Executive Summary Adan Madrid with ASI Development, representing 7-Eleven, Inc., is requesting approval of an Amendment Application (AA) to change the zoning of the property from Two -Family Residential (R- 2) to Community Commercial (C-1) to facilitate the construction of a new 3,045-square-foot convenience store (7-Eleven) and service station at 813 North Euclid Street. Additionally, the request includes approval of a conditional use permit (CUP) to allow the convenience store to operate 24- hours per day, seven days per week. In accordance with the California Environmental Quality Act, an initial study and mitigated negative declaration (IS/MND) was prepared for this project. Approval and adoption of the MIND and Mitigation Monitoring and Reporting Program (MMRP) is required by the City Council. Staff is recommending approval of the project to facilitate redevelopment of a vacant site with a convenience store and gas station that will be compatible with the surrounding community and generate sales tax revenue for the City. 75A-24 ER No. 2018-28, AA No. 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven February 10, 2020 Page 2 Proiect Description The applicant is proposing to construct a new 3,045-square-foot 7-Eleven convenience store and service station with four fueling stations that will accommodate eight vehicles. The project also includes construction of an 1,800-square foot canopy and surface parking lot with 16 parking spaces and approximately 5,937 square feet of landscaping. Site access will be provided via two driveways, one located along Euclid Street and the other located along Hazard Avenue. The 7-Eleven convenience store is proposing to operate 24-hours per day, seven days per week. Table 1: Project and Location Information ±d, Project Address 813 North Euclid Street Nearest Intersection Euclid Street and Hazard Avenue General Plan Designation General Commercial Existing Zoning Designation Two -Family Residence (R-2) Proposed Zoning Designation Community Commercial (C-1) Surrounding Land Uses North Multi -Family Residential East Religious Institution South Two-Family/Multi-Family Residential West Two-Family/Multi-Family Residential Property Size 28,091 square feet (0.65 acres) Existing Site Development The site is currently vacant Use Permissions/Proposed Development A 3,045-square-foot convenience store subject to approval of a zone change from R-2 to C-1 After -Hours to operation subject p 1 approval of a CUP Zoning Code Sections Affected Uses SAMC Sections 41-365(a), 41-365(q) and 41- 365.5(h) Development & Operational Standards SAMC Sections 41-367 to 41-374 Entitlements SAMC Chapter 41, Article V, Division I and Division II The architecture of the convenience store follows a modern contemporary style found at other 7- Eleven locations and features stone and stucco finishes, steel canopies, and trellises. The gas station canopy also features the same finishes and style. Tables 2A and 2B provide a detailed comparison of the project's compliance with the applicable land use and development standards. Table 2A: Land Use Standards (SAMC�Sec �1 365 and+ti 3�65 5� ` a, u,Pr„o osedJLand�Jse,m, Convenience Store and Service Station Subject to approval of the Amendment Application 75A-25 ER No. 2018-28, AA No. 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven February 10, 2020 Page 3 Retail markets having less than twenty thousand (20,000) square feet of floor area Subject to approval of a Conditional Use Permit which are open at any time between the hours of 12:00 midnight and 5:00 a.m. Table 213: Development Standards $AW -' .,, .... Front yard and Side yard street 15 feet minimum Complies; 15 feet Side yard (interior) None Complies; 6 feet, 9 inches Rear yard None Complies; 0 feet Lot Size & Frontage 15,000 sq. ft. and 120 feet of street frontage Complies; 28,091 square feet and 324 feet of frontage Building height 35 feet maximum Convenience Store: Complies; 24 feet, 4 inches Gas Station Canopy: Complies; 22 feet, 5 inches Off-street Parking 15 parking spaces Complies; 16 spaces Floor Area Ratio (FAR) 0.50 FAR maximum Complies; 0.17 FAR Driveway Width (service station 35 feet maximum Complies; 25 feet Monument Sign 1 monument sign maximum Complies; 1 monument sign Project Background and Chronology Planning Commission Action On January 27, 2020, the Planning Commission held a public hearing to consider the applicant's proposed development. After staff's presentation and public testimony, the Planning Commission voted to continue the item for two weeks in order for staff to provide the Commission with additional information pertaining to vehicular circulation, perimeter fencing, landscaping, lighting, and site security. The approved Traffic Impact Analysis (TIA) for the project concludes that the project driveways would operate safely provided vehicles entering the site on Euclid Street are limited to right -in and right -out movements only. Vehicles utilizing the Hazard Avenue driveway are permitted to make both left and right turns to enter and exit the site. The TIA analysis also notes the future installation of future bikeway master plan improvements along Euclid Street and Hazard Avenue as well as project -specific off -site improvements. These improvements include removal and reconstruction of sidewalks on both streets to improve pedestrian walkability and the reconstruction of a new ramp and curve at the northwest corner to help reduce the speed of vehicles turning right from Euclid Street to Hazard Avenue. The TIA also notes Hazard Avenue will be restriped in order to provide an exclusive eastbound right -turn lane before crossing Euclid Street when headed eastbound. 75A-26 ER No. 2018-28, AA No. 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven February 10, 2020 Page 4 The subject site currently provides a six-foot tall CMU perimeter wall along the east and south property lines that will be increased to seven feet in height. To address concerns raised about the perimeter wall, a condition of approval has been added requiring all new and existing walls be coated with anti -graffiti paint. The condition also notes that vines are to be planted along the length of all walls to reduce the surface available for graffiti. Additionally, the condition also requires a row of Italian cypress trees to be plated five feet of center along the southern perimeter to provide additional screening to the residential structures adjacent to the site. Furthermore, all onsite lighting will need to be reviewed and approved by the Police Department during plan check via the submittal and review of a photometric plan. All new light fixtures will be required to incorporate a deflector shield to eliminate light intrusion onto residential uses to the south and the religious use to the east. Finally, it was determined that future calls for service at the site are anticipated to be minimal and will not result in a burden on the Police Department, and that 7- Eleven is a national chain that has established systems and processes in place to address security concerns, and that because the project is not located in a high crime area, a security plan would not be needed for the project. Background The existing lot has been vacant since 1987, when the previous service station ceased and all structures and facilities were removed. Prior to the proposed development, the property was considered for a medical office building in 2015. In March 2018, the Planning Division received the current development application and has been working with the applicant to refine the site plan and building design. In accordance with the Sunshine Ordinance, the applicant held a community meeting on May 12, 2018 to review the proposed development and receive feedback from the community. One member of the public attended. There were no concerns expressed regarding the operation of the service station besides the sale of alcoholic beverages. It was noted that the sale of alcoholic beverages at this location is not allowed per the City's alcoholic beverage ordinance. Project Analysis Amendment Application (Zone Change) The applicant is requesting approval of an AA to change the zoning of the subject property from R-2 to C-1. The zone change will allow for a convenience store (retail) and a service station and will be consistent with the City's General Plan land use designation of General Commercial (GC). The existing R-2 zoning limits the use of the subject site to primarily residential uses, while the C-1 zoning will allow the retail and service station by right. The 1998 General Plan land use map designates the subject properties as GC, with the C-1 designation being a compatible zoning district of the General Plan. The GC designation applies to commercial corridors in Santa Ana, including those located along Euclid Street. The GC districts are key components in the economic development of the City and provide visible and accessible 75A-27 ER No. 2018-28, AA No February 10, 2020 Page 5 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven commercial developments along the City's transportation corridors. In addition, the GC land use designation is intended to provide important neighborhood facilities and services, including shopping, recreation, cultural and entertainment activities, employment and educational uses. It is also intended to provide support facilities and services for residential areas such as office and retail, restaurants and various other services, including the proposed service station and convenience store. Conditional Use Permit for After-hours Operation The applicant is requesting approval of a CUP to allow the proposed convenience store to operate on a 24-hour per day, seven days per week basis, which is typical for a 7-Eleven store. Pursuant to SAMC Section 41-365.5(h), retail markets having less than twenty thousand (20,000) square feet of floor area which are open at anytime between the hours of 12:00 midnight and 5:00 a.m. require approval of a CUP. Should the AA be approved, a CUP for after-hours operation will be required. The purpose of regulating after-hours operations is to preserve the surrounding community characteristics and minimize any negative secondary impacts. The project site is bounded by multi- family residential to the north, a Buddhist temple and residential uses to the east, single-family and multi -family residential to the west, and a two-family residence to the south. To minimize nuisance impacts to the surrounding uses, staff is recommending that the air/water machine be shut-off between the hours of 10:00 p.m. and 7:00 a.m., which is also added as a condition of approval for the after-hours CUP. The proposed hours of operation are consistent with other convenience stores and service stations along Euclid Street. The proposed after-hours operations will provide an ancillary service to the community and individuals seeking to have a morning coffee and/or snack, especially for those residents and commuters who wake up early for work. In addition, this promotes a balance of land uses that assist in enhancing the City's economic and fiscal viability. As conditioned, the proposed after-hours operations will not be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. Furthermore, the new convenience store and service station will help activate and enhance the area and will generate property and sales tax revenue for the City. Table 3: Police Department Analysis and Criteria for Recommendation x,�s> t ` � hoficeDe ar�rltentAn I�t aandCnterrafor �� �' Recomrr�ehdat�on � p �ysS a �, Police Grid No., Rank, Police Grid No. 25; ranked 59 out of 102 Police Reporting Grids�(57th percentile); 252 and Incidents incidents (376 average incidents in Citywide police rids Threshold for High 539 incidents = 20% threshold; This reporting district is below the 20 percent Crime threshold established by the State for high crime. The Police Department contends that the operational standards applicable to after - Police Department hours operation will mitigate any potential impacts to the surrounding community and Recommendation therefore does not oppose the granting of a CUP. The Police Department reviews conditional use permit applications for after-hours operation in order to ensure that the potential crime and nuisance behaviors associated with 24-hour operations are 75A-28 ER No. 2018-28, AA No. 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven February 10, 2020 Page 6 mitigated to the greatest extent possible. The Police Department has reviewed this application and has no objection granting the CUP for after-hours operation. The subject site is not located in the highest percentile for crime and through the review of calls for service in the last 365 days, the site has only received two calls, both of which were related to transient activity. In addition, the calls for service are not reflective of the proposed business or operations as the site is currently vacant. Based on available crime statistics for this location, the site is not located within an area considered to be high in crime. The Police Department requires standard preventive measures for crime deterring to be established in sites such as this one. The items required by the Police Department include access to a closed circuit television system for the inside and outside of the store and site, door markers, timed -access cash vaults, appropriate interior and exterior lighting levels, and un- obstructed glass at the storefront. The Police Department contends that these standard preventive measures, and the location being outside of a high crime area, will provide adequate security measures. Finally, the CUP will be consistent with several goals and policies of the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. The 7-Eleven service station and convenience store will provide a one -stop shop option for late -night or early morning needs for Santa Ana residents and visitors. Furthermore, Policy 2.9 of the Land Use Element supports developments that create a business environment that is safe and attractive. The conditions of approval for this CUP 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 7-Eleven service station and convenience store is located on a major arterial thoroughfare and its operations will be compatible with other commercial uses in the near vicinity. Table 4: CEQA, Strategic Plan Alignment, and Public Notification & Community Outreach � ' ' jt CE , Strate is Pfan:A r nmen ,`jand Putblic,Notificaton u °��tY,�z��CEQA �., A Mitigated Negative Declaration (MND), Environmental Review No. 2018 28, with technical studies was prepared for the project. No areas of unavoidable impacts were determined from the construction or operation of the proposed project (Exhibit 12). The CEQA Type project requires adoption and approval of a Mitigation Monitoring and Reporting Program (MMRP), which contains mitigation measures to address cultural and tribal cultural resources, geology and soils, hazards and hazardous materials, noise, and transportation/traffic. The Planning Commission will consider this MND in their review of the project. On January 6, 2020, the draft MND was circulated to interested parties for 20 days and the notice of intent (NOI) was published in the Orange County Register and posted with Public Circulation the County of Orange Clerk. The draft MND is available for public review at the Santa Ana City Hall, City of Santa Ana Main Library, and on the project's webpage on the City's website. Sr�ii�§fcNh,Ahn[fleiit' °. , Goal(s), Policy or Approval of this item supports Goal No. 3 (Economic Development) Objective No. 2 Policies (Create new opportunities for business/job growth and encourage private development through new General Plan and Zoning Ordinance policies) of the City's Strategic Plan. 75A-29 ER No. 2018-28, AA No. 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven February 10, 2020 Page 7 Pub(t No4ifratfott $ Ci'"rHmurai#yblltreacli.' � Site posting A public notice was posted on the project site on January 17, 2020. Notification by mail was sent to all property owners and Required Measures Notification by mail occupants within 500 feet of the project site on January 17, 2020. Newspaper posting Newspaper posting was published in the Orange County Register on January 17, 2020. Sunshine Meeting A Sunshine Ordinance Community Meeting was held on Saturday May 12, 2018 from 10:00 a.m. to 11:00 a.m. at the Salgado Center (706 N. Newhope Street) in accordance with the provisions of the City's Sunshine Ordinance. One member of the public attended. The applicant provided all the required information to the City after the meeting (Exhibit 11). The Riverview West Neighborhood Association was contacted to identify any areas of Additional Measures concern due to the proposed project. At the time this report was printed, no issues of concern were raised regarding the proposed project. 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. 2018-28). 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 and findings 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 has been prepared (Exhibit 12). The scope of the MND evaluates the proposed project's effects on the following resource topics: aesthetics, agricultural resources, air quality, biological resources, cultural resources, geology and soils, greenhouse gas emissions, hazards and hazardous materials, hydrology and water quality, land use, mineral resources, noise, population and housing, public services, recreation, transportation and traffic, and utilities and service systems. The City hired a consultant to prepare a draft MND and circulated it to all interested or required parties listed on the City's distribution list on January 6, 2020. A notice of intent to adopt was also published in the Orange County Reporter on January 6, 2020. The City circulated the draft MND for a 20-day public review between January 6, 2020 and January 26, 2020. 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 means 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. Since the 20-day review period for the draft MND is scheduled concurrently to the staff report being completed, any comments received during the review period will be considered during the report for request for council action report. 75A-30 ER No. 2018-28, AA No. 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven February 10, 2020 Page 8 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 cultural and tribal cultural resources, geology and soils, hazards and hazardous materials, noise, and transportation/traffic. Economic Development The project will generate a combination of property tax revenue, sales tax revenue, temporary and permanent jobs for the community. Property tax revenue will increase as the vacant lot will be redeveloped with a new convenience store and service station and the total net value of the property will also increase. According to the most recent tax roll, the property is currently valued at $1,700,000 resulting in approximately $19,128 in annual property tax. Upon completion, the property is estimated to be valued at approximately $3,500,000. The construction of the project will require that permit fees are paid to the City and there will be temporary construction jobs. According to the plan check submittal, a total of $22,000 was collected for permit fees, with the improvements estimated at approximately $606,000. Based on sales volume estimates provided by 7-Eleven, the location will provide additional sales tax revenue to the City that is estimated to be over $30,000 annually. In addition, 7-Eleven estimates 10 new job opportunities will be created at this specific location. 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 recommend that the City Council approve ER No. 2018-28, AA No. 2019-03 and CUP No. 2019-21 as conditioned. IO:sb & Planning Commission12020\02-10-20\AA-2019-3 CUP-2019-21 813 N Euclid Street\813 N Euclid —PC Staff Report- 2-10-2020.docx 75A-31 ER No. 2018-28, AA No. 2019-03, CUP No. 2019-21 — Euclid Street 7-Eleven February 10, 2020 Page 9 Exhibits: 1. Resolution for Mitigated Negative Declaration & Mitigation Monitoring and Reporting Program 2. Amendment Application Ordinance 3. After-hours CUP Resolution 4. Vicinity Zoning & Aerial View 5. Site Photo 6. Site Plan 7. Floor Plan 8. Elevations 9. Renderings 10. Landscape Plan 11. Sunshine Ordinance Materials 12. Mitigated Negative Declaration & Mitigation Monitoring and Reporting Program 75A-32 This page left blank intentionally. 75A-33 EXHIBIT 1 75A-34 This page left blank intentionally. 75A-35 RH 2.10.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AND ADOPTING MITIGATED NEGATIVE DECLARATION ENVIRONMENTAL REVIEW NO. 2018-28 AND ADOPTING A MITIGATION MONITORING AND REPORTING PROGRAM RELATIVE TO AMENDMENT APPLICATION NO. 2019-03 FOR THE PROJECT LOCATED AT 813 NORTH EUCLID 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. Adan Madrid (Applicant) is requesting approval of Amendment Application No. 2019-03 to amend the zoning designation of the parcel located at 813 North Euclid Street from Two -Family Residence (R-2) to Community Commercial (C-1) to facilitate the construction of a 3,045-square foot convenience store and service station on the 0.65-acre property. B. The provisions of the California Environmental Quality Act of 1970 (CEQA), the CEQA Guidelines and Public Resources Code Sections 21000 et. seq., as amended, require the evaluation of environmental impacts in connection with proposals for discretionary projects. C. Pursuant to the Guidelines for the Implementation of the California Environmental Quality Act, an Initial Study relative to the proposed project concluded that implementation of the project could result in potentially significant effects on the environment and identified mitigation measures that would reduce the significant effects to a less than significant level. D. The City of Santa Ana prepared an Initial Study and Mitigated Negative Declaration (IS/MND) Environmental Review No. 2018-28 for the proposed project which reflects the City's independent judgement and analysis as lead agency for the project. The Initial Study and Mitigated Negative Declaration concluded that the project would have a less than significant environmental impact with implementation of mitigation measures. Mitigation measures are included to address potential impacts on cultural and tribal resources, geology and soils, hazards and hazardous materials, noise and traffic. E. On January 6, 2020, Notice of Intent to adopt the Initial Study and Mitigated Negative Declaration, Environmental Review No. 2018-28 was published in 75A-36 the Orange County Register newspaper, circulated to interested agencies, organizations and parties, and the Orange County Clerk Recorder. F. The documents related to the Initial Study and Mitigated Negative Declaration were made available for a 20-day public review and comment period between January 6, 2020 and January 26, 2020 at Santa Ana City Hall, the Main Library, and on the project webpage on the City's website. G. Comments received were addressed in a Response to Comments document that provides sufficient information to demonstrate that the environmental conclusions and mitigation measures remain valid as disclosed in the Mitigated Negative Declaration. H. The mitigation measures set forth in the Mitigated Negative Declaration are fully enforceable and will be implemented using the Mitigation Monitoring and Reporting Program attached hereto as Exhibit A, and incorporated herein by reference. On January 27, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing. During its deliberations, the Planning Commission considered the environmental analysis and mitigation measures described in the draft Mitigated Negative Declaration Environmental Review No. 2018-28 and voted 6:0:1 (Rivera absent) to continue the item to the February 10, 2020 Planning Commission meeting in order to provide the Commission additional information pertaining to vehicle circulation, perimeter fencing, landscaping and lighting. J. On February 10, 2020, the Planning Commission of the City of Santa Ana held a duly noticed public hearing. During its deliberations, the Planning Commission considered the environmental analysis and mitigation measures described in the draft Mitigated Negative Declaration Environmental Review No. 2018-28 and recommended that the City Council adopt a resolution approving Amendment Application No. 2019-03, Conditional Use Permit 2019-01, and adopt Mitigated Negative Declaration (MND), Environmental Review No. 2018-28 and the Mitigation Monitoring and Reporting Program. K. On March 17, 2020, the City Council of the City of Santa Ana held a duly - noticed public hearing to consider all testimony, written and oral, related to Initial Study and Mitigated Negative Declaration, Environmental Review No. 2018-28, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. Section 2. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration (MND), Environmental Review No. 2018-28, prepared with respect to this project. The MND and 75A-37 Mitigation Monitoring and Reporting Program are attached herein as Exhibit A. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, the MND adequately addresses the expected environmental impacts of this project. On the basis of this review, the City Council finds that there is no substantial evidence from which it can be fairly argued that the project will have a significant adverse effect on the environment. The City Council hereby certifies and adopts the MND 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. Section 3. The City Council hereby adopts the Mitigated Negative Declaration, Environmental Review No. 2018-28 and approves the Mitigation Monitoring and Reporting Program attached hereto and incorporated herein as Exhibit A, consistent with Public Resources Code section 21081.6; makes implementation of the Mitigation Measures contained in the Mitigation Monitoring and Reporting Program a condition of approval of the Project, and adopts the Mitigation Monitoring and Reporting Program, and directs that the Notice of Determination be prepared and filed with the County Clerk of the County of Orange in the manner required by law. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated February 18, 2020, and exhibits attached hereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Section 4. Pursuant to Title XIV, California Code of Regulations (CCR) § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed project will have the potential for any significant adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. However, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5, the payment of Fish and Game Department filing fees in conjunction with this project is at the discretion of the State of California Department of Fish and Wildlife. Section 5. The Mitigated Negative Declaration and the Mitigation Monitoring and Reporting Program, as well as all supporting documents are on file and available for public review at Santa Ana City Hall, 20 Civic Center Plaza, Santa Ana, California 92702. Section 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), 75A-38 brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 7. This decision rendered by the City Council of the City of Santa Ana is final and is subject to judicial review pursuant to California Code of Civil Procedure section 1094.6. The Planning and Building Agency shall give direct notice to the Applicant of the City Council's decisions and these findings. ADOPTED this day of 2020. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor 75A-39 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 12020. Date: Clerk of the Council City of Santa Ana 75A-40 EXHIBITA Mitigated Negative Declaration, Environmental Review No. 2018-28 and Mitigation Monitoring and Reporting Program Online: httys://www.santa-ana.ora/nb/nlannina-division/maior-nlannina-nroi ects-and-documents/euclid- hazard-7-eleven-service-station Paper Copies: Planning and Building Agency Planning Counter, First Floor 20 Civic Center Plaza Santa Ana, CA 92701 Santa Ana Public Library 26 Civic Center Plaza Santa Ana. CA 92701 75A-41 EXHIBIT 2 75A-42 This page left blank intentionally. 75A-43 1:rrAurza 01VQ10/_V IQQ0cello 6W1*%QV1:1 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AMENDMENT APPLICATION NO. 2019-03 REZONING THE PROPERTY LOCATED AT 813 NORTH EUCLID STREET FROM TWO- FAMILY RESIDENTIAL (R-2) TO COMMUNITY COMMERCIAL (C-1) THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Amendment Application No. 2019-03 has been filed with the City of Santa Ana to change the zoning designation of the parcel located at 813 North Euclid Street from Two -Family Residence (R-2) to Community Commercial (C-1), described in Exhibit A. B. The zoning designation of the Community commercial (C-1) would bring the rezoned property into consistency with the General Plan land use designation of General Commercial (GC). C. The zoning designation of the Community commercial (C-1) would facilitate the development of a 3,045-square foot convenience store and 1,800-square foot fueling canopy D. On January 27, 2020, the Planning Commission held a duly -noticed public hearing and after considering the item, voted 6:0:1 (Rivera absent) to continue Amendment Application No. 2019-03 to the February 10, 2020 Planning Commission meeting in order for staff to provide additional information to the Commission pertaining vehicle circulation, perimeter fencing, and landscaping and lighting. E. On February 10, 2020, the Planning Commission held a duly -noticed public hearing and voted to recommend that the City Council adopt an ordinance approving Amendment Application No. 2019-03. F. The City Council has reviewed applicable general plan policies and has determined that this proposed rezoning is consistent with the purpose of the General Plan. G. The City Council, prior to taking action on this ordinance, held a duly -noticed public hearing on March 17, 2020. Ordinance No. NS-XXXX 75A-44 Page 1 of H. The City Council also adopts as findings all facts presented in the Request for Council Action dated March 17, 2020 accompanying this matter. For these reasons, and each of them, Amendment Application No. 2019- 03 is hereby found and determined to be consistent with the intent and purpose of Chapter 41 of the Santa Ana Municipal Code, thus changing the zoning district is found to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Section 2. The Planning Commission of the City of Santa Ana recommended that the City Council adopt an ordinance rezoning the real property located at 813 North Euclid Street from Two -Family Residence (R-2) to Community Commercial (C-1), (AA No. 2019-03). Amended Sectional District Map number 9-5-10 showing the above described change in use district designation, is attached hereto as Exhibit B and incorporated by this reference as though fully set forth herein. This recommendation is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated March 17, 2020, and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. Section 3. The City Council has independently reviewed and analyzed the information contained in the Initial Study and the Mitigated Negative Declaration (MND), Environmental Review No. 2018-28 and Mitigation, Monitoring and Reporting Program, prepared with respect to this project. The City Council has, as a result of its consideration of the record as a whole and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act (CEQA) and the State CEQA Guidelines, Environmental Review No. 2018- 28 meets all the requirements of CEQA. Section 4. This ordinance shall not be effective unless and until Resolution No. 2020- (Environmental Review No. 2018-28) and Ordinance No. 2020- (Amendment Application No. 2019-03) are adopted and become effective. If either resolution and/or ordinance are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 5. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of the ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases or portions be declared invalid or unconstitutional. Section 6. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, Ordinance No. NS-XXXX 75A-45 Page 2 of 4 authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. ADOPTED this day of , 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers Miguel A. Pulido Mayor Ordinance No. NS-XXXX 75A-46 Page 3 of 4 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020 and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXXX 75A-47 Page 4 of 4 EXHIBIT 3 75A-48 This page left blank intentionally. 75A-49 RH 2.10.20 RESOLUTION NO. 2020-xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING CONDITIONAL USE PERMIT NO. 2019-21 AS CONDITIONED TO ALLOW 24-HOUR OPERATIONS AT A NEW 7-ELEVEN CONVENIENCE STORE AND SERVICE STATION LOCATED AT 813 NORTH EUCLID 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. Adan Madrid with ASI Development, representing 7-Eleven, Inc. ("Applicant'), is requesting approval of Conditional Use Permit No. 2019- 21 to allow a 7-Eleven convenience store and service station to operate 24 hours per day, seven days per week, at the property located at 813 North Euclid Street. B. Santa Ana Municipal Code ("SAMC") Section 41-365.5(h) requires approval of a conditional use permit for retail markets having less than twenty thousand (20,000) square feet of floor area which are open at any time between the hours of 12:00 midnight and 5:00 a.m. C. Pursuant to SAMC Section 41-638, the City Council is authorized to review and approve the conditional use permit for this project as set forth by the SAMC. D. On January 27, 2020, the Planning Commission held a duly -noticed public hearing for Conditional Use Permit No. 2019-21. After staff presentation and public input, the Planning Commission voted 6:0:1 (Rivera absent) to continue the item to the February 10, 2020 Planning Commission meeting in order to provide the Commission additional information pertaining to vehicle circulation, perimeter fencing, landscaping and lighting. E. On February 10, 2020, the Planning Commission held a duly -noticed public hearing for Conditional Use Permit No. 2019-21 to consider all testimony, written and oral, related to Conditional Use Permit No. 2019-21, and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred Resolution No. 2020-xx 75A-50 Page 1 of F. On March 17, 2020, the City Council of the City of Santa Ana held a duly - noticed public hearing to consider all testimony, written and oral, related to Conditional Use Permit No. 2019-21, and the related Mitigation Monitoring and Reporting Program for the project, at which time all persons wishing to testify were heard, the project was fully considered, and all other legal prerequisites to the adoption of this Resolution occurred. G. The City Council of the City of Santa Ana considered the information and determines that the following findings, which must be established in order to grant Conditional Use Permit No. 2019-21, to allow extended hours of operation, have been established as required by SAMC Section 41-638: 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 convenience store and service station will provide an additional amenity to individuals wishing to have an early coffee and/or meal. Allowing the store and fuel pumps to be open 24 hours per day, seven days per week, will create a one -stop shop location for residents and commuters. Additionally, the extended hours will thereby benefit the community by providing a convenience store offering service past 12:00 midnight, which is consistent with other similar uses in the City. By offering extended hours of operation, 7-Eleven will better serve the community by providing added convenience and a one -stop shopping experience. The project will redevelop a vacant site with a new convenience store with ancillary gas sales. Site improvements include enhanced landscaping, pedestrian access pathways and exterior lighting and security cameras. This will help activate and beautify the street corner. 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 after-hours operations will not be detrimental to the health, safety or welfare of those residing or working in the vicinity. Conditions have been placed on the CUP that will mitigate any negative impacts to the surrounding community. 7-Eleven is an established convenience store chain with established policies and procedures, including an employee training program focused on security, which will ensure minimal calls for service. 3. That the proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. Resolution No. 2020-xx 75A-51 Page 2 of 9 The proposed use will not adversely affect the present economic stability or future economic development of properties surrounding the area. The approval of this application supports Policy 4.5 of the Economic Development Element of the General Plan. This policy encourages making land use decisions based not on purely fiscal considerations and stresses the importance of the qualitative implications that are associated with new uses. The approval of a 24-hour operation for the convenience store at this location will positively influence the present and future economic stability of the property and will diversify the products and services offered within the general area. Further, this will allow 7-Eleven to remain competitive with similar uses in the area which offer similar goods found in convenience stores. 4. That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. The proposed after-hours conditional use permit will be in compliance with all applicable regulations of Chapter 41 of the SAMC regarding establishments that operate on a 24-hour basis. Conditions of approval have been added to ensure the project remains in compliance with all applicable code and regulations related to 24-hour operations and to mitigate any potential impacts to the general vicinity. 5. That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. The proposed project will not adversely affect the General Plan. The project is located in a General Commercial (GC) General Plan land use designation which allows for commercial uses such as retail, service and eating establishments. The project is consistent with several goals and policies of the General Plan, including the Economic Development Element, Land Use Element, and Urban Design Element. Land Use Element Goal 1 promotes a balance of land uses to address basic community needs. Land Use Element Goal 2 promotes land uses that enhance the City's economic and fiscal viability. Policy 2.8 promotes rehabilitation of commercial properties, and encourages increased levels of capital investment. The convenience store will contribute to the viability of the commercial corridor in which it is located. Policy 2.9 supports developments that create a business environment that is safe and attractive. The property maintenance condition of approval will maintain a safe and Resolution No. 2020-xx 75A-52 Page 3 of 9 attractive environment in the community. Economic Development Element Goal 2 maintains and enhances the diversity of the City's economic base. Policy 2.3 encourages the development of mutually beneficial and supportive business clusters within the community. Urban Design Element Goal 1 improves the physical appearance of the City through the development of districts that project a sense of place, positive community image and quality environment. Section 2. In accordance with the California Environmental Quality Act, a Mitigated Negative Declaration (Environmental Review No. 2018-28) and a Mitigation Monitoring and Reporting Program were prepared and adopted with respect to this project. Section 3. Conditional Use Permit No. 2019-21 shall not be effective unlelss and until the City Council reviews and approves Amendment Application No. 2019-03 and adopts the Mitigated Negative Declaration, Environmental Review No. 2018-28, and the Mitigation Monitoring and Reporting Program. If said approvals are held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise denied, then this conditional use permit shall be null and void and have no further force and effect. Section 4. The Applicant shall indemnify, protect, defend and hold the City and/or any of its officials, officers, employees, agents, departments, agencies, authorized volunteers, and instrumentalities thereof, harmless from any and all claims, demands, lawsuits, writs of mandamus, and other and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolution procedures (including, but not limited to arbitrations, mediations, and such other procedures), judgments, orders, and decisions (collectively "Actions"), brought against the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul, any action of, or any permit or approval issued by the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City) for or concerning the project, whether such Actions are brought under the Ralph M. Brown Act, California Environmental Quality Act, the Planning and Zoning Law, the Subdivision Map Act, Code of Civil Procedure sections 1085 or 1094.5, or any other federal, state or local constitution, statute, law, ordinance, charter, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City's defense, and that Applicant shall reimburse the City for any costs and expenses directly and necessarily incurred by the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action. Section 5. The City Council of the City of Santa Ana after conducting the public hearing hereby recommends that the City Council approve Conditional Use Permit No. 2019-21, as conditioned in Exhibit A, attached hereto and incorporated herein, for the Resolution No. 2020-xx 75A-53 Page 4 of 9 project located at 813 North Euclid Street. 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 February 10, 2020, the Request for City Council Action dated March 17, 2020, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. ADOPTED this day of 12020. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: Lisa Storck Assistant City Attorney Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2020-xx to be the original resolution adopted by the City Council of the City of Santa Ana on 12020. Date: Clerk of the Council City of Santa Ana Resolution No. 2020-xx 75A-54 Page 5 of 9 EXHIBITA Conditions of Approval for Conditional Use Permit No. 2019-21 Conditional Use Permit No. 2019-21 for after-hours operations is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code, and all other applicable regulations. In addition, the Applicant shall meet the following conditions of approval: The Applicant must comply with each and every condition listed below prior to exercising the rights conferred by this 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. All proposed site improvements must conform to Development Project Review (DP) No. 2018-08 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 if the conditional use permit must be amended. 3. Prior to the issuance of a building permit, a full landscape and irrigation plan is to be submitted for review and approval. The landscape plan shall conform to the commercial landscape standards, Citywide Design Guidelines, and the City's Water Efficient Landscape Ordinance. All utilities shall be properly screened, and the proposed trash enclosure shall be screened by a four (4) foot high landscape hedge and incorporate vines. The plan shall also incorporate a row of Italian cypress trees, or similar species to be planted along the southern perimeter of the property to provide additional screening to the residential uses to the south (Modified by staff on February 10, 2020). 4. Prior to issuance of a building permit for the structures, the existing perimeter wall shall be increased to seven feet in height. (Added by staff on February 10, 2020). 5. All existing and new perimeter walls shall be painted or coated in anti -graffiti coating, and vines shall be planted along all such walls. 6. To deter loitering and illegal dumping, the landscape plan shall include dense landscaping and a minimum five (5) foot tall wrought iron fence at the southeast corner of the subject site between the southerly edge of the building and the southern property line. 7. The location of the trash enclosure and the air/water machine must be designed to minimize any potential impacts to the residential uses to the south of the subject Resolution No. 2020-xx 75A-55 Page 6 of 9 site. Final location of the trash enclosure shall be subject to the approval of the Planning Manager. 8. The air/water machine must provide an automatic shut-off component to cease operation between the hours of 10:00 p.m. and 7:00 a.m. 9. Prior to the issuance of a building permit, a Property Maintenance Agreement must be recorded against the property. The agreement will be subject to review and applicability by the Planning and Building Agency, the Community Development Agency, the Public Works Agency, and the City Attorney to ensure that the property and all improvements located thereupon are properly maintained, Applicant (and the owner of the property upon which the authorized use and/or authorized improvements are located if different from the Applicant) shall execute a maintenance agreement with the City of Santa Ana which shall be recorded against the property and which shall be in a form reasonably satisfactory to the City Attorney. The maintenance agreement shall contain covenants, conditions and restrictions relating to the following: a. Compliance with operational conditions applicable during any period(s) of construction or major repair (e.g., proper screening and securing of the construction site; implementation of proper erosion control, dust control and noise mitigation measure; adherence to approved project phasing etc.). b. Compliance with ongoing operational conditions, requirements and restrictions, as applicable (including but not limited to hours of operation, security requirements, the proper storage and disposal of trash and debris, enforcement of the parking management plan, and/or restrictions on certain uses. C. Ongoing compliance with approved design and construction parameters, signage parameters and restrictions as well as landscape designs, as applicable. d. Ongoing maintenance, repair and upkeep of the property and all improvements located thereupon (including but not limited to controls on the proliferation of trash and debris about the property; the proper and timely removal of graffiti; the timely maintenance, repair and upkeep of damaged, vandalized and/or weathered buildings, structures and/or improvements; the timely maintenance, repair and upkeep of exterior paint, parking striping, lighting and irrigation fixtures, walls and fencing, publicly accessible bathrooms and bathroom fixtures, landscaping and related landscape improvements and the like, as applicable). e. If Applicant and the owner of the property are different (e.g., if the Applicant is a tenant or licensee of the property or any portion thereof), both the Applicant and the owner of the property shall be signatories to the Resolution No. 2020-xx 75A-56 Page 7 of 9 maintenance agreement and both shall be jointly and severally liable for compliance with its terms. f. The maintenance agreement shall further provide that any party responsible for complying with its terms shall not assign its ownership interest in the property or any interest in any lease, sublease, license or sublicense, unless the prospective assignee agrees in writing to assume all of the duties, obligations and responsibilities set forth under the maintenance agreement. g. The maintenance agreement shall contain provisions relating to the enforcement of its conditions by the City and shall also contain provisions authorizing the City to recover costs and expenses which the City may incur arising out of any enforcement and/or remediation efforts which the City may undertake in order to cure any deficiency in maintenance, repair or upkeep or to enforce any restrictions or conditions upon the use of the property. The maintenance agreement shall further provide that any unreimbursed costs and/or expenses incurred by the City to cure a deficiency in maintenance or to enforce use restrictions shall become a lien upon the property in an amount equivalent to the actual costs and/or expense incurred by the City. 10. The Applicant shall be responsible for maintaining the premises free of graffiti. All graffiti shall be removed within 24 hours of occurrence. 11. The cash register must be visible from the street at all times and shall not be obstructed at any time by temporary or permanent signage. 12. Window displays and racks must be kept at a maximum height of three (3) feet including merchandise and cannot obstruct the cashier's view to the outside. 13. A timed -access cash controller or a money drop safe capable of easily providing the cashier the ability to quickly deposit money into it must be installed. 14. A silent armed robbery alarm shall be installed prior to issuance of a certificate of occupancy. 15. There shall be no coined -operated games maintained on the premises at any time. 16. No pay telephones shall be located on the premises. 17. "No Loitering/Trespass" signs/placards shall be posted in the parking lot area. The posted signs must conform to Penal Code Section 602. 18. Provide a Closed Circuit Television System approved by the Police Department and capable of viewing and recording events inside the premises with a resolution which will clearly identify individuals for later identification. Resolution No. 2020-xx 75A-57 Page 8 of 9 19. Clearly distinguishable height markers shall be installed on the inside doorjamb of all doors used by the public to access the store. Horizontal marks, one -inch wide by three -inches long, in different colors, and in a contrasting color to the background, shall be placed every six inches beginning at five feet and ending at six feet six inches. 20. Exterior lighting shall be shielded and/or directed away from residential areas. 21. Goods and fuel deliveries shall not occur between 10:00 p.m. and 7:00 a.m. 22. The use shall be conducted, at all times, in a manner that will allow the quiet enjoyment of the surrounding neighborhood. The Applicant and/or business owner shall institute appropriate security and operational measures necessary to comply with this requirement. 23. A copy of the conditions of approval shall be kept on premises and presented to any authorized City official upon request. 24. The sale of alcoholic beverages shall be prohibited. 25. The outdoor storage or display of boxes, equipment, materials, merchandise, and other similar items shall be prohibited. Resolution No. 2020-xx 75A-58 Page 9 of 9 This page left blank intentionally. 75A-59 EXHIBIT 4 75A-60 This page left blank intentionally. 75A-61 12/17/2019 AA-2019-03 & CUP-2019-21, 7-Eleven Service Station 813 North Euclid (Street R1� �Santa Ana Boundary �r Zoning cm.,m.mry c.mm.rti» Community wmmertol-Muzum lASYw2 �i cenenl fummercial _� Pmo�eo sn000m¢cena� nnerimmmReRi:i Comm-:'n..ae�rm s.mn Mam sn..e c.,,mert�r Ma ,,t caveme�.e came, lv=.aaa ■ opeo sna.e �Io mean ea.�o.en,vzme 61n61c family,,H, nce iv.o Family Pesi oanA � mmrtom-wr,iv aeaeoa �s.o.m:�nvanmeni speme. oe.empmem rvo.s spee�e. oe.emRmem N. e R1 R1 R1 R1 R1 R1 R1 R2 a �. Ar - R2 R1 R3 R2 r, r r�^;r��`=n'a�` C,2 II/� a R1 250 feet Rz ., R 1 t-VZ7' N - i. Exhibit 4 - Vicinity Zoning and Aerial View D 75A-62 apps. spatialstream.com/production/dash board/8/9/0/CurrentBuiId/htmI/Reporting.htmI CO 2019 Diaital Mao Products. All rights reserved. 1 /1 This page left blank intentionally. 75A-63 EXHIBIT 5 75A-64 This page left blank intentionally. 75A-65 16 T E This page left blank intentionally. 75A-67 EXHIBIT 6 75A-68 This page left blank intentionally. 75A-69 . A- .¢te 75A-70 This page left blank intentionally. 75A-71 11:1hiA 75A-72 This page left blank intentionally. 75A-73 ' V V ■I■I■■I■■I■■I11■I■■ I ,4 i ■ 11 11 •� •E1 11 �` it 11 11 Emu���■ 11 11 11 1 yj; 11 11 �111 11 ■��i:� 11 IM 11 11 _v 11 ■ ®������ I�11 ■4 � 9 ®` ■�d i=1=WrEaI - T • - - Vim, _ ___ _■ 75A-74 This page left blank intentionally. 75A-75 EXHIBIT 8 75A-76 This page left blank intentionally. 75A-77 IIIIIIII'I!' IQ f lllllli IIIh1111l1111 � � I;, d C:: IIh�J[ilori�n�� IIIIIIiilllll' ! � ' I •� ii IIIIIIIIIIIII;!� I�IIIIIiI'IIIIII,Ii' � hIIIIIIIIIIII±'i' 1= �a® Olin ®_ A11111111�I�II� 11 Oil IIIIIIIIIIIII;,;I II° Illlllllnllll; 1 I Egon 75A-78 This page left blank intentionally. 75A-79 EXHIBIT 9 75A-80 This page left blank intentionally. 75A-81 i k Aq, This page left blank intentionally. 75A-83 EXHIBIT 10 75A-84 This page left blank intentionally. 75A-85 75A-86 This page left blank intentionally. 75A-87 EXHIBIT 11 75A-88 This page left blank intentionally. 75A-89 ASI Development Cordially invites you to a community information meeting for: Proposed service station with fuel canopy and convenience store @ 813 N. Euclid St., Santa Ana, CA 92703 Please come and share your thoughts and ideas about this new development. We will provide general information, with Q&A to follow. MEETING DATE: May 12, 2018 TIME: 10:00 a.m to 11:00 p.m. MEETING LOCATION: Salgado Center, MPR Room 706 N. Newhope Avenue Santa Ana, CA 92704 If you have questions regarding this event or require language interpretation services in languages other than English, please contact: Adan Madrid at (949) 235-9538 or adanCabasidvm.com 75A-90 Community Meeting Saturday, May 12, 2018 Proposed Service Station with Fueling Canopy and Convenience Store 813 N. Euclid Street Name Address Phone 3 75A-91 EXHIBIT 12 75A-92 This page left blank intentionally. 75A-93 Attachment 12 The Euclid -Hazard 7-Eleven Service Station and Convenience Store Mitigated Negative Declaration and technical appendices may be accessed at: Santa Ana City Hall Planning Counter, First Floor 20 Civic Center Plaza Santa Ana, CA 92701 Or Santa Ana Main Library 26 Civic Center Plaza Santa Ana, CA 92701 P7i https://www.santa-ana.org/pb/planning-division/major-planning-projects-and-documents/euclid- hazard-7-eleven-service-station 75A-94 This page left blank intentionally. 75A-95 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: MARCH 17, 2020 TITLE: APPROVED ❑ As Recommended PUBLIC HEARING — ZONING ORDINANCE ❑ As Amended AMENDMENT NO. 2019-05 TO AMEND ❑ Ordinanceon 1" Reading SEVERAL SECTIONS OF CHAPTER 41 El Ordinance on Reading ❑ Re Implementing Resolution (ZONING) OF THE SANTA ANA ❑ Set Public Hearing For MUNICIPAL CODE RELATING TO ACCESSORY DWELLING UNITS CONTINUED TO /s/Kristine Ridge FILE NUMBER CITY MANAGER RECOMMENDED ACTION Adopt an ordinance approving Zoning Ordinance Amendment (ZOA) No. 2019-05 to amend several sections of Chapter 41 (Zoning) of the Santa Ana Municipal Code (SAMC) relating to accessory dwelling units. PLANNING COMMISSION ACTION At its regular meeting on February 10, 2020, the Planning Commission voted 5:0 (Contreras -Leo and Garcia absent) to recommend that the City Council approve Zoning Ordinance Amendment No. 2019-05 to amend several sections of Chapter 41 (Zoning) of the Santa Ana Municipal Code (SAMC) relating to accessory dwelling units. PROJECT DESCRIPTION On January 1, 2020, new state regulations supplanted the existing Accessory Dwelling Unit Ordinance, which was adopted on April 3, 2018. Amendments to Chapter 41 (Zoning) of the SAMC to establish a local ordinance that is consistent with state housing law for regulating development of accessory dwelling units (ADUs) and junior accessory dwelling units (JADUs) is necessary. PROJECT BACKGROUND AND CHRONOLOGY Effective January 1, 2020, multiple housing bills relating to ADUs, also known as second dwelling units or granny flats, and JADUs, a smaller accessory unit that is contained within the floor plan of a single-family residence, became law. The bills include Assembly Bill (AB) 68, AB 587, AB 670, 671, AB 881 and Senate Bill (SB) 13. Collectively, the bills made changes to development standards that can be imposed by local agencies, the number of units that can be constructed on a site, set limits on parking standards and clarified language related to parking exemptions, and created a streamlined review process which limits review times to a maximum of 60 cumulative days. In addition, the new law also includes language stating that local ordinances that are not in complete compliance with the new changes are superseded by state law. Specifically, with respect to ADUs, Subsection (a)(4) of Government Code 65852.2 states, "if a local agency has an existing accessory dwelling unit ordinance that fails to meet the requirements of this subdivision, that 75B-1 Zoning Ordinance Amendment No. 2019-05 March 17, 2020 Page 2 ordinance shall be null and void..." As such, Santa Ana's local ADU ordinance became null and void January 1 of this year, leaving staff to implement state ADU standards as set forth in the Government Code since that time. The subject Zoning Ordinance Amendment (ZOA)(Exhibit 1) was scheduled for Planning Commission consideration on January 27, 2020 but was continued to February 10, 2020 (Exhibit 2) to allow the City sufficient time to respond to comments from the California Department of Housing and Community Development (HCD) and Californians for Homeownership, which expressed concerns about the following areas: definition of existing buildings, enumeration of zoning districts, discretionary process for sites listed on the Historic Register, and standards that address special categories of ADUs listed in state law. Staff subsequently reviewed and modified the draft ordinance to address expressed concerns. The revised ordinance was subsequently shared with the California Department of Housing and Community Development (HCD) and Californians for Homeownership, and no additional comments were received as of the preparation of this staff report. PROJECT ANALYSIS The proposed ordinance has been created in order to preserve the limited remaining authority the City has to regulate ADUs and JADUs as a result of new state laws. If the City does not adopt a local ordinance, it is required to continue reviewing and processing applications for ADUs and JADUs pursuant to the minimum standards set forth in the Government Code, or it could be subject to litigation. To ensure compliance with the newest state ADU and JADU laws and to establish an ordinance that is responsive to local conditions and community concerns, staff is proposing to amend several sections of Chapter 41 (Zoning) of the SAMC. These amendments are described and analyzed in Table 1: Summary of Amendments: Table 1: Summary of Amendments Table 1: Proposed Amendments Item Existing New State Law Proposed Zoning Permitted in all Permitted in all Section 41-194.2 Districts Where residential zoning residential or mixed -use Permitted districts and in the zoning districts where PermitADUs and/or JADUs in all zoning districts Professional (P) residential is an where residential or mixed -use development zoning district where allowable use. that allows residential uses are permitted. properties are developed with a Results: single-family Permits ADUs and JADUs in all residential and residence. mixed -use zoning districts. 75B-2 Zoning Ordinance Amendment No. 2019-05 March 17, 2020 Page 3 Table 1: Proposed Amendments Item Existing New State Law Proposed Number of One ADU permitted Permit one ADU and Proposed: Section 41-194.2 Units Allowed per lot developed one JADU per lot Permit ADUs and/or JADUs on properties that with a single-family developed with a single- are developed with single-family and multiple - residence. family residence. Where family residences at a rate that complies with multiple -family state law. residences exist, permit the conversion of Results: existing non -habitable Permits the construction of one ADU or one space into ADUs at a JADU, or both, on properties developed with rate up to 25 percent a single-family residence. the number of units at Permits the conversion of existing non - the site. Permit the habitable space within the multi -family construction of two residential building into ADUs at a rate up to detached ADUs on 25 percent the number of units at the site properties developed (e.g., a multi -family residence with 20 units with multi -family may convert existing non -habitable space residences. into a maximum of five ADUs). • Permits the conversion of detached non - habitable space or the construction of two new detached ADUs on properties developed with a multi -family residence. Size of Units ADUs permitted up to Permit at minimum 850 Proposed: Section 41-194.3 750 square feet in square foot ADUs that PermitADUs up to 1,000 square feet in size, and size or 50 percent the provide one bedroom or shall not exceed 50 percent the size of primary size of the primary less, and permit at dwelling if attached. dwelling unit on the minimum 1,000 square lot, whichever is less. foot ADUs that provide Results: Shall not provide more than one Permits ADUs with more than one bedroom. more than one bedroom. May permit Maintains maximum size below upper limit bedroom. ADUs up to 1,200 set in state law as a response to local square feet in size. conditions and smaller lot sizes. Setbacks Detached ADUs ADUs shall not be Proposed: Section 41-194.3 required to provide a required to provide Permit ADUs with a minimum of four foot side 10 foot rear yard more than four foot side and rear yard setbacks. Permit existing buildings setback and a five and rear yard setbacks. being converted or replaced by ADUs to foot side yard Existing buildings being maintain existing setbacks. setback. Attached converted or replaced ADUs required to by ADUs may maintain Results: provide the same existing setback. Permits ADUs to be constructed four feet setbacks as the from side and rear yard property lines. primary dwelling on Permits existing buildings being converted the lot, which are or replaced by ADUs to maintain existing prescribed by the setbacks. underlying zoning district. 75B-3 Zoning Ordinance Amendment No. 2019-05 March 17, 2020 Page 4 Table 1: Proposed Amendments Item Existing New State Law Proposed On -site Open Required a minimum May require the Proposed: Section 41-194.3 Space of 1,200 square feet provision of open space Require a minimum of 1,200 square feet of of usable, non -front on the lot, but shall in no usable, non -front yard open space. yard open space. way preclude the development of at least Results: an 800 square footADU. . Requires a total of 1,200 square feet of usable, non -front yard open space with a minimum dimension of 15 feet by 15 feet. • Permits the reduction of open space provision to permit at least an 800 square foot ADU. On -site Required one parking May require up to one Proposed: Section 41-194.3 Parking space per ADU, parking space per ADU Require one off-street parking space per ADU. unless ADU was or per bedroom, designed as a studio whichever is less. Results: unit or qualified for Parking spaces lost to . One off-street parking space shall be one of the five parking garage/carport provided per ADU, unless exempt pursuant exemptions in state conversions shall not be to state law. law. Parking spaces required to be replaced. . Replacement of spaces lost to lost to garage/carport No parking shall be garage/carport conversions not required. conversions required required for JADUs, or . JADUs are not required to provide any on- to be replaced on the ADUs that meet one of site parking per state law. site. the five parking exemptions established by state law. Number of Units Allowed As is required by state law, each property developed or proposed to be developed with a single- family residence will be permitted to construct both an ADU and a JADU. This could result, potentially, in a single-family property with up to three units. Moreover, properties developed with multi -family residences are permitted to convert existing non - habitable space within the building, including garages, into ADUs in the amount up to 25 percent the number of existing units on the site. For example, a multi -family residence with 20 units may convert existing non -habitable space up to a total of five ADUs. In addition to converting existing non -habitable space within the building, two detached ADUs are also permitted, either through the conversion of existing detached non -habitable space or new construction. The proposed ordinance will reflect these changes to state law. Size of Units Santa Ana's prior ordinance limited ADUs to a minimum of 220 square feet and a maximum of 750 square feet in size; units could not exceed 50 percent the size of the primary residence, and a maximum of one bedroom. The size and bedroom limitations were established as a response to community concerns related to overcrowding, the scale of ADUs in comparison to smaller homes that are found in the city, and exacerbation of on -street parking issues that many neighborhoods are experiencing if multiple bedrooms were permitted. New state law allows local agencies to 75B-4 Zoning Ordinance Amendment No. 2019-05 March 17, 2020 Page 5 permit ADUs up to 1,200 square feet in size. However, it also allows cities to establish maximums below that threshold as long as maximums are not set below 1,000 square feet for ADUs that provided two or more bedrooms and 850 square feet for ADUs that provide one bedroom or less. To establish a uniform maximum that complies with state law and is in keeping with the feedback received when the prior ordinance was established, the proposed ordinance will limit ADUs to a maximum 1,000 square feet for detached units and 1,000 square feet or 50 percent the size of the primary residence for attached units, regardless of number of bedrooms. Staff believes that setting two maximums will create confusion and is unnecessary as there is no incentive for a property owner to provide less bedrooms and limit the potential size of their unit. Thus, setting one maximum will result in a uniform product. The limitation on ADU size will not affect development standards that apply to the primary residence on the site. On -Site Open Space Currently open space in Santa Ana is provided at a rate below the two acres per 1,000 residents goal established in the Open Space, Parks, and Recreation Element in the City's General Plan. With the city being built out and land prices that make construction of new parks prohibitive, requiring open space on private property is critical to provide residents recreational opportunities, gathering spaces, and outdoor amenities. The proposed ordinance maintains the 1,200 square feet of non -front yard open space requirement on single-family residential properties that was part of the prior ordinance to ensure residents are provided with outdoor amenities. However, state law, while allowing for these types of development standards to be imposed, states that they cannot prohibit the construction of an ADU of at least 800 square feet in size. For those properties that cannot meet this requirement, they will be permitted to reduce the amount of open space provided on the site in the amount necessary to create at least an 800 square foot ADU. On -site Parking The proposed ordinance will require the most amount of parking per ADU that is allowed pursuant state law, which is one parking space per unit, unless the unit meets one of the five exemptions established by the state. Pursuant to state law, local agencies shall not require parking for ADUs in any of the following instances: 1) the ADU is located within one-half (1/2) mile walking distance of public transit, 2) the ADU is located within an architecturally and historically significant historic district, 3) the ADU is part of the proposed or existing primary dwelling or an existing accessory structure, 4) when on -street parking permits are required but not offered to the occupant of the ADU, and 5) when there is a car share vehicle located within one (1) block of the ADU. The prior ADU ordinance required that a property that did not conform to the parking requirement for the primary unit, which is two covered and two non -covered spaces for a single-family residence, be brought into conformance prior to or concurrent with the establishment of an ADU. State law now prohibits local agencies from using non -conformities of the primary residence from precluding the construction of an ADU or from requiring that the non -conformities be brought into conformance before approval of an ADU. As such, the proposed ordinance does not require 75B-5 Zoning Ordinance Amendment No. 2019-05 March 17, 2020 Page 6 parking non -conformities of the primary residence to be resolved, but will only require that the parking minimum established for the ADU be provided on the site. Additionally, the City's prior ordinance required that any parking spaces lost through a garage or carport conversion be replaced in any configuration on the property. The ability to require replacement of those spaces has also been prohibited by the state. Effective January 1, garage or carport parking spaces that are lost to a conversion do not have to be replaced, and local agencies shall not require that they be replaced. The proposed ordinance reflects these changes to state law as they relate to the construction of ADUs and JADUs but does not affect development standards that apply to non -conforming properties found in Chapter 41 of the SAMC. Appeals Process The proposed ordinance grants the Executive Director of the Planning and Building Agency, or his/her designee, ADU and JADU application review authority. Should an applicant wish to appeal the Executive Director's determination or requests to vary from the development standards in the ordinance, an application for a minor exception will be required and heard by the Zoning Administrator pursuant to Article V of Chapter 41. The decision of the Zoning Administrator shall be final unless appealed to the planning commission pursuant to Section 41-645 of the SAMC. Limitations and State Oversight State ADU law prohibits the adoption of a local ordinance that imposes a minimum lot size, has bedroom number maximums, requires owner -occupancy (owner -occupancy requirement permitted for JADUs), or that requires replacement of garage or carport parking spaces that are lost to conversions. State law also prohibits the adoption of development standards that would otherwise preclude the development of an 800 square foot ADU, including separation requirements, lot coverage maximums, and open space minimums. In addition, a local ordinance must permit ADUs on multi -family residential properties, non -conforming sites, and must include provisions for the establishment of JADUs on properties developed with single-family residences. State law also prohibits local agencies from imposing any impact fees for ADUs that are less than 750 square feet in size. Larger units shall be charged proportionately in relation to the square footage of the primary dwelling unit. Lastly, state law sets strict time limits for review of ADU and JADU applications (maximum of 60 days from date of application submittal). If the local agency fails to act within the allotted time, the application shall be deemed approved. To ensure compliance with state law, HCD has been granted oversight authority over local ADU ordinances. HCD is now responsible for reviewing local ordinances within 60 days of adoption to ensure compliance with state law. Additionally, HCD may refer local agencies to the Attorney General for further action if a local agency's ordinance conflicts with state law and said agency fails to amend its ordinance in response to the department's findings or does not adopt a resolution addressing HCD's comments and explaining the reason the ordinance complies with state ADU law. However, based on staff's discussions with HCD, the proposed ordinance will not require Attorney General involvement. 75B-6 Zoning Ordinance Amendment No. 2019-05 March 17, 2020 Page 7 ENVIRONMENTAL IMPACT 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 the CEQA, the recommended action is exempt from CEQA per Section 15282(h). This exemption applies to the adoption of an ordinance regarding accessory dwelling units by a city or county to implement the provisions of Sections 65852.1 and 65852.2 of the Government Code as set forth in Section 21080.17 of the Public Resources Code, therefore, the activity is not subject to CEQA (ER No. 2019- 123). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal No. 5 - Community Health, Livability, Engagement & Sustainability, Objective No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). Minh Thai Executive Director Planning and Building Agency Exhibits: 1. Accessory Dwelling Unit Ordinance — ZOA 2019-05 2. February 10, 2020 Planning Commission Staff Report 75B-7 EXHIBIT 1 LS 3.17.20 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AN AMENDMENT TO PROVISIONS OF CHAPTER 41 OF THE SANTA ANA MUNICIPAL CODE RELATING TO ACCESSORY DWELLING UNITS THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The Santa Ana Municipal Code (SAMC) requires updates periodically in order to gain compliance with new state or federal legislation. B. The City's current accessory dwelling unit ordinance, NS-2940, was adopted on April 3, 2018. C. NS-2940 established in 2018, has been superseded by changes made to state accessory dwelling unit laws (Assembly Bill 68, Assembly Bill 587, Assembly Bill 670, Assembly Bill 671, Assembly Bill 881, and Senate Bill 13) that took effect January 1, 2020, and is no longer enforceable. These statutes impose new limitations on local authority to regulate accessory dwelling units (ADU) and junior accessory dwelling units (JADU). D. The proposed changes to the ADU and JADU development standards are proposed to comply with the new state legislation to allow greater flexibility in allowing these units. E. The proposed amendments would change the ADU ordinance to be in full compliance with state law by repealing the City's 2018 ADU ordinance, incorporating new state provisions, and introducing new tailored ADU and JADU regulations that recognize and protect the diversity of Santa Ana neighborhoods. F. The City desires to amend its local regulatory program for the construction of ADUs and JADUs that fully complies with sections 65852.2 and 65852.22 of the Government Code, and finds that the proposed ordinance promotes the public health, safety and welfare of the community. Ordinance No. NS-XXXX Page 1 of 17 75B-8 G. The Planning Commission held a duly noticed public hearing on February 10, 2020, regarding this ordinance and recommended that the City Council adopt the amended ordinance. H. The City Council has held a duly noticed public hearing on this ordinance on March 17, 2020, and has considered all testimony presented thereto. Section 2. Pursuant to the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines, the adoption of this ordinance is exempt from CEQA review pursuant to California Code of Regulations Title 14, Chapter 3, section 15282(h) as CEQA is not applicable to the adoption of an ordinance by a city to implement the provisions of Section 65852.1 or Section 65852.2 of the Government Code, and a Notice of Exemption will be filed upon adoption of this ordinance. Section 3: Section 41-11.1 of the Santa Ana Municipal Code is hereby deleted. MIN Section 4: Sections 41-194 through Section 41-194.14 of the Santa Ana Municipal Code are hereby deleted and replaced with the new Sections 41-194 through Section 41- 194.7 to read as follows: Sec. 41-194. - Accessory Dwelling Units - Purpose. Thepurpose of this section is to establish regulations for the development of accessory dwelling units and junior accessory dwelling units as defined in this section and in California Government Code sections 65852.2 and 65852.22, or any successor statute. Sec. 41-194.1. - Definitions. As used in this section, the following words, terms or phrases have the following meanings: 1) "Accessory dwelling unit" or "ADU" means an attached or detached residential dwelling unit that provides complete independent living facilities for one (1) or more persons and is located on a lot with a proposed or existing primary residential building. It shall include permanent provisions for living, sleeping eating, cooking, and sanitation on the same parcel that the primary residential building is situated or will be situated. It shall have the same meaning as that Ordinance No. NS-XXXX Page 2 of 17 75B-9 term is defined in California Government Code section 65852.2 as amended from time to time. (2) "Existing accessory structure" means an accessory structure, as defined in this chapter, which was legally established and existing prior to the submittal of an ADU or JADU application. (3) "Existing carport" and "Existing covered parking structure" and "Existing garage" means a building or portion of a building designed or used for parking or storage of motor vehicles that was legally established and existing prior to the submittal of an ADU or JADU application. 4) "Junior accessory dwellina unit' or "JADU" means a unit that is no more than 500 square feet in size, contained entirely within the living area of a single-family residence, provides a cooking facility with appliances, food preparation counter and storage cabinets that are of reasonable size in relation to the unit, and has independent exterior access. A junior accessory dwelling unit may include separate sanitation facilities, or may share sanitation facilities with the existing structure. (5) "Living area" means the interior habitable area of a dwelling unit, including basements and attics but does not include a garage or any accessory structure. (6) "Mixed -Use" for purposes of ADU development means a development that combines residential land use with one or more additional land uses where uses are physically and functionally integrated (horizontally or vertically). 7) "Multi-familv buildina" for purposes of ADU development means a building, other than a hotel or motel, with two (2) or more attached dwellina units used to house two (2) or more families, living independently of each other. (8) "Public transit' means a location including, but not limited to, a bus stop or train station, where the public may access buses, trains, subways, and other forms of transportation that charge set fares, run on fixed routes, and are available to the public. (9) "Single-family residence" means a residential building containing one (1) or more habitable rooms with only one (1) kitchen, designed for occupancy by one (1) independent household unit with common access to, and common use of all living, kitchen and bathroom areas. (10) 'Tandem parking" means that two or more automobiles are parked on a driveway or in any other location on a lot, lined up behind one another. Ordinance No. NS-XXXX Page 3 of 17 75B-10 Sec. 41-194.2. — Permitted Zones and Applicability. (A)ADUs and JADUs may be permitted in all zoning districts where residential or mixed - use development is permitted. (B) The Executive Director of the Planning and Building Agency, or his/her designee, shall review and approve or deny ministerial permits for ADUs and JADUs upon determining whether the application submitted is complete, the proposed unit conforms to all requirements of this code, and a non-refundable application review fee in the amount established by the City Council, and amended from time to time, has been paid. Applications deemed incomplete or not in full conformance with the requirements of this code will be rejected. (C)Sites developed or proposed to be developed with a single-family residence shall not be permitted more than one (1) ADU. (D)Sites developed with a multi -family building may convert existing non -habitable square footage within the building to a minimum of one (1) ADU and a maximum that shall not exceed twenty-five (25) percent of the number of units on the site. Sites developed with a multi -family building are also permitted to construct two (2) ADUs or to convert existing detached accessory buildings, garages, carports, or covered parking structures to a maximum of two (2) ADUs. (E)A maximum of one (1) JADU shall be permitted on a site developed or proposed to be developed with a single-family residence, unless the subject site proposes or contains an attached ADU. In such cases, a JADU shall not be permitted. (F) An ADU shall only be sold or otherwise conveyed separately from the primary building on the site if the primary building and the ADU were built or developed by a qualified non-profit corporation in accordance with Government Code Section 65852.26, as amended from time to time, and an affordable housing agreement is entered into by the applicant and the city. Sec. 41-194.3. — Development Standards The development standards in Table 41-194.3 shall be applicable to all accessory dwelling units and junior accessory dwelling units. Additional provisions related to accessory dwelling units and 'junior accessory dwelling units are referenced in the Ordinance No. NS-XXXX Page 4 of 17 75B-11 "Additional Provisions" column of the table. Such provisions may include references to other applicable code sections or limitations. City of Santa Ana Municipal Code Table 41-194.3 Specific Regulations ADU JADU Additional Attached Detached Provisions Minimum Size 220 sg. ft. 220 sg. ft. 220 sg. ft. Maximum Size 1,000 sg. ft. 1,000 sg. ft. 500 s . ft. A B C Maximum Height Same as prima re building 16 ft. Same as prima building Minimum Side Yard Setback 4 ft. 4 ft. Same as prima re building (D) Minimum Rear Yard Setback 4 ft. 4 ft. Same as prima re building (D) Maximum Lot Coverage/Use Intensity Same as zoning district Same as zoning district Same as zoning district (E) Open Space 1,200 sg. ft. 1,200 sa. ft. - F G Separation from Primary Buildings - - 15 ft. - (H) Separation from 5 ft. 5 ft. - (H) Accessory Buildings Minimum Parking 1 space 1 space - I J Tandem Parkin Permitted Permitted Permitted Design Guidelines Apply Apply Apply (A)Attached ADUs may be fifty (50) percent of the size of the habitable space of the Primary dwelling on the site, not to exceed 1,000 square feet in size. (B)ADUs may not exceed 800 square feet in size in cases where both an ADU and JADU are developed or proposed on a site. (C)Existing accessory structures may be converted into an ADU and may be expanded by up to 150 square feet of the existing footprint to accommodate ingress and egress only. Ordinance No. NS-XXXX Page 5 of 17 75B-12 (D)No minimum setback shall be required for an ADU constructed in the same location and to the same dimensions as an existing structure that encroached into a required setback that was demolished to construct the proposed unit. This provision shall not apply to conversions of existing buildings. (E) Lot coverage and use intensity maximum established in zoning district may be exceeded to permit an ADU up to eight hundred (800) square feet in size. This provision shall not apply to conversions of existing buildings. (F) Required open space may be reduced to permit an ADU up to eight hundred (800) square feet in size. Open space requirement shall only apply to properties developed or proposed to be developed with a single-family residence. This provision shall not apply to conversions of existing buildings. (G)Shall be usable, continuous, non -front yard open -space, excluding driveways and parking areas. Any open space with a minimum dimension of fifteen (15) feet by fifteen (15) feet shall be deemed continuous open space. (H)Separation requirement may be reduced to permit an ADU up to eight hundred (800) square feet in size. Separation shall be measured from the nearest points between the structures. This provision shall not apply to conversions of existing buildings. (1) No parking for the ADU is required if one or more of the following applies: 1. The ADU is located within one-half (1/2) mile walking distance of public transit. 2. The ADU is located within an architecturally and historically significant historic district. 3. The ADU is part of the proposed or existing primary dwelling or an existing accessory structure. 4. When on -street parking permits are required but not offered to the occupant of the ADU. 5. When there is a car share vehicle located within one (1) block of the ADU. 6. The ADU is constructed as a studio, without bedrooms. (J) When an existing garage, carport, or other covered parking structure is demolished in conjunction with the construction of an accessory dwelling unit, or converted to an accessory dwelling unit, replacement of those off-street parking spaces shall not be required. Ordinance No. NS-XXXX Page 6 of 17 75B-13 Sec. 41-194.4. — Historic Properties. ADUs and JADUs shall conform to the United States Secretary of Interior's Official Standards for the Treatment of Historic Properties. Sec. 41-194.5 Restrictive Covenant. Prior to issuance of a building permit for a JADU, a covenant consenting that either the primary dwelling unit or the JADU be owner -occupied shall be recorded against the title of the property in the County Recorder's office and a copy filed with the Planning Division. Said covenant shall run with the land, and shall bind all future owners heirs, successors, or assigns. The form of the deed restriction shall be provided by the City and shall provide that: 1. The JADU shall not be sold separately from the primary dwelling. 2. The unit is restricted to the approved size and attributes of this chapter. 3. The covenant restrictions run with the land and may be enforced against future purchasers. 4. The covenant restrictions may be removed if the owner eliminates the JADU. 5. The covenant restriction shall be enforced by the Executive Director of Planning and Building or his or her designee for the benefit of the City of Santa Ana. Failure of the property owner to comply with the covenant restrictions may result in legal action against the property owner and the City shall be authorized to obtain any remedy available to it at law or equity, including but not limited to obtaining an injunction enjoining use of the JADU in violation of the recorded restrictions or abatement of the illegal unit. Sec. 41-194.6. — Appeals of Executive Director decision. Any person wanting to appeal the determination of the Executive Director of the Planning and Building Agency, or his/her designee to disapprove plans and drawings submitted pursuant to section 41-194, et seq., or to the standards of section 41-194, et seq., may file an application for a minor exception pursuant to Article V of this chapter. Sec. 41-194.7 — Applicability to other reaulations. Accessory dwelling units and junior accessory dwelling units must comply with any and all applicable regulations imposed in other articles of the zoning code, other city ordinances and state and federal law. Should a conflict exist between the provisions of Ordinance No. NS-XXXX Page 7 of 17 75B-14 this article and the provisions of other articles of Chapter 41 of this Code, the provisions of this article shall prevail. -re�c�cn�c�.n Mll ■- Mffl� -- m . Ordinance No. NS-XXXX Page 8 of 17 75B-15 - i e Me, - e M I Ordinance No. NS-XXXX Page 9 of 17 75B-16 .:mr .. Ordinance No. NS-XXXX Page 10 of 17 75B-17 Ordinance No. NS-XXXX Page 11 of 17 75B-18 I �u Ordinance No. NS-XXXX Page 12 of 17 75B-19 Ordinance No. NS-XXXX Page 13 of 17 75B-20 Section 5. Section 41-239 of the Santa Ana Municipal Code is hereby amended to read as follows: Sec. 41-239. - Development standards in the R1 district. Lots in the R1 district shall comply with the following standards: (a) Front and street oriented side yards shall be landscaped with the exception of approved driveways and sidewalks. (b) Side yards shall be completely landscaped, except a walkway or driveway may encroach into required side yard. (c) Driveways shall lead to a garage and not exceed the width of such garage or fifty (50) percent of the lot width at the street, whichever is less. There shall be no parking of vehicles in the front yard except in such driveways. (d) Garages facing the street shall occupy no more than fifty (50) percent of the lot width. Ordinance No. NS-XXXX Page 14 of 17 75B-21 (e) Porte-cocheres shall be architecturally integrated with the structure and may encroach up to the side property line located on a driveway that leads to the garage. A two -car garage must be provided prior to approval of a porte-cochere. (1) A porte-cochere shall not exceed twenty-five (25) feet in length. (2) Porte-cocheres shall comply with the setbacks established for the building it is attached to, except that the side yard setback may be reduced to three (3) feet. On corner lots the side yard setback on the street side shall be no less than ten (10) feet. (f) Accessory buildings shall not exceed thirty-five (35) percent of the required rear yard area. This subsection shall not apply to accessory dwelling units. (g) An accessory building shall be not less than five (5) feet from a main building. (h) Maximum square footage of accessory building shall not exceed fifty (50) percent of the main structure square footage. Required detached garages may exceed fifty (50) percent of the main structure square footage, but shall not exceed four hundred forty (440) square feet for a two -car garage, six hundred forty (640) square feet for a required three -car garage and eight hundred forty (840) square feet for a required four -car garage. Section 6. Section 41-681.3 of the Santa Ana Municipal Code is hereby amended to read as follows: Sec. 41-681.3. - Rehabilitation of multiple -family dwellings. Rehabilitation of a nonconforming building which is a multiple -family dwelling, including structural alteration and/or enlargement, is permitted subject to the following limitations: (1) There shall be no enlargement which would intrude into any required yard. (2) There shall be no enlargement which would result in a new nonconformity with the requirements of this chapter. (3) There shall be no increase in the number or size of bedrooms unless the site on which the building is located will be in conformance with the off- street parking requirements of this chapter. Ordinance No. NS-XXXX Page 15 of 17 75B-22 (4) For the purpose of this section the limitations listed in subsections (1), (2), and (3) shall not apply to accessory dwelling units as defined and regulated in Section 41-194 of this Chapter. Section 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of 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 , 2020. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: vC, Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor Ordinance No. NS-XXXX Page 16 of 17 75B-23 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXXX Page 17 of 17 75B-24 EXHIBIT 2 REQUESTFOR Planning Commission Action PLANNING COMMISSION MEETING DATE: FEBRUARY 10, 2020 TITLE: PUBLIC HEARING — ZONING ORDINANCE AMENDMENT NO. 2019-05 TO AMEND SEVERAL SECTIONS OF CHAPTER 41 (ZONING) OF THE SANTA ANA MUNICIPAL CODE RELATING TO ACCESSORY DWELLING UNITS — CITY OF SANTA ANA, APPLICANT (STRATEGIC PLAN NO. 5,3) Prepared by Ricardo Soto PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED ❑ Applicant's Request ❑ Staff Recommendation CONTINUED TO j Executive Director Plann' g Vanager RECOMMENDED ACTION Recommend that the City Council adopt an ordinance approving Zoning Ordinance Amendment (ZOA) No. 2019-05 to amend several sections of Chapter 41 (Zoning) of the Santa Ana Municipal Code (SAMC) relating to accessory dwelling units. Executive Summary On January 1, 2020, new state regulations supplanted the existing Accessory Dwelling Unit Ordinance, which was adopted on April 3, 2018. Amendments to Chapter 41 (Zoning) of the SAMC to establish a local ordinance that is consistent with state housing law for regulating development of accessory dwelling units (ADUs) and junior accessory dwelling units (JADUs) is necessary. Project Background Effective January 1, 2020, multiple housing bills relating to ADUs, also known as second dwelling units or granny flats, and JADUs, a smaller accessory unit that is contained within the floor plan of a single-family residence, became law. The bills include Assembly Bill (AB) 68, AB 587, AB 670, AB 881 and Senate Bill (SB) 13. Collectively, the bills made changes to development standards that can be imposed by local agencies, the number of units that can be constructed on a site, set limits on parking standards and clarified language related to parking exemptions, and created a streamlined review process which limits review times to a maximum of 60 cumulative days. In addition, the new law also includes language stating that local ordinances that are not in complete compliance with the new changes are superseded by state law. Specifically, with respect to ADUs, Subsection (a)(4) of Government Code 65852.2 states, "if a local agency has an existing accessory dwelling unit ordinance that fails to meet the requirements of this subdivision, that ordinance shall be null and void..." As such, Santa Ana's local ADU ordinance became null and void January 1 of 75B-25 ZOA No. 2019-05 — Accessory Dwelling Units Ordinance Amendments February 10, 2020 Page 2 this year, leaving staff to implement state ADU standards as set forth in the Government Code since that time. The subject ZOA was scheduled for Planning Commission consideration on January 27, 2020 but was continued to February 10, 2020 to allow the City sufficient time to respond to comments from the California Department of Housing and Community Development (HCD) and Californians for Homeownership, which expressed concerns about the following areas: definition of existing buildings, enumeration of zoning districts, discretionary process for sites listed on the Historic Register, and standards that address special categories of ADUs listed in state law. Staff subsequently reviewed and modified the draft ordinance to address expressed concerns. The revised ordinance was subsequently shared with the California Department of Housing and Community Development (HCD) and Californians for Homeownership, and no additional communications were received as of the printing of this staff report. The attached ordinance has been created in order to preserve the limited remaining authority the City has to regulate ADUs and JADUs as a result of these new state laws. If the City does not adopt a local ordinance, it is required to continue reviewing and processing applications for ADUs and JADUs pursuant to the minimum standards set forth in the Government Code, or it could be subject to litigation. Planning Commission Study Session and Previous Outreach On December 9, 2019, staff held a work-study session with the Planning Commission to review state legislation pertaining to ADUs and JADUs that took effect January 1, 2020, and the limitations on local agencies to regulate their construction. In addition, staff provided an overview of the community outreach effort undertaken in 2017 and 2018 that included a project meeting open to the public, presentations at ComLink, a meeting with the ComLink Board, meetings with housing advocacy groups, study sessions with the Planning Commission Zoning and General Plan Subcommittee, as well as the complete Planning Commission, and several presentations to City Council. That effort resulted in the creation of an ADU ordinance that reflected the community's values and delivered additional housing options to residents. Lastly, staff informed the Planning Commission of its intent of maintaining as many of the standards developed as a result of that process in the proposed ADU ordinance and only amending those sections in conflict with new state law. At that time, the Planning Commission did not make any recommendations. Protect Description and Analysis Multiple changes to state ADU law have prompted staff to revisit Santa Ana's local ADU ordinance. To ensure compliance with the newest state ADU and JADU laws and to establish an ordinance that is responsive to local conditions and community concerns, staff is proposing to amend several sections of Chapter 41 (Zoning) of the SAMC. These amendments are described and analyzed in Table 1: Summary of Amendments, on the following page: 75B-26 ZOA No. 2019-05 — Accessory Dwelling Units Ordinance Amendments February 10, 2020 Page 3 Table 1: Summary of Amendments Table 1: Proposed Amendments Item Existing New State Law Proposed Zoning Permitted in all Permitted in all Section 41-194.2 Districts Where residential zoning residential or mixed -use Permitted districts and in the zoning districts where Permit ADUs and/or JADUs in all zoning Professional (P) residential is an districts where residential or mixed -use zoning district where allowable use. development that allows residential uses properties are are permitted. developed with a single-family Results: residence. • Permits ADUs and JADUs in all residential and mixed -use zoning districts. Number of One ADU permitted Permit one ADU and one Proposed: Section 41-194.2 Units Allowed per lot developed with JADU per lot developed a single-family with a single-family Permit ADUs and/or JADUs on properties residence. residence. Where that are developed with single-family and multiple -family multiple -family residences at a rate that residences exist, permit complies with state law. the conversion of existing non -habitable Results: space into ADUs at a rate up to 25 percent the • Permits the construction of one ADU number of units at the or one JADU, or both, on properties site. Permit the developed with a single-family construction of two residence. detached ADUs on • Permits the conversion of existing non - properties developed habitable space within the multi -family with multi -family residential building into ADUs at a rate residences. up to 25 percent the number of units at the site (e.g., a multi -family residence with 20 units may convert existing non - habitable space into a maximum of five ADUs). • Permits the conversion of detached non -habitable space or the construction of two new detached ADUs on properties developed with a multi -family residence. Size of Units ADUs permitted up to Permit at minimum 850 Proposed: Section 41-194.3 750 square feet in square foot ADUs that size or 50 percent the provide one bedroom or Permit ADUs up to 1,000 square feet in size of the primary less, and permit at size, and shall not exceed 50 percent the dwelling unit on the minimum 1,000 square size of primary dwelling if attached. lot, whichever is less. foot ADUs that provide Shall not provide more than one bedroom. Results: more than one May permit ADUs up to bedroom. 1,200 square feet in • Permits ADUs with more than one size. bedroom. 75B-27 ZOA No. 2019-05 — Accessory Dwelling Units Ordinance Amendments February 10, 2020 Page 4 Table 1: Proposed Amendments Item Existing New State Law Proposed • Maintains maximum size below upper limit set in state law as a response to local conditions and smaller lot sizes. Setbacks Detached ADUs ADUs shall not be Proposed: Section 41-194.3 required to provide a required to provide more 10 foot rear yard than four foot side and Permit ADUs with a minimum of four foot setback and a five rear yard setbacks. side and rear yard setbacks. Permit foot side yard Existing buildings being existing buildings being converted or setback. Attached converted or replaced by replaced by ADUs to maintain existing ADUs required to ADUs may maintain setbacks. provide the same existing setback, setbacks as the Results: primary dwelling on the lot, which are . Permits ADUs to be constructed four prescribed by the feet from side and rear yard property underlying zoning lines. district. • Permits existing buildings being converted or replaced by ADUs to maintain existing setbacks. On -site Open Required a minimum May require the Proposed: Section 41-194.3 Space of 1,200 square feet provision of open space of usable, non -front on the lot, but shall in no Require a minimum of 1,200 square feet of yard open space. way preclude the usable, non -front yard open space. development of at least an 800 square foot ADU. Results: • Requires a total of 1,200 square feet of usable, non -front yard open space with a minimum dimension of 15 feet by 15 feet. • Permits the reduction of open space provision to permit at least an 800 square foot ADU. On -site Required one parking May require up to one Proposed: Section 41-194.3 Parking space per ADU, parking space per ADU unless ADU was or per bedroom, Require one off-street parking space per designed as a studio whichever is less. ADU. unit or qualified for Parking spaces lost to one of the five parking garage/carport Results: exemptions in state conversions shall not be law. Parking spaces required to be replaced. • One off-street parking space shall be lost to garage/carport No parking shall be provided per ADU, unless exempt conversions required required for JADUs, or pursuant to state law. to be replaced on the ADUs that meet one of • Replacement of spaces lost to site. the five parking garage/carport conversions not exemptions established required. by state law. • JADUs are not required to provide any on -site parking per state law. 75B-28 ZOA No. 2019-05 — Accessory Dwelling Units Ordinance Amendments February 10, 2020 Page 5 Number of Units Allowed As is required by state law, each property developed or proposed to be developed with a single- family residence will be permitted to construct both an ADU and a JADU. This could result, potentially, in a single-family property with up to three units. Moreover, properties developed with multi -family residences are permitted to convert existing non - habitable space within the building, including garages, into ADUs in the amount up to 25 percent the number of existing units on the site. For example, a multi -family residence with 20 units may convert existing non -habitable space up to a total of five ADUs. In addition to converting existing non -habitable space within the building, two detached ADUs are also permitted, either through the conversion of existing detached non -habitable space or new construction. The proposed ordinance will reflect these changes to state law. Size of Units Santa Ana's prior ordinance limited ADUs to a minimum of 220 square feet and a maximum of 750 square feet in size; units could not exceed 50 percent the size of the primary residence, and a maximum of one bedroom. The size and bedroom limitations were established as a response to community concerns related to overcrowding, the scale of ADUs in comparison to smaller homes that are found in the city, and exacerbation of on -street parking issues that many neighborhoods are experiencing if multiple bedrooms were permitted. New state law allows local agencies to permit ADUs up to 1,200 square feet in size. However, it also allows cities to establish maximums below that threshold as long as maximums are not set below 1,000 square feet for ADUs that provided two or more bedrooms and 850 square feet for ADUs that provide one bedroom or less. To establish a uniform maximum that complies with state law and is in keeping with the feedback received when the prior ordinance was established, the proposed ordinance will limit ADUs to a maximum 1,000 square feet for detached units and 1,000 square feet or 50 percent the size of the primary residence for attached units, regardless of number of bedrooms. Staff believes that setting two maximums will create confusion and is unnecessary as there is no incentive for a property ownerto provide less bedrooms and limit the potential size of their unit. Thus, setting one maximum will result in a uniform product. The limitation on ADU size will not affect development standards that apply to the primary residence on the site. On -site Open Space Currently open space in Santa Ana is provided at a rate below the two acres per 1,000 residents goal established in the Open Space, Parks, and Recreation Element in the City's General Plan. With the city being built out and land prices that make construction of new parks prohibitive, requiring open space on private property is critical to provide residents recreational opportunities, gathering spaces, and outdoor amenities. The proposed ordinance maintains the 1,200 square feet of non -front yard open space requirement on single-family residential properties that was part of the prior ordinance to ensure residents are provided with outdoor amenities. However, state law, while allowing for these types of development standards to be imposed, states that they cannot prohibit the construction of an ADU of at least 75B-29 ZOA No. 2019-05 — Accessory Dwelling Units Ordinance Amendments February 10, 2020 Page 6 800 square feet in size. For those properties that cannot meet this requirement, they will be permitted to reduce the amount of open space provided on the site in the amount necessary to create at least an 800 square foot ADU. On -site Parking The proposed ordinance will require the most amount of parking per ADU that is allowed pursuant state law, which is one parking space per unit, unless the unit meets one of the five exemptions established by the state. Pursuant to state law, local agencies shall not require parking for ADUs in any of the following instances: 1) the ADU is located within one-half (1/2) mile walking distance of public transit, 2) the ADU is located within an architecturally and historically significant historic district, 3) the ADU is part of the proposed or existing primary dwelling or an existing accessory structure, 4) when on -street parking permits are required but not offered to the occupant of the ADU, and 5) when there is a car share vehicle located within one (1) block of the ADU. The prior ADU ordinance required that a property that did not conform to the parking requirement for the primary unit, which is two covered and two non -covered spaces for a single-family residence, be brought into conformance prior to or concurrent with the establishment of an ADU. State law now prohibits local agencies from using non -conformities of the primary residence from precluding the construction of an ADU or from requiring that the non -conformities be brought into conformance before approval of an ADU. As such, the proposed ordinance does not require parking non -conformities of the primary residence to be resolved, but will only require that the parking minimum established for the ADU be provided on the site. Additionally, the City's prior ordinance required that any parking spaces lost through a garage or carport conversion be replaced in any configuration on the property. The ability to require replacement of those spaces has also been prohibited by the state. Effective January 1, garage or carport parking spaces that are lost to a conversion do not have to be replaced, and local agencies shall not require that they be replaced. The proposed ordinance reflects these changes to state law as they relate to the construction of ADUs and JADUs but does not affect development standards that apply to non -conforming properties found in Chapter 41 of the SAMC. Appeals Process The proposed ordinance grants the Executive Director of the Planning and Building Agency, or his/her designee, ADU and JADU application review authority. Should an applicant wish to appeal the Executive Director's determination or requests to vary from the development standards in the ordinance, an application for a minor exception will be required and heard by the Zoning Administrator pursuant to Article V of Chapter 41. The decision of the Zoning Administrator shall be final unless appealed to the planning commission pursuant to Section 41-645 of the SAMC. Limitations and State Oversight State ADU law prohibits the adoption of a local ordinance that imposes a minimum lot size, has bedroom number maximums, requires owner -occupancy (owner -occupancy requirement permitted for JADUs), or that requires replacement of garage or carport parking spaces that are lost to conversions. State law also prohibits the adoption of development standards that would otherwise preclude the development of an 800 square foot ADU, including separation 75B-30 ZOA No. 2019-05 — Accessory Dwelling Units Ordinance Amendments February 10, 2020 Page 7 requirements, lot coverage maximums, and open space minimums. In addition, a local ordinance must permit ADUs on multi -family residential properties, non -conforming sites, and must include provisions for the establishment of JADUs on properties developed with single-family residences. State law also prohibits local agencies from imposing any impact fees for ADUs that are less than 750 square feet in size. Larger units shall be charged proportionately in relation to the square footage of the primary dwelling unit. Lastly, state law sets strict time limits for review of ADU and JADU applications (maximum of 60 days from date of application submittal). If the local agency fails to act within the allotted time, the application shall be deemed approved. To ensure compliance with state law, HCD has been granted oversight authority over local ADU ordinances. HCD is now responsible for reviewing local ordinances within 60 days of adoption to ensure compliance with state law. Additionally, HCD may refer local agencies to the Attorney General for further action if a local agency's ordinance conflicts with state law and said agency fails to amend its ordinance in response to the department's findings or does not adopt a resolution addressing HCD's comments and explaining the reason the ordinance complies with state ADU law. However, based on staff's discussions with HCD, the proposed ordinance will not require Attorney General involvement. Table 2: CEQA, Strategic Plan Alignment and Public Notification & Community Outreach CEQA CEQA Type Exempt per Section 15282 h Reason(s) In accordance with the California Environmental Quality Act (CEQA), the recommended Exempt or Analysis action is exempt from CEQA per Section 15282(h). This exemption applies to the adoption of an ordinance regarding accessory dwelling units by a city or county to implement the provisions of Sections 65852.1 and 65852.2 of the Government Code as set forth in Section 21080.17 of the Public Records Code, therefore, the activity is not subject to CEQA. Strategic Plan Alignment Goal(s) and Policy(s) Approval of this item supports the Citys efforts to meet Goal No. 5 - Community Health, Livability, Engagement & Sustainability, Objective No. 3 (facilitate diverse housing opportunities and support efforts to preserve and improve the livability of Santa Ana neighborhoods). Public Notification & Community Outreach Required Measures The proposed amendments are citywide, and the project site is not located within the boundaries of one single neighborhood association. However, a notice was published in the Orange County Register. At the time of this printing, staff received a phone call and electronic correspondence from the California Department of Housing and Community Development (HCD), and one written correspondence from Californians for Homeownership, which are attached to this report. Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission recommend that the City Council approve Zoning Ordinance Amendment No. 2019-05, /Z<� �� Ricardo Soto, AICP Associate Planner 75B-31 ZOA No. 2019-05 — Accessory Dwelling Units Ordinance Amendments February 10, 2020 Page 8 SAPIanning Commission\2020\1-27-20\ZOA No. 2019-05\ZOA 2019-5 Staff Report 02102020 Exhibits: 1. Draft Accessory Dwelling Unit Ordinance 2. Correspondence 75B-32 EXHIBIT 1 75B-33 Xxx ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AN AMENDMENT TO PROVISIONS OF CHAPTER 41 OF THE SANTA ANA MUNICIPAL CODE RELATING TO ACCESSORY DWELLING UNITS THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The Santa Ana Municipal Code (SAMC) requires updates periodically in order to gain compliance with new state or federal legislation. B. The City's current accessory dwelling unit ordinance, NS-2940, was adopted on April 3, 2018, C. NS-2940 established in 2018, has been superseded by changes made to state accessory dwelling unit laws (Assembly Bill 68, Assembly Bill 587, Assembly Bill 670, Assembly Bill 671, Assembly Bill 881, and Senate Bill 13) that took effect January 1, 2020, and is no longer enforceable. These statutes impose new limitations on local authority to regulate accessory dwelling units (ADU) and junior accessory dwelling units (JADU). D. The proposed changes to the ADU and JADU development standards are proposed to comply with the new state legislation to allow greater flexibility in allowing these units. E. The proposed amendments would change the ADU ordinance to be in full compliance with state law by repealing the City's 2018 ADU ordinance, incorporating new state provisions, and introducing new tailored ADU and JADU regulations that recognize and protect the diversity of Santa Ana neighborhoods. F. The City desires to amend its local regulatory program for the construction of ADUs and JADUs that fully complies with sections 65852.2 and 65852.22 of the Government Code, and finds that the proposed ordinance promotes the public health, safety and welfare of the community. Ordinance No. NS-XXXX Page 1 of 17 75B-34 G. Planning Commission held a duly noticed public hearing on February 10, 2020, regarding this ordinance and recommended that the City Council adopt the amended ordinance. H. The City Council has held a duly noticed public hearing on this ordinance on March 17, 2020, and has considered all testimony presented thereto. Section 2. Pursuant to the California Environmental Quality Act ("CEQA") and the State CEQA Guidelines, the adoption of this ordinance is exempt from CEQA review pursuant to 14 California Code of Regulations section 15282(h), and a Notice of Exemption will be filed upon adoption of this ordinance. Section 3: Section 41-11.1 of the Santa Ana Municipal Code is hereby deleted. Section 4: Sections 41-194 through Section 41-194.14 of the Santa Ana Municipal Code are hereby deleted and replaced with the new Sections 41-194 through Section 41- 194.7 to read as follows: Sec. 41-194. - Accessory Dwellina Units - Purpose. The purpose of this section is to establish regulations for the development of accessonr dwelling units and 'junior accessory dwelling units as defined in this section and in California Government Code sections 65852.2 and 65852.22 or any successor statute. Sec. 41-194.1. - Definitions. As used in this section the following words terms or phrases have the following meanings: 1) "Accessory dwelling unit' or "ADU means an attached or detached residential dwelling unit that provides complete independent living facilities for one (1) or more persons and is located on a lot with a proposed or existing primary residential building It shall include permanent provisions for living sleeping eating cooking and sanitation on the same parcel that the primary residential building is situated or will be situated It shall have the same meaning as that term is defined in California Government Code section 65852.2, as amended from time to time. Ordinance No. NS-XXXX Page 2 of 17 75B-35 (2) "Existing accessory structure" means an accessory structure as defined in this chapter, which was legally established and existing prior to the submittal of an ADU or JADU application. (3) "Existinq carport' and "Existing covered parking structure" and "Existing garage" mean a building or portion of a building designed or used for parking or storage of motor vehicles that was legally established and existing prior to the submittal of an ADU or JADU application. 4) "Junior accessory dwelling unit' or "JADU" means a unit that is no more than 500 square feet in size, contained entirely within the living area of a single-family residence, provides a cooking facility with appliances food preparation counter and storage cabinets that are of reasonable size in relation to the unit and has independent exterior access. A junior accessory dwelling unit may include separate sanitation facilities, or may share sanitation facilities with the existing structure. 5) "Living area" means the interior habitable area of a dwellinq unit, includin basements and attics, but does not include a garage or any accessory structure (6) "Mixed -Use" for purposes of ADU development means a development that combines residential land use with one or more additional land uses where uses are physically and functionally integrated (horizontally or vertically) (7) "Multi -family building" for purposes of ADU development means a building other than a hotel or motel with two (2) or more attached dwelling units used to house two (2) or more families, living independently of each other. (8) "Public transit' means a location, including but not limited to a bus stop or train station, where the public may access buses trains subways and other forms of transportation that charge set fares, run on fixed routes, and are available to the public. (9) "Single-family residence" means a residential building containing one (1) or more habitable rooms with only one (1) kitchen designed for occupancy by one (11) independent household unit with common access to and common use of all living, kitchen and bathroom areas. (10) "Tandem parking" means that two or more automobiles are parked on a driveway or in any other location on a lot, lined up behind one another. Ordinance No. NS-XXXX Page 3 of 17 75B-36 Sec. 41-194.2. — Permitted Zones and Applicability. (A)ADUs and JADUs may be permitted in all zoning districts where residential or mixed - use development is permitted. (B) The Executive Director of the Planning and Building Agency, or his/her designee, shall review and approve or deny ministerial permits for ADUs and JADUs upon determining whether the application submitted is complete, the proposed unit conforms to all requirements of this code and a non-refundable application review fee in the amount established by the City Council and amended from time to time, has been paid Applications deemed incomplete or not in full conformance with the requirements of this code will be rejected. (C)Sites developed or proposed to be developed with a single-family residence shall not be permitted more than one (1) ADU. (D)Sites developed with a multi -family building may convert existing non -habitable square footage within the building to a minimum of one (1) ADU and a maximum that shall not exceed twenty-five (25) percent of the number of units on the site. Sites developed with a multi -family building are also permitted to construct two (2) ADUs or to convert existing detached accessory buildings, garages carports, or covered parking structures to a maximum of two (2) ADUs. (E)A maximum of one (1) JADU shall be permitted on a site developed or proposed to be developed with a single-family residence unless the subject site proposes or contains an attached ADU. In such cases a JADU shall not be permitted. (F) An ADU shall only be sold or otherwise conveyed separately from the primary building on the site if the primary building and the ADU were built or developed by a qualified non-profit corporation in accordance with Government Code Section 65852 26 as amended from time to time and an affordable housing agreement is entered into by the applicant and the city. Sec. 41-194.3. — Development Standards The development standards in Table 41-194.3 shall be applicable to all accessory dwelling units and junior accessory dwelling units. Additional provisions related to accessory dwelling units and junior accessory dwelling units are referenced in the Ordinance No. NS-XXXX Page 4 of 17 75B-37 "Additional Provisions" column of the table. Such provisions may include references to other applicable code sections or limitations. City of Santa Ana Municipal Code Table 41-194.3 Specific Regulations ADU JADU Additional Attached Detached Provisions Minimum Size 220 s . ft. 220 s . ft. 220 s Maximum Size 1 000 s . ft. 1 000 s . ft. —.ft—. 500 sq. ft. A B C Maximum Height Same as prima building 16 ft. Same as np •mart/ buildin Minimum Side Yard Setback 4 ft. 4 ft. Same as prima building Minimum Rear Yard Setback 4 ft. 4 ft. Same as prima ry buildin LD Maximum Lot Coverage/Use Intensity Same as zoning district Same as zoning district Same as zoning district Open Space 1200 sq. ft. 1,200 sq, ft. F G Separation from Primary Buildin s - 15 ft. - - (H) Separation from 5 ft. 5 ft. _- Accessory Buildings Minimum Parking 1 space 1 space I J Tandem Parking Permitted Permitted Permitted Design Guidelines Apply Apply Apply (A)Attached ADUs may be fifty (50) percent of the size of the habitable space of the Primary dwelling on the site, not to exceed 1,000 square feet in size. (B)ADUs may not exceed 800 square feet in size in cases where both an ADU and JADU are developed or proposed on a site. (C) Existing accessory structures may be converted into an ADU and may be expanded by up to 150 square feet of the existing footprint to accommodate ingress and egress only. Ordinance No. NS-XXXX Page 5 of 17 75B-38 (D) No minimum setback shall be required for an ADU constructed in the same location and to the same dimensions as an existing structure that encroached into a required setback that was demolished to construct the proposed unit. This provision shall not apply to conversions of existing buildings. (E) Lot coverage and use intensity maximum established in zoning district may be exceeded to permit an ADU up to eight hundred (800) square feet in size. This provision shall not apply to conversions of existing buildings. (F) Required open space may be reduced to permit an ADU up to eight hundred (800) square feet in size Open space requirement shall only apply to properties developed or proposed to be developed with a single-family residence. This provision shall not apply to conversions of existing buildings. (G)Shall be usable continuous non -front yard open -space excluding driveways and parking areas Any open space with a minimum dimension of fifteen (15) feet by fifteen (15) feet shall be deemed continuous open space. (H)Separation requirement may be reduced to permit an ADU up to eight hundred (800) square feet in size Separation shall be measured from the nearest points between the structures. This provision shall not apply to conversions of existing buildings. (1) No parking for the ADU is required if one or more of the following applies: 1. The ADU is located within one-half (1/2) mile walkin distance of public transit. 2. The ADU is located within an architecturally and historically significant historic district. 3. The ADU is part of the proposed or existing primary dwelling or an existing accessory structure. 4. When on -street parking permits are required but not offered to the occupant of the ADU. 5. When there is a car share vehicle located within one (1) block of the ADU. (J) When an existing -garage carport or other covered parking structure is demolished in conjunction with the construction of an accessory dwelling unit, or converted to an accessory dwelling unit, replacement of those off-street parking spaces shall not be required. Ordinance No. NS-XXXX Page 6 of 17 75B-39 Standards for the Treatment of Historic Properties, primary dwelling unit or the JADU be owner -occupied shall be recorded against the title of the property in the County Recorder's office and a copy filed with the Planning Division. Said covenant shall run with the land, and shall bind all future owners heirs successors, or assigns. The form of the deed restriction shall be provided by the City and shall provide that: 1. The JADU shall not be sold separately from the primary dwelling 2. The unit is restricted to the approved size and attributes of this chapter. 3. The covenant restrictions run with the land and may be enforced against future purchasers. 4. The covenant restrictions may be removed if the owner eliminates the JADU. 5. The covenant restriction shall be enforced by the Executive Director of Planning and Building or his or her designee for the benefit of the City of Santa Ana. Failure of the property owner to comply with the covenant restrictions may result in legal action against the property owner and the Citv shall be authorized to obtain any remedy available to it at law or equity, including but not limited to obtaining an injunction enjoining use of the JADU in violation of the recorded restrictions or abatement of the illegal unit Planning and Building Agency, or his/her designee to disapprove plans and drawings submitted pursuant to section 41-194, et seq. or to the standards of section 41-194 et seq. may file an application for a minor exception pursuant to Article V of this chapter. Sec. 41-194.7 — Applicability to other regulations. Accessory dwelling units and junior accessory dwelling units must comply with any and all applicable regulations imposed in other articles of the zoning code other citv ordinances and state and federal law. Should a conflict exist between the provisions of this article and the provisions of other articles of Chapter 41 of this Code the provisions of this article shall prevail. Ordinance No. NS-XXXX Page 7 of 17 75B-40 NO IMY MN Ordinance No. NS-XXXX Page 8 of 17 75B-41 "M I a �-M - M-1 Ordinance No. NS-XXXX Page 9 of 17 75B-42 MEMO • • • • ♦ •• • •• • •• • • • • • • • • • it `70T�� 1 Ordinance No. NS-XXXX Page 10 of 17 75B-43 IN NOW IMIN. Wampii Ordinance No. NS-XXXX Page 11 of 17 75B-44 Ordinance No. NS-XXXX Page 12 of 17 75B-45 Ordinance No. NS-XXXX Page 13 of 17 75B-46 WOW , r_r�:�irmtin� Section 5. Section 41-239 of the Santa Ana Municipal Code is hereby amended to read as follows: Sec. 41-239. - Development standards in the R1 district. Lots in the R1 district shall comply with the following standards: (a) Front and street oriented side yards shall be landscaped with the exception of approved driveways and sidewalks. (b) Side yards shall be completely landscaped, except a walkway or driveway may encroach into required side yard. (c) Driveways shall lead to a garage and not exceed the width of such garage or fifty (50) percent of the lot width at the street, whichever is less. There shall be no parking of vehicles in the front yard except in such driveways. (d) Garages facing the street shall occupy no more than fifty (50) percent of the lot width. Ordinance No. NS-XXXX Page 14 of 17 75B-47 (e) Porte-cocheres shall be architecturally integrated with the structure and may encroach up to the side property line located on a driveway that leads to the garage. A two -car garage must be provided prior to approval of a porte-cochere. (1) A porte-cochere shall not exceed twenty-five (25) feet in length. (2) Porte-cocheres shall comply with the setbacks established for the building it is attached to, except that the side yard setback may be reduced to three (3) feet. On corner lots the side yard setback on the street side shall be no less than ten (10) feet. (f) Accessory buildings shall not exceed thirty-five (35) percent of the required rear yard area. This subsection shall not apply to accessory dwelling units. (g) An accessory building shall be not less than five (5) feet from a main building. (h) Maximum square footage of accessory building shall not exceed fifty (50) percent of the main structure square footage. Required detached garages may exceed fifty (50) percent of the main structure square footage, but shall not exceed four hundred forty (440) square feet for a two -car garage, six hundred forty (640) square feet for a required three -car garage and eight hundred forty (840) square feet for a required four -car garage. Section 6. Section 41-681.3 of the Santa Ana Municipal Code is hereby amended to read as follows: Sec. 41-681.3. - Rehabilitation of multiple -family dwellings. Rehabilitation of a nonconforming building which is a multiple -family dwelling, including structural alteration and/or enlargement, is permitted subject to the following limitations: (1) There shall be no enlargement which would intrude into any required yard. (2) There shall be no enlargement which would result in a new nonconformity with the requirements of this chapter. (3) There shall be no increase in the number or size of bedrooms unless the site on which the building is located will be in conformance with the off- street parking requirements of this chapter. Ordinance No. NS-XXXX Page 15 of 17 75B-48 (4) For the purpose of this section the limitations listed in subsections (1), (2) and (3) shall not apply to accessory dwelling units as defined and regulated in Section 41-194 of this Chapter. Section 7. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of 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, unconstitutional. ADOPTED this clauses, phrases, APPROVED AS TO FORM: Sonia R. Carvalho City Attorney IN Lisa Storck Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT: day of Councilmembers Councilmembers Councilmembers Councilmembers or portions be 2020. Miguel A. Pulido Mayor declared invalid or Ordinance No. NS-XXXX Page 16 of 17 75B-49 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, DAISY GOMEZ, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , 2020, and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXXX Page 17 of 17 75B-50 This page left blank intentionally. 75B-51 This page left blank intentionally. 75B-52