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HomeMy WebLinkAbout FULL PACKET_2012-03-19MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA CALLED TO ORDER ATTENDANCE PUBLIC COMMENTS — None MARCH 5, 2012 CLOSED SESSION MEETING COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 5:14 P.M. COUNCILMEMBERS Present: MIGUEL PULIDO, Mayor P. DAVID BENAVIDES CARLOS BUSTAMANTE MICHELE MARTINEZ VINCENT F. SARMIENTO COUNCILMEMBERS Absent: SAL TINAJERO CLAUDIA C. ALVAREZ, Mayor Pro Tern STAFF Present: PAUL M. WALTERS, Interim City Manager JOSEPH STRAKA, Interim City Attorney MARIA D. HUIZAR, Clerk of the Council COUNCIL RECESSED to Room 147 for Closed Session discussion at 5:14 p.m. CLOSED SESSION ITEMS 1A CONFERENCE WITH LEGAL COUNSEL -- EXISTING LITIGATION pursuant to Government Code Section 54956.9(a) Garth Brackman vs. City of Santa Ana, WCAB Case Nos. ADJ7460140 and ADJ7478245 Martin Burns vs. City of Santa Ana, WCAB Case Nos. ADJ7095175; ADJ7331682; and ADJ7331684 City of Santa Ana v. San Fiesta Limited Partnership Orange County Superior Court Case No. 30- 2010 - 00431228 CITY COUNCIL MINUTES 1 1 0A -1 MARCH 5, 2012 City of Santa Ana v. Edward Yeh and Gretchen Yeh Orange County Superior Court Case No. 30- 2011 - 00531672 1B CONFERENCE WITH LEGAL COUNSEL -- ANTICIPATED LITIGATION pursuant to Government Code Section 54956.9(b) — One Matter 1C CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6 Agency Negotiators: Personnel Services Executive Director, Ed Raya Employee Organizations: Santa Ana Police Officers Association (POA) Santa Ana Police Management Association (PMA) Santa Ana Firemen's Benevolent Association (FBA) Santa Ana Fire Management Association (FMA) Service Employees' International Union (SEIU) Full -Time Employees Service Employees' International Union (SEIU) Part-time Civil Service Employees Confidential Association of Santa Ana (CASA) Santa Ana Management Association (SAMA) Agency Negotiator: Interim City Manager, Paul M. Walters Employee Organizations: Executive Management (EM) 1 D PUBLIC EMPLOYEE EMPLOYMENT AND APPOINTMENT pursuant to Government Code Section 54957(b)(1) Title: City Attorney; and City Manager CLOSED SESSION REPORT — See Item 19A. for Report. ADJOURNED THE CLOSED SESSION MEETING AT 5:29 P.M. AND CONVENED TO THE REGULAR OPEN MEETING CITY COUNCIL MINUTES 2 MARCH 5, 2012 G r�7. REGULAR OPEN SESSION CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:02 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL PULIDO, Mayor P. DAVID BENAVIDES CARLOS BUSTAMANTE MICHELE MARTINEZ VINCENT F. SARMIENTO COUNCILMEMBERS Absent: SAL TINAJERO CLAUDIA C. ALVAREZ, Mayor Pro Tem STAFF Present: PAUL M. WALTERS, Interim City Manager JOSEPH STRAKA, Interim City Attorney MARIA D. HUIZAR, Clerk of the Council PLEDGE OF ALLEGIANCE Mayor Pulido INVOCATION Gary Tucker, Police Chaplain PRESENTATIONS CONTRACT SIGNING CEREMONY commemorating the partnership between the City of Santa Ana and the Orange County Fire Authority (OCFA) COUNCIL RECESSED at 6:36 p.m. and RECONVENED at 6:49 p.m. with same members present CERTIFICATE OF RECOGNITION presented by MAYOR PULIDO to Michael Torres for having his Mater Dei High School baseball jersey number retired and record setting baseball season with the University of Texas Longhorns. SPECIAL PRESENTATION by Mothers Against Drunk Driving (MADD), Vicky Maciha, Senior Victim Advocate to the following Santa Ana Police Department officers for their efforts in deterring drunk driving: CITY COUNCIL MINUTES 3 MARCH 5, 2012 i NMI Sergeant Matt Craig Corporal Matt Wharton Officer Jimmy Correal Corporal Mark Bell Officer Wendy Beatley Officer Weston Hadley* Corporal John Crews* Officer James Berwanger Officer John Kachirisky Corporal Brett Nelson Officer Dan Carrillo *100 plus DUI arrests made. PROCLAMATION and CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER MICHELE MARTINEZ to Helen Torres, Executive Director of HOPE (Hispanas Organized for Political Equity); Dr. Thelma Melendez, Santa Ana Unified School District Superintendent; Dr. Erlinda Martinez, Santa Ana College President; and all of the women appointed to the various City of Santa Ana Boards and Commissions in honor of National Women's History Month. CLOSED SESSION REPORT — See Item 19A. for Report. PUBLIC COMMENT • Marilyn Montano, invited all to attend the Second Annual State of My Heart Art Exhibit VIP Reception at the Santa Ana Library on April 21, 2012. • Irma Jauregui, spoke in support of Agenda Item 39A. • Selica Diaz, also spoke in support of Agenda Item 39A; thanked the City Council for support of the project. • Larry DeCrona, spoke in opposition to Agenda Item 25A; City appears to have higher cost per truck compared to other cities. • Steve McGuigan, invited all to participate in the 50th Anniversary Celebration of the Santa Ana Zoo at Prentice Park, event will be held on March 10 and 11th from 11 -2 p.m. • Archer Altstaetter, expressed concern with the proposed Santa Ana Plaza renovation schedule; suggested community input on design. • Connie Hamilton, commented that it was bitter sweet to contract fire services with the Orange County Fire Authority; also reported on recent Ward 1 Resource Meeting that was well received, thanked staff for great presentations. • Thomas Gordon, spoke on agenda Item 25A; indicated that he was overall pleased with the contractor, opined that City not enforcing ordinance; concerned with amount of money being spent on graffiti because of the amount of graffiti in the City CONSENT CALENDAR ITEMS MOTION: Approve Consent Calendar Items 10A through 39A with the following modifications: • Councilmember Benavides pulled Agenda Item 23C for separate discussion; • Councilmember Sarmiento pulled Agenda Items 25A and 39A for separate discussion; • Councilmember Martinez pulled Agenda Item 25F for separate discussion; CITY COUNCIL MINUTES 4 1 0A -4 MARCH 5, 2012 • Councilmember Martinez abstained on Agenda Item 25E due to a campaign contribution. MOTION: Bustamante SECOND: Benavides VOTE: MINUTES 10A AYES: Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Alvarez, Tinajero (2) ADMINISTRATIVE MATTERS MINUTES OF THE REGULAR MEETING OF FEBRUARY 21, 2012 - Clerk of the Council Office MOTION: Approve Minutes. MISCELLANEOUS ADMINISTRATION 19A CLOSED SESSION REPORT — City Attorney's Office MOTION: Approve. Exiting litigation pursuant to Government Code Section 54956.9(a): 1. Garth Brackman vs. City of Santa Ana, WCAB Case Nos. ADJ7460140 and ADJ7478245; stipulated awards (2) for $50,025, plus lifetime medical. 2. Martin Burns vs. City of Santa Ana, WCAB Case Nos. ADJ7095175, ADJ7331682, and ADJ7331684; compromise and release to resolve all claims for permanent disability and need for future medical case for $125,000. 19B EXCUSED ABSENCES MOTION: Excuse the absence of Mayor Pro Tem Alvarez and Councilmember Tinajero from the March 5, 2012 City Council meeting. CITY COUNCIL MINUTES 5 MARCH 5, 2012 1 0A -5 19C DESTRUCTION OF OBSOLETE RECORDS - City Manager's Office MOTION: Approve the requests for the destruction of obsolete records from various City departments in accordance with the retention schedule outlined in City Council Resolution 2006 -045. 19D QUARTERLY REPORT FOR HOUSING DIVISION PROJECTS AND ACTIVITIES: OCTOBER 2011 - DECEMBER 2011 - Community Development Agency MOTION: Receive and file. 19E REPORT ON GREENHOUSE GAS INVENTORY AND CLIMATE ACTION PLAN PROCESS - Public Works Agency MOTION: Receive and file report on Greenhouse Gas Inventory and Climate Action Plan Process. BUDGETARY MATTERS SPECIFICATIONS —.PURCHASE OF EQUIPMENT AND SERVICES 22A SPEC NO. 12 -019 - TASER ELECTRONIC CONTROL DEVICES (Police Department) - Finance & Management Services MOTION: Award a contract to Proforce Law Enforcement for Taser electronic control devices in an amount not to exceed $268,000. PROJECTS /CHANGE ORDERS 23A CONTRACT AWARD FOR EDNA PARK IMPROVEMENTS (PROJECT NO. 096036) - Public Works Agency; Parks, Recreation, and Community Services Agency MOTION: 1. Award a contract to Green Giant Landscaping, Inc., the lowest responsible bidder, in accordance with unit bid prices for the base bid plus alternates one and two in the estimated amount of $264,000 for construction of the Edna Park Improvements. 2. Approve a funding analysis with a total estimated construction cost of $369,600. CITY COUNCIL MINUTES 6 MARCH 5, 2012 iil�l�� 23B CONTRACT AWARD FOR SANTA ANA ZOO WALKWAY IMPROVEMENTS (PROJECT NO. 122621) - Public Works Agency and Parks, Recreation, and Community Services Agency MOTION: 1. Award a contract to Ben's Asphalt, Inc., the lowest responsible bidder, in accordance with unit bid prices for the base bid plus alternate one in the estimated amount of $62,675 for construction of the Santa Ana Zoo walkway improvements. 2. Approve a funding analysis with a total estimated construction cost of $75,000. MOTION: 1. Award a contract to R.J. Noble Company, the lowest responsible bidder, in accordance with unit bid prices in the estimated amount of $2,394,149.70 for construction of Citywide Residential Street Repair — Phase 16, Santiago Park and Memorial Park Neighborhood Roadway Improvements. 2. Approve a funding analysis with a total estimated construction cost of $2,992,500. MOTION: Benavides VOTE: AYES NOES: ABSTAIN: ABSENT: AGREEMENTS SECOND: Sarmiento Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) None (0) None (0) Alvarez, Tinajero (2) 25A RENEWAL FOR ORAFFtT) REMOVAL SERVICES, CITY COUNCIL MINUTES 7 1 0A -7 MARCH 5, 2012 MOTION: Authorize the City Manager and Clerk of the Council to execute the following agreements, subject to non - substantive changes approved by the City Manager and City Attorney. AGMT NO. 2012 -040 - With Graffiti Protective Coatings, Inc., in an amount not to exceed $600,000 for the period of March 1, 2012 through February 28, 2013 (Item continued from the February 21, 2012, City Council meeting by a vote of 7 -0) - Public Works Agency MOTION: Sarmiento SECOND: Benavides VOTE: AYES: Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Alvarez, Tinajero (2) MOTION: Authorize the City Manager and Clerk of the Council to execute the following agreements, subject to non - substantive changes approved by the City Manager and City Attorney and /or actions as noted on the Request for Council Action report. (Item 25B through 25E) 25B AGMT NOS. 2012 -041 AND 2012 -042 — AMENDMENTS FOR REHABILITATION OF WATER WELLS - With Orange County Pump Corporation and Bakersfield Well and Pump Company, in an annual aggregate amount not to exceed $300,000 - Public Works Agency 25C AGMT NO. 2012 -043 - AMENDMENT FOR PREPARATION OF FOCUSED ENVIRONMENTAL IMPACT REPORT (CLIMATE ACTION PLAN) - With ICLEI, extending agreement through 2013, in an amount not to exceed $135,948 - Public Works Agency and Planning and Building Agency 25D AGMT NO. 2012 -044 — AMENDMENT WITH CONFIDENTIAL ASSOCIATION OF SANTA ANA (CASA) - Prepare an amendment to the agreement with CASA regarding wages and other terms and conditions of employment - Personnel Services Agency 25E AGMT NO. 2012 -045 — AMENDMENT WITH SANTA ANA MANAGEMENT ASSOCIATION (SAMA) - Prepare an amendment to the agreement with SAMA regarding wages and other terms and conditions of employment - Personnel Services Agency *Councilmember Martinez abstained on Agenda Item 25E due to a campaign contribution. CITY COUNCIL MINUTES 8 MARCH 5, 2012 illyx;� MOTION: Authorize the City Manager and Clerk of the Council to execute the following agreements, subject to non - substantive changes approved by the City Manager and City Attorney. AGMT NO. 2012 -046- With All City Management Services Inc. (ACMS), in an amount not to exceed $850,000 — Police Department MOTION: Sarmiento SECOND: Benavides VOTE: AYES: Benavides, Bustamante, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Alvarez, Tinajero (2) LAND USE MATTERS MISCELLANEOUS — LAND USE 39A MITIGATED NEGP Martinez, Pulido, Legal Notice published in the Orange County Register on February 3, 2012. MOTION: 1. Approve and adopt the Mitigated Negative Declaration, Environmental Review Nos. 2012 -19 (McFadden- Orange Site). 2. Authorize the City Manager to direct staff to research potential grant funding to develop a new park site at the McFadden and Orange site. MOTION: Benavides SECOND: Bustamante VOTE: AYES: Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) CITY COUNCIL MINUTES 9 MARCH 5, 2012 ABSENT: Alvarez, Tinajero (2) * *END OF CONSENT CALENDAR ** BUSINESS CALENDAR ITEMS F1ZM3 *1k11061`&7J 55A RESOLUTION PERTAINING TO EXECUTIVE MANAGEMENT EMPLOYEES (EM) — Personnel Services MOTION: Adopt a resolution. RESOLUTION NO. 2012 -005 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO AMEND RESOLUTION NO. 91 -066 TO AMEND THE BASIC COMPENSATION PLAN FOR CERTAIN CLASSIFICATIONS OF EMPLOYMENT DESIGNATED AS UNREPRESENTED EXECUTIVE MANAGEMENT MOTION: Bustamante VOTE: AYES: NOES: ABSTAIN: ABSENT: PUBLIC HEARINGS SECOND: Sarmiento Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) None (0) None (0) Alvarez, Tinajero (2) 75A PUBLIC HEARING — AMENDMENT TO DEVELOPMENT AGREEMENT NO. 2004 -03, ZONING ORDINANCE AMENDMENT 2012 -01, VESTING TENTATIVE TRACT MAP NO. 2012 -01 (COUNTY MAP NO. 17437) AND SITE PLAN REVIEW NO. 2012 -01 FOR A NEW MULTI - FAMILY RESIDENTIAL DEVELOPMENT AT 200 EAST FIRST AMERICAN WAY; FILED BY RYAN OGULNICK ON BEHALF OF VINEYARDS DEVELOPMENT CORPORATION AT THE MET, LLC - Planning and Building Agency Planning Commission opened Public Hearing on January 23, 2012 and continued to the February 13, 2012 meeting, three motions were considered and failed. Pursuant to the Planning Commission's bylaws, the applicant has requested the project be forwarded to the City Council for a final decision. CITY COUNCIL MINUTES 10 ii[1l_dlC MARCH 5, 2012 Legal Notice published in the O.C. Reporter on February 24, 2012 and notices mailed on February 23, 2012. Bob Bisno, representing Vineyard Development Corporation for the Met, requested a two week continuance. Mayor Pulido asked if there was a motion to continue. MOTION: Continue consideration of matter to the March 19, 2012 City Council Meeting. MOTION: Benavides SECOND: Bustamante VOTE: AYES: Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Alvarez, Tinajero (2) 75B PUBLIC HEARING — LOCAL BUSINESS PREFERENCE ORDINANCE - Planning and Building Agency Legal Notice published in the O.C. Reporter on February 24, 2012. Staff report presented by Executive Director of Planning and Building Agency, Jay Trevino Background • General direction from the City Council to promote and support local businesses • Interdepartmental committee assembled to analyze current policies and procedures • City currently uses a 1 % bid preference for Santa Ana businesses • City Charter limits the use of local preference • Other funding sources also prohibit the use of local preference Ordinance Goals • Promote local businesses by offering an advantage for local businesses • Enhance economic activity as money re- circulates in the local economy • Minimize the impact on local businesses to participate and City to administer the program Analysis CITY COUNCIL MINUTES 11 MARCH 5, 2012 1 0A -11 • City released (57) Requests for bids and services in 2010 totaling $6.5 million dollars • Analysis of a sample of those bids indicated a 7% preference would have resulted in 25% of contracts being awarded to local businesses • Recognize that Santa Ana is part of a larger regional economy Proposed Incentives • Tiered preference system 0 7% preference for Santa Ana businesses 0 4% preference for Orange County businesses • Preference level consistent with other cities programs • Use the State Department of General Services to certify businesses Outreach to Business Community • Proposed ordinance sent to various business groups • Orange County Business Council • Santa Ana Chamber of Commerce • Orange County Hispanic Chamber of Commerce • Vietnamese American Chamber of Commerce • Black Chamber of Commerce of Orange County • Santa Ana Merchants Association Proposal well received Fiscal Impact • Estimated fiscal impact about $26,000 • Does not account for the economic benefits that local preference ordinances have on the local economy • Multiplier effects when money stays in the local economy Mayor Pulido opened the Public Hearing at 8:04 p.m. There were no speakers and the hearing closed. Council discussion ensued. Council directed staff to provide information to all of the community and businesses on new program. 1. Place ordinance on first reading and authorize publication of title. ORDINANCE NO. NS -2828 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING ARTICLE VII.II OF CHAPTER 2 OF THE SANTA ANA MUNICIPAL CODE, ESTABLISHING A PREFERENCE FOR LOCAL BUSINESSES IN THE PROCUREMENT OF MATERIALS, SUPPLIES, LABOR, EQUIPMENT OR SERVICES 2. Adopt a resolution. RESOLUTION NO. 2012 -006 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA SETTING A LOCAL PREFERENCE CITY COUNCIL MINUTES 12 MARCH 5, 2012 1 0A -12 LEVEL IN THE PURCHASE OF GOODS, SUPPLIES, LABOR, EQUIPMENT AND PROFESSIONAL SERVICES MOTION: Martinez SECOND: Sarmiento VOTE: AYES: Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Alvarez, Tinajero (2) 75C PUBLIC HEARING — GENERAL PLAN AMENDMENT NO. 2011 -03 AND AMENDMENT APPLICATION NO. 2011 -02 FOR 1302, 1306 AND 1310 EAST FOURTEENTH STREET, AND VARIANCE NO. 2011 -09 FOR 1302 EAST FOURTEENTH STREET TO CONSTRUCT A NEW SINGLE FAMILY HOUSE AT 1302 EAST FOURTEENTH STREET; GAMALIEL VASQUEZ, APPLICANT - Planning and Building Agency Recommended Action approved by the Planning Commission on January 23, 2012 by a 6 -0 vote (Turner absent). Legal Notice published in the O.C. Reporter on February 24, 2012 and notices mailed on February 23, 2012. Mayor Pulido opened the Public Hearing at 8:15 p.m. There were no speakers and the hearing closed. MOTION: 1. Adopt a resolution. RESOLUTION NO. 2012 -007 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING GENERAL PLAN AMENDMENT NO. 2011 -03 FOR THE PROPERTIES LOCATED AT 1302, 1306 AND 1310 EAST FOURTEENTH STREET AND APPROVING VARIANCE NO. 2011 -09 AS CONDITIONED TO ALLOW A REDUCTION IN THE FRONT YARD SETBACK FOR THE PROPERTY LOCATED AT 1302 EAST FOURTEENTH STREET 2. Place ordinance on first reading and authorize publication of title. ORDINANCE NO. NS -2829 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ZONING THE PROPERTIES LOCATED AT 1302, 1306 AND 1310 EAST FOURTEENTH STREET FROM ARTERIAL COMMERCIAL (C5) TO SINGLE - FAMILY RESIDENCE (R1) (AA NO. 2011 -02) CITY COUNCIL MINUTES 13 MARCH 5, 2012 1 0A -13 MOTION: Bustamante SECOND: Martinez VOTE: AYES: Benavides, Bustamante, Martinez, Pulido, Sarmiento (5) NOES: None (0) ABSTAIN: None (0) ABSENT: Alvarez, Tinajero (2) THE CITY COUNCIL MEETING RECESSED AT 8:15 P.M. TO THE HOUSING AUTHORITY MEETING; THE CITY COUNCIL MEETING RECONVENED AT 8:16 P.M. WITH SAME MEMBERS PRESENT. COMMENTS 90A CITY MANAGER'S COMMENTS — None 90B CITY COUNCILMEMBER COMMENTS Councilmember Sarmiento: • Invited all to participate in the upcoming 50th Anniversary Celebration of the Santa Ana Zoo at Prentice Park; and • Thanked Voice of OC for article on City's efforts to solve budget deficit. Councilmember Martinez: • Requested a moment of silence for recent victims of the tornadoes in the Mid -West and asked for residents to assist; • Expressed gratitude to the Santa Ana Police Department for recovering her bicycle that had been stolen; and • Thanked Fire Chief Dave Thomas for commitment to the City. Councilmember Bustamante: • Commented on recent article by Voice of OC on budget that appears to be fair and balanced. Councilmember Benavides: • Remarked on agenda item approved at tonight's meeting that invests in our community — park at Pacific Electric site; thanked colleagues for efforts and support; • Have received support to sponsor a 5k Run and will be working to bring that event to the City; and • Urged all to attend the upcoming celebration at the Santa Ana Zoo. CITY COUNCIL MINUTES 14 1 0A -14 MARCH 5, 2012 Mayor Pulido: Expressed well wishes to the residents of the Mid -West as they recover from recent catastrophic tornadoes. ADJOURNED- 8:22 P.M. The next meeting of the City Council is scheduled for Monday, March 19, 2012 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 6:00 p.m. in the Police Community Room, 60 Civic Center Plaza, Santa Ana, California. CITY COUNCIL MINUTES 15 MARCH 5, 2012 1 0A -15 ii[Il_dI1 2/7/12 ORDINANCE NO. NS -XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING ARTICLE VII.II OF CHAPTER 2 OF THE SANTA ANA MUNICIPAL CODE, ESTABLISHING A PREFERENCE FOR LOCAL BUSINESSES IN THE PROCUREMENT OF MATERIALS, SUPPLIES, LABOR, EQUIPMENT OR SERVICES 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 City of Santa Ana encourages businesses to locate in the City and desires to support businesses located in the City of Santa Ana and the surrounding Orange County area; and B. An examination of contracts awarded by the City indicates that local businesses are under - represented in providing goods and services to the City; and C. Awarding contracts to local businesses promotes not only those local businesses, but also simulates economic activity throughout the community as the City directly invests in its local businesses; and D. The investment in local businesses results in a multiplier effect arising from those businesses increasing purchases of materials, supplies, equipment and labor from other local sources, resulting in the re- circulation of local dollars in the local economy; and E. As a result of additional local opportunities, household spending increases, which increases taxable transactions occurring in the local community; and F. Providing a bid preference for small local businesses will increase the number of local businesses that participate in City contracting, which will increase the circulation of city dollars, stimulate a stronger economic base and decrease the unemployment rate in the City. 11 A -1 2/7/12 Section 2. The adoption of this ordinance is exempt from CEQA and a Notice of Exemption will be filed if this ordinance is adopted. Section 3. Section 2 -802 of the Santa Ana Municipal Code is hereby amended such that it reads as follows (new language in bold, deleted language in strikeout for tracking purposes only): Sec. 2 -802. Definitions For purposes of this article, the following definitions shall apply: Agency shall mean the Executive Director of the City agency or department which has responsibility for awarding a contract for services. Agreement or contract shall mean a legal contract which complies fully with the provisions of section 421 of the city's charter and this article. The words agreement and contract may be used interchangeably in this article. Electronic shall mean electrical, digital, magnetic, optical, electromagnetic, or any other similar technology. Local Business shall mean a business certified by the State Department of General Services as a Small Business, which has a substantial presence through either a headquarters or branch office within the geographical boundaries of the City, and which headquarters or branch office was established prior to the city inviting bids for the respective procurement. Said business must possess a current business license and certificate of occupancy. For purposes of this ordinance, a Post Office box address within the City shall not qualify as a valid business location. Materials, supplies, labor and equipment shall mean those goods or services, but excluding services and public works construction, that are readily ascertainable and measurable by an objective standard in terms of quantity or quality so as to be susceptible to competitive bidding. Orange County Business shall mean a business certified by the State Department of General Services as a Small Business, which has a substantial presence through either a headquarters or branch office within the geographical boundaries of Orange County, and which headquarters or branch office was established prior to the City inviting bids for the respective procurement. Said business must possess a current business license to perform work in Santa Ana. For purposes of this ordinance, a Post Office box address within the County shall not qualify as a valid business location. 11 A -2 2/7/12 Public notice shall mean the distribution or dissemination of information to interested parties using methods that are reasonably available. Such methods can include publication in newspapers of general circulation, electronic or paper mailing lists, and web site(s) designated by the city and maintained for that purpose. Purchasing manager shall mean that city employee or official so designated by the city manager and authorized to carry out the responsibilities under this article, including the promulgation and enforcement of administrative procedures. Purchase order (PO) shall mean that standardized contract developed pursuant to subsection 2 -8030) issued to the vendor of materials, supplies, labor and equipment. Services shall mean the furnishing of labor, time, or effort by a contractor, not involving the delivery of a specific end product other than reports which are merely incidental to the required performance. Services are of an advisory nature, provide a recommended course of action or personal expertise, have an end product comprised of a transmittal of information, written or verbal, and that is related to the governmental functions of administration, management, program management or innovation. The product may include anything from answers to specific questions to design of a system or plan, and includes provision of workshops, seminars, retreats, and conferences for which expertise is necessary. This term shall not include employment agreements or collective bargaining agreements. This term shall not include contracts for the construction, alteration, improvement, repair, or maintenance of real or personal property. Section 4. Section 2 -803.1 is added to Chapter 2 of the Santa Ana Municipal Code to read in full as follows: Section 2 -803.1 Local Preference in Contracts for Materials, Supplies, Labor and Equipment. Except for those contracts for which the Charter of the City of Santa Ana prohibits the provision of a local preference, and /or those contracts funded through programs or partners which prohibit the use of a local preference, the City Council authorizes the purchasing manager to extend a preference to Local Business and Orange County Business as set forth herein. (a). In the procurement of material, supplies, labor and equipment involving expenditures between five thousand dollars ($5,000.00) and one hundred thousand dollars ($100,000.00), the purchasing manager shall extend a preference to each local business and each Orange County business, which preference shall be applied to the bid which provides maximum quality at 11 A -3 2/7/12 minimum price. Said preference shall be set by Resolution of the City Council. (b). If the bidder submitting the maximum quality at minimum cost bid is not a local business or an Orange County business, and if a local business or an Orange County business has submitted a responsive and responsible bid, and with the benefit of the applicable preference, the bid submitted by local business or Orange County business is equal to or less than the original maximum quality at minimum cost bid, the contract shall be awarded to the local business or the Orange County business at its submitted bid price. If two (2) or more low bids received are equal after the application of the preference, the contract shall be awarded in the following order: 1) to a local business 2) to an Orange County business 3) to the bidder submitting the maximum quality at minimum cost bid. The city shall reserve the right to reject any or all bids. (c). In order for the preference to apply, a bidder must certify under penalty of perjury, that the bidder qualifies as a local business or Orange County business. The preference is waived if the certification does not appear on the bid. Section 5. Section 2 -805 of the Santa Ana Municipal Code is hereby amended such that it reads as follows (new language in bold, deleted language in strikeout for tracking purposes only): Sec. 2 -805. Procurement of materials, supplies, labor, and equipment between five hundred dollars ($500.00) and twenty -five thousand dollars ($25,000.00). (a) For those agreements exceeding five hundred dollars ($500.00) but not exceeding five thousand ($5,000.00), the city manager may bind the city on contracts for materials, supplies, labor, and equipment in amounts not exceeding five thousand dollars ($5000.00) in any one contract or in the aggregate with any one vendor or service provider. These contracts can be entered into administratively without the need for informal or formal bidding. (b) Unless exempt from bidding pursuant section 2 -807, all contracts involving an expenditure between five thousand dollars ($5,000.00) and twenty - five thousand dollars ($25,000.00) for materials, supplies, labor, and equipment shall be let on the basis of obtaining maximum quality at minimum cost in accordance with procedures established by the purchasing manager. Those procedures shall provide for at a minimum the following: 4 11 A -4 2/7/12 (1) There shall be a written or verbal invitation for bid which shall include the following information: A general description of the things to be purchased or project, the time and place for bid opening when applicable, bid instructions, and the terms and conditions of the bid and any resulting contract. The purchasing manager shall make a good faith effort to notify all businesses engaged in providing such materials, supplies, labor, and equipment located within the boundaries of the city of the opportunity to bid. (2) Where required by state or federal law or regulations, or upon request by a bidder, the bids shall be opened, if sealed, and declared in public at the time and place stated on the "Invitation for Bid." Section 6. Section 2 -806 of the Santa Ana Municipal Code is hereby amended such that it reads as follows (new language in bold, deleted language in strikeout for tracking purposes only): Sec. 2 -806. Procurement of materials, supplies, labor, and equipment in excess of twenty -five thousand dollars ($25,000.00). Unless exempt from bidding pursuant to section 2 -807, all contracts involving an expenditure in excess of twenty -five thousand dollars ($25,000.00) for materials, supplies, labor, and equipment shall be let on the basis of obtaining maximum quality at minimum cost, in accordance with procedures established by the purchasing manager. Those procedures shall provide for at least the following: (a) Public notices inviting bids shall include a general description of the things to be purchased and the time and place for bid opening. Adequate public notice of the invitation for bids shall be given a reasonable time prior to the date set forth therein for the opening of bids, in accordance with regulations established by the purchasing manager. To the extent that public notice is by way of publication in a newspaper of general circulation, such publication shall be for at least two (2) days, the first of which shall be at least ten (10) days before the date set for opening bids. (b) Invitation of bids shall be mailed or transmitted by other means established by the administrative code but not recited over the telephone or in person. Any interested bidder may obtain an invitation for bid. (c) All bids shall be submitted sealed in accordance with the instructions contained in the "Invitation for Bid" form. 11 A -5 2/7/12 (d) The bids shall be opened in public, at the time and place stated on the "Invitation for Bid." All bids shall be publicly declared. Section 7. Section 2 -808 is added to Chapter 2 of the Santa Ana municipal Code to read in full as follows: Section 2 -808 Local Preference in Contracts for Services Except for those contracts for which the Charter of the City of Santa Ana prohibits the provision of a local preference, and /or those contracts funded through programs or partners which prohibit the use of a local preference, the City Council authorizes the Agency to extend a preference to Local Business and Orange County Business as set forth herein. (a) Contracts for services shall be awarded on the basis of demonstrated competence and on the professional qualifications necessary to for the satisfactory performance of the services required. In evaluating proposals for service contracts in amounts up to one hundred thousand dollars ($100,000.00), proposers which qualify as Local Business or Orange County Business shall be eligible for preference points. The preference shall be added to the proposal to reach a final score in determining the most advantageous proposal. Said preference shall be set by Resolution of the City Council. (b). A non local proposer associating with a Local Business or Orange County Business, shall be eligible for the local preference if a minimum of fifty percent (50 %) of the contract value will be performed by the Local Business or Orange County Business. Section 8. Any provision of the Code that is inconsistent with the provisions of this Ordinance, to the extent of such inconsistencies and no further, is hereby repealed or modified to that extent necessary to effect the provisions of this Ordinance. Section 9. 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. 6 11 A -6 2/7/12 Section 10. This ordinance shall become effective thirty days after its adoption by the City Council. ADOPTED this day of APPROVED AS TO FORM: Joseph Straka, Interim City Attorney By: Laura Sheedy Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers .2012 Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 11 A -7 7 'i ORDINANCE NO. NS -XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ZONING THE PROPERTIES LOCATED AT 1302, 1306 AND 1310 EAST FOURTEENTH STREET FROM ARTERIAL COMMERCIAL (C5) TO SINGLE - FAMILY RESIDENCE (R1) (AA NO. 2011 -02) THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. The Applicant is requesting adoption and approval of Amendment Application No. 2011 -02, General Plan Amendment No. 2011 -03, and Variance No. 2011 -09 to allow the construction of a new single - family residence at 1302 East Fourteenth Street. A true and correct copy of the amendments to Sectional District Map 8 -5 -9 is attached herewith as Exhibit A and incorporated herein by this reference. B. On January 23, 2012, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council: 1. Adopt an ordinance approving Amendment Application No. 2011 -02. 2. Adopt a resolution approving General Plan Amendment No. 2011 -03. 3. Adopt a resolution approving Variance No. 2011 -09 as conditioned. C. Amendment Application No. 2011 -02 came before the City Council of the City of Santa Ana for a duly noticed public hearing on March 5, 2012, to consider all testimony, written and oral. D. Amendment Application No. 2011 -02 has been filed with the City of Santa Ana to zone the properties located at 1302, 1306 and 1310 East Fourteenth Street from Arterial Commercial (C5) to Single - Family Residence (R1). E. Amendment Application No. 2011 -02 is consistent with the General Plan, including but not limited to its goals and policies: 1. The project will allow for consistency between the two existing single family homes and the City's General Plan land use vision. 11B-1 2. The project will act to implement the Land Use Element goal of preserving existing residential neighborhoods from commercial intrusion; as well as the Housing Element goal to encourage the maintenance, preservation and upgrade of neighborhoods, and provide additional affordable housing opportunities for the community. 3. The project will allow the applicant a viable use of his property at 1302 East Fourteenth Street. 4. The project will preserve and improve the character of the surrounding neighborhood and travel corridor aesthetics through the development of the existing vacant site. F. The City Council has weighed and balanced the general plan's policies and has determined that based upon this balancing that the project at 1302 East Fourteenth Street is consistent with the purpose of the general plan. G. The City Council also adopts as findings all facts presented in the Request for Council Action dated March 5, 2012, accompanying this matter. For these reasons, and each of them, Amendment Application No. 2011 -02 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. H. General Plan Amendment No. 2011 -03 and Variance No. 2011 -09 came before the City Council on March 5, 2012. This ordinance incorporates by reference, as though fully set forth herein, the General Plan Amendment and Variance in support of this ordinance and the findings made herein. Section 2. The real properties located at 1302, 1306 and 1310 East Fourteenth Street are hereby zoned from Arterial Commercial (C5) to Single - Family Residence (R1). (AA No. 2011 -02) 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 5, 2012, and exhibits attached thereto and the public testimony written and oral, all of which are incorporated herein by this reference. Section 3. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. 11 B -2 ADOPTED this day of , 2012. APPROVED AS TO FORM: Joseph A. Straka Interim City Attorney By: Ryan O. Hodge Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 11 B -3 11 B -4 r 17TH ST I iA___1 UL [=a- d__. d-_`.i !" Q C4 FIT La 1 ... Z taTN 31 CS RT R7 m a J ; isTN ST, 15TH sT : - 157M IT _ C5 R1 g G RT [ r %TN BT 6 to TH ST i 14 TN ST J 1 3T ( - H i'. RI Ri A�- ACS 'NA�WASWNGTON WASHINGTON AV <y RT RI 1 � wELUNGroN AY I I RT F RS ` Ir � cIRAOE PL F RT S,y�T t GRwCEST w RT O R' _ vANCE aL � Ri R3 RF��gr Bt'`oyasr BTAFFORG STA-- R1 RI i , -.R3 R2 sR KRMTI LN . Rt � �R1 a R7 17TH ST a Q 2 - H !n - YA:ILNNGTON RV '- y RI R1 GxM ST RI RT 2 AV LADELL C1R P pp R1 R1 CONCORD ST % 6 k vl R1 ~ � n STH ST 9TH ST ".. —ST RV i I, R1 � c I �I > R7 R1 TRINIDAD PMKCWRT PL 6TH ST zi, RI W EE 6 9T O P ggv P Z, P P P Ul P W 'n ST TN ST �' P P. > P I P P �7 4TH ST ` I—T 4TH ,. IRO IT Q- R2 R2 5 CeN R2 M1 '' �y P OZw a 2 R2 - ul R2 I� P ' IS '�1 PALM ST r.12 � FFI _ C2 R2 ' R2 �J � Z. iEj C5. C5 a6� C5 J� 114 i� 1 ■ I " �'� � n� o jr � �� I ST ST 1ST ST 11 I ; 1� H 1 1I �TF Zoning SECTIONAL DISTRICT MAP 85.9 ADOPTED BY THE SANTA ANA CITY COUNCIL, MARCH 2, 1959 BY ORDINANCE NS-363 SCALE IN FEET 0 1 9 1-o 60- MINIMUM FRONTAGE -6000 MINIMUM LOT AREA I AA ]1S NSW7 11 -1})8 Al GENERAL AGRICULTURAL C -SM SOUTH MAIN STREET COMMERCIAL DISTRICT PD PLANNED DEVELOPMENT .B PARKING MODIFICATION -F FLOOR AREA RATIO PRD PLANNED RESIDENTIAL DEVELOPMENT AA %t NS1912 1 -i -07 C COMMUNITY COMMERCIAL GC GOVERNMENT CENTER R7 SINGLE - FAMILY RESIDENCE THISMMII- THEOFRCULSECilONA1 C1-MD COMMUNITY COMMERCIAL-MUSEUM DISTRICT M7 LIGHT INDUSTRIAL R2 TWO - FAMILY RE S IDENCE gSTPoCT MAP OF TYE CITY OF SANTAANA ASAUtHORQED8yaTTCOUNGIL C2 GENERAL COMMERCIAL M2 HEAVY INDUSTRIAL R3 MULTIPLE - FAMILY RESIDENCE RESOLUTION NO.) V. DATED n -a]1.1 HEREBY ATTEST THAT TIBS WPM A TRUE C3 CENTRAL BUSINESS MO MILITARY OPERATIONS R{ SUBURBAN APARTMENT COPY � THE ORIGINAL 3ECTICINAL DISTRICT C3-A CENTRAL BUSINESS-ARTISTS' VILLAGE O OPEN SPACE RE RESIDENTIAL ESTATE MAP W. a5-0 C4 PLANNED SHOPPING CENTER -OZ OVERLAY ZONE SD SPECIFIC DEVELOPMENT same CS ARTERIAL COMMERCIAL P PROFESSIONAL SP SPECIFIC PLAN IA1 TREY EXEMIVE DIRECTOR PLArw6madlwBm CR COMMERCIAL RESIDENTIAL PCD PLANNED COMMUNITY DEVELOPMENT AGErICv I Cert9KAN DNN May 9, 2007 AA0531 AA07 -1 I A 11.2 RES. /AA I ANX M0.1 0RD.IRE9.N0. ADOPTED DATE Y! NS12]8 }15]5 I 8977 NS1285 11 -1]-75 I AA ]1S NSW7 11 -1})8 1 AA ]]B NS -1383 12 -1177 AA 808 NS -148] 12 -1516 MX 1 )}S 1b19 AA Bag NS1N0 112 -79 ANX 188 I 14$ 1-8-79 AA 849 NS1382 SHt AA 88.5 NS161I 11 -1841 AA b5] NStat9 1.18-02 AA sl] NS16ro 1 -1]23 AA 192 NSt]18 11&81 A.A. 931 NSIB13 it-A85 AA %2 NS1816 }t9-08 AA %t NS1912 1 -i -07 ".993 NS -t911 2 -1 -11 AA 99] NS1950 1 1 1 A.A t029 NS1038 11-20-09 AA 1031 ,&20, 1 11389 AA 10.19 NSM02 8-90 M 101] NS2t0] 1 -22 -01 AA 1051 NS -21]9 51891 A.A 02 -t NS2198 1-1592 RES, I AA IMX NO ORD.IRES. NO. ADOPTED DATE 5118 NS -48J 4880 5534 NS543 11 -tB-01 5511 NSS]1 5582 I acv NS 4 11982 5554 NSSei 8 -1882 1 5628 NS676 558:f 1 5831 NS-083 5}83 5659 NS-)OB 1454 5738 NS813 &2165 5741 NS-818 5]65 5763 NS838 1 -]66 5777 N93M 5666 5678 NS98] Silg 1 5 NSSTl 7-na9 5900 NS993 a -169 5930 NS104D 1z -21-70 5931 NS1051 uawa 5931 NSI950 12-z1 -ro 5935 NS1052 12-21.x 5836 NS1053 12-21 -ro 593] NS1051 1211 -w 5936 NS105$ u-zt -ro Sp- NSt038 1za1 -79 BOU NStI% 1z -n -n EXHIBIT A 11 B -5 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT ANNUAL PROGRESS REPORT A�gITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1st Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize submittal of the General Plan Housing Element Annual Progress Report to the State of California 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 and surrounding region. The document includes the City's housing vision to meet community needs through 2014. The housing vision is expressed in the goals, policies and implementation programs as stated in the Housing Element. The purpose of the Housing Element Annual Progress Report (Exhibit 1) is to describe the activities and accomplishments made in 2011 to implement the City's housing vision. In particular, the report includes a summary of Santa Ana's progress in meeting its share of the Regional Housing Needs Allocation (RHNA). As detailed below, of the 3,393 RHNA allocation assigned to Santa Ana for planning period 2006 -2014 a total of 1,041 new housing units, or 31 percent of the RHNA new construction target, has been completed through 2011. Progress Towards 2006 -2014 RHNA Goal Total Housing Total Remaining RHNA units by RHNA by Income Income allocation 2006 2007 2008 2009 2010 2011 2012 2013 2014 Income Levels Very Low 694 0 0 6 0 26 123 155 539 Low 574 0 0 0 5 0 0 5 569 Moderate 665 0 0 0 0 0 4 4 661 Above Mod. 1,461 67 109 506 97 34 64 877 584 Remaining Need for RNHA period Total RHNA: 1 3,393 67 109 512 102 1 60 1 191 1 1 1 1 1,041 ► ► ► ► 2,352 19C -1 Housing Element Progress Report March 19, 2012 Page 2 Housing Element Annual Progress Reports are due to the State Housing and Community Development (HCD) and the State Office of Planning and Research no later than April 1st of each year, if a charter city's housing element identifies the Acquisition and Rehabilitation of existing housing to meet Regional Housing Need Allocation (RHNA) for the construction of new housing. In addition, the Progress Report is required to be eligible for certain State funding programs such as the Housing Related Parks Program (HRP). Per Government Code 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. FISCAL IMPACT There is no fiscal impact associated with this item. 17�� Ja�d!Vl. Trevino Executive Director Planning and Building Agency MM:rb mm \Housing\RHNA\annua1reportQ011 \RFCAMar19 Exhibit: 1. General Plan Housing Element Annual Progress Report 19C -2 City of Santa Ana ANNUAL GENERAL PLAN HOUSING ELEMENT PROGRESS REPORT Submitted by Planning and Building Agency March 21, 2012 EXHIBIT 1 19C -3 City of Santa Ana ANNUAL GENERAL PLAN HOUSING ELEMENT PROGRESS REPORT (2011) TABLE OF CONTENTS I. Contact Information II. Progress Report: Attachment 1 • Table A: Annual Building Activity Report- Low -, and Very Low - Income Units and Mixed - Income Multifamily Projects • Table A2: Annual Building Activity Report - Summary for Units Rehabilitated, Preserved and Acquired pursuant to GC Section 65883.1(c) (1) • Table A3: Annual Building Activity Report Summary for Moderate - and Above Moderate - Income Units • Table B: Regional Housing Needs Allocation Progress • Table C: Program Implementation Status 19C -4 MAYOR Miguel A. Pulido MAYOR PRO TEM Claudia C. Alvarez COUNCILMEMBERS P. David Benavides Carlos Bustamante Michele Martinez Vincent F. Sarmiento Sal Tinajero CITY OF SANTA ANA PLANNING & BUILDING AGENCY 20 Civic Center Plaza (M -20) P.O. Box 1988 • Santa Ana, California 92702 (714) 667 -2700 • Fax (714) 973 -1461 www.santa - ana.org Department of Housing and Community Development INTERIM CITY MANAGER Paul M. Walters INTERIM CITY ATTORNEY .Joseph A. Straka CLERK OF THE COUNCIL Maria D. Huizar 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: Karen Haluza Title: Planning Manager Phone: (714) 667 -2728 FAX: (714) 973 -1461 E -mail: khaluza(aD-santa- ana.org Reporting Period by Calendar Year: from Jan. 1, 2011 to Dec. 31, 2011 M: \WP51\ HOUSING \RHNA \AnnualReport\ 2011\ PartsofReport \ContaCtlnfoPM.doc 19C -5 Jurisdiction: Reporting Period: ANNUAL ELEMENT PROGRESS REPORT Housing Element Implementation (CCR Title 25 §6202 ) City of Santa Ana Jan. 1, 2010 - Dec. 31, 2011 Table A Annual Building Activity Report Summary - New Construction Very Low -, Low -, and Mixed - Income Multifamily Proiects Attachment 1 page 1 of 3 Note: The Low Income units listed above are those also detailed in Table A2. Per State law, these acquisition /rehab units quality to be counted toward RHNA new construction goals. 19C -6 Housing with Financial Housing without Housing Development Information Assistance and /or Financial Assistance Deed Restrictions or Deed Restrictions 1 2 3 4 5 5a 6 7 6 Affordability by Household Incomes Assistance Deed Project Identifier Tenure Programs 'dt Wow ftnu berofuMa may be APN No., Unit ' Total Units Est:# for Each - Restricted ned to ee emordeblewilbout project name or Category R= Renter Very Low- Low- Moderate- Above per Istill Development Units a lai r deed restric3ors and adacn n eapianaaon now tMJurledlCbn: address) O =Owner Income Income Income Moderate Project Units` determined1 a urb were afontr, b. See - Income See Instructions Instructions Refer to Ine cfi n Station District Phase 1 650 N. Lacy St 5+ R 73 0 0 1 74 74 TCAC, RDA na Birch Street Courtyards 2 -4 R 10 0 0 0 10 10 HOME, MRB, RDA, DB 217 -437 S. Birch St. TCAC Bush Street Courtyards 2 4 R 5 0 0 0 HOME, MRB, RDA, 2034 -2038 N. Bush St. 5 5 TCAC DB Washington St. Courtyards HC 605 E. Washington Ave. 5+ R 35 0 0 1 36 35 ACS, Other Feed fundin /NSP na (9) Total of Moderate and Above Moderate from Table A3 ► 1 4 64 (10) Total by income Table A/A3 ► ► 123 1 0 4 64 (11) Total Extremely Low - Income Units' 19 Note: The Low Income units listed above are those also detailed in Table A2. Per State law, these acquisition /rehab units quality to be counted toward RHNA new construction goals. 19C -6 Jurisdiction: Reporting Period ANNUAL ELEMENT PROGRESS REPORT Housing Element Implementation (CCR Title 25 §6202 ) City of Santa Ana Jan. 1, 2010 - Dec. 31, 2011 Table A2 Annual Building Activity Report Summary - Units Rehabilitated, Preserved and Acquired pursuant to GC Section 66683.1(c)(1) Attachment 1 page 2 of 3 Note: This field is voluntary Table A3 Annual building Activity Report Summary for Above Moderate - Income Units (not including those units reported on Table A) Affordability by Household Incomes 2. Activity Type (4) Description of Activity Including Housing Element Program Reference Extremely Very Low- Low- TOTAL Single Family Lm`­ n�.me". Income Income Mrs Total Number of infill NOTE: Athough not eligible for RHNA credit per current law, Santa (1) Rehabilitation Activity o 0 0 0 Ana has completed acquisition and rehabilitation of 34 rental units 0 t 0 4 4 in 2010, each with a covenant that maintains them as affordable units to low and very low households. Moderate 64 0 0 0 (2) Preservation of Units At -Risk 0 0 0 0 This project was included in Program 20 of the City's adopted Housing Element, per Section 65583 of (3) Aqulstlons 0 0 0 0 the Gov. Code. An Adequate Sites Report was submitted to City Council on June 7, 2010 and send to HCD Deputy Director on June 15, 2010 (copy enclosed) (5) Total Units by Income 0 0 0 0 Note: This field is voluntary Table A3 Annual building Activity Report Summary for Above Moderate - Income Units (not including those units reported on Table A) v Eu, I ins mesa Is voluntary 19C -7 1. 2. 3. 4. 5. 6. 7. Single Family 2 - 4 Units 6+ Units Second Unit Mobile Homes Total Number of infill units* No. of Units Permitted for Moderate 0 3 0 t 0 4 4 No. of Units Permitted for Above Moderate 64 0 0 0 0 64 64 v Eu, I ins mesa Is voluntary 19C -7 Jurisdiction: Reporting Period: ANNUAL ELEMENT PROGRESS REPORT Housing Element Implementation (Cl Title 25 §6202 ) City of Santa Ana Jan. 1, 2010 - Dec.31,2011 Table B Regional Housing Needs Allocation Progress Permitted Units Issued by Affordability Attachment 1 page 3 of 3 rvre unns ,,,,,,y low- income nousen0lds are included in the very low- income permitted units totals 19C -8 Enter Calendar Year starting with the first year of the RHNA allocation 2006 2007 2008 2009 2010 2011 2012 2013 2014 Total period. Total Units Remaining l�om.tsel ANNA ABaation Year Year Year Year Year Year Year Year Year to Date (all years) RHNA by Income kwon* Level 1 2 3 4 5 6 7 8 9 Level Deed Restrioted 0 0 6 0 26 123 155 Very Low 894 539 0 0 0 0 0 0 Nondeed restricted Deed Restricted - 0 0 5 0 0 5 Low 574 569 Nondeed restricted. 0 0 0 0 0 0 Deed Restricted J67 0 0 0 0 0 q Moderate 665 661 Nondeed restricted 0 0 0 0 4 0 Above Moderate 1,461 109 506 97 34 64 877 584 Total RHNA byCOG 3,393 Enter allocation number 67 109 512 102 60 191 1,041 2,352 Total Units ► ► ► Remaining Need for RHNA Period ► ► ► ► ► d rvre unns ,,,,,,y low- income nousen0lds are included in the very low- income permitted units totals 19C -8 Attachment 1 TABLE C PAGE 4 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT 1MPLEMENTA77ON JURISDICTION: CITY OFSANTAAAIA REPORTING PERIOD: 1011 Hondng RebebllHatlon 1. Single -Family Home Rehabilitation • Provide low- interest loans to facilitate the rehabilitation of single -family homes occupied by lower Income homeowners CDA, Housing Division • The City continues to offer very low- Interest loans to single -family homeowners. Atotal of 5 single - family homes and mobile homes were repaired through the City's programs In 2011. All homeowners qualified as lower Income Ongoing 2. Mobile Home Repair • Provide low or no Interest loans to repair mobile CDA, • The City currently offers conditional grants Ongoing homes annually for lower Income households and Housing Division to repair mobile homes owned byvery low - seniors throughout the community Income seniors. One mobile home was repaired through the City's programs In 2011. 3. Rental Rehabilitation • Provide low- interest loans to assist in the CDA, • The City continues to offer very low- Interest Ongoing rehabilitation of rental properties occupied by Housing Division rate loans. Code Enforcement staff lower Income and family households continues to refer eligible property owners to the Housing Division to pursue loans. Additionally, the City's acquisition/ • Continue to seek additional funds to Improve rehabilitation program eliminates all code Infrastructure, Including state and federal grants deficiencies in the affected units. See Program 53 for detail �o.y—.�.•w 4. Neighborhood Improvement • Continue to assist, create, and support CDA, • The City currently has 64 recognized Ongoing neighborhood associations to collaborate on Housing Division neighborhood associations; and encourages projects and sponsor and hold annual events collaboration and coordination between residents, their associations, municipal agencies, and community based organizations S. Neighborhood Infrastructure . Implement Project Restore and dedicate more PWA • From 2007 through 2010, $63.2 million Ongoing than $100 million dollars to Infrastructure dollars was expended to repave or slurry Improvements in residential neighborhoods seal 211 miles of residential streets. In 2011$6.2 million was spend to reconstruct approximately 15 miles of local streets. • Continue to seek additional funds to Improve • The City continues to pursue funding to Infrastructure, Including state and federal grants Improve neighborhood Infrastructure CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -9 Attachment t TABLE C PAGE s OF zz ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT 1MPLEMENTA770N JUR /SDIfT /ON' L /TYOFSANTA ANA REPORTING PERIOD. 2011 NamsofP/96fna i 046o ft Rssp— WeAl-W stw" Aaro/lame 6. Healthy Neighborhood Initiatives • Continue to Implement Santa Ana Green program, PWA • Santa Ana continues to Implement a Ongoing Including tree planting, corridor greenways, build Community Forestry Program, Including green Initiatives, and energy conservation planting over 1,068 trees in the 18 months ending Dec. 31, 2011. In 2011, the City began development of a Greenhouse Gas Inventory and Climate Action Plan. The citywide recycle program and promotion of water conservation and energy savings continues, with conversion of some City- owned streetlights to LED lighting. In 2011, the City continued the waiver of permit and Inspection fees for installation of solar energy projects. Educational awareness to the community through the City web site, literature, and public events continues. • Collaborate with neighborhoods and community PRCSA • The City continues to participate in a Ongoing based organizations to promote the Healthy Healthy Cities Initiative committee, Safe Neighborhood Initiative and safe and active and Active Living United District (SALUD) environments program, Active Communities (HEAC) and Building Healthy Communities Initiative. All these efforts work with community-based organizations to promote healthy lifestyles. Santa Ana hosted an Earth & Health Fest for the community in April 2011. PRCSA partnered once again with the Madison Park Neighborhood Association to conduct the annual Walk -A -Thon In Fall of 2011. The research and drafting of the new No Smoking in Parks Ordinance was completed in 2011. The HEAL (Healthy Eating Active Living) Resolution established by City Council in 2011 proclaims the city's dedication to obesity prevention. CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -10 Attachment 1 TABLE C PAGE 6 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT 1MPLEMENTA770N JURWICT /ON: CITY OF SANTA ANA REPORTING PERIOO: 2011 Nuns ofAvo m OW 9W RftvA-A&A0wW Sbhm 7311wsfame 7. Special Projects Team (SPr) . Continue Implementation of SFr efforts; Inspect PBA, • The Commercial Residential Inspection Ongoing (nowealledthe Commercial and bring Into compliance at least 2,000 homes Planning Division Team program objectives were conducted ResldentlalInspect /on Team annually with City codes and standards CDA, Housing Division through the RRT & PREP Program (see (GRIT)) program Program # 8 & 9) 8. Proactive Rental Enforcement • Continue Implementation of PREP efforts; PBA, In 2011, the PREP program conducted a Ongoing (PREP) Inspect and bring Into compliance at least 1,600 Planning Division windshield survey of approximately 1,700 Ongoing rental units annually with City codes and residential rental properties. These field standards observations revealed 2,287 substandard housing and property maintenance violations. To address these violations 1,336 Administrative Citations and 118 Notice ofVlolation & Notices to Abate Public Nuisances were Issued. 9. Residential Response Team . Continue Implementation of RRT efforts; PBA, • In 2011, the RRT team responded and /or Ongoing (RRT) Inspecting and bringing Into compliance up to Planning Division Inspected over 4,711 residential property 2,200 substandard units complaints and /or Held observations. In response to these complaints, approximately 306 Notices of Violation were Issued to address substandard conditions and over 1,737 citations were Issued to address property maintenance, overcrowding, Improper occupancies, as _ well as other municipal code violations 10. Historic Program Continue to Identify and list eligible historic properties on a voluntary basis PBA, Planning Division • In 2011, three structures were added to the Santa Ana's local historic register Ongoing 11. Historic Home Rehabilitatlon Seek flexible funding sources and other PBA, • The City continues to Identify alternative, Ongoing Incentive Incentives to encourage repair and maintenance Planning Division flexible funding sources to encourage the of historic homes and complement the Mills Act CDA, Housing Division repair and maintenance of historic program structures. Six property owners applied for MilisAct agreements In 2011 • Provide low- Interest loans to assist In the • The City continues to offer low - Interest Ongoing rehabilitation of up to 5 properties occupied by loans to repair historic properties and lower income and family households strongly encourages homeowners to make use of them CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -11 TABLE C ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT IMPLEMENTA7M JURISDICTION.' CITY OF SANTA ANA RFPnRT /NC PFR10O- JO7 1 Attachment 1 PAGE 7 OF 22 Arf0100fP1VVVM 00106W R S&A" 17 iM0 Housing Division Plan. Planning Division City Council In June 2010 to Implement 12. Historic Neighborhood Explore strateglesto preserve residential PBA, • The City continuesto offer low-in Ongoing Preservation districts /neighborhoods.Create guidelines Planning Division City staff continues to work with existing Identifying the process for neighborhood areas to CDA, historic district residents and established 2009 CDA, pursue becoming a type of historic district Housing Division neighborhoods to maintain their unique Housing Division Infill housing development on five Agency affordable housing and related facilities character, architectural Integrity and owned parcels aesthetic qualities #»ire ,� " �„ 'r., """„ °':"" 2 ", ....a .ate w.. �,.4Ls, c.� _ 44;; <,a a -. ,. .e. a`.L;;.., .. .:, nooan6 w ly 13. Renaissance Specific Plan • Complete and adopt the Renaissance Specific PBA, • The Transit Zoning Code was approved by 2011 Housing Division Plan. Planning Division City Council In June 2010 to Implement Plan Check for a mix of affordable housing Agency -owned sites In the Renaissance Specific residential /mixed use opportunities In the on the City/Agency owned property Plan area Renaissance project area • Work with community leaders and residents In CDA, • In May 2010, the City adopted Its 2009 CDA, fashioning appropriate housing policies Housing Division Consolidated Five Year Plan, which governs Housing Division Infill housing development on five Agency affordable housing and related facilities use of Its federal formula grants. Public owned parcels Input was sought and received through a public hearing, and a questionnaire. More than 1,500 responses were received to the questionnaire Issue RFQ to solicit proposals and make CDA, • In 2011, selected master developer Related 2010 recommendation to City Council for a master Housing Division Properties submitted Into Building Permit developer for the disposition and development of Plan Check for a mix of affordable housing Agency -owned sites In the Renaissance Specific on the City/Agency owned property Plan area • In 20 10 , the Agency executed a DDA with Initiate development of Agency-owned property CDA, selected master developer for affordable with quality sustainable housing, Including Housing Division Infill housing development on five Agency affordable housing and related facilities owned parcels consistent with the Renaissance Specific Plan framework CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -12 Attachment 1 TABLE C PAGE 8 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMMT 1mPIEMENTAT70N JUR15D1CTI0N. CITY Of SANTA ANA REPORTING PERIOD: 2011 Name ofP1VAW Ob/IieOMr RWW-& ✓eAmxcl S&W 77®elb W • Facilitate and encourage development of housing • The City evaluated a variety of financial tools affordable to lower Income households utilizing to provide low cost financial assistance, appropriate Incentives proposed under Program Including. Redevelopment setaside funds, 25 reduction of development fees, tax- exempt _ bonds, NSP funds and land cost reductions 14. Metro East Mixed Use Overlay . Continue to Implement MEMU Overlay Zane RBA, • The City continues to encourage Ongoing Zone policies to facilitate the development of new Planning Division development opportunities that Introduce housingand long -term transition of the area new housing and mixed use Into the Metro _ East area 15. District Centers . Continue to facilitate and encourage mixed -use PBA, . The newly adopted Transit Zoning Code Ongoing housing In District Centers through the Specific Planning Division allows for mixed -use housing In District Development District Centers and select urban areas. In 2010, sixteen Downtown Artist Lofts were constructed in the District Center. A new Specific Development district is proposed to allow 174 senior Independent living units at the Town & Country Manor (EIR In process) • Consider amendment of District Center boundaries to allow for new residential products • In conjunction with the Transit Zoning Code for the Renaissance area, the District Center general plan land use designation was expanded to allow additional residential and mixed -use opportunities. Town and Country high density senior housing project would expand District Center boundaries to create a continuum of care facility CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -13 Attachment 1 TABLE C PAGE 9 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT 1MPLEMENTA77ON JURISDICTION C/TYOFSANTA ANA REPORTING PERIOD: 2011 Nam apirolliam 0*0off- AOSPATSIMAIsnep Sfak/a fl illefta 16. Harbor Boulevard • Amend the North Harbor Specific Plan and PBA, The City was awarded funds through the End of 2010 evaluate the feasibility of redeslgnating up to 42 Planning Division SCAB Compass Blueprint Demonstration acres on Harbor Blvd. for residential /mixed uses Program to study and identify a new transit • Apply the Incentives available in the residential/ oriented land use vision for the Harbor mixed use zone (e.g., graduated densities), and Transit Corridor. The project kick off was in other Citywide Incentives as applicable October 2010, with an Interactive Harbor • Coordinate outreach effort to the public, Corridor Fair for community engagement In development community, and stakeholders September 2011. A Focus Group was held regarding land use, design, and development with developers, architects and real estate standards professions In December 2011. • Apply the residential development and parking standards adopted pursuant to Program 19 • Facilitate and encourage the development of housing affordable to lower Income households utilizing appropriate Incentives proposed under Program 25 17. Transit Corridors Housing • Evaluate the feasibility of redeslgnating up to 40 PBA, • The scope of the Harbor Transit Corridor End of 2010 acres for residential /mixed uses along First Planning Division Plan Includes consultant assistance in Street and Fifth Street for housing evaluating existing conditions, market • Apply the Incentives available In the residential/ analysis, and extensive community mixed use zone (e.g., graduated densities), and outreach. The results of the Harbor Corridor other Citywide Incentives as applicable effort and work products will be referenced • Coordinate outreach effort to the public, when evaluating the First and Fifth Street development community, and stakeholders corridors for housing opportunities regarding land use, design, and development standards • Apply the residential development and parking standards adopted pursuant to Program 19 to residential /mixed uses on the Transit Corridors • Facilitate and encourage development of housing affordable to lower Income households utilizing appropriate Incentives proposed under Program 25 18. General Plan Land Use and Zoning . Rezone at least 33 acres in one or more of three PBA, • The HarborTransit Corridor Plan study is End of 2010 areas (Harbor Boulevard, Transit Corridors, Planning Division underway and Includes amending the Renaissance Specific Plan area) and allow an existing general plan land use map and average of 30 units per acre consistent with zoning district to allow transit oriented general plan and zoning adopted for those areas housing opportunitles. At the conclusion of CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -14 Attachment 1 TABLE C PAGE 10 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING aE;VENT IMPLEMENTA770N JURISDICTION' CITY Of SANTA ANA REPORTING PERIOD: 1011 Ahyxae o/Jv1o�aM 04kebw R- pa-M&A6bzxr StAfai i7 WMM • Coordinate outreach to the public, development the public participation, draft policy community, and stakeholders regarding land use, recommendations are anticipated In 2012. design, and development standards • Require that at least 50% of the unmet lower Income RHNA need (493 units or 16.5 acres assuming30 units per acre)be accommodated on housing sites designated exclusively for residents use only • For sites required to address 50% of the unmet lower Income RH NA, permit owner occupied and rental multifamily uses by- right, allow at least 16 units per site, and require a minimum density of 2 units per acre on sites zoned exclusively for housing 19. Residential /Mixed Use Development Standards . Develop and adopt residential /mixed use PBA, • The Harbor Transit Corridor Plan study End of 2010 development and design standards for the areas Planning Division Includes developing residential and mixed designated pursuant to Program IS use development and design standards to • Address parking, height, and open space facilitate transit oriented housing requirements as part of the development opportunities. At the conclusion of the standards to facilitate residential /mixed use public participation, draft policy housing recommendations are anticipated In 2012. • Coordinate outreach effort to the public, development community, and stakeholders regarding land use, design, and development standards • Ensure new parking standards do not constrain, End of 2011 but facilitate and encourage the development of affordable and market rate housing, particularly _ a variety of unit mixes in multiple family projects 20. Committed Assistance • By August 2009, enter Into an agreement with CDA, Housing Division . The Agreement for Lacy and Raiff was August 2009 Lacy and Raiff, LLP to acquire, rehabilitate, and entered Into June 1, 2009 preserve 26 units at 703 N. Lacy Street • Ensure that an agreement Is signed that meets the affordability levels, occupancy restrictions, . The Agreement meets all State ate and other requirements In State law for RHNA requirements necessary for new credit construction credit CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -15 Attachment 1 TABLE C PAGE I I OF u ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT 1MPLEMENTA770N JURISDICTION' CITY OFSANTA ANA REPORTING PERIOD: 1011 NmWePJOOsN 04kebw R A#WW stsJus >7N #Mm • Adhere to reporting requirements pursuant to Planning Division • On June 1F2010 City staff submitted the no later than July Government Code 65583. 1(c)(7) by July 2010 required report to the Department of istof the 4th year Housing and Community Development. No of the planning • If, by July I of the third year of the planning response was received period period, the above actions have not occurred for 2010, Is an example of new design standard all units specified in this program and, sufficient for residential /mixed use products on major sites have not been Identified pursuant to corridors near the Downtown and Santa Ana rezoning programs In Program 18 of this Housing Regional Transportation Center. Design Element, the City shall adopt an amended standards will also be developed as part of housing element In accordance with Section the Harbor Transit Corridor Plan study 23. Green Building 65585 PEA, Ongoing 21. RH NA Monitoring Program • Monitor progress In refining the desired acreage PEA, • The Annual Housing Element Progress April 1st, Annually for housing and creating land use designations, Planning Division Report Includes the status of efforts to zoning, development and design standards Identify additional acres for housing opportunities and related standards • Submit annual progress reports to HCD showing progress in identifying and redesignating sites • 2011 Annual Housing Element Progress April 1st, Annually Report presented at public meeting to City Council on March 19, 2011 authorizing transmittal to HCD 22. Design Guidelines • Continue to Implement design standards for PEA, Through the Site Plan Review process the Ongoing residential /mixed use projects outside District Planning Division City continues to Implement citywide design Centers guidelines for residential /mixed use projects • Create new design guidelines to address new • The Transit Zoning Code, adopted In June 2010 residential/mixed use products along major transportation corridors 2010, Is an example of new design standard for residential /mixed use products on major corridors near the Downtown and Santa Ana Regional Transportation Center. Design standards will also be developed as part of the Harbor Transit Corridor Plan study 23. Green Building Create a Green building policy that Incorporates PEA, Ongoing sustainable building concepts; support Planning Division • The City's continues to promote Green demonstration projects and best practices building practices, and identify projects like CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -16 TABLE C ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT IMPLEMENTAWN JURISDICTION' CITY Of SANTA ANA REPORTING PERIOD: 2011 Attachment 1 PAGE 12 OF 22 NsmsolPlrrpsnr Ob/sefyhr Bnpgp/byAll l S&AW Anxshsers Housing Division Redevelo Redevelopment P Agencies In California In the Citys Santiago Creek Interpretive mid -2011, the City did not acquire any Center that demonstrate sustainable additional properties to develop affordable building best practices. In 2011, the City • Support grant applications to fund the • The City recently supported a low Income tax also secured grant funds for City staff to be production of affordable housing, Including credit application submitted by a non -profit trained In Cal GA and LEEDS AP. developer seeking to create affordable • Continue to seek partnerships with non - profit and households • The City continues to work with housing for disabled special needs housing. for - profit organizations and developers that are organizations and developers to Incorporate committed to building green residential projects to provide Project Based vouchers to green technology and practices in development projects. The Vista del Rio special needs housing project was designed to Incorporate energy efficient practices and seek funding to Incorporate solar technology 24. Development Review • Continue to provide appropriate project review PBA, 43 development projects were evaluated Ongoing through Site Plan Review, environmental Planning Division through Site Plan Review in 2011, Including clearance, and mitigation monitoring six residential and mixed -use Infill projects 25. Affordable Housing Incentives • Provide financial assistance and Issue tax. PBA, . The City continues to pursue partners to Annually & Ongoing exempt bonds, where feasible, to support the Planning Division Identify affordable housing opportunities production and rehabilitation of housing and seeks to provide financial assistance affordable to lower and moderate Income whenever feasible households • Acquire land, as feasible, and utilize such land CDA, • Partially due to statewide "stay" of During Planning Period to accommodate affordable housing for all Housing Division Redevelo Redevelopment P Agencies In California In Income levels and market rate housing mid -2011, the City did not acquire any additional properties to develop affordable housing this calendar year • Support grant applications to fund the • The City recently supported a low Income tax Annually & Ongoing production of affordable housing, Including credit application submitted by a non -profit housing affordable to extremely low Income developer seeking to create affordable households housing for disabled special needs housing. In 2011, the City's HousingAuthority agreed to provide Project Based vouchers to CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -17 Attachment 1 TABLE C PAGE 13 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT 1MPLEMENTA770N JURISDICTION.' CITY OF SANTA ANA REPORTING PERIOD: 1011 NAM apivomm ftwb r R A~ stitrts )7AwH�ems facilitate project's financial feasibility. • Implement the density bonus ordinance to assist • The City continues to work with Interested During Planning In the development of extremely low, very low, parties to utilize the density bonus tool to Period low Income rental units, moderate Income Improve the economic feasibility of condos, and senior housing affordable housing. Three density bonus projects were approved by City Council In January 2011, and are presently preparing for construction • Offer fee deferrals to housing developers, g p , • In 2011, the City Implemented a program During Planning Including those providing lower income housing, allowing development Impact Fee Deferral Period to stimulate the production of housing of payment to final building occupancy (versus Issuance of a building permit) • Reevaluate the economic appropriateness of • The City Council adopted the draft Housing During Planning studying the development of a Citywide Opportunity Ordinance in November 2011. Period Inclusionary ordinance The ordinance applies to properties requesting land use changes from nonresidential to residential development • Gather Input from stakeholders and residents • The City solicited Input from stakeholders During Planning regarding affordable housing incentives and residents regarding affordable housing Period Issues by means of a survey conducted for the preparation of Its Consolidated 5 -Year Plan. • Work with nonprofit organizations that provide • The City Is collaborating with anon- profit Annually & Ongoing affordable housing to households earning developer to construct 41 affordable extremely low Income residential units for disabled persons with special needs, some of which will be restricted to extremely low- Income households 26. Extremely Low Income Housing • Seek opportunities to offer low cost land to CDA • The City has provided low cost land, a Annually &Ongoing developers who are committed to providing Housing Division $100,000 grant, and loans totaling almost extremely low Income housing for residents $2 million for the development of Vista de • Target funding and housing Incentive programs Rio, an affordable housing project for During Planning CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -18 Attachment 1 TABLE C PAGE 14 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELFN£NT IMPLEMENTATION JURISDICTION: CITYOFSANTA ANA REPORTING PERIOD: 2011 Nam w1harsm Re8fflA7S # stmm J7malimw (25 -33), as feasible, to facilitate and encourage disabled special needs - some of which will Period the development of extremely low Income housing be restricted to extremely low - income households. • Work with nonprofit organizations that provide PBA, • Within the restrictions of available funding Annually & Ongoing affordable housingto households earning Planning Division and project feasibility the City continues to extremely low Income work with non profits organizations to provide affordable to extremely low Income households • Seek to expand the number of housing choice HousingAuthodty • In 2010, the Santa Ana Housing Authority vouchers provided by the Santa Ana Housing applied for and was awarded an additional Authority. A minimum of 65% of new participants 100 vouchers to serve non - elderly disabled In the Housing Choice voucher program will be households extremely low Income household 27. Redevelopment Requirements . Continue to provide and /or leverage Agency CDA • Agency funded projects utilized other Ongoing funds with other sources to support the Housing Division fundingsources to support the production, production, preservation, and /or rehabilitation preservation and rehabilitation of housing. of housing For example, In addition to the Redevelopment Agency land write down, the Vista del Rio affordable housing project is expected to use tax exempt bonds, HOME programs funds, Redevelopment funds, and • Expend tax Increment funds In accordance with low Income housing Income tax credits the Income and age proportionality requirements • The Agency continuously monitors Its In state law and settlement agreements expenditures of Its tax Increment funds so as to Insure compliance with all age and Income proportionality requirements 28. Density Bonus Ordinance Update • Update the density bonus ordinance In PBA, • City staff continues to work towards 2010 accordance with recent changes to state law Planning Division developing recommendation for future consideration by Commission(s) and City Council. Three density bonus projects were approved by City Council in January 2011. 29. Workforce Nousing •Advocate for favorable IegislaUon and Bnancing CDA, Housing The Clty continues Its dialogue with local 2009 �i IT Ur SAN IA ANA GENERAL PLAN HOUSING ELEMENT 19C -19 Attachment 1 TABLE C PAGE 15 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT 1MPLEMENTA77ON JURISDICTION: CITY Of SANTA ANA REPORTING PERIOD: 1011 Ns®Iir ofPNORN y Re4PAVS&kA~ sotyd IIMl#AW to facilitate workforce housing projects Division business groups and stakeholders to Economic Develop. monitor and affect leglslatlon to promote workforce housing • Work with local employers In Santa Ana to • Additionally, when selling homes purchased develop a public - private pilot program to address and rehabilitated through the City's workforce housing needs federally funded Neighborhood Stabilization Program, the City gives priority to households that work or live In Santa Ana 30. Specific Development Zone • Continue to Implement and amend specific PBA, • In 2011, one application was submitted to Ongoing zoning designations applied to District Center Planning Division utilize a specific development zone to allow areas to facilitate residential development for residential opportunities (The MET at South Coast). In 2011, the Global Empire mixed use project (3,500 SF commercial & 3 residential units) was constructed In the Commercial Residential zone district 31. Adaptive Reuse Seek opportunities for adapWe reuse of PBA, • The City continues to seek and encourage Ongoing structures with historic merit that can be converted to quality residential and mixed use Planning Division opportunities for adaptive reuse of historic projects structures 32. Multiple- Bedroom Incentive Program • Implement programs to Increase opportunities to PBA, • In 2009, the City acquired, rehabilitated Ongoing build new family rental housing (See Program Planning Division and reconfigured the Minnie /Wilshire 25), including rental housingfor large families apartments to provide more 3- bedroom units to accommodate large families. • If developers proposing multifamily rental In 2011, the average number of bedrooms housing on redesignated sites do not Incorporate for the 110 apartments units planned for a reasonable percentage of three or more bedroom units, the City will propose to Its City construction was 2.44 bedrooms per unit. Council an Incentive process to explicitly Half of these new apartments, or 54 units, facilitate such projects provided other standards Include 3 bedrooms per unit are satisfied 33. Parking Study • Conduct parking study and, depending on PBA, • Research continues to be collected to End of 2010 findings, the City will propose a new program to Planning Division Identify parking ratio requirements for mitigate parking constraints along with multiple family developments In urban residential /m&ed use standards adopted settings, and resulting conditions. In June pursuant to Program 18 and 19 that facilitate 2010, the Transit Zoning Code established and encourage new housing. a 2 parking spaces /1 unit (0.15 /units for guest) requirement Parking standards for CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -20 TABLE C ANNUAL ELEMENT PROGRESS REPORT HODS /NC ELEMENT 1MPLEMENTA770N IURISOICTIOAt C /TV OF SANTA ANA REPORTINC PERIOD: 1011 ReeddAnktowe evaluated In the Harbor Corridor Transit Plan Study presently underway. Attachment 1 PAGE 16 OF 22 34. HousingChoice Voucher . Continue to Implement and seek new Housing SAHA . As of the end of 2011, 2,669 household Ongoing Choice Vouchers for extremely low Income were receiving assistance. Of these, 40 households; serve 2,558 clients annually percent had Incomes at or below 30 percent of the County median Income. 35. Family SeH- Sufficiency . Continue to Implement and seek participants for SAHA . In 2011, the Housing Authority served 108 Ongoing Program the Family Self Sufficiency program; serve 150 clients through the FSS Program. clients annually 36. HOPWA Tenant Based Rental . Continue to Implement and seek participants for SAHA . In 2011, the HousingAuthodty served 51 Ongoing Assistance the HOPWA Tenant Based Rental Assistance HOPWA clients u�.r� program; serve 50 clients annually nwwue r� au�n� 37. Preservation of At- RlskHousing . Support the preservation of affordable rental CDA, The City continues tomonRor housing atrtsk Ongoing housing units from conversion to market rates Housing Division of convertingto market rate and outreach to • Provide outreach to property owners to keep up to property owners to Identify financial date with status of properties Incentives that will enable owners to maintain their properties as affordable housing Seek funding and financing mechanisms to preserve existing affordability covenants CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -21 • City Is prepared to consider the Issuance of tax - exempt bonds to help preserve at risk housing. In 2009, the City negotiated with a private owner for potential use of tax - exempt bonds to refinance a senior project at risk of conversation. The City was unsuccessful, but the owner did agree to use another mechanism to continue the Attachment 1 TABLE C PAGE 17 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT IMPLEMENTA77ON JURISDICTION' CITY Of SANTA ANA REPORTING PERIOD: 2011 NimsolPle�im Ob/xM�y RM/aowalb/iA j S&ft I homeownership p program as the market and Housing Division affordability. The City continues to look for prices stabilize opportunities to preserve at -risk housing • Assist up to 35 low and moderate Income units. • Advocate for state legislative action to allow • The City continues to monitor legislative 41. Homeownership Partners greater flexibility to satisfy the regional housing CDA, Initiatives that may impact its ability to meet Ongoing needs goals CDA, Its affordable housing goals • In 2011, the City entered Into an NSP Ongoing 38. Multiple - family Housing Acquisition and Rehabilitation . Assist In the acquisition, rehabilitation, and deed restriction of up to 50 rental units annually, with the Intent of qualifying for new construction Housing Division funded loan agreement with a developer for credit per Government Code 66583.1(c)(2)(B) the acquisition and rehabilitation of a 26 expand ownership opportunities for low unit apartment building at 326 S. Gannsey Income households Street, with 25 reserved for very low Income households • Advocate for state legislative action to allow greater use of rehabilitation projects to satisfy • The City continues to monitor legislative the regional housing needs goals Initiatives that may Impact Its ability to meet Its affordable housing goals 39. Mobile Home Preservation • Continue to offer low - Interest grants and loans to CDA, • One mobile home was were repaired Ongoing repair, rehabilitate, and replace mobile homes Housing Division through the City's loan program In 2011 • Continue to provide mediation services to • The City continues to be prepared to offer residents of mobile home parks local mediation services available on an as needed basis Norma rdwn A -110 • 40. Down Payment Assistance • Evaluate options to restructure the CDA, The CI offers down pey In Ongoing homeownership p program as the market and Housing Division conjunction with Its Nelghberhood Neighborhood prices stabilize Stabilization Program grant It successfully • Assist up to 35 low and moderate Income originated 4 down payment assistance loans households with down payment assistance In 2011 41. Homeownership Partners • Support nonprofit and for - profit organizations to CDA, The City continues its working relationship Ongoing educate homeowners, administer programs, and Housing Division with Neighborhood Housing Services of expand homeownership opportunities Orange County (NHSOC), an organization that seeks to facilitate education and expand ownership opportunities for low Income households CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -22 Attachment 1 TABLE C PAGE 18 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT IMPLEMENTATION JURISDICTION' CITY OF SA NTA ANA REPORTING PERIOD. 2011 NAM offto— R-p - W*A1WW S&t" AarsRSmo • Work with nonprofit organizations to provide • In 2010, the City partnered with Orange homeownership opportunities for families County Community Housing Corporation, N HSOC, and Taller San Jose to construct and sell three single family homes to qualified low Income households. Similarly, the City worked with RSI developers to construct and sell two new single - family homes for sale to qualified low- Income households. In 2011, the City finalized an agreement Habitat for Humanity to facilitate the development of up to 17 for - sale homes. 42. Homeownership Preservation . Participate in the Orange County Coliaboratives CDA In 2011, through the federal Neighborhood Ongoing to prevent or lessen the Impact of foreclosures Housing Division Stabilization Program (NSP) program funds awarded, the City participated In the acquisition, rehabilitation, and resale of 27 homes to low and moderate Income home buyers In 2011, the City took an active role in promoting outreach and education to local homeowners at risk of foreclosure. This Included analyzing the geographic concentration of Notices of Default and foreclosures In Santa Ana's neighborhoods, hosting information meetings and sending resource material to households at risk of foreclosures. Starting In 2011, certified HU D housing counselors housing counselors were also available for drop -in consults (one afternoon a week) with affected households through a partnership with the Assistance League of Santa Ana • Advocate for state and federal legislation to • The City continues to monitor legislative address the foreclosure and lending crisis Initiatives and programs to provide address local foreclosure Impacts 43. NeighborhoodStabllizatlan . Implement the Neighborhood Stabilization CDA, During 2011, the City continued to 2009 -2014 CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -23 TABLE C ANNUAL ELEMENT PROGRESS REPORT H011SIN[: ELEMENT 1MPLEMENTA77ON JURISDICTION CTiY OF SANTA ANA REPORTING PERIOD: 2011 Attachment 1 PAGE 19 OF 22 NameolPm~ Oq/s M R° mil' stow 77ewMr~ 45. Nonlicensed Care Facilities Program and Issue RFP to solicit Intermediary to Housing Division Implement Its three NSP awards which total 2009 provide services to Implement the NSP Planning Division more than $15 million. ANRHomeswas Facilities Act and specify permitting process to selected to help Implement the singe -family ensure consistency with state law components of Its grant awards. Orange 46. Visitabllity Standards and Universal Design • Investigate opportunities for providing incentives PBA, Housing Development and C & C 2010 or other means to encourage the Incorporation of Planning Division Developmentwere selected to help visitability standards or universal design Implement the multiple family component of concepts In the construction and rehabilitation the awards of housing Peeole with DkahlMks 44. Community Care Facilities • Amend Municipal Code to clearly define community care facilities, permitting process, and standards, and make changes as needed to ensure consistency with state law PBA, Planning Division • City staff continues to work towards developing recommendation for future consideration by Commission(s) and City Council 2010 45. Nonlicensed Care Facilities • Amend Municipal Code to clearly define facilities PBA, • City staff continues to work towards 2010 not regulated under the Community Care Planning Division developing recommendation for future Facilities Act and specify permitting process to consideration by Commission(s) and City ensure consistency with state law Council 46. Visitabllity Standards and Universal Design • Investigate opportunities for providing incentives PBA, City staff continues to work towards 2010 or other means to encourage the Incorporation of Planning Division developing recommendation for future visitability standards or universal design consideration by Commission(s) and City concepts In the construction and rehabilitation Council of housing PeDDIS Who Are HamNess 47. Emergency Shelters • Confirm or determine actual homeless population PBA, • In 2011, City staff met with local Emergency End of 2009 -10 count and verify level of unmet need Planning Division Shelter provider, the Salvation Army, • Establish at least one zoning category In which regarding their proposal to expand their emergency shelters can be located without existing year -round shelter serving the discretionary approvals, that Includes sites with homeless. A Work Program has been sufficient capacity to meet the local need drafted by City staff, to develop • Develop objective development and management recommendations for future consideration standards to regulate emergency shelters as by Commission(s) and City Council. permitted under Senate Bill Li i r Ur bAN IA ANA GENERAL PLAN HOUSING ELEMENT 19C -24 Attachment 1 TABLE C PAGE 20 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT IMPLEMENTATION JURISDICTION: CITY Of SANTA ANA REPORTINC PERIOD: 1011 NMW o/PAWM OL!IxEIMr R- pAu/a*A~ SfiJfva 1krolFams 48. Transitional and Permanent Supportive Housing • Enact the appropriate measures to comply with PBA, . A Work Program has been drafted by City Fiscal Year state law to ensure that such uses are treated in Planning Division staff, to develop recommendations for 2009 -10 the same manner as other residential uses In the future consideration by Commission(s) and same zone City Council. restricted for owner by a low Income Ongoing • Continue to support nonprofit organizations and CDA, • When completed, the Vista del Rio project provide funding, as feasible, to facilitate the Housing Division and Admin will offer onslte supportive services to Its production of permanent supportive housing residents 49. Supportive Services • Continue to assist and work with service CDA, • In 2011, the City continued to encourage Ongoing organizations to provide supportive services for Housing Division funding requests from organizations that people living In transitional housing provide such services. Several transitional • Work with nonprofit and for - profit agencies that living and emergency housing providers In propose the construction of senior housing Santa Ana have been recommended for funding through locally disbursed Emergency Shelter Grant funds Senior Horuhr[ an existing hotel to a s125 -room care home 50. Housing Facilities Continue to offer development Incentives and PBA, • Three density bonus project errtRlement 2010 density bonuses tolncentivize senior housing Planning Division were approved by City Council In January 2011. These Included: Integrity Builders, a for - profit developer, allowoneoffive ownership condominiums to be deed restricted for owner by a low Income household ; and Orange Housing Development Corp. with three housing projects, each with five deed restricted • Evaluate feasibility of visitability and universal affordable units design concepts for Incorporation Into the • City staff continues to work towards Municipal Code developing recommendation for future • Work with nonprofit and for - profit agencies that consideration by Commission(s) and City propose the construction of senior housing Council • A zone change and entitlements were approved in 2011 to allow the conversion of an existing hotel to a s125 -room care home to expand housing opportunities for seniors 51. Senior Life Care Facilities • Continue to offer development Incentives and PBA, density bonuses to Incentivize life care facilities Planning Division • The City continues to work with senior housing developers to Identify full spectrum Ongoing CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -25 Attachment 1 TABLE C PAGE 21 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING ELEMENT IMPLEMENTA77ON JURISDICTION: Cr Y Of SANTA ANA REPORTING PERIOD: 2011 NMW ofplw m OglWdw R -pa-A& Sbfxa ygMlymy Vouchers to very low Income families CDA, Housing Division senior housing opportunities. An • Continue to offer homeownership assistance for environmental Impact report is being qualified lower and moderate Income families prepared for new senior housingcomplex, In conjunction with existing Town and County Assisted Living and Skilled Nursing • Acquire, rehabilitate, and reconfigure Facilities • Work with nonprofit and for - profit agencies that • A zone change and entitlements were Propose the construction of senior housing approved In 2011 to allow the conversion of an existing hotel to a 5125 -room care home ! to expand housing opportunities for seniors 52. Senior Services • Support food distribution programs and similar PRCSA • The City continues to operate a dally lunch Ongoing senior services service and food distribution program on • Support private and nonprofit entities to match designed dates at each of Its senior centers. seniors In house sharing arrangements • The PRCSA continues to assist seniors with • Consider Incentives for co- locating childcare CDA, Admin their housing applications and set up their Ongoing facilities In affordable housing projects housing appointments Housing for FamiBe� Issued building permits to be built In 53. Family Housing • Continue to allocate Section 8 Housing Choice SAHA • Same as Program 34 above Ongoing Vouchers to very low Income families CDA, Housing Division • Continue to offer homeownership assistance for qualified lower and moderate Income families • The City offers down payment assistance loans. In 2011, four down payment assistance loans were made and funded • Acquire, rehabilitate, and reconfigure using HOME Program ADDI funds apartments to support low Income family In 2011, the City entered Into an agreement households with a developer to acquire and rehab 26 two- bedroom units to be reserved for very ! low Income households 53. Child Care Options . Review Zoning Code to ensure day /childcare PBA, Planning Division . City staff continues to work towards 2010 provisions are consistent with state laws developing recommendation for future consideration by Commission(s) and City Council • Consider Incentives for co- locating childcare CDA, Admin Ongoing facilities In affordable housing projects . q 1,600 SF child care center has been Issued building permits to be built In conjunction with a 74- unit courtyard affordable housing development CITY OF SANTA ANA GENERAL PLAN HOUSING ELEMENT 19C -26 Attachment 1 TABLE C PAGE 22 OF 22 ANNUAL ELEMENT PROGRESS REPORT HOUSING aEI/ENT 1AIpLwFNTATION JURISDICTION.' CITY OF SANTA ANA R£FORTINC PERIOD. 2011 NmwolPmjpam p yw R 51101rim >>Arelnms Low. Moderate Income Housing Fund General Fund • Continue funding organizations that serve Santa Community Development Agency • In 2011, the City funded several programs Community Development Block Grant PBA: Ana's children SAEZ: that serve low Income youth In Santa Ana, SAHA: 55. Reasonable Accommodation . Create a reasonable accommodation ordinance PBA, Including recreation programs, after school Public Works Agency Parks, Recreation, and Community Services Agency CALHOME: that allows modifications In planning, building, Planning Division tutoring, and neighborhood park 2010 Fir Hotdng SsMces zoning, permitting, and land use regulations to accommodate people with disabilities Improvements Emergency Shelter Grant 54. Fair Housing • Continue to fund a fair housing organization to discourage unlawful practices, resolve tenant/ CDA, Admin. Services • The City continues to have a contract with Ongoing Low. Moderate Income Housing Fund General Fund landlord disputes, provide education, and further Community Development Agency Fair Housing Council of Orange County to Community Development Block Grant PBA: equal housing opportunities SAEZ: provide these services SAHA: 55. Reasonable Accommodation . Create a reasonable accommodation ordinance PBA, PWA: PRCSA: Public Works Agency Parks, Recreation, and Community Services Agency CALHOME: that allows modifications In planning, building, Planning Division • In 2010, the City staff developed a reasonable accommodations ordinance for 2010 Low Income Housing Tax Credits zoning, permitting, and land use regulations to accommodate people with disabilities consideration. The ordinance was approved Emergency Shelter Grant Source: City of Santa Ana HOPWA: by City Council In February 2011 Funding LMIHF: GF: Low. Moderate Income Housing Fund General Fund CDA: Community Development Agency CDBG: Community Development Block Grant PBA: Planning and Building Agency SAEZ: Empowerment Zone SAHA: Santa Ana Housing Authority HOME: HOME Partnership Funding PWA: PRCSA: Public Works Agency Parks, Recreation, and Community Services Agency CALHOME: California HOME LIHTC: Low Income Housing Tax Credits ESG: Emergency Shelter Grant HOPWA: Housing Opportunities for Persons with AIDS NSP: Neighborhood Stabilization Funds 19C -27 19C -28 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE REQUEST FOR PROPOSALS FOR TEMPORARY ENGINEERING AND TECHNICAL SUPPORT SERVICES CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the Public Works Agency to issue a Request for Proposals to qualified firms to provide temporary staffing services to support various sections in the Public Works Agency. DISCUSSION The existing temporary engineering and technical support services contract will expire shortly and the Public Works Agency needs to issue a Request for Proposals (RFP) to qualified firms in order to continue providing temporary staff support to complete projects and assignments on time. Staff reductions due to retirement and attrition as well as furloughs have impacted project delivery. Temporary staff is currently being utilized in the design, construction and development sections of the Public Works Agency to ensure funding deadlines imposed on a number of current capital improvement projects are met, to ensure timely reimbursement of grant funds from funding agencies, to maintain efficient delivery of construction projects and to provide review and oversight of development projects. Staff is requesting City Council approval to issue a Request for Proposals to qualified temporary engineering and technical support firms, soliciting proposals to provide the required services (Exhibit 1). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. 19D -1 Request for Proposals For Temporary Engineering and Technical Services March 19, 2012 Page 2 FISCAL IMPACT There is no fiscal impact associated with seeking proposals. Raul Godinez II Executive Director Public Works Agency RG /ML Exhibit: 1. Scope of Work WO] MA REQUEST FOR PROPOSALS FOR TEMPORARY ENGINEERING AND TECHNICAL SUPPORT SERVICES CITY OF SANTA ANA PUBLIC WORKS DEPARTMENT 20 CIVIC CENTER PLAZA M -36 SANTA ANA, CALIFORNIA 92701 Due Date and Time: April 10, 2012 Before 4:00 p.m. Proposal Submittal: Proposals must be submitted to the City of Santa Ana, Public Works Department, Attn: Jason Gabriel, Principal Civil Engineer, per the Submittal Instructions Section of this RFP. ALL PROPOSALS MUST BE RECEIVED BEFORE 4:00 PM April 10, 2012. NO LATE PROPOSALS WILL BE ACCEPTED. The City of Santa Ana reserves the right to reject any or all Proposals, to waive any informality in any Proposal, and to select the Proposals that best meet the City's needs. i Lei P& TABLE OF CONTENTS ITEM Tableof Contents ....................................... ............................... Introduction & Background ....................... ............................... Submittal Requirements ............................. ............................... Scopeof Services ....................................... ............................... City Business License ................................ ............................... E -Mail Communications and Interpretations /Clarifications.... Submittal Instructions ................................ ............................... Criteria for Selection .................................. ............................... EvaluationProcedure ................................ ............................... Award....................................................... ............................... GeneralInformation .................................. ............................... Th C' ' Aff I f t' P ram , ....................... ......................... ...... 2 ....................... ............................... 3 ....................... ............................... 3 ....................... ............................... 3 ........................ ..............................4 ........................ ..............................4 ety s Lill V%, c on rog ........ ............................... Insurance Requirements ................................. ............................... Professional Consulting Services Agreement ............................... TentativeSchedule ......................................... ............................... Delays............................................................ ............................... ProjectControl ............................................... ............................... Rules for Proposals ........................................ ............................... Methodof Payment ........................................ ............................... Regulations.................................................... ............................... ATTACHMENTS ...............5 ...............5 ............... 5 ...............6 ...............6 ...............7 ............... 7 ...............7 ............... 7 ...............8 ............... 8 ............... 8 ............... 8 R Attachment 1 Rate Comparison Form .............................................................. .............................09 Attachment 2 Certification of Non - Discrimination by Consultants ................. .............................10 Attachment 3 Certificate of Liability Insurance and Additional Insured Endorsement ................11 Attachment 4 Sample Agreement ..................................................................... .............................21 Page 2 of 21 19D -4 REQUEST FOR PROPOSALS (RFP) FOR TEMPORAY ENGINEERING AND TECHNICAL SUPPORT SERVICES INTRODUCTION AND BACKGROUND The City of Santa Ana (City) is soliciting proposals from qualified firms to provide temporary engineering and technical personnel on an as- needed basis. As temporary personnel needs are identified, the firm will be requested to provide appropriate candidates to each position. The City reserves the right to distribute the workload in any manner, which will best serve the City's interests. In general, the Engineering Division of the City's Public Works Agency will need temporary personnel for the civil engineering design, construction, administrative, and accounting assistant of public improvement projects. Other Requirements The City of Santa Ana's Sample Agreement for Professional Services is included herein as ATTACHMENT 4. The initial agreement term will be one (1) years, plus two (2) one -year option terms for a total of up to three (3) years. The City intends to award multiple contracts from this solicitation. SUBMITTAL REQUIREMENTS This Request for Proposals is intended to assess each Consultant's general capabilities as they would apply to the City of Santa Ana and to evaluate specific responses to each Specialty Area and the expected scope of work. In order to maintain uniformity with all proposals furnished by Consultants, it is hereby requested the proposals be limited to a maximum of 30 pages (excluding front and back covers, section dividers, resumes and required forms). Proposals shall be typed with a standard 12 point font, double spaced and submitted on 8 Y2" X 11" paper using a single method of fastening. Charts and schedules may be included in 11" X 17" format. SCOPE OF SERVICES On an as- needed basis, the Consultants will provide the City with temporary personnel qualified to perform various engineering, technical and administrative duties in support of general engineering /architectural /landscaping projects on arterial and local roads and public parks citywide. The projects may include street rehabilitation and widening, storm drain improvements; sewer improvements, waterline improvements, signing, striping, and signal modifications; landscaping and irrigation systems; and other related projects as required. In addition, City may need support services for construction management, legal survey documents, inspection, and office and accounting assistance. Page 3 of 21 1901-5 The positions the Consultant may need to fill include the following: Engineering/TechnicaI • Senior Civil Engineer (PE license required) • Senior Engineer • Assistant Engineer • CAD Drafter • CD Designer/Technician • Senior CAD Designer/Technician • Land surveyor (LS license required) Construction /field Construction inspection Field technician Administrative /Accounting • Accounting Assistant • Administrative Assistant All technical positions shall be proficient in Microstation and Microsoft Office. The City currently uses Microstation Version V8i and Microsoft Office 2007. Licensed Civil engineer or land surveyor may be required to sign plans and legal documents, respectively. After a temporary position is identified by the City, the selected firms may be asked to provide resumes of candidates. The City will provide a workstation for each temporary employee. CITY BUSINESS LICENSE The selected Proposer shall be required to obtain a City of Santa Ana Business license within 30 -days of selection and must provide a copy to the City Projects Manager or designee prior to commencing any work in Santa Ana. E -MAIL COMMUNICATIONS AND INTERPRETATIONS /CLARIFICATIONS To facilitate the Request for Proposals (RFP) process, Proposers are required to monitor and respond to e-mail requests within 48 hours. No oral interpretations will be made by the City to any Proposer as to the meaning of requirements identified herein, including the Scope of Service and Terms and Conditions. Every request for such an interpretation must be made in writing via e-mail to the Projects Manager no fewer than five calendar days prior to the date set for opening of proposals. Significant interpretations or clarification will be made by an addendum to this RFP, which will be sent as promptly as is practicable to all persons to whom the Request for Proposals have been issued by the City. Addenda may become part of the agreement documents. Page 4 of 21 Lei e SUBMITTAL INSTRUCTIONS Submit four (4) bound copies of your proposal signed by a company official with the power to bind the company in its proposal before 4:00 PM on or before April 10, 2012. Proposals must be clearly and submitted to: City of Santa Ana, Public Works Department Attn: Jason Gabriel, Principal Civil Engineer 20 Civic Center Plaza M -36 Santa Ana, CA 92701 CRITERIA FOR SELECTION The response to this Request for Proposal should contain documentation of consultant's credentials and expertise. Responses will be evaluated on the basis of the following criteria: Organization and Credentials Provide a synopsis of the qualifications and past experience for the firm and the firm's designated representative. Resumes The consultant shall provide three sample resumes (total) for positions listed under Scope of Services section above. At least one resume shall be provided from each category — Engineering/Technical, Construction /field, and Administrative /Accounting. References List three clients with whom the firm has placed temporary employees within the last 12 months. The list must identify client's contact person and type of business, and the job classification of the personnel placed. Rates The consultant shall complete Attachment 1 located at the end of the Request for Proposal and include in their proposal. The consultant shall also provide a breakdown of typical costs associated with the temporary employee's hourly rate. The breakdown shall include percentages for fringe benefits, overhead, employer (Consultant) taxes, and any additional general administrative costs. The responses received will be reviewed by an evaluation committee appointed by the Executive Director of the Public Works Agency. All proposals received will be fully reviewed and rated by the Evaluation Committee. The ultimate consultant selections will be based upon both technical merit and cost competitiveness. EVALUATION PROCEDURE An evaluation committee will be appointed to review all proposals received for this RFP. The committee is comprised of City staff and may include outside personnel. The committee Page 5 of 21 19D -7 members will evaluate the written proposals using criteria identified in Consultant Selection above. The ultimate consultant selections will be based upon both technical merit and cosl competitiveness. At the conclusion of the evaluation process, the evaluation committee will recommend to the appropriate Board Committee, the Consultant with the highest final ranking or a short list of top ranked Consultants within the competitive range The Board Committee will review the evaluation committee's recommendation and forward its decision to the full Board of Directors for final action. AWARD PERIOD OF CONTRACT Unless earlier terminated as allowed for in the Agreement, contract term shall be for a period of one (1) year. The contract term is anticipated to commence after City Council award of this contract and upon receipt and approval of all required bonds and insurance documents. The projected contract award date is anticipated to be May 21, 2012 and may be adjusted as necessary. Since total actual cost cannot be pre- determined, an hourly rate and benefits for each temporary employee shall be negotiated. OPTION OF RENEWAL The Term of this Agreement shall have provision for a one year term with the an option to renew for up to two (2) additional one (1) year periods at the discretion of the City and City Council approval unless the City notifies Contractor in writing at least thirty (30) days before the end of the initial term or any extended term, of its intent to terminate the Agreement at the conclusion of the initial term or any extension. Time is of the essence in the performance of services under this Agreement. The City will be selecting (two) 2 qualified contractors with a total contract amount of $300,000. The City Council will consider the recommendation of staff and may approve contract award or modify the recommendation. The City reserves the right to award its total requirements to one Consultant or to apportion those requirements among several Consultants as the City may deem to be in its best interest. In addition, negotiations may or may not be conducted with Consultants; therefore, the proposal submitted should contain the Consultant's most favorable terms and conditions, since the selection and award may be made without discussion with any Consultant. GENERAL INFORMATION The City of Santa Ana reserves the right to reject any or all Proposals, to waive any informality in any Proposal, and to select the Proposals that best meet the City's needs. Page 6 of 21 i Lei bffee� THE CITY'S AFFIRMATIVE ACTION PROGRAM It is the policy of the City of Santa Ana to ensure that minority, women, and other disadvantaged and small businesses can fairly compete for and perform on all the City of Santa Ana's contracts and subcontracts. In accordance with the City of Santa Ana's Federal financial assistance agreements with the U.S. Department of Transportation and Caltrans, the City of Santa Ana will comply with Title 49 CFR Part 26; Participation by Disadvantaged Business Enterprises in Department of Transportation Programs. Please complete the Certification of Non - Discrimination by Consultants Form (included herein as ATTACHMENT 2), and submit as an attachment with each of your proposals. Further DBE requirements may be provided to consultants on a per project basis for applicable projects. INSURANCE REQUIREMENTS A Certificate of Liability Insurance and Additional Insured Endorsement for Commercial General Liability Policy Forms are enclosed for your reference as ATTACHMENT 3. Please refer to the Sample Agreement for Professional Services (ATTACHMENT 4) for the necessary amounts of general liability, automotive, worker's compensation and professional liability insurance. The certificate shall include the City and its officers and employees as insured or additional insured. PROFESSIONAL CONSULTING SERVICES AGREEMENT A Sample Agreement for Professional Services is enclosed for your review, as ATTACHMENT 4. The RFP and the Consultant's proposal will be attached and become part of the agreement as exhibits. RIGHT TO REJECT PROPOSALS City reserves the right to reject any or all proposals submitted and no representation is made hereby that any contract will be awarded pursuant to this RFP or otherwise. All costs incurred in the preparation of the proposal, the submission of additional information and /or any aspect of a proposal prior to award of a written contract will be borne by the respondent. The City will provide only the staff assistance and documentation specifically referred to herein and will not be responsible for any cost or obligation of any kind, which may be incurred by the respondent. All proposals submitted to City shall become property of the City. TENTATIVE SCHEDULE The City's tentative schedule for this RFP is as follows: Proposal due April 10, 2012 Estimated Contract Award May 21 2012 Page 7 of 21 Lei I ul DELAYS The City reserves the right to delay schedule dates if it is to the advantage of the City of Santa Ana. PROJECT CONTROL Control of assigning projects or tasks shall remain the total responsibility of the City of Santa Ana. RULES FOR PROPOSALS The signer of the proposal must declare in writing that the only person, persons, company or parties interested in the proposal as principals are named therein; that the proposal is made without collusion with any other person, persons, company or parties submitting a proposal; that it is in all respects fair and in good faith without collusion or fraud; and, that the signer of the proposal has full authority to bind the principal proposer. METHOD OF PAYMENT The Consultant shall submit a monthly invoice to the City for the services rendered in that month. The invoice shall include a detailed breakdown of the services, the project title, the tasks, the hours, and hourly rates. REGULATIONS The selected Consultant shall be expected to comply with all applicable federal, state, city regulations, and contract provisions. Page 8 of 21 iLei ME ATTACHMENT 1 ONCALL TEMPORARY EMPLOYMENT SERVICES CONTRACT CONSULTANT RATE COMPARISON FORM Consultant shall complete this form and include it along with the billing rates breakdown. This form will be used for fee comparison purposes only. TITLE BILLING RATE RANGE CAD Drafter $ CAD Designer /Technician $ Senior CAD Designer /Technician $ Assistant Engineer $ Senior Engineer $ Senior Civil Engineer $ Accounting Assistant $ Administrative Assistant $ Land Surveyor $ Construction Inspection $ Field Technician $ Consultant Mark -Up Percentage Breakdown (use separate sheet) Page 9 of 21 19D -11 ATTACHMENT 2 CERTIFICATION OF NON - DISCRIMINATION BY CONSULTANTS As suppliers of goods or services to the City of Santa Ana, the Firm listed below certifies that it does not discriminate in its employment with regard to race, color, religion, sex, or national origin; that it is in compliance with all federal, state and local directives and executive orders regarding non - discrimination in employment; and that it agrees to demonstrate positively and aggressively the principle of equal opportunity in employment. WE AGREE SPECIFICALLY: 1. To take affirmative steps to hire minority employees with the company. 2. To establish or observe employment policies within affirmative promotion opportunities for minority persons at all job levels. 3. To communicate this policy to all persons concerned, including all company employees, outside recruiting services, especially those servicing minority communities, and to the minority communities at large. FIRM NAM I PRINTED NAME TITLE OF PERSON SIGNING SIGNATURE DATE Please include any additional information available regarding equal opportunity employment programs now in effect within your company. Page 10 of 21 1901-12 ATTACHMENT 3 ACORD. CERTIFICATE OF LIABILITY INSURANCE of atizoaiYl PRODUCER THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE f THE POLICIES BELOW INSURERS AFFORDING COVERAGE INISLIRED IN UREk A: : INSLIRFR R _ INSURER :: - -- � INSURER G INSURER E :OVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, N07MTHSTANOING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN THE INSURANCE AF FORDED BY THE POUCIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES AGGREGATE LIMrTS SHOWN MAY HAVE BFFN RFTIUT:Pr) RY PAlri QLAILAS Santa Ana. CA 92701 NTP06e 6.A rx I tII1 LkNINUlY Ul ANY KIND UPON THE INSLRIER. ITS AGWIS OR TYPE OF INSURANCE POLICYNLIMIEH POLJPtamCTIVE POLICY EI{PIRATHON LENTS REPRIESE101TATIVES. GENERAL LLABIUTY x111111111 0110112001 01101!2002 1 EACH OCCURRLNLE 1.000,000 _%L. COMUERCIAL GE14CRAL LIASILI IY ____....S FIRE DAMAGE IAnY OIe fl.ai S 50,000_ ::!AIMS MADE X GCCVI -Y _ NEU t %P P170rp pYacwQ i -- E',ODD _ 4_PERSONAL A AOV INJURY i s 1,000,ODD GENERAL AG._G_EGATE — _..__ 00,ODO 2— OF 1EGAElIM1T UESLPDEN:I PHnpUCTS- CGLIPOP AGGS , . 2,DOO,ODO PII AUTON091LE tAASIJTY X222222222 Ot10112001 01!0112002 EJUSaVGLF I IMIT A ANY AUTO IE0ar T 0{70.000 AL I. 'WINE J AUTOS FS RDDIIV INJURY SCI {SAILED AUIC)5 I !Par arcnn; - HIRE? AUTOS 6ODILY INJURY _.I NON{rY.NE7 AUTOS ;Per at%xIMI;. a PkC- FRTYOMIAGE S SEE ATTACHED ADDITIONAL Para�d.,; - G'a'�� lMEti1.ITY j AU70 ONLY EA ACCIbENi S___ ANY AUTO INSURED ENDORSEMENT CTRFR TF AN —_- AUTO OMIY _E%CESSL"IUTT EACr OCCURRENCt_` S -- �.uR CLAIA,9NA]E COVERAGES DEPEND ON TYPE -- OF AGREEMENT /CONTRACT - - - -- DEIILICT INL r S RETENTION 1 WMIERS COMPaMSAT1oN AND XXX333333333 011012001 01101!2002 WC: TAI IOLH +.__ EMPLOYERS LWIUTY ._X ttTO- __.. —,_, - L.L 6MLH ..IOENT :S 1,000,000 --1 DGEASL EA EMPLOYEE S _. 1.00D,00 D EL PSEASE -POLICY .6611- S 1.0,000 OTHER PL444444 01.'0V20D1 01101112002 EachOccHxrenLN LODO,OIX] Profeas..n ial LialAli ly OESCRIPTION OF OPERATIONSILOCA TIONSNENICLESIeXCLVSIONS ADDEO Sty ENDORSRMENTNPEC IAL PROVISIONS Certificate Holder Is additional Insured per attached W AfrVKL/ C:VKPOKATION 1986 Page 11 of 21 19D -13 SHOULD ANY OF TINE ABOVE DEBCNISED POLICIES E CANCELLED SEFORE THE EXPIRATION City of Santa Ana DATE THEREOF, -THE I80UINO INSURER VALL ENDEAVOR TO NAIL 30 DAYS LYRRTEN 20 Civic Center Plaza - Ross Annex (M- NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO Do IIO MALL Santa Ana. CA 92701 NTP06e 6.A rx I tII1 LkNINUlY Ul ANY KIND UPON THE INSLRIER. ITS AGWIS OR REPRIESE101TATIVES. AUTNORREO REPREBIE NTATIVE W AfrVKL/ C:VKPOKATION 1986 Page 11 of 21 19D -13 ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional insured's ( "additional insured's") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insured's. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization -would have as a claimant if not so included. 4. With respect to the additional insured's, this insurance shall not be cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to , this endorsement form as a part of Named Insured Countersigned by Authorized Representative 19D -14 Page 12 of 21 ATTACHMENT 4 AGREEMENT FOR PROVISION OF ON -CALL ENGINEERING AND TECHNICAL SUPPORT SERVICES THIS AGREEMENT, made and entered into this _ day of , 2012 by and between , a California corporation (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of providing on -call technical and engineering labor services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide temporary engineering and technical services on an on -call basis for the Santa Ana Public Works Agency, as set forth in City's Request for Proposals dated 2. REPRESENTATIVES For purposes of implementing this Agreement, the representative of City shall be the Executive Director of the Public Works Agency, or his designated representative, and the representative of the Consultant shall be . Except as may be otherwise stated herein, such representatives shall have the authority to act on behalf of their respective parties in carrying out the terms of this Agreement. 3. DELIVERY OF WORK PRODUCT - OWNERSHIP Consultant warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. Consultant's contribution to the Project, including works to be produced by assigned Consultant personnel hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. Consultant assigned personnel shall deliver to City any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with City's information systems, as agreed between the Project Manager and Consultant. Page 13 of 21 19D -15 In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by Consultant, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the City, and may not be copyrighted without prior review from the City, and (b) the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the Consultant, a royalty -free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 4. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Consultant's Proposal. The total sum to be expended under this Agreement shall not exceed $ during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing service provided in the previous month, subject to City accounting procedures. The invoice shall include the temporary employee's name, billing rate and number of hours worked. A copy of the timesheet(s) for the billing period shall be attached. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 5. TERM This Agreement shall commence on the date first written above and terminate on June 30, 2013, unless terminated earlier in accordance with Section 14, below. This Agreement may be renewed for two successive 12 -month periods upon the written agreement of the City and Consultant, at least 30 days prior to the termination of the then current term. 6. INDEPENDENT CONTRACTOR Consultant and its assigned personnel shall, during the entire term of this Agreement, be construed to be independent contractors and not employees of the City. This Agreement is not intended nor shall it be construed to create an employer - employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant and its assigned personnel shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 7. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: Page 14 of 21 lLi 9- a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self - insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self - insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. When Consultant provides professional personnel, such as engineers, Consultant shall provide professional liability (errors and omissions) insurance covering such personnel's services, with a combined single limit of not less than $1,000,000 per claim, and $2,000,000 in the aggregate. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 8. INDEMNIFICATION Consultant agrees to and shall indemnify, defend and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal Page 15 of 21 19D -17 injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 9. CONFIDENTIALITY If Consultant or its assigned personnel receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 10. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, California 92702 -1988 telefacsimile (714) 647 -6956 With courtesy copies to: Page 16 of 21 G Lei 9 -9_E:� Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -36) P.O. Box 1988 Santa Ana, California 92702 -1988 telefacsimile (714) 647 -5622 and City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647 -5635 To Consultant: A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 14. TERMINATION Page 17 of 21 G ul This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 16. JURISDICTION -VENUE This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 17. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 18. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. Page 18 of 21 iL01I ��� b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 19. WORK PRODUCT All work product prepared by Consultant pursuant to this Agreement shall be the property of the City and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. Consultant shall submit all work product to City in hard copy and produced in a form compatible with City's computer system, as agreed between the City and Consultant. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ, II Executive Director Public Works Agency CITY OF SANTA ANA: PAUL M. WALTERS Interim City Manager CONSULTANT (NAME) (Title) Tax ID# 19D -21 Page 19 of 21 EXHIBIT A SCOPE OF SERVICES TEMPORARY SUPPORT SERVICES I. GENERAL The City of Santa Ana (City) is soliciting proposals from qualified firms to provide temporary engineering and technical personnel on an as- needed basis. As temporary personnel needs are identified, the firm will be requested to provide appropriate candidates to each position. The City reserves the right to distribute the workload in any manner, which will best serve the City's interests. In general, the Engineering Division of the City's Public Works Agency will need temporary personnel for the design and construction of public improvement projects. II. SCOPE OF SERVICES On an as- needed basis, the Consultants will provide the City with temporary personnel qualified to perform various engineering, technical and administrative duties in support of general engineering /architectural /landscaping projects on arterial and local roads and public parks citywide. The projects may include street rehabilitation and widening, storm drain improvements; sewer improvements, waterline improvements, signing, striping, and signal modifications; landscaping and irrigation systems; and other related projects as required. In addition, City may need support services for construction management, legal survey documents, inspection, and office and accounting assistance. The positions the Consultant may need to fill include the following: Engineering/Technical • Senior Civil Engineer (PE license required) • Senior Engineer • Assistant Engineer • CAD Drafter • CAD Designer/Technician • Senior CAD Designer/Technician • Land surveyor (LS license required) Construction /field • Construction inspection • Field technician Administrative /Acco u n ti n g • Accounting Assistant • Administrative Assistant All technical positions shall be proficient in Microstation and Microsoft Office. Page 20 of 21 19D -22 The City currently uses Microstation Version V8i and Microsoft Office 2007. Licensed Civil engineer or land surveyor may be required to sign plans and legal documents, respectively. After a temporary position is identified by the City, the selected firms may be asked to provide resumes of candidates. III. CITY RESPONSIBILITIES • The City will provide the consultant with all records in the possession of City, which will be of assistance to the consultant in the performance of the work. • The City will provide a workstation for each temporary employee. IV. ACCEPTANCE OF CONTRACT The contents of the proposal of the successful consultants shall become a contractual obligation if a contract ensues. Failure of a Consultant to accept this obligation will result in the cancellation of any award. Any damage accruing to the City as a result of a failure to contract may be recovered from the consultant. Page 21 of 21 19D -23 19D -24 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: DESTRUCTION OF OBSOLETE CITY RECORDS ITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Approve the requests for the destruction of obsolete records from various City departments in accordance with the retention schedule outlined in City Council Resolution 2006 -045. DISCUSSION On July 3, 2006, the City Council approved a resolution outlining the records retention schedule for the agencies, departments, and offices of the City. City records are governed by the Public Records Act which provides the time in which records need to be kept. The Citywide Records Team compiled the Citywide Records Retention Schedule which sets forth the retention period for a particular record. The Municipal Code requires that the destruction of a City record be approved by the City Attorney. In accordance with Section 513 of the Citywide Records Retention Schedule Resolution, the City Attorney has approved the list of records proposed for destruction from the departments as outlined in the attached documents. FISCAL IMPACT There is no fiscal impact associated with this item. 19E -1 19E -2 MEMORANDUM To: Teresa Judd, Assistant City Attorney City Attorney's Office From: Bill Nimmo, Commander Date: 3/1/12 Re: REQUEST FOR DESTRUCTION OF RECORDS The Professional Standards Division/Police Department requests your consent to destroy city records on the attached listing, in accordance with the retention schedule outlined in City Council Resolution 2006 -045. Thank you. 19E -3 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT Division Name: PROFESSIONAL STANDARDS DIVISION Record Category Record Series Record Description Record Dates ADMINISTRATIVE EMPLOYEE ACCIDENTS INVOLVING ON- 1/1/06 to INVESTIGATIONS ACCIDENTS DUTY DEPARTMENTAL 12/31/06 PERSONNEL ADMINISTRATIVE K -9 REPORTS INVESTIGATIONS OF K -9 BITE 1/1/06 to INVESTIGATIONS INCIDENTS 12/31/06 ADMINSITRATIVE USE OF IN- CUSTODY INJURIES AND 1/1/06 to INVESTIGATIONS FORCE USE OF FORCE 12/31/06 ADMINISTRATIVE OFFICER INVESTIGATIONS OF OFFICER 1/1/06 to INVESTIGATIONS INVOLVED INVOLVED SHOOTINGS 12/31/06 SHOOTINGS CITIZEN BY INVESTIGATIONS OF ALLEGED 1/1/06 to COMPLAINTS EMPLOYEE EMPLOYEE MISCONDUCT 12/31/06 NAME Prepared by: Name: C. DuQuin Title: Sr. Legal Secretary Date: January 3, 2012 Number of boxes to be destroyed: 15 CONSENT BY: Paul M. Walters, Chief of Police Date Police Department APPROVED BY: / -2 Joe Straka Date City Attorney Page 1 of 2 19E -4 CITY OF SANTA ANA OBSOLETE RECORDS DESTRUCTION SCHEDULE POLICE DEPARTMENT Division Name: PROFESSIONAL STANDARDS DIVISION Records destroyed by: Print Name & Badge # Date of destruction: Signature Once your records have been destroyed return this form to the Records Manager and keep a copy of this form for your files. Page 2 of 2 19E -5 19E -6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: REQUEST FOR PROPOSAL FOR TEMPORARY EMERGENCY TRANSPORTATION SERVICES (AMBULANCE) �. - RECOMMENDED ACTIONS CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1St Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City of Santa Ana to release the Request for Proposals for temporary emergency medical transportation services. DISCUSSION The recently approved Orange County Fire Authority (OCFA) contract includes provisions for a re- alignment of Emergency Medical Services (EMS) delivery. The City and OCFA released a Phase I formal RFP for the provisions of 911 Emergency Transportation Services. However, the process is not expected to be completed by the formal transition date of April 20, 2012. Therefore the City is seeking a qualified Orange County licensed Exclusive Operating Area provider for a period up to 120 days with the ability to extend the provisions for an additional 30 days, effective April 20, 2012 at 0800. In order to qualify to provide temporary services, a provider will be required to have an assigned Emergency Operating Area allowing a seamless connection to dispatch. This independent process of selection will not affect the RFP process for a long term 911 Emergency Transportation provider contract. All interested and qualified providers will be invited to participate in both processes. Selection as the temporary provider will not result in any added benefit in the review of proposals for the long term 911 Emergency Transportation Services. FISCAL IMPACT This action has no fiscal impact. 7� Dave Thomas Fire Chief 19F -1 19F -2 CITY OF SANTA ANA TEMPORARY 911 EMERGENCY AMBULANCE TRANSPORTATION SERVICES RFP # 12 -026 Date of Issuance: March 20, 2012 Proposal Letter Due Date: Tuesday, March 27, 2012 by 5:00 p.m. 19F -3 REQUEST FOR PROPOSAL CITY OF SANTA ANA TEMPORARY 911 EMERGENCY AMBULANCE TRANSPORTATION SERVICES Envelopes containing proposals are to be marked "12 -026 Proposal: Temporary 911 Emergency Ambulance Transportation Services DUE DATE: Sealed offers are due by 5:00 P.M. on or before Tuesday, March 27, 2012. All offers shall be delivered to City of Santa Ana Purchasing Division M -16 (4t" floor) 20 Civic Center Plaza Santa Ana, California 92701. Offers delivered to any other location or delivered after 5:00 P.M. on March 27, 2012 will be considered nonresponsive and not considered. City of Santa Ana Temporary 911 Emergency Ambulance Transportation Services 19 F -4 March 20, 2012 1 City of Santa Ana Temporary 911 Emergency Ambulance Transportation Services The City of Santa Ana has accepted a bid for providing Fire and EMS services from the Orange County Fire Authority. The contract, effective April 20, 2012 was approved by the Santa Ana City Council on February 21, 2012. Provisions of this contract include a re- alignment of basic Fire and ALS/ EMS services, to include a re- structuring of Emergency Transportation services previously provided by the Santa Ana Fire Department. The City of Santa Ana and the Orange County Fire Authority have released a formal RFP for the provision of 911 Emergency Transportation services for the City of Santa Ana. The process is not expected to be completed by the formal transition date. In the interim, the City of Santa Ana is seeking a qualified Exclusive Operating Area Licensed 911 Emergency Transportation service provider. It is the intent of the City to select a temporary provider for a period up to 120 days with the ability to extend the provisions of this service as required for 30 days, effective April 20, 2012 at 8 a.m. The applicant must have a documented track record of providing 911 Emergency transportation services within the County of Orange in a system similar to the size of the City of Santa Ana as set forth in this RFP. The selected provider must be licensed in Orange County and meet all requirements for providing 9 -1 -1 Emergency Transportation Services, including an assigned Emergency Operating Area to provide seamless connection with dispatch. In addition to the above; the selected provider must provide for adequate coverage of fully equipped Type III ambulances and transportation personnel required to meet OCFA required response City of Santa Ana Temporary 911 Emergency Ambulance Transportation Services 19 F -5 March 20, 2012 time standards for 100% of all 9 -1 -1 calls for Emergency Transportation Service within the City of Santa Ana. In calendar year 2011, the City of Santa Ana Fire Department responded to 16,196 EMS calls. Interested applicants are to provide their pricing proposal based on average cost per day. The City of Santa Ana will continue to be solely responsible for the billing and collection of amounts owed by customers /patients provided Emergency Transportation Services within the City. Provider will actively cooperate with City to provide all information or assistance which City may reasonably require to process customer /patient billings in a timely manner. General requirements: 1) Contractor must respond to Orange County Fire Authority's request for emergency ambulance transportation service within response times set forth as follows; Please include your response times for the geographic area (City of Santa Ana.) Metro /Urban requirements Code 3 — Response time must not exceed ten (10) minutes, zero (0) seconds Code 2 — Response time must not exceed fifteen (15) minutes, zero (0) seconds 2) Contractor shall have an assigned Emergency Operating Area which will allow immediate connection with Santa Ana Dispatch. City of Santa Ana Temporary 911 Emergency Ambulance Transportation Services 19F -6 March 20, 2012 3 3) The selected contractor must provide to the satisfaction of the City of Santa Ana and the OCFA insurance in accordance with the following requirements; Commercial General Liability insurance — amount not less than $10,000,000 per occurrence, written on an occurrence form. If policy carries an annual aggregate, such aggregate shall be in the amount not less than $10,000,000 per occurrence. Such insurance shall (a) name the City of Santa Ana, the OCFA, and their respective officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self- insurance programs maintained by the additional insureds; and (c) contain standard separation of insureds provisions. Ambulance Medical Malpractice Insurance — in an amount not less than $3,000,000 per occurrence. If the policy carries an annual aggregate, such aggregate shall be in the amount not less than $6,000,000 per occurrence. Such insurance coverage may be combined with either the general or automobile liability coverage required above; provided, however, if the insurance coverage is so structured, the combined coverage shall be in the amount not less than $5,000,000 per occurrence, with an annual aggregate of not less than $10,000,000. Comprehensive Business Automobile Liability Insurance — in an amount not less than $3,000,000 per occurrence, covering owned, non - owned and hired vehicles, written on an occurrence form. If policy carries an annual aggregate, such aggregate shall be in the amount not less than $6,000,000 per occurrence. Workers' Compensation and Emplovers' Liability Insurance — in the statutory amount for workers' compensation and in an amount not less City of Santa Ana Temporary 911 Emergency Ambulance Transportation Services 19 F -7 March 20, 2012 4 than $1,000,000 for employers' liability. Such insurance shall contain a waiver -of- subrogation clause in favor of the City and OCFA, and their respective officers, officials, employees and agents. All insurance as required shall be issued by a company authorized by the Insurance Department of the State of California and rated A -VII or better by the latest edition of the Best's Key Rating Guide, except that the City of Santa Ana will accept workers' compensation insurance rated B VII or better from the State Compensation Fund. Interested providers must submit a letter of interest, including a Company Resume outlining 9 -1 -1 Emergency Transportation experience (requirements outlined in this memo) to City of Santa Ana, Purchasing Division M -16 (4th floor), 20 Civic Center Plaza, Santa Ana, CA 92701 by 5 p.m. on March 27, 2012. Formal selection notification is anticipated to be made on April 2, 2012 EMS Operational Inquires can be directed to: Scott Brown Orange County Fire Authority Emergency Medical Services 714- 573 -6071 City of Santa Ana Eva Goods / Purchasing Division 714- 647 -6584 City of Santa Ana Temporary 911 Emergency Ambulance Transportation Services 19F -8 March 20, 2012 M REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: APPROPRIATION ADJUSTMENT ACCEPTING OFFICE OF EMERGENCY SERVICES PROGRAM GRANT AWARD FUNDS \ ki X �► - RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY- ,... * D ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Approve an Appropriation Adjustment recognizing State of California Office of Emergency Services 2011 Anti -Gang Initiative Supplemental Grant funds of $25,000 revenue account (account no 15514002- 52001.) and appropriate the same to expenditure account (account no.15514413- 61040). DISCUSSION The State of California, Office of Emergency Services Agency provides grant funding to state law enforcement agencies for Anti -Gang Initiative programs. The Police Department has been awarded grant funds in the amount $25,000. The Grant funding will support the activities of the Santa Anita Gang Junction efforts. As a participating member of this grant program, the Santa Ana Police Department will receive grant funds for overtime related to the gang enforcement activities. Staff recommends approval of the recommended actions as the grant program positively impacts the community by directly aiding in the efforts to reduce gang activities. FISCAL IMPACT The appropriation adjustment will enhance the 2011 Anti -Gang Initiative Supplemental Grant fund revenue account (no. 15514002- 52001) by an amount of $25,000 and increase the same into the 2011 Anti -Gang Initiative Supplemental Grant Expenditure account (no. 15514413- 61040). Paul M. Walters Chief of Police Police Department APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez �A Executive Director Finance & Mngmt. Services Agency 20A -1 ` ll" REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: CONTRACT AWARD FOR GOLDEN LOOP BIKE TRAIL REHABILITATION AND MAPLE STREET BIKE TRAIL ENHANCEMENT (PROJECT NOS. 112605 AND 112612) • � r CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2 I Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Award a contract to Hondo Company Inc., in the estimated amount of $614,859, 2. Approve a funding analysis with a total estimated construction cost of $737,831. 3. Approve an appropriation adjustment recognizing $39,612 in the Parks District 3 Acquisition & Development Fund (accounting unit 31313002 - 53300) and appropriating the funds to expenditure account (accounting unit 31313260- 66220) for the Golden Loop Bike Trail Rehabilitation and Maple Street Bike Trail Enhancement. DISCUSSION The Golden Loop Recreational Trail is a 24 -mile regional trail that encircles the entire city and connects to Costa Mesa's bike trail system and to the Santa Ana River Trail. The Golden Loop Bike Trail Project includes the rehabilitation of four miles of the asphalt trail surface (Exhibit 1). The project is consistent with the Santa Ana Bikeway Master Plan, the Orange County Regional Commuter Bikeways Strategic Plan, and the City of Santa Ana General Plan (Circulation Element). The Maple Street Bike Trail Project includes resurfacing the ten -foot wide, two - mile -long bicycle trail and converting a vacant lot across from the bike trail into a rest area (Exhibit 1). The proposed project includes decomposed granite paths, benches, bike racks, drought - tolerant landscaping, and an irrigation system. The improvements will provide a space for trail users to rest and view the existing riparian habitat area. Additionally, bid alternate one provides new fitness equipment along the trail. The Notice Inviting Bids was advertised on January 10 and 11, 2012, with outreach efforts to 19 Santa Ana contractors. Bids were opened on February 1, 2012. A summary of the bid notices and the bid results follows: Contractors requesting bid documents 41 Santa Ana contractors sent bid notices 19 Total bids received 6 Bids received from Santa Ana contractors 2 41 Contract Award for Golden Loop Bike Trail Rehabilitation and Maple Street Bike Trail Enhancement March 19, 2012 Page 2 NAME OF RESPONSIVE BIDDER CITY BASE BID AMOUNT 1. Hondo Company, Inc. Santa Ana $ 598,339.00 2. Palp, Inc DBA Excel Paving Company Long Beach $ 608,657.60 3. EBS General Engineering Inc. Corona $ 623,037.24 4. Terra Pave Inc. Whittier $ 642,010.00 5. Ben's Asphalt, Inc. Santa Ana $ 660,635.90 6. G Coast Construction, Inc. Encino $ 686,752.80 The Engineer's estimate was $556,615. A total of six bids were received and all were deemed responsive. The bid documents require the contractor to be selected by the lowest base bid. The lowest bid was submitted by Hondo Company Inc. in the amount of $598,339. Therefore, staff recommends awarding the base bid plus alternate one to Hondo Company, Inc. in the total amount of $614,859. ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended action is exempt from further review. Categorical Exemption Environmental Review No. 2007 -147 and No. 2010 -90 were filed for this project. FISCAL IMPACT The funding analysis shows a total estimated construction cost of $737,831 for the project (Exhibit 2). Funds are available in the Transportation Enhancement Activities Fund (accounting unit 05917660 - 66220), the Recreational Trails Program Fund (accounting unit 17213240 - 66220) and in the Parks District 3 Acquisition & Development Fund (accounting unit 31313260- 66220). aul Godinez II Executive Director Public Works Agency av Gera�do Mouet Exec tive Director Parks, Recreation, and Community Services Agency RG /KW Exhibit 1: Project Location Map 2: Funding Analysis 41 = APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency EXHIBIT 1 Santa Ana Golden Loop Recreational Trail Site Plan v, z I GARDEN GROVE BL. LA VETA AV. v+ � • fAIRHAVEN AV. u 22 $ z O � W Z SANTA CLARA AV. TRASK AV SANTA CLARA AV z 17TH ST. 1w, 111011JUNNEULM WASHINGTON AV ■ �. � I 5 isl G J CIVIC CENTER DR ? RfA'15FYFlT 5TH ST, 5TH ST. r ■ I o N SANTA ANA BL. - 4TH ST. • '� 1ST ST leo • : � • CHESTNUT A_V � 0 Ojai cc vo'uvSrAAV 3 p r • W4yMID AY o % z = k V • • L MCFADDEN AV MCFADDEN AV. - • r '= z_ LL �. N EDINGER AV. p O V~1 N O LU on I ST. ANDREW Q 2 �'. r^..tNTENNIK RD.7 2 Z 2 z J AOAAAS 55 SEGERSTROM AVE ALTON W - '" .ETON ALTON AV, MACARTHURE.. A N ? � z ti g �'9D SUNFLOWER AV. tiQ ` 1405 Ql� N 2006 BIKE TRAIL 11111 CLOSED BIKE TRAIL PARK SANTA ANA BIKE TRAILS CLASS 1: "Off road" trail • COMMUNITY CENTER CLASS II : "On road" striped trail Parks, Recreation & Community Service Agency I. Newhope St. Bike Trail 5. 6rm ,t bike fled 8. Union Pacific Bike Trail Class II Landscaped, Class 1, dlau'railioad right of Class I, along active Railroad. way 2. Santa Ana River Bike Trail 9. Alton Ave Bike Ti ail Class I, along Santa Ana River bed 6. F"wi St, Bike Traci Class L alonct acpve P.ulirnai I Class I. along Oranc7e County FU)M Contiol 3. Greenville St, Bike Trail Channel. 10. MacArthur Blvd. Bike Trail Class I Class I, along active Railroad. 7. Pacific Electric Bike Trail 4. Raitt St. Britt I„ I LaiufscapNI. Gass 1, follows lot nvet Pactftc 11. Santiago Creek Bike Trail Class 1, aktng Oi angr County F1', r I Elec ti k Railioad. Paved Class 1, trail connects MainPlace to i -Ntinl fh.,nn: l Santiago Park. 3 20B -3 FUNDING ANALYSIS PROJECT NOS. 112605 AND 112612 GOLDEN LOOP BIKE TRAIL REHABILITATION AND MAPLE STREET BIKE TRAIL ENHANCEMENT Construction Contract $614,859 Contract Administration $31,486 Inspection and Testing $20,000 Survey Staking $10,000 Contingencies $61,486 TOTAL ESTIMATED CONSTRUCTION COSTS 1137 831 Exhibit 2 q1 all�� REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: CONTRACT RENEWAL TO S & S PORTABLE SERVICES FOR CHAIN LINK FENCE RENTALS (SPEC. NO. 09 -030) ,hss� A-:.e h.— CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Renew the contract with S & S Portable Services for chain link fence rentals for a one -year period in an amount not to exceed $44,000. DISCUSSION The Public Works Agency Maintenance Services uses temporary fencing to ensure public safety and reduce liability around City -owned properties scheduled for construction or demolition. Fencing is installed within 24 hours, when necessary to provide immediate public safety. Fencing is rented on a month to month, six -month or annual basis. On July 6, 2009 the City awarded S & S Rent -A- Fence, now operating as S & S Portable Services, a contract for chain link fence rentals for a one -year period with four one -year renewals. The vendor has performed satisfactorily during the past contract period and has agreed to renew the contract without an increase in pricing. Staff recommends the second renewal of the contract. FISCAL IMPACT Funds are available in the Community Development Agency's Downtown Development and Housing Development, and Public Works Environmental Sanitation accounts (nos. 40718842- 62300, 60718830 -66220 and 06817640- 62300). 22A -1 Contract for Chain Link Fence Rentals March 19, 2012 Page 2 APPROVED AS TO FUNDS AND ACCOUNT: aul Godinez II Francisco Gutierrez Executive Director Executive Director Public Works Agency Finance & Management Services Agency 7�" fhda--e-& Nancy T. EMwards Interim Exe utive Director Community Development Agency km 22A -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: CONTRACT RENEWAL WITH W.W. GRAINGER, INC. FOR HAND TOOLS AND MISCELLANEOUS ITEMS (SPEC. NO.09 -037) Mw \ 71111 RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s` Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Renew the contract to W.W. Grainger, Inc. for the purchase of landscaping, hand tools and miscellaneous items for a one -year period in an annual amount not to exceed $45,000. DISCUSSION City departments require an assortment of tools such as saws, hammers, screwdrivers, shovels and rakes in order to perform general maintenance. The items are purchased through the Central Stores warehouse for distribution to the various departments. The contracts for landscaping and hand tools are designed to provide quality products at significant savings based on quantity pricing. In addition, the City also establishes contracts for miscellaneous items including tools that are not available from Central Stores. On August 3, 2009, the City Council awarded to W.W. Grainger, Inc., a Santa Ana vendor, a contract for a one -year period, with provisions for four one -year renewals. The vendor has performed satisfactorily during the past contract period and offers the City pricing through the Western State's Contracting Alliance (WSCA) contract. Staff recommends the second renewal of the contract, at a reduction of $10,000 from amount expended in the current contract year. FISCAL IMPACT Funds are available in the various departmental Operating Materials and Supplies accounts (63001). ':� mm"\t)6 , ,It Francisco Gutierrez Executive Director / Finance and Management Services Agency km 22B -1 G I REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: CONTRACT AWARD TO MALLORY SAFETY & SUPPLY COMPANY FOR TRAINING ROOM TECHNOLOGY UPGRADES (SPEC NO. 12 -023) A -1.10 IL � ).&. &.= CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 "Reading ❑ Ordinance on 2ndReading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Award a contract to Mallory Safety & Supply Company for training room technology upgrades for the police department in an amount not to exceed $163,000. DISCUSSION The Santa Ana Police Department Continuous Professional Training program provides in -house classroom instruction in the Police Department Administration Facility, along with drills in the community for the 339 sworn officers. The training facility also serves as the Police Department Operations Center (DOC) and as such, is utilized to manage and direct resources during emerging planned and unplanned events in the city. Additionally, the five classrooms can accommodate multiple classes held concurrently, and rooms can be combined for instruction to larger audiences. The facility's capacity, its central location, and in -house Cafe position it as the preferred location to provide courses to regional groups, including the Anaheim /Santa Ana Urban Area Security Initiative (UASI) Training and Exercise program. UASI classes are attended by a cross - section of the first responder community, including representatives of Law /Fire agencies, the military, the FBI, the Department of Homeland Security, and the California Emergency Management Agency. UASI classes are conducted in one to five day sessions and have a typical attendance of 40 to 50 students. Annually, approximately 2500 to 3000 students attend training in the facility. The large volume of classes and DOC operations has taxed the technical capacity of the classrooms. The 15 -year old equipment has exceeded the standard 5 -year life expectancy. Replacement of PowerPoint projectors, screens, DVD players, and audio equipment will modernize the equipment utilized and enhance the learning experience of participants. 22C -1 22C -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: CONTRACT AWARD TO GOVPLACE FOR REPLACEMENT SERVERS AND STORAGE INCREASE EQUIPMENT (SPEC. NO. 12 -020) `CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended • Ordinance on 1St Reading • Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Award a contract to Govplace for replacement servers and storage increase equipment in an amount not to exceed $115,000. DISCUSSION The Santa Ana Police Department and the City Hall Data Centers together house 77 of the total 118 physical computer servers in the City — 58 in the City Data Center and 19 in the Police Data Center. These servers host 84 departmental applications, six enterprise applications and 34 citywide computer infrastructure services. To increase capacity, server virtualization is utilized to enable a single physical server to act like multiple servers, referred to as "virtual servers." A component of the Information Service Division's Virtualization Project is to utilize shared storage for the virtual servers. By using virtual technology, cost savings are realized on physical replacement, energy, and annual maintenance costs. To date, 101 services in the two data centers have been virtualized — 79 in the City Data Center and 22 in the Police Data Center. During the project's initial phase, an incremental approach to providing the shared storage was adopted. That is, rather than a single large purchase of shared storage, smaller, modular storage systems are acquired on an as needed basis. The existing shared storage system at the Police Department is very near capacity. With an increase of digital media utilized in support of Police operations, additional capacity is needed to avoid impact on vital computer support. The Information Services' Data Center Support Team recommends adding incremental shared storage capacity for use with the computer servers in the data center at the Police Department. The manufacturer of the two key physical servers deployed in 2008 to support the virtualization project in the City Hall Data Center has stopped production of the server model and repair parts for the model have become increasing more difficult to obtain. Additionally, the manufacturer's service support is ending. Therefore, the Information Services' Data Center Support Team 22D -1 CONTRACT AWARD - NETWORK SERVER REFRESH AND STORAGE INCREASE EQUIPMENT (12 -020) March 19, 2012 Page 2 recommends the replacement of these two servers for reasons of reliability, serviceability, energy efficiency, and processing power. The replacement devices employ the latest technology, which provides dynamically higher performance to cost ratios. While the two current servers support 28 virtual servers each, the replacement servers will be able to host up to three times the virtualized servers. The notice inviting bids was advertised on February 22, 2012, and bids were solicited. A summary of the bid invitations and bids received is as follows: 9 Invitations For Bid mailed 4 Bids received Bids were received and opened on March 5, 2012 and evaluated (Exhibit 1). The bid received from Govplace is responsive to the specifications and meets the City's requirements. FISCAL IMPACT Funds are available in the Information Services Maintenance & Support Machinery & Equipment account (no. 10910147- 66400). Of the $118,000 expenditure, $16,960 would be for the replacement servers in the City Hall Data Center and $101,040 would be for the additional storage capacity for the Police Data Center, Francisco Gutierrez Executive Director Finance & Management Services Agency EG 22D -2 ABSTRACT OF BIDS CONTRACT AWARD FOR NETWORK SERVER REFRESH AND STORAGE INCREASE EQUIPMENT (12 -020) Vendor: Govplace Skinny IT Corp. Location: Irvine, CA Addison, TX Total: $114,818.68 $146,527.07 Vendor: Impex eNet Technologies, Inc Components Location: Torrance, CA Lake Forest, CA Total: $169,603.07 *Non- Responsive E2'2K -3 22D -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: CONTRACTS AWARD FOR CHEMICALS — SOIL, PLANT, AND WATER TREATMENT (SPEC. NO. 12 -012) "'-'tJCfTT?VAN-AGER Ell RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1St Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Award contracts for chemicals for a one -year period, with provision for three, one -year renewals in the annual amounts as follows: Vendor Crop Production Services Waterline Technologies DISCUSSION Location: Amount: Santa Ana $55,000 Santa Ana $87,000 Both the Parks, Recreation and Community Services Agency and The Public Works Agency require herbicides, pesticides and fertilizers to control and eradicate weeds and insects to sustain abundant plant growth and to maintain healthy trees. Chemicals such as hydrochloric acid and sodium hypochlorite are required to disinfect public swimming pools, water fountains, sewer system, and water wells throughout the City. The chemicals are purchased through the Central Stores warehouse for distribution to the agencies. The contracts are designed to provide quality products at significant savings based on quantity pricing. The notice inviting bids was advertised on January 31, 2012, and bids were solicited. A summary of the bid invitations and bids received is as follows: 7 Invitations For Bid mailed 4 Invitations For Bid mailed to Santa Ana vendors 9 Bids received 3 Bids received from Santa Ana vendors 22E -1 Contracts Award for Chemicals — Soil, Plant, and Water Treatment March 19, 2012 Page 2 Bids were received and opened on February 15, 2012 and evaluated (Exhibit 1). The bids received from Crop Production Services and Waterline Technologies, Inc., both Santa Ana vendors are responsive to the specifications in their respective categories and meet the City's requirements. The annual amounts are based on past usage and staff's projection for the next year. FISCAL IMPACT Funds are available in the various departmental Miscellaneous Operating Expenses (account 63001). Francisco Gutierrez Executive Director Finance & Mgmt. Services Agency EG 22E -2 ABSTRACT OF BIDS CONTRACT AWARD FOR CHEMICALS -SOIL, PLANT, AND WATER TREATMENT (12 -012) Location Crop Production Services Discount Santa Ana 1% Local Pref. Category Description Sub total A Herbicides Sub total B1 Water Treatment Sub total B2 Water Treatment Sub total C Insecticides Sub total D Water Treatment Total Cost Estimated Annual Usage (Including Sales Tax) Location Crop Production Services Discount Santa Ana 1% Local Pref. Category Description Sub total A Herbicides Sub total 61 Water Treatment Sub total C Insecticides Sub total D Water Treatment Salt Location Crop Production Services Discount Santa Ana 1% Local Pref. Category Description Sub total A Herbicides Sub total 61 Water Treatment Sub total B2 Water Treatment Sub total C Insecticides Sub total D Water Treatment Salt Knorr Systems Inc. Santa Ana 1% Local Pref. No Bid No Bid No Bid No Bid Commercial Aquatic Services Tustin None No Bid No Bid $ 64,315.96 No Bid No Bid * =Non Responsive Bid. Did Not Bid On All Items In Category Exhibit 1 22E -3 Waterline Technologies Santa Ana 1% Local Pref. No Bid No Bid $ 57,944.50 No Bid $ 21, 567.55 $ 79,512.05 $ 87,000.00 Target Specialty Products Santa Fe S rin s None $ 44,073.08 $ 23,488.27 $ 3,264.00 No Bid* Deckside Pool Service Orange None No Bid $ 21,915.00 $ 60,917.00 No Bid $ 23, 760.00 —Company Crop Production Services Santa Ana 1% Local Pref. None $ 27,643.27 $ 20, 706.16 No Bid No Bid $ 2,326.50 2,253.00 No Bid No Bid $ 48,349.43 $ 55,000.00 Knorr Systems Inc. Santa Ana 1% Local Pref. No Bid No Bid No Bid No Bid Commercial Aquatic Services Tustin None No Bid No Bid $ 64,315.96 No Bid No Bid * =Non Responsive Bid. Did Not Bid On All Items In Category Exhibit 1 22E -3 Waterline Technologies Santa Ana 1% Local Pref. No Bid No Bid $ 57,944.50 No Bid $ 21, 567.55 $ 79,512.05 $ 87,000.00 Target Specialty Products Santa Fe S rin s None $ 44,073.08 $ 23,488.27 $ 3,264.00 No Bid* Deckside Pool Service Orange None No Bid $ 21,915.00 $ 60,917.00 No Bid $ 23, 760.00 —Company Wilbur -Ellis Ontario None $ 37,674.72 No Bid No Bid $ 2,253.00 No Bid $ 2,253.00 $ 2,500.00 John Deere Landscapes Cleveland, OH None $ 41,676.68 No Bid $ 3,576.40 No Bid Univar USA Kent, WA None No Bid No Bid No Bid $ 3,200.00 $ 42,997.50 22E -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: ALLOCATION OF FY 2012 -2013 EMERGENCY SOLUTIONS GRANT FUNDS AND SECOND INSTALLMENT OF FY 2011- 2012 EMERGENCY SOLUTIONS GRANT FUNDS � �"L L----:: CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2"d Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER 1. Approve the proposed FY 2012 -2013 Emergency Solutions Grant Program, which includes the second installment of FY 2011 -2012 Emergency Solutions Grant Funds. 2. Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council to execute agreements with non - profit agencies and /or sub - recipients awarded funds as part of the approved program, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The Homeless Emergency Assistance and Rapid Transition to Housing Act of 2009 (HEARTH Act), enacted into law on May 20, 2009, consolidates three of the separate homeless assistance programs administered by HUD under the McKinney -Vento Homeless Assistance Act into a single grant program, and revises the Emergency Shelter Grants program and renames it as the Emergency Solutions Grants (ESG) program. This interim rule revises the regulations for the Emergency Shelter Grants program by establishing the regulations for the Emergency Solutions Grants program, which replaces the Emergency Shelter Grants program. The change in the program's name, from Emergency Shelter Grants to Emergency Solutions Grants, reflects the change in the program's focus from addressing the needs of homeless people in emergency or transitional shelters to assisting people to quickly regain stability in permanent housing after experiencing a housing crisis and /or homelessness. For FY 2011 -2012, the City received a total of $471,714 in ESG funds, which was provided in two installments. HUD divided the allocation into two installments to allow entitlement communities to continue providing services until regulations governing the new ESG program could be created. 25A -1 Allocation of FY 2012 -2013 ESG Funds March 19, 2012 Page 2 The City has already allocated $297,635.84 from the first installment and of the FY 2011 -2012 allocation. The recommendations for the remaining balance of $174,078.16 is combined with the FY 2012 -2013 allocation of $538,354 to comprise the FY 2012 -2013 proposed ESG program. In January 2012, a Notice of Funding Availability was mailed to 50 non - profit providers soliciting applications for FY 2012 -2013 grant funding. Additionally, a notice was published in the Orange County Register, La Opinion and Nguoi Viet News. Twenty -seven proposals were submitted from 18 organizations with funding requests totaling $1,035,360. On March 1, 2012, an ad hoc committee (comprised of two commissioners from the Community Redevelopment and Housing Commission, one representative from the Orange County's Community Services- Homelessness Prevention Department and one City staff member) conducted applicant interviews to rate and rank the proposals using the following criteria: 1) community need, 2) capacity to provide service, and 3) effective and efficient use of funds. A list of the agencies submitting proposals, type of program, grant amount requested, the evaluation panel average rating, and the recommended funding for FY 2012 -2013 is provided in Exhibit 1. Twenty -four of the 27 proposals are being recommended for funding. The two organizations that received the lowest average rating were not recommended as well as an organization whose proposed activity was at a level where it was not cost - effective for the City to administer. FISCAL IMPACT ESG funds will be available in the Emergency Solutions Grant account (no. 13518785 - various). Nancy T. Ed rds Interim Execu ive Director Community Development Agency CJN /NTE /FH /mlr Exhibit: 1. ESG Recommendations APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez t�sA Executive Director Finance & Management Services Agency 25A -2 2012 -2013 EMERGENCY SOLUTIONS GRANT Name Activity Type Grant Request Average Kating (Max 30) Final Recommendation Boat People SOS Homeless Prevention $ 50,000.00 10 $ _ Grandma's House of Hope Rapid Re- Housing $ - 25,000.00 16 $ 20,000.00 Grandma's House of Hope Shelter- Domestic Violence $ 15,000.00 18 $ 12,900.00 Human Options Shelter- Domestic Violence $ 20,000.00 18.25 $ 15,100.00 Illumination Foundation Street Outreach $ 30,000.00 17.25 $ 20,000.00 Illumination Foundation Rapid Re- Housing $ 50,000.00 16.25 $ 40,000.00 Interval House Rapid Re- Housing $ 100,000.00 16 $ 40,000.00 Interval House Shelter - Domestic Violence $ 40,000.00 21 $ 27,000.00 Laura's House Shelter - Domestic Violence $ 15,000.00 21.75 $ 12,000.00 Legal Aid Shelter -Legal $ 20,000.00 19.75 $ 10,100.00 Mercy House Homeless Prevention $ 30,000.00 18 $ 30,000.00 Mercy House Rapid Re- Housing $ 30,000.00 19 $ 30,000.00 Mercy House Shelter- Emergency $ 60,000.00 22.25 $ 45,000.00 Mercy House Shelter- Transitional $ 73,500.00 20 $ 30,000.00 OC Mental Health Street Outreach $ 30,000.00 22.5 $ 25,000.00 Public Law Center Homeless Prevention $ 80,000.00 18.75 $ 40,000.00 Santa Ana Police Dept. Street Outreach $ 72,000.00 21.25 $ 35,000.00 Share Our Selves SMEDA SMEDA Homeless Prevention Homeless Prevention Street Outreach $ $ $ 75,000.00 40,960.00 2,400.00 17.75 19.5 20 $ $ $ 42,793.01 40,960.00 The Villa Center Thomas House Veterans First Shelter- Transitional Shelter- Transitional Rapid Re- Housing $ $ $ 15,000.00 17,000.00 25,000.00 21.75 19.75 12.25 $ $ $ 10,100.00 15,100.00 _ WISEPIace WISEPIace WISEPIace WTLC City of Santa Ana Homeless Prevention Rapid Re- Housing Shelter- Transitional Shelter- Domestic Violence Administration $ $ $ $ $ 25,000.00 20,000.00 30,000.00 44,500.00 60,679.15 16.75 17 20 22.75 $ $ $ $ $ 25,000.00 20,000.00 26,200.00 39,500.00 60,679.15 Total Request $ 1,096,039.15 Total Recommendation $ 712,432.16 FY 2011 -2012 Funds Available $ 174,078.16 FY 2012 -2013 Funds Available $ 538,354.00 Total Funds Available $ 712,432.16 215��3 25A-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: AMEND AN AGREEMENT FOR ENVIRONMENTAL SERVICES WITH URS CORPORATION TO PREPARE AN EIR FOR A 24 -UNIT SINGLE FAMILY RESIDENTIAL DEVELOPMENT AT 1584 EAST SANTA CLARA AVENUE �` MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute the attached amendment to the agreement with URS Corporation for environmental services in an amount not to exceed $21,739 for a new 24 -unit single - family residential development at 1584 East Santa Clara Avenue, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION In April 2010, Tava Development contacted the City with hopes to re- commence development of the former Empire Homes 24 -unit single family residential development at 1584 East Santa Clara Avenue. The Tava Development proposal was proposed to be similar in scope, layout and quality to the project previously proposed by Empire Homes. Due to the potential for significant environmental impacts, an environmental impact report (EIR) was required for this project pursuant to the California Environmental Quality Act. A Request for Proposal was circulated to three qualified environmental firms in 2007 as a part of the Empire Homes proposal. URS Corporation was selected as the environmental consultant and it thereafter began work on the EIR. URS had nearly completed the draft EIR when, in 2009, Empire Homes decided to cancel the project due to economic circumstances. Work on the EIR was discontinued at that time. An agreement with URS was originally approved in December 2010 in the amount of $48,335. Further, an amendment for $23,235 was approved in November 2011 for the preparation of a new initial study and additional traffic analysis beyond the original scope of work. During the Response to Comments preparation of the EIR, it was determined that additional Cultural Resources analysis would need to be prepared. As a result, staff is requesting that an amendment to the agreement be executed with URS in an amount not to exceed $21,739. This agreement will remain in effect until completion of the EIR. The entire cost of this work has been covered by the developer; and funds in this amount have already been deposited with the City. 25B -1 Agreement with URS Corporation March 19, 2012 Page 2 FISCAL IMPACT This agreement will not impact any City /Agency funds. Funds in the amount of $21,739 will be deposited by Tava Development into the Planning and Building Agency account for contractual services (No. 09801001- 24035) prior to the consultant commencing any work. a M. Trevino Executive Director Planning and Building Agency VF:rb vt\reports \URS Corporation EIR 2nd contract amend ment.cc031 912 Exhibit: 1. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: ,qm Francisco Gutierrez Executive Director Finance & Management Services Agency SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT THIS SECOND AMENDMENT TO PROFESSIONAL SERVICES AGREEMENT is entered into on , 2012, by and between URS CORPORATION, a Nevada corporation ( "Consultant "), doing business as URS Corporation Americas, and the City of Santa Ana, a charter city and municipal corporation of the State of California ( "City "). RECITALS: A. The parties entered into Professional Services Agreement #A -2010 -233, dated December 6, 2010, (hereinafter "said Agreement ") by whi6h Consultant provided professional environmental reports and services. Thereafter, the parties entered into a First Amendment to Professional Services Agreement #A- 2010- 233 -01, dated December 22, 2011. B. In accordance with the terms and conditions of said Agreement, as amended, the parties wish to ftirther amend the Scope of Services and Compensation to include additional required CEQA services for the TAVA Development project. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions of said Agreement, except as herein modified, the parties agree as follows: I. Section 1, SCOPE OF SERVICES, shall be amended to include those services necessary to complete the TAVA Development. project environmental review, as set forth in Consultant's Request for Change Order for Supplemental Environmental Analysis and Revised Environmental Documentation (Cultural Resources) dated December 2, 2011, attached hereto as Exhibit A and incorporated herein by this reference. 2. Section 3, COMPENSATION, shall be amended to increase total compensation to Consultant by an amount not to exceed $21,739 in additional compensation to pay for the specific SCOPE OF SERVICES added by this Second Amendment to Professional Services Agreement, as identified in the Fee Estimate in Exhibit A attached hereto and incorporated herein by this reference. 3. Except as hereinabove amended, all terms and conditions of said Agreement shall remain in full force and effect. EXHIBIT 1 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Professional Services Agreement on the date and year first written above. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH A. STRAKA Interim City Attorney By: Ryan O. Hodge Assistant City Attorney RECOMMENDED FOR APPROVAL: JAY TREVINO Executive Director - PBA CITY OF SANTA ANA PAUL M. WALTERS Interim City Manager URS CORPORATION HARLEY S. MARTIN Vice President 25B -4 EHIBIT A (Attached) 25B -5 December 2, 2011 Mr. Vincent C. Fregoso, AICP City of Santa Ana Planning and Building Agency 20 Civic Center Plaza P.O. Box 1988 Santa Ana, CA 92702 RE: TAVA Development — Request for Change Order for Supplemental Environmental Analysis and Revised Environmental Documentation (Cultural Resources). Dear Mr. Fregoso: URS Corporation (URS) appreciates the opportunity to continue to provide environmental services to the City of Santa Ana (City) for the TAVA Development Company Project (Project). Based on the nature of comments received on the Cultural Resources section of the Project's Draft Environmental Impact Report (DEIR), URS has identified the need for additional cultural resources analyses to augment the Cultural Study Report prepared in 2008 by Discovery Works and used in preparation of the DEIR. Upon further discussion with City staff, it is our understanding that the City would like a supplemental environmental analysis and revisions to the Cultural Resources section of the DEIR to address issues identified during the public review period. URS presents the following summary of out -of -scope items that are required to address issues identified as a result of the public comments. Revised Scope of Work Task 1 — Prepare Supplemental Cultural Resources Technical Memorandum. Per discussions with the City of Santa Ana, URS will author a supplemental technical memorandum which analyzes the project's effects for purposes of CEQA. URS will re- define the Project Area; coordinate /obtain background information from (but not limited to) the City and other groups, stakeholders, agencies, and others; perform additional historical research; address public comments received to date; and review photographs /proposed project data. The technical memorandum will be based on previous studies of the property created by consultants Sapphos and Discovery Works, as well as recent scholarship (e.g., Fruitful Legacy) and federal/state guidance (e.g., National Park Service: Preservation Brief, Secretary of Interior Standards) and would re- evaluate the Project Area per the CRHR criterion and CEQA guidelines. The memorandum'would consider if the project could cause a significant impact to a significant cultural resource, and would provide justification for this conclusion. Attached to the memorandum will be appropriate appendices including (but not limited to) past studies, Project Area maps, photographic simulations, historic research and images, records search information, site conditions, and DPR 523 series forms. URS Corporation 2020 East First Street, Suite 400 Santa Ana, CA 92705 Tel: 714.835.6886 Fax: 714.667.7147 mwurscorp.com I TAVA Development Company Project Change Order— December 2, 2011 Assumptions: • Project maps will be created by URS at scale sufficient to document clearly (e.g., 1" = 200', 1" _ 100') the limits of the survey coverage and the extent of the undertaking. Maps will be created with an aerial and topographic base. • Photographic simulations or conceptual plans depicting the proposed project will be provided by the Applicant or City. • Revised DPR 523 series forms will be prepared for the project area. • Photographs captured by previous consultants as part of earlier studies will be made available to the URS by the City. • Area of analysis would include only the properties directly acquired, used, or improved as part of the project. Properties outside of the project boundaries would not be analyzed as part of the supplemental memorandum for significance and impacts. • No additional fieldwork will be completed as pact of this assessment. Limited out -of -office research is anticipated, with no more than one research trip to a local historical society, archive, repository or library. • No more than two teleconferences with the City will be needed during preparation of the memorandum. • The memorandum will identify the project site as being eligible for listing to the local City register and the project would have a significant impact to historical resources for purposes of CEQA. • The memorandum will be peer reviewed before work is submitted to the City by a Principal -level staff in our Cultural Resources Group with experience in dealing with complex projects with cultural resource issues. • A draft of the technical memorandum will be submitted to the City for one round of review and comment. URS will respond to the City's comments in writing via a response to comments document and will make revisions to the supplemental technical memorandum as needed. Task 2 — Revise Cultural Resources DEIR Section. URS would revise the existing cultural resources DEIR section, which was circulated in July 2011. The DEIR section would include non - confidential information from the memorandum, and would substantiate the conclusions from the memorandum. The DEIR would include relevant figures, photographs, and background data. The supplemental technical memorandum will be appended to the revised DEIR. Assumptions: • Revised DEIR section would include changes to the following subsections: 5.4.1; 5.4.2; 5.4.3; and, 5.4.5 • Revised DEIR section would not include changes to mitigation measures CUL -1 through CUL -8 as indicated in Subsection 5.4.4, or any other sections of the DEIR City of Santa Ana Page 2 25B -7 TAVA Development Company Project Change Order— December 2, 2011 o Preparation of the DEIR would occur concurrently with the preparation of the revised memorandum. o City of Santa Ana Planning and Building Department would be the lead agency for CEQA, and that the DEIR will not require federal or state -level approvals as part of NEPA, Section 106 of the National Historic Preservation Act, or approval by agencies, commissions, or groups like the City of Santa Ana Historic Resources Commission, or the Office of Historic Preservation. o The revised DEIR will identify the project area as being eligible for listing to the local City register and the project would have a significant impact to historical resources for purposes of CEQA. . o No more than two teleconferences with the City will be needed during the preparation of the DEIR. • The draft revised Cultural Resources DEIR Section will be peer reviewed before work is submitted to the City by a Principal -level staff in our Cultural Resources Group with experience in dealing with complex projects with cultural resource issues. • A draft revised Cultural Resources DEIR section will be submitted to the City for one round of review and comment. URS will respond to the City's comments and will make revisions to the DEIR section as necessary. • URS will prepare a Notice of Availability to inform the public about the availability of the revised Cultural Resources Section only and submit to the City for distribution as needed. • URS will prepare a Notice of Completion & Environmental Document Transmittal Form for submittal to the State Clearinghouse. It is further assumed that the City will be responsible for sending any notices to a newspaper of general circulation, post the site, and mail hard copies of the Notice and revised Cultural Resources Section to any interested parties /agencies. Task 3 — Respond to Public Comments Following re- circulation of the revised DEIR section, URS will respond to public comments received by the City in writing via a response to comments document. A draft document will be prepared with responses to all comments received during the established public review period and will be submitted to the city for review and comment. The City will approve and accept URS' responses prior to the completion of this task and inclusion to the Final EIR. Assumptions: o No more than two teleconference meetings with the City will be needed during the preparation of the responses to comments. o The responses to comments will be peer reviewed before work is submitted to the City by a Principal -level staff in our Cultural Resources Group with experience in dealing with complex projects with cultural resource issues. o No more than two rounds of review and comment will be needed on the draft document. City of Santa Ana Page 3 TAVA Development Company Project Change Order— December 2, 2011 Task 4 — Participation in Hearings Due to the nature of the comments received to date on the DEIR, specifically related to concerns that the Cultural Study Report did not adequately assess the orchard, URS anticipates that additional participation by our cultural resources staff will be needed at public hearings to address this issue. Cultural resources staff participation to this extent was not included in the original scope of work, or subsequent change order. One URS cultural resources staff member will be available to attend up to three scheduled Planning Commission and /or City Council public hearings. Miscellaneous /Other Direct Costs The following direct costs, related to past and future efforts for the project, are also provided: • An audio of the August 22, 2011 Planning Commission Hearing was provided to URS on CD- ROM by the City of Santa Ana. Per the City's request, the audio CD was converted to a digital file and transcribed to Microsoft Word format. • Aerial photographs for use in revised documents. • Printing of revised documents. • Project - related travel (mileage). Cost Estimate The time - and - materials cost estimate to perform the work described herein is $21,739.00. Attachment A includes the detailed fee estimate. Thank you and we look forward to continue working with the City on this important project. Should you have any questions regarding this proposal, or would like to discuss the proposed Change Order tasks in detail, please call me at (714) 835 -6886. Sincerely, URS CORPORATION Maggie Fitzgerald Interim Division Manager Vice President Attachment A — Fee Estimate City of Santa Ana Page 4 W. 1 � J w-mm F&I M,LH LV-J TAVA Development Company Project Change Order — December 2, 2011 ATTACHMENT A Fee Estimate City of Santa Ana Page 5 25B -11 C G) C CL 0 N Q Q r r Q C) L t N Q N US LL O I Lr 25B -12 °0 Cl 00 °o CD !p .- V' ),- N Cl f� v M (5 •�} O r M; + V3 69 i O � U 61), o° U h N r M OD O O T =- o O o 0 0 0 :o. o 0 0 0 0 0 j c M cCD 6 0 9 0 (a co � O t' N; L N 69 o o c p CL U N Ua � b} _ O 0 0 0 O O "'Cl O L O O O O O O =Q; O O O O 69 O 69 O 69 .0 ` w O LO � � N N N: N M O O O �> � T O 0 0 0 0 0 ` O 0 0 0 O C) F O O O O O 0 O 0 0 69 0 69 �Cd; co N r C: Q O .0 L ++ 'q7 cli �V1- o a O U 63 6. 6'> to M O O O 0 0 C N O N r It N CO" 69 T O 0 0 0 0 0 C' G C L O Lei O 0 O 0 O 0 O 0 O 0 Q- O fl 00 lA 69 69 6% 'O` N N p � r r C to lA N O O O O rti c r r r W T O 0 0 0 O L O O O O O O to L p O O O O O O Q C N N r to In tp t0 69 w 63_. 69 69 � N O O e OL LL3 U o co q d• O o L_: a T L O O O O O O O m O LO W) W) O O O '- G r- 69 0 69 m L r 69 r 6} r 69 a U G) LO r r r O O tN _- O N d) - +� C f9 O N C 4) N N 4- - E ° E ° C Y ` Y N LX M - ~ a) 2 U C Q c `- CL O C II. (L N ' O CL a w U 02 am O o - _- x�x�� °o m0 m 0 m m h U h Q h h 2 Q ?- 25B -12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: AGREEMENT WITH TIBURON INC. TO PROVIDE MAINTENANCE OF THE COMPUTER AND DISPATCH SYSTEM \ \' XN ITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1St Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached amendment to the agreement with Tiburon Inc., for the annual maintenance and support of the Computer Aided Dispatch (CAD) System in an amount not to exceed $71,000 subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION On September 21, 2005, Council approved the agreement with Positron Public Safety Systems Corp., to provide annual maintenance and support of the Computer Aided Dispatch system for the Santa Ana Police Department. Tiburon purchased the Computer Aided Dispatch division of Positron, which is now a fully integrated business unit of Tiburon. The Police Department currently uses the CAD system to manage and dispatch all calls for service throughout the City. The Santa Ana Police Department wishes to continue services with Tiburon by amending said agreement which includes all services previously provided by Tiburon in relation to said system. The recommended action will allow for continuous service to the Santa Ana Police Department. FISCAL IMPACT Funds are available in the Police Department's Computer Services fund (account no. 01114425- 62300). '1 Paul M. Walters Chief of Police Department APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director 4- Finance & Mgmt. Services Agency 25C -1 25C -2 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this day of , 2012 by and between "the Parties," Tiburon, Inc., a Virginia corporation with its principle place of business at 6200 Stoneridge Mall Road, Suite 400, Pleasanton, California, 94588 (hereinafter "Tiburon" and /or "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City and /or the Client ")." RECITALS A. The City and Positron Public Safety Systems, Corp. (hereinafter "Positron "), entered into Agreement A- 2004 -229, dated September 21, 2005, by which Positron was to provide the Santa Ana Police Department with a Computer Aided Dispatch (CAD) system, Power CAD and related components. B. The City and Positron agreed upon Change Order #2 dated January 17, 2008 to the original agreement, A- 2004 -229, wherein Positron was to replace the originally agreed upon Computer Aided Dispatch (CAD) system, Power CAD, with another like system, IQ /CAD and its related components. C. Thereafter, Tiburon purchased the Computer Aided Dispatch division of Positron, which is now a fully integrated business unit of Tiburon. D. Thereafter, the Parties agreed that Tiburon would provide ongoing maintenance and support services relating to the above - referenced CAD system, as was required by City in order to ensure ongoing maintenance of said system. However, due to an oversight, this agreement was not executed in writing. Per agreement of the Parties, this Agreement is now made to include all services previously provided by Tiburon to City in relation to said system. E. The City has determined that it requires continued maintenance support services relating to the Police Department CAD system, and desires to retain a consultant having special skill and knowledge in this field. F. Consultant represents that Consultant is able and willing to provide such services to the City. G. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. 25C -3 NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement ( "Maintenance and Support Guidelines "), attached hereto and incorporated by reference. Included within the scope of this agreement are all services previously provided by Consultant to City in relation to the Police Department CAD system. 2. COMPENSATION City agrees to pay, and Consultant agrees to accept as total payment for all services provided by Consultant to City, a total sum not to exceed $71,000.00 during the term of this Agreement. 3. TERM This Agreement shall commence on the date first written above and terminate on December 30, 2012, unless terminated earlier in accordance with Section 12, below. The term of this Agreement may be extended upon a writing executed by the Executive Director of the Police Department and approved by the City Attorney. In order to provide for continuous uninterrupted service to City, this agreement shall include all services previously rendered by Consultant to City. 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer- employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: 25C -4 a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence and in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self - insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self - insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. f. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 25C -5 6. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the direct or indirect operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 7. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 8. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 25C -6 9. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 Fax 714- 647 -6956 With courtesy copies to: and City of Santa Ana Police Department City of Santa Ana 20 Civic Center Plaza (M -97) P.O. Box 1988 Santa Ana, California 92702 Fax: 714 - 245 -8094 Attn: Mike Watson, Corporal City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 Fax: 714- 647 -6515 To Consultant: Tiburon, Inc. 6200 Stoneridge Mall Road, Suite 400 Pleasanton, California, 94588 Fax: 925- 621 -2799 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 25C -7 10. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 11. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 12. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 13. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 25C -8 14. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 15. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 16. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY By: Teresa L. Judd Assistant City Attorney PAUL M. WALTERS Interim City Manager TIBURON, INC. Name: Title: 25C -9 25C -10 EXHIBIT A See agreement A- 2004 -229, page 112 25C -11 25C -12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: SECOND AMENDMENT TO AGREEMENT WITH GTSI CORPORATION FOR ADDITIONAL SERVICES (UASI FUNDED) t RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1st Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of Council to execute the attached agreement with GTSI Corporation, a Delaware Corporation, to amend the scope of services to add exercise planning and coordination support and to increase the compensation by an amount not to exceed $29,817. DISCUSSION The United States Department of Homeland Security has developed the Urban Areas Securities Initiative (UASI) funding program. UASI provides funds to local emergency first responders to enhance security and overall preparedness to prevent, respond to, and recover from acts of terrorism. The grant specifically provides for interoperable communication equipment, planning, training, and exercises. The City of Santa Ana acting through the Santa Ana Police Department in its capacity as a Core City and lead agency for the Anaheim / Santa Ana Urban Area under the Urban Areas Security Initiative ( "UASI "), has applied for, received and accepted a grant from the United States Department of Homeland Security, which developed the Interoperable Emergency Communications Grant Program ( IECGP). The IECGP provide funds to emergency first responders to improve interoperable emergency communications, including communications in collective response to natural disasters, acts of terrorism, and other man -made disasters. The Cal SIEC Southern Planning Area (SPA) is the governing body of the interoperable emergency communications and is responsible for, coordinating training and exercises, establishing Standard Operating Procedures, coordinating usage drills between operational areas that inspire solutions for improving regional interoperability. One of the methods SPA accomplishes this coordination is through exercises known as a "Radio Rodeos." Rodeos bring federal, state, and local agencies together to participate in exercises that will establish common usage procedures, interoperability channels and improving the understanding of the different communications systems. 25D -1 Second Amendment to Agreement with GTSI March 19, 2012 Page 2 The SPA plans to expand on the radio rodeo exercise concept by setting up regional cluster rodeos from San Luis Obispo and Mono counties, to the north, to San Diego and Imperial counties to the south. The radio rodeo clusters will establish communication links between all agencies and their respective systems and will be instrumental in locating any failures to communicate, which will be identified, examined and fixed. FISCAL IMPACT Funding is identified and budgeted through the FY 2010 Interoperable Emergency Communications Grant Program account (no. 12514488 - 62300 - 11428101186- 3501). Paul M. Walt &rs Chief of Police Department Exhibit: A. Change Order Request B. Second Amendment APPROVED AS TO FUNDS AND ACCOUNTS: 25D -2 Francisc o Gutierrez Executive Director Finance & Mgt. Services Agency SECOND AMENDMENT TO AGREEMENT THIS SECOND AMENDMENT TO AGREEMENT, entered into on this day of , 2012, by and between GTSI Corporation, a Delaware Corporation (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The parties entered into Agreement No. A- 2011- 113 -01, dated June 20, 2011, (hereinafter "said Ageement ") by which Consultant has provided administrative planning support, professional staff planning support and technical planning support. B. The parties entered into First Amendment to Agreement No. A -2011- 113 -01A, dated February 23, 2012, by which the scope of services was amended to change the method of instruction for deliverables 6 -11 to web based training courses. C. In accordance with the terms and conditions of said Agreement, the parties wish to amend the scope of services to add new Deliverable #28, "Exercise Planning and Coordination Support" training, and increase the compensation to pay for the additional services. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this Second Amendment to Agreement, the parties agree as follows: Section 1, SCOPE OF SERVICES, shall be amended to have Consultant provide training courses for new Deliverable 928, as set forth in Exhibit A, "Change Order Request," dated February 22, 2012. Section 2, COMPENSATION, shall be amended to increase compensation by an amount not to exceed $29,817.00 to pay for the additional services. 25D -3 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Agreement on the date and year first written above. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY Teresa L. Judd Assistant City Attorney CITY OF SANTA ANA Paul M. Walters Interim City Manager GTSI CORPORATION Ellen Hudson Contract General Manager 25D -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: AMEND AGREEMENT WITH FATPOT TECHNOLOGIES, INC. FOR SERVERS AND TO REMOVE THE CITY OF BREA (UASI FUNDED) &TV NMI I sit, 1 AG RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute the first amendment with FATPOT Technologies, Inc., to remove City of Brea from the county wide CAD to CAD project and to increase compensation by an amount not to exceed $90,000 for three new servers. DISCUSSION In August 2009, through Resolution 2009 -042, City Council accepted the 2009 Urban Area Security Initiative grant. Projects within the grant have been identified to enhance Interoperable Communications. The FATPOT project is a regional effort to provide bi- directional interfaces between the six fire communications centers in Orange County. This will allow for Computer Aided Dispatch (CAD) to CAD communications, rather than land line inquiries and requests for mutual and automatic aid. The Homeland Security Division / UASI unit is the project lead. The City of Brea has opted to not participate in the county wide CAD to CAD project and therefore has been removed from the scope of work. FATPOT Technologies, Inc. has also determined that the countywide CAD to CAD project requires a hardware modification. When the project was first outlined, the budget was based on utilizing the existing hardware infrastructure already in place in the county. However, the three servers currently in operation are past the five year point for optimal operation and are starting to show performance issues, which will negatively impact the success of the project. To ensure the success of the CAD to CAD project new hardware infrastructure for the three county wide AVL servers needs to be deployed in order to handle the increased demands imposed by the CAD to CAD project. FISCAL IMPACT Funding is identified and budgeted through the 2009 Urban Area Security Initiative grant (account no. 12514407- 62300 - 10426901182- 3495). Paul M. Walters Chief of Police Department Exhibit: A. Statement of Work B. First Amendment APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Mgt. Services Agency 25E -1 25E -2 FIRST AMENDMENT TO AGREEMENT THIS FIRST AMENDMENT TO AGREEMENT, entered into on this day of 2012, by and between FATPOT Technologies, A Utah Corporation (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The parties entered into Agreement No. A- 2011 -184, dated August 1, 2011, (hereinafter "said Agreement ") by which Consultant has provided bi- directional interfaces for between countywide communication centers. B. In accordance with the terms and conditions of said Agreement, the parties wish to amend the Scope of Services to remove the City of Brea from the CAD2CAD project and to provide that Consultant shall provide new servers for regional projects and to increase compensation to pay for the new servers. WHEREFORE, in consideration of the covenants contained in said Agreement, and subject to all the terms and conditions of said Agreement, except those amended in this First Amendment to Agreement, the parties agree as follows: 1. Section 1, SCOPE OF SERVICES, shall be amended to remove the City of Brea from the CAD2CAD project and to require Consultant to provide the City with 2 new servers, as set forth in Exhibit A to this Agreement. 2. Section 2, COMPENSATION, shall be amended to increase compensation by an amount not to exceed $90,000.00 to pay for the new servers. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Agreement on the date and year first written above. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: OFFICE OF THE CITY ATTORNEY Teresa L. Judd Assistant City Attorney CITY OF SANTA ANA Paul M. Walters Interim City Manager FATPOT Technologies, Inc. Name: Title: 25E -3 25E -4 r„E C0 O w +C Exhibit A FATPOT TECHNOLOGIES Orange County Regional CAD Interoperability Project Statement Of Work February 22, 2012 FATPOT TECHNOLOGIES 25E -5 fV,0„ Project Scope: -*. FATPOT TECHNOLOGIES This project is a migration from the Keystone CAD2CAD message switch to the FATPOT CADfusion product. This migration will allow for a central interface for all current and future county wide projects as well as allow all participating agencies to operate in the CAD2CAD environment. The project addresses several gaps in the Keystone message switch. These gaps were identified in the county wide AVL project. During the AVL implementation process, it was discovered that the FATPOT CADfusion product does not require a custom or one -off interface for each CAD implementation in the county. The Keystone message switch forces each CAD to write a custom interface to the message switch. This forces each agency to utilize a non standard CAD interface. The project addresses the Costa Mesa CAD issue where the Motorola CAD is written to version 1.0 of the message switch. This version of the switch only supports a single or direct connection to MetroNet. Costa Mesa is currently not part of the overall CAD2CAD infrastructure since they can only communicate to MetroNet and not any other agencies via the message switch. The issue of custom or one off interfaces for each agency is addressed and subsequently corrects the Costa Mesa issue, allowing the entire county to participate in the CAD2CAD infrastructure. The project will have a regional impact by creating a single central interface for not just CAD2CAD, but for other projects, such as the ePCR project hosted by OC Health as well as a possible county wide MUM project. The FATPOT product will also support future projects such as a county wide RMS2RMS project. Scope Of Work: FATPOT Technologies will provide Bi- Directional interfaces for CAD data to Costa Mesa, Laguna Beach, Metronet, Orange County Fire (OCFA), and Santa Ana Fire and link these into existing CADfusion TM installations already in place from the Regional AVL Project. The interfaces to Laguna Beach, Metronet, and Santa Ana are already in place from existing work. FATPOT will migrate these interfaces to a CADfusion TM Server at the Metronet dispatch center and then build out interfaces to Costa Mesa and OCFA. In addition to software licensing, FATPOT will provide professional services in the form of: • Project Management • On -Site Meeting and Coordination • Installation and Configuration of Software • Testing and Documentation of the overall system • Overall project fiscal management • Subcontracting to Intergraph and Keystone for interface work 2 25E -6 SGE CC)U V O t sy 4 FATPOT TECHNOLOGIES This work can be broken down into the following finite steps: 1. Project Kickoff 2. Confirm final system design with County agencies 3. Prep Metronet FATPOT Server 4. Begin contracting with Intergraph and Keystone 5. Migrate Laguna Beach CADfusion Server to Metronet (Currently at OCFA) 6. Establish SOP for common code set maintenance 7. Convert to model where Metronet codes are Metronet specific and now mapped to new COMMON code set 8. Migrate Santa Ana CADfusion to Metronet 9. Migrate Laguna Beach from Keystone Interface back to standard InterCAD on CADfusion 10. Establish Test link to Orange County Fire Authority 11. Migrate Orange County Fire Authority to CADfusion 12. Establish Test link to Costa Mesa 13. Migrate Costa Mesa to CADfusion Based on this breakdown, the project can be broken down into 8 milestones: 1. Project Kick Off /Approved Statement of Work (price point $79,000) 2. Provide new servers for Regional projects (price point $110,000) 3. Establish basic project structure and documentation (price point $10,000) 4. Migrate Laguna Beach and SA onto the Metronet Server (price point $1,000) 5. Migrate OCFA onto the Metronet Server (price point $33,000) 6. Migrate Costa Mesa onto the Metronet Server (price point $33,000) 7. Convert central management of CAD Sharing from Keystone to CADfusion TM 8. Final Acceptance and Maintenance activation (price point $16,000) Subcontracting costs are billed up front to support cost scheduling with vendors and purchase of equipment. Maintenance included in this SOW: Annual maintenance fee Calendar year 2011 —12 included in first year Annual maintenance fee Calendar year 2012 —13 prepaid Maintenance not included in this SOW: Annual maintenance fee fiscal year 2013- 2014 and beyond. 3 25E -7 GE Cp t`Ag- 0 A FATPOT TECHNOLOGIES This fee will be the responsibility of each agency at a cost sharing price of 2,667.00 per the six participating agency per annual renewal. The cost sharing strategy is predicated on six participating agencies. In the event that any one agency discontinues participation, the remaining agencies shall be responsible for the cost share balance. FATPOT Technologies reserves the right to increase maintenance costs after fiscal year 2014 -15 at a rate of 2% annually. All work outlined in this document is to be completed by 3/31/2012. 4 25E -8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: AGREEMENT WITH CLIPPER CREEK INC. FOR ELECTRIC VEHICLE (EV) CHARGING STATION UPGRADES R.0 /4�IT MAN RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 151 Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached agreement with Clipper Creek Inc. to upgrade the two Electric Vehicle (EV) Charging Stations at the Santa Ana Regional Transportation Center under the State - funded Reconnect California Program at no cost to the City, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION In September 2011, the Executive Management Team adopted a 5 -Year Alternative Energy Strategic Plan to move City fleet operations from conventional fuel (gasoline and diesel) to alternative energy such as Compressed Natural Gas (CNG), electricity, hydrogen, and propane. Currently, only 5% of the City fleet is powered by alternative energy. This includes 12 street sweepers on CNG; 27 hybrid cars, 5 of which run on hydrogen; 9 electric - powered utility vehicles; and 1 forklift fueled by propane. The goal of the Strategic Plan is to increase this 5% rate to 75% in five years by gradually retrofitting or replacing fleet equipment. The fueling infrastructure to support the alternative breed of fleet equipment is also addressed in the Strategic Plan. The Finance Department's Facilities -Fleet Management - Central Stores (FMCS) Division presently operates CNG and hydrogen fueling stations in addition to gasoline and diesel pumps. However, these facilities are exclusively for City fleet operations. The Strategic Plan proposes to develop electric, propane, and E85 (85% Ethanol) fueling stations to be used not only by City fleet operators but also by Santa Ana residents and the community at large. These publicly accessible facilities will be equipped with credit card readers to capture City revenue from the sale of alternative fuel to the public. The City expects to reap economic, environmental, and public health benefits by switching from conventional fuel to alternative energy. Economic benefits include the aforementioned revenue from public fuel sales and hard dollar savings from the lower unit cost of alternative fuel. Consider, for instance, the current per - gallon cost of $1.80 for CNG vs. $3.66 for diesel; or fully charging an electric car for a total cost of $3.00 vs. filling up a 14- gallon gas tank at $3.85 per gallon. 25F -1 Agreement for Electric Vehicle Charging Station Upgrades March 19, 2012 Page 2 Environmental benefits include more clean air and less hazardous waste. Cleaner air would result from the smaller carbon footprint and lower emission levels generated by alternative -fuel equipment. Hazardous waste would also be reduced as cars powered by BEV (Battery Electric Vehicle) and PHEV (Plug -in Hybrid Electric Vehicle) technology use less, if any, oil- related products such as transmission fluid and fuel filters. The Santa Ana community also gains from a public health perspective. Medical practitioners have long linked air pollution, which consists largely of emissions from automobiles and trucks, to cardiopulmonary morbidity and mortality. Medical and socio- economic studies have assembled strong evidence that diesel and other gaseous exhaust contribute to urban health problems such as asthma, bronchitis, emphysema, and lung cancer. Related findings have also identified diesel fuel emission as a health risk factor that disproportionately affects low- income urban neighborhoods. The move away from gasoline and diesel and into alternative energy is part of the City's response to concerns about air pollution as a major health risk for Santa Ana's residents and daytime population. Alternative energy plan implementation will be funded by a combination of City and grant monies. Thus far, FMCS has secured grant funding of over $600,000 for the acquisition of seven heavy -duty propane trucks, six diesel emission control systems, two electric vehicle charging stations, and a new propane station. The grant funds will also help pay for upgrades to the CNG fueling station and modifications to the City fleet maintenance facility (e.g., retrofitting the Corporate Yard Car Wash to run on solar energy). The 2012 Action Plan focuses on fleet equipment and fueling infrastructure to implement the Propane and Electric components of the Alternative Energy Strategic Plan. At this juncture, staff requests Council approval of the attached agreement with Clipper Creek for delivery and installation of two credit card - enabled Electric Vehicle (EV) charging stations valued at $3,000 each under the Reconnect California Program. This Program is funded by the California Energy Commission which awarded Clipper Creek a $2.3 million grant to upgrade 600 existing publicly available AVCOM EV chargers throughout the State (including three chargers in Santa Ana) with new SAE J1772 units at no cost to the site owners. The new SAE J1772 charging standard has been adopted universally by all the BEV and PHEV automakers in the United States. Two of the three Santa Ana chargers are on public property at the Santa Ana Regional Transportation Center (SARTC). The third charger is on private property at the Main Place Mall area and has already been upgraded. Subject agreement refers to the two chargers at the SARTC. Fiscal Impact There is no fiscal impact associated with this action. The California Energy Commission grant fully pays for the purchase and installation of new chargers and disposal of the old units. Francisco Gutierrez Executive Director Finance & Management Services Agency (Raul Godinez Executive Director Public Works Agency 25F -2 RECONNECT CALIFORNIA CHARGE STATION AND INSTALLATION AGREEMENT Site Owner: Site Location: (Charging Site) As an existing public electric vehicle charge station site owner ( "Site Owner"), Site Owner is being provided an opportunity to upgrade one or more electric vehicle charge stations ( "Charge Stations ") to the new SAE - 117721"' standard (CS -40, manufactured by ClipperCreek, Inc. ( "CCI ") ) to be installed by its Program Partners, under the Reconnect California Program (the "Program "). The Program has been funded in part under the terms of PON -09 -005 from the California Energy Commission ( "CEC "). In order for Site Owner to receive its Charge Station upgrade and installation, Site Owner agrees to all of the following terms and conditions: 1. Grant Recipient: ClipperCreek, Inc. Auburn, CA - Grant Recipient and Program Manager CCI Program Partners: EV Connect, Inc. of Culver City, CA - Installer Tom Dowling, Folsom, CA —Coordinator 2. Charge Stations. Site Owners Charge Station upgrade is set forth in this section. CCI Model Number CS -40 Number of Charge Stations: Exhibit "A" to this Agreement sets forth the specific Charge Station(s) and the location(s) in which the Charge Stations are to be upgraded and installed. 3. Shipment and Delivery. CCI will pay for the cost of standard delivery charges of the Charge Stations to Site Owner's locations. CCI shall choose the method by which Charge Stations are to be delivered. 4. Installation. (a) Installation of the Charge Stations will be performed by CCI Program Partners. Site Owner agrees to indemnify and hold harmless, CCI, CCI Program Partners, and their officers, directors, employees, shareholders from all losses, costs, expenses, claims and /or other charges Incurred by any of them as a result of the failure by Site Owner to observe each of the applicable reporting, and access requirements outlined in section 11 of this agreement. 5: Warranty, The Charge Stations will be covered by the terms of CCI's and CCI Program Partners' standard product and installation warranties, respectively, for a period of one (1) year from the date of installation. Should Site Owner wish to obtain an extended product or installation warranties, Site Owner should contact CCI Program Partners for a description of applicable terms and conditions. 6. Additional Products and Services. In the event that Site Owner desires to purchase additional Charge Stations and /or related products or services, this transaction will be handled outside of this agreement. 7. Access to the Public. All of the Charge Stations will be installed in a manner and in locations that make them available for access and use by the general public. The Charge Stations and the facilities, 25F -3 in which they are located, shall be kept clean and in good repair. Site Owner agrees to maintain appropriate signage that clearly and prominently identifies and, where appropriate, provides directions to the Charge Stations so that they may be easily located by drivers of electric vehicles. Site Owner shall promptly call CCI Program Partners, in order to arrange for the repair of any non- functioning Charge Stations. 8. Representations and Warranties. Site Owner represents and warrants to CCI and CCI Program Partners that: (i) Authority -- Site Owner has the power and authority to enter into and be bound by this Agreement and to authorize the replacement or installation of the Charge Stations and any other electric vehicle charge products or services at the location(s) (the "Locations ") set forth in Exhibit "A "; (ii) No Violation With Existing Site Owner Electrical Supply or Other Agreements -- Site Owner assumes all responsibility that the electrical usage of the Charge Stations will not violate or otherwise conflict with the terms and conditions of any applicable electrical purchase or other agreement including, without limitation, any lease, to which Site Owner is a party; (iii) Installation of Charge Stations Will Not Violate Any Other Agreements or Laws -- Site Owner will not install or attach, or allow to be installed or attached, Charge Stations on or to infrastructure not owned by Site Owner without proper authority or consent, and will otherwise observe all applicable governmental or other restrictions (whether by agreement or otherwise) applicable to the Locations; and (iv) Compliance Laws -- Site Owner will comply with all applicable laws. 9. Further Representations and Warranties for Tenants. If the Charge Stations are to be installed at one or more locations at which Site Owner is a tenant rather than the owner thereof, Site Owner represents and warrants to CCI that Site Owner has received all consents from its landlord(s) that are necessary for the installation of the Charge Stations in a manner that does not violate its lease. Site Owner shall promptly reimburse CCI for any costs incurred by It, any of its Authorized Distributors or Certified Network Contractors, including, without limitation, reasonable attorneys fees, as a result of the installation of Charge Stations in violation of this section. 10. Publicity. Site Owner agrees to permit CCI and CCI Program Partners to use its name, in a manner reasonably approved by Site Owner, for purposes of publicizing the Program. For these purposes CCI and CCI Partners will inform Site Owner, in writing, at least ten (10) days, or less (if mutually agreed by Site Owner and CCI and CCI Partners), prior to using Site Owners name or its intent to do so, and will provide Site Owner with copies of any press releases, advertisements or other promotional materials in which Site Owner's name is to be used for review and approval. Site Owner's consent to such use will be presumed if Site Owner does not object within five (5) business days of actual receipt of notice from CCI and CCI Partners under this section. 11. Access (1) Charging Site Location. CCI and CCI Program Partners are hereby granted access to the Site Location, sufficient notice, to perform the site evaluation and subsequent upgrade of the EVSE units at the Site Location. (ii) Electrical Panel. Charging Site is aware and agrees that the upgrade project will require CCI and CCI Program Partners to have access to the electrical panel supporting the EVSE(s) and hereby agrees to make someone available to allow such access to the electrical panel as required access and authorization. 25F -4 (iii) Additional Upgrades. If more than one site visit is required, i.e., not all EVSE(s) are upgraded at the same time, to accommodate, smart grid upgrades or data collection Site Owner agrees to provide the same access for each visit. (iv) Removed EVSEs. Site Owner agrees to allow CCI and CCI Program Partners to dispose of the removed EVSEs as they see fit. — (v) Data Collection. CCI and CCI Program Partners are hereby granted access to the Charging Site location for the purpose of the collection of data, which shall remain anonymous related to the EV Driver. Access shall be unrestricted except as herein stated: (vi) Smart Grid Upgrades. CCI and CCI Program Partners are hereby granted access to the Charge Site location and corresponding electrical panel, upon ,scheduling required access with the city, for the purpose of performing the initial site evaluation, charging station upgrade and subsequent smart grid module installation. (vii) Public Database. Charge Site grants CCI and CCI Program Partners permission to make the Charging Station Location and upgrade information publicly available through electronic databases. 12. No Amendment or Modification. No modification, amendment or waiver of this Agreement shall be effective unless in writing and either signed or electronically accepted by the party against whom the amendment, modification or waiver is to be asserted. 13. Waiver. CCI and CCI Program Partners failure at any time to require Site Owner's performance of any obligation under this Agreement will in no way affect the full right to require such performance at any time thereafter. CCI and CCI Program Partners failure to exercise any of its rights provided in this Agreement will not constitute a waiver of such rights. No waiver will be effective unless in writing and signed by a CCI and CCI Program Partners authorized representative. Any such waiver will be effective only with respect to the specific instance and for the specific purpose given. 14. Applicable law. This Agreement will be construed, and performance will be determined, according to the laws of the State of California without reference to such state's principles of conflicts of law and the state and federal courts of California shall have exclusive jurisdiction over any claim arising under this Agreement. 15. Insurance. (i) CCI and CCI Program Partners shall maintain, at it's own expense during the term of this Agreement, Workers' Compensation & Employer's Liability, or ensure that it's Agents provide the same insurance specified below with respect to it's employees, contractors or subcontractors accessing the Charging Site location pursuant to this Agreement. (ii) CCI and CCI Program Partners shall not be required to maintain any employment relate_ d insurance for any employee, contractor or agent of Site Owner, whether or not said person is engaged in the Initial Upgrade or Access. (iii) CCI and CCI Program Partners shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or 25F -5 occurrence arising out of CCCI or CCI Program Partner's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts.of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self - insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 16. Regulations and Instructions. (i) CCI and CC] Program Partners agrees at all times to comply with all federal, state and local laws, ordinances, rules and regulations applicable to electronic vehicle charging units in California. (ii) Site Owner agrees at all times to comply with all federal, state and local laws, ordinances, rules and regulations applicable to hosting an electronic vehicle charging site in California. Site Owner shall indemnify and hold harmless, CCI and CCI Program Partners from any 3rd party claim arising from or relating to the real property at the Charging Site used by the EV Drivers use of the Charging Site. (iii) CCI and CCI Program Partners shall only permit personnel properly instructed in the characteristics and safe handling methods associated with Installation and data collection of the charging units to perform work at the site. 17. Severability. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way. 18. Assignment. Site Owner may not assign any of Site Owners rights or obligations under this Agreement, whether by operation of law or otherwise, without the prior written consent of CC). 19. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which, taken together, shall constitute but one and the same document. CLIPPERCREEK, INC. EV CONNECT INC. SITE OWNER City of Santa Ana By: By: By: Name: Jason France Name: Jordan Ramer Name: Paul M. Walters Title: Chief Executive Officer Title: Chief Executive Officer Title: City Manager Recommended for Approval: Raul Godinez, 11 Executive Director - PWA ATTEST: Maria D. Huizar Clerk of the Council 4 I_:;.uc t .Mitt '.-e( 7 25F -6 f.- -klunt City Attorney EXHIBIT "A" DESCRIPTION OF AWARDED CHARGE STATIONS AND INSTALLATION LOCATIONS Charge Station Model Number Installation Location ClipperCreek CS -40 w/ Credit Card Reader 1000 E Santa Ana Blvd, Santa Ana, Ca 92701 5 25F -7 25F -8 L I P P E R C R E E K, INC. 1 1850 Kemper Road N N O V AT I V E INFRASTRUCTURE FOR Suite #E • Auburn, CA 95603 • (530) 887 -1674 LECTRIC AND HYBRID VEHICLES 956039(5 0 887-16 E)IN Reconnect California Grant Outline: (Site Identifier Form) Funded through CEC PON -09 -006 ClipperCreek has received grant funding through the California Energy Commission (CEC) to replace and update existing EVSE (Electric Vehicle Supply Equipment) infrastructure to the new SAE J1772 standard. Through the grant funding we are able to offer the replacement and installation of the new SAE J1772 compliant EVSE(s) at no charge to qualified sites. The replacement chargers will be provided by ClipperCreek and the installation work will be done by a certified contractor partnering with ClipperCreek for this program. What the grant covers: - New EVSE (CS -40) to replace existing obsolete infrastructure - Installation of new CS -40 EVSE - Proper disposal of removed /obsolete EVSE If you are interested in taking advantage of this phenomenal opportunity I will need the following information from you. Site Owner /decision maker name and title: Contact Information: Site Address: On Site Contact Name and Phone Number: *Please include site photos if you have them* Thank you for your time. Please provide the above requested information to ClipperCreek in order to move onto the next step of the upgrade process. Upon site approval we will be contacting you to begin the installation process by scheduling a pre install inspection, which will be followed by the installation of your new upgraded EVSE's. Mail To: ClipperCreek, Inc. Attn: Will Barrett 11850 Kemper Rd #E Auburn, CA 95603 Email To: Will e,ClipperCreek.net Call in To: 530- 887 -1674 Ex 303 Office Use Only: Date entered into install queue: Site ID Number: 4/4/2011, WPB, Reconnect California Grant—Site Identifier (2).docx 25F -9 Page 1 of 1 25F -10 C LI PPER C REEK, INC. INNOVATIVE INFRASTRUCTURE FOR ELECTRIC AND HYBRID VEHICLES 11850 Kemper Road Suite #E • Auburn, CA 95603 • (530) 887 -1674 • Fax (530) 887 -8527 CE) 0 Reconnect Ca Grant Program Fact Sheet The Program - The California Energy Commission (CEC) together with ClipperCreek have funded a program to upgrade existing publicly available EV charging infrastructure to the new SAE J1772 charging standard that has been adopted universally by all the BEV (battery electric vehicle) and PHEV(plug in hybrid electric vehicle) automakers in the US. Together, the CEC and ClipperCreek have funded 100% of this upgrade so that it will be at NO COST TO YOU, the site owner Basic Grant Requirements - To qualify for grant funding under the Reconnect Ca grant program a site must meet the following requirements: 1.) Charge site must be accessible to the general public. 2.) "Legacy" EV charging infrastructure must be in place at the site. 3.) 1 SPI (Small Paddle Inductive) charger must remain in place where SPI chargers are currently installed. 4.) Site owner must agree to allow ClipperCreek to collect kWh usage information from the grant funded equipment. 5.) The grant funded equipment will be "Smart grid" ready. 6.) Site must be approved for funding by ClipperCreek and the CEC. Equipment that will be installed with grant funding — This is a list of the equipment that will be installed with grant funding and corresponding circuit requirements: l.) ClipperCreek CS -40 EVSE a. Input power requirements - 208 -240 VAC 40 Amp dedicated branch circuit (this is the same power requirement as existing legacy equipment). 2.) ClipperCreek Pedestal (will be installed if required) a. 4' tall cold rolled steel pedestal for mounting the CS -40 — these will be installed at eligible locations where pedestal mounted EVSEs currently exist. 3.) Smart grid meter module — This is a module that will be installed inside the CS -40 EVSE, the module will contain a utility grade meter, and will offer demand response control to the local utility. 4.) Once the equipment is installed it will be the property of the site owner, however ClipperCreek will reserve the right to collect kWh usage data from the EVSE for a period of up to 2 years after the install. What this Grant covers — This grant program will provide funding for the following: 1.) Removal of the obsolete "Legacy" EVSE(s). 2.) New J 1772TM compliant EVSE(s) with a "Smart Grid" ready module. 3.) Installation of the New J 1772TM compliant EVSE (CS -40) performed by our install partner EVConnect. 4.) Installation of the "Smart Grid" ready module. Grant Participation Process — This is a step by step breakdown of the grant from a sites request to participate, to grant funding approval, and through the install and data collection process: 1.) The site will fill out a Reconnect Ca grant site identifier form. a. To get the process started an interested site owner will need to fill out a "Site Identifier Form" for each site they would like considered for upgrade through this program. 2.) ClipperCreek will qualify and approve or deny the site for grant funding. If the site is approved we move to step 3. 3.) ClipperCreek will provide the site owner with a "Reconnect CA Site Agreement" document; the site owner will need to sign this document. a. This form is what gives ClipperCreek access to the site and permission to perform the upgrades and return to the site to collect kWh usage data from the charging stations Smart grid ready module. 4.) The site will be entered into the install scheduling queue. a. Once the site has returned the Reconnect Ca Site Agreement document the site will be entered into our install scheduling queue. b. The turn around time from entering the schedule queue to having an install scheduled has been 2 -4 weeks depending on scheduling availability. 5.) The install will be preformed by our install partners for this grant program EVConnect. 6.) A ClipperCreek Technician will return to the site to install a Smart Grid Module in early 2012. 7.) A ClipperCreek Technician will return to collect kWh usage data in late 2012. 9/8/2011, WPB, Reconnect Ca Grant Program Fact Sheet (3).docx 25F -11 25F -12 25F -13 Reconnect California Grant Program "California's Program to Update EV Charging Infrastructure" Program Administrator: ClipperCreek, Inc. CEC Grant Program Presentation CVS, Granite Bay, CA 95746 Santa Monica Airport, Santa Monica, CA 90405 CLIPPERCREEK, INC. INNOVATIVE INFRASTRUCTURE FOR a ELECTRIC AND HYBRID VEHICLES 25F -14 61h Street Lot, Temecula, CA 92590 "Plug -ins" are Here and More Are Coming ... Ford Focus EV 2012 Smart Fortwo 2011 Toyota RAV4 EV 2012 CLIPPERCREEK, INC. INNOVATIVE INFRASTRUCTURE FOR ® ELECTRIC AND HYBRID VEHICLES Nissan Leaf 2010 Ford Transit Connect Fisker Karma 2012 25F -15 Chevy Volt 2010 Toyota Prius 2012 BMW ActiveE 2012 Reconnect CA —The Program • The California Energy Commission (CEC) together with ClipperCreek have funded a program to upgrade existing publicly available EV charging infrastructure to the new SAE J1772 charging standard • The SAE J1772 standard has been adopted universally by all BEV (battery electric vehicle) and PHEV (plug in hybrid electric vehicle) automakers in the US. • Together, the CEC and ClipperCreek have funded 100% of this upgrade so that it will be at NO COST TO YOU, the site owner Electronic Arts, Redwood City, CA 94065 - Before Before ♦� CLIPPERCREEK, INC. INNOVATIVE INFRASTRUCTURE FOR ® ELECTRIC AND HYBRID VEHICLES Aft r* . _ ..,_, Electronic Arts, Redwood City, CA 94065 - After 25F -16 CEC Grant- Funded J1772 EVSE Upgrade Public Charging Sites • One of the largest EV infrastructure programs in California • "Legacy" EVSE installation qualifies site for no cost upgrade • Upgrades to the new J 1772 standard will be no cost to the Site owners ClipperCreek upgrades began July '11 and will conclude in June 2012 To date over 100 Legacy EVSEs have been upgraded • This program has limited equipment available and the upgrade deadline is fast approaching — Contact ClipperCreek today to ensure your sites grant funded equipment allocation. CLIPPERCREEK, INC. INNOVATIVE I NFRASTRUCTURE FOR ® ELECTRIC AND HYBRID VEHICLES 25F -17 9,.° s..n,rvm ii Joie G h� www.EVChargerNews.com E Charging 101... EVSE — Electric Vehicle Supply Equipment • EVSEs serve primarily as a SAFETY device between the Power Grid (Building Power Supply) and the electric vehicle. • The safety of the unit includes: • Safety Electronics (GFI) • Vehicle Charging Cord • SAE - SAE- ,11772TM compliant connector • SAE Communications Interlock • Pilot Signal Control Circuit Interface with the vehicle CLIPPERCREEK, INC. INNOVATIVE INFRASTRUCTURE FOR ® ELECTRIC AND HYBRID VEHICLES .40 25F -18 CEC Grant funded EVSE Product UC Davis, Davis, CA 95618 • ClipperCreek CS -40 EVSE will replace existing, outdated EVSEs • Input Power: 208 -240 VAC 40 Amp dedicated branch circuit (this is the same power requirement as existing legacy equipment). • Output Power: 30 Amps, 7.2kW Maximum • ClipperCreek Pedestal — Fits the same footprint as existing pedestals 4' tall Cold Rolled Steel — For mounting the CS -40 • Charge station hardware and installation are provided to the grant recipients at no cost under the Reconnect California program! r1 CLIPPERC�REEK, INC. `J INNOVATIVE INFRASTRUCTURE FOR ® ELECTRIC AND HYBRID VEHICLES 25F -19 Basic Grant Requirement To qualify for grant funding under the Reconnect Ca grant program a site must meet the following requirements: 1.) Charge site must be accessible to the general public. 2.) "Legacy" EV charging infrastructure must be in place at the site. 3.) 1 SPI (Small Paddle Inductive) charger must remain in place where SPI chargers are currently installed. 4.) Site owner must agree to allow ClipperCreek to collect kWh usage information from the grant funded equipment. 5.) The grant funded equipment will be "Smart grid" ready. 6.) Site must be approved for funding by ClipperCreek and the CEC. L C11 C LIPPER[ "'REEK, INC. INNOVATIVE INFRASTRUCTURE FOR ELECTRIC AND HYBRID VEHICLES Marriott, Palm Desert, CA 92260 25F -20 "Top 5 Reasons To Do This" Lowes, Elk Grove, CA 95624 • Upgrade old outdated equipment to the latest new equipment at No Cost! • Attract PEV owners to spend more time at your location. • Opportunity for PR as an owner committed to Green sustainability, and energy independence. • Site location advertised through location mapping web sites and smart phone applications. • Value of new equipment far exceeds the near term cost of electricity used - Instant payback! CLIPPERCREEK, INC. INNOVATIVE INFRASTRUCTURE FOR ® ELECTRIC AND HYBRID VEHICLES A0 AMA 25F -21 CLIPPERCREEK, INC. INNOVATIVE INFRASTRUCTURE FOR ELECTRIC AND HYBRID VEHICLES Grant funded equipment upgrades are Awarded on a first come first serve basis. Sign up Today to Take Advantage of This Program Thank You ... Will Barrett Will@ClipperCreek.net (530)- 887 -1674 ex 303 CCLIPPERCREEK, INC. INNOVATIVE INFRASTRUCTURE FOR ® ELECTRIC AND HYBRID VEHICLES 25F -22 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 19, 2012 TITLE: NOTICE OF INTENT TO WITHDRAW AS A HAZARDOUS MATERIALS PROVIDER AGENCY TO THE ORANGE COUNTY -CITY HAZARDOUS MATERIALS RESPONSE AUTHORITY E 1\ .! _ � • RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1st Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Adopt a resolution authorizing the City Manager to execute on behalf of the City of Santa Ana, all actions necessary to withdraw as a Provider Agency and to terminate all obligations to the Orange County -City Hazardous Materials Emergency Response Authority ( OCCHMERA). DISCUSSION The City of Santa Ana is a Provider Agency with the OCCHMERA, a Joint Powers Authority. Provider agencies in the County are those fire agencies that provide Hazardous Materials team services to jurisdictions that do not have teams. The recent decision to outsource the fire department to the Orange County Fire Authority necessitates the adoption of a Resolution to withdraw from OCCHMERA and terminate all obligations under the current agreement. FISCAL IMPACT Revenue account 01115002 -53506 Hazard Materials JPA Reimbursement will dissolve. The revenue varies each fiscal year depending on the response load. Historically, fiscal revenue is less than $20,000. Francisco Gutierrez Executive Director" J Finance & Management Services Agency 55A -1 55A -2 ROH: 03/19/12 RESOLUTION NO. 2012 -xx A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AUTHORIZING THE WITHDRAWAL OF THE CITY OF SANTA ANA AS A HAZARDOUS MATERIALS PROVIDER AGENCY TO THE ORANGE COUNTY -CITY HAZARDOUS MATERIALS EMERGENCY RESPONSE AUTHORITY BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The County of Orange and the Cities of Anaheim, Huntington Beach, Newport Beach, and Santa Ana initially entered into a Joint Powers Agreement creating the Orange County -City Hazardous Materials Emergency Response Authority ( OCCHMERA). Subsequently, the Orange County Fire Authority (OCFA) was formed and became a provider member in place and instead of the County of Orange, and Newport Beach elected to withdraw as a provider, thus leaving the OCFA and the cities of Anaheim, Huntington Beach, and Santa Ana as the current membership of the Authority. B. The Provider Agencies of the OCCHMERA provide hazardous materials emergency response services throughout the County. The expenses of the Provider Agencies are partially offset by revenue from agencies, persons, and entities receiving service, those responsible for the emergency, and grant programs. C. On March 5, 2012, the City of Santa Ana entered into a contract to outsource the Fire Department and related services to the OCFA. As a result, the City of Santa Ana can no longer participate in the OCCHMERA. Thus, the City of Santa Ana must withdraw from the Authority and terminate all obligations under the current agreement. D. Pursuant to section 8.2 of the Joint Exercise of Powers Agreement of the OCCHMERA, withdrawal from the Authority requires written notice and a Resolution or Minute Order from the governing body of the Provider Agency authorizing the withdrawal. 55A -3 E. This matter came before the City Council of the City of Santa Ana at its regular meeting of March 19, 2012. The City Council considered all testimony, written and oral, before rendering this decision. Section 2. The City Council of the City of Santa Ana hereby approves and authorizes and empowers the City Manager to execute on behalf of the City of Santa Ana all actions necessary to withdraw as a Provider Agency and to terminate all obligations to the Orange County -City Hazardous Materials Emergency Response Authority (OCCHMERA). 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 , 2012. Miguel A. Pulido Mayor APPROVED AS TO FORM: Joseph A. Straka, Interim City Attorney is Ryan O. Hodge Assistant City Attorney AYES: NOES: ABSTAIN Councilmembers: Councilmembers: Councilmembers: NOT PRESENT: Councilmembers: 55A -4 CERTIFICATION OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of Council, do hereby attest to and certify the attached Resolution No. to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Clerk of Council City of Santa Ana 55A -5 LAWMM-O, REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: MARCH 5, 2012 TITLE: PUBLIC HEARING — AMENDMENT TO DEVELOPMENT AGREEMENT NO. 2004 -03, ZONING ORDINANCE AMENDMENT 2012 -01, VESTING TENTATIVE TRACT MAP NO. 2012 -01 (COUNTY MAP NO. 17437 ) AND SITE PLAN REVIEW NO. 2012 -01 FOR A NEW MULTI- FAMILY RESIDENTIAL DEVELOPMENT AT 200 EAST FIRST AMERICAN WAY CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 15f Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO � -1 Y -/ FILE NUMBER For the January 23, 2012 meeting staff recommended that the Planning Commission: Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2011 -46. 2. Adopt an ordinance approving Zoning Ordinance Amendment No. 2012 -01. 3. Adopt an ordinance approving an amendment to Development Agreement No. 2004 -03. 4. Adopt a resolution approving Vesting Tentative Tract Map No. 2012 -01 (County Map No. 17437) as conditioned. 5. Adopt a resolution approving Site Plan Review No. 2012 -01 as conditioned. PLANNING COMMISSION ACTION At its meeting on January 23 the Planning Commission discussed the project including issues related to the unit mix, tandem parking, ingress /egress and open space. Ultimately, the item was continued to the next meeting for further discussion, and in hopes that all seven commissioners would be present (Commission Turner was absent). At its meeting on February 13 the Planning Commission again discussed the project, although Commissioner Yrarrazaval was absent at this meeting. A discussion ensued and there was a motion (motion by Turner, second by Nalle) to continue the matter and give the applicant direction to bring the open space into compliance with SD -43, reconsider the unit mix, incorporate the .6 acre portion and provide more details concerning the landscape and parking management plans (Exhibit A). 75A -1 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 March 5, 2012 Page 2 Before a vote on the original motion, a substitute motion was made (motion by Mill, second by Acosta) to approve the project. But after further Commission discussion the vote on this substitute motion failed on a 3:3 vote (Commissioners Mill, Acosta and Gartner in favor; Commissioners Alderete, Nalle and Turner opposed). The Commission then returned to the original motion by Commissioner Turner to continue the item and provide the applicant with direction for changes. This motion failed on a 2:4 vote (Commissioners Nalle and Turner in favor; Commissioners Alderete, Acosta, Gartner and Mill opposed). A third motion was made by Commissioner Gartner and seconded by Commissioner Alderete to continue the item for two weeks to allow staff time to rebut the issues that were raised by the applicant during public testimony. This motion also failed by a vote of 2:4 (Commissioners Alderete and Gartner in favor; Commissioners Acosta, Mill, Nalle and Turner opposed). Pursuant to the Planning Commission's bylaws, the applicant has requested the project be forwarded to the City Council for a final decision. AIRPORT LAND USE COMMISSION ACTION In accordance with State law, the zoning ordinance amendment and the project's close proximity to the John Wayne Airport requires the project to be submitted to the Airport Land Use Commission (ALUC) for a determination of consistency with the Airport Environs Land Use Plan (AELUP) for John Wayne Airport. The project received FAA clearance on January 26, 2012 with Aeronautical Study No.2012 -AWP- 393 -OE. At the regular meeting of the ALUC for Orange County on February 16, 2012, the Commission found that the proposed Met at South Coast Multi - Family project located at 200 First American Way consistent with the AELUP for JWA and that the project was consistent with the AELUP for Heliports. With the determination, the Commission requested and the applicant and City staff agreed to the following conditions: 1. In accordance with California Business and Professions Code section 11010(b)(13), the Final Tract Map and the Deed Disclosure Notice for residential property shall include the following language: "NOTICE OF AIRPORT IN VICINITY This property is presently located in the vicinity of an airport, within what is known as an airport influence area. For that reason, the property may be subject to some of the annoyances or inconveniences associated with proximity to airport operations (for example: noise, vibration, or odors). Individual sensitivities to those annoyances can vary from person to person. You may wish to consider what airport annoyances, if any, are associated with the property before you complete your purchase and determine whether they are acceptable to you." 75A -2 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 March 5, 2012 Page 3 2. Designated outdoor common or recreational areas shall provide outdoor signage informing the public of the presence of operating aircraft. Project Changes by the Applicant Subsequent to the February 13 Planning Commission meeting the applicant contacted staff to discuss possible project changes. Staff and the applicants held extensive discussions during the week of February 20. These discussions were productive and resulted in significant project improvements including (Exhibit 13): • Reduce total unit count by 6 units, from 284 to 278 units • Improve the unit mix by: • Increasing the number of two and three bedroom units from 106 units (38 %) to 136 units (49 %) • Decreasing the number of one bedroom units from 178 (63 %) to 142 (51%) • Increase the average unit size from 885 sq. ft. to 915 sq. ft. • Reduce tandem parking spaces from 344 (54 %) to 257 (42 %) • Increase open space from 58,150 sq. ft. (202 sq. ft. per unit) to 70,976 sq. ft. (255 sq. ft. per unit). This complies with the City standards set forth in SD -43. Staff believes these changes address the remaining concerns. Incorporating these changes will ensure that the project will meet or exceed the standard of other recent high quality projects in the City. For example, to address the City's Housing Element goal to provide family sized housing the applicant added 30 additional two and three bedroom units. This improved unit mix furthers the Housing Element goal. Moreover, it is equivalent to the unit mix approved for the nearby Lyon project. Additionally, the applicant agreed to reduce the number of tandem parking spaces in an effort to ensure that residents will enjoy ample and convenient parking. With this change The Met will have a slightly lower tandem parking ratio than what was approved for the nearby Lyon project. Project Features and Amenities The applicant has incorporated a rich variety of project amenities commensurate with those provided by other recently- approved projects, including the nearby Lyon project. These amenities include: • The pool and fitness center have increased in size, and a business center has been added, in response to Planning Commission comments. 75A -3 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 March 5, 2012 Page 4 • A premium rooftop open space, i.e., the yoga veranda, is provided and will afford residents with extensive views over MacArthur Place. • A game lounge and a pet park have been added. • Various other rooftop open spaces with seating areas and other amenities are also provided for residents. • Water features and other landscape enhancements are proposed for the two corner plazas, and the main plaza will showcase a public art feature. • The central open space deck will house the enlarged pool, Jacuzzi, permanent cabanas, poolside bar, barbecues, fire pits and an outdoor fireplace. • Private storage for residents will be provided within the parking garage. • Each unit will enjoy high -end amenities such as granite counters, in -unit laundry appliances, hardwood cabinets, premium flooring and appliances. General Plan and Zoning Analysis The General Plan land use designation for the site is District Center (DC), which allows for major development sites such as the multi - family residential development. District Centers are designed to serve as anchors to the City's commercial corridors, and to accommodate major development activity. The project site is consistent with this General Plan land use designation. The site is surrounded by residential and retail uses to the south; office development to the north; a parking structure to the east; and residential and retail uses to the west. The zoning for the site is MacArthur Place District Center, Specific Development District No. 43. This zone allows for a mix of uses including office, restaurant, retail, hotel and residential land uses. The applicant has requested amendments to SD -43 to allow for tandem parking and to approve the overall parking ratio of 2.2 stalls per unit for the project. The 2.2 space parking ratio is consistent with that applied to both the Nexus and Lyons projects which are located nearby. Tandem parking is also provided in both the Nexus and Lyon projects. Nexus was approved with 14% tandem spaces and Lyon was approved with 43% tandem spaces. The Met now proposes 42% tandem spaces. Overall, with these amendments, the proposed project would be consistent with the zoning designation. Summary The Met would serve to strengthen MacArthur Place as a major development area by incorporating high quality architectural and urban design, quality materials and rich array of amenities. The project also improves on the pedestrian connections and urban design within MacArthur Place: the fagade along MacArthur is a significant improvement over the three -level parking garage proposed in the Geneva Commons project; and the generously - scaled public plaza at The Met's main corner on MacArthur will help form pedestrian connections to the north and south sides of MacArthur Place. 75A-4 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 March 5, 2012 Page 5 The Met will provide its residents with a level of amenities meeting or exceeding the high standards the City has come to expect. The open space amenities include both rooftop and plaza areas that give residents many options — and these areas are amenitized with a business center, fitness center, lounges, a pet park, pools, cabanas, fireplaces, barbeques, water features and public art. The project has been revised to address issues raised by the Planning Commission and staff — and these changes have further improved the project. The unit mix has been improved, the average unit size has increased, the number of tandem parking spaces has been reduced, the amount and type of open space has been expanded and the overall number of units has decreased. FISCAL IMPACT There is no fiscal impact associated with this action. RECOMMENDATION As amended by the applicant's proposed project changes, and the ALUC conditions addressed herein, staff recommends that the City Council: 1. Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2011 -46. 2. Adopt an ordinance approving Zoning Ordinance Amendment No. 2012 -01. 3. Adopt an ordinance approving an amendment to Development Agreement No. 2004 -03. 4. Adopt a resolution approving Vesting Tentative Tract Map No. 2012 -01 (County Map No. 17437) as conditioned. 5. Adopt a resolution approving Site Plan Review No. 2012 -01 as conditioned. J M. Trevino cutive Director Planning & Building Agency SK:rb sk \reports \The Met.030512.cc Exhibit: A. Planning Commission Staff Report B. Applicant Project Revision Letter 75A -5 75A -6 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: FEBRUARY 13, 2012 TITLE: PUBLIC HEARING — AMENDMENT TO DEVELOPMENT AGREEMENT NO. 2004-03, ZONING ORDINANCE AMENDMENT 2012 -01, VESTING TENTATIVE TRACT MAP NO. 2012 -01 (COUNTY MAP NO. 17437) AND SITE PLAN REVIEW NO. 2012 -01 FOR A NEW MULTI- FAMILY RESIDENTIAL DEVELOPMENT AT 200 EAST FIRST AMERICAN WAY Prepared by Sergio Klotz Executive Director RECOMMENDED ACTION Recommend that the City Council: PLANNING COMMISSION SECRETARY APPROVED ❑ As Recommended ❑ As Amended ❑ Set Public Hearing For DENIED • Applicanrs Request • Staff Recommendation CONTINUED TO Planning Manager 1. Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2011 -46. 2. Adopt an ordinance approving Zoning Ordinance Amendment No. 2012 -01. 3. Adopt an ordinance approving an amendment to Development Agreement No. 2004 -03. 4. Adopt a resolution approving Vesting Tentative Tract Map No. 2012 -01 as conditioned. 5. Adopt a resolution approving Site Plan Review No. 2012 -01 as conditioned. DISCUSSION Request of the Applicant Vineyard Development is requesting approval of an amendment to an existing development agreement, zoning ordinance amendment, vesting tentative tract map and site plan review to allow the construction of a multi- family residential project with 284 units at 200 East First American Way. Protect Location and Site Description The proposed project lies within the MacArthur Place District Center (SD 43), a master planned, 62- acre mixed -use project located on the north side of MacArthur Boulevard between Main Street and the Newport-Costa Mesa (SR -55) Freeway. EXHIBIT A 75A -7 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 2 The subject site is a vacant, 3.1 -acre rectangular shaped parcel situated at the northeast corner of MacArthur Boulevard and MacArthur Place. Currently, the MacArthur Place District Center area is developed with approximately 894,000 square feet of office uses, 20,000 square feet of retail space, a 7 -story, 251 room DoubleTree Hotel and 346 for -sale and rental residential units. Surrounding land uses include several office buildings to the north, the Hutton Center retail and office development to the south, a parking structure to the east used by First American, and a mixed use retail /residential project to the west, The Pinnacle Apartments (Exhibits 1 and 2). MacArthur Place District Center (SD 43) Proiect Description The proposed project is a 284 -unit multi - family development consisting of three five -story buildings over a podium parking garage. The applicant is processing a condominium map for the project, but it is currently proposed to operate as an apartment complex, with units available for rent. Access to the project will be provided from First American Way with a service entrance provided from an existing driveway located along the eastern edge of the project site. Due to the complex nature of the project, a description of each of the project components is provided in more detail below. An analysis of each of the project features will be provided in the Project Analysis section of the report. ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 3 Unit Mix — The project is proposed to consist of a mix of one, two and three bedroom units. The units will range in size from 744 square feet for the smallest one - bedroom unit to 1,383 square feet for a three - bedroom unit. Table 1 below provides a breakdown of the units within the project. Table 1 — Unit Mix The Met Unit Summary Unit Type Units Proposed Percent of total Square Footage 1 bedroom 171 60% 744 -804 1 bedroom with mezzanine 7 2% 912 2 bedroom 101 36% 1,004 -1,163 3 bedroom 5 200 1,383 Proposed Parking Stall Type Total 284 100% n/a Parkin — Parking for the project is proposed to be provided within a semi - subterranean parking structure, which will consist of one level above grade and two levels below with some variation in the amount of structure exposed above grade due to differences in site elevation. The overall parking ratio was calculated at 2.2 spaces per unit, regardless of bedroom count, for a total of 625 spaces. The applicant proposes to provide an additional 7 spaces of guest parking, for a total of 632 spaces — an overall parking ratio of 2.22 spaces per unit. The applicant proposes to provide this parking in a combination of standard single -car stalls and tandem stalls. Table 2 details the proposed parking. Table 2 — Proposed Parking Summary The Met Proposed Parking Summary Proposed Parkin Apartment unit parking 2.0 spaces/unit 568 spaces Guest parking 0.2 spaces/unit 57 spaces Additional guest parking 7 spaces Total 2.2 spaces/unit 632 spaces Proposed Parking Stall Type Standard single -car stall 288 spaces (46% Tandem car stall 344 spaces 54% 75A -9 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 4 Architecture — The architectural style proposed for this mid -rise project is contemporary. Proposed building materials include stucco, fiber cement panels, wood laminate panels, ceramic tile finishes, metal awnings and rails, and aluminum windows. The project includes a variety of rooflines, varied facades and architectural projections at key corners, with the highest point of the building being 128 feet. Amenities — Exterior amenities include a water feature, landscaping and public art within the public plaza located at the southwest and northeast corners of the project. The ground level interior courtyard will have a pool and Jacuzzi, outdoor kitchen, and seating areas. The project is proposed to have two rooftop decks which include seating areas, outdoor kitchen with barbeques, shade canopy, cabanas, a hearth, yoga court and putting green. A fitness room is also proposed along with a leasing office (Exhibits 3, 4, 5 and 6). Open Space — The project proposes 202 square feet of open space per unit. Of the 284 units, 132 units will have private open space in the form of balconies or patios. The remainder of the open space is aggregated within the courtyard and rooftop decks. Landscaping — The project proposes to provide perimeter landscaping to a standard of 20 feet along MacArthur Blvd. and 15 feet along MacArthur Place and First American Way. The project interior also includes landscaping within the courtyard areas. A vacant 0.6 -acre portion of the site located at the northeast corner of the site is proposed to remain vacant with a landscaped perimeter to screen the lot, otherwise it will not be integrated into the larger project (Exhibit 6). A detailed landscape plan has not yet been submitted. Proiect Background The Met parcel is part of the larger master plan called the MacArthur Place District Center, a mixed use development plan that was approved by the City Council via a Specific Development (SD 43) on January 4, 1988. In 2005, a project referred to as Geneva Commons and filed by Mola Development was approved on The Met site allowing two buildings of 8 and 18 stories containing 278 residential condominium units. Although the project was entitled, permits were never obtained for its construction. In early 2011, Vineyard Development filed plans in order to construct The Met project. With the exception of the subject site, the remainder of the properties have been fully developed with a mix of office, retail, residential and hotel uses. The total project area houses the headquarters of First American Title, a DoubleTree Hotel, Class A office towers, the Pinnacle Apartments and Vantage Townhomes, and a small commercial development along MacArthur Crescent. General Plan and Zoning Analysis The General Plan land use designation for the site is District Center (DC), which allows for major development sites such as the multi - family residential development. District Centers are designed to serve as anchors to the City's commercial corridors, and to accommodate major development 75A -10 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 5 activity. The project site is consistent with this General Plan land use designation. The site is surrounded by residential and retail uses to the north; office development to the south; office and retail uses to the east; and residential uses to the west. The zoning for the site is MacArthur Place District Center, Specific Development District No. 43. This zone allows for a mix of uses including office, restaurant, retail, hotel and residential land uses. The applicant has requested several amendments to SD 43 in order to allow for an increase in the total number of units permitted within the zone, a reduction in the amount of open space required per unit, a reduction in the overall parking ratio for the project, and to allow for tandem parking, which is not currently allowed in this zone for residential development. With these amendments, the proposed project would be consistent with the zoning designation. Project Analysis Zoning Ordinance Amendment — the applicant is requesting amendments to the existing zoning, SD 43 to increase the maximum number of permitted residential units, reduce the parking ratio, allow for the use of tandem parking stalls, and reduce the open space requirement. Each of these requested amendments is analyzed in more detail below. Increase in Maximum Number of Residential Units — SD 43 currently allows a maximum of 624 residential units. MacArthur Place currently has two residential developments with a total of 346 units. The Pinnacle Apartments, located at the northeast corner of Main Street and MacArthur Boulevard, was approved in 1993 and contains 273 units. The Vantage Townhomes development was approved to allow 93 for -sale units. The Met is proposed to contain 284 units, which, added to the existing 346 units, exceeds the maximum permitted units by six. The applicant is requesting an amendment to SD 43 to increase the maximum number of permitted units to 630. Amendments to SD 43 are needed to Section III.A.2 (Maximum Permitted Building Density /Intensity) and to Section V. (Development Standards /Residential Permitted Density). It is proposed that these sections be modified to allow 630 units, which will include the existing 346 units and the proposed 284 -unit development. Reduction in Multi- Family Residential Parking Ratio — Additionally, amendments are needed to revise the parking requirements for multi - family residential uses. SD 43 currently has a graduated parking ratio for individual units based on bedroom count and a similar graduated guest parking ratio based on the overall unit count. As proposed, the project will provide a total of 632 spaces at an overall ratio of 2.2 spaces per unit, regardless of bedroom count, and inclusive of guest parking, which provides seven more spaces than the 2.2 per unit ratio. The parking standards contained within SD 43, if applied to the proposed project, would require a total of 642 parking spaces — 601 for the units and 41 for guest parking. This creates the need for a reduction in the required parking of 17 spaces. Due to the fact that the applicant proposes to provide 632 spaces, the effective reduction will be 9 spaces; however, the SD should be amended to reflect the overall ratio of 2 spaces per unit and 0.2 spaces per unit for guest parking. The following table provides a comparison. 75A -11 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 6 Table 3 — Parking Standards Comparison SD 43 Standards The Met : Diffnrence 642 spaces 625 ,. aces + 7 additional guest 632 total 9 spaces For purposes of further comparison, the following table shows the parking ratios used for the other multi - family projects in the MacArthur Place area. Table 3a -- Multi - Family Parking Ratio Comparison . Mac;Ar#hur Piace:Muli Tamil Parkin 'Ratro.Cnm 'arson Nexus Towers Lon The Pinnacle SD 43) Geneva Commons Nexus Towers Lon The Met 2.01 2.45 2.31 2.2 2.2 Allowance for Tandem Parking to Satisfy Parking Requirement --- The Santa Ana Municipal Code contains provisions for tandem parking to satisfy some portion of any required parking, but only for commercial development. SD 43 does not contain any specific standards allowing the use of tandem parking within the project area. The applicant proposes to have 54% of the parking stalls designed as tandem spaces. The project that was previously approved on the site, Geneva Commons, was designed with 11 % tandem parking, which was permitted through a variance to the parking standards. Both the Nexus Towers and the Lyon Properties project also included a percentage of tandem parking, however the existing multi - family project to the west, the Pinnacle Apartments, contains no tandem parking and was developed pursuant to the existing zoning. As proposed, the applicant is requesting an amendment to SD 43 that would allow for tandem parking up to 54% of total parking. The following table provides a comparison. Table 4 — Tandem Parking Project Comparison MacArthurJPl>ce Tandem StaIls:Com 'ariisor� .......... The Pinnacle SD 43 Geneva Commons Nexus Towers Lon The Met 0% 11% 14% 43% 54% This table is organized in order of project approval. There has been a trend toward increasing the percentage of tandem parking allowed for projects recently approved in this area. Staffs research has found that tandem parking can be successful if it is only used for one - bedroom apartments and if the stall is assigned to a specific unit. In addition, the apartment property manager must be experienced with managing tandem stalls, have a detailed parking management plan and actively enforce the use of the tandem stalls rather than allowing the second car to use guest stalls. Due to the fact that no new 75A -12 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 7 multi - family projects have been built in the City with the proposed percentage of tandem parking, the appropriateness of this percentage is not clear. However, it is consistent with the percentage of tandem spaces per one - bedroom units that was provided at the Lyon project. The Lyon project has 51% of its unit mix as one - bedroom units with 43% of its spaces as tandem spaces — 8% fewer than the percentage of units. The Met proposes a unit mix of one - bedroom units at 62% with 51% tandem units — also 8% fewer than the percentage of one - bedroom units. Staff proposes to include conditions of approval to address the ongoing management of a tandem parking program and the proposed amendment to SD 43 will address the need to link percentage of tandem with percentage of one - bedroom units. This could affect the future unit reconfiguration, if any, of the proposed project. Unit Mix and Average Unit Size — Although SD 43 does not regulate unit bedroom mix and would, therefore, not require any amendments to the zoning for the proposed project, unit size and mix have been consistent policy concerns of the Planning Commission as they have been considered to be indicators of a project's quality and long term success. The following table provides a comparison of The Met's proposed unit mix and average unit size compared to other recently approved projects in the area. Table 5 — Unit Mix Comparison The Housing Element identifies a need for larger units within future projects in order to accommodate the larger family sizes unique to the City of Santa Ana. Staff has provided this comment to the developer. The latest submittal proposes to include 5 three- bedroom units and 7 one - bedroom units that also have a mezzanine /loft space in the plan. At an average of 885 square feet per unit, the average unit size proposed for The Met is lower than recently approved projects in the MacArthur Place area. The proposed project proposes a higher percentage of 1- bedroom apartments that have a small overall unit size. The following table details the 1- bedroom average unit size. 75A -13 The Geneva: Nexus Lyon The Met �inrracle Commons Tov�rers Studio 6% 0% 0% 0% 0% 1 bedroom 46% 7% 18% 51% 62% 2 bedroom 40% 87% 82% 44% 36% 3 bedroom 8% 6% 0% 5% 2% Avg. Unit Size 1,126 s . ft. 1 1,413 sq. ft. 1 1,413 s . ft. 902 sq. ft. 1 885 sq. ft. The Housing Element identifies a need for larger units within future projects in order to accommodate the larger family sizes unique to the City of Santa Ana. Staff has provided this comment to the developer. The latest submittal proposes to include 5 three- bedroom units and 7 one - bedroom units that also have a mezzanine /loft space in the plan. At an average of 885 square feet per unit, the average unit size proposed for The Met is lower than recently approved projects in the MacArthur Place area. The proposed project proposes a higher percentage of 1- bedroom apartments that have a small overall unit size. The following table details the 1- bedroom average unit size. 75A -13 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 8 Table 6 — Average Size Analysis for 1- Bedroom Units The Met, -groom Avera 5 ua�':Feet . Unit Model I No. of Units I S . Ft. Total S . Ft. Avg. S . Ft. 1A 105 744 78,120 744 1 B 56 756 42,336 756 1C 10 804 8,040 804 2F 7 9121 6,384 912 Total 178 3,216 1 134,8801 758 Average 1- Bedroom Unit Size = 758 s . ft, 62% of total units Table 6 illustrates that the majority of the units in The Met project, 62 %, have an average unit size of only 758 square feet. Reduction in Open Space Requirement — The open space provision within SD 43 requires that each residential development provide usable open space at a rate of 250 square feet per unit. The applicant estimates that the project provides for 202 square feet of open space per unit, however this calculation includes two public plazas at the perimeter of the project, as well as miscellaneous open space, which is comprised of building step -backs and pedestrian connections /spaces between buildings that the developer felt were not part of the main open space elements. Neither of these can be counted toward the requirement of usable open space, thereby reducing the usable open space per unit to 173 square feet. Balconies that meet the minimum dimension of 6 feet in each direction with a minimum of 90 square feet are provided on 127 of the units. The applicant is requesting an amendment to SD 43 in order to reduce the required open space. The following table will illustrate similar projects approved in the past and their open space allowance. Table 7 — Open Space Comparison The,; Met O, en S ace Com arson .. SD 43 (Pinnacle Apts.) ) Geneva Commons Nexus Towers Lyon The Met 250 s . ft. /unit 282 s . ft. /unit 250 s . ft. /unit 1 200 s . ft. /unit 173 s . ft. /unit 75A -14 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 9 The Planning Commission previously requested that the open space amenities, such as the pool, be of adequate size to be usable. In order to provide a guideline for assessing the adequacy of the open space amenities, Table 8 provides a comparison of the amenities provided in the Lyon project, a recently approved and relatively comparable project, with those proposed for The Met. Table 8 — Amenities Comparison Amenity Feature . ; The Piinnacle Lyon The iMet 273units 30b.units . 284 .units . Pool 2,100 sq. ft. 1,344 sq. ft. 756 sq. ft. Club Room /Fitness Facility 6,830 sq. ft. 6,750 sq. ft. 3,050 sq. ft. Courtyards 18,900 sq. ft. 19,140 sq. ft. 22,100 sq. ft. Roof Deck n/a 37,900 sq. ft. in one deck 12,550 sq. ft. in two decks At its January 23, 2012 Planning Commission hearing there was discussion in regards to the overall open space proposed, amenities and location of the space. The applicant has submitted a revised open space plan (Exhibit 10). At the time of packet distribution, staff was continuing to evaluate the recent submittal. Amendment to the Development Agreement In 2005, the City approved several entitlements, including a development agreement, with Mola Development for the Geneva Commons development. The development agreement established development intensity, permitted uses and development standards for the term of the agreement. Further, the approved development agreement required certain improvements and public benefits such as in -lieu fees for parkland dedication, payment of an inclusionary housing fee, and the execution of an off -site improvement agreement with the Sandpointe Neighborhood Association. The Geneva Commons project did not proceed and the property was acquired by Vineyard Development, who has proposed a mid -rise residential development. The amendments to Development Agreement No. 2004 -03 recognize Vineyard as the primary developer and owner of the project and the primary deal points are essentially the same as those contained in the previous Development Agreement. The amendments reflect the new scope of the project, such as an increase in the number of units, as well as a new development design. All other elements of the development agreement will remain (Exhibit 7). The development agreement is a legal contract between the developer and the City that defines the terms and nature of development proposed for the project site. This agreement establishes development intensity, permitted uses and standards for the term of the agreement. In exchange for the City vesting the proposed project, the development agreement requires certain improvements and public benefits (Exhibit 7). The primary deal points of the agreement include: 75A -15 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 10 Ten Year Term: The right to build out the project as entitled for a period of ten years, with one two -year extension. 2. Public Art: Committing one -half of one percent (.5 %) of the value of the project, as determined by standard building permit valuation, for the installation on the site, at a prime location visible to the public, of permanent work(s) of public art. The work(s) of public art shall be in place no later than the first certificate of occupancy for the project and shall be maintained in perpetuity by the property owner(s). In the event the project is not constructed, the developer shall donate an amount equal to the one -half of one (0.5) percent public art commitment to the City for acquisition and installation of public art at a City designated location no later than the end of the term of the agreement. 3. Park In -Lieu Fee: Paying the City a fee of $35.50 per square foot for parkland dedication in lieu of the dedication of parkland as required in the City's Subdivision Ordinance (Section 34- 204 et seq. of the Santa Ana Municipal Code). Additionally, the fee may be increased yearly by the average rate of increase in land costs in the City of Santa Ana, as that increase is established by an independent trade publication or source specified in the Agreement. The fee shall be paid prior to issuance of a building permit. Based on the development proposed, this is expected to amount to a fee of approximately $2.1 million. 4. Inclusionary Housing Fee: Paying the City a $3,000.00 per unit inclusionary housing fee prior to issuance of each building permit. The developer may be relieved of this requirement if it enters into an agreement with the Housing Authority of the City of Santa Ana to either rehabilitate and sell or lease, with affordability covenants as required by State law, 42 inclusionary housing units and /or provide for up to 60 percent of these inclusionary units to moderate income residents at its project. Based on the development proposed, this is expected to amount to a fee of approximately $852,000.00. 5. CC &R's: Preparation of Covenants, Conditions and Restrictions (CC &R's) for the project that include provisions such as allowing no more than four residents per unit, requiring the units to be owner - occupied and at no time may the entire unit be rented, limiting home based businesses to those allowed by the Municipal Code, and establishing a significant financial penalty (i.e., the maximum permitted by law) to be imposed by the Home Owners Association (HOA) to any member who violates these provisions. Tentative Tract Map Although The Met project is a proposed rental project, the applicant is requesting approval of a vesting tentative tract map for condominium purposes. Based on a review of the vesting tentative tract map by the Planning Division and Public Works Agency, the project has been designed to be in compliance with the applicable development standards found in Chapters 34 (Subdivision) and 41 (Zoning) of the Santa Ana Municipal Code and the SD -43 zoning document, if amended (Exhibit 8). 75A -16 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 11 The documents allowing the sale of units, including the subdivision map and covenants, conditions and restrictions (CC &Rs), will be recorded for the Met project as a condition of approval, which allows Vineyard the ability to sell units in the future. Site Plan Review Section 41- 593.5(c) of the Santa Ana Municipal Code requires a review by the Planning Commission of all plans within a specific development plan area to ensure the project is in conformity with the plan's development standards. As previously discussed, the proposed project lies within the MacArthur Place District Center Specific Development (SD 43) and the applicant has requested several amendments to the SD in order to accommodate the project. In addition to analyzing the project's conformance with the zoning standards, Site Plan Review also addresses project features such as architecture, landscaping, amenities, public realm features and building materials. Remnant Prooert The project site for The Met is a 3.1 acre parcel and, as proposed, the apartment project and its attendant improvements will only occupy 2.5 acres, leaving a remnant of 0.6 acres. The proposed site plan treats this remnant as an area that is not integrated into the project and that will include perimeter trees to screen the vacant lot. It will not exist as a separate legal parcel. Although there is no proposal at this time, the developer has stated that they wish to reserve this remnant for potential future development, and, as such, have not integrated it into a comprehensive site plan. If the proposed project is approved, the remnant will not be vested with any development rights, nor will it have any permitted use, such as additional open space for the project's tenants. If the developer, or subsequent property owner, wish to develop the remnant in the future, the property would need to go through a new entitlement process that could include a zone amendment, parcel map and environmental review. Planning Commission Review On January 23, 2012 the Planning Commission conducted a public hearing to consider the adoption of the various discretionary actions. During the hearing the public provided oral and written testimony regarding the actions required for the proposed Met project. Following the public hearing, the Planning Commission continued the item to the February 13, 2012 hearing in order to allow all of the Planning Commissioners an opportunity to be present. Public Notification The project site is not located within a neighborhood association, but is adjacent to the Sandpointe Neighborhood Association. Given Sandpointe's involvement in the entitlements for MacArthur Place and MacArthur Place South, City staff directed the applicant to meet with the Association Board to discuss and review the revised project. A meeting occurred in November 2011. A follow -up meeting was held on January 18, 2012 to provide an update and obtain feedback on the proposed project. 75A -17 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 12 Finally, the contacts for this Neighborhood Association were notified by mail 10 days prior to this public hearing. Further, through the California Environmental Quality Act process, the neighborhood contacts, as well as adjacent properties and public agencies were notified of the release of Mitigated Negative Declaration (MND) prepared for the project and invited to provide comments. The notice identified the environmental process, availability of documents and contact information. The project site itself was posted with two notices advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners within 500 feet of the project site, as well as concerned citizens listed on the Permanent Notification List. The City received written comments on the MND, which are contained within the Final MND, and was also contacted by the MacArthur Place Business Association requesting that the applicant contact them to comply with the CC &R's requiring that the project be brought before the Association for architectural review. At the time of this printing, no additional correspondence, either written or electronic, had been received from any members of the public. CEQA Analysis As part of the City's permitting process, the proposed project is required to undergo an environmental review in accordance with the California Environmental Quality Act (CEQA). In accordance with the CEQA, the recommended actions have been reviewed through a Mitigated Negative Declaration (MND), Environmental Review No. 2010 -46. Section 15063 of the State CEQA Guidelines and Sections 15070 -15075 of Article 6 guide the process for the preparation of a mitigated negative declaration. This MND, as required by CEQA, contains 1) a project description; 2) a description of the environmental setting, potential environmental impacts, mitigation measures for any significant effects, and consistency with plans and policies; and 3) names of preparers. The mitigation measures included in this IS /MND are designed to reduce or eliminate the potentially significant environmental impacts described herein. The scope of the MND evaluates the proposed project's effects on the following resource topics: • aesthetics • agriculture and forestry resources • air quality • biological resources • cultural resources • geology /soils • greenhouse gas emissions 75A -18 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 13 • hazards & hazardous materials • hydrology /water quality • land use /planning • mineral resources • noise • population /housing • public services • recreation • transportation /traffic • utilities/ service systems The City prepared a draft MND and posted the Notice of Intent (NOI) to adopt an MND at the Orange County Clerk's office; the NOI was published in the Orange County Register on November 14, 2011. The City circulated the draft MND for a 32 -day public review between November 14, 2011, and December 16, 2011. 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 website. This final IS /MND contains the original draft IS /MND as published, as well as comments received on the draft IS /MND and the responses of the lead agency to significant environmental points raised in the review and consultation process. The intent of the final IS /MND is to provide a forum to air and address comments pertaining to the analysis contained in the draft IS /MND and to provide an opportunity for clarification, corrections, or minor revisions to the draft IS /MND as needed. Comments were received during the public review period. Pursuant to Section 15088 of the State CEQA Guidelines, the City, as the lead agency for the project, has reviewed all comments received on the draft IS /MND (Exhibit 9). As a result of the environmental analysis, mitigation measures have been provided to address potential environmental impacts. A list of these mitigation measures are found within the MND document. Mitigation measures have been outlined to address potential impacts on air quality, biological resources, geology /soils /seismicity, greenhouse gas emissions, noise, public services, and transportation and circulation. Airport Land Use Commission Review In accordance with State law, the zoning ordinance amendment and the project's close proximity to the John Wayne Airport requires the project to be submitted to the Airport Land Use Commission (ALUC) for a determination of consistency with the Airport Environs Land Use Plan (AELUP) for John Wayne 75A -19 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 14 Airport. To comply with this mandate, the City will be referring the project to the ALUC. Submittal to ALUC cannot occur until the FAA has provided clearance and after the Planning Commission action, but prior to City Council action. An application has been submitted for FAA review and clearance and is pending, though such clearance is expected given the project's height as compared to the other buildings in the immediate vicinity. After the Planning Commission hearing of January 23, 2012, staff received from the FAA written documentation of no hazard to air navigation for the Met at South Coast. This determination allows staff to submit to the ALUC for a determination of consistency. On February 1, 2012 staff submitted a request for determination. The item is anticipated to be placed onto the ALUC's February 16, 2012 agenda. Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission recommend that the City Council approve the amendment to Development Agreement No. 2004 -03, Zoning Ordinance Amendment No. 2012 -01, Vesting Tentative Tract Map No. 2012 -01 as conditioned and Site Plan Review No. 2012 -01 as conditioned. The staff analysis identified areas where the proposed project did not meet the standards set by other projects recently approved within the MacArthur Place area, as well as identifying portions of the plans that are lacking in information. Conditions of approval have been included in the attached resolutions to require more detailed plans. Should the Commission have additional concerns about the proposed project, it is recommended that additional conditions and/or additional Commission review be considered. SK:jm sklreportslThe Me1.021312,pc 75A -20 ZOA No. 2012 -01, DA No. 2004 -03, VTTM No. 2012 -01, and SPR No. 2012 -01 February 13, 2012 Page 15 Attachments: Exhibit 1 — General Vicinity Map Exhibit 2 — Land Use Map Exhibit 3 — Site Plan Exhibit 4 — Floor Plan Exhibit 5 — Building Elevations Exhibit 6 — Landscape Plan Exhibit 7 — Amendment to the Development Agreement Exhibit 8 — Vesting Tentative Tract Map Exhibit 9 — Final Mitigated Negative Declaration and Mitigation Monitoring & Reporting Program Exhibit 10 — Open Space Plan 75A -21 Ml i iI ii 1 MI MI 3 SD -63 i i�5D -12 Mi lJ i C2 Mi MI 3 ii 1 f 1 { (S f { ! OYEA RD. - `I— 11 11 It C5 It f t --- F 11CR M1 M1 Ml Ml M2 n RI II 11 4 = Rl w "' Rl I Ml 1 P'� " CR M1 Ml (Rlµ R1 � IRV..ax Rl SD-43 SD-43 _ YJ=ST RI RI . R1 � x S0-43 R =, C4 S -03 s \ ., R 1 CS E PROJECUTE .,.� g - -- -• MAC AR HUR BL. �/�i aw xwnn } CS i \ SO -76 �1( Al -PROF. C4� All SD -76 a U R• " D I SD-76 `. 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Box 1988 Santa Ana, California 92702 EXEMPT FROM RECORDING FEES GOVERNMENT CODE § 6103 AMENDED DEVELOPMENT AGREEMENT by and between THE CITY OF SANTA ANA and VDC AT THE MET, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY Dated: January 23, 2012 EXHIBIT 7 75A -65 IR STATED AND NO AMENDED DEVE LOPMENT AGREEMENT BE, TWEEN THE CITY•OF SANTA ANA AND GENEVA VDC AT THE MITT, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY This 12- HS-T-A ED AND NOVATEDAMENDED DEVELOPMENT AGREEMENT ( "Agreement ") is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California (referred to herein as "City ') on the one hand, and COASTAL RIM =]ICES INC., A CA- aP'�'T�. I AI 'fI9A�ax VbC AT THE MET, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY (eelleetively referred to herein as' "Owner" or "Property Owner ") on the othet' ]land, 1. RECITALS. The Amended Agreement is entered into with reference to the following facts: 1.1 Purpose. (1) The put-pose of this Agreement is to facilitate the development of a small portion of the real property which was the subject of a Development Agreement entered into on January 4, 1988 and recorded as Document 88- 260709 in the Office of the Recorder of the County of Orange (hereaftw the "Original Agreement "). The Original Agreement was subsequently amended on or about June 4, 2001, by Document No. 20010429519 the Office of the Recorder of the County of Orange. The real property which was the subject of the Original Agreement is zoned by the City as Specific zoning District No. 43 ( "SD -43 "). Oil April 4, 2005, the City entered into a Development Agreement (the "2005 Agreement") with Coastal Rim Properties, Inc, and Geneva Commons, LLC (collectively referred to herein as "Coastal Rim "). (2) A portion of the real property covered by the Original Agreement was subsequently acquired by 9wxe# Coastal Ritll, who has applied to the City to amend SD -43 and IwNe approved a new tentative map, and other entitlements. (3) The City and Owner agree that the changes Owner seeks in the Original 2005 Agreement substantiate the need to replaee amend the Original Agreement with the instant Development Agreement, rendering the Original Agreement and the 2005 A reement, and any offs amendments thereto, null and void as applied to Owner's Property (as the word "Property" is defined in seetio Section 2.3 herein), (4) As more particularly set forth in seeliex Section 2.4 'of this Agreement, Owner has proposed eenst eting-at developing the northeast corner of MacArthur Boulevard and Imperial Promenade *ely 278 pact Go dens -ii p eet e n ' tin e- pretest- acrd -an eight -stoq b lding� together with appf ...tmfftely 13,000 . o feet o f ancillary retail, of -W-hi81t ti more than 3 I 000 square feet may be- devoted to `fast food —er "take- out"— restatimtits with a 5- st9ry, mutti-familyapariment community consisting of 284 residential units with 2 levels of subterranean parking, and a level of podium deck parking in 2 separate buildings (the "Project" as further defined in Section 2.4 I - 75A -66 herein). 1.2 Code Authorization. City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into Development Agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and Owner in the development process. City enters into the Agreement pursuant to the - :- Provisions of the Government Code and applicable City policies. The parties acknowledge: (1) This Agreement is intended to assure adequate public facilities at the time of development. (2) This Agreement is intended to assure development in accordance with City's General Plan, applicable Specific Plans and Specific Development District No. 43. (3) This Agreement will permit achievement of goals and objectives as reflected in Government Code Sections 65864 through 65869.5, the City's General Plan, all applicable Specific Plans and Specific Development District No. 43. (4) Owner is required by existing City regulations to provide mitigation for certain impacts and pay certain regulatory fees as conditions of approvals through the regulatory process. (5) This Agreement will allow City to realize extraordinary and significant public infrastructure facilities and other supplemental benefits in addition to those available through the existing regulatory process. (6) Many of the extraordinary and significant benefits identified as consideration to City for entering into this Agreement are of regional significance, relate to existing deficiencies in public facilities, require Owner to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. 1.3 Owner. Owner represents and warrants that it has a legal or equitable interest in the real property located in City of Santa Ana, California, legally described on Exhibit A attached hereto and incorporated herein, and graphically described on Exhibit B attached hereto and incorporated herein. The Property is currently vacant. 1.4 Interest of Owner, Owner hereby represents that it has an equitable and . legal interest in the Property. Owner further hereby represents that it has approved this Agreement and is authorized to enter into this Agreement. 1.5 Planning Commission - Council Hearings. On November 22, 2004, the Planning Commission of the City ( "Planning Commission "), after giving notice pursuant to Government Code Sections 65090 and 65091, held a public hearing to consider the OwnerCoastal Rim's application for this the 2005 Agreement. The Planning Commission recommended to the City Council of City that it execute this the 2005 Agreement, On April 4, 2 75A -67 2005, the City Council of the City of Santa Ana ( "Council "), after providing notice as required by law, held a public hearing to consider the- GvfferCoastal Rim's application for tMs the 2005 Agreement, which the Council approved by adopting Ordinance No, NS -2680 on April 1$, 2005. The Owner has submitted a new and modified site plan review package to the City amending the previously approved plan On January 23 2012, the Planning Commission of the City, after duly givin g notice pursuant to Government Code sections 65090 and 65091, held a public hearing to consider the Owner's application for this Agreement. The Planning Commission recommended to the Council that it execute this Agreement. On [insert datel.,_the Council, after providing notice as required by law duty Y eld. a public hearing to consider the Owner's application for this Agreement. 1,6 Council Findings. The Council finds that this Agreement and its purposes is are consistent with Government Code Sections 65864 through 65869.5, and with the objectives policies, general land uses, and pro rg, ani specified in the General Plan, applicable Specific Plan(s) as well as all other applicable ordinances, plans, policies and regulations of the City. Amon other er things this Agreement will reduce uncertainty in planning, for and securing the orderly development of the Property, assure progressive installation of necessary improvements provide public services appropriate to each stage of development of the Property, ensure attainment of the maximum effective utilization of resources within the City at the least cost to its citizens expand the availability of high- quality, affordable housing stock to the Cii�'s citizens, contribute to the economic stability and revitalization of the community, enhance the City's property tax revenues and otherwise achieve the goals and purposes for which Government Code Sections 65864 through 65869.5 were enacted. 1.7 City Ordinance. On Apil 18,2003 (insert date] , the Council adopted Ordinance No. NS- approving this Amendcd Agreement, The ordinance becomes effective thirty (30) days thereafter. 2. DEFINITIONS. In the Agreement, unless the context otherwise requires: 2.1 "Final Design" means the final design documents for work of public art, which is set forth in greater detail in paragraph Section 5.8 of this Agreement. 2.2 "Property Owner" or "Owner" means Coastal Rim n,. es, ko., a califernia corporation, -and Ce#uev'tt GOWAneiRs- collectively VDC at the Met, LLC, a California Limited Liability Company, and its successors or assigns who or which may acquire Owner's equitable and legal interest in the Property, being the person, persons, or entity having a legal or equitable interest in the Property, –and tnc -hides Coastal Rim WepeMwi-j Ino -' -s suc ^z�s - interest, 23 "Property" is the real property described in Exhibit A and referred to in Exhibit B. 2.4 "Project" is the development of the Property as generally set forth in Section 1.1(4) of this Agreement, Environmental Review No. sv02.21 ✓ , Tentative Tract Map No. 2804 -03 (County Map N6.46-5-56 - ), Conditional Use Permit UM_Q196� 2904 $2 , Variance No. 'U0444 ,.__, Zoning Ordinance Amendment No. 2981 -95 (amending SD -43), and Site Plan Review No, 2884 -96 2.5 "Public Art Plait" means the conceptual Plan attached hereto as Exhibit C. The parties recognize that the Plan does not set forth certain elements of the Public Art to be installed in conjunction with this Project, including the location of the Public Alt, and is therefore subject to refinement. prior to the time of installation, by agreement of the Owner and the City's Executive Director of Planning and Building. 3, EXHIBITS. The following documents referred to in the Agreement are attached to this Agreement and are identified as follows: Exhibit Referred to Designation Description in Section A Property Legal Description 1.23 B Property Graphical Description (Site Plan) 1.23 C Public Ail Plan 2.5 D Cooperative Agreement for Off -Site Improvements 5.1.1 E Remaining Offsite Mitigation Measures 53.2 4, GENERAL PROVISIONS. 4.1 Property Subject to the Agreement. Until released pursuant to the provisions of Section 8.3 below, no property shall be released from this Agreement until Property Owner has fully performed its obligations arising out of (lie Agreement. 4.2 Duration of Agreement. The term of this Agreement shall be for ten (10) years from the date that the Council adopts its ordinance approving this Agreement "Effective Date" ;provided, however that the Owner may request one two -year extension from the Executive Director of the Planning and Building Agency, which request shall not be unreasonably denied. 4.3 Assignment. Owner shall have the right to transfer or assign the Property, and its interests in and rights and obligations tinder this Agreement, in whole or in pant, to any person, entity (public or private); partnership, joint venture, firm or corporation at ally time during the term of this Agreement; provided, however, that except as provided in section 4.11 of this Agreement, the rights of Owner tinder this Agreement may not be transferred or assigned unless the written consent of the Council is first obtained and any transfer or assignment of the rights under this Agreement shall include in writing the assumption of the duties, obligations, and liabilities arising from this- Agreement if the City grants written consent to transfer the rights. 4 75A -69 Nor shal3 tThe rights of the Owner hereunder shall not be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, and any such assignment or transfer shall be wholly void and of no force and effect unless such written consent thereto be obtained from the Council. Such transfer or assignment shall not relieve Owner of any duty, obligation or liability to City without the consent of the City. During the term of this Agreement, any approved assignee or transferee of (lie rights under this Agreement shall observe and perform all of the duties and obligations of Owner contained in this Agreement as such duties and obligations pertain to the portion of the Property transferred or assigned. Any and all approved successors and assignees of Owner shall have all of the same rights, benefits, duties, obligations, and liabilities of Owner under this Agreement. If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them in accordance with the provisions of this Agreement. Upon assignment or transfer of the rights of Owner under this Agreement, the obligations of Owner and the transferee or assignee shall be joint and several. 43.1 Permitted Assignments. The prohibition against transfer of ownership of the Property as defined in section 4.3 above shall not apply to, and the City hereby consents to, the following: a. Associations, including limited partnerships, limited liability companies, or joint ventures with other entities for the purpose of performing Owner's obligations under this Agreement, provided Owner retains sole operational and managerial control. b. Basements or temporary permits to facilitate development of the Property. C. Deeds of trust or other financing documents executed for the purpose of securing loans to Owner made to finance the development of the Property, and transfers to any person or entity pursuant to a foreclosure or deed in lieu of foreclosure of such deed of trust or other, similar, financing documents and any subsequent transfer by any such person or entity. 4.4 Amendment or Cancellation of Agreement. This Agreement may be amended from time to time or cancelled by the mutual consent of the parties, but only in the same manner as its adoption by an ordinance as set forth in Government Code Section 65868. The term "Agreement" or "Development Agreement" as used herein shall include any amendment properly approved *and executed. 4.5 Enforcement. Notwithstanding Government Code Section 65865.4, this Agreement is enforceable by any party to the Agreement in any manner provided by law. The tamectius previded4nSeetio t4tirA rcle,-nd City shall not be liable for, any action in damages or any costs or attorney's fees resulting from any dispute, controversy, action or inaction, or any legal proceeding arising out of this Agreement except as mayJbe provided iii Seefien (5) of No Agmenient, 5 75A -70 4.6 Hold Harmless. Property Owner agrees to and shall hold City, its officers, agents, employees, consultants, special counsel, and representatives ("City Parties ", collectively) han -mless from liability: (1) for damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injuty, including health, and claims for property damage, which may arise due to negligent acts, omissions or willful misconduct, from the direct or indirect operations of the Property Owner or their contractors, subcontractors, agents, etnployecs, or other persons acting on their behalf which relates to the Project; and (2) from any claim that damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from, •and to the extent of Propei�iy Owner's negligent acts, omissions oirwillful misconduct in the performance of this Agreement. This hold harmless Agtnent agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this paragraph Section or due by reason of the terms of, or effects, arising from this Agreement or any approval or certification by the City relating to the Project, regardless of whether or not the City prepared, supplied or approved this Agreement, plans or specifications, or both, for tine Project. The Property Owner further agrees to indemnify, hold harmless, and pay all costs for tine defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement or any approval or certification by the City relating to the Project, or asserting that damages, just compensation, restitution, judicial or equitable relief is due to personal or property rights by reason of the terms of, or effects arising from Property Owner's negligent acts, omissions or willflnl misconduct in the performance of this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 4.7 Binding Effect of Agreement. To the extent not otherwise provided in Section 4.3 of this Agreement, the burdens of the Agreement bind, and the benefits of the Agreement inure, to the parties' successors in interest transferees and assigns. 4.8 Relationship of the Parties. The contractual relationship between City and Owner arising out of the Agreement is one of independent contractor and not agency or partnetship. This Agreement does not create any third party beneficiary rights, 4.9 Notices. Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: If to City, to: - City Manager City of Santa Ana 20 Civic Center Plaza M -31 RO. Box 1988 Santa Ana, California 92702 6 75A -71 and, telefacsimile (714) 647 -6954 City Attorney City of Santa Ana 20 Civic Center Plaza M -29 P,O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647 -6515 If to Owner, to: Ceastal RIM -139- East- Alton-Avenue Sabi„ n m Miff-92M Attem epee Me4a teldaesimile-, (-714) 708 NB VDC at the Met. LLC 828 North Ogden Drive Los Angeles, CA 9.0046 Attention: Ryan HO ug lnick Facsimile number: A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address or facsimile number. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County, or city holidays shall be excluded. 5. DEVELOPMENT OF THE PROPERTY. 5.1 Existing Rules, Regulations and Policies. In accordance with the terms of Government Code section 65866, the City and the Owner agree that Tthe rules, regulations and official policies governing the permitted use(s) of the Property, with respect to and only with ' respect to the permitted use(s) zoning, design, setbacks, density, height, size of structures, permitted uses, and intensity of use of the Property (collectively, the `Existing Development Regulations" ), shall be those rules, regulations, and policies applicable to the Property as of the effective date of this Agreement. 7 75A -72 5.1.1 Cooperative Agreement for Off Site Improvements. The Owne Coastal Rim and the City, together with other parties, have on oumently executed a Cooperative Agreement for Off Site Improvements concurrently with the Original A reement, a trite and correct copy of which is attached hereto as Exhibit D and incorporated herein by this reference. Owner agrees to comply in all respects with its obligations under said Agreement, and agrees and acknowledges that a material breach of said agreement shall constitute a material breach of this Agreement. Despite anything to the contrary, Owner is not required to construct any off -site improvements other than as expressly required in this Agreement, in any environmental documentation related to this Project, or in atry condition of approval in any discretionary y ction related to this Project. 5.1.2 Remaining Offsite Mitigation Measures. The additional offsite mitigation measures, beyond those set forth in the agreement referenced in section 5. 1.1 of this Agreement, which must be constructed by Owner arc as set forth in Exhibit E to this Agreement. All Rinds or costs for offsite mitigation measures required pursuant to the approvals set forth in section 2.4 of this Agreement shall be paid the earlier of (1) the time called for ill the said approvals, or (2) no later than recordation of the final subdivision map for the Project,-or U3 issuance of certificates of occupancy, whichever comes first. 5.2 Exclusion from Existing Rules, Regulations and Policies. Pursuant to Government Code Section 65866, and Pardee Construction Co, v. City of Camarillo (1984) 37 CaUd 465, 208 Cal.Rptr. 228, 690 P.2d 701, City retains the right to enact police power regulations on matters not covered by section 5.1 of this Agreement, including without limitation: a. Regulation of (lie rate and amount of growth is not abrogated by the City, in that the parties agree and acknowledge that the City hereby retains the police power to provide for change in regulations, ordinances, policies, and plans relating to moratoria, building permit allocations,. timing, and sequencing of development and the financing and provision of adequate public facilities at the time of development. b. Municipal laws and regulations which do not interfere with Owner's vested rights to develop and use the Property in accordance with section 5.1 of this Agreement. As used herein, "Existing Development Regulations" shall not include municipal laws and regulations that (10 not conflict with Owner's vested rights to develop and use the Property in accordance with this Agreement. Owner and its successors and assigns and all persons and entities in occupation of any portion of the Property shall comply with such non- conflicting laws and regulations as may from time to time be enacted or amended hereafter. Specifically, but without limitation on the foregoing, such non - conflicting laws and regulations include the following: V. (1) Taxes, assessments, fees and charges, except as otherwise specifically provided in this Development Agreement; (2) Building, electrical, mechanical, fire and similar codes based upon uniform codes incorporated by reference into the Santa Ana Municipal Code; 75A -73 (3) Laws, including zoning code provisions, which regulate the maruter in which business activities may be conducted or which prohibit any particular type of business activity on a city -wide basis; and (4) Procedural rules of general City-wide application. c. In recognition of the need for City services, including but not limited to police, fire and park, to meet the demand generated by new, cumulative residential development in the City, District, Owner will not object to participation in a conntnunity facilities district, assessment district, or other similar finding mechanism, to provide fiords for such services, should any such a mechanism be established. d. No vested rights as to any requirements in this section either as to existing or future regulations, ordinances, policies, and plans are hereby conferred. 5.3 Design and Construction Standards and Specifications. The design and construction standards and specifications for all Project construction, including without limitation the facilities set forth in the Public Art Plan, shall be subject to applicable design standards and guidelines in effect at the time that any development approval shall be sought for the Project or any unit or structure contained within the Project. 5.4 FAA Approval. Owner shall obtain and maintain, during the term of the agreement, any and all necessary approvals from the FAA for the Project, Should such approvals lapse, and not be reinstated or reapproved prior to the issuance of the first building permit, the City shall have the right to terminate the agreement, 5,4.1. Avigation Easement. The Owner shall, prior to issuance of the first building permit for the Project, execute atr avigation easement in a form approved by the City Attorney, which shall be recorded with the Recorder of the County of Orange. The avigation easement shall prohibit any and all claims, actions or lawsuits of any kind or type for nuisance or interference with use and enjoyment of the underlying Property or the Project including but not limited to noise, sound, vibration, fumes, fuel particles, dust, discomfort or other environmental effects incident to aircraft operations as well as any inconvenience or annoyances caused by the operations of the John Wayne Airport (SNA). The avigation easement shall grant the right to enter or penetrate into or transmit through the airspace above, on or in the vicinity of the Property for the unobstructed use, passage or operation of all types of aircraft and the right to create or generate all things and consequences to the Property that may be, or may be alleged to be, incident to or resulting from the use of said Airspace and any and all related aircraft and airport operation. The City shall be the benefited patty in the avigation easement, but said easement shall'be assignable by the City to a third party, including but not limited to John Wayne Airport (SNA), without consent of Owner. 5.4.2. Limit -en- Fast - Food- turd -T-aIie Out Restaunuts. At ne time shall the 9wner permitinerathan 3;8t3A s�t�ar�fe'ef�etail -spa '* fob » n ! ke-oi# 't ' r@StHum% ts. For ., poses e f !W Agreement, t ..• t .all ! 1, r' "r .. vs w 9 75A -74 deemed to be a "fast feed" or "talm out" restfuirant if it previd dova) dining aveasand emehfsive t b16 setylee-fer erdering- an"eliveringamealsr -any# - beverages, an"ke-eat sefYiee ansillary-to 6 oh services.. 5.5 Future Dlscretlonary Apps- ovals. This Agreement shall not prevent the City, when considering requests for discretionary approvals not covered by Section 5.1 of this Agreement subsequent to the effective date of this Agreement, from applying new rules, regulations, and policies which are applicable to the Property, including but not limited to, changes in the general plans, specific plans, zoning, subdivision or building regulations, nor shall this Agreement prevent the City from denying or conditionally approving any subsequent applications for land use entitlements based on such existing or new rules, regulations,. and /or policies; provided, however, that such new rules, regulations, and official policies are of general application to all development within the City and are not imposed solely with respect to the subject property. In addition, this Agreement shall not prevent the City from exercising its police power to protect the health, safety, and welfare of the public: This police power, exercised in accordance with Section 5.2 of this Agreement, is paramount to any rights or obligations created or existing between the parties. 5.6 Processing fees. All fees and charges intended to cover City costs associated with processing development of the Property, including but not limited to fees and charges for applications, processing, inspections, plan review, plan processing, and/or environmental review, which are existing or may be revised or adopted during the terin of this Agreement, shall apply to the development of the Property. 5.7 Amendments or Additions to Citywide Fee Programs. This Agreement shall not preclude the inclusion of and changes to fee programs, taxes whether special or general, or assessments (hereafter collectively referred to as "fees ") adopted by the City after the effective date of this Agreement, which shall be applicable to the Project or the Property provided that they (1) are standard fees applicable to all development in the City (although actual fee rates may vary within the City where bona fide Citywide fee zones have been established), (2) are not applicable primarily or only to this Project, or and (3) are not imposed to either (a) mitigate, offset or compensate for Project impacts which were analyzed in the negative declaration prepared for the Project, or (b) duplicate any project design features conditions of approval, Agreements, or mitigation measures contained in the Development Plan or this Agreement. The current entitlement fees shall be locked in as of the date of this Agreement and there shall be no additional entitlement fees for the Project However, building permit fees including fees for now permits required after the date of this Agreement will not be locked in at any rate but rather will be the amount at the time of pulling building permits. Any deferral of development impact fees will only be allowed in accordance with Santa Ana Ordinance No NS -2814 adopted by the Santa Ana City Council on Fobruary 22, 2011, 5.8 Development, Construction and Completion of Work of Public Art. In consideration for the extraordinary and significant benefits set forth in this Section, the Owner has been legally vested under patagfoo Section 5.1 with regard to the zoning, permitted uses of land, density, height, setback, design size of structure and intensity of use of the Property.; Owner shall include within the Project at a prime location visible to the public, a single or 10 75A -75 grouped permanent work of public art (the "Public Art "). The Public Art shall conform in all respects to Exhibit C of this Agreement. Facilities specified in seetien Section 5. 8.1 below must be designed and/or constructed prior to the triggering event. In the event that Owner fails to meet either of the triggering events set forth in seetie>3 Sectio 5.8.1., below, Owner shall pay. the City an amount equivalent to one -half of one percent (0.5 %) of the estimated value of its Project, as conclusively specified by the Executive Director of the City's Planning and Building Agency, to be used by the City to acquire other public art for other locations within the City, in which case, Owner will not be considered in default under this Agreement. 5.8.1 Work of Public Art. Items to Be Complete Triggering Event (E.g., New Use or New Area 1. Submit Final Design of Public Art. Prior to issuance of first Building Permit or five Final design must conform to Public Art (5) years from the effective date of this Agreement, Plan, whichever comes first. 2. Install Public Art. Prior to City's issuance of the first Certificate of Occupancy for any building or structure, or the expiration of the term of this Agreement, whichever comes first. With respect to the Final Design, Owner shall complete all construction and development, shall submit all plans, drawings, and other documents, and perform all of its obligations under this Agreement within the times specified above. During periods of construction of the work of public art encompassed in the Public Art Plan, Owner shall submit to the City a written report of the progress of the construction when and as reasonably requested by the City. The report shall be in such form and detail as may be reasonably required by the City, and shall include a reasonable number of construction photographs (if requested) taken from the last report by Owner. Development scheduling or date or times of performance may be subject to revision from time to time if first mutually agreed to in writing. Such revisions do not constitute amendments requiring fiu•ther notice and public hearing. 5.8.2. Inclusionary Housing Fee. Owner shall pay to the City the sum of $3,000.00 per residential unit as a condition of issuance of each building permit. This fee shall apply to all units developed on the existing three and one -tenth (3.1) gross acres This fee shall be used by the City for planning (including but not lunited to preparation of one or more elements of its general plan or for zoning amendments), conceptual design, final design, bid preparation, award of bid, property appraisal, property acquisition, relocation, lost goodwill, and/or construction of new or substantially rehabilitated existing affordable housing in the City. Alternatively, Owner may at any time cease making such payments if it enters into an agreement with the Community Redevelopment Agency or the Community Development Agency of the City of Santa Ana to either (i) newly construct or rehabilitate and sell or lease, with affordability covenants as required by State law, 42 inclusionary housing units totaling fifteen percent (that 11 75A -76 being-45%) of the housing units proposed for the Project as provided by Health & Safety Code section 33413(b)(2)(A)), and/or (b) provide for up to sixty percent (60%) of these inclusiona.ry units to moderate income residents at its Project, consistent with Health & Safety Code section 33413(b)(2). 5.8.3 No Redevelopment Subsidy. The Owner shall not be entitled to request or accept any agreement with the Santa Ana Community Redevelopment Agency for economic, debt service payments, or other assistance for the development of the Project. Failure to comply with this provision shall be deemed in and of itself to constitute a failure to in good faith comply with terms or conditions of this Agreement pursuant to the terms of Government Code section 65865.1. 5.8.4. In -Lieu Parlc Development Fee. The Owner shall pay an in -lieu park development fee amount equivalent to the Park Dedication requirement te€e}eneed its- the -cite plan review let#et- £ok-Si Pim Review No. 2 N46. The fee shall be assessed at the value of $35.50 per square foot of area to be dedicated pursuant to the standard established by section 34 -204 et seq. of the Santa Ana Municipal Code, as specified in said City's site plan review letter; provided, however that the fee may be increased yearly beginning twelve months following the effective date of this agreement, by the average rate of increase in land costs in the City of Santa Ana, as that increase is established by the "Construction Cost Index -Los Angeles," published by Engineering News - Record, or substitute index chosen by the Executive Director of Planning and Building should that Index be discontinued. The fee shall be paid prior to issuance of each building permit. The City shall use said fees for new parkland, capital improvements at existing parks, and deferred maintenance at existing parks (up to a maximum of fifty percent of amount of the fee), and seventy five percent (75 %) of said fees shall be utilized by the City in the Quadrant of the City (as set forth in the City's Park A &D Fee program) in which the Project is located. If not used or appropriated this fee shall be returned to Develope} Owner, consistent with the provisions of (and subject to the exceptions contained within) the California Mitigation Fee Act, Government Code § 66000 et seq. 5.8.5 Covenants, Conditions, and Restrictions. Covenants, Conditions, and Restrictions (CC &R's) must be provided and approved by the Planning and Building Agency's Executive Director for the project prior to the issuasiee of the first -Wilding perini recording, of f the Final Man. Such CC &R's must contain at a minimum, the following: (1) No more than four residents per unit, except that for three - bedroom units, there shall be no more than five residents per unit. (2) To the -ext@nI'-,n�camit*d by lay.,, all iesidcrn 1 And live work i shalt remain�xer eeetrpied an _ Pe unit. (32) No home occupancy shall be permitted in a unit, except in accordance with section 41 -192 et seq, of the Santa Ana Municipal Code. (43) Assignment of repair of perimeter walls and common areas, including landscaping, will be specified in the CC &R's in the event of 12 75A -77 damage. (54) Disclosure and release: CC &R's shall provide notice to prospective owners of the urban character of the City and this area, including but not limited to the permitted uses of the property and buildings in the immediate area of the development (e.g., MacArthur Place, Griffin Towers, and surrounding property zoned and /or devoted to commercial use), and shall provide a release of all claims against the City which may arise from or relate to the disclosed matters. (65) 'Perms and Content.- i. CC &R's are to be in effect in perpetuity. ii, Any proposed modifications to the CC&R's will require approval by the Agency's Executive Director. iii. CC &R's shall provide a significant financial penalty (i.e., t! tna:�errnitted by4aw) that shall be imposed by the Home Owner's Association to any member who violates these provisions If the Project requires a conversion from rental units to condominiums at the time of recording � _lie Final Map the Owner must abide by and comply with the requirements and conditions of Santa Ana Municipal Code sections 34 -331. et seg., Regaining to residential conversion projects, prior to recording of the Final Map. 5.9 Responsibility #for Costs of Worlc Oof Public Art, The City and Owner agree that Owner shall be responsible for all costs associated with the design, construction, maintenance and repair of the work of public art provided for in the Public Art Plan, 5.10 Moratoria. Moratoria enacted by the City for the public health, safety, and welfare, which are imposed on the Property or Project, shall toll the time periods set forth in this Agreement. 5.11 City to Receive Contract Documents. Owner shall furnish City, upon written request, copies of contracts and supporting documents relating to the work of public art. 5.1312 Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received though the City's existing regulatory process shall be governed by the terms of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Agreement, 5.4413 Compliance Wivith Governmental Requirements. Subiect to and as otherwise provided by the terms of Section 5.1 above Owner shall carry out the design, 13 75A -78 construction, and operation of the Project in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City, the Owner or the Property, including all applicable federal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, applicable prevailing wage requirements, the City zoning and development standards, City permits and approvals, building, plumbing, mechanical and electrical codes, as they apply to the Property and the Project, and all other provisions of the City and its Municipal. Code (as they apply to.the Property and the Project), and all applicable disabled and handicapped access requirements, including, without the limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51 etseq. ("Governmental Requirements "). 6. ANNUAL REVIEW. 6.1 City and Owner Responsibilities. City shall, at least every twelve (12) months during the term of this Agreement, review the extent of good faith substantial compliance by Owner with the terms of this Agreement. Pursuant to Government Code Section 65865. 1, as amended, Owner shall have the duty to demonstrate by substantial evidence its good faith compliance with the terns of the Agreement at the periodic review. 6.2 Review Letter. If Owner is found to be in compliance with the Agreement after annual review, City shall, upon written request by Owner, issue a Review Letter to Owner (the "Letter ") stating that based upon information known or made known to the City Council, the City Planning Commission and /or the City Planning Director, the Agreement remains in effect and Owner is not in default. Owner may record the Letter in the Official Records of the County of Orange. 6.3 Failure of Periodic Review. City's failure to review at least annually Owner`s compliance with the terms and conditions of this Agreement shall not constitute or be asserted by any party as a breach of the Agreement by Owner or City, 7. DEFAULT. 7.1 Events of Default. Property Owner is in default under this Agreement upon the happening of one or more of the following events or conditions: (1) If a warranty, representation, or statement made or furnished by Property Owner to the City in conjunction with the Project is false or proves to have been false in any material respect when it was made; (2) A finding and determination made by the City following a periodic review under the procedure provided for in Government Code Section 65865.1 that upon the basis of substantial'evidence. the Property Owner has not complied in good faith with one or more of the terms or conditions of this Agreement; 14 75A -79 (3) Failure to comply with Governmental Requirements regulation ; (4) Any other event, condition, act, or omission of Owner, or of its officers, agents, employees, consultants, special counsel, or representatives, which materially interferes with the intent and objectives of this Agreement, 7.2 ' Procedure upon Default. (1) Upon the occurrence of an alleged default, City shall give Property Owner (the "defaulting party ") thirty (30) days written notice specifying the nature of the alleged default and, when appropriate, the manner in which said default may be satisfactorily cured. After proper notice and expiration of said thirty (30) day cure period without cure, City may terminate or amend this Agreement in accordance with the procedure adopted by the City as to all defaults that may be cured within said thirty (30) day cure period. For defaults that cannot be cured within said thirty (30) clay cure period, City may terminate or amend this Agreement in accordance with the procedure adopted by the City should at any time Owner fail to diligently proceed in curing the default. Failure or delay in giving notice of default shall not constitute a waiver of any default, nor shall it change the time of default. (2) City does not waive any claim of defect in perTormance by Property Owner, if on periodic review the City does not propose to modify or terminate this Agreement. (3) Non - performance shall not be excused because of a failure of a third person. (4) An express repudiation, refusal, or renunciation of the contract, if the same is in writing and signed by the Property Owner, shall be sufficient to terminate this Agreement and a hearing on the matter shall not be required. (5) Adoption of a law or other governmental activity making performance by the Owner unprofitable or more difficult or more expensive does not excuse the performance of the obligation by the Property Owner, unless such an activity constitutes a $reach of this Agreement by the City, or the City undertakes such an activity which renders impossible Owner's performance of its obligations or exercise of any of its rights vested under this Agreement. (6) All other remedies at law or in equity which are not inconsistent with the -provisions of this Agreement are available to the parties to pursue in the event there is a breach. 7.3 Damages upon Termination. In no event shall Property Owner be entitled to any damages against City upon lawful termination of this Agreement. 7.4 Institution of Legal Action. In addition to any other rights or remedies, 15 75A -80 either party may institute legal action to cure, correct, or remedy any default or breach, to specifically enforce any covenants or Agreements set forth in the Agreement, or to enjoin any threatened or attempted violation of the Agreement; or to obtain any remedies consistent with the purpose of the Agreement. Legal actions shall be instituted in the Superior Court of the County of Orange, State of California, or in the Federal District Court in the Central District of California, Southern Division, 8, ENCUMBRANCES AND RICLE ASE S ON PROPERTY. 8.1 Discretion to Encumber, This Agreement shall not prevent or limit Owner, in any manner, at Owner's sole discretion, from encumbering the Property or any portion of the Property or any improvement on the Property by any mortgage, deed of trust, or other' security device scouring financing with respect to the Property or its improvement. 8.2 Entitlement to Written Notice of Default. The mortgagee of a mortgage or beneficiary of a deed of trust encumbering the Property or any part thereof and their successors and assigns shall, upon written request to City, be entitled to receive from City written notification of any default by Owner of the performance of Owner's obligations under the Agreement which has not been cured within thirty (30) days following the date of default. QtY may modify or add to the provisions of this Section 8.2 at the request of any institutional lender or pension trust providing financing so long as such requested modifications or additions pertain only_ to the rights of a MortgaQce hereunder and are not otherwise inconsistent with the terms of this Agreement. 8.3 Releases. City agrees that upon written request of Property Owner and payment of all fees and performance of the requirements and conditions required of Owner by this Agreement with respect to the Property, or any portion thereof, City may execute and deliver to Owner appropriate release(s) of further obligations imposed by this Agreement in ford and substance acceptable to the Orange County Recorder or as may otherwise be necessary to effect the release. 9. MISCELLANEOUS PROVISIONS, 9,1 Rules of Construction. The singular includes the plural; the masculine gender includes the feminine; "shall" is mandatory; "may" is permissive. If there is more than one signer of this Agreement, their obligations are joint and several. 9.2 Entire Agreement, Waivers and Amendments. This Agreement constitutes the entire understanding and Agreement of the parties with respect to the matters set forth in this Agreement. This Agreement supersedes all negotiation or previous Agreements between the parties respecting this Agreement, All waivers of the provision of this Agreement diust be in writing and signed by the appropriate authorities of City or of Owner., All amendments to this Agreement must be in writing signed by the appropriate authorities of City and Owner, in a form suitable for recording in the Official Records of Orange County, California. Within ten (10) days following the effective date of this Agreement, a copy of this Agreement shall be recorded in the Official Records of Orange County, California. Upon the completion of 16 75A -81 performance of this Agreement or its revocation or termination, an appropriate Certificate of Completion acknowledging such occurrence signed by the appropriate agents of Owner and City shall be recorded in the Official Records of Orange County, California. 9.3 Project as.a Private Undertalcing. It is specifically understood by the parties that; (a) the Project is a private development for purposes of Government Code Section 65864 et seq.; (b) City has no interest in or responsibilities for or duty to third parties concerning any improvements to the Property or in connection with the Project; and (c) Owner shall have the fill power and exclusive control of the Property subject to the obligations of Owner set forth in this Agreement. 9.4 Incorporation of Recitals. The Recitals set forth in Section 1 of this Agreement are part of this Agreement. 9.5 Captions. The captions of this Agreement are for convenience and reference only, and shall not define, explain, modify, construe, limit, amplify, or aid in the interpretation, construction, or meaning of any of the provisions of this Agreement. 9.6 Consent. Where the consent or approval of a party is required in or necessary under this Agreement, the consent or approval shall not be unreasonably withheld. 9.7 Covenant of Cooperation. The parties shall cooperate with, deal with each other in good faith, and assist each other in the performance of the provisions of this Agreement. 9.8 Time of Essence. Time is of the essence for each provision of this Agreement of which time is an element. 9.9 Conflicts of Larv. In the event that state or federal laws or regulations enacted after this Agreement has have been entered into or the action or inaction of any other affected governmental jurisdiction prevents or precludes compliance with one or more provisions of this Agreement or require changes in plans, maps, or permits approved by the City, the parties shall provide the other party with written notice of such state or federal restriction, provide a copy of such regulation or policy, and a statement of conflict with the provisions of this Agreement. The parties shall, within thirty (30) days, meet and confer in good faith in a reasonable attempt to modify this Agreement to comply with such federal or state law or regulation. Thereafter, regardless of whether the parties reach an Agreement on the effect of such federal or state law or regulation upon the Agreement, the matter shall be scheduled for hearing before the Ci Council. Public notice of such hearing shall be given pursuant to Govermnent Code Section 65854.5, The City Council, at such hearing, shall determine the exact modification or suspension which shall be necessitated by such federal or state law or regulation pursuant to Government Code Section 65869.5. At the hearing Owner shall have the right to offer oral and written testimony. 9.10 Severability. If any term provision condition or covenant of this Agreement, or the application thereof to any party or circumstances shall to any extent be held 17 75A -82 invalid or unenforceable the remainder of the instrument, or the application of such term provision, condition or covenants or the application of such term provision condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected thereby and each term and provision of this A rg eement shall be valid and enforceable to the fullest extent penpitted by law. 9.11 Counterparts. This Agreement has been executed in one or more counterparts, each of which has been deemed an original, but all of which constitute one and the same instrument. 9 ;1912 Recording, The City Clerk shall cause a copy of this Agreement to be recorded with the Office of the County Recorder of Orange County, California, within ten (10) days following the effective date of this Agreement, 9.13 )Estoppel Certificate, Either party may, at any time, and from time to time, deliver written notice to the other party requesting such party to certify in writing that, to the knowledge of the certifying party, (i) this Agreement is in full force and effect and a binding obligation of the parties, (ii) this Agreement has not been amended or modified either orally or in writing, or, if so amended, identifying the amendments, and (iii) the requesting party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. A party receiving a request hereunder shall execute and return such certificate within thirty (30) days following the receipt thereof. The City Manager of the City shall have the right to execute any certificate requested by Owner hereunder, The City acknowledges that a certificate hereunder may be relied upon by transfers, Mortgagees, or other parties. 18 75A -83 IN WITNESS WHEREOF, this Agreement has been executed by the City of Santa Ana and by Property Owner. Dated this _ day of , 20—. Approved as to Fonn: JOSEPH A. S'IRAKA Interim City Attorney THE CITY OF SANTA ANA am PAUL M. WAL`I'ERS Interim City Manager VDC AT THE MET, LLC, A California Limited Liability Company �2 Ryan Ogulnick Its Manager 19 75A -84 STATE OF CALIFORNIA ) ) ss. COUNTY OF ORANGE On this day of , 200. , before me, a Notary Public in and for said state, personally appeared personally known to me (or proved to me on the basis of satisfactory evidence) to be the City Manager of THE CITY OF SANTA ANA, the charter city that executed the within instrument, known to me to be tite person who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to its bylaws or a resolution of its City Council. WITNESS my hand and official seal. NOTARY PUBLIC STATE OF CALIFORNIA ) ) ss. COUNTY OF ORANGE ) On this day of , 200_, before me, a Notary Public in and for said state, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the of . ., the that executed the within instrument, known to me to be the person who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to its bylaws or a resolution of its Board. WITNESS my hand and official seal. NOTARY PUBLIC 75A -85 EXHIBIT "A" Property Legal Descril)tion REAL PROPERTY IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: PARCEL A: LOT 1 AS SHOWN ON EXHIBIT `B" OF LOT LINE ADJUSTMENT NO.98.001 IN THE CITY OF SANTA ANA COUNTY OF ORANGE STATE OF CALIFORNIA RECORDED APRIL 9 1998 AS INSTRUMENT NO 19980210009 OF OFFICIAL RECORDS IN THE QFMCE OF THE COUNTY RECORDER OF SAID COUNTY, PARCEL B: A NON - EXCLUSIVE RECIPROCAL EASEMENT FOR VEHICULAR INGRESS EGRESS AND ACCESS AS SET FORTH IN THAT CERTAIN DECLARATION AND GRANT OF EASEMENTS RECORDED APRIL 9 1998 AS INSTRUMENT NO 19980210011 AND IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND GRANT OF EASEMENTS_ RECORDED APRIL 15, 1998, AS INSTRUMENT NO, 19980222444, AND IN THAT CERTAIN AMENDED AND FULLY RESTATED RECIPROCAL EASEMENT AGREEMENT RECORDED NOVEMBER 11 2004 AS INSTRUMENT NO. 2004001056213, ALL OF OFFICIAL RECORDS OF ORANGE COUNTY CALIFORNIA. EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN PARCEL A HEREINABOVE DESCRIBED. PARCEL C: AN EASEMENT FOR THE CONSRUCTION INSTALLATION MAINTENANCE AND REPAIR OF A STORM DRAIN AND RELATED IPROVEMENTS AS SET FORTH IN THAT CER`T'AIN STORM DRAIN EASEMENT AND MAINTENANCE AGREEMENT RECORDED APRIL 18, 2005, AS INSTRUMENT NO. 2005000291720 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA; [rl,Qq,l, EXHIBIT `B" PropertY Site Plan To be inserted 75A -87 EXHIBIT IBC" Public Art Plan 1. Public art valued at one -half of one percent (0.5 %) of the total Project building permit valuation is required, Public art shall be comprised of a single art piece -or grouped art pieces to be placed at a final location to be determined as specified in paragraph section 2,5 of this Agreement. The public art should invite participation and interaction, inspire, add local meaning, interpret the community by revealing its culture or history, and/or capture or reinforce the unique character of the new place. A comprehensive Public Art Plan indicating compliance with this requirement, and which proposes specific pieces of art for specific locations or applications, shall be submitted to the Planning Commission prior to the completion of the project's first phase. All public art approved by the Planning Commission in the Public Ail Plan shall be completely installed as provided in pawgmph section 5.8.1 of this Agreement. 2. Art should be sited to complement features such as plaza or architectural components so that the art is an integral part of the development site. 3. Public art should be constructed using durable materials and finishes including but not limited to stone or metal. 4. No art piece provided pursuant to the public art requirement shall include advertising of any type, including but not limited to products, services or businesses. S. All public art provided pursuant to the public art requirement shall be properly maintained at all times, be free of any graffiti and shall not incorporate any flashing or distracting form of illumination. 6. All art pieces approved and installed pursuant to the Public Ail Plan shall remain on the project site and may not be removed without the approval of the Planning Commission.- 7. Expenses Not Allowed from Art Allocation i. Expenses to locate the artist (e.g., airfare for artist interviews, etc.) ii. Architect acid Landscape Architect fees. iii. Landscaping around a sculpture that is not included as part of the artist's sculpture furnishings, including, but not limited to, functional structures, prefabricated water or electrical features not created by the artist, and ornamental enhancements. iv. Utility fees associated with activating electronic or water generated artwork. FWMOOIOO� v. Lighting elements not integral to the illumination of the ail piece. vi. Publicity, public relations, photographs, educational materials, business letterhead or logos bearing artwork image. vii. Dedication ceremonies, including sculpture unveilings or grand openings. a"I MO20, EXHIBIT LSD" Cooperative Agreement for Off -Site Improvements *TC COOPERATIVE AGREEMENT FOR OPF -SITE IMPROVEMENTS THIS Agreement is entered into this day of , 2005, by and between the SANDPOINTE NEIGHBORHOOD ASSOCIATION, INC., a California, non -profit public benefit and federal 501(c)(3) corporation ( "Sandpointe "), the N13XUS DEVELOPMENT CORPORATION /CENTRAL DIVISION, INC. a California corporation and The Grand Plan 2, LLC, a California Limited Liability Company (collectively referred to herein as'Noxus" ), COASTAL RIM PROPERTIES, INC., a California corporation (" Geneva Commons"), the COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF SANTA ANA, a public body corporate and politic (the "Agency "), 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 (the "City") WITNBSS13TH A. Nexus has proposed constructing at Hutton Center a five level residential condominium project, two 23- residentiet level condominium high -rise and one 24- residential level condominium (for a total not to exceed 835 condominium units), together with ancillary retail not to exceed 14,000 square feet (the "Nexus Project "). B. Geneva Commons has proposed constructing at the northeast corner of MacArthur Boulevard and Imperial Promenade an approximately 278 -unit condominium project consisting of an 18- residential level high rise project and an eight -story building, together with ancillary retail (the "Geneva Commons Project'), C. Sandpoint* is a non -profit corporation that serves as a conduit between the Sandpointo Neighborhood ( "Neighborhood ") and outside community and political interests. Sandpointe Neighborhood is a residential neighborhood of single family and some multi - family homes in the southeast portion of Santa Ana. The Sandpointe Neighborhood consists of approximately 800 residences. Sandpoint* does not have the authority to bind any individual resident of the Sandpointe Neighborhood, D. The Agency is a community redevelopment agency, as that term is defined in California Health & Safety Code § 33100. In 1982, the Agency created the South Main Redevelopment Project Area ( "Projeot Area'), and Nexus and Geneva Commons are located within the Project Area, E. Sandpointe has identified certain physical Improvements needed In the area of the Neighborhood that arts necessitated by or would in some way offset the Impact of the two development projects. Nexus and Geneva Commons desire to contribute towards the cost midlor construction of those improvements to the Sandpointe neighborhood In addition to and to EXHIBIT D Ordinance No, NS -2660 t Page 30 of tit 75A -91 supplement the mitigation measures and conditions of approval imposed by the City of their respective developments. Those improvements are set forth in Exhibit A, attached hereto and made a part hereof by this reference ("Improvements'). F. 'The Agency is willing to assist in the funding of the improvements but only from a portion of the tax increment actually generated by the Nexus and Geneva Commons Projects and to Rind specified improvements that would reduce blight and benefit the Project Area. 0, The City's partiolpation in this Agreement is limited to coordination of funding and/or construction of certain, herein specified publicly owned improvements. H. Nexus has agreed to constrict some of the improvements, and pay for the construction of others, as more fully set forth below ("Nexus Improvements'). Geneva Commons has agreed to pay for a portion of the Nexus Improvements. NOW, THER13FORE, the parties hereto do mutually agree as follows- SCOP E OF WORK A. Nexus shall construct and/or ltmd the improvements identified as "Nexus Improvements" in Exhibit A hereto according to the schedule set forth in fthibit B to this Agreement, attached hereto and incorporated herein by this reference. Nexus shall be entitled to fbll use of the funds deposited in the Nexus Escrow to undertake the Nexus Improvements, B. In consideration for Nexus' agreement to construct and/or fund the Nexus Improvement, Geneva Commons agrees to contribute a sum equal to its pro -rata share of residential units between itself and Nexus (which is currently twenty-five percent (25 6/o) pursuant to those numbers set forth In sections A and B of the Recitals above) of the cost of the Nexus Improvements, towards the cost thereof payable at the time called for below. Notwithstanding the forogoing, if Nexus has -not executed this Agreement prior to the date this Agreement becomes binding on Geneva Commons (which the parties agree shall conclusively deemed to be the first day upon which this Agreement has been executed by Geneva Commons, the City,. the Agency and Sandpointo), then Geneva Commons pro -rata share contribution to the Nexus Lscrow shall be conclusively fixed at twenty-five (25 %) regardless of the actual number of residential units approved for it and Nexus, C. If the entire Nexus and Geneva Commons Projects are constructed, Agency shall cause the construction of the improvements identified as "Publicly -Owned Improvements" in Exhibit A hereto according to the schedule set forth in Exhibit C to this Agreement, attached hereto acid incorporated herein.by this reference. The parties acknowledge and agree that the total cost of the publicly owned improvements, including studies, design and overhead, shall not exceed Five Million Dollars ($5,000,000.00). EXHIBIT D 2 Ordinance too. NS -2660 Page 31 of 51 75A -92 2. COMPENSATION AND METHOD ON PAYMENT A. Nexus shall, within sixty (60) days of execution of this Agreement, open an escrow account at First American Title Insurance Company, 2 First American Way, Santa Ana, California, or an equivalent escrow company approved in advance by Geneva Commons and Sandpointe, for deposit of Rinds to be used to pay for the Nexus Improvements (referred to heroin as the "Nexus Escrow'), B. Sandpointe shall deposit $1,000.00 into the Nexus Escrow on the Escrow Submission Date no later than the date the of the first payment made pursuant to paragraph 2.D. of thus Agreement. C. Prior to the deadline specified in paragraph 2.D, of this Agreement, Nexus and Genova Commons shall meet and confer in good faith to agree upon the estimated cost of the Nexus improvements, If, at any time, either Geneva Commons or Nexus determines that such agreement is not possible, then the objecting party shall submii its dispute in writing, together with any evidence upon which ht relies to the Executive Director of the City's Public Works Agency and tho other party . Within fifteen (15) days of its receipt of said notice, the non- objecting party shall then have fifteen (15) days to submit any response it has to the City and the objecting party. The Executive Director of the City's Public Works Agency or designea shall then, within thirty (30) days of receipt of the response, if any, or the expiration of said deadline, inform both Genova Commons and Nexus in writing of the final determination of the estimated total cost, which all parties agree shall be conclusive and binding upon both Nexus and Geneva Commons. Thereafter, Nexus and Geneva Commons shall deposit their respective shares of the estimated cost of the Nexus Improvements as set forth in paragraph 1.131, of this Agreement, less $1,000.00, into the Nexus Escrow no later than the date specified in paragraph 2,D. of this Agreement. D. Nexus shall pay into the Nexus Escrow no later than (i) the date the first building permit is issued by the City for the Nexus Project, or (ii) a date ninety (90) days after the issuance of entitlements to Nexus, provided no litigation or referendum petition challenging Nexus has been filed and served on the City, whichever comes later. Geneva Commons shall pay into the Nexus Escrow no later than (i) the date the first building permit is issued by the City for the Geneva Commons Project, or (ii) a date ninety (90) days after the issuance of entitlements to Genova Commons, provided no litigation or referendum petition challenging Geneva Commons has been filed and served on the City, whichever comes later. EXHIBIT D Ordinance No. N5 -2680 Page 32 of 61 75A -93 E. The Agency shall pay the City its cost incurred by the City for the Publicly -Owned Improvements set forth in Exhibit A to this Agreement; provided, however that total eommitment by the City and Agency toward the Publicly -Owned improvements shall not exceed FIVE MILLION DOLLARS ($5,O00,000.00). If the Items set forth as Publicly -Owned Improvements in Exhibit A are found to cost more than this sum, then the Agency shall, in the exercise of its solo and absolute discretion, limit or eliminate Publicly -Owned Improvements set forth in Exhibit A; provided, however, that the Agency shall proceed with the Publicly -Owned Improvements in the order as set forth in said Exhibit. 3. NEXUS CONSTRUCTION DRAWINGS AND RELATED DOCUMENTS A. Nexus shall prepare and submit construction drawings and related docurents for items listed on Exhibit A to the City for review (including, but not limited to, architectural review) and written approval as and at the times established in the Schedule of Performance set forth in Exhibit B to this Agreement. The constriction drawings and related documents shall be submitted in two stages: (i) the Preliminary Site Plans and (ii) Final Site Plans. B. During the preparation of all drawings and plans, City staff and Nexus shall hold regularprogress meetings to coordinate the preparation of, submission to, and review of construction plans and related documents by the City. The City staff and Nexus shall communicate and consult informally as frequently as is necessary to Insure that the fonnal submittal of any documents to the City can receive prompt and speedy consideration, C. Any revision or correction of plaits required by late City shall be deemed approved by the Agency, Geneva Commons and Sandpointe, D. Neither the City, the Agency, Sandpointe or Genova Commons shall have any ownership interest in, or any right to use, the Preliminary Site Plans or the Final Site Plans submitted by Nexus, nor shall the City, the Agency, Sandpointe or Geneva Commons authorize the right to use any such plans or drawings to any person or entity. 4. APPROVAL OF NEXUS PLANS, DRAWINGS AND RELATED DOCUMENTS A. The City shall have the right of reasonable review (including, but not limited to, architectural review) of all plans, drawings and related doctnnents including any proposed changes therein. The City shall approve or disapprove such plans, drawings, and related (and any proposed changes therein) within the times established itt tare Schedule of Performance set forth in Exhibit B hereto. Such approval shall not be unreasonably withheld. B. Any disapproval shall state in writing the reasons for disapproval. The City shall have the right to disapprove, in its reasonable discretion, any of the Final Plans if the Final Plans do not conform to the Approved Plans, the approved Preliminary plans or do not conform to Exhibit A to this Agreement, or are incomplete. EXHIBIT D 4 Ordinance No. NS -2880 Page 33 of 51 75A -94 C. The City shall state in writing the reasons for disapproval of the Final Plans within sixty (60) days of receipt of copies of such Final Plans. Failure to respond within this sixty (60) day period shall not be grounds for resubmittal. D. Nexus, upon receipt of a notice of disapproval, shall revise such portions of the plans, drawings or related documents in a manor that reasonably satisfies the reasons for disapproval and shall resubmit such revised portions to the City as soon as possible after receipt of the notice of disapproval, Plans, drawings, and related doetunents receiving City approval shall not be subsequently disapproved. Nexus shall ensure that all of its plans, drawings and related documents comply with all Governmental Requirements. S. COMM13NCBMBNT AND COMPLETION OF CONSTRUCTION OF NEXUS IWROVEMBNTS a. Nexus shall construct and/or flood, utilizing the Nextts Escrow, the improvements in conformance with Exhibit A to this Agreement and the approved Final Plans. To the extent that the cost of the Nexus Improvements, constructed in conformance with Exhibit A to this Agreement and the approved Final Plans, oxceeds the fends in the Nexus Escrow, Nexus and Genova Commons shall be solely responsible for said costs, with each responsible for any additional cost to the same percentage as Is act forth in paragraph I.B. of this Agreement, Noxus shall complete or fund, as the case may be; the construction of the improvements in conformance with the schedule sot forth in Exhibit B to this Agreement, b. The parties acknowledge and agree that the Block Wall identified as Item No, l on Exhibit A will be constricted on the properties of dozens of individual homeowners in the Sandpointe neighborhood, none of whom aro parties to this Agreement. The parties agree to use their best efforts to obtain permission of each of these individual property owners to construct this Block Wall and to permit the City to permanently maintain the climbing ivy along the exterior of the wall, However, it is the parties understanding and intent that should any property owner reftese to agree to permit the construction and/or exterior ivy maintenance ("hold outs'), that the Block Wall will be constructed regardless of any holdouts, and that Nexus shall construct the Block Wall in such fashion as to Join the Block Wail to existing wall segments owned by hold outs and minimize any negative aesthetic impact caused by such hold outs. Nexus agrees to hold Sandpointe and its officers, directors, employees and agents harmless from any claim by any and all property owners including such hold outs arising out of the construction of the Block Wall in which Sandpointe, or its officers, directors, employees or agents are named, Nexus shall be permitted to select counsel to defend Sandpointo at the expense of Nexus. In the event of potential conflict of interest between Sandpointe and Nexus, Sandpointe shall have the right to select independent counsel. All fees and costs of independent counsel selected by Sandpointe for defense of any claim arising out of or relating to any claims described herein shall be paid by Nexus on behalf of Sandpointe. EXHIBIT b Ordlnance No. NS -2680 S Page 34 of 51 7 5A -95 G. AGENCY NOTICE TO PROCEED FOR DESIGN AND CONSTRUCTION OF PUBLICLY OWNED IMPROVEMENTS Upon the issuance of a certificate of occupancy pursuant to the California Building Code foir (i) all residential units in a minimum of two of the three high -rise towers in the Nexus Project, and (ii) all residential units in the Geneva Commons Project, the Agency shall give the City a notice to procemi to design and construct the Publicly -Owned Improvements as set forth in Exhibit' A. If only a portion of the residential. units have been constructed within five (5) years of the date of the Commencement Date, then the Agency shall only give the City a notice to proceed with a partial list of items as set forth in Exhibit C to this Agreement. The Agency's obligation to pay for the Publicly -Owned improvements, and the City's obligation to complete these Publicly -Owned Improvements, or any part thereof, shall be limited by the Agency's ability to fluid said work from the prejeot- specific tax increment generated'by the Nexus Project; provided, however, that City and Agency shall construct item no. l.a. on the list of Publicly -Owned Improvements in Exhibit A to tlus Agreement regardless of the project - specific tax increment received by the Agency. 7. COMMENCI3MENT AND COMPLETION OF CONSTRUCTION OF PUBLICLY OWNED IMPROVEMENTS a. City shall construct the Publicly -Owned Improvements in conformance with the schedule set forth in Exhibit C to this Agreement and the approved Final Plans; provided, however, that the Agency slid City shall have no obligation once the cost of the Publicly -Owned Improvements exceeds Five Million Dollars ($5,000,000.00). If the cost of the Publicly -Owned Improvements, including all design, administrative and construction costs exceed $5,000,000.00, then the City shall construct only that portion of the Publicly Owned Improvements as specified in Exhibit C in the exercise of the Agency's solo and absolute discretion, b. City shall, at the conclusion of the plant establishment phase specified in Exhibit B, additionally maintain the climbing vines and irrigation constructed by Nexus along the outside of the block wall, referenced in item no. I on Exhibit A hereto, but the City's obtigation to maintain the climbing vines shall only apply to those property owners who execute a fagade easement with the City in a form approved by the City Attorney permitting the City to maintain said climbing vines and indemnifying the City from any liability caused by said climbing vines and/or irrigation. Sandpointe. shall be responsible for obtaining signatures from these individual homeowners. 8. LIABILITY AND INDEMNIFICATION DURING CONSTRUCTION; BODILY INR RY AND PROPERTY DAMAGE INSURANCE A. From and after the Ef belive Date, Nexus and Geneva Commons agree to and shall indemnify and hold Agency, City and Sandpointe, and their respective officers, directors, agents and employees harmless from and against all damages to property or Injuries to or death of any person or persons, including employees or agents of Agency or City, and shall defend, indemnify EXHIBIT D Ordinance No. NS -2684 page 35 of 51 and save Agency, City and Sandpointe, and their officers, agents, and employees, from any and all claims, demands, suits, actions, or proceedings of any kind or nature, including, but not by way of limitation, workers' compensation claims of or by anyone whomsoever, in any way resulting fzom the negligent or wrongfid acts or omissions of Nexus or Geneva Conurions or their respective employees, agents or subcontractors. For itself and no other, Sandpointe agrees to hold harmless Agency, City and their respective offloers, directors, agents and employees from and against all damages to property or injuries to or death of any person or persons, in any way resulting from the negligent or wrongful acts or omissions of Nexus or Geneva Commons, or their respective employees, agents or subcontractors. This Agreement shall not be interpreted or construed to obligate Sandpointe, its officers, directors or agents, or the Neighborhood to defend, indemnify or to answer in any way for the Agency the City or their respective officers, directors, agents or employees for such claims. E. Prior to the commencement of construction, Nexus or any other party working within the real property of the City or Agency, shall obtain at its sole cost and fife with the City and Agency, and maintain for tha period covered by ttils Agreement, a policy or policies of liability insurance or a certificate of such insurance, consistent with this Agreement, naming Agency, the City and Sandpointe, their officers, directors, agents, and employees, as insured or additional insured, which provides coverage not less than that provided in the form of a comprehensive general liability insurance policy against liability for any and all claims and suits for damages or injuries to persons or property resulting from or arising out of operations of Nexus, its officers, directors, agents, or employees. Said policy or policies of insurance shall provide coverago for both bodily injury and property damage in not less than One Million Dollars ($ 1,000,000) combined single limit, or its equivalent. Said policy or policies shall also contain a provision that no termination, cancellation, or change of coverage of insured shall be effective until after thirty (30) days notice thereof has been given in writing to City aid Agency. Nexus shall give to Agency and City prompt and timely notice of claim made or suit instituted arising out of Nexus operations hereunder. Nexus may procure and maintain, at its own cost and expense, any additional kinds and amounts of insurance, which in its own judgment may be necessary for its proper protection in the prosecution of the work. All insurance policies shall be written by responsible and solvent insurance companies and shall include an additional insured endorsement in substantially the form of Exhibit D, attached hereto and incorporated heroin by this reference 9. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS. Nexus shall carry out the design,. construction, and operation of the Nexus Improvements in substa fiat conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City or Nexus, including all applicable federal, state, and local aceupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, applicable prevailing wage requirements, the City zoning and development standards, City permits and approvals, building, plumbing, mechanical EXHIBIT D Ordinance No. NS.2680 7 Page 30 of 61 75A -97 and electrical codes, and all other provisions of the City and its Municipal Code, and all-applicable disabled and handicapped access requirements, Including, without the limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code § 4450 at seq., and the Unruh Civil Rights Act, Civil Code § 51 et seq. ( "Governmental Requirements "). 10. DEFAULTS AND REMEDIES If any party defaults In performance of its obligations, covenants or agreements hereunder, Hie defaulting party shall be entitled to cure the default in accordance with thus section. The injured party shall give written notice of default to (lie party in default, specifying the default complained of by the injured party. Delay In giving such notice shall not constitute a waiver of any default nor shall it change the time of-default. Thu defaulting party must, within thirty (30) days, following service of said notice, commenco to cure, correct or remedy such failure or delay and shall complete such cure, correction, or remedy with reasonable diligence. 11, INSTITUTION OF LEGAL ACTIONS Subject to the provisions of Section 13. hereof, In addition to any other rights or remedies, either party may institute legal action to cure, correct or remedy any default to recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. 12. APPLICABLE LAW This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California mid the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. All parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 13. PdOHTS AND REMEDIES ARE CUMULATIVE Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. EXHIBIT D R Ordlnance No. NS -2880 Page 37 of tit •11;� 14. DAMAGES In the event that the Agency or City is liable for damages to Nexus, Sandpointe and/or Geneva Commons, such liability shall not exceed costs Incurred by Nexus, Sandpointe and/or Genova Commons in the performance of this Agreement and shall not - extend to compensation for loss of future income, profits or assets. 15. NOTICES, DEMAND AM COMMUNICATIONS Formal notices, demands and commWeations between the parties shall be sufiioiently given if dispatched by registered or certified mail, postage prepaid, return receipt requested, to the principal offices of the Agency and the Developer as designated below. Such written notices, demands and communications may be sent in the same marn or to such other addresses as either party may ft'om time to time designate by mail as provided in this section. City: City of Santa Ana Planning and Building Agency 20 Civic Center Plaza, M -20 Santa Ana, CA 92702 Attn: Steve Harding, Executive Director Phone: (714) 667 -2700 Fax: (714) 973 -1461 with copy to: City Attorney 20 Civic Center Plaza, M -29 Santa Ana, California 92702 Agency: Community Development Agency City of Santa Ana 20 Civic Cantor Plaza, M -25 Santa Ana, CA 92702 Attn: Patricia C. Whitaker, Executive. Director Phone: (714) 647-5360 Fax: (714) 647.6549 with copy to: Agency General Counsel Community Redevelopment Agency of the City of Santa Ana 20 Civic Center Plaza, M -29 Santa Ana, California 92702 EXHIBIT D Ordinance No. NS -2680 9 Page 38 of 69 75A -99 Sandpointe: Sandpointe Neighborhood Association, Inc. P.O. Box 27122 Santa Ana, California 92799 Attention: Bob Black Nexus: Nexus Development Corporation/Central Division, Inc. The Grand Plait 2 1 MacArthur Place, Suite 300 Santa Ana, Califomia 92707 Attention: Cory W. Alder Geneva Commons: Coastal Rim Properties, Inc. 139 East Alton Avenue Santa Ana, California 92707 Attention: Franco Mola A party may change its address by giving notice in writing to the other parties. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the now address, If sent by mail, any notice, tender, demand, delivery, or other commmucation shall be effective or deemed to Dave been given three (3) days after it has been deposited in the United States mail, duty registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays hall be excluded, BXHIDIT D 10 Ordinance No. NS -2880 Page 39 of 61 75A -100 16. ' EFFECTIVE DATE AND TERM OF AGREEMENT This Agreement shall take effect from and after the date of adoption and approval by the City and the Agency pursuant to. official action of the governing bodies thereof and shall be effective until completion and acceptance of the Nexus Improvements and Publicly -Owned Improvements, If Geneva Commons is approved by the City and Nexus is not, then Geneva Commons shall takeover Nexus' obligations to construct a portion of the Noxus Improvements under this Agreement, but shall be required to (i) meet and confer with the Agency and Sandpointe, and using the order of the Nexus Improvements specified in Exhibit A as a guide, designate which of the Nexus Improvements shall be constructed using Geneva Commons twenty -five percent (25 %) share of the estimated cost of the total Nexus Improvements, and (ii) the parties agree and acknowledge that all references horein to Nexus shall be deemed to be references to Geneva Commons, If Nexus is approved and Geneva Commons is not, then Nexus, the Agency and Sandpointe shall meet and confer in good faith, and using the order of the Nexus Improvements specified in Exhibit A as a guide, designate which of the Nexus Improvements shall be constructed using Nexus seventy -Rve percent (75 %) share of the estimated cost of the total Nexus Improvements, 17. COMMENCEMENT DATE . For purposes of this Agreement the terns "Commencement Date" shall refer to the period after issuance of City entitlements and shall be deemed to be a date ninety (90) days after the issuance of entitlements to Noxus and Geneva Commons (whichever canes later). The Commencement Date shall be tolled should a valid referendum petition be presented challenging either project, or timely litigation be filed and served challenging any of the entitlements, including approval pursuant to the California Environmental Quality Act. 18, INTEGRATION This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreement between the parties with respect to all or any the matters addressed herein. All waivers of the provisions of this Agreement must be in writing and signed by the appropriate authorities of the parties, and all amendments hereto must be in writing and signed by the appropriate authorities of the parties, 19, ASSIGNMENT Nexus and Geneva Commons shall have the right to transfer or assign this Agreement, in whole, to any person, entity (public or private), partnership, joint venture, firm or corporation who is the owner of the real property referenced in the Recital hereto at any time during the term of this Agreement; provided, however, the rights of Nexus or Geneva Commons under this Agreement may not be transferred or assigned unless the written consent of the City Council is first obtained and any transfer or assignment of the rights under this Agreement shall include in .EXHIBIT D Ordinance No. NS-2680 i t Page AQ of 61 75A -101 the City grants written consent to transfer the, rights, Nor shall the rights of Nexus or Geneva Commons hereunder be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, and any such assignment or transfer shall be wholly void and of no force and affect unless Such written consent thereto be obtained from the City Councii. Stroh transfer or assignment shall not relieve Nexus or Geneva Commons of any duty, obligation or liability to City without the consent of the City. During the term of this Agreement, any approved assignee or transferee of the rights under this Agreement shall observe and perform all of the duties and obligations of Nexus or Geneva Commons contained in this Agreement as such duties and obligations pertain to the Nexus or Geneva Commons, Any and all approved successors and assignees of Nexus or Geneva Commons shall have all of the some rights, benefits, duties, obligations, and liabilities of Nexus or Geiteva Commons under this Agreement. If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them. Upon assignment or transfer of the rights of Nexus or Ocnava Commons under this Agreement, the obligations of the assignor and the transferee or assignee shall be joint and several. IN WITNMS WHEREOF, the parties hereto have executed this Agreement the date and year fast above written, SANDPOINTE NEIGHBORHOOD, ASSOCIATION, INC. d; NEXUS DEVELOPMENT CORPORATION/ CENTRAL DIVISION, INC, By Name Its.��.'. 12 Ordinance No. NS -2880 Page 410 61 the City grants written consent to transfer tho rights, Not shall the rights of Nexus or Genova Commons hereunder be Subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, mid any such assignment or transfer shall be wholly void and of no force and effect unless such written consent thereto be obtained from the City C0111100. Such transfer or assignment shall not relieve Nexus or Geneva Commons of any duty, obligation or liability to City without the consent of the City. During the term of this Agreement, any approved assignee or transferee of the rights under this Agreement shall observe and perform all of the duties and obligations of Nexus or Geneva Commons contained in this Agreement as such duties and obligations pertain to the Nexus or Geneva Commons. Any and all approved successors and assignees of Nexus or Genova Commons shall have all of the same rights, benefits, duties, obligations, and liabilities of Nexus or Geneva Commons under this Agreement, If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them. Upon assignment or transfer of the rights of Nexus or Geneva Commons under this Agreement, the obligations of the assignor and the transferee or assignee, shall be joint and several. IN WITNESS'WHERHOP, the parties hereto have executed this Agreement the date and year first above written. SANDPOINTE N1110H1 ORHOOD, ASSOCIATION, INC. By Name its NEXUS DEVELOPMENT CORPORATION/ CBNTRAL DMS1ON, INC. Name Its Ordinance No. NS -2680 12 Page 42 of 61 75A -103 A 78ST: Patricia E. Healy Secretary ofAgeney APPROVED AS TO DORM: Joseph W. Fletcher Agency General Counsel COMMUNITY DEVELOPMENT AGENCY OF THE CITY OF SANTA ANA By Patricia C. Whitaker Executive Director EXHIBIT D Ordinance No. NS -2680 14 Page 44 of 61 75A -104 EXHIBIT A OFF -SITE IMPROVEMENTS Block Wall a, Main Street between Murphy & Sunflower, and houso looated at 101 W. Murphy b. North side of Sunflower between Main & alley adjacent to four plexes, excluding sections ofwall at cornor of Main & Sunflower at rear of commercial building e. Plaster and paint with one color selected by Association d, $3,000 per house payment for repair /replacement of landscaping associated with wall improvements upon execution of Nexus right -of -entry for construction and extorior -wall maintenance easement, This payment shall be made by Nexus at the time the individual property owner executes the construction easement in favor of Nexus and permanent maintenance casement (for the climbing vines) in favor of the City. For any "hold outs" (as defined in paragraph 6.b. of this Agreement, Nexus shall niake the $3,000 payment to Sandpointe in trust for each hold out. e. Remove and replace 16 sections of white concrete block wall in immediate area of MacArthur Boulevard and Flower Street, and paint with one color selected by Association, f Remove and replace 4 sections of white concrete block wall along West Alton Avenue and paint with one color selected by Association. g, Noxus shall install climbing vines, species identified by the City, along the outer edge of the wall, install irrigation to feed said climbing vines which shall be connected and metered by Nexus at the nearest City water supply, and shall reconstruct the sidewalk to the City's specifications after installation of the irrigation lines and block wail. h. Wall replacement specifications shall be established pursuant to paragraph 4 of this Agreement. L Nexus shall maintain, and replace as necessary, the climbing vines during a ninety (90) day plant establishment phaso following item no. I,& 2. Window Replacements a. Nexus shall provide $3,500 construction allowance per house for sound proof window replacements for up to 49 residential units located along Main Street and Sunflower Avenue behind the existing concrete wall to be replaced, The 49 residential units are identified in Exhibit A -1 to this Agreement, b. Nexus shall assist Sandpointe in obtaining/proparing necessary construction bids, documents and permits. e. Allowance will be paid by Nexus to Sandpointa for any applicable home upon recoipt of bona fide construction or material involcos. d. Allowance shall expire 12 months following tho completion of the concrete w- all EXHIBIT D 15 Ordinance No. NS -2680 Page 46 of 61 75A -105 replacement improvements. e. Window specifications shall be established pursuant to paragraph 4 of this Agreement. 3. Taft Blementary Loading Zone a. Nexus shall construct all improvements necessary to effectuate Definitive Basement Agreement between Santa Ana Unified School District, Nexus and South Coast Church. b, improvements to loading zone shall include driveway approaches, traffic lanes on site, striping, church building renovations, portable classroom relocations, computer lab on school and church properties, etc. as provided for in plans included as part of Definitive Easement Agreement. 4. Pay City $200,000 for City to implement a Neighborhood Traffio Management Plan ( "NTMP ") to mitigate changes in traffic patterns or increased cut through traffic resulting from the Nexus and Geneva Commons Projocts in the Sandpointe Neighborhood. N`1'MP costs shall include traffic studies, staff time to process neighborhood traffic plan, and the construction of appropriate trafiio calming devices, including but not limited to semi- diverters, diagonal diverters, and street closures. The implementation of the NTMP shall be pursuant to procedures adopted by the City Council. 5. Nexus shall pay the City the Rill coat (seo Exhibit B) for the Installation of a Traffic Signal at the Intersection of MacArthur Boulevard and Birch Street. Utility Undergrounding a. Main Street -- MacArthur to Sunflower b. MacArthur — Main to Flower c. Sumflower — Main to blower (north side of street) EXHIBIT D Ordinance No. N$-2680 16 Page 46 of 51 75A -106 EXHIBIT A -1 List of 49 Residential Units Tr+oarplem 31, 3925 3, Rots (Aid" to Sunllowu) Litt of 811gible Home+ for (fronissunno") 40. 403 W. 8unQmw WindowReplaoemenb, 41. 409 W. 3undeWar 0mu &mflowor) Along Main and SwIlowu 3inllla 1+,n�ItyNomgt 43. 30S W. $Mlowrr 1. 101 W. Mvtpby (sides to Malo) 2, 3701 S. Alder (backs to Mahn) 1 $703 S. Alcor (hooks to Main) 4, 3709 3. Alder Rmclu to Moto) S. 3713 S. Alder (beslat to Main) 6. 3717 S. Allot (balsa to Maln) 7. 37118. Aldet (bukA to Main) S. JM S. Alder (basks to Main) 9, 3729 S. Aldo (backs to Mein) 10, 3101 S. Alder (backs to Main) 11, 31055.Alder (bukstoMain 12, 3149 S. Alder (books to Win) 13. 3813 S. Aida (becks to 0104) 14. 3117 s. Afdw (bade to Mrin) !b. 3121 S. Alder ( back4 to Main) 16. 3325 S. Aidor (tea to Alder) 17. 3119 S. Alder (fucks to Main) 3. 39018. Alder (becks to Main) 19. 39W S. Alder (backs to Main) 20. 3909 s. Alder (bldg to Main) 21. 142 W, Swam (backs to Main and M141MRM) 29. 104 W.8lavem (backs to Mean 2nd Mint Market) 23. 1 l0 W. Swims (bsdb to Mafp end Mini Mtuku) 24, 114 W. Slovens (backs to Sunnow and Mini Intel) 2S. I 1 i W. SlevaA ((sties to tlunflwow) 26. 122 W. Stemu (bodes w sunflower) 21, 207 W. Stovem (boats to emonower) 21. 244 W. Stweos (bade to Sunn"W) 29, 210 W. Stevent (buks to 3unflq%wr) 30, 214 W.Stevm (backs to 9un}lov.w) 31. 3926 a. Trmbor (alders to 8uo Rouw) 37. 341 W. gtovont (basks to waower) 33. 306 W. Stevens bade to $unnowa) 34. 310 W. yens back r tv 8unnoww 33. 314 W. StrVW (boslts to &%Power) 36. 34 8.8tavero (backs to liltmO ee) 37. 39218. Bfmh (Wrests to sunlillaw) Tr+oarplem 31, 3925 3, Rots (Aid" to Sunllowu) 39. 401 W.SunnowRr (fronissunno") 40. 403 W. 8unQmw (th nb dunRow:r) 41. 409 W. 3undeWar 0mu &mflowor) 42. 301 W. Smilower (Aoms suallowee) 43. 30S W. $Mlowrr (14anu Sunnowerj) 44. S09W.Sundower (RoAU8unnower) 4$. 313 W. Sun Rawer (fronts Sunflower Main Atttudon CottdamiNjuma 46.3624 AS. Mein (alders to Main) 47.3632 A S. Mtdn (fironb Matn) 48.36321! S. Main (Punts M41a) 49.3632 C S- Male (!Fonts Mein) 17 Ordinance No. NS -2680 . (ago 47 of 61 75A -107 EXHIBIT B SCHEDULE OF NEXUS IMPROVEMENTS Construction of Item No. I to Exhibit A shalt conform to the following schedule: a. Preliminary Site Plans -- Due within thirty (30) days of the Commencement Date. c. Final Plans — Due within sixty (60) days of City approval of Preliminary Site Plans, together with proposed Right -Of -Entry and Maintenance Basement for review of City and Sandpointe. d. Building Permits, Construction Right-Of-Entry (in favor of Nexus), and Permanent Maintenance H+asement for Exterior of Wall (in favor of City) -- Application, right of entries and easements shall be submitted no late than sixty (60) days after City approval of Final Plans. e. Construction Commencement -- Within thirty (30) days after approval of Building Permits. f. Construction Complete — Within one hundred twenty (120) days of commencement of construction. g. Ninety (90) day plant establishment phaso after completion of construction of climbing vines and irrigation. 2. Construction of Item No. 2 to Exhibit A shall conform to the following schedule: Final building permit plans shall be submitted by individual Sandpointe homeowners to City no later than construction complete date for item no. above. Construction shall be complete pursuant within one hundred twenty (120) days of Issuance of City Building Permit. 3. Construction of Item No. 3 to Exhibit A shall conform to the following schedule: Nexus shall submit executed Definitive Easement Agreement to all parties no later titan one hundred eighty (180) days of the Commencement Date. If Nexus fails to meet this deadline, which may be extended in writing by Nexus and Sandpointe, then Nexus shall deposit $11 million from the Nexus Escrow into a separate escrow with terns providing for its withdrawal by Sandpoint*, i0ieh'are mutually agreeable to all parties, for use by Sandpointe on other projects to benefit the Sandpointe neighborhood. b. Nexus shall complete this item not Iater than eighteen (18) months from the EXHIBIT D Ordinance No. NS -2880 18 Page 48 of 61 Commencement Date. 4. Nexus shall pay City for item no. 4 to Exhibit A not later than approval of the first final map for the Nexus Project. The City shall follow the Neighborhood Traffic Management Plan Policy adopted by the City Council. 5. Construction of Itern No. 5 to Exhibit A shall conform to the following schedule: a. The City shall provide Noxus with a preliminary estimate of this cost within thirty (30) days of 1ha Commencement Date. This preliminary estimate shall be updated, If necessary, upon the City's receipt of Nexus application to final imy portion of its tentative tract map. Said estimate shall be conclusive. b. Nexus shall pay the City the cstimated cost of this item not later than approval of the first final snap for the Nexus Project. c. The City shalt complete construction of this item prior to the first certificate of occupancy for the Nexus Project, Any deadline pursuant to this Exhibit C may be extended by mutual written agreement of Nexus and the City Manager or designee. BXHIHIT D 19 Ordinance No. NS -2880 Page 48 of 51 75A -109 EXHIBIT C SCHEDULE FOR PUBLICLY -OWNED IMPROVEMENTS 1. City shall complete item no. l.a, on Exhibit A of Publicly -Owned Improvements not later than June 2005, 2, City shall complete item no. l.b. on Exhibit A of Publicly -Owned Lnprovemonts not later than five (5) years after the Agency provides City with the then estimated cost of the project. 3. City shall complete item no. Le. on Exhibit A of Publicly -Owned Improvements not later than five (5) yeah after the Agency provides City with the then estimated cost of the project. Notwithstanding this schedule, City shall make a reasonable good faith effort to eftectuate the completion of these Publicly -Owned Improvements (which, under current law. must be designed and constructed by Southern California Edison and not the City) prior to the dates specified above, EXHIBIT D Ordinance No. NS -2880 20 Page 50 of tit 75A -110 EXHIBIT "E" Remaining Offsite Mitigation Measures Tlie Met at South Coast Public Imorovements Improvement New sidewalk New driveway ( "oan" style Dedication for 25'x 25' comer cut -off Sidewalk easement Street dedication 4" depressed curb Triple-left traffic mitigation measure, including sign bridge, signal modification, updated detection, and signing and striping on both streets _Pav_ement itehabilitation (minitnum 2" grind and overlayl Installation of new public fire hydrants Location Property frontage on First American Way First American Way NIB comer of MacArthur & Imperial Promenade 10' along property frontage of MacArthur Blvd. 6O' from street centerline along MacArthur Blvd. Emergengy access on MacArthur Blvd, Southbound Imperial Promenade at MacArthur Blvd On Imperial Promenade and First American Way along property frontage from curb to street. centerline Along MacArthur Blvd. and First American Way 75A -111 N. co 0 Q. U cc Q L L LU "s ` ! 8�� ��sH858 &8fi8 &fiSE�i i � �g a. t I lj IIII Ill l ll, 8 LE- nrx cry crnr i cc U �o ti _ Q 'U)1 ' ) n �O �O �z - i O U II 's, . ? ' 1 1 i',j�� it =- - /ice 'f Alit G 1 r . - -- (J ', �:• � �' 1;1 .I ij {�� `•�� oo � �� tea€ '1 � ��;s „ig ��. I�� • / �. Its �f %� • �_� - - -_� � � r j M �° , I ���� A %a�9z 1 EXHIBIT 9 THE MET AT SOUTH COAST MULTI- FAMILY RESIDENTIAL PROJECT INITIAL STUDY /MITIGATED NEGATIVE DECLARATION Including the Final Mitigated Negative Declaration, Mitigation Monitoring & Reporting Program, and Response to Comments is available for review at the following: www.Santa- ana.org 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 Sergio Klotz — (714) 667 -2796 to arrange an appointment for review 75A -113 I 3 N nvij vnHivvJvw 7�lOfIQt U�{ O M N N N N N N N N N N N N N N N N N N w zq N wM� h cV ri a ^ o. ZS ♦ •o �% hN a CV h p ^PNN ^w�Oh «� «i6pNhP000M IL w t J � M Ni/f VI N � N W Vf N J IL /4 W W W IL W W -� NNNNNN NN in oW,ONO 0 O N�tNN ^Pi^ N ^ ^ u U Q N ou m Y N 0 O Y 8 tt g Y1 0 o w Z Z 8 N 0 Ilk << 0 z 3 0j o f» � V M o T .•W. M` Qffi� U t V N QQ p_Np _ yy4�� V t z VW16 N.E DO; w t eO ' ►a W N 0 'O Q 2 O V, <668. Y I 3 N nvij vnHivvJvw 7�lOfIQt U�{ O VINEYARDS DLVEI.OPMLNT CORT'ORAT ION February 24, 2012 To: Jay Trevino, Executive Director Planning & Building Agency, City of Santa Ana Re: The Met Project Highlights and Revisions Dear, Mr. Trevino: We appreciate all of your hard work on The Met project over the last 14 months. It is our vision that The Met will exceed the standards and quality of any similar project in the City of Santa Ana. Therefore, we have enhanced aspects of the design of The Met in the following manner: • Reduction of unit count from 284 units to 278 units (confirms to SD 43 unit allowance) • Increase in two and three bedroom unit count, from 106 units (38 %) to 136 (49 %) • Average unit square footage increase from 885sf to 915 sf, • Increase in open space from 202 sf per unit to 255 sf per unit, to exceed SD -43 code • Reduction in tandem parking from 344 stalls (54 %) to 257 stalls (42 %) • Addition of the following amenities: yoga veranda, business center, game lounge & pet -park; which marks our amenity package to be the most extensive in the City of Santa Ana • Increase size of fitness center to from 850 sf to 1,900 sf • Increase in pool size • Increase rooftop lounge amenity area In addition, we have received FAA clearance and the Orange County Airport Land Use Commission approval and have agreed to the one stipulation to install site signage to conform to ALUC's requirements. Again, thank you for your and staff's time and efforts throughout the past year. Sincerely, Robert H. Bisno and Ryan A. Ogulnick EXHIBIT B VINEYARDS DEVELOPMENT CORPORATION 828 NORTH OGDEN DRIVE • LOS ANGELES CA 90046 T 310.571,P 227 • V�NLYARI?SC`C COP. 75A -115 75A -116 ORDINANCE NO. NS -XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING SPECIFIC DEVELOPMENT NO. 43 (SD -43) TO ALLOW THE CONSTRUCTION OF A MULTIFAMILY RESIDENTIAL PROJECT WITH 278 UNITS AT 200 EAST FIRST AMERICAN WAY (ZOA NO. 2012 -01) THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES ORDAIN AS FOLLOWS: Section 1. The City Council of the City of Santa Ana does hereby find, determine and declare as follows: A. The proposed Zoning Ordinance Amendment No. 2012 -01 is to amend the existing zoning in Specific Development No. 43 (SD -43) to reduce the parking ratio, allow for the use of tandem parking stalls, and amend the open space requirement. B. On January 23, 2012, the Planning Commission held a duly noticed public hearing, and decided to continue the matter to February 13, 2012. Staff recommended that the Planning Commission vote to recommend that the City Council adopt Zoning Ordinance Amendment No. 2012 -01 to amend Specific Development No. 43 (SD -43) to increase the maximum number of permitted residential units, reduce the parking ratio, allow for the use of tandem parking stalls, and reduce the open space requirement. On February 13, 2012, the Planning Commission split by a vote of 3:3 (Commissioner Yrarrazaval absent) on a motion to approve the project, thus creating an impasse. Pursuant to Planning Commission Bylaws (Resolution 01-44, § 8e), the applicant desired to proceed to City Council. C. Zoning Ordinance Amendment No. 2012 -01 came before the City Council of the City of Santa Ana for a duly noticed public hearing on March 5, 2012, to consider all testimony, written and oral. D. The City Council adopts as findings all facts presented in the Request for Council Action dated March 5, 2012, accompanying this matter. For these reasons, and each of them, Zoning Ordinance Amendment No. 2012 -01 is hereby found and determined to be consistent with the General Plan of the City of Santa Ana and otherwise justified by the public necessity, convenience, and general welfare. Section 2. Specific Development No. 43 (SD -43) is hereby amended as follows: 75A -117 A. Reduction in Multi - Family Residential Parking Ratio. Amendments are needed to revise the parking requirements for multi - family residential uses. SD -43 currently has a graduated parking ratio for individual units based on bedroom count and a similar graduated guest parking ratio based on the overall unit count. As proposed, the project will provide a total of 632 spaces at an overall ratio of 2.22 spaces per unit, regardless of bedroom count, and inclusive of guest parking, which provides seven more spaces than the 2.22 per unit ratio. The parking standards contained within SD -43, if applied to the proposed project, would require a total of 642 parking spaces — 601 for the units and 41 for guest parking. This creates the need for a reduction in the required parking of 17 spaces. Due to the fact that the applicant proposes to provide 632 spaces, the effective reduction will be 9 spaces; however, the SD shall be amended to reflect the overall ratio of 2 spaces per unit and 0.22 spaces per unit for guest parking. Specifically, Section V.I. (Development Standards /Residential Permitted Density; Parking) shall be amended to read as follows: "A minimum of 2.0 off - street parking spaces per unit shall be required for baGhele all units. 2.3 off off stFeet narking enanes are required for two heidroom ZniF and 2.5 off street narking spaces shall' rer. ire'I . In addition, guest parking shall be provided as follows: 9.5 space der eonh unit up throe soh ten (10) i init 0.22 space for each unit +a evness of ten (10) units up thre gh one hu- . lred (1 00) units, and 0.1 c: n T an� } on ��js of one h� �ndFed (100) i �ni4c Thus, a minimum of 2.22 off` - street parking spaces shall be provided per unit in total." B. Allowance for Tandem Parking to Satisfy Parking Requirement. The Santa Ana Municipal Code contains provisions for tandem parking to satisfy some portion of any required parking, but only for commercial development. SD- 43 does not contain any specific standards allowing the use of tandem parking within the project area. The applicant proposes to have 42% of the parking stalls designed as tandem spaces. Thus, SD-43 shall be amended to allow for tandem parking up to 42% of total parking, so long as there is a link between the percentage of tandem and percentage of one - bedroom units. Specifically, the following shall be added to the end of Section V.I. (Development Standards /Residential Permitted Density; Parking) as follows: "Tandem parking shall be allowed up to a maximum rate of 42% of the total parking stalls for a property, so long as no more than 51 % of the total units on the property are studio or one bedroom units." 75A -118 C. Reduction in Open Space Requirement. The open space provision within SD-43 requires that each residential development provide usable ground level open space at a rate of 250 square feet per unit. Such usable open space shall be divided between common and private open space. Private open space shall be required to be provided for each unit at a rate of no less than 90 square feet of the total open space provided. Ground level open space or common open space must be provided within 500 feet of any residential unit on the site. The applicant estimates that the project provides for 255 square feet of open space per unit, however this calculation includes rooftop open space that cannot be counted as ground level open space. Thus, SD-43 shall be amended to not distinguish between ground level and rooftop open space. Specifically, Section V.E. (Development Standards /Residential Permitted Density; Usable Open Space) shall be amended to read as follows: "Ground lev Open space must be provided within 500 feet of any residential unit on the site at a rate of 250 square feet of area for each unit. SUGh usable open spaGe shall be divided betNeen GOMmen and nri� ippen cnano DriYate and opp�CeshalG required to be provided for each unit at a rate of no loss than ninety (90) square fool of the total open spaGe " Section 3. If any section, subsection, sentence, clause, phrase or portion of this ordinance is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this ordinance. The City Council of the City of Santa Ana hereby declares that it would have adopted this ordinance and each section, subsection, sentence, clause, phrase or portion thereof irrespective of the fact that any one or more sections, subsections, sentences, clauses, phrases, or portions be declared invalid or unconstitutional. ADOPTED this day of 12012. Miguel A. Pulido Mayor 75A -119 APPROVED AS TO FORM: Joseph A. Straka Interim City Attorney la Ryan O. Hodge Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Ordinance No. NS- to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75A -120 (ROH 03/05/12) ORDINANCE NO. NS -XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING AN AMENDED DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND VDC AT THE MET, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY 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 City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into development agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and owner in the development process. B. The City enters into this Amended Development Agreement pursuant to the provisions of the Government Code and applicable City policies. C. This Amended Development Agreement came before the Planning Commission for a duly noticed public hearing on January 23, 2012. At that time, the Planning Commission continued the matter to February 13, 2012. Staff recommended that the Planning Commission vote to recommend approval of this Amended Development Agreement. On February 13, 2012, the Planning Commission split by a vote of 3:3 (Commissioner Yrarrazaval absent) on a motion to approve the project, thus creating an impasse. Pursuant to Planning Commission Bylaws (Resolution 01 -44, § 8e), the applicant desired to proceed to City Council. D. Entering into this Amended Development Agreement would provide the City with extraordinary and significant benefits that are of regional significance, relate to existing deficiencies in public facilities, require the owner of The Met to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. E. The project and the use that the owner proposes in connection with the property have been extensively reviewed and considered by the City, and such proposed development and use have been found to accommodate the City's recommendations and suggestions in order to protect the public's interest to enhance the desirability of such proposed development and use. The terms and conditions of Ordinance No. NS -XXX Page 1 of 3 75A -121 this Amended Development Agreement have been found to be fair, just and reasonable, and the City has concluded that the pursuit of the Project will serve the interests of the City. F. The City Council has held a noticed public hearing on this Ordinance and has considered all testimony presented thereto. G. Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2011 -46, have been approved and certified by this Council by resolution simultaneously with the introduction of this ordinance. H. The proposed project will not adversely affect the General Plan, as is expressly set forth in the Request for Council Action dated March 5, 2012, together with all supporting documents, including but not limited to, proposed resolutions, which are incorporated herein by this reference. Section 2. The Amended Development Agreement, a true and correct copy of which is attached hereto as Exhibit 1, is hereby approved, and the City Manager and Clerk of the Council are authorized to execute it on behalf of the City with such non - substantive changes as may be authorized by the City Manager and City Attorney. The Clerk of the Council is hereby authorized and directed to cause this Development Agreement to be recorded with the County Recorder's Office. Section 3. This ordinance shall not be effective unless and until Resolution No. 2012- is adopted and becomes effective. If said resolution is for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise does not go into effect for any reason, then this ordinance shall be null and void and have no further force and effect. Section 4. 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. Ordinance No. NS -XXX Page 2 of 3 75A -122 ADOPTED this day of APPROVED AS TO FORM: Joseph A. Straka Interim City Attorney By: Ryan O. Hodge Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT Councilmembers Councilmembers Councilmembers Councilmembers 2012. Miguel A. Pulido Mayor CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75A -123 Ordinance No. NS -XXX Page 3 of 3 75A -124 RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza M -30 P.O. Box 1988 Santa Ana, California 92702 EXEMPT FROM RECORDING FEES GOVERNMENT CODE § 6103 AMENDED DEVELOPMENT AGREEMENT by and between THE CITY OF SANTA ANA and VDC AT THE MET, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY Dated: March 5, 2012 EXHIBIT 1 75A -125 EDAMENDED DEVELOPMENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND GENEVA COMA40 VDC AT THE MET, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY This RESTATED AND NOVA AMENDED DEVELOPMENT AGREEMENT ( "Agreement ") is entered into between THE CITY OF SANTA ANA, a charter city and municipal corporation duly authorized under the Constitution and laws of the State of California (referred to herein as "City ") on the one hand, and COASTAL RA4 PROPERT4ES, INC., Z and GEN zA CO a ONSVDC AT THE MET, LLC, A CALIFORNIA LIMITED LIABILITY COMPANY (callectivel) referred to herein as "Owner" or "Property Owner ") on the other hand. 1. RECITALS. The Amended Agreement is entered into with reference to the following facts: 1.1 Purpose. (1) The purpose of this Agreement is to facilitate the development of a small portion of the real property which was the subject of a Development Agreement entered into on January 4, 1988 and recorded as Document 88- 260709 in the Office of the Recorder of the County of Orange (hereafter the "Original Agreement "). The Original Agreement was subsequently amended on or about June 4, 2001, by Document No. 20010429519 the Office of the Recorder of the County of Orange. The real property which was the subject of the Original Agreement is zoned by the City as Specific Zoning District No. 43 ( "SD -43 "). On April 4, 2005, the City entered into a Development Agreement (the "2005 Agreement" ) with Coastal Rim Properties, Inc. and Geneva Commons, LLC (collectively referred to herein as "Coastal Rim "). (2) A portion of the real property covered by the Original Agreement was subsequently acquired by Owner Coastal Rim, who hm applied to the City to amend SD -43 and lie approved a new tentative map, and other entitlements. (3) The City and Owner agree that the changes Owner seeks in the Original 2005 Agreement substantiate the need to replaee amend the Original Agreement with the instant Development Agreement, rendering the Original Agreement and the 2005 Agreement, and any edits amendments thereto, null and void as applied to Owner's Property (as the word "Property" is defined in sectio Section 2.3 herein). (4) As more particularly set forth in seetien Section 2.4 of this Agreement, Owner has proposed eenstr-ueing -at developing the northeast corner of MacArthur Boulevard and Imperial Promenade building, of an 18 residential level high rise projeet and an eight stery together- wi iately 13,000 s"ai�e fee! ef aneillaiy retail, of whiA ne more tha* 3,000 s"are f�0 May a�d� meted to "fast food" er "tales e * s with a 5- story, multi - family apartment community consisting of 278 residential units, with 2 levels of subterranean parking and a level of podium deck parking in 2 separate buildings (the "Project ", as further defined in Section 2.4 75A -126 herein). 1.2 Code Authorization. City is authorized pursuant to Government Code Sections 65864 through 65869.5 to enter into Development Agreements with persons having legal or equitable interests in real property for the purpose of establishing certainty for both City and Owner in the development process. City enters into the Agreement pursuant to the provisions of the Government Code and applicable City policies. The parties acknowledge: (1) This Agreement is intended to assure adequate public facilities at the time of development. (2) This Agreement is intended to assure development in accordance with City's General Plan, applicable Specific Plans and Specific Development District No. 43. (3) This Agreement will permit achievement of goals and objectives as reflected in Government Code Sections 65864 throuizlr 65869.5, the City's General Plan, all applicable Specific Plans and Specific Development District No. 43. (4) Owner is required by existing City regulations to provide mitigation for certain impacts and pay certain regulatory fees as conditions of approvals through the regulatory process. (5) This Agreement will allow City to realize extraordinary and significant public infrastructure facilities and other supplemental benefits in addition to those available through the existing regulatory process. (6) Many of the extraordinary and significant benefits identified as consideration to City for entering into this Agreement are of regional significance, relate to existing deficiencies in public facilities, require Owner to contribute a greater percentage of benefits than would otherwise be required, and represent benefits which would not otherwise be required as part of the development process. 1.3 Owner. Owner represents and warrants that it has a legal or equitable interest in the real property located in City of Santa Ana, California, legally described on Exhibit A attached hereto and incorporated herein, and graphically described on Exhibit B attached hereto and incorporated herein. The Property is currently vacant. 1.4 Interest of Owner. Owner hereby represents that it has an equitable and legal interest in the Property. Owner further hereby represents that it has approved this Agreement and is authorized to enter into this Agreement. 1.5 Planning Commission - Council Hearings. On November 22, 2004, the Planning Commission of the City ( "Planning Commission "), after giving notice pursuant to Government Code Sections 65090 and 65091, held a public hearing to consider the OwnerCoastal Rim's application for this the 2005 Agreement. The Planning Commission ' recommended to the City Council of City that it execute this the 2005 Agreement. On April 4, 2 75A -127 2005, the City Council of the City of Santa Ana ( "Council "), after providing notice as required by law, held a public hearing to consider the Owner Coastal Rim's application for " the 2005 Agreement, which the Council approved by adopting Ordinance No. NS -2680 on April 18, 2005. The Owner has submitted 'a new and modified site plan review package to the City amending the previously approved plan On January 23, 2012, the Planning Commission of the City, after duly giving notice pursuant to Government Code sections 65090 and 65091, held a public hearing to consider the Owner's application for this Agreement. The Planning Commission recommended to the Council that it execute this Agreement. On [insert date] , the Council, after providing notice as required by law, duly held a public hearing to consider the Owner's application for this Agreement. 1.6 Council Findings. The Council finds that this Agreement and its purposes is are consistent with Government Code Sections 65864 through 65869.5, and with the objectives, policies, general land uses, and program specified in the General Plan, applicable Specific Plan(s) as well as all other applicable ordinances, plans, policies and regulations of the City. Among other things, this Agreement will reduce uncertainty in planning for and securing the orderly development of the Property, assure progressive installation of necessary improvements provide public services appropriate to each stage of development of the Property, ensure attainment of the rhaximum effective utilization of resources within the City at the least cost to its citizens, expand the availability of high-quality, affordable housing stock to the City's citizens, contribute to the economic stability and revitalization of the community, enhance the City's property tax revenues, and otherwise achieve the goals and purposes for which Government Code Sections 65864 through 65869.5 were enacted. 1.7 City Ordinance. On Apr 4l 1-8, 200-5 [insert date] , the Council adopted Ordinance No. NS- approving this Amended Agreement. The ordinance becomes effective thirty (30) days thereafter. 2. DEFINITIONS. In the Agreement, unless the context otherwise requires: 2.1 "Final Design" means the final design documents for work of public art, which is set forth in greater detail in pa-ragmph Section 5.8 of this Agreement. 2.2 "Property Owner" or "Owner" means Coastal D epei4 es, InE.; a California Corporafien, and Geneva Commen collectively VDC at the Met, LLC, a California Limited Liability Company, and its successors or assigns who or which may acquire Owner's equitable and legal interest in the Property, being the person, persons, or entity having a legal or equitable interest in the Property and ineludes Coastal Properties, lxxO.'srsueees�ro n interest. 2.3 "Property" is the real property described in Exhibit A and referred to in Exhibit B. 2.4 "Project" is the development of the Property as generally set forth in Section 1.1(4) of this Agreement, Environmental Review No. 2002 215 , Tentative Tract Map No. 2084 -05 (County Map No. 165 56 ), Conditional Use Permit 75A -128 2094 -02 , Variance No. 20011 11- , Zoning Ordinance Amendment No. 2804 -05 (amending SD -43), and Site Plan Review No. 2804 -06� 2.5 "Public Art Plan" means the conceptual Plan attached hereto as Exhibit C. The parties recognize that the Plan does not set forth certain elements of the Public Art to be installed in conjunction with this Project, including the location of the Public Art, and is therefore subject to refinement prior to the time of installation, by agreement of the Owner and the City's Executive Director of Planning and Building. 3. EXHIBITS. The following documents referred to in the Agreement are attached to this Agreement and are identified as follows: Exhibit Referred to Designation Description in Section A Property Legal Description 1.23 B Property Graphical Description (Site Plan) 1.23 C Public Art Plan D Cooperative Agreement for Off -Site Improvements 5. 1.1 E Remaining Offsite Mitigation Measures 5.1.2 4. GENERAL PROVISIONS. 4.1 Property Subject to the Agreement. Until released pursuant to the provisions of Section 8.3 below, no property shall be released from this Agreement until Property Owner has fully performed its obligations arising out of the Agreement. 4.2 Duration of Agreement. The term of this Agreement shall be for ten (10) years from the date that the Council adopts its ordinance approving this Agreement ( "Effective Date"); provided, however that the Owner may request one two -year extension from the Executive Director of the Planning and Building Agency, which request shall not be unreasonably denied. 4.3 Assignment. Owner shall have the right to transfer or assign the Property, and its interests in and rights and obligations under this Agreement, in whole or in part, to any person, entity (public or private), partnership, joint venture, firm or corporation at any time during the term of this Agreement; provided, however, that except as provided in section 4.3.1 of this Agreement, the rights of Owner under this Agreement may not be transferred or assigned unless the written consent of the Council is first obtained and any transfer or assignment of the rights under this Agreement shall include in writing the assumption of the duties, obligations, and liabilities arising from this Agreement if the City grants written consent to transfer the rights. 75A -129 Na!14The rights of the Owner hereunder shall not be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, and any such assignment or transfer shall be wholly void and of no force -and effect unless such written consent thereto be obtained from the Council. Such transfer or assignment shall not relieve Owner of any duty, obligation or liability to City without the consent of the City. During the term of this Agreement, any approved assignee or transferee of the rights under this Agreement shall observe and perform all of the duties and obligations of Owner contained in this Agreement as such duties and obligations pertain to the portion of the Property transferred or assigned. Any and all approved successors and assignees of Owner shall have all of the same rights, benefits, duties, obligations, and liabilities of Owner under this Agreement. If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them in accordance with the provisions of this Agreement. Upon assignment or transfer of the rights of Owner under this Agreement, the obligations of Owner and the transferee or assignee shall be joint and several. 4.3.1 Permitted Assigninents. The prohibition against transfer of ownership of the Property as defined in section 4.3 above shall not apply to, and the City hereby consents to, the following; a. Associations, including limited partnerships, limited liability companies, or joint ventures with other entities for the purpose of performing Owner's obligations under this Agreement, provided Owner retains sole operational and managerial control. b. Easements or temporary permits to facilitate development of the Property. C. Deeds of trust or other financing documents executed for the purpose of securing loans to Owner made to finance the development of the Property, and transfers to any person or entity pursuant to a foreclosure or deed in lieu of foreclosure of such deed of trust or other, similar, financing documents and any subsequent transfer by any such person or entity.. 4.4 Amendment or Cancellation of Agreement. This Agreement may be amended from time to time or cancelled by the mutual consent of the parties, but only in the same manner as its adoption by an ordinance as set forth in Government Code Section 65868. The term "Agreement" or "Development Agreement" as used herein shall include any amendment properly approved and executed. 4.5 Enforcement. Notwithstanding Government Code Section 65865.4, this Agreement is enforceable by any party to the Agreement in any manner provided by law. The Femedies provided in Seed,, 8.4 ,. fihi n „+ shall not i . lode and City shall not be liable for, any action in damages or any costs or attorney's fees resulting from any dispute, controversy, action or inaction, or any legal proceeding arising out of this Agreement exeep! as may-be pr-evided in Section 6.3(5) of this Agreement. 75A-1 30 4.6 Hold Harmless. Property Owner agrees to and shall hold City, its officers, agents, employees, consultants, special counsel, and representatives ("City Parties ", collectively) harmless from liability: (1) for damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise due to negligent acts omissions or willful misconduct, from the direct or indirect operations of the Property Owner or their contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the Project; and (2) from any claim that damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from, and to the extent of Property Owner's negli ent acts, omissions or willful misconduct in the performance of this Agreement. This hold harmless men# agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this paragrap Section or due by reason of the terms of, or effects, arising from this Agreement or any approval or certification by the City relating to the Project, regardless of whether or not the City prepared, supplied or approved this Agreement, plans or specifications, or both, for the - Project. The Property Owner further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement or any approval or certification by the City relating to the Project, or asserting that damages, just compensation, restitution, judicial or equitable relief is due to personal or property rights by reason of the terms of, or effects arising from Property Owner's negligent acts omissions or willful misconduct in the performance of this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 4.7 Binding Effect of Agreement. To the extent not otherwise provided in Section 4.3 of this Agreement, the burdens of the Agreement bind, and the benefits of the Agreement inure, to the parties' successors in interest, transferees and assigns. 4.8 Relationship of the Parties. The contractual relationship between City and Owner arising out of the Agreement is one of independent contractor and not agency or partnership. This Agreement does not create any third party beneficiary rights. 4.9 Notices. Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic communication in the manner provided in this Section, to the following persons: If to City, to: City Manager City of Santa Ana 20 Civic Center Plaza M -31 P.O. Box 1988 Santa Ana, California 92702 75A-1 31 and, telefacsimile (714) 647 -6954 City Attorney City of Santa Ana 20 Civic Center Plaza M -29 P.O. Box 1988 Santa Ana, California 92702 telefacsimile (714) 647 -6515 If to Owner, to: VDC at the Met. LLC 828 North Ogden Drive Los Angeles, CA 90046 Attention: Ryan O ug lnick Facsimile number: A party may change its address by giving notice in writing to the other party. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and transmitted to the new address or facsimile number. If sent by mail, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed asset forth above. For purposes of calculating these time frames, weekends, federal, state, County, or city holidays shall be excluded. 5. DEVELOPMENT OF THE PROPERTY. 5.1 Existing Rules, Regulations and Policies. In accordance with the terms of Government Code section 65866, the City and the Owner agree that Tthe rules, regulations and official policies governing the permitted use(s) of the Property, with respect to and only with respect to the permitted use(s) zoning, design, setbacks, density, height, size of structures, permitted uses, and intensity of use of the Property (collectively, the "Existing Development Regulations "), shall be those rules, regulations, and policies applicable to the Property as of the effective date of this Agreement. 7 75A- -132 5, 1.1 Cooperative Agreement for Off -Site Improvements. The OWR Coastal Rim and the City, together with other parties, haye eenetiff °"''" executed a Cooperative Agreement for Off -Site Improvements concurrently with the Original Agreement, a true and correct copy of which is attached hereto as Exhibit D and incorporated herein by this reference. Owner agrees to comply in all respects with its obligations under said Agreement, and agrees and acknowledges that a material breach of said agreement shall constitute a material breach of this Agreement. Despite anything _to the contrary, Owner is not required to construct any off -site improvements other than as expressly required in this Agreement, in any environmental documentation related to this Proiect or in any condition of approval in any discretionary action related to this Project. 5.1.2 Remaining Offsite Mitigation Measures. The additional offsite mitigation measures, beyond those set forth in the agreement referenced in section 5. 1.1 of this Agreement, which must be constructed by Owner are as set forth in Exhibit E to this Agreement. All Rinds or costs for offsite mitigation measures required pursuant to the approvals set forth in section 2.4 of this Agreement shall be paid the earlier of (1) the time called for in the said approvals, or (2) no later than recordation of the final subdivision map for the Project, or Pr issuance of certificates of occupancy, whichever comes first. 5.2 Exclusion from Existing Rules, Regulations and Policies. Pursuant to Government Code Section 65866, and Pardee Construction Co. v. City of Camarillo (1984) 37 Cal.3d 465, 208 Cal.Rptr. 228, 690 P.2d 701, City retains the right to enact police power regulations on matters not covered by section 5.1 of this Agreement, including without limitation: a. Regulation of the rate and amount of growth is not abrogated by the City, in that. the parties agree and acknowledge that the City hereby retains the police power to provide for change in regulations, ordinances, policies, and plans relating to moratoria, building permit allocations, timing, and sequencing of development and the financing and provision of adequate public facilities at the time of development. b. Municipal laws and regulations which do not interfere with Owner's vested rights to develop and use the Property in accordance with section 5.1 of this Agreement. As used herein "Existing_ Development Regulations" shall not include municipal laws and regulations that do not conflict with Owner's vested rights to develop and use the Property in accordance with this Agreement. Owner and its successors and assigns and all persons and entities in occupation of any portion of the Property shall comply with such non - conflicting laws and regulations as may from time to time be enacted or amended hereafter. Specifically, but without limitation on the foregoing, such non - conflicting laws and regulations include the following: (1) Taxes, assessments, fees and charges, except as otherwise specifically provided in this Development Agreement; (2) Building, electrical, mechanical, fire and similar codes based upon uniform codes incorporated by reference into the Santa Ana Municipal Code; 75A-1 33 (3) Laws, including zoning code provisions, which regulate the manner in which business activities may be conducted or which prohibit any particular type of business activity on a city -wide basis; and (4) Procedural rules of general City -wide application. C. In recognition of the need for City services, including but not limited to police, fire and park, to meet the demand generated by new, cumulative residential development in the City, District, Owner will not object to participation in a community facilities district, assessment district, or other similar funding mechanism, to provide funds for such services, should any such a mechanism be established. d. No vested rights as to any requirements in this section either as to existing or future regulations, ordinances, policies, and plans are hereby conferred. 5.3 Design and Construction Standards and Specifications. The design and construction standards and specifications for all Project construction, including without limitation the facilities set forth in the Public Art Plan, shall be subject to applicable design standards and guidelines in effect at the time that any development approval shall be sought for the Project or any unit or structure contained within the Project. 5.4 FAA Approval. Owner shall obtain and maintain, during the term of the agreement, any and all necessary approvals from the FAA for the Project. Should such approvals lapse, and not be reinstated or reapproved prior to the issuance of the first building permit, the City shall have the right to terminate the agreement. 5.4.1. Avigation Easement. The Owner shall, prior to issuance of the first building permit for the Project, execute an avigation easement in a form approved by the City Attorney, which shall be recorded with the Recorder of the County of Orange. The avigation easement shall prohibit any and all claims, actions or lawsuits of any kind or type for nuisance or interference with use and enjoyment of the underlying Property or the Project including but not limited to noise, sound, vibration, fames, fael particles, dust, discomfort or other environmental effects incident to aircraft operations as well as any inconvenience or annoyances caused by the operations of the John Wayne Airport (SNA). The avigation easement shall grant the right to enter or penetrate into or transmit through the airspace above, on or in the vicinity of the Property for the unobstructed use, passage or operation of all types of aircraft and the right to create or generate all things and consequences to the Property that may be, or may be alleged to be, incident to or resulting from the use of said Airspace and any and all related aircraft and airport operation. The City shall be the benefited party in the avigation easement, but said easement shall be assignable by the City to a third party, including but not limited to John Wayne Airport (SNA), without consent of Owner. 75A -134 .. - •- - 75A -134 5.5 Future Discretionary Approvals. This Agreement shall not prevent the City, when considering requests for discretionary approvals not covered by Section 5.1 of this Agreement subsequent to the effective date of this Agreement, from applying new rules, regulations, and policies which are applicable to the Property, including but not limited to, changes in the general plans, specific plans, zoning, subdivision or building regulations, nor shall this Agreement prevent the City from denying or conditionally approving any subsequent applications for land use entitlements based on such existing or new rules, regulations, and /or policies; provided, however, that such new rules, regulations, and official policies are of general application to all development within the City and are not imposed solely with respect to the subject property. In addition, this Agreement shall not prevent the City from exercising its police power to protect the health, safety, and ivelfare of the public. This police power, exercised in accordance with Section 5.2 of this Agreement, is paramount to any rights or obligations created or existing between the parties. 5.6 Processing Fees. All fees and charges intended to cover City costs associated with processing development of the Property, including but not limited to fees and charges for applications, processing, inspections, plan review, plan processing, and /or environmental review, which are existing or may be revised or adopted during the term of this Agreement, shall apply to the development of the Property. 5.7 Amendments or Additions to Citywide Fee Programs. This Agreement shall not preclude the inclusion of and changes to fee programs, taxes whether special or general, or assessments (hereafter collectively referred to as "fees ") adopted by the City after the effective date of this Agreement, which shall be applicable to the Project or the Property provided that they (1) are standard fees applicable to all development in the City (although actual fee rates may vary within the City where bona fide Citywide fee zones have been established), (2) are not applicable primarily or only to this Project, er and (3) are not imposed to either (a) mitigate, offset or compensate for Project impacts which were analyzed in the negative declaration prepared for the Project, or (b) duplicate any project design features conditions of approval, Agreements, or mitigation measures contained in the Development Plan or this Agreement. The current entitlement fees shall be locked in as of the date of this Agreement, and there shall be no additional entitlement fees for the Proiect. However, building permit fees, including fees for now permits required after the date of this Agreement, will not be locked in at any rate, but rather will be the amount at the time of pulling building permits. Any deferral of development impact fees will only be allowed in accordance with Santa Ana Ordinance No. NS -2814 adopted by the Santa Ana City Council on February 22, 2011. 5.8 Development, Construction and Completion of Work of Public Art. In consideration for the extraordinary and significant benefits set forth in this Section, the Owner has been legally vested under par-agraph Section 5.1 with regard to the zoning, permitted uses of land, density, height, setback, design, size of structure and intensity of use of the Property.; Owner shall include within the Project at a prime location visible to the public, a single or 754-135 grouped permanent work of public art (the "Public Art"). The Public Art shall conform in all respects to Exhibit C of this Agreement. Facilities specified in seetien Section 5.8.1 below must be designed and/or constructed prior to the triggering event. In the event that Owner fails to meet either of the triggering events set forth in seetio Section 5.8.1., below, Owner shall pay the City an amount equivalent to one -half of one percent (0.5 %) of the estimated value of its Project, as conclusively specified by the Executive Director of the City's Planning and Building Agency, to be used by the City to acquire other public art for other locations within the City, in which case, Owner will not be considered in default under this Agreement. 5.8.1 Work of Public Art. Items to Be Complete Triggering Event E.g., New Use or New Area) 1, Submit Final Design of Public Art. Prior to issuance of first Building Permit or five Final design must conform to Public Art (5) years from the effective date of this Agreement, Plan. whichever comes first. 2. Install Public Art. Prior to City's issuance of the first Certificate of Occupancy for any building or structure, or the expiration of the term of this Agreement, whichever comes first. With respect to the Final Design, Owner shall complete all construction and development, shall submit all plans, drawings, and other documents, and perform all of its obligations under this Agreement within the times specified above. During periods of construction of the work of public art encompassed in the Public Art Plan, Owner shall submit to the City a written report of the progress of the construction when and as reasonably requested by the City. The report shall be in such form and detail as may be reasonably required by the City, and shall include a reasonable number of construction photographs (if requested) taken from the last report by Owner. Development scheduling or date or times of performance maybe subject to revision from time to time if first mutually agreed to in writing. Stich revisions do not constitute amendments requiring further notice and public hearing. 5.8.2. Inclusionary Housing Fee. Owner shall pay to the City the sum of $3,000.00 per residential unit as a condition of issuance of each building permit. This fee shall apply to all units developed on the existine three and one -tenth {3.1) cross acres. This fee shall be used by the City for planning (including but not limited to preparation of one or more elements of its general plan or for zoning amendments), conceptual design, final design, bid preparation, award of bid, property appraisal, property acquisition, relocation, lost goodwill; and/or construction of new or substantially rehabilitated existing affordable housing in the City. Alternatively, Owner may at any time cease making such payments if it enters into an agreement with the Community Redevelopment Agency or the Community Development Agency of the City of Santa Ana to either (i) newly construct or rehabilitate and sell or lease, with affordability covenants as required by State law, 42- inclusionary housing units totaling fifteen ifteen percent (tract 75A1136 being-l5 %) of the housing units proposed for the Project as provided by Health & Safety Code section 33413(b)(2)(A)), and/or (b) provide for up to sixty percent (60 %) of these inclusionary units to moderate income residents at its Project, consistent with Health & Safety Code section 33413(b)(2). 5.8.3 No Redevelopment Subsidy. The Owner shall not be entitled to request or accept any agreement with the Santa Ana Community Redevelopment Agency for economic, debt service payments, or other assistance for the development of the Project. Failure to comply with this provision shall be deemed in and of itself to constitute a failure to in good faith comply with terms or conditions of this Agreement pursuant to the terms of Government Code section 65865.1. 5.8.4. In -Lieu Park Development Fee. The Owner shall pay an in -lieu park development fee amount equivalent to the Park Dedication requirement referenced in the site plan review let+^r for- Sit Plan Review No. 2004 0r. The fee shall be assessed at the value of $35.50 per square foot of area to be dedicated pursuant to the standard established by section 34 -204 et seq. of the Santa Ana Municipal Code, as specified in said City's site plan review letter; provided, however that the fee may be increased yearly beginning twelve months following the effective date of this agreement, by the average rate of increase in land costs in the City of Santa Ana, as that increase is established by the "Construction Cost Index -Los Angeles," published by Engineering News - Record, or substitute index chosen by the Executive Director of Planning and Building should that Index be discontinued. The fee shall be paid prior to issuance of each building permit. The City shall use said fees for new parkland, capital improvements at existing parks, and deferred maintenance at existing parks (up to a maximum of fifty percent of amount of the fee), and seventy five percent (75 %) of said fees shall be utilized by the City in the Quadrant of the City (as set forth in the City's Park A &D Fee program) in which the Project is located. If not used or appropriated this fee shall be returned to Develop Owner, consistent with the provisions of (and subject to the exceptions contained within) the California Mitigation Fee Act, Government Code § 66000 et seq. 5.8.5 Covenants, Conditions, and Restrictions. Covenants, Conditions, and Restrictions (CC &R's) must be provided and approved by the Planning and Building Agency's Executive Director for the project prior to the isstianee of the first building „ °,...,.t recordin og f the Final Mme. Such CC &R's must contain at a minimum, the following: (1) No more than four residents per unit, except that for three - bedroom units, there shall be no more than five residents per unit. 62) To + + permitted by l , all residepAial and live work unit (32) No home occupancy shall be permitted in a unit, except in accordance with section 41 -192 et seq. of the Santa Ana Municipal Code. (43) Assignment of repair of perimeter walls and common areas, including landscaping, will be specified in the CC &R's in the event of 75A? 137 damage. (34) Disclosure and release: CC &R's shall provide notice to prospective owners of the urban character of the City and this area, including but not limited to the permitted uses of the property and buildings in the immediate area of the development (e.g., MacArthur Place, Griffin Towers, and surrounding property zoned and /or devoted to commercial use), and shall provide a release of all claims against the City which may arise from or relate to the disclosed matters. (65) Terms and Content: i. CC &R's are to be in effect in perpetuity. ii. Any proposed modifications to the CC &R's will require approval by the Agency's Executive Director. iii. CC &R's shall provide a significant financial penalty (i.e., the mite by law) that shall be imposed by the Home Owner's Association to any member who violates these provisions If the Project requires a conversion from rental units to condominiums at the time of recording the Final Map, the Owner must abide by and comply with the requirements and conditions of Santa Ana Municipal Code sections 34 -331 et seq. pertaining to residential conversion projects, prior to recording of the Final Map. 5.9 Responsibility Ffor Costs of Work 9of Public Art. The City and Owner agree that Owner shall be responsible for all costs associated with the design, construction, maintenance and repair of the work of public art provided for in the Public Art Plan. 5.10 Moratoria. Moratoria enacted by the City for the public health, safety, and welfare, which are imposed on the Property or Project, shall toll the time periods set forth in this Agreement. 5.11 City to Receive Contract Documents. Owner shall fiirnish City, upon written request, copies of contracts and supporting documents relating to the work of public art. 5.4-312 Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received through the City's existing regulatory process shall be governed by the terns of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Agreement. 5.4-413 Compliance Wwith Governmental Requirements. Subject to and as otherwise provided bj the terms of Section 5.1 above, Owner shall carry out the design, 13 75A -138 construction, and operation of the Project in substantial conformity with all applicable laws, ordinances, statutes, codes, Miles, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, agency, or instrumentality exercising jurisdiction over the City, the Owner or the Property, including all applicable federal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, applicable prevailing wage requirements, the City zoning and development standards, City permits and approvals, building, plumbing, mechanical and electrical codes, as they apply to the Property and the Project, and all other provisions of the City and its Municipal Code (as they apply to the Property and the Project), and all applicable disabled and handicapped access requirements, including, without the limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51 et sect. ( "Governmental Requirements "). ANNUAL REVIEW. 6.1 City and Owner Responsibilities. City shall, at least every twelve (12) months during the tern of this Agreement, review the extent of good faith substantial compliance by Owner with the terms of this Agreement. Pursuant to Government Code Section 65865. 1, as amended, Owner shall have the duty to demonstrate by substantial evidence its good faith compliance with the terms of the Agreement at the periodic review. 6.2 Review Letter. If Owner is found to be in compliance with the Agreement after annual review, City shall, upon written request by Owner, issue a Review Letter to Owner (the "Letter ") stating that based upon information known or made known to the City Council, the City Planning Commission and/or the City Planning Director, the Agreement remains in effect and Owner is not in default. Owner may record the Letter in the Official Records of the County of Orange. 6.3 Failure of Periodic Review. City's failure to review at least annually Owner's compliance with the terms and conditions of this Agreement shall not constitute or be asserted by any party as a breach of the Agreement by Owner or City. 7. DEFAULT. 7.1 Events of Default. Property Owner is in default under this Agreement upon the happening of one or more of the following events or conditions: (1) If a warranty, representation, or statement made or furnished by Property Owner to the City in conjunction with the Project is false or proves to have been false in any material respect when it was made; (2) A finding and determination made by the City following a periodic review under the procedure provided for in Government Code Section 65865.1 that upon the basis of substantial evidence the Property Owner has not complied in good faith with one or more of the terms or conditions of this Agreement; 75k -139 (3) Failure to comply with Governmental RequiremenAs regulations; (4) Any other event, condition, act, or omission of Owner, or of its officers, agents, employees, consultants, special counsel, or representatives, which materially interferes with the intent and objectives of this Agreement. 7.2 Procedure upon Default. (1) Upon the occurrence of an alleged default, City shall give Property Owner (the "defaulting party") thirty (30) days written notice specifying the nature of the alleged default and, when appropriate, the manner in which said default may be satisfactorily cured. After proper notice and expiration of said thirty (30) day cure period without cure, City may terminate or amend this Agreement in accordance with the procedure adopted by the City as to all defaults that may be cured within said thirty (30) day cure period. For defaults that cannot be cured within said thirty (30) day cure period, City may terminate or amend this Agreement in accordance with the procedure adopted by the City should at any time Owner fail to diligently proceed in curing the default. Failure or delay in giving notice of default shall not constitute a waiver of any default, nor shall it change the time of default. (2) City does not waive any claim of defect in performance by Property Owner, if on periodic review the City does not propose to modify or terminate this Agreement. (3) Non - performance shall not be excused because of a failure of a third person. (4) An express repudiation, refusal, or renunciation of the contract, if the same is in writing and signed by the Property Owner, shall be sufficient to terminate this Agreement and a hearing on the matter shall not be required. (5) Adoption of a law or other governmental activity making performance by the Owner unprofitable or more difficult or more expensive does not excuse the performance of the obligation by the Property Owner, unless such an activity constitutes a breach of this Agreement by the City, or the City undertakes such an activity which renders impossible Owner's performance of its obligations or exercise of any of its rights vested under this Agreement. (6) All other remedies at law or in equity which are not inconsistent with the provisions of this Agreement are available to the parties to pursue in the event there is a breach. 7.3 Damages upon Termination. In no event shall Properly Owner be entitled to any damages against City upon lawful termination of this Agreement. 7.4 Institution of Legal Action. In addition to any other rights or remedies, 75A5140 either party may institute legal action to cure, correct, or remedy any default or breach, to specifically enforce any covenants or Agreements set forth in the Agreement, or to enjoin any threatened or attempted violation of the Agreement; or to obtain any remedies consistent with the purpose of the Agreement. Legal actions shall be instituted in the Superior Court of the County of Orange, State of California, or in the Federal District Court in the Central District of California, Southern Division. 8. ENCUMBRANCES AND RELEASES ON PROPERTY. 8.1 Discretion to Encumber. This Agreement shall not prevent or limit Owner, in any manner, at Owner's sole discretion, from encumbering the Property or any portion of the Property or any improvement on the Property by any mortgage, deed of trust, or other security device securing financing with respect to the Property or its improvement. 8.2 Entitlement to Written Notice of Default. The mortgagee of a mortgage or beneficiary of a deed of trust encumbering the Property or any part thereof and their successors and assigns shall, upon written request to City, be entitled to receive from City written notification of any default by Owner of the performance of Owner's obligations under the Agreement which has not been cured within thirty (30) days following the date of default. Cfty may modify or add to the provisions of this Section 8.2 at the request of any institutional lender or pension trust providing financing so o long as such requested modifications or additions pertain only to the rights of a Mortgagee hereunder and are not otherwise inconsistent with the terms of this Agreement. 8.3 Releases. City agrees that upon written request of Property Owner and payment of all fees and performance of the requirements and conditions required of Owner by this Agreement with respect to the Property, or any portion thereof, City may execute and deliver to Owner appropriate release(s) of further obligations imposed by this Agreement in form and substance acceptable to the Orange County Recorder or as may otherwise be necessary to effect the release. 9. MISCELLANEOUS PROVISIONS. 9.1 Rules of Construction. The singular includes the plural; the masculine gender includes the feminine; "shall" is mandatory; "may" is permissive. If there is more than one signer of this Agreement, their obligations are joint and several. 9.2 Entire Agreement, Waivers and Amendments. This Agreement constitutes the entire understanding and Agreement of the parties with respect to the matters set forth in this Agreement. This Agreement supersedes all negotiation or previous Agreements between the parties respecting this Agreement. All waivers of the provision of this Agreement must be in writing and signed by the appropriate authorities of City or of Owner. All amendments to this Agreement must be in writing signed by the appropriate authorities of City and Owner, in a form suitable for recording in the Official Records of Orange County, California. Within ten (10) days following the effective date of this Agreement, a copy of this Agreement shall be recorded in the Official Records of Orange County, California. Upon the completion of 16 75A -141 performance of this Agreement or its revocation or termination, an appropriate Certificate of Completion acknowledging such occurrence signed by the appropriate agents of Owner and City shall be recorded in the Official Records of Orange County, California. 9.3 Project as a Private Undertaking. It is specifically understood by the parties that: (a) the Project is a private development for purposes of Government Code Section 65864 et seq.; (b) City has no interest in or responsibilities for or duty to third parties concerning any improvements to the Property or in connection with the Project; and (c) Owner shall have the full power and exclusive control of the Property subject to the obligations of Owner set forth in this Agreement. 9.4 Incorporation of Recitals. The Recitals set forth in Section 1 of this Agreement are part of this Agreement. 9.5 Captions. The captions of this Agreement are for convenience and reference only, and shall not define, explain, modify, construe, limit, amplify, or aid in the interpretation, construction, or meaning of any of the provisions of this Agreement. 9.6 Consent. Where the consent or approval of a party is required in or necessary under this Agreement, the consent or approval shall not be unreasonably withheld. 9.7 Covenant of Cooperation. The parties shall cooperate with, deal with each other in good faith, and assist each other in the performance of the provisions of this Agreement. 9.8 Time of Essence. Time is of the essence for each provision of this Agreement of which time is an element. 9.9 Conflicts of Law. In the event that state or federal laws or regulations enacted after this Agreement has have been entered into or the action or inaction of any other affected governmental jurisdiction prevents or precludes compliance with one or more provisions of this Agreement or require changes in plans, reaps, or permits approved by the City, the parties shall provide the other party with written notice of such state or federal restriction, provide a copy of such regulation or policy, and a statement of conflict with the provisions of this Agreement. The parties shall, within thirty (30) days, meet and confer in good faith in a reasonable attempt to modify this Agreement to comply with such federal or state law or regulation. Thereafter, regardless of whether the parties reach an Agreement on the effect of such federal or state law or regulation upon the Agreement, the matter shall be scheduled for hearing before the City Council. Public notice of such hearing shall be given pursuant to Government Code Section 65854.5. The City Council, at such hearing, shall determine the exact modification or suspension which shall be necessitated by such federal or state law or regulation pursuant to Government Code Section 65869.5. At the hearing Owner shall have the right to offer oral and written testimony. 9.10 Seyerability. If anyterm, provision, condition, or covenant of this Agreement, or the application thereof to any party or circumstances, shall to any extent be held 757- -142 invalid or unenforceable the remainder of the instrument or the application of such term, provision, condition or covenants or the application of such term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable shall not be affected thereby and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. 9.11 Counterparts This Agreement has been executed in one or more counterparts each of which has been deemed an original but all of which constitute one and the same instrument. 9.4 -912 Recording. The City Clerk shall cause a copy of this Agreement to be recorded with the Office of the County Recorder of Orange County, California, within ten (10) days following the effective date of this Agreement. 9.13 Estoppel Certificate. Either party may, at any time, and from time to time, deliver written notice to the other party requesting such party to certify in writing that, to the knowledge of the certifying party, (i) this Agreement is in frill force and effect and a binding obligation of the parties, (ii) this Agreement has not been amended or modified either orally or in writing, or, if so amended, identifying the amendments, and (iii) the requesting party is not in default in the performance of its obligations under this Agreement, or if in default, to describe therein the nature and amount of any such defaults. A party receiving a request hereunder shall execute and return such certificate within thirty (30) days following the receipt thereof. The City Manager of the City shall have the right to execute any certificate requested by Owner hereunder. The City acknowledges that a certificate hereunder may be relied upon by transfers, Mortgagees, or other parties. 758143 IN WITNESS WHEREOF, this Agreement has been executed by the City of Santa Ana and by Property Owner, Dated this _ day of , 20 Approved as to Form: ix- JOSEPH A. STRAKA Interim City Attorney THE CITY OF SANTA ANA I'm PAUL M. WALTERS Interim City Manager VDC AT THE MET, LLC, A California Limited Liability Company UZ Ryan Ogulnick Its Manager 75A-1 44 STATE OF CALIFORNIA ) ) ss. COUNTY OF ORANGE ) On this day of , 200_, before me, a Notary Public in and for said state, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the City Manager of THE CITY OF SANTA ANA, the charter city that executed the within instrument, known to me to be the person who executed the within instrument on behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to its bylaws or a resolution of its City Council. WITNESS my hand and official seal. NOTARY PUBLIC STATE OF CALIFORNIA ) ) ss. COUNTY OF ORANGE ) On this day of , 200`, before me, a Notary Public in and for said state, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the of ., the that executed the within instrument, known to me to be the person who executed the within instrument on. behalf of the municipal corporation therein named, and acknowledged to me that such municipal corporation executed the within instrument pursuant to its bylaws or a resolution of its Board. WITNESS my hand and official seal. NOTARY PUBLIC 75A -145 EXHIBIT "A" Property Legal Description REAL PROPERTY IN THE CITY OF SANTA ANA COUNTY OF ORANGE, STATE OF CALIFORNIA, DESCRIBED AS FOLLOWS: PARCEL A: LOT 1 AS SHOWN ON EXHIBIT `B" OF LOT LINE ADJUSTMENT NO. 98.001 IN THE CITY OF SANTA ANA COUNTY OF ORANGE, STATE OF CALIFORNIA, RECORDED APRIL 9 1998 AS INSTRUMENT NO. 19980210009 OF OFFICIAL RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. PARCEL B: A NON - EXCLUSIVE RECIPROCAL EASEMENT FOR VEHICULAR INGRESS, EGRESS AND ACCESS AS SET FORTH IN THAT CERTAIN DECLARATION AND GRANT OF EASEMENTS RECORDED APRIL 9 1998 AS INSTRUMENT NO. 19980210011 AND IN THAT CERTAIN AMENDED AND RESTATED DECLARATION AND GRANT OF EASEMENTS RECORDED APRIL 15, 1998, AS INSTRUMENT NO. 19980222444, AND IN THAT CERTAIN AMENDED AND FULLY RESTATED RECIPROCAL EASEMENT AGREEMENT RECORDED NOVEMBER 11 2004 AS INSTRUMENT NO. 2004001056213 ALL OF OFFICIAL RECORDS OF ORANGE COUNTY CALIFORNIA. EXCEPTING THEREFROM THAT PORTION INCLUDED WITHIN PARCEL A HEREINABOVE DESCRIBED. PARCEL C: AN EASEMENT FOR THE CONSRUCTION INSTALLATION MAINTENANCE AND REPAIR OF A STORM DRAIN AND RELATED IPROVEMENTS AS SET FORTH IN THAT CERTAIN STORM DRAIN EASEMENT AND MAINTENANCE AGREEMENT RECORDED APRIL 18, 2005, AS INSTRUMENT NO. 2005000291720 OF OFFICIAL RECORDS OF ORANGE COUNTY, CALIFORNIA. 75A -146 EXHIBIT `B" Property Site Plan To be inserted 75A -147 EXHIBIT "C" Public Art Plan 1. Public art valued at one -half of one percent (0.5 %) of the total Project building permit valuation is required. Public art shall be comprised of a single art piece or grouped art pieces to be placed at a final location to be determined as specified in mph section 2.5 of this Agreement. The public art should invite participation and interaction, inspire, add local meaning, interpret the community by revealing its culture or history, and /or capture or reinforce the unique character of the new place. A comprehensive Public Art Plan indicating compliance with this requirement, and which proposes specific pieces of art for specific locations or applications, shall be submitted to the Planning Commission prior to the completion of the project's first phase. All public art approved by the Planning Commission in the Public Art Plan shall be completely installed as provided in paragrapl3 section 5.8.1 of this Agreement. 2. Art should be sited to complement features such as plaza or architectural components so that the art is an integral part of the development site. Public art should be constructed using durable materials and finishes including but not limited to stone or metal. 4. No art piece provided pursuant to the public art requirement shall include advertising of any type, including but not limited to products, services or businesses. S. All public art provided pursuant to the public art requirement shall be properly maintained at all times, be free of any graffiti and shall not incorporate any flashing or distracting form of illumination. 6. All art pieces approved and installed pursuant to the Public Art Plan shall remain on the project site and may not be removed without the approval of the Planning Commission. 7. Expenses Not Allowed from Art Allocation i. Expenses to locate the artist (e.g., airfare for artist interviews, etc.) ii. Architect and Landscape Architect fees. iii. Landscaping around a sculpture that is not included as part of the artist's sculpture furnishings, including, but not limited to, functional structures, prefabricated water or electrical features not created by the artist, and ornamental enhancements. iv. Utility fees associated with activating electronic or water generated artwork. 75A -148 v. Lighting elements not integral to the illumination of the art piece. vi, Publicity, public relations, photographs, educational materials, business letterhead or logos bearing artwork image. vii. Dedication ceremonies, including sculpture unveilings or grand openings. 75A -149 EXHIBIT "D" Cooperative Agreement for Off-Site Improvements 75A -150 COOPERATIVE AGREEMENT FOR OFF -SITE IMPROVEMENTS THIS Agreement Is entered into this day of -, 2005, by and between the SANDPOINTE NEIGHBORHOOD ASSOCIATION, INC., a California, non -profit public benefit and federal 501(c)(3) corporation ( "Sandpointe "), the NEXUS DEVELOPMENT CORPORATIONICENTRAL DIVISION, INC. a California corporation and The Grand Plan 2, LLC, a California Limited Liability Company (collectively referred to herein as "Nexus "), COASTAL RIM PROPERTIES, INC., a California corporation ("Geneva Commons "), the COMMUNITYREDEVgLOPMENT AGENCY OF THE CITY OF SANTA ANA, apublie body corporate and politic (tile "Agency "), 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 (the "City") WITNESSETH A. ' Nexus has proposed constructing at Hutton Center a five level residential condominium project, two 23- residential level condominium high -rise and one 24- residential level condominium .(for a total not to exceed 835 condominium units), together with ancillary retail not to exceed 14,000 square feet (the "Nexus Project"). B. Geneva Commons has proposed constructing at the northeast comer of MacArthur Boulevard and Imperial Promenade an approximately 278 -tuiit condominium project consisting of an 18- residential level high rise project and an eight -story building, together with ancillary retail (the "Geneva Commons Project'). C. Sandpointe is a non -profit corporation that serves as a conduit between the Sandpointo Neighborhood ( "Neighborhood') and outside community and political interests. Sandpointe Neighborhood is a residential neighborhood of single family and some multi - family homes in the southeast portion of Santa Ana, The Sandpointe Neighborhood consists of approximately 800 residences. Sandpointe does not have the authority to bind any individual resident of the Sandpointe Neighborhood. D. The Agency is a community redevelopment agency, as that tenn is defined in California Health & Safety Code § 33100. hi I982, the Agency created the South Main Redevelopment Project Area ( "Project Area "), and Nexus and Geneva Commons are located within the Project Area, R. Sandpointe has identified eortain physical improvements needed in the area of the Neighborhood that am necessitated by or would in some way offset the impact of the two developmdnt projects. Nexus and Geneva Commons desire to contribute towards the cost and/or construction of those improvements to the Sandpointe neighborhood in addition to and to EXHIBIT D Ordinance No. NS -2680 t Page 80 of 51 75A -151 supplement the mitigation measures and conditions of approval imposed by the City of their respective developments. Those improvements are set forth in Exhibit A, attached hereto and made a part hereof by this reference ( "Improvements "). F. The Agency is willing to assist in the funding of the improvements but only from a portion of the tax increment actually generated by the Nexus and Geneva Commons Projects and to fond specified improvements that would reduce blight and benefit the Project Area. G. The City's participation in this Agrecrncnt is limited to coordination of funding and/or construction of certain, herein specified publicly owned improvements. H. Nexus has agreed to constrict some of the improvements, and pay for the construction of others, as more fully set forth below ( "Nexus Improvements "). Geneva Commons has agreed to pay for a portion of the Nexus Improvements. NOW, THEREFORE, the parties hereto do mutually agree as follows; SCOPE OF WORK A. Nexus shall construct arid/or fiord the improvements identified as "Nexus Improvements" in Exhibit A hereto according to the schedule set forth in Exhibit B to this Agreement, attached hereto and incorporated herein by this reference, Nexus shall be entitled to full use of the funds deposited in the Nexus Escrow to undertake the Nexus Improvements. B. In consideration for Nexus' agreement to construct and/or fund the Nexus Improvement, Geneva Commons agrees to contribute a sum equal to its pro -rata share of residential units between itself and Nexus (which is currently twenty -five percent (25 %) pursuant to those numbers set forth In sections A and B of the Recitals above) of the cost of the Nexus Improvements, towards the cost thereof payable at the time called for below. Notwithstanding the foregoing, if Nexus has-not executed this Agreement prior to the date this Agreement becomes binding on Geneva Commons (which the parties agree shall conclusively deemed to be the first day upon which this Agreement has been executed by Geneva Commons, the City; the Agency and Sandpointe), then Geneva Commons pro -rata share contribution to the Nexus Escrow shall be conclusively fixed at twenty-five (25%) regardless of the actual number of residential units approved for it and Nexus. C. If the entire Nexus and Geneva Commons Projects arc constructed, Agency shall cause the construction of the improvements identified as "publicly -Owned Improvements" in Exltibit A hereto according to the schedule set forth in Exhibit C to this Agreement, attached hereto and incorporated herein by this reference. The parties acknowledge and agree that the totat cost of the publicly owned improvements, including studies, design and overhead , shall not exceed Five Million Dollars ($5,000,000.40), EXHIBIT D 2 Ordinance No. NS -2680 Page 31 of 51 75A -152 2. COMPENSATION AND METHOD OF PAYMENT A. Nexus shall, within sixty (60) days of execution of this Agreement, open an escrow account at First American Title insurance Company, 2 First American Way, Santa Ana, California, or an equivalent escrow company approved in advance by Geneva Commons and Sandpointe, for deposit of fonds to be used to pay for the Nexus Improvements (referred to heroin as the "Nexus l?serow' ). B. Sandpointe shall deposit $1,000.00 into the Nexus Norow on the Escrow Submission Date no later than the date the of the first payment made pur,;uant to paragraph 2.13. of this Agreement, C. Prior to the deadline specified in paragraph 2.D, of this Agreement, Nexus and Geneva Commons shall meet and confer in good faitli to agree upon the estimated cost of the Nexus Improvements, If, at any time, oithor Geneva Conunons or Nexus determines that such agreement is not possible, then the objecting party shall submit its dispute in writing, together with any evidence upon which it roll" to the Executive Director of the City's Public Works Agency and tho other party , Within fifteen (15) days of its receipt of said notice, the non-objecting party shall then have fifteen (15) days to submit any response it has to the City and the objecting party. 7110 Executive Director of the City's Public Works Agency or designee shall then, within thirty (30) days of receipt of the response, if any, or the expiration of said deadline, inform both Genova Commons and Nexus in writing of the final determination of the estimated total cost, which all parties agree shall be conclusive and binding upon both Nexus and Genova Commons. Thereafter, Nexus and Genova Commons shall deposit their respective shares of the estimated cost ofthe . Nexus Improvements as set forth in paragraph I.B. of this Agreement, less $1,000.00, into the Nexus Escrow no later than the date specified in paragraph 2.D, of this Agreement. D. Nexus shall pay into the Nexus Escrow no later than (i) the date the first building permit is issued by the City for the Nexus Project, or (ii) a date ninety (90) days after lite issuance of entitlements to Nexus, provided no litigation or referendum petition challenging Nexus has been filed and served on the City, whichever comes later. Geneva Commons shall pay into the Nexus Escrow no later than (i) the date the first building permit is issued by the City for the Geneva Commons Project, or (ii) a date ninety (90) days_aftgr the issuance of entitlements to Goneva Commons, provided no litigation or referendum petition challenging Geneva Commons has been filed and served on the City, whichever comes later. EXHIBIT D Ordtnence No, NS -2680 3 Page 32 of tit 75A -153 E. The Agency shall pay the City its cost incurred by the City for the Publicly -Owned Improvements set forth in Bxhibit A to this Agreement; provided, however that total Commitment by the City and Agency toward the Publicly -Owned Improvements shall not oxceed FIVE MILLION DOLLARS ($5,000,000,00), If the items set forth as Publicly -Owned Improvements in Exhibit A are found to cost more than this sum, then the Agency shall, in the exercise of its sole and absolute discretion, limit or eliminate Publicly -Owned Improvements set forth in Exhibit A; provided, however, that the Agency shall proceed with the Publiely-Owned Improvements in the order as set forth in said Exhibit. NEXUS CONSTRUCTION DRAWINGS AND RELATED DOCUMENTS A, Nexus shall prepare and submit construction drawings and related documents for items listed on Exhibit A to the City for review (including, but not limited to, architectural review) and written approval as and at the times established in the Schedule of Performance set forth in Exhibit B to this agreement. The construction drawings and related documents shall be submitted in two stages : - (i) the Preliminary Site Plants and (ii) Final Slto Plans, B. During the preparation of all drawings and plans, City staff and Nexus shall hold regular progress meetings to coordinate the preparation of, submission to, and review of . construction plans and related documents by the City. The City staff and Nexus shall communicate and consult informally as frequently as is necessary to insure that the formal submittal of any documents to the City can receive prompt and speedy consideration. C. Any revision or correction of plans required by the City shall be deemed approved by the Agency, Geneva Commons and Sandpointe. D. Neither the City, the Agency, Sandpointe or Geneva Commons shall have any ownership interest in, or any right to use, the Preliminary Site Plans or the Final Site Plans submitted by Nexus, nor shall the City, the Agency, Sandpointe or Geneva Commons authorize the right to use any such plans or drawings to any person or entity, 4. APPROVAL OF NEXUS PLANS, DRAWINGS AND RELATED DOCUMENTS A. The City shall have the right of reasonable review (including, but not limited to, architectural review) of all plans, drawings and related documents including, any proposed changes therein. The City shall approve or disapprove such plans, drawings, and related (and any proposed changes therein) within the times established in the Schedule of Performance set forth in Bxhibit B hereto. Such approval shall not be unreasonably withheld. 13. Any disapproval shall state in writing the reasons for disapproval, The City shall have the right to disapprove, in its reasonable discretion, any of the Final Plans if the Final Plans do not conform to the Approved Plans, the approved Preliminary Plans or do not conform to Exhibit A to this Agreement, or are incomplete. EXHIBIT D 4 Ordinance No. NS -2880 Page 33 of tit 75A -154 C. The City shall state in writing the reasons for disapproval of the Final Plans within sixty (60) days of receipt of copies of such Final Plans. Failure to respond within this sixty (60) day period shall not be grounds for resubmittal. D. Nexus, upon receipt of a notice of disapproval, shall revise such portions of the plans, drawings or related documents in a manner that reasonably satisfies the reasons for disapproval and shall resubmit such revised portions to the City as soon as possible after receipt of the notice of disapproval. plans, drawings, and related documents receiving City approval shall not be subsequently disapproved. Nexus shall ensure that all of its plans, drawings and related documents comply with all Govenunental Requirements, S. COM MBNC13N4FNT AND COMPLETION OF CONSTRUCTION OF NEXUS IMPROVEMENTS a. Nexus shall construct and/or hind, utilizing the Nexus Escrow, the improvements in conformance with Exhibit A to this Agreement and the approved Final Plans. To the extent that the cost of the Nexus Improvements, constructed in conformance with Exhibit A to this Agreement and the approved Final Plans, exceeds the funds in the Nexus Escrow, Nexus and Genova Commons shall be solely responsible for said costs, with each responsible for any additional cost to the same percentage as is set forth in paragraph I.B. of this Agreement. Nexus shall complete or fund, as the case may be; the construction of the improvements in conformance with the schedule set forth in Exhibit B to this Agreement. b. The parties acknowledge and agree that the Block Wall identified as item No, l on Exhibit A will be constructed on the properties of dozens of individual homeowners in time Sandpointe neighborhood, none of whom are parties to this Agreement, The parties agree to use their best efforts to obtain permission of each of these individual property owners to construct this Block Wall and to permit the City to permanently maintain the climbing ivy along the exterior of the wall, However, it is the parties understanding and intent thdt should any property owner refuse to agree to permit the construction and/or extoHor ivy maintenance ("hold outs'), that the Block Wall will be constructed regardless of day hold -outs, and that Nexus shall construct the Block Wall in such fashion as to join the Block Wall to existing wall segments owned by hold outs and minimize any negative aesthetic impact caused by such hold outs. Nexus agrees to hold Sandpointe and its officers, directors, employees and agents Harmless from any claim by any and all property owners including such hold outs arising out of the construction of the Block Wall in which Sandpointe, or its officers, directors, employees or agents are named. Nexus shall be permitted to select counsel to defend Sandpointc at the expense of nexus. In the event of a potential conflict of interest between Sandpointe and Nexus, Sandpointe shall have the right to select independent counsel. All fees acid costs of independent counsel selected by Sandpointe for defense of any claim arising out of or relating to any claims described herein shall be paid by Nexus on behalf of Sandpointe. EXHIBIT b Ordinance No. NS -2660 S Page 34 of 61 75A -155 AGENCY NOTICE TO PROCEED FOR DESIGN AND CONSTRUCTION OF PU13LTCLY OWNED IMPROVEMENTS Upon the issuance of a certificate of occupancy pursuant to the California Building Code for (i) all residential units in a minimum of two of the three high -rise towers in the Nexus Project, and (ii) all residential units in the Geneva Commons Project, the Agency shall give the City a notice to proceed to design and construct the Publicly -Owned bnprovements as set forth in Exhibit A. If only a portion of the residential. units have been constructed within five (5) years of the date of the Commencement Date, then the Agency shall only give the City a notice to proceed with a partial list of items as set forth in Exhibit C to this Agreement. The Agency's obligation to pay for the Publicly -Owned improvements, and the City's obligation to complete these Publicly -Owned Improvements, or any part thereof, shall be limited by the Agency's ability to fund said work from the projeot - specific tax increment generated'by the Nexus Project; provided, however, that City and Agency shall construct item no, La. on the list of Publicly -Owned improvements in Exhibit A to this Agreement regardless of the project - specific tax increment received by the Agency. COMMENCEMENT AND COMPLBTION OF CONSTRUCTION OF PUBLICLY OWNED IMPROVEMENTS a. City shall construct. the Publicly -Owned Improvements in conformance with the schedule set forth in Exhibit C to this Agreement and the approved Final Mans; provided, however, that the Agency and City shall have no obligation once the cost of the Publicly -Owned Improvements exceeds Five Million Dollars ($5,000,000.00). If the cost of the Publicly -Owned Improvements, including all design, administrative and constnrction'costs exceed $5,000,000.00, then tho City shall construct only that portion of the Publicly Owned Improvements as specified in Exhibit C in the exercise of the Agency's sole and absolute discretion. b. City shall, at the conclusion of the plant establishment phase specified in Exhibit B, additionally maintain the climbing vines and irrigation constructed by Nexus along the outside of the block wall, referenced in item no. 1 on Exhibit A hereto, but the City's obligation to in the climbing vines shall only apply to those property owners who execute a fag-ado easement with the City in a form approved by the City Attorney permitting the City to maintain said climbing vines and indemnifying the City from any liability caused by said climbing vines and/or irrigation, Sandpointe shall be responsible for obtaining signatures from these individual homeowners, LIABILITY AND INDEMNIFICATION DURING CONSTRUCTION; BODILY INJURY AND PROPERTY DAMAGE INSURANCE A, From and after the Effective Date, Nexus and Geneva Commons agree to and shall indemnify and hold Agency, City and Sandpointe, and their respective officers, directors, agents and employees harmless from and against all damages to property or injuries to or death of any person or.persons, including employees or agents of Agency or City, and shall defend, indemnify EXHIBIT D b Ordinance No. N6-2880 page 35 of 61 75A -156 and save Agency, City and Sandpointe, and their officers, agents, and employees, from any and all claims, demands, suits, actions, or proceedings of any land or nature, including, but not by way of limitation, workers' compensation claims of or by anyone whomsoever, in any way resulting fzont the negligent or wrongful acts or omissions of Nexus or Geneva Commons or their respective employees, agents or subcontractors. For itself and no other, Sandpointe agrees to hold harmless Agency, City and their respective officers, directors, agents and employees from and against all damages to property or injuries to or death of any person or persons, in any way resulting from the negligent or wrongful acts or omissions of Nexus or Geneva Commons, or their respective employees, agents or subcontractors. This Agreement shall not be interpreted or construed to obligate Sandpointe, its officers, directors or agents, or the Neighborhood to defend, indemnify or to answer in any way for the Agency the City or their respective officers, directors, agents or employees for such claims. H. Prior to the commencement of construction, Nexus or any other party working within the real property of the City or Agoncy, shall obtain at its solo cost and file with tho City and Agency, and maintain for the period covered by this Agreement, a policy or policies of liability insurance or a certificate of such insurance, consistent with this Agreement, naming Agency, the City and Sandpointe, their officers, directors, agents, and employees, as insured or additional insured, which provides coverage not less than that provided in the form of a comprehensive general liability insurance policy against liability for any and all claims and suits for damages or injuries to persons or property resulting from or arising out of operations of Nexus, its officers, directors, agents, or employees. Said policy or policies of insurance shall provide coverage for both bodily injury and property damage in not less than One Million Dollars ($1,000,000) combined single limit, or its equivalent. Said policy or policies shall also contain a provision that no termination, cancellation, or change of coverage of insured shall be effective until after thirty (30) days notice thereof has been given in writing to City and Agency. Nexus shall give to Agency and City prompt and timely notice of claim made or suit instituted arising out of Nexus operations hereunder. Nexus may procure and maintain, at its own cost and expense, any additional kinds and amounts of insurance, which in its own judgment may be necessary fox its proper protection in the prosecution of the work. All insurance policies shall be written by responsible and solvent insurance companies and shall include an additional insured endorsement in substantially the form of Exhibit D, attached hereto and incorporated herein by ties reference 9. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS. Nexus shall carry out the design, construction, and operation of the Nexus Improvements in substantial conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the United States, the State of California, the County of Orange, the City, or any other political subdivision in which the Property is located, and of any other political subdivision, agency, or instrumentality exerclsing jurisdiction over the City or Nexus, including all applicable federal, state, and local occupation, safety and health laws, rules, regulations and standards, applicable state and labor standards, applicable prevailing wage requirements, the City zoning and development standards, City permits and approvals, building, plumbing, mechanical EXHIBIT D Ordinance No. NS -2680 7 Pago 36 of tit 75A -157 and electrical codes, and all other provisions of the City and its Municipal Code, and all applicable disabled and handicapped access requirements, including, without the limitation, the Americans With Disability Act, 42 U.S.C. § 12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51 et seq. (Vovemnental Requirements "). 10. DEFAULTS AND REMEDIES If any party defaults in performance of its obligations, covenants or agreements hereunder, the defaulting party shall be entitled to cure the default in accordanoo*11h this section. The injurcd party shall give written notice of default to the party in default, specifying the default complained of by the injured party. Delay in giving such notice shall not constitute a waiver of any default nor shall it change the time of-dcfault. Tile, defaulting party must, within thirty (30) days, following service of said notice, continence to cure, correct or remedy such failure or delay and shall complete such cure, correction, or remedy with reasonable diligence,. 11. INSTITUTION OF LEGAL ACTIONS Subject to the provisions of Section 13. hereof, in addition to any other rights or remedies, either party may institute legal action to cure, corrector remedy any default to recover damages for any default, or to obtain any other remedy consistent with the purpose of this Agreement. 12, APPLICABLE LAW This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be governed and construed in accordance with the laws of the State. of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. All parties further agree that Orange County, Califonlia, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 13. RIQHTS AND REMBDIES ARE CUMULATIVE Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party, EXHIBIT D R Ordinance No. NS -2680 Page 37 of 61 75A -158 14. DAMAGES In the event that the Agency or City is liable for damages to Nexus, Sandpointe and/or Geneva Commons, such liability shall not exceed costs incurred by Nexus, Sandpointe and/or Geneva Commons in the performance of this Agreement and shall not- extend to compensation for loss of fixture income, profits or assets. 15, NOTICES, DEMAND AND COMMUNICATIONS Formal notices, demands and communications between the parties shall be sufficiently given if dispatched by registered or certified mail, postage prepaid, return receipt requested, to the.principal offices of the Agency and the Developer as designated below. Such written notices, demands and communications may be sent in the same manner to such other addressor as either party may from time to time designate by mail as provided in this section, City: City of Santa Ana Planning and Building Agency 20 Civic Center Plaza, M-20 Santa Ana, CA 92702 Attn; Steve Harding, Executive Director Phone; (714) 667 -2700 Fax: (714) 973 -1461 with copy to; City Attorney 20 Civic Center Plaza, M -29 Santa Ana,-California 92702 Agency: Community Development Agency City of Sant a Ana 20 Civic Center Plaza, M -25 Santa Ana, CA 92702 Attn: Patricia C. Whitaker, Executive Director Phone: (714) 647 -5360 Fax: (714) 647 -6549 with copy to: Agency General Counsel Community Redevelopment Agency of the City of Santa Ana 20 Civic Center plaza, M -29 Santa Ana, California 92702 EXHIBIT D Ordinance No. NS -2680 9 Page 36 of 61 75A -159 Sandpointe: Sandpointe Neighborhood Association, Inc. P.O. Box 27122 Santa Ana, California 92799 Attention: Bob Black Nexus: Nexus Development Corporation/Central Division, Inc. The Grand Plan 2 1 MacArthur Place, Suite 300 Santa Ana, California 92707 Attention: Cory W. Alder Geneva Commons: Coastal Rim Properlies, Inc. 139 But Alton Avenue Santa Ana, California 92707 Attention: Franco Moia A party may change its address by giving notice in writing to dic other parties. Thereafter, any notice, tender, demand, delivery, or other communication shall be addressed and trwismitted to the new address. If sent by mail, any notice, tender, demand, delivery, or outer communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, any notice, tender, demand, delivery, or other communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays hall W excluded. EXHIBIT D to Ordinance No. NS -2680 Page 39 of 61 75A -160 16. EFFECTIVE DATE AND TERM OF AGREEMENT This Agreement shall take effect from and after the date of adoption and approval by the City and the Agency pursuant to. official action of the governing bodies thereof and shall be effective until completion and acceptance of the Nexus-Improvements and Publicly -Owned Improvements. If Geneva Commons is approved by the City and Nexus is not, then Geneva Commons shall take over Nexus' obligations to consiruct a portion of the Nexus Improvements under this Agreement, but shall be required to (i) meet acid confer with the Agency and Sandpointe, and using the order of tho Nexus Improvements specified in Exhibit: A as a guide, designate which of the Nexus Improvements shall b6constructed using Geneva Commons twenty -five percent (25 %) share of the estimated cost of the total Nexus Improvements, and (ii) the parties agree and acknowledge that all references herein to Nexus shall bo deemed to be references to Geneva Commons. IfNexus is approved and Geneva Commons is not, then Nexus, the Agency and Sandpointe sliall meet and confer in good faith, and using the order of the Nexus Improvements specified in Exhibit, A as a guide, designate which of the Nexus Improvements shall be constructed using Nexus seventy -five percent (75 %) share of the estimated cost of the total Nexus Improvements. 17. COMMENCEMENT DATE . For purposes of this Agreement the terns "Commencement Date" shall refer to the period after issuance of City entitlements and shall be deemed to be a date ninety (90) days after the issuance of entitlements to Nexus and Geneva Commons (whichever comes later). The Commencement Date shall be tolled should a valid referendum petition be presented challenging either project, or timely litigation be filed and served challenging any ofthe entitlements, including approval pursuant to the California Environmental Quality Act. 18, INTEGRATION This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto, and supersedes all negotiations or previous agreement between the parties with respect to all or any the matters addressed herein. All waivers of the provisions of this Agreement must be in writing and signed by the appropriate authorities of the parties, and all amendments hereto must be in writing slid signed by the appropriate authorities of the parties, 19. ASSIGNMENT Nexus and Geneva Commons shall have the right to transfer or assign this Agreement, in whole, to any person, entity (public or private), partnership, joint venture, firm or corporation who is the owner of the real property referenced in tho Recital hereto at any time during the term of this Agreement; provided, however, the rights of Nexus or Geneva Commons under this Agreement may not be transferred or assigned unless the written consent of the City. Council is first obtained and any transfer or assignment of the rights under this Agreement shal l include in .EXHIBIT D Ordinance No. N5 -2880 t t Page 40 of 61 75A -161 the City grants written consent to transfer the rights, Not shall the rights of Nexus or Geneva Commons hereunder be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptoy Act, and any such assignment or transfer shall be wholly void and of no force and effect unless suer written consent thereto be obtained fxom the City Council. Such transfer or assignment shall not relieve Nexus or Genova Connnons of any duty, obligation or liability to City without the consent of the City, During the term of this Agreottrent, any approved assignee or transferee of the rights under this Agreement shall observe and perform all of the duties and obligations of Nexus or Geneva Commons contained in tbis Agreement n such duties and obligations pertain to the Nexus or Geneva Commom. Any and all approved successors acrd assignecs of Nexus or Geneva Commons shall have all of the same rights, benefits, duties, obligations, acrd liabilities of Nexus or Ocneva Commons under this Agreement, If the Property is subdivided, any subdivided parcel may be sold, mortgaged, bypothecated, assigned, or transferred to pexsons for development by them. Upon assignment or transfer of the rights of Nexus or Geneva Commons under this Agreement, the obligations of the assignor and the transferee or assignee shall be joint and several. IN WITNESS WIMItE0I7, the parties hereto have executed this Agreement the date and year first above written, SANDPOINTE NEIGHBORHOOD, ASSOCIATION, INC. NEXUS DEVELOPMENT CORPORATION/ CENTRAL DIVISION, INC, By _ Namc Its 12 Ord(nance No. NS -2880 page 9 i of 8l 75A -162 the City grants writteii consent to transfer the rights. Nor shall the rights of Nexus or Geneva Commons hereunder be subject to assignment by attachment, execution, or proceedings under any provision of the Bankruptcy Act, Lind any such assignment or transfer shall be wholly void and of no force and effect unless such written consent thereto be obtained from the City Council. Such transfer or assignment shall not relieve Nexus or Geneva Commons of any duty, obligation or liability to City without the consezxt of the City. During the term of this Agreement, any approved assignee or transferee of the rights under this Agreement shall observe and perform all of the duties and obligations of Nexus or Geneva Commons contained in this Agreement as such duties and obligations pertain to the Nexus or Geneva Commons. Any and all approved successors and assignees of Nexus or Geneva Commons shall have all of the same rights, benofits, duties, obligations, and liabilities of Nexus or Geneva Commons under this Agreement; If the Property is subdivided, any subdivided parcel may be sold, mortgaged, hypothecated, assigned, or transferred to persons for development by them. Upon assignment or transfer of the rights of Nexus or Geneva Commons under this Agreement, the obligations of the assignor and the transferee or assignee, shall be joint and several. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written, SANDPOINTE NEIGHBORHOOD, ASSOCIATION, INC. By — Name Its NEXUS DEVELOPMENT CORPORATION/ CRNTRAL DIVISION, INC. By-a Name Its drdlnence No. N5.2880 12 Page 42 of 61 75A -163 ATTEST: COMMUNITY DEVELOPMENT AGENCY OF THE CITY OF SANTA ANA By Patricia E, Healy Patricia C, Whitaker Secretary ofAgeney Executivo Director APPROVED AS TO FORM: Joseph W. Fletcher Agency General Counsel EXHIBIT .D Ordinance No. NS -2680 14 Page 44 of 51 75A -164 EXHIBIT A OFF -SITE IMPROVEMENTS 1. Block Wall a. Main Street between Murphy & Sunflower, and house located at 101 W. Murphy b. North side of' Sunflower between Main & alley adjacent to four plexes, excluding sections ofwall at corner of Main & Sunflower at rear of commercial building c. Plaster and paint with one color selected by Association d. $3,000 per house payment for repair /replacement of landscaping associated with wall improvements upon execution of Nexus right -of -entry for constmetion and exterlor -wall maintenance easement, This payment shall be made by Nexus at the time the individual property owner executes the construction easement in favor of Nexus and permanent maintenance easement (for the climbing vines) in favor of the City. For any "hold outs" (as defined in paragraph 6.b. of this Agreement, Nexus shall make the $3,000 payment to Sandpointe in trust for each hold out. e. Remove and replace 16 sections of white concrete block wall in immediate area of MacArthur Boulevard and Flower Street, and paint with one color selected by Association. f, Remove and replace 4 sections of white concrete block wall along West Alton Avenue amid paint with one color selected by Association. S, Nexus shall install climbing vines, species identified by the City, along the outer edge of the wall, install irrigation to feed said climbing vines which shall be connected and metered by Nexus at the nearest City water supply, and shall reconstruct the sidewalk to the City's specifications after installation of the irrigation lines and block wall. h. Wall replacement specifications shall be established pursuant to paragraph 4 of this Agreement. L Nexus shall maintain, and replace as necessary, the climbing vines during a ninety (90) day plant establishment phase following item no, 1.g. Window Replacements a. Nexus shall provide $3,500 construction allowance per house for sound proof window replacements for up to 49 residential units located along Malt) Street and Sunflower Avenue behind the existing concrete wall to be replaced. The 49 residential units are identified in Exhibit A -1 to this Agreement. b. Nexus shall assist Sandpointe in oblaining/proparing necessary construction bids, documents and permits. c. Allowance will be paid by Nexus to Sandpointe for any applicable home upon receipt of boria fide construction or material invoieos. d, Allowance shall expire 12 months following the completion of the concrete wall EXHIBIT D 1 i Ordinance No. HS -2840 Page 45 of tit 75A -165 replacement improvements. o. Window specifications shall be established pursuant to paragraph 4 of this Agreement. 3. TO Elementary Loading Zone a. Nexus sball construct all improvements necessary to effectuate Definitive Easement Agreement between Santa Ana Unified School District, Nexus and South Coast Church. b . Improvements to loading zone shall include driveway approaches, traffic lanes on site, striping, church building renovations, portable classroom relocations, computer lab on school and ehurth properties, etc. as provided for in plans included as part of Definitive Easement Agreement, 4, Pay City $200,000 for City to implement a Neighborhood Traffic Management Plan ( "NTMP ") to mitigate changes in traffic patterns or increased cut through traffic resulting from the Nexus and Geneva Commons Projects in the Sandpointo Neighborhood. NTMP costs shall Include traffic studies, staff time to process neighborhood traffic plan, and the constnrction of appropriate traffic calming devices, including but not limited to semi - diverters, diagonal diverters, and street closures. The implementation of the NTMP shall be pursuant to procedures adopted by the City Council, 5. Nexus shall pay the City the Rill cost (see f hibit B) for the installation of a Traffic Signal at the intersection ofMaeArthur Boulevard and Birch Street. Puffille y..nwned ImnrnvemelLts Utility Undergrounding a. Main Street -- MacArthur to Sunflower b. MacArthur -- Main to Flower c. Sunflower — Main to Flower (north side of street) EXHIBIT D Ordinance No. NS -2680 16 Page 46 of 51 75A -166 5tn3)a lr2mityliorucft L 101 W. T. umby 2. 37015, Alder 1 3703 S. Aida 4. 3709 S. Alder S. 3913 S. Alder 6. • 3117 S. Alder 7. 57215. Alder S. 3726 3. Alder 9. 3729 S. Atd,r 10, 3841 S. Alta 11, 33034.Alder 12. 39498. AICkr 13. 3813 S. Alder 14. 3819 S. Alder 13. 3S2) S. Alder 16. 3828 S, Aldct 17. 3529 S. Aida 18. 3901 S. Alder 19. 3903 S. Alder 20. $909 S. Alder 21. 102 W. Stevan 22. 106 W, Stevan 23. 110 W, Stwm 24. 114 W,Stsveos 25. 113 W.Stovera 26. 122 W. Stevens 27. 202 W. Seiwem 25. 206 W. Stevens 29. 210 W, Stevens 30. 214 W.Stewm 31. 3926 S. Tlmba 32. 302 W. St&nm 33. 306 W. Stavcr►s 34. 310 W. St4vteti 33. 314 W. Stcvena 36. 318 S. stem 37, 3922 S. Etch 7mrplexed EXHIBIT A -1 List of 49 Residential Ultits List of VIgiblo Homes fbr Window Rcplaccmenb' Ahmgl.iain end Switower (atria 10 Milli) (backs to Main) (hub to Mahn) (bnek! Lo Main) A M Makn) (backer to mole) (beak( to Main) (batkA to Maln) (becks to Mein) (backs to Main) (baw to Main (bock? to Mahn) (becks to Mein) (bade to Mein) (back; to Maln) (hacks to Alder) (hacla to Main) (barks to Mxln) (backs to Main) (bushct to WIN (backs to Mufti xtni Mln!Matkm) (boob to Main and Mini Market) (Halo to Alsip turd Mini Market) lucks to Sunflower snd Mlnt MerkxQ 0444 to $unflolaet) (backs to Sunflower) ( backs to Nnllow!r) (baeiq to SunflawW) (badc%to Sunflm►w) ()Kicks to SVVfl0AW) 0 N to suntlowa) (backs to Sunllower) (baeka (0.3m OW-) (bucks to sunflower (backs to Son tlom ) (becks to sun(1mver) (bub to Sunflower) 38, 392$ S, Roe! (A ldt3 to Sunflower) 39. 401 W. su frow4r ( fmnts Sunflower) 40, 409 W. 3unflmv (Runts sunRowee) 41. 409 W. Sunflowet (fivnv sunflower) 42. $01 W. Svnflowet ttdnl! sunflower) 43. 303 W. sunflower fronts 9vnflower) 44. 509 W. Sunflower OMLI sunflower) 4$. 513 W.Sunflawcr (fronts Unflower) lrlalo AttrUitan Condemtntutna 46.3620 AS, Main (dries to Mein) 47.3632 AS. Main (fvmbMain) 48.3632 n S. Mafn (&GALS Maln) 49.3632 C S. Mart (front% Main) 17 Ordinance No. NS -2680 . Page 47 of 61 75A -167 EXHIBIT 13 SCHEDULE OF NEXUS IMPROVEMENTS 1. Constniction of Item No. 1 to Exhibit A shall conform to the following schedule: a. Preliminary Site Plans -- Due within thirty (30) days of the Commencement Date. C. Final Plans Due within sixty (60) days of City approval of Preliminary Site Plans, together with proposed Right -0f Entry and Maintenance Easement for review of City and Sandpointo. d. Building Permits, Construction Right -Of -Entry (in favor of Nexus), and Permanent Maintenance Basement for Exterior of Wall (in favor of City) -- Application, right of entries and easements shall be submitted no late than sixty (50) days after City approval of Final Plans. C. Construction Commencement — Within thirty (30) days after approval of Building Permits. f Construction Complete — Within one hundred twenty (I20) days of commencement of construction, S. Ninety (90) day plant establishment phase after completion of construction of climbing vines and irrigation. 2. Construction of Item No. 2 to Exhibit A shall conform to the following schedule: a. Final building permit plans shall be submitted by individual Sandpointe homeowners to City no later than construction complete date for item no. 1, above. b. Construction shall be complete pursuant within one hundred twenty (120) days of issuance of City Building Permit. 3. Construction of Item No. 3 to Exhibit A shall conform to the following schedule: a. Nexus shall submit excouted Definitive Easement Agreement to all parties no later than one hundred eighty (180) days of the Commencement Date. If Nexus fails to meet this deadline, which may be, extended in writing by Nexus and Sandpointe, then Nexus shall deposit $ l.2 million from the Nexus Escrow into a separate escrow with terns providing for its withdrawal by Sandpointe, which are mutually agreeable to all parties, for use by Sandpointe on other projects to beneflt the Sandpointe neighborhood. b. Nexus shall complete this item not later than eighteen (18) months from the EXHIBIT D Ordinance No. NS -2680 t Page 48 of tit MEN [196 Comtnencement Datc. Nexus shalt pay City for item no. 4 to Bxhibit A not later than approval of tile first final map for the Nexus Project. The City shall follow the Neighborhood Traffic Management Plan Policy adopted by the City Council, 5. Construction of It= No. 5 to Exhibit A shall conform to the following schedule: a. The City shall provide Nexus with a preliminary estitnato of this cost within thirty (30) days of the Commencement Date, This preliminary estimate shall be updated, if necessary, upon the City's receipt of Nexus application to final any portion of its tentative tract map. Said estimate shall be conclusive. b. Nexus shall pay the City the estimated cost of Ibis item not later than approval of the first final map for the Nexus Project. c. The City shall complete construction of this item prior to the first certificate of occupancy for the Nexus Project, Any deadline pursuant to this Exhibit C may be extended by mutual written agreement of Nexus and the City Manager or designee. EXHIBIT D 9 Ordinance No. NS -2680 Pago 49 of 61 75A -169 EXHIBIT C SCHEDULE FOR PUBLICLX•OW'MD IMPROVEMENTS I , City shall complete item no. I .a. on Exhibit A of Publicly -Owned Improvements not later than June 2005, 2. City shall complete item no. I.b. on Exhibit A of Publicly -Owned improvements not later than five (5) years after the Agency provides City with the then estimated cost of the project. 3, City shall complete item no. I.e. on Exhibit A of Publicly -Owned Improvements not later than five (5) years after the Agency provides City with the then estimated cost of the project. Notwithstanding this schedule, City shall make a reasonable good faith effort to effectuate tho completion of those Publicly -Owned Improvements (which, under current law. must be designed and constricted by Southern California Edison and not the City) prior to the dates specified above, EXHIBIT D Ordinance No. NS 2680 20 Page 50 of 51 - 75A -170 EXHIBIT "E" Remaining Offshe Mitigation Measures The Met at South Coast Public Improvements Improvement New sidewalk New driveway ( "pan" style) Dedication for 25'x 25' comer cut -off Sidewalk easement Street dedication 4" depressed curb Triple -left traffic mitigation measure, including sign bridge, signal modification, updated detection, and signing and striping on both streets Pavement Rehabilitation minimum 2" grind and overlay) Installation of new public fire hydrants Location Property frontage on First American Way First American Wav NIE comer of MacArthur & Imperial Promenade 10' along propegy frontage of MacArthur Blvd. 60' from street centerline along _MacArthur Blvd. Emergency access on MacArthur Blvd. Southbound Imperial Promenade at MacArthur Blvd On Imperial Promenade and First American Way along propegy grope , frontage from curb to street centerline Along MacArthur Blvd. and First American Way 75A -171 75A -172 ROH — 03/05/12 RESOLUTION NO. 2012- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING MITIGATED NEGATIVE DECLARATION AND MITIGATION MONITORING PROGRAM, ENVIRONMENTAL REVIEW NO. 2011 -46; APPROVING VESTING TENTATIVE TRACT MAP NO. 2012 -01 AS CONDITIONED; AND, APPROVING SITE PLAN REVIEW NO. 2012 -01 AS CONDITIONED FOR THE PROPERTY LOCATED AT 200 EAST FIRST AMERICAN WAY 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. Vineyard Development is requesting approval of an amendment to an existing development agreement, zoning ordinance amendment, vesting tentative tract map, and site plan review to allow the construction of a multifamily residential project with 278 units at 200 East First American Way. B. This Resolution came before the Planning Commission for a duly noticed public hearing on January 23, 2012. At that time, the Planning Commission continued the matter to February 13, 2012. Staff recommended that the Planning Commission vote to recommend that the City Council: 1. Approve and adopt the Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2011 -46. 2. Adopt an ordinance approving Zoning Ordinance Amendment No. 2012 -01 to amend Specific Development Plan No. 43. 3. Adopt an ordinance approving Amendment to Development Agreement No. 2004 -03 for the VDC at The Met project. 4. Adopt a resolution approving Vesting Tentative Tract Map No. 2012 -01 (County Map No. 17437) as conditioned. 5. Adopt a resolution approving Site Plan Review No. 2012 -01 as conditioned. On February 13, 2012, the Planning Commission split by a vote of 3:3 (Commissioner Yrarrazaval absent) on a motion to approve the project, thus creating an impasse. Pursuant to Planning Commission Bylaws (Resolution 01 -44, § 8e), the applicant desired to proceed to City Council. Resolution No. 2012 -xxx 75A -173 Page 1 of 6 C. In accordance with State law, the zoning ordinance amendment and the project's close proximity to the John Wayne Airport (JWA) requires the project to be submitted to the Airport Land Use Commission (ALUC) for a determination of consistency with the Airport Environs Land Use Plan ( AELUP) for JWA. The project received FAA clearance on January 26, 2012, with Aeronautical Study No.2012 -AWP- 393 -OE. At the regular meeting of the ALUC for Orange County on February 16, 2012, the Commission found that the proposed Met at South Coast Multi- Family project located at 200 First American Way is consistent with the AELUP for JWA, and that the project is consistent with the AELUP for Heliports. D. Vesting Tentative Tract Map No. 2012 -01 (County Map No. 17437) has been filed seeking approval of a vesting tentative tract map for condominium purposes. To adopt a Vesting Tentative Tract Map, California Government Code Section 66474 requires the following findings: The proposed project, as conditioned, and its design and improvements are consistent with the District Center designation on the General Plan and are otherwise consistent with all other elements of the General Plan. The proposed subdivision, Vesting Tentative Tract Map No. 2012 -01 is consistent with the District Center land use designation and density prescribed and all other elements of the General Plan. The proposed project, as conditioned, conforms to all applicable requirements of the zoning and subdivision codes as well as other applicable City ordinances. The proposed subdivision conforms to the minimum condominium requirements, as well as meets the letter and intent of the State of California Subdivision Map Act Provisions. Vesting Tentative Tract Map No. 2012 -01 is in keeping with the Site Plan Review (Development Project No. 2011 -11) and Chapter 34 and 41 of the Santa Ana Municipal Code. Covenants, Conditions and Restrictions (CC &Rs) are required for the project, which need to be approved by the City prior to City Council approval of the final map. iii. The project site is physically suitable for the type and density of the proposed project. The proposed site consists of approximately three acres of land within SD -43, which is physically Resolution No. 2012 -xxx 75A-1 74 Page 2 of 6 suitable for the residential development as proposed. Access to the site will occur on First American Way for automobiles. There are no physical constraints on the site to preclude development. iv. The design and improvements of the proposed project will not cause substantial environmental damage or substantially and avoidably injure fish or wildlife or their habitat. A mitigated negative declaration (MND) was prepared pursuant to the California Environment Quality Act for the project. The MND has provided mitigation measures to address plant and wildlife populations existing on the project site. Therefore, the proposed subdivision will not cause any substantial environmental damage or substantially and avoidably injure fish and wildlife or their habitat. V. The design or improvements of the proposed project will not cause serious public health problems. The proposed subdivision is not going to have any detrimental effects upon the general public. The MND has identified and addressed impacts and provided mitigation measures to address potential impacts from the project. vi. The design or improvements of the proposed project will not conflict with the easements acquired by the public at large for access through or use of property within the proposed project. There is no easement for public access on this property, therefore the proposed project will not conflict with easements necessary for public access through or use of the property. Public access will be provided from First American Way, MacArthur Boulevard and MacArthur Place. E. The Applicant is requesting site plan approval for the project (Site Plan Review No. 2012 -01). The zoning designation for the subject property is Specific Development Plan No. 43 (SD -43). 1. Section 41- 593.5(c) of the Santa Ana Municipal Code requires review of all plans within a specific development plan area to ensure the project is in conformity with the Specific Plan. Resolution No. 2012 -xxx 75A -175 Page 3 of 6 2. Considering adoption of the amendments to SD -43 requested by the applicant, the project is in compliance with all applicable development standards outlined within the Specific Development Plan (SD -43). 3. Considering adoption of the amendments to SD -43 requested by the applicant, the project has been determined to be in compliance with applicable parking, landscaping and architectural provisions governing the project. Section 2. The City Council has reviewed and considered the information contained in the initial study and the mitigated negative declaration and mitigation monitoring program, Environmental Review No. 2011 -46, prepared with respect to this Project. The City Council has, as a result of its consideration and the evidence presented at the hearings on this matter, determined that, as required pursuant to the California Environmental Quality Act ( "CEQA ") and the State CEQA Guidelines, a mitigated negative declaration and mitigation monitoring program adequately addresses the expected environmental impacts of this Project. On the basis of this review, the City Council finds that there is no evidence from which it can be fairly argued that the Project will have a significant adverse effect on the environment. The City Council hereby certifies and approves the mitigated negative declaration and mitigation monitoring program and directs that the Notice of Determination be prepared and filed with the County Clerk of the County of Orange in the manner required by law. Pursuant to Title XIV, California Code of Regulations ( "CCR ") § 735.5(c)(1), the City Council has determined that, after considering the record as a whole, there is no evidence that the proposed project will have the potential for any adverse effect on wildlife resources or the ecological habitat upon which wildlife resources depend. The proposed project exists in an urban environment characterized by paved concrete, roadways, surrounding buildings and human activity. Therefore, pursuant to Fish and Game Code § 711.2 and Title XIV, CCR § 735.5(a)(3), the payment of Fish and Game Department filing fees is not required in conjunction with this project. Section 3. The City Council of the City of Santa Ana after conducting the public hearing hereby approves: A. Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2011 -46. B. Vesting Tentative Tract Map No. 2012 -01 as conditioned in Exhibit "A" attached hereto and incorporated herein. C. Site Plan Review No. 2012 -01 as conditioned in Exhibit "B" attached hereto and incorporated herein. These decisions are based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated March 5, 2012, and exhibits attached thereto; and the public testimony, written and oral, all of which are incorporated herein by this reference. Resolution No. 2012 -xxx 75A -176 Page 4 of 6 Section 4. This Resolution shall not be effective unless and until Ordinance No. and Ordinance No. become effective. If said ordinances are for any reason held to be invalid or unconstitutional by the decision of any court of competent jurisdiction, or otherwise do not go into effect for any reason, then this resolution shall be null and void and have no further force and effect. Section 5. 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 Clerk of the Council shall give direct notice to the applicant of the Council's decision and these findings. ADOPTED this day of APPROVED AS TO FORM: Joseph A. Straka Interim City Attorney By: Ryan O. Hodge Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT Councilmembers Councilmembers Councilmembers Councilmembers 12012 Miguel A. Pulido Mayor Resolution No. 2012 -xxx 75A -1 77 Page 5 of 6 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2005 -XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Clerk of the Council City of Santa Ana Resolution No. 2012 -xxx 75A -178 Page 6 of 6 Conditions for Approval for Vesting Tentative Tract Map No. 2012 -01 (County Map No. 17437) Should the Planning Commission approve Vesting Tentative Tract Map No. 2012 -01, the approval is subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this vesting tentative tract map. The applicant must remain in compliance with all conditions listed below throughout the life of the vesting tentative tract map. Failure to comply with each and every condition may result in the revocation of the vesting tentative tract map. A. Planning Division 1. All proposed improvements must conform to the Site Plan Review approval of DP No. 2011 -11 and the staff report exhibits. 2. Any amendment to this vesting tentative tract map must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 3. Landscaping, once installed, shall be maintained per the approved landscape plan. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy and per the approved plan. 4. A Parking Management Plan documenting how the tandem parking stalls along with other parking operation will function must be submitted and approved prior to submittal into building plan check. The project shall incorporate on -site professional property management for the residential component. 5. Covenants, Conditions and Restrictions (CC &Rs) shall be provided for the project. At a minimum, the CC &Rs shall include provisions pertaining to owner occupancy, restrictions on home -based businesses, the prohibition of storage on balconies, and a restriction on truck delivery hours to non -peak periods shall be submitted prior to building plan check. 6. Prior to submittal into building plan check, detailed elevations shall be submitted to include exterior finishes, materials, and colors subject to approval of the Planning Division. Such plans shall include revised interior 7 Wif " 9 VTTM NO. 2012 -01 MARCH 5, 2012 PAGE 2OF7 elevations that use the exterior finishes and materials in the same quantity, subject to the approval of the Planning Division. 7. All parking for the project shall be made available free of charge. Two parking spaces per dwelling unit shall be provided as a part of the deed for each dwelling unit. 8. A Public Art Plan which proposes a specific work(s) of art for a specific location(s) shall be submitted to the Planning Commission for review and approval. All public art approved by the Planning Commission shall be completely installed prior to the issuance of a certificate of occupancy for the project. 9. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy as required by the approved plans. 10. A detailed amenity deck plan must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the hardscape design, lighting concepts and outdoor furniture for the amenity deck as well as an installation plan. The exact specifications for these items are subject to the review and approval of the Planning Commission. The amenity deck shall be maintained in the same condition as installed at the time of occupancy. 11. A detailed water feature plan must be reviewed and approved prior to issuance of any building permits. The plan shall include a minimum of one water feature within each public plaza, interior courtyard and roof top deck and include elevations, hardscape design, lighting concepts and an installation plan. The exact specifications for these items are subject to review and approval of the Planning Division. The water feature(s) shall be maintained in the same condition as installed at the time of occupancy. 12. At a minimum, the following items must be included as exterior amenities for the development: bike racks, enhanced paving on the walkways, an outdoor fireplace, barbeque and a pool on the amenity deck. The exact specifications for these items are subject to the review and approval of the Planning Division. 13. An interior building amenity plan of the Recreation Room must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the various finishes and equipment to be provided in these VTTM NO. 2012-01 MARCH 5, 2012 PAGE 3OF7 rooms. The exact specifications for these items are subject to the review and approval of the Planning Division. 14. The following items must be included as interior amenities within the common areas: granite counter tops, hardwood flooring or equivalent, and gas fireplaces. The exact specifications for these items are subject to the review and approval of the Planning Division. 15. The following items must be included as interior amenities within each unit: granite counter tops or equivalent, hardwood flooring or equivalent, General Electric Monogram appliances or equivalent, tiled bathroom and shower walls, stain grade hard wood cabinets and individual laundry hook -ups. The exact specifications for these items are subject to the review and approval of the Planning Division. 16. An elevator lobby plan of each lobby must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the finishes and flooring to be provided. The exact specifications for these items are subject to the review and approval of the Planning Division. 17. Pedestrian walkways shall be provided through the project. The amenities to be provided along this pathway shall include decorative concrete and paving, accent lighting, and landscape planters. The materials and design of the walkway is subject to the review and approval of the Planning Division. 18. A Resident Storage Plan shall be provided for the project. Storage shall be available at no cost to the residents. 19. Cast iron drain pipes shall be provided for the project. 20. Smart wiring, including cable television and high -speed cable for computers, shall be provided for each unit and within the project's common areas. 21. Signage to direct guests to the parking structure shall be provided. A directional sign plan needs to be submitted and approved by the Planning Division prior to issuance of a certificate of occupancy. 22. Construction workers for the project shall be prohibited from parking in the adjacent neighborhoods. �i�� f' i VTTM NO. 2012-01 MARCH 5, 2012 PAGE 4OF7 23. Prior to issuance of building permits, a Waste Management Plan shall be submitted to the Planning Division and Public Works Agency for approval. The plans shall include information on items such as pick -up, delivery, and types of bins required. The plan shall fully address operational as well as daily management functions and responsibilities. 24. Prior to occupancy of any units, a rental housing execution plan must be submitted to the Planning Division for review and approval. At a minimum, the plan shall identify the location of employee and visitor parking, the location of the rental office, hours of operation for the rental office, and signage affiliated with the Rental Housing Operational Plan. In addition, the rental plan must clearly note that the parking and project amenities must be provided free of charge to the residence. 25. Prior to submittal into building plan check, the design for the courtyard gates shall be submitted to the Planning Division for approval. The fences /gates shall be decorative and ornamental in nature as they are the entries to the interior courtyards. 26. The following best management practices (BMPs) need to be incorporated into the project construction and operation to minimize green house gas impacts: a. Install energy efficient lighting, appliances, heating, and cooling systems. b. Install efficient lighting for street and other outdoor lighting. C. Reduce unnecessary outdoor lighting. d. Provide education on energy efficiency to residents and /or tenants. e. Install water - efficient irrigations systems and devices. f. Design buildings to be water - efficient. Install water - efficient fixtures and appliances. g. Provide education about water conservation. h. Provide easy and convenient recycling opportunities for residents and tenants. i. Provide education on recycling waste. 27. In accordance with California Business and Professions Code section 11010(b)(13), the Final Tract Map and the Deed Disclosure Notice for residential property shall include the following language: "NOTICE OF AIRPORT IN VICINITY _15A-f62 VTTM NO. 2012 -01 MARCH 5, 2012 PAGE 5OF7 This property is presently located in the vicinity of an airport, within what is known as an airport influence area. For that reason, the property may be subject to some of the annoyances or inconveniences associated with proximity to airport operations (for example: noise, vibration, or odors). Individual sensitivities to those annoyances can vary from person to person. You may wish to consider what airport annoyances, if any, are associated with the property before you complete your purchase and determine whether they are acceptable to you." 28. Designated outdoor common or recreational areas shall provide outdoor signage informing the public of the presence of operating aircraft. 29. Prior to issuance of any building permit, a storage plan shall be submitted and approved indicating storage areas measuring a minimum of 256 cubic feet per residential unit within the project's garage and assigned to each unit at no additional cost. 30. Prior to submittal into Building Plan Check, a landscape plan shall be submitted. Such landscape plan shall be approved prior to issuance of any building permits. 31. Prior to submittal into building plancheck, submit revised plans indicating a new unit mix, adding a new smaller 1- bedroom floor plan option no smaller than 614 s.f. and the number of smaller units not to exceed nine. 32. Prior to submittal into building plancheck provide revised plans reflecting the following changes as reflected in the applicant's letter dated February 24, 2012: a. Maximum unit count of 278. b. Minimum 136 (49 %) total units containing two and three bedrooms. C. Average overall project unit size of 915 s.f. d. Minimum 255 s.f. per unit of open space. e. Maximum 257 tandem parking stalls (42 %). f. Addition of the following amenities: yoga veranda, business center, game lounge and pet -park. g. Minimum 1,900 s.f. fitness center. h. Minimum 1,625 s.f. pool. i. Minimum 17,647 s.f. rooftop lounge amenity area. 70AX63 VTTM NO. 2012 -01 MARCH 5, 2012 PAGE 6OF7 33. Project and amenities shall be consistent in quality, detail and finishes with all graphics, exhibits and other representations submitted by the applicant. B. Police Department The elevator lobby shall be redesigned by removing the elevator alcove and providing a secure lobby enclosed with fire rated glass partitions. 2. A security plan must be submitted to the Police Department at the plan check stage for approval. The plan must cover all aspects of the projects security including security personnel, surveillance /camera equipment (on each floor of parking structure, stairwells, and elevator lobby /cab) with internet viewing capability for the tenants of the project, and access control hardware. The project will be required to have a minimum of two state licensed uniformed security personnel. One security officer will be required for the residential buildings and one for the parking garage. Entrances /exits to the parking structure must be equipped with rolling overhead gates. 3. A security plan must be submitted to the Police Department at the plan check stage for approval. The plan must cover all aspects of the projects security including security personnel, surveillance /camera equipment (on each floor of parking structure, stairwells, and elevator lobby /cab) with internet viewing capability for the tenants of the project, and access control hardware. The project will be required to have a minimum of two state licensed uniformed security personnel. One security officer will be required for the residential buildings and one for the parking garage. Entrances /exits to the parking structure must be equipped with rolling overhead gates. Redesign Elevator lobby — Remove elevator alcove and provide a secure lobby enclosed with fire rated glass partitions. A minimum 12 -inch shatterproof convex mirror shall be installed at each stair landing. All doors leading into stairwells shall be equipped with a minimum 5 -inch by 20 -inch fire rated window. The last flight of stairs shall be fully enclosed at its base. Duress alarms allowing voice communication with security personnel shall be placed in strategic locations, approved by the Police Department, throughout the parking garage. The elevator /stairwells serving the parking structure of the project shall be equipped with card readers at the garage levels to restrict unauthorized access into the residential areas. The elevator lobby shall be designed and constructed of material that allows maximum visibility of the interior of the lobby from the parking decks. Glazing material will be used to its maximum extent. Alternate means and methods can be proposed that mitigate the concerns specified above with Police Department approval. 75bit114 VTTM NO. 2012 -01 MARCH 5, 2012 PAGE 7OF7 4. The City of Santa Ana parking structure design standards shall be followed in its entirety. 5. A minimum 12 -inch shatterproof convex mirror shall be installed at each stair landing. All doors leading into stairwells shall be equipped with a minimum 5 -inch by 20 -inch fire rated window. The last flight of stairs shall be fully enclosed at its base. 6. The City of Santa Ana parking structure design standards shall be followed in its entirety. Duress alarms allowing voice communication with security personnel shall be placed in strategic locations, approved by the Police Department, throughout the parking garage. 7. All project walkways shall be illuminated to a minimum maintained 1 footcandle of light. 8. The elevator /stairwells serving the parking structure of the project shall be equipped with card readers at the garage levels to restrict unauthorized access into the residential areas. The elevator lobby shall be designed and constructed of material that allows maximum visibility of the interior of the lobby from the parking decks. Glazing material will be used to its maximum extent. 9. A repeater may be required for the project to insure adequate Police and Fire Communications from within the structures. 15A- T 5 UWAl oo Conditions for Approval for Site Plan Review No. 2012 -01 Site Plan Review No. 2012 -01 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below rip or to exercising the rights conferred by this site plan review approval. The applicant must remain in compliance with all conditions listed below throughout the life of the site plan review approval. Failure to comply with each and every condition may result in the revocation of the site plan review approval. A. Planning Division 1. All proposed improvements must conform to the Site Plan Review approval of DP No. 2011 -11 and the staff report exhibits. 2. Any amendment to this site plan must be submitted to the Planning Division for review. At that time, staff will determine if administrative relief is available or the variance must be amended. 3. Landscaping, once installed, shall be maintained per the approved landscape plan. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy and per the approved plan. 4. A Parking Management Plan documenting how the tandem parking stalls along with other parking operation will function must be submitted and approved prior to submittal into building plan check. The project shall incorporate on -site professional property management for the residential component. 5. Covenants, Conditions and Restrictions (CC &Rs) shall be provided for the project. At a minimum, the CC &Rs shall include provisions pertaining to owner occupancy, restrictions on home -based businesses, the prohibition of storage on balconies, and a restriction on truck delivery hours to non -peak periods shall be submitted prior to building plan check. 6. Prior to submittal into building plan check, detailed elevations shall be submitted to include exterior finishes, materials, and colors subject to approval of the Planning Division. Such plans shall include revised interior elevations that use the exterior finishes and materials in the same quantity, subject to the approval of the Planning Division. Exhibit "B" 75A -187 SPR NO. 2012 -01 MARCH 5, 2012 PAGE 2OF7 7. All parking for the project shall be made available free of charge. Two parking spaces per dwelling unit shall be provided as a part of the deed for each dwelling unit. 8. A Public Art Plan which proposes a specific work(s) of art for a specific location(s) shall be submitted to the Planning Commission for review and approval. All public art approved by the Planning Commission shall be completely installed prior to the issuance of a certificate of occupancy for the project. 9. A detailed landscape plan must be reviewed and approved prior to issuance of any building permits. In addition to the landscaping palette, the plan shall include details on the hardscape design, lighting concepts and outdoor furniture. At a minimum, the project shall incorporate the amount and size of landscaping as shown on the preliminary landscape plan. In addition, the plan shall specify the incorporation of the `temporary landscape area' as a permanent landscape feature of the project. The exact specifications for these items are subject to the review and approval of the Planning Division. 10. After project occupancy, landscaping is to be maintained to include the minimum level of plant materials installed at the time of occupancy as required by the approved plans. 11. A detailed amenity deck plan must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the hardscape design, lighting concepts and outdoor furniture for the amenity deck as well as an installation plan. The exact specifications for these items are subject to the review and approval of the Planning Commission. The amenity deck shall be maintained in the same condition as installed at the time of occupancy. 12. A detailed water feature plan must be reviewed and approved prior to issuance of any building permits. The plan shall include a minimum of one water feature within each public plaza, interior courtyard and roof top deck and include elevations, hardscape design, lighting concepts and an installation plan. The exact specifications for these items are subject to review and approval of the Planning Division. The water feature(s) shall be maintained in the same condition as installed at the time of occupancy. Exhibit "B" SPR NO. 2012 -01 MARCH 5, 2012 PAGE 3 OF 7 13. At a minimum, the following items must be included as exterior amenities for the development: bike racks, enhanced paving on the walkways, an outdoor fireplace, barbeque and a pool on the amenity deck. The exact specifications for these items are subject to the review and approval of the Planning Division. 14. An interior building amenity plan of the Recreation Room must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the various finishes and equipment to be provided in these rooms. The exact specifications for these items are subject to the review and approval of the Planning Division. 15. The following items must be included as interior amenities within the common areas: granite counter tops, hardwood flooring or equivalent, and gas fireplaces. The exact specifications for these items are subject to the review and approval of the Planning Division. 16. The following items must be included as interior amenities within each unit: granite counter tops or equivalent, hardwood flooring or equivalent, General Electric Monogram appliances or equivalent, tiled bathroom and shower walls, stain grade hard wood cabinets and individual laundry hook -ups. The exact specifications for these items are subject to the review and approval of the Planning Division. 17. An elevator lobby plan of each lobby must be reviewed and approved prior to issuance of any building permits. The plan shall include details on the finishes and flooring to be provided. The exact specifications for these items are subject to the review and approval of the Planning Division. 18. Pedestrian walkways shall be provided through the project. The amenities to be provided along this pathway shall include decorative concrete and paving, accent lighting, and landscape planters. The materials and design of the walkway is subject to the review and approval of the Planning Division. 19. A Resident Storage Plan shall be provided for the project. Storage shall be available at no cost to the residents. 20. Cast iron drain pipes shall be provided for the project. 21. Smart wiring, including cable television and high -speed cable for computers, shall be provided for each unit and within the project's common areas. Exhibit "B" -07•, SPR NO. 2012 -01 MARCH 5, 2012 PAGE 4 OF 7 22. Signage to direct customers and guests to the adjacent parking structure shall be provided. A directional sign plan needs to be submitted and approved by the Planning Division prior to issuance of a certificate of occupancy. 23. Construction workers for the project shall be prohibited from parking in the adjacent neighborhoods. 24. Prior to issuance of building permits, a Waste Management Plan shall be submitted to the Planning Division for approval. The plans shall include information on items such as pick -up, delivery, and types of bins required. The plan shall fully address operational as well as daily management functions and responsibilities. 25. Prior to occupancy of any units, a rental housing execution plan must be submitted to the Planning Division for review and approval. At a minimum, the plan shall identify the location of employee and visitor parking, the location of the rental office, hours of operation for the rental office, and signage affiliated with the Rental Housing Operational Plan. In addition, the rental plan must clearly note that the parking and project amenities must be provided free of charge to the residence. 26. Prior to submittal into building plan check, the design for the courtyard gates shall be submitted to the Planning Division for approval. The fences /gates shall be decorative and ornamental in nature as they are the entries to the interior courtyards. 27. The following best management practices (BMPs) need to be incorporated into the project construction and operation to minimize green house gas impacts: a. Install energy efficient lighting, appliances, heating, and cooling systems. b. Install efficient lighting for street and other outdoor lighting. C. Reduce unnecessary outdoor lighting. d. Provide education on energy efficiency to residents and /or tenants. e. Install water - efficient irrigations systems and devices. f. Design buildings to be water - efficient. Install water - efficient fixtures and appliances. g. Provide education about water conservation. Exhibit "B" 75A -190 SPR NO. 2012-01 MARCH 5, 2012 PAGE 5OF7 h. Provide easy and convenient recycling opportunities for residents and tenants. i. Provide education on recycling waste. 28. In accordance with California Business and Professions Code section 11010(b)(13), the Final Tract Map and the Deed Disclosure Notice for residential property shall include the following language: "NOTICE OF AIRPORT IN VICINITY This property is presently located in the vicinity of an airport, within what is known as an airport influence area. For that reason, the property may be subject to some of the annoyances or inconveniences associated with proximity to airport operations (for example: noise, vibration, or odors). Individual sensitivities to those annoyances can vary from person to person. You may wish to consider what airport annoyances, if any, are associated with the property before you complete your purchase and determine whether they are acceptable to you." 29. Designated outdoor common or recreational areas shall provide outdoor signage informing the public of the presence of operating aircraft. 30. Prior to issuance of any building permit, a storage plan shall be submitted and approved indicating storage areas measuring a minimum of 256 cubic feet per residential unit within the project's garage and assigned to each unit at no additional cost. 31. Prior to submittal into Building Plan Check, a landscape plan shall be submitted. Such landscape plan shall be approved prior to issuance of any building permits. 32. Prior to submittal into building plancheck, submit revised plans indicating a new unit mix, adding a new smaller 1- bedroom floor plan option no smaller than 614 s.f. and the number of smaller units not to exceed nine. 33. Prior to submittal into building plancheck provide revised plans reflecting the following changes as reflected in the applicant's letter dated February 24, 2012: a. Maximum unit count of 278. b. Minimum 136 (49 %) total units containing two and three bedrooms. Exhibit "B" 75A -191 SPR NO. 2012-01 MARCH 5, 2012 PAGE 6OF7 C. Average overall project unit size of 915 s.f. d. Minimum 255 s.f. per unit of open space. e. Maximum 257 tandem parking stalls (42 %). f. Addition of the following amenities: yoga veranda, business center, game lounge and pet -park. g. Minimum 1,900 s.f. fitness center. h. Minimum 1,625 s.f. pool. i. Minimum 17,647 s.f. rooftop lounge amenity area. 34. Project and amenities shall be consistent in quality, detail and finishes with all graphics, exhibits and other representations submitted by the applicant. B. Police Department The elevator lobby shall be redesigned by removing the elevator alcove and providing a secure lobby enclosed with fire rated glass partitions. 2. A security plan must be submitted to the Police Department at the plan check stage for approval. The plan must cover all aspects of the projects security including security personnel, surveillance /camera equipment (on each floor of parking structure, stairwells, and elevator lobby /cab) with internet viewing capability for the tenants of the project, and access control hardware. The project will be required to have a minimum of two state licensed uniformed security personnel. One security officer will be required for the residential buildings and one for the parking garage. Entrances /exits to the parking structure must be equipped with rolling overhead gates. 3. A security plan must be submitted to the Police Department at the plan check stage for approval. The plan must cover all aspects of the projects security including security personnel, surveillance /camera equipment (on each floor of parking structure, stairwells, and elevator lobby /cab) with internet viewing capability for the tenants of the project, and access control hardware. The project will be required to have a minimum of two state licensed uniformed security personnel. One security officer will be required for the residential buildings and one for the parking garage. Entrances /exits to the parking structure must be equipped with rolling overhead gates. Redesign Elevator lobby — Remove elevator alcove and provide a secure lobby enclosed with fire rated glass partitions. A minimum 12 -inch shatterproof convex mirror shall be installed at each stair landing. All doors leading into stairwells shall be equipped with a minimum 5 -inch by 20 -inch fire rated window. The last flight of stairs shall be fully enclosed at its base. Duress alarms allowing voice communication with security personnel shall Exhibit "B" 75A -192 SPR NO. 2012 -01 MARCH 5, 2012 PAGE 7OF7 be placed in strategic locations, approved by the Police Department, throughout the parking garage. The elevator /stairwells serving the parking structure of the project shall be equipped with card readers at the garage levels to restrict unauthorized access into the residential areas. The elevator lobby shall be designed and constructed of material that allows maximum visibility of the interior of the lobby from the parking decks. Glazing material will be used to its maximum extent. Alternate means and methods can be proposed that mitigate the concerns specified above with Police Department approval. 4. The City of Santa Ana parking structure design standards shall be followed in its entirety. 5. A minimum 12 -inch shatterproof convex mirror shall be installed at each stair landing. All doors leading into stairwells shall be equipped with a minimum 5 -inch by 20 -inch fire rated window. The last flight of stairs shall be fully enclosed at its base . 6. The City of Santa Ana parking structure design standards shall be followed in its entirety. Duress alarms allowing voice communication with security personnel shall be placed in strategic locations, approved by the Police Department, throughout the parking garage. 7. All project walkways shall be illuminated to a minimum maintained 1 footcandle of light. 8. The elevator /stairwells serving the parking structure of the project shall be equipped with card readers at the garage levels to restrict unauthorized access into the residential areas. The elevator lobby shall be designed and constructed of material that allows maximum visibility of the interior of the lobby from the parking decks. Glazing material will be used to its maximum extent. 9. A repeater may be required for the project to insure adequate Police and Fire Communications from within the structures. Exhibit "B" 75A -193 75A -194