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HomeMy WebLinkAbout FULL PACKET_2012-10-01MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA SEPTEMBER 17, 2012 CLOSED SESSION MEETING CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 5:12 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor (5:17 p.m.) CLAUDIA C. ALVAREZ, Mayor Pro Tern (5:15 P.M.) P. DAVID BENAVIDES CARLOS BUSTAMANTE MICHELE MARTINEZ VINCENT F. SARMIENTO SAL TINAJERO (5:17 p.m.) COUNCILMEMBERS Absent: None STAFF Present: PAUL M. WALTERS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council Quorum was established thru presence of Councilmembers Bustamante, Benavides, Martinez, and Sarmiento. MOTION: Elect Councilmember Bustamante Chair (pursuant to SAMC 2- 101 due to unavailability of Mayor and Mayor Pro Tem). MOTION: Benavides SECOND: Sarmiento VOTE: AYES: Benavides, Bustamante, Martinez, Sarmiento (4) NOES: None (0) ABSTAIN: None (0) ABSENT: Alvarez, Pulido, Tinajero (3) CITY COUNCIL MINUTES 1 SEPTEMBER 17, 2012 1 0A-1 PUBLIC COMMENTS - None COUNCIL RECESSED to Room 147 for Closed Session discussion at 5:13 p.m. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: 1A CONFERENCE WITH LEGAL COUNSEL--EXISTING LITIGATION pursuant to Government Code Section 54956.9(a) ¦ Shahir Gobran vs the City of Santa Ana, Case No. ADJ7398750 ¦ Eddie Bentley vs the City of Santa Ana, Case Nos. ADJ752729, ADJ3340399 and ADJ7719605 ¦ Xavier De La Roca v. City of Santa Ana, Orange County Superior Court, Case No. 30-2011-00453546 ¦ Peebler vs. State of California Department of Finance, City of Santa Ana, et al., Case No. 34-2012-80001172-CU-WM-GDS ¦ Maricruz Sanchez v. City of Santa Ana, Orange County Superior Court, Case No. 30-2011-00486521 1 B CONFERENCE WITH LEGAL COUNSEL--ANTICIPATED LITIGATION pursuant to Government Code Section 54956.9(b) Property and Business Improvement District ("PBID")/Community Management District (CMD), Downtown Inc. 1 C 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) CLOSED SESSION REPORT - See Item 19A. for Report. ADJOURNED THE CLOSED SESSION MEETING AT 6:05 P.M. AND CONVENED TO THE REGULAR OPEN MEETING CITY COUNCIL MINUTES 2 SEPTEMBER 17, 2012 1 0A-2 REGULAR OPEN SESSION CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:16 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor CLAUDIA C. ALVAREZ, Mayor Pro Tern P. DAVID BENAVIDES CARLOS BUSTAMANTE MICHELE MARTINEZ VINCENT F. SARMIENTO SAL TINAJERO COUNCILMEMBERS Absent: None PLEDGE OF ALLEGIANCE INVOCATION STAFF Present: PAUL M. WALTERS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council MAYOR PULIDO TIM FELKER, POLICE CHAPLAIN CLOSED SESSION REPORT - See report on Agenda Item 19A. PUBLIC COMMENT • Bobi Keenan, commented on proposed Sunshine Ordinance - concerned with additional costs to developers for translation of legal notices during the pre- application process; also, commented on Agenda Item 25C concerned with total contract amount and benefits included in employment contract for Clerk of the Council. • Ken Taylor, invited all to attend upcoming Jazz and Blues Festival on September 23rd hosted by merchants of Downtown Santa Ana. • Fina Chavez, representing Committee to Disestablish CMD/PBID, concerned that City Council not have disestablishment item on the agenda for consideration; urged the City Council to disestablish. • Sam Romero, spoke in support of the proposed Sunshine Ordinance; also, urged City Council to bring CMD/PBID to an end. CITY COUNCIL MINUTES 3 SEPTEMBER 17, 2012 1 0A-3 • Robert Escalante, invited all to Jazz and Blues Festival; seek support to disestablish CMD/PBID. • Richard Bohn, artist with Orange County Center for Contemporary Art, commented on arbitrary and lengthy process in addition to having unnecessary fees for sign permits. • Alex Vega, noted that some members have been trying to get rid of CMD/PBID for two years; congratulated Acting Police Chief Carlos Rojas on recent appointment. • Rob Cook, concerned with benefit package included in Clerk of the Council employment agreement (Agenda Item 25C); also commented on overall disclosure and accountability of all officers. • Barbara DeRoche, requested disestablishment of CMD/PBID. • Ralph Allen, noted that City had participated in establishment of CMD/PBID and now should disestablish. • Tish Leon, spoke on Agenda Item 29A, opined that Board of Parks and Recreation member Max Madrid should be removed from appointed position; also plaintiff should reimburse City for cost of defending lawsuit. CONSENT CALENDAR ITEMS MOTION: Approve Consent Calendar Items 10A through 25G with the following modifications: ¦ Mayor Pulido pulled Agenda Item 25F, for separate discussion; ¦ Councilmember Martinez pulled Agenda Items 19C, 25C, and 29A, for separate discussion; ¦ Mayor Pro Tern Alvarez abstained on Agenda Item 29A; and ¦ Councilmember Benavides pulled Agenda Item 20B, for separate discussion. MOTION: Sarmiento SECOND: Benavides VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) Items removed for separate action or modified are highlighted. Separate actions show the actual vote. Items without votes are adopted as part of the consent motion. CITY COUNCIL MINUTES 4 SEPTEMBER 17, 2012 1 0A-4 ADMINISTRATIVE MATTERS MINUTES 10A MINUTES FROM THE REGULAR MEETING OF SEPTEMBER 4, 2012 - Clerk of the Council Office MOTION: Approve Minutes. MISCELLANEOUS ADMINISTRATION 19A 19B 19C CLOSED SESSION REPORT - City Attorney's Office MOTION: Approve settlements as follows: CONFERENCE WITH LEGAL COUNSEL--EXISTING LITIGATION pursuant to Government Code Section 54956.9(a) ¦ Maricruz Sanchez v. City of Santa Ana, Orange County Superior Court, Case No. 30-2011-00486521; authorize settlement in the amount of $145,000. ¦ Xavier De La Roca v. City of Santa Ana, Orange County Superior Court, Case No. 30-2011-00453546; authorize settlement up to $100,000. • Eddie Bentley vs the City of Santa Ana, Case Nos. ADJ752729, ADJ3340399 and ADJ7719605; Compromise and Release Agreement in the amount of $120,000. • Shahir Gobran vs the City of Santa Ana, Case No. ADJ7398750; Compromise and Release Agreement in the amount of $22,000. EXCUSED ABSENCES - None REQUEST FOR PROPOSALS FOR MUNICIPAL PARKING STRUCTURES OPERATOR - Community Development Agency Councilmember Martinez requested that matter be continued until after the disestablishment of CMD/PBID is resolved. Mayor Pro Tern Alvarez asked City Attorney to clarify why Councilmember Martinez is able to participate in this matter and not the disestablishment of CMD/PBID. City Attorney Carvalho noted that the Fair Political CITY COUNCIL MINUTES 5 SEPTEMBER 17, 2012 1 0A-5 Practices Commission (FPPC) regulates conflicts of interest; the set of facts for the two items are different and because there is no foreseeable impact on an RFP item and there is no financial benefit to her place of residence she is able to participate on this matter. MOTION: Continue consideration of matter until after the Public Business Improvement District (PBID) / Community Facilities District (CMD) matter resolved. MOTION: Martinez VOTE: AYES: NOES: ABSTAIN: ABSENT: SECOND: Sarmiento Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) None (0) None (0) None (0) BUDGETARY MATTERS APPROPRIATION ADJUSTMENTS 20A APPROPRIATION ADJUSTMENT ACCEPTING THE OFFICE OF TRAFFIC SAFETY GRANT, SELECTIVE TRAFFIC ENFORCEMENT PROGRAM - Police Department MOTION: Approve an appropriation adjustment. (Requires five affirmative votes) APPROPRIATION ADJUSTMENT NO. 2013-029 - Accepting the California Office of Traffic Safety (OTS) "Selective Traffic Enforcement Program Grant" in the amount of $177,492 into the revenue account and appropriate same into the California Office of Traffic Safety (OTS) "Selective Traffic Enforcement Program Grant" expenditure accounts. 20B APPROPRIATION ADJUSTMENT ACCEPTING THE OFFICE OF TRAFFIC SAFETY GRANT, SOBRIETY CHECKPOINT PROGRAM - Police Department Councilmember Benavides commented on policy that allows unlicensed drivers an opportunity to have cars picked up by licensed drivers and noted that action for consideration does not affect policy. CITY COUNCIL MINUTES 6 SEPTEMBER 17, 2012 1 0A-6 MOTION: Approve an appropriation adjustment. (Requires five affirmative votes) APPROPRIATION ADJUSTMENT NO. 2013-030 - Accepting the California Office of Traffic Safety (OTS) "Sobriety Checkpoint Grant Program" administered by the University of California Berkeley Safe Transportation Research and Education Center (SafeTREC) in the amount of $161,000 into the revenue account and appropriate same into the California Office of Traffic Safety (OTS) "Sobriety Checkpoint Grant Program" expenditure accounts. MOTION: Benavides SECOND: Bustamante VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) SPECIFICATIONS - PURCHASE OF EQUIPMENT AND SERVICES 22A SPEC. NO. 11-042 - ON-CALL SEWER REPAIR SERVICES (Public Works Agency) - Finance & Management Services MOTION; Renew the contract with Dominguez General Engineering, Inc. for on-call sewer repair services for a one-year period, with provisions for two one-year renewals, in an annual amount not to exceed $500,000. PROJECTS/CHANGE ORDERS 23A CONTRACT AWARD FOR 2012-2013 OMNIBUS CONCRETE IMPROVEMENTS (PROJECT NO. 136780) - Public Works Agency MOTION: 1. Award a contract to Hardy & Harper, Inc., the lowest responsible bidder, in accordance with unit bid prices in the estimated amount of $463,850 for construction of the Omnibus Concrete Improvements Project. 2. Approve the funding analysis as follows: Construction Contract - $463,850, Contract Administration - $13,900, Inspection and CITY COUNCIL MINUTES 7 SEPTEMBER 17, 2012 1 0A-7 Testing - $23,190; Survey - $9,275, and Contingencies - $46,385, for a total estimated construction cost of $556,600. AGREEMENTS 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. (Items 25A, 2513, and 25D through 25G) 25A AGMT NO. 2012-191 - AMENDMENT - LANDSCAPE MAINTENANCE SERVICES AT THE SANTA ANA ZOO AT PRENTICE PARK - With Vista Del Verde Landscape, for a nine-month period in an amount not to exceed $97,746 and approve a 10% contingency for unanticipated work for a total amount not to exceed $107,521 - Parks, Recreation & Community Services Agency 25B AGMT NO. 2012-192 - AMENDMENT - PAVEMENT CLEANING SERVICES AT THE CIVIC CENTER - With Hydroblast in an amount of $43,370 for a six-month term - Parks, Recreation & Community Services Agency 25C AGMT NO. 2012-193 - EMPLOYMENT AGREEMENT FOR CLERK OF THE COUNCIL - Personnel Services Agency City Attorney clarified that item for consideration clarifies terms of employment, but salary and other benefits pre-date to 2009 when employee hired. Councilmember Benavides noted that employee had declined step increases for past two years. Mayor Pro Tern Alvarez asked City Attorney if automatic step increases permissible. City Attorney Carvalho noted that recent legislation (AB1344) does not permit automatic increases, however salary terms are grandfathered; any future increases would be negotiated and approved by the City Council. MOTION: Authorize the Mayor and City Manager to execute an agreement, subject to non-substantive changes approved by the City Manager and City Attorney with Maria D. Huizar as the Clerk of the Council. MOTION: Martinez SECOND: Benavides VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, CITY COUNCIL MINUTES 8 SEPTEMBER 17, 2012 1 0A-8 Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 25D AGMT NO. 2012-194 - AMENDMENT - INMATE FOOD SERVICE AND KIOSKS - With Aramark Correctional Services to provide kiosks and revise the food services menu which would increase the annual amount not to exceed $1,294,325, effective September 1, 2012 - Police Department 25E AGMT NO. 2012-195 - BROKER SERVICES FOR SALE OF SURPLUS FIRE EQUIPMENT - With Firetec Used Apparatus Sales - Finance & Management Services 25F AGMT NO. 2012-196 - APPROVAL OF FIRE/EMS EMERGENCY AMBULANCE TRANSPORTATION AND RELATED SERVICES City Manager's Office Jimmy McNeal representing Shaefer Ambulance concerned with grading panel selection process; noted that company had submitted lowest bid; urged the City Council to continue consideration of matter to address any concerns or questions by staff. Bob Barry of CARE Ambulance, thanked staff for recommending company to provide service; summarized experience and commitment to service level. Council discussion ensued. Councilmember Martinez thanked Orange County Fire Authority and Division Chief Thomas for contract review process; suggested training program be initiated with community college and local high schools; use of the WORK Center programs and services should be considered for future hires. Division Chief Thomas noted that longer term contract sought to obtain better price. Mayor Pro Tern Alvarez thanked CARE for concession made and thanked Shaefer Ambulance and Chief Thomas for hard work. 1. Elect to retain final contract selection and contract award authority for Exclusive Operating Area 20 - City of Santa Ana CITY COUNCIL MINUTES 9 SEPTEMBER 17, 2012 1 0A-9 2. Approve the professional grading panel recommendation to select CARE Ambulance Services, as the 9-1-1 Emergency Ambulance Service provider for the City of Santa Ana effective September 20, 2012, and authorize the City Manager to execute the three-year Agreement including any non-substantive amendments as determined by the City Attorney in an amount not to exceed the three-year total contract amount of $2,881,675 for the first year, $2,968,125 for year two and $3,057,169 for year three; and 3. Authorize the City Manager to execute two optional one-year extensions for a possible total contract period of five years; and 4. Upon completion of a cost analysis review of outsourcing the ambulance billing function, if the results reflect an overall positive benefit to the City of Santa Ana, authorize the City Manager to enter into an agreement with CARE Ambulance Services to perform the 9-1-1 ambulance billing for the City of Santa Ana at the agreed upon rates as stated within the bid submittal. MOTION: Pulido SECOND: Bustamante VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 25G AGMT NO. 2012-197 - AMENDMENT - ANNUAL MAINTENANCE AND UPGRADE TO POLICE DIGITAL IMAGING MANAGEMENT SYSTEM (JULY 1, 2012 - JUNE 30, 2013) - With Linear Systems in an amount not to exceed $33,325.75 - Police Department Mayor Pro Tern Alvarez stated for the record that she had a conflict of interest and would be abstaining on Agenda Item 29A; she left the dais for the duration of the discussion on that item. MISCELLANEOUS - BUDGET 29A APPROVAL OF PAYMENT FOR OUTSIDE LEGAL COUNSEL FEES - City Attorney's Office CITY COUNCIL MINUTES 10 SEPTEMBER 17, 2012 1 0A-10 City Attorney Carvalho clarified that initial contract approved under City Manager authority, but amount exceeded $25,000 threshold plaintiff added party to lawsuit after documents had been prepared, thus increases cost; city required to defend lawsuit brought against employee (in her capacity); also, law firm successfully defended case. Councilmember Benavides indicated that lawsuit was on voter approved Measure D regarding term limits; services have been rendered and City obligated to pay for defense. Councilmember Tinajero opined that Measure D perceived to have loophole. MOTION: Approve payment of legal fees in the amount of $11,545.42 to Richards Watson & Gershon. MOTION: Tinajero VOTE: AYES: NOES: ABSTAINED AND NOT PRESENT: ABSENT: SECOND: Sarmiento Benavides, Pulido, Sarmiento, Tinajero (4) Martinez, Bustamante (2) Alvarez (1) None (0) **END OF CONSENT CALENDAR** BUSINESS CALENDAR ITEMS RESOLUTIONS 55A RESOLUTION AUTHORIZING PARTICIPATION IN THE CALIFORNIA STATE PARKS HABITAT CONSERVATION FUND GRANT PROGRAM - Parks, Recreation & Community Services Agency MOTION: Adopt a resolution. RESOLUTION NO. 2012-042 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING THE APPLICATION FOR GRANT FUNDS FROM THE HABITAT CONSERVATION FUND CITY COUNCIL MINUTES 11 SEPTEMBER 17, 2012 1 0A-11 PROGRAM FOR THE SANTIAGO PARK OUTDOOR LEADERSHIP PROGRAM MOTION: Sarmiento SECOND: Pulido VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) AGENDA ITEM TAKEN OUT OF ORDER - WORK STUDY SESSION WSA SUNSHINE ORDINANCE - City Manager's Office Speakers: • Apolonio Cortes, spoke in support of the sunshine ordinance as proposed by SACReD, opined that ordinance would improve community participation; San Jose has similar ordinance; submitted 200 petitions in support of ordinance. • Eduardo Garcia, member of SEIU, represents 1,500 Santa Ana members that support the ordinance. • Rev. Arturo Ferreras, commented on struggles of surrounding communities to have representation; community requesting ordinance. • Ana Lydia Tutila, commented on importance of transparency; thanked staff and elected officials for meeting with coalition; requested that a 2nd pre-development meeting be added to the ordinance. • Tish Leon, indicated that item brought forth through grassroots efforts; opined that ordinance should benefit community and end back door deals with developers. • Albert Castillo, expressed support for sunshine ordinance; endorse option 1 of the open calendars item; more open space and low income housing needed; not pleased to see Councilmember Bustamante at meeting. • Laura Garibay, lifelong resident of the City; congratulated City on efforts thus far on sunshine ordinance; support mandatory lobbyist registration item; submitted 200 petitions in support of ordinance. • Sam Romero, requested assistance to all business members and the community as a whole ; supports sunshine ordinance. • Mathew Southgate, noted that September 17, 2012 marked the one- year anniversary of the Occupy Santa Ana Ana Movement; supports sunshine ordinance. CITY COUNCIL MINUTES 12 SEPTEMBER 17, 2012 1 0A-12 • Mathew Harden, represents over 3,000 SEIU members; opined that ordinance would allow for more transparency. • America Bracho, Director of Latino Health Access, opined that ordinance will allow for more community participation and influence decision making; submitted additional 200 petitions in support of sunshine. • Hairo Cortes, member of Dream Team that represents the undocumented and disenfranchised; sunshine ordinance would be mechanism to allow their voices to be heard; submitted 200 more petitions in support of ordinance. • Cesar Covarrubias, Executive Director of the Kennedy Commission, increased transparency would improve quality of life; opined that language as proposed by SACReD allows for full participation and consistency; presented 200 petitions in support of sunshine. • Dave Elliott, of the Santa Ana Chamber of Commerce, requested continuance of matter to allow the Chamber of Commerce to discuss item at upcoming board meeting. • Pastor Lee, of Templo Calvario, noted that sunshine ordinance has received board community support. • Gilbert Davila, presented 200 petitions supporting sunshine ordinance; requested ranking and results of all request for proposals be available to the public and posted on the web and have mandatory lobbyist registration. • Ruby Woo, member of Artesia Pilar neighborhood association, supports strong sunshine ordinance; spoke on need for community to participate in budget process; presented 200 additional petitions. • Theresa Dang, concerned with campaign contributions and influence of contributors; support sunshine ordinance. • Eric Altman, Executive Director of OCCORD, hoped for 1St reading of sunshine ordinance at tonight's meeting; supports 2nd meeting as part of pre-development process. • Jose Rea, of Santa Ana Healthy Neighborhood Alliance and resident of Madison Park neighborhood association, expressed strong support for sunshine ordinance and believes civil unrest could be avoided by having better informed residents. • Lara Montagne, Executive Director of the Grain Project, opined that perseverance helped her bring Farmer's Market to Downtown. • Rick Tovar, local organizer for SEIU 9100, represent approximately 3,000 members that reside in Santa Ana; supports sunshine ordinance. • Joe-say Hernandez, of El Centro Cultural de Santa Ana, supports sunshine ordinance; request triggers for displaced residents. • Jeff Dickman, resident of French Park neighborhood association, commented on minimum notification vs. sunshine proposed notification; lobbyist registration should replicate the City of Los Angeles robust program; urged the City Council to adopt sunshine ordinance and leave a legacy. CITY COUNCIL MINUTES 13 SEPTEMBER 17, 2012 1 0A-13 • Connie Hamilton, thanked council candidates for attending Connect-to- Council forum; the Comlink forum will be held on September 27th; suggested that pre-development requirements would be a road bock for business development. • Christian Abasto, of Public Law Center, attorney working with SACReD, concerned with staff recommendations on pre-development meetings and lobbyist registrations. • Gloria Giraldo, of Building Healthy Communities Initiative, noted importance of holding a 2nd meeting on pre-development applications; urged city council to adopt as proposed by coalition. • Lee Chalker, of Orange County Congregation Community Organization (OCCCO), expressed support of sunshine ordinance and expanded participation of community. Councilmember Tinajero requested staff presentations on recommendations. Section on Public Access to Meetings presented by Clerk of the Council Huizar. Huizar indicated that all City Council Agendas will include a list of "future agenda items" that would include development projects and major projects forthcoming; also, agendas would be made available 96-hours in advance from current State requirement of 72-hours. City Council concurred with staff recommendations. Section on Access to Contracts, Bids and Proposals presented by Public Woks Executive Director Raul Godinez, II. Godinez indicated that posting of Request for Proposal (RFP) would be posted on the web and all RFP's would be posted in central location, but not ranking. Council requested that rankings be made available upon request Section on Lobbyist Registrations introduced by Clerk of the Council Huizar. Staff recommends posting of the campaign contribution reports, statements of economic interest, and behest donations on City's website rather than duplicating information through a lobbyist registration program. The State of California (Fair Political Practices Commission) already requires disclosure of information requested; threshold for disclosure on State forms lower than SACReD's proposed $250 limit. Council accepted staff recommendation. Section on Budget Hearings and Strategic Plan presented by City Manager Walters. Staff recommends community meetings upon request and not dictated by a request of 30 or more residents; strategic plan in development stage. Council suggested that ordinance include language that would require community participation and input before city council consideration and approval; allow for periodic reviews, instead of date specific requirements; and extend notification to entire community through social media and other avenue available on all meetings. CITY COUNCIL MINUTES 14 SEPTEMBER 17, 2012 1 0A-14 Section on Open Calendars presented by City Attorney Carvalho. Staff recommends option 2 that would be in line with the ordinance approved by the City of San Jose. City Attorney clarified difference between option 1 and 2 - option 1 includes exceptions to disclosure, while option 2 includes type of meetings required to be disclosed. Council agreed on option 1 requiring executive staff to post calendars on web, same as elected officials; also, requested language in ordinance that would not incriminate an official if information missed. Section on Public Meetings for Certain Development Projects was presented by Executive Director of Planning and Building, Jay Trevino. Staff recommends one pre-development meeting during the site plan review process phase and have requirement apply to all development and not exclude affordable housing projects as proposed by Coalition. Council concerned with displacement of residents; City Attorney Carvalho indicated that private development does not require relocation unless federal subsidy received. Pre-development meeting would allow community concerns to be disclosed and comments made part of the record. SACReD Coalition representative Ana Urzua urged the City Council to include a 2nd pre-development meeting be included in the ordinance. City Council directed the City Attorney to incorporate suggestions into the sunshine ordinance and bring back to the City Council for a first reading. COUNCIL AGENDA ITEMS Pursuant to Santa Ana Charter Section 411, any member of the City Council may place items on the City Council Agenda to be considered by the City Council. 85A REPORT ON CITYWIDE RECORDS RETENTION AND DESTRUCTION POLICY - Mayor Pro Tern Alvarez and Councilmember Sal Tinajero - At the August 20, 2012 City Council meeting Mayor Pro Tem requested that item be placed on the September 4, 2012 City Council meeting. At the September 4, 2012 City Council meeting Mayor Pro Tem Alvarez requested item be agendized on the next City Council agenda for status report from staff. Mayor Pro Tern Alvarez indicated that a City Records Retention and Destruction Review Committee appeared to have met and has established a tentative timeline to review and adopt a revised policy. She requested matter be re-agendized after October, 2012 to receive update. CITY COUNCIL MINUTES 15 SEPTEMBER 17, 2012 1 0A-15 85B CONSIDER HOLDING ALL REGULAR CITY COUNCIL MEETINGS IN THE COUNCIL CHAMBER - Councilmembers Martinez & Benavides Councilmember Benavides requested that all meetings of the City Council be held in the Council Chamber to better accommodate community members. Councilmember Martinez noted that accessibility to meetings in the Police Community Center has been an issue. Councilmember Tinajero requested flexibility in continuing to meet at other facilities, as needed. MOTION: Direct staff to schedule City Council Meetings in the Council Chamber, unless directed otherwise. MOTION: Benavides SECOND: Martinez VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 85C DISCUSSION OF LITTLE SPARROW RESTAURANT APPROVALS - Mayor Pulido Applicant Bruce Marsh addressed the City Council; requesting full liquor license. Mayor Pulido proposed setting matter for public hearing since the Planning Commission considered matter, but no decision reached with 2-2 vote. Councilmembers Tinajero and Sarmiento expressed concern with circumventing process by not allowing the Planning Commission to reconsider matter with full board present. City Attorney Carvalho indicated that the Santa Ana Municipal Code allowed the City Council to schedule a public hearing on matters considered by the Planning Commission. MOTION: Direct the Planning Commission to reconsider Conditional Use Permit No. 2012-19 filed by Bruce Marsh and Naseem Aflakian of Floral Park Cafe, LLC. MOTION: Pulido SECOND: Benavides CITY COUNCIL MINUTES 16 SEPTEMBER 17, 2012 1 0A-16 VOTE: AYES: Alvarez, Benavides, Bustamante, Martinez, Pulido, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) COMMENTS 90A CITY MANAGER'S COMMENTS - None 90B CITY COUNCILMEMBER COMMENTS Councilmember Martinez: • Commented on successful Fiestas Patrias held over the weekend; • Requested moment of Silence in commemoration of 9-11 tragedy; and • Requested adjournment of meeting in memory of Manny Macias. Mayor Pro Tern Alvarez: • Invited all to attend the Jazz and Blues Festival on September 23rd at 12 noon at Original Mike's; and • Adjourn meeting in memory of Carlos Alfonso deRosas. ADJOURNED- 12:36 A.M. - The next meeting of the City Council is scheduled for Monday, October 1, 2012 at 5:00 p.m. for the Closed Session Meeting immediately followed by the Regular Open Business Meeting at 5:45 p.m. in the Council Chamber, 22 Civic Center Plaza, Santa Ana, California. Adjourn in Memory of Carlos Alfonso DeRosas and Manny Macias Maria D. Huizar, Clerk of the Council CITY COUNCIL MINUTES 17 SEPTEMBER 17, 2012 1 0A-17 FUTURE AGENDA ITEMS • Tow Truck Franchises • Economic Development Ordinance • Update on Local Streets and Roadwork • Street Car Project Update and Action items • Discovery Science Center - Expansion approvals • Update Citywide Classification and Compensation Plan CITY COUNCIL MINUTES 18 SEPTEMBER 17, 2012 1 0A-18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE APPOINTMENT TO THE SANTA ANA WORKFORCE INVESTMENT BOARD ITY MANAGER 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 RECOMMENDED ACTION Appoint Ignacio Alegre, Rehabilitation Supervisor, replacing Maryann Conway, as the Department of Rehabilitation representative on the Santa Ana Workforce Investment Board. WORKFORCE INVESTMENT BOARD RECOMMENDATION At its regular meeting of September 20, 2012, by a vote of 19:0 (Carter, Didion, Elliott, Gebre, Gonzalez, Jimenez-Hami, Korthuis, Ruiz, Su, Tucker, Wadhera absent) the Workforce Investment Board recommended that the City Council appoint Ignacio Alegre, Rehabilitation Supervisor, replacing Maryann Conway as the Department of Rehabilitation representative on the Santa Ana Workforce Investment Board. DISCUSSION On March 6, 2000, the City Council adopted a resolution establishing the Santa Ana Workforce Investment Board (WIB) and appointed 35 members. In accordance with federal legislation, a majority of the Board members and the Board Chair must come from the private sector. The remaining Board members represent education, non-profit organizations, one-stop mandated partners and local labor organizations. Earlier this year, the WIB received a resignation letter from Ms. Maryann Conway who had been representing the Department of Rehabilitation on the WIB. The Department of Rehabilition has submitted a letter requesting the appointment of Mr. Alegre to be their representative on the WIB. FISCAL IMPACT There is no fiscal impact associated with this action. ?13e::m A Nancy T. E ards Interim Executive Director Community Development Agency NTE/LAO/kg Exhibit: 1. Nomination Letter and Resume 13A-1 13A-2 D E PART MEN T of Edmund G. Brown Jr., DURREHABILITATION Governor Employment, Independence & Equality State of California Health and Human Services Agency May 14, 2012 Lee McMurtray, WIB Chair Santa Ana Workforce Investment Board 1000 E. Santa Ana Blvd., Suite 200 Santa Ana, Ca. 92701 Dear Mr. McMurtray, We have made some Personnel. changes of late. Our former WIB representative was Ms. Maryann Conway, former Supervisor of the Santa Ana Department of Rehabilitation. As of May 1, 2012, Ms. Conway has returned to the Anaheim office as she was needed there. Mr. Ignacio Alegre, Rehabilitation Supervisor is currently supervising the Santa Ana location. Mr. Alegre is an established Supervisor with DOR and is also bilingual in Spanish. He is very familiar with the Santa Ana area and I'm confident he will bring a great deal of knowledge and expertise to the WIB. I am also enclosing Mr. Alegre's Bio for your reference. Please accept this letter as the formal nomination for Mr. Alegre to the Santa Ana WIB. We have enjoyed participating on the WIB and have forged many valuable partnerships. I would like to make this effective May 21, 2012 as Ms. Conway as been asked to attend the meeting on May 17, 2012. If you have any further questions or concerns; please feel free to contact me. EXHIBIT 1 13A-3 Sincerely, J `ne Kuehn, District Administrator Department of Rehabilitation Orange San Gabriel District 222 S. Harbor Blvd. Suite 300 Anaheim, Ca. 92805 (714) 991-0833 A-ugbrQsLoi_a cc: Ignacio Alegre, Rehabilitation Supervisor 13A-4 E Ignacio Alegre Office: 2002 E. McFadden, Suite100 Department of Rehabilitation Santa Ana, CA 92705 714.662-6042 ialegregdor.ca.gov ACADEMIC PREPARATION: M.S. in Counseling, California State University, San Diego, CA, 2008 Emphasis: Vocational Rehabilitation & Psychological Testing Concentration: Learning Disabilities, Psychiatric & Physical Limitations M.A. in Sociology, California State University, Fullerton, 2005 Emphasis: Research Methods and Statistical Analysis Concentrations: Juvenile Delinquency, Criminal Justice & Social Disabilities. Thesis: Father Presence, Purpose in Life and Achievement, among Latinos Advisors: Dr. Rae Newton & Dr. Edythe Krampe B.A. in Psychology, California State University, Fullerton, 2003 Concentrations: Social Psychology & Theoretical Schools of Thought A.A. in Liberal Arts, Cypress College, Cypress, CA, 2001 Emphasis: Psychology & Sociology 13A-5 RESEARCH SHILLS: ¦ Applied Research studies to improve the Quality of Life ¦ Research Methods Utilized SPSS and SAS statistical programs extensively ¦ Survey development and administration ¦ Extensive knowledge of research methods (Basic vs Applied) ¦ Advanced knowledge of Inferential and Descriptive Statistics ¦ Need Assessments ¦ Grant Writing ¦ Work/Vocational Assessments ¦ Social Adjustments HONORS: Most Inspirational Graduate, 2005 Sigma Alpha Gamma Alpha, 2004 Graduate Honor Society, 2003 LANGUAGES: ¦ Fluent in English and Spanish ¦ Ability to speak, read and write in the above languages PROFESSSIONAL EXPERIENCE: Rehabilitation Supervisor, 2010- Present California Dept. of Rehabilitation, Santa Ana, CA Under the general direction of the Rehabilitation Administrator II (District Administrator), the Rehabilitation Supervisor supervises the activities of a unit, consisting of teams of Senior Vocational Rehabilitation Counselors - Qualified Rehabilitation Professionals; Senior Vocational Rehabilitation Counselors (Service Coordinators), Employment Program Representatives (Vocational Rehabilitation Employment Coordinator), Office Technicians and Support Services Assistants performing duties related to the service delivery system. Performs the more difficult program support functions such as Workforce Investment Board (WIB) activities, contract negotiations and contract compliance, planning, vocational program evaluation, & development monitoring of administrative & service budgets, & community relations. Using initiative, good judgment, & resourcefulness, the Rehabilitation Supervisor must analyze situations & resolve problems effectively. 13A-6 Psychology Professor, 2009-2012 Adjunct Faculty at Cerritos College, Norwalk, CA Teach Elementary Statistics 210 -Applied Research Methods -Statistical Significance -Descriptive vs. Inferential Statistics Psychology Instructor, 2005 - 2010 Adjunct Faculty at Cypress College, Cypress, CA Teach Introduction to Statistics & Probabilities 161 -Qualitative vs. Quantitative Research Designs -Research Methods Teach Introduction to Psychology 100 Teach Introduction to Sociology 101 Teach Development Psychology 139 Senior Vocational Rehabilitation Counselor, 2005- Present California State Department of Rehabilitation, Anaheim, CA Provide vocational rehabilitation therapy Provide vocational & guidance counseling Develop Individualized Plans for Employment Criminal Justice Instructor, 2005-2007 Adjunct Faculty of Criminal Justice, Westwood College, Anaheim, CA Courses taught: Introduction to Criminal Justice 100 Juvenile Justice 200 Introduction to Gangs 300 Criminology 400 Instructor, 2002- 2005 Orange County Bar Foundation, CA Santa Ana and Fullerton Courthouse (part-time). Instruct the Short Stop program. Short Stop is a juvenile delinquent first time offenders program. Instruct the Stop Short of Addiction Juvenile program. Research Assistant, 2003-2004 Faculty of Sociology, California State University, Fullerton, CA ¦ Assisted Dr. Krampe on a Father Presence Special Sociological Project ¦ Collected and analyzed data, using SPSS and SAS programs Family Support Counselor, 2002- 2003 Children's Bureau of Southern California, Santa Ana, CA Implement & Coordinate the Great Beginnings Program Father's Program Facilitator 13A-7 Provide resources and services to at risk families. Provide in home counseling and parenting skills. Youth Counselor, 1997- 2000 Good News Family Christian Center, Anaheim, CA Preventing Juvenile Delinquency Family Unity Advocate PROFESSIONAL MEMBERSHIPS: American Psychological Association Society For The Study of Social Problems Western Psychological Association PAPERS PRESENTED AT CONFERENCES: Parent Involvement and their Children's Success Academic Success & Purpose of Life, Among Latinos Expanding Vocational Rehabilitation (VR) Outreach Programs to Asian American CURRENT RESEARCH INTERESTS: Psychiatric Impairments, Statistical Analysis, Applied Behavioral Analysis, Multi-Cultural Relationships, Job Placement Theories, Social Learning Theories, Multi-Cultural Society Studies, Disability Movements, Medical Aspects, Labor Market Analysis, Academic Success & Successful Vocational Transitions 13A-8 REFERENCES: Letters of recommendations available upon request. The following persons have written letters of recommendation on my behalf. Nina DeMarkey, Dean Social Science Division Cypress College Cypress, CA 90630 Dr. Rae Newton, Professor School of Sociology California State University, Fullerton, CA Dr. Edythe Krampe, Professor School of Sociology California State University, Fullerton, CA Dr. Lorraine Prinsky, Professor School of Sociology California State University, Fullerton, CA Dr. Poorjak, Professor School of Sociology California State University, Fullerton, CA Dr. Yamile Fernandez Psychologist C.F.C.B.N., Santa Ana, CA Jose Contreras Social Worker Orange County Social Services, Santa Ana, CA Dr. Randy Martinez School of Psychology Cypress College, Cypress, CA Todd Bell, M.S. School of Criminal Justice Westwood College, Anaheim, CA Alejandro Tovares, M.S. Program Supervisor Children's Bureau of Southern California, Santa Ana, CA Carlos Sandoval, M.S. Psychology Professor at Cerritos College, Norwalk, CA 13A-9 13A-10 • MINUTES OF A REGULAR MEETING OF THE CITY COUNCIL COMMITTEE ON PARKS, RECREATION, EDUCATION AND YOUTH June 4, 2012 CALL TO ORDER The regular meeting convened at 4:08 p.m. in the City Hall, Room 831, 20 Civic Center Plaza, Santa Ana, California. ATTENDANCE Council members Present Sal Tinajero Vincent Sarmiento Absent: Michele Martinez Staff Present: Gerardo Mouet, Executive Director; Joe Straka, Assistant City Attorney; Ron Ono, Administrative Services Manager; Kent Yamaguchi, Zoo Manager, Jenny Rios, Community • Services Manager, Jennie Jurado, Community Services Supervisor, Robert Carroll, Sr. Management Analyst, Ethan Fisher, Santa Ana Zoo Animal Registrar Public Present Sean Fitzgerald, Discovery Science Center Debbie Freidman, Friends of Santa Ana Zoo Steve McGuigan, Friends of Santa Ana Zoo Joaquin Avalos, SEIU Pat McGuigan, Resident • APPROVAL OF MINUTES o Minutes of May 21, 2012 accepted as presented. • PUBLIC COMMENTS: o No Public Comments. • SANTA ANA ZOO MANAGEMENT OPTIONS NEXT STEPS o Gerardo Mouet presented the recommended time line on the next steps of the • Request for Proposals if approved by PREY. PREY Regular Meeting - MINUTES 1 June 4, 2012 13B-1 • o Councilmember Sarmiento indicated prior to the meeting SEIU requested the item be continued for two weeks. o Joaquin Avalos (SEIU) submitted a report from SEIU and indicated SEIU is supportive if the Zoo was expanded/operated with existing zoo staff. SEIU is not in support if the zoo is privatized. SEIU wants zoo staff involved in the RFP process and language. o Gerardo Mouet introduced Debbie Friedman and Steve McGuigan and indicated the FOSAZ Board is made up of 21 board members. o Gerardo Mouet indicated the RFP will require the operator to address the 50 monkey issue, any legal issues and staff issues. o Steve McGuigan asked if the RFP was for management or privatization of the zoo. o Councilmember Sarmiento indicated we should not look at the in a vacuum, but as an entity that will ignite a whole 1St street improvement. o Councilmember Sarmiento indicated we should include SEIU recommendation to have zoo staff involved in the RFP. o Debbie Friedman asked if the report identified a directive on who should be an operator. o Councilmember Sarmiento indicated the report analysis should identify/allow the zoo to grow. o Debbie Friedman agrees with the RFP process and wants an opportunity to point out what is accurate on the report. o Councilmember Sarmiento indicated the report only provides • recommendations. City Council may add additional recommendations. o Councilmember Sarmiento recommended to proceed with the RFP process. • UPDATE ON THE FIVE ON FIVE RULE IN PARKS o Councilmember Sarmiento recommended tabling the 5 on 5 rule. • UPDATE ON HEALTHY EATING ACTIVE LIVING RESOLUTION o Councilmember Sarmiento recommended tabling the HEAL resolution. • STAFF UPDATE & COMMENTS o Gerardo Mouet indicated an update report on Open Space will be presented to the City Council in Fall 2012. • COMMITTEE MEMBER COMMENTS o None. ADJOURNED: 4:20 p.m. Gerardo Mouet is Executive Director, PRCSA PREY Regular Meeting - MINUTES 2 June 4, 2012 13B-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: QUARTERLY REPORT OF CONTRACTS ENTERED INTO BY THE CITY MANAGER CITY 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 Receive and file the Quarterly Report of Contracts entered into between April 1, 2012 to June 30, 2012 valued at $25,000 and less. DISCUSSION On November 7, 2006, the voters approved a Charter Amendment increasing the authority of the City Manager to enter into contracts and agreements up to a value of $25,000. Section 421 of the Charter requires the City Manager to report to the City Council quarterly on the contracts entered into under his authority for informational purposes. The report is required to include the names of contractors and the amounts of each contract. Exhibit A is a listing of all purchase orders, agreements, and change notices entered into between April 1, 2012 to June 30, 2012 valued at amounts between $500 and $25,000. Unless included under a blanket contract, the City as a general rule does not purchase goods or services valued at under $500 through either a purchase order or an agreement. 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Q W N N m m N 00 00 00 co OO'd' ?I'i It It v N N .- .- .- .- .- .- a Z z 0 0 0 0 0 0 0 0 0 E U- } Q m w V) z z U Z U > O z U W W } z a U U Z O U z U U U d gCMK m z z o of LU V) V) < U 00 0 T 2 w U Q Z 3 w Fw.. 0 0 0 U X w 7 U_ N N Z LL Z Q Z OU O Q O ? U O Of 0 W LL (n Q W Q M LL FN- W? F- LL a x D ¢ o C7 OF uQi N N N N N N N N N O O O O O O O O O N N N N N N N N N co cD ? ? n ? o0 00 00 N N N N N N N N N (D (D (D (D (D (D (D (D (D O O O W O) O m Q? 19C-7 19C-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: LEASE AGREEMENT WITH VERIZON WIRELESS FOR CO- LOCATION OF CELLULAR ANTENNA AT JEROME PARK CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED As Recommended As Amended Ordinance on 15L Reading Ordinance on 2nd Reading Implementing Resolution Set Public Hearing For_ CONTINUED TO FILE NUMBER Direct the City Attorney to prepare and authorize the City Manager and the Clerk of the Council to execute a lease agreement with Verizon Wireless for co-location of cellular antenna and equipment building at Jerome Park, subject to non-substantive changes approved by the City Manager and the City Attorney. 2. Approve an appropriation adjustment recognizing $46,800 in the Capital Outlay Fund Miscellaneous Recovery account (no. 05102002 57010) and appropriate same to the Capital Outlay Fund Improvements Other than Buildings Expenditure account (no. 05113263 66220). 3. Receive and file Categorical Exemption for Environmental Review No. 2012-59 (Jerome Park). BOARD OF RECREATION AND PARKS Recommended approval of lease agreement with Verizon Wireless for co-location of cellular antenna and equipment building at Jerome Park, at their meeting of February 22, 2012, by vote of 7:0:1. DISCUSSION Verizon Wireless is requesting a lease agreement to install a cellular equipment building at Jerome Park. Verizon's antenna will co-locate on the existing AT&T monopine cellular tower on the east side of Jerome Park. The lease with Verizon Wireless is dependent on City Council approval to amend the AT&T lease to delete the co-location revenue share with AT&T. The Verizon lease is for 264 square feet (12'-0" X 22'-0") to construct their equipment building adjacent to the east side of AT&T building. The addition will look like one building and will match the style and color of the existing AT&T building. Verizon Wireless will install foundation shrub planting around the building, (3) 24" box trees in the park, and revisions to the existing irrigation system. 20A-1 Lease Agreement with Verizon Wireless at Jerome Park October 1, 2012 Page 2 of 3 The lease agreement is for $1,400 per month ($16,800 per year). The term of the lease is for 10 years, with option for three 5 year extensions. The agreement includes a $30,000 one-time payment for park improvements and a 4% annual increase each year. Verizon Wireless will provide all the proper insurances and obtain the necessary city permits prior to construction. On January 18, 2012, staff presented Verizon Wireless proposal to the Bella Vista and New Horizon Neighborhood Associations. Both neighborhood associations approved the co-location and requested the annual revenue be put into an account for Jerome Park improvement and repair. At the next Park, Recreation, Education and Youth (PREY) Council committee meeting, committee members will be discussing the best use of cell tower funding, including revenue generated by this agreement. ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended action is exempted from further review. Categorical Exemption Environmental Review No. 2012-59 (Jerome Park) will be filed for this project. FISCAL IMPACT This appropriation adjustment will recognize $46,800 in the Capital Outlay Fund Miscellaneous Recovery account (no. 05102002 57010) and appropriate same to the Capital Outlay Fund Improvements other than Building Expenditure account (no. 05113263 66220). APPROVED AS TO FUNDS AND ACCOUNTS: Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency A M Z N I-A 1: ?\_ L., Francisco Gutierrez Executive Director Finance & Mgmt Services Agency 20A-2 LAND LEASE AGREEMENT BETWEEN THE CITY OF SANTA ANA AND VERIZON WIRELESS for JEROME PARK This Agreement, made as of the latter of the signature dates below ("Effective Date"), is entered into by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, hereinafter designated "LESSOR" and Los Angeles SMSA Limited Partnership d/b/a/ Verizon Wireless, having a mailing address at One Verizon Way, Mail Stop 4AW100, Basking Ridge, New Jersey 07920, hereinafter designated "LESSEE". LESSOR and LESSEE are at times collectively referred to hereinafter as the "Parties". RECITALS: LESSOR and New Cingular Wireless (hereinafter "AT&T") entered into that certain land lease agreement A-2010-135, dated July 19, 2010 by which AT&T has developed a wireless communication site at Jerome Park; and LESSEE desires to sublease a portion of the tower space from AT&T in order to develop a cellular site at Jerome Park pursuant to a separate written sublease agreement between AT&T and LESSEE (the "Sublease"); and LESSOR has agreed to lease to LESSEE a portion of the property located at 2115 West McFadden Avenue, Santa Ana, Orange County, California ("Property"), to allow LESSEE to build an equipment room for the wireless communication equipment required by LESSEE to utilize the AT&T tower space. 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. PREMISES. LESSOR hereby leases to LESSEE a portion of that certain parcel of property commonly known as Jerome Park (the entirety of LESSOR's property is referred to hereinafter as "the Property" and a legal description of the Property is attached hereto as Lxhibit "A"), located at 2115 West McFadden Avenue, Santa Ana, California, 92703, and being described as an approximately twelve foot (12') by twenty-two foot (22') space on the ground containing approximately two hundred sixty-four (264) square feet for LESSEE's telecommunications equipment cabinets and space required to co-locate LESSEE's wiring and antennas on the AT&T tower, together with the non-exclusive right for ingress and egress from and to the nearest public right-of-way, seven (7) days a week, twenty-four (24) hours a day, subject to any restrictions stated herein, on foot or motor vehicle, including trucks, and for the installation and maintenance of utility wires, poles, cables, conduits, and pipes over, under, or within the demised premises to the tower space, said demised premises and access and utilities paths (hereinafter collectively referred to as the "Premises") for access being substantially as described herein in Exhibit "B" attached hereto and made a part hereof. #41182112 Jerome Park 20A-3 2. SURVEY. LESSOR also hereby grants to LESSEE the right to survey the Property and the Premises, and said survey shall then become Exhibit "C" which shall be attached hereto and made a part hereof, and shall control in the event of boundary and access discrepancies between it and Exhibit "B". Costs incurred by LESSEE for such work shall be borne by LESSEE. 3. TERM. This Agreement shall be effective as of the Effective Date; provided, however, the initial term shall be for ten (10) years and shall commence on the Commencement Date (defined below). The Parties acknowledge that this Agreement is contingent upon the execution of the Sublease between AT&T and LESSEE. If for any reason said Sublease is terminated by either party, this Agreement shall also terminate. 4. RENT. After the Commencement Date, rental payments will be due in an annual rental amount of Sixteen Thousand Eight Hundred and No/ 100 Dollars ($16,800.00) to be paid in equal monthly installments on or before the first day of the month, in advance, to LESSOR or to such other person, firm or place as LESSOR may, from time to time, designate in writing at least thirty (30) days in advance of any rental payment date. Rent shall commence based upon the date LESSEE commences installation of LESSEE's Facilities (as defined below), or the first day of the month that is six (6) months after the Effective Date of this Agreement, whichever occurs first ("Commencement Date"). In the event the date of commencing installation of LESSEE's Facilities is determinative and such date falls between the 1 st and 15th of the month, the Agreement shall commence on the 1 st of that month and if such date falls between the 16th and the last day of the month, then the Agreement shall commence on the 1 st day of the following month. LESSEE agrees that it will notify LESSOR in writing the Commencement Date in the event the Commencement Date is based upon the date LESSEE commences installation of the equipment on the Premises. In the event the Commencement Date is the fixed date set forth above, there shall be no written acknowledgement required. LESSOR and LESSEE acknowledge and agree that initial rental payment(s) shall not actually be sent by LESSEE until thirty (30) days after the Commencement Date or after a written acknowledgement confirming the Commencement Date, if such an acknowledgement is required. If rent is not paid within fifteen (15) days after the due date and provided LESSOR has complied with all applicable notice and cure provisions herein, LESSEE agrees to pay a late charge equal to Six Percent (6%) of the then- current monthly rent. Rental amounts attributable to partial months shall be prorated on a daily basis. Upon agreement of the Parties, LESSEE may pay rent by electronic funds transfer and in such event, LESSOR agrees to provide to LESSEE bank routing information for such purpose upon request of LESSEE. 5. ANNUAL RENTAL INCREASES. The rent payments shall be subject to an annual rental increase of Four Percent (4%) per year of the annual rental rate in effect for the immediately previous year, to be increased on each anniversary of the Commencement Date. 6. INITIAL PAYMENT. LESSEE hereby agrees to pay LESSOR a one-time, non- recurring, nonrefundable lump sum administrative fee of Thirty Thousand Dollars ($30,000.00) within thirty (30) days after the Commencement Date. Notwithstanding the above, LESSOR shall refund LESSEE the initial $30,000.00 payment in the event LESSEE is unable, due to the sole fault and unreasonable delay of LESSOR, to obtain all Governmental Approvals (defined below) necessary to construct LESSEE's Facilities, within six (6) months after the full execution of this Agreement. #41182112 2 Jerome Park 20A-4 7. EXTENSIONS. This Agreement may be extended for up to three (3) additional five (5)-year terms (each a "Renewal Term"). Each Renewal Term shall be on the terms and conditions as set forth herein as follows: (i) If LESSOR, in its reasonable, good faith discretion determines that LESSEE's continued tenancy is not in conformity with LESSOR's intended use of the Property, LESSOR shall provide written notice to LESSEE that the Lease will not be extended at least six (6) months prior to the expiration of the initial term. (ii) Thereafter, each subsequent renewal term shall be subject to the following procedure: If LESSEE elects to extend the term, LESSEE shall provide LESSOR with written notice at least six (6) months prior to the end of the then-current term. Within sixty (60) days of receipt of LESSEE's notice, LESSOR shall determine whether such extension is in LESSOR's best interest and, if not in LESSOR's interest, LESSOR shall deny such extension request. If LESSOR does not respond to LESSEE's request in writing within such sixty (60) days, the Lease shall be deemed renewed for an additional Renewal Term. If neither party provides notice as set forth above, the Lease shall continue on a month-to-month basis. 8. GOVERNMENTAL APPROVALS. It is understood and agreed that LESSEE's ability to use the Premises is contingent upon its obtaining all of the certificates, permits and other approvals (collectively the "Governmental Approvals") that may be required by any Federal, State or local authorities as well as satisfactory soil boring tests which will permit LESSEE's use of the Premises as set forth herein. LESSOR shall cooperate with LESSE in its effort to obtain such approvals and shall take no action, which would adversely affect the status of the Property with respect to the proposed use by LESSEE. Prior to the Commencement Date, LESSEE shall have the right (but not the obligation) to enter the Premises for the purpose of making necessary inspections and engineering surveys (and soil tests where applicable) and other reasonably necessary tests (collectively "Tests") to determine the suitability of the Premises for LESSEE's Facilities and for the purpose of preparing for the construction of LESSEE's Facilities. In the event that any of such applications for such Governmental Approvals should be finally rejected or any Governmental Approval issued to LESSEE is canceled, expires, lapses, or is otherwise withdrawn or terminated by the governmental authority or soil boring tests are found to be unsatisfactory so that LESSEE will be unable to use the Premises for its intended purposes or LESSEE determines that the Premises is no longer technically compatible for its intended use or LESSEE, in its sole discretion, determines that the use the Premises is obsolete or unnecessary, LESSEE shall have the right to terminate this Agreement. Notice of LESSEE's exercise of its right to terminate shall be given to LESSOR in writing by certified mail, return receipt requested, and shall be effective upon the mailing of such notice by LESSEE. All rentals paid to said termination date shall be retained by LESSOR. Upon such termination, this Agreement shall become null and void and all the Parties shall have no further obligations including the payment of money, to each other. 9. APPROVAL OF PLANS. Prior to commencing construction of LESSEE's Facilities, LESSEE shall obtain LESSOR's approval of LESSEE's work plans ("Plans"), which approval shall not be unreasonably withheld, conditioned, or delayed; such approval shall be #41182112 Jerome Park 20A-5 issued by the City Manager or his/her designee. LESSOR shall give such approval or provide LESSEE with its requests for changes, which changes must comply with all applicable building codes, in writing within fifteen (15) working days of LESSOR's receipt of the Plans. If LESSEE does not receive such approval or request for changes in writing within such fifteen (15) working day period, LESSOR shall be deemed to have approved the Plans. LESSOR shall not be entitled to receive any additional consideration in exchange for giving its approval of the Plans. If LESSOR disapproves the Plans, then LESSEE will provide LESSOR with revised plans, such revisions to be in compliance with LESSOR's written request for changes. LESSOR will not knowingly permit or suffer any person to copy or utilize the Plans for any purpose other than as provided in this Agreement and will return the Plans to LESSEE promptly upon request. LESSEE maintains the right to perform routine maintenance, repairs, replacements and upgrades without LESSOR approval when no material changes to the exterior appearance of LESSEE's Facilities are made. 10. USE/MAINTENANCE. LESSEE may use the Premises for any lawful activity in connection with the provisions of mobile/wireless communications services, including without limitation, the transmission and the reception of communications signals on various frequencies and the construction, maintenance, and operation of related communications facilities. Accordingly, LESSEE shall have the right to construct, maintain, install, repair, and operate on the Premises communications facilities, including but not limited to,transmitting and receiving equipment, batteries, utility lines, transmission lines, transmitting and receiving antennas and supporting structures and improvements (collectively, "LESSEE's Facilities"). All improvements shall be at LESSEE's sole expense and the installation of all improvements shall be at the discretion and option of LESSEE, with LESSOR approval, which approval shall not be unreasonably withheld, delayed or conditioned. Said approval shall be obtained from LESSOR prior to commencement of any construction, alterations, modifications or improvements pursuant to Section 9 above. LESSEE agrees that the installation and maintenance of LESSEE's Facilities shall be effected with all reasonable diligence and precaution to avoid damage to the land, property or personnel. Notwithstanding the foregoing, once the initial improvements are installed, LESSEE may replace, substitute, upgrade and expand its equipment, cables and antennas which comprise LESSEE's Facilities for the purpose of repairing or upgrading the communications capabilities of LESSEE's Facilities, with notice to LESSOR, so long as the equipment, cables or antennas remain within the original physical parameters of the Premises. LESSEE shall not make any substantive physical and/or aesthetic changes to the Premises without the prior approval of LESSOR which shall not be unreasonably withheld, conditioned or delayed. Notwithstanding the foregoing, LESSOR shall not be entitled to receive any additional consideration in exchange for giving its approval of any of the foregoing. Any such changes are subject to the provisions of Section 13 contained herein below. LESSEE shall be responsible for the cost of any and all damage to the Property (including but not limited to concrete and/or asphalt, buildings and/or appurtenances) caused by LESSEE. LESSEE shall have the right to install any warning signs on or about the Premises required by federal, state or local law. LESSEE's Facilities shall be constructed and maintained in a manner and with materials that are consistent with the approved Plans. The materials actually used must substantially match the proposed materials and artistic renderings. LESSOR shall provide LESSEE, LESSEE's employees, agents, contractors, subcontractors and assigns with access to the Premises twenty- four (24) hours a day, seven (7) days a week, at no charge to LESSEE. LESSOR represents and warrants that it has full rights of ingress to and egress from the Premises to a public right-of-way, and hereby grants such rights to LESSEE to the extent required to construct, maintain, install and operate LESSEE's Facilities on the Premises, and to remove them therefrom. LESSOR shall, at its sole expense, maintain all access roadways from the nearest public roadway to the Premises in #41182112 4 Jerome Park 20A-6 a manner sufficient to allow reasonable access to the Premises by LESSOR. Except in cases of emergency, LESSEE agrees to provide twenty-four (24) hours notice to LESSOR before any installation, maintenance, replacement or repair is to take place on the Premises. In the event that maintenance to LESSEE's Facilities that is the sole responsibility of LESSEE hereunder is required, such as the repainting of LESSEE's Facilities, such maintenance must be completed by LESSEE within thirty (30) days after LESSEE's receipt of LESSOR's written notice unless the nature of the maintenance, replacement or repair is of such a nature that greater than thirty (30) days may be needed to complete such work, in which event LESSOR hereby grants to LESSEE such additional time as may be reasonably necessary to complete the work. H. INDEMNIFICATION. A. LESSEE's Indemnity. LESSEE shall indemnify, defend and hold LESSOR, its officers, employees, successors and assigns harmless from and against any and all loss, cost, claim, liability ("Claims") occurring on the Premises to the extent arising out of or connected with the negligence or willful misconduct of LESSEE, its officers, agents, employees, or contractors except for Claims to the extent arising out of (i) the negligence or willful misconduct of LESSOR, its officers, agents, employees, successors, assigns, or contractors; (ii) violation of law by LESSOR, its officers, agents, employees, or contractors; (iii) the breach of any duty or obligation by LESSOR under this Agreement; or (iv) any condition relating to the Premises which LESSEE has no obligation to repair or maintain. B. LESSOR's Indemnity. LESSOR shall indemnify, defend and hold LESSEE, its officers, employees, successors and assigns harmless from and against any and all Claims occurring on the Property to the extent arising out of or connected with the negligence or willful misconduct of LESSOR, its officers, agents, employees, or contractors, including, but not limited to City Business as defined in Section 17 below, except for Claims arising out of (i) the negligence or willful misconduct of LESSEE, its officers, agents, employees, or contractors; (ii) violation of law by LESSEE, its officers, agents, employees, or contractors; (iii) the breach of any duty or obligation by LESSEE under this Agreement; or (iv) any condition relating to the Premises which LESSOR has no obligation to repair or maintain. C. Limitation of Liability. Except for indemnification set forth herein, neither party shall be liable to the other, or any of their respective agents, representatives, employees for any lost revenue, lost profits, loss of technology, rights or services, incidental, punitive, indirect, special or consequential damages, loss of data, or interruption or loss of use of service, even if advised of the possibility of such damages, whether under theory of contract, tort (including negligence), strict liability or otherwise. 12. INSURANCE. A. In accordance with the provisions of Section 3300 of the Labor Code, if LESSEE has any employees it is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing performance of this Agreement, LESSEE agrees to obtain and maintain employer's liability insurance with limits of $1,000,000 per accident. If LESSEE has no employees, nor workers' compensation coverage, it must execute a Declaration available from LESSOR, and update as is necessary. B. LESSEE shall obtain, at its sole cost, a policy or policies of commercial general liability insurance, or equivalent form, with a combined single limit of $1,000,000 per occurrence and in the aggregate. #41182112 Jerome Park 20A-7 Such insurance shall: (1) include LESSOR, its officers, agents, representatives, employees and volunteers as additional insureds; (2) be primary and not contributory with respect to insurance or self-insurance programs maintained by LESSOR, except claims resulting from LESSOR's negligence or misconduct; and (3) contain standard separation of insured's provisions. LESSEE shall: (a) prior to exercising any right under this Agreement, furnish properly executed certificates of insurance and proof of additional insured status to LESSOR which shall clearly evidence all coverages required above; (b) maintain such required coverage for the period covered by this Agreement; (c) give LESSEE prompt and timely notice of claims made or instituted arising out of LESSEE's operations under this Agreement; and (d) replace such certificates for policies expiring prior to the expiration of this Agreement. LESSEE's insurance will not be canceled without thirty (30) days' prior written notice to LESSOR. 13. INTERFERENCE. LESSEE's Facilities shall not disturb the communications configurations, equipment, and frequency, which exist on the Property on the date this Agreement is fully executed ("Pre-Existing Communications") as long as the Pre-Existing Communications operate and continue to operate within their respective frequencies and in accordance with all applicable laws and regulations, or public safety communication operations, as may be upgraded periodically, and LESSEE's Facilities shall comply with all applicable non-interference rules of the Federal Communications Commission ("FCC"). LESSOR shall not use, or permit the use of, any portion of the Property in any way, which interferes with LESSEE's use of the Premises or LESSEE's Facilities or encroaches upon the Premises. In addition to any other rights LESSEE may have hereunder, LESSEE shall have the right to bring legal action to enjoin such interference against the party causing any alleged interference and/or immediately terminate this Agreement. Notwithstanding the foregoing, Pre-Existing Communications operating in the same manner as on the date this Agreement is fully executed and in compliance with applicable laws shall not be deemed interference. LESSOR shall require any future tenants, assignees, licensees, or occupants using any portion of the Property for the operation of mobile/wireless or radio communications facilities to comply with the provisions of this Section and shall obtain LESSEE's written consent prior to allowing such use of the Property, which such consent shall not be unreasonably withheld, conditioned, or delayed, provided that LESSEE's consent may be withheld if interference with LESSEE's transmissions, receptions, operations, or use of frequency will result due to such use, whether or not such interference is with LESSEE's frequencies or otherwise. In the event of any interference with LESSOR's public safety communications operations, LESSEE shall have twenty-four (24) hours after receipt of notice to cure the interference, and if LESSEE fails to do so, LESSOR has the right to require that LESSEE cease operating LESSEE's Facilities (except for intermittent testing to determine the source of the interference) until LESSEE is able to recommence operations without causing such interference. If LESSEE's Facilities interfere with LESSOR's public safety communications operations during an emergency, and the same poses an immediate threat of bodily injury or death or substantial property damage, LESSOR may require that LESSEE immediately cease operating LESSEE's Facilities. LESSEE shall reimburse LESSOR for any actual, reasonable costs that LESSOR incurs to cure any interference with LESSOR's public safety communications operations caused by LESSEE's Facilities. 14. REMOVAL UPON TERMINATION. LESSEE, upon expiration or earlier termination of the Agreement, shall, within ninety (90) days thereafter, remove all of LESSEE's fixtures and all personal property (other than footings) and otherwise restore the Premises substantially to its original condition, at LESSEE's sole expense, reasonable wear and tear, and #41182112 6 Jerome Park 20A-8 casualty excepted. Underground conduits, foundations and equipment/storage buildings may remain at LESSEE's option. LESSOR agrees and acknowledges that all of the equipment, fixtures and personal property of LESSEE shall remain the personal property of LESSEE and LESSEE shall have the right to remove the same, whether or not said items are considered fixtures and attachments to real property under applicable law. If such time for removal causes LESSEE to remain on the Premises past the aforementioned ninety (90) day period after the expiration or earlier termination of this Agreement, LESSEE shall pay rent at the then-existing monthly rate or on the existing monthly pro-rata basis if based upon a longer payment term, until such time as the removal of the building, fixtures and all personal property are completed. 15. RECORDING AND QUITCLAIM DEED. If requested by LESSEE, LESSOR agrees promptly to execute and deliver to LESSEE a recordable Memorandum of this Land Lease Agreement in the form of Exhibit "F". LESSEE agrees to execute and record a quitclaim deed or other instrument evidencing the termination of LESSEE's interest in the Property within thirty (30) days following LESSEE's receipt of written notice delivered by LESSOR to LESSE'_-- after the expiration or termination of this Agreement. 16. RIGHTS UPON SALE. Should LESSOR, at any time during the term of this Agreement, decide to sell all or any part of the Property to a purchaser other than LESSEE, such sale shall be under and subject to this Agreement and LESSEE's rights hereunder, and any sale by LESSOR of the portion of this Property underlying the right-of-way herein granted shall be under and subject to the right of LESSEE in and to such right-of-way. As a condition to LESSEE's agreement to subordinate this Agreement, LESSOR shall obtain for the benefit of LESSEE a reasonable non-disturbance agreement from the present and any future mortgagee(s) or holder(s) of a deed of trust confirming that LESSEE's right to quiet possession of the Premises during this Agreement shall not be disturbed, so long as LESSEE is not then in default beyond any applicable cure period under this Agreement. 17. QUIET ENJOYMENT. LESSOR covenants that LESSEE, on paying the rent and performing the covenants shall peaceably and quietly have, hold and enjoy the Premises, provided however, that LESSOR shall have the right and privilege to conduct City Business on the Property, as necessary. "City Business" shall include, but not be limited to the following: minor maintenance, minor landscaping, minor construction, concessionaires, and City sponsored events, located near the Premises, so long as the City Business does not interfere with or impair the operation of LESSEE's Facilities or LESSEE's access to the Premises. 18. TITLE. LESSOR covenants that LESSOR is seized of good and sufficient title and interest to the Property and has full authority to enter into and execute this Agreement. LESSOR further covenants that there are no other liens, judgments or impediments of title on the Property or affecting LESSOR's title to the same and that there are no covenants, easements or restrictions which prevent the use of the Premises by LESSEE as set forth above. 19. NO LIENS. LESSEE will not permit any mechanics' or materialmen's liens on the Property for any labor or material furnished to LESSEE in connection with work performed with respect thereto. LESSEE shall have the right to contest the validity, nature, or amount of any such lien but, upon the final determination of such questions, shall immediately pay any adverse judgment rendered with all proper costs and charges and have the lien released at its own expense. If LESSEE desires to contest any such lien, then prior to commencing such contest, it will post a bond, where necessary, to release the lien. #41182112 7 Jerome Park 20A-9 20. MISCELLANEOUS LESSEE RESPONSIBILITIES. A. Maximum Permissible Exposure. LESSEE shall be required to comply with all applicable radio frequency emission standards adopted by the federal government pertaining to radio frequency emissions. B. LESSEE shall maintain LESSEE's Facilities and shall make all repairs to the Premises necessitated to keep the Premises reasonably safe. LESSOR may require LESSEE to make repairs to and/or replace damaged equipment of LESSEE's Facilities and/or any parts thereto regardless of fault (including but not limited to damage caused by vandalism or acts of god) which repair or replacement is to be completed not later than one (1) week after LESSEE's receipt of notice from LESSOR; provided, however, that the foregoing shall not apply to any damage caused by LESSOR. This time period may be extended with written authorization from the City Manager, which shall not be unreasonably withheld. In the event such authorization is not given and repairs are not made within such one week period, LESSOR may cause such repairs to be made including making said repairs and/or hiring a consultant to make said repairs. LESSOR may charge LESSEE for the reasonable cost of said services. Graffiti on LESSEE's Facilities shall be removed within forty-eight (48) hours after notification to LESSEE by LESSOR. If said graffiti is not removed within the 48-hour period, City may remove said graffiti and bill LESSEE for the reasonable cost of services. C. LESSEE shall pay all personal property taxes assessed directly against its equipment and all increases in LESSOR's real property taxes or assessments directly attributable to installation of LESSEE's Facilities or LESSEE's use of the Premises, within sixty (60) days after receipt of satisfactory documentation indicating calculation of LESSEE's share of such real estate taxes and proof of payment provided that such amounts are in fact due within the said sixty (60)-day period. LESSEE has the right to challenge any unreasonable tax assessment. Notwithstanding the foregoing, LESSEE shall not have the obligation to pay any tax, assessment, or charge that LESSEE is disputing in good faith in appropriate proceedings prior to a final determination that such tax is properly assessed provided that no lien attaches to the Property. Nothing in this Paragraph shall be construed as making LESSEE liable for any portion of LESSOR's income taxes in connection with any Property or otherwise. Except as set forth in this Paragraph, LESSOR shall have the responsibility to pay any personal property, real estate taxes, assessments, or charges owed on the Property and shall do so prior to the imposition of any lien on the Property. LESSEE shall have the right, at its sole option and at its sole cost and expense, to appeal, challenge or seek modification of any tax assessment or billing for which LESSEE is wholly or partly responsible for payment. LESSOR shall reasonably cooperate with LESSEE at LESSEE's expense in filing, prosecuting and perfecting any appeal or challenge to taxes as set forth in the preceding sentence, including but not limited to, executing any consent, appeal or other similar document. In the event that as a result of any appeal or challenge by LESSEE, there is a reduction, credit or repayment received by LESSOR for any taxes previously paid by LESSEE, LESSOR agrees to promptly reimburse to LESSEE the amount of said reduction, credit or repayment. In the event that LESSEE does not have the standing rights to pursue a good faith and reasonable dispute of any taxes under this paragraph, LESSOR will pursue such dispute at LESSEE's sole cost and expense upon written request of LESSEE. D. LESSOR grants LESSEE the right to obtain utilities for the operation of LESSEE's Facilities. LESSEE shall be responsible directly to the serving entities for any and all utilities required by LESSEE for its use of the Premises. LESSOR shall cooperate with LESSEE in its efforts to obtain utilities from any location provided by LESSOR or the servicing utility, including signing any easement or other instrument reasonably required by the utility company. #41182112 8 Jerome Park 20A-10 E. LESSEE shall have the right to replace or repair its equipment or any portion thereof during the term of this Agreement. LESSEE will maintain the Premises in a good condition, reasonable wear and tear excepted. 21. EMERGENCY USE OF SITE. LESSEE acknowledges that AT&T has committed to make available to the police, fire and emergency services of the City of Santa Ana space on its communications tower at no cost to LESSEE or said entities, subject to structural analysis. The City of Santa Ana is responsible for maintaining its own equipment. The space to be made available will not create interference with LESSEE's communications operations. The City entities will be afforded 24-hour access to its equipment at the Property. 22. INTEGRATION. It is agreed and understood that this Agreement contains all agreements, promises and understandings between LESSOR and LESSEE and that no verbal or oral agreements, promises or understandings shall be binding upon either LESSOR or LESSEE in any dispute, controversy or proceeding at law, and any addition, variation or modification to this Agreement shall be void and ineffective unless made in writing and signed by the Parties. In the event any provision of the Agreement is found to be invalid or unenforceable, such finding shall not affect the validity and enforceability of the remaining provisions of this Agreement. The failure of either Party to insist upon strict performance of any of the terms or conditions of this Agreement or to exercise any of its rights under the Agreement shall not waive such rights and such Party shall have the right to enforce such rights at any time and take such action as may be lawful and authorized under this Agreement, either in law or in equity. 23. GOVERNING LAW. This Agreement and the performance thereof shall be governed, interpreted, construed, and regulated by the laws of the State of California, with venue in Orange County. 24. ATTORNEYS' FEES. The substantially prevailing party in any legal action or lawsuit arising hereunder shall be entitled to its reasonable attorneys' fees and court costs, including appeals, if any. 25. ASSIGNMENT AND CO-LOCATION. A. LESSEE will not assign or transfer this Agreement without the prior written consent of LESSOR, which consent will not be unreasonably withheld, delayed or conditioned; provided, however, that LESSEE shall, without the prior written consent of LESSOR, have the right to assign its rights under this Agreement or sublease any portion of the Premises, to any of LESSEE's (i) partners, parents, subsidiaries, affiliates, or successor legal entities, (ii) in connection with the sale, exchange, or other transfer of LESSEE's FCC authorization for the geographic area in which the Premises are located or of majority of LESSEE's network assets in the geographic area where the Premises are located, or (iii) in connection with any financing, loan, security interest, pledge, or mortgage of LESSEE's property. No change of stock ownership, partnership interest or control of LESSEE or transfer upon partnership or corporate dissolution of LESSEE shall constitute an assignment hereunder. B. LESSEE acknowledges and agrees that the City policy is to provide for co-location on communication tower facilities and will reasonably facilitate any co-location subject to the conditions outlined in Paragraph 13 (INTERFERENCE) above. LESSEE further agrees that LESSOR shall retain ownership of any further lease rights with respect to spa(;e for additional communication facilities on the Property, other than the Premises which is already #41182112 9 Jerome Park 20A-11 leased to Lessee. Any future carrier or co-locator shall enter into a separate ground lease agreement with the City. 26. NOTICES. All notices hereunder must be in writing and shall be deemed validly given if sent by certified mail, return receipt requested or by commercial courier, provided the courier's regular business is delivery service and provided further that it guarantees delivery to the addressee by the end of the next business day following the courier's receipt from the sender, addressed as follows (or any other address that the Party to be notified may have designated to the sender by like notice): LESSOR: City of Santa Ana Clerk of the Council 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702 Courtesy City of Santa Ana - Office of the City Attorney Copies to 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 LESSEE: Los Angeles SMSA Limited Partnership d/b/a Verizon Wireless 180 Washington Valley Road Bedminster, New Jersey 07921 Attention: Network Real Estate Notice shall be effective upon actual receipt or refusal as shown on the receipt obtained pursuant to the foregoing. 27. SUCCESSORS. This Agreement shall extend to and bind the heirs, personal representatives, successors, administrators and assigns of the Parties hereto. 28. RELOCATION RIGHT. A. Anytime after the initial term, LESSOR shall have the one-time right to cause LESSEE to relocate LESSEE's Facilities to alternate space on the Property; provided however, that such relocation shall (1) be at LESSOR's cost and expense which shall be limited to reasonable expenses of moving and re-installing the equipment building, including the cost of City permits and fees which LESSOR may legally pay, (2) be performed by LESSEE or its agents, (3) not result in any interruption of the communications service provided by LESSEE on the Property, (4) not impair, or in any manner alter, the quality of communications service provided by LESSEE on and from the Property, and (5) be done in accordance with subsections B and C below. Upon relocation of LESSEE's Facilities, the access and utility rights of way will be relocated as required, in the reasonable discretion of LESSOR, to operate and maintain LESSEE's Facilities. B. LESSOR shall exercise its relocation right under subsection A above by delivering written notice (the "Notice") to LESSEE. In the Notice, LESSOR shall propose an #41182112 10 Jerome Park 20A-12 alternate site within or on the Property to which LESSEE may relocate LESSEE's Facilities. LESSEE shall have sixty (60) days from the date it receives the Notice to evaluate LESSOR's proposed relocation site, during which period LESSEE shall have the right to conduct tests to determine the technological feasibility of the proposed relocation site. If LESSEE fails to approve of such proposed relocation site in writing within the sixty-day period, LESSEE shall be deemed to have disapproved such proposed relocation site. If LESSEE disapproves such relocation site, then LESSOR may thereafter propose another relocation site by Notice to LESSEE in the manner set forth above. Any relocation site which LESSOR and LESSEE agree upon in writing shall be referred to as the "Relocation Site." LESSEE shall have up to twelve (12) months after execution of a written agreement between the parties concerning the location and dimensions of the Relocation Site to relocate LESSEE's Facilities to the Relocation Site; provided that any governmental approvals, permits or licenses required for such relocation have been obtained by LESSEE. LESSEE's service will not be interrupted in connection with any such relocation, and LESSEE shall be allowed if necessary to place a temporary cell site and antenna structure on the Property during relocation. Upon relocation of LESSEE's Facilities to the Relocation Site, all references to the Premises herein shall be deemed to be references to the Relocation Site. LESSOR and LESSEE agree that the Relocation Site (including the access and utility right of way) may be surveyed by a licensed surveyor at the sole cost of LESSEE, and such survey will then replace Exhibit "B" and become a part hereof and will control or describe the Premises. Except Z.s expressly provided, LESSOR and LESSEE hereby agree that in no event will the relocation of LESSEE's Facilities, or any part thereof, under subsection A, above, affect, alter, modify or otherwise change any of the terms and conditions of this Agreement. C. Should the parties fail to agree on a suitable Relocation Site, LESSOR shall pay LESSEE the depreciated value for LESSEE's Facilities and equipment, based on a ten- year lease period. 29. DEFAULT. In the event there is a default by either Party with respect to any of the provisions of this Agreement or its obligations under it, including the payment of rent, the non- defaulting Party shall give the defaulting Party written notice of such default. After receipt of such written notice, the defaulting Party shall have thirty (30) days in which to cure any monetary default and forty-five (45) days in which to cure any non-monetary default, provided the defaulting Party shall have such extended period as may be required beyond the thirty (30) day or forty-five (45) day period, as applicable, if the nature of the cure is such that it reasonably requires more than thirty (30) days or forty-five (45) days, as applicable, and the defaulting Party commences the cure within the thirty (30) day or forty-five (45) day period, as applicable, and thereafter continuously and diligently pursues the cure to completion. The non-defaulting Party may not maintain any action or affect any remedies for default against the defaulting Party unless and until the defaulting Party has failed to cure the same within the time periods provided in this Section. If either Party commences an action against the other Party arising out of or in connection with this Agreement, the prevailing Party shall be entitled to have and recover from the losing Party reasonable attorney's fees and costs of suit. 30. ENVIRONMENTAL. A. LESSEE shall not bring any Hazardous Materials onto the Premises/Property, except for those contained in its back-up power batteries and common materials used in telecommunications operations, including fuel for an emergency generator. "Hazardous Materials" shall mean any substance, chemical or waste identified as hazardous, toxic #41182112 11 Jerome Park 20A-13 or dangerous in any applicable federal, state or local law or regulation, including petroleum and asbestos. LESSEE will treat and dispose of any Hazardous Materials brought onto the Premises/Property by it in accordance with all federal, state and local laws and regulations. B. LESSOR will be responsible for all obligations of compliance with any and all environmental and industrial hygiene laws, including any regulations, guidelines, standards, or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene conditions or concerns as may now or at any time hereafter be in effect, that are or were in any way related to activity now conducted in, on, or in any way related to the Property, unless such conditions or concerns are caused by the activities of LESSEE. C. LESSOR shall hold LESSEE harmless and indemnify LESSEE from and assume all duties, responsibility and liability at LESSOR's sole cost and expense, for all duties, responsibilities, and liability (including but not limited to payment of penalties, sanctions, forfeitures, losses, costs, or damages) and for responding to any action, notice, claim, order, summons, citation, directive, litigation, investigation or proceeding which is in any way related to: (i) failure to comply with any environmental or industrial hygiene law, including without limitation any regulations, guidelines, standards, or policies of any governmental authorities regulating or imposing standards of liability or standards of conduct with regard to any environmental or industrial hygiene concerns or conditions as may now or at any time hereafter be in effect, unless such compliance results from conditions caused by LESSEE; and (ii) any environmental or industrial hygiene conditions arising out of or in any way related to the condition of the Property or activities conducted thereon, unless such environmental conditions are caused by LESSEE. D. In the event LESSEE becomes aware of any hazardous materials on the Property, or any environmental, health or safety condition or matter relating to the Property, that, has not been caused by LESSEE and in LESSEE's sole determination, renders the condition of the Premises or Property unsuitable for LESSEE's use, or if LESSEE believes that the leasing or continued leasing of the Premises would expose LESSEE to undue risks of liability to a government agency or third party, LESSEE will have the right, in addition to any other rights it may have at law or in equity, to terminate this Agreement upon written notice to LESSOR 31. CASUALTY. In the event of damage by fire or other casualty to the Premises that cannot reasonably be expected to be repaired within sixty (60) days following same or, if the Property is damaged by fire or other casualty so that such damage may reasonably be expected to disrupt LESSEE's operations at the Premises for more than sixty (60) days, then LESSEE may at any time following such fire or other casualty, provided LESSOR has not commenced the restoration required to permit LESSEE to resume its operation at the Premises, terminate this Agreement upon twenty (20) days written notice to LESSOR. Any such notice of termination shall cause this Agreement to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Agreement and the parties shall make an appropriate adjustment, as of such termination date, with respect to payments due to the other under this Agreement. If LESSEE decides not to terminate this Agreement, rent shall be abated proportionally to the reduction of use. 32. CONDEMNATION. In the event of any condemnation of the Premises, LESSEE may terminate this Agreement upon fifteen (15) days written notice to LESSOR. LESSEE may on its own behalf make a claim in any condemnation proceeding involving the Premises for losses related to the antennas, equipment, its relocation costs and its damages and #41182112 12 Jerome Park 20A-14 losses, and any other amount recoverable by LESSEE under condemnation law (but not for the loss of its leasehold interest). Any such notice of termination shall cause this Agreement to expire with the same force and effect as though the date set forth in such notice were the date originally set as the expiration date of this Agreement and the Parties shall make an appropriate adjustment as of such termination date with respect to payments due to the other under this Agreement. 33. SUBMISSION OF LEASE. The submission of this Agreement for examination does not constitute an offer to lease the Premises and this Agreement becomes effective only upon the full execution of this Agreement by the Parties. If any provision herein is invalid, it shall be considered deleted from this Agreement and shall not invalidate the remaining provisions of this Agreement. 34. APPLICABLE LAWS. LESSEE shall use the Premises for the use described herein in accordance with applicable laws, rules and regulations. LESSOR agrees to keep the Property in conformance with all applicable, laws, rules and regulations and agrees to reasonably cooperate with LESSEE regarding any compliance required by LESSEE in respect to its use of the Premises. 35. SURVIVAL. The provisions of the Agreement relating to indemnification from one Party to the other Party shall survive any termination or expiration of this Agreement. Additionally, any provisions of this Agreement, which require performance subsequent to the termination, or expiration of this Agreement shall also survive such termination or expiration. 36. CAPTIONS. The captions contained in this Agreement are inserted for convenience only and are not intended to be part of the Agreement. They shall not affect or be utilized in the construction or interpretation of the Agreement. 37. PROPERTY SPECIFIC ACCESS RULES/REGULATIONS. LESSEE agrees to abide by all rules and regulations of the Property and Premises imposed by LESSOR as set forth in Exhibit D, attached hereto, as the same may be changed from time to time upon reasonable notice to LESSEE and as adopted and applied in a uniform and non-discriminatory manner, and otherwise in accordance with applicable law, rules and regulations. These rules and regulations are specific to the Premises and are imposed to insure the proper maintenance, good order and reasonable use of the Premises and Property and as may be necessary for the enjoyment of the Premises and Property by both Parties hereto. In the event of a conflict between the terms of this Agreement and the rules and regulations, the terms of this Agreement shall govern. 38. POWERING DOWN DURING MAINTENANCE / REPAIR. LESSEE agrees that during all maintenance on the Communications Facility by LESSOR or other lessees or users of the Property, while following the procedures and guidelines set forth by the Occupational Safety and Health Administration (OSHA) and the FCC implementing the National Environmental Policy Act of 1969, when continuing transmission is deemed unsafe for maintenance personnel (based upon standards promulgated by a governmental authority having jurisdiction over LESSEE) due to radiation, the effected transmitters of LESSEE will be turned off by LESSEE until the unsafe condition no longer exists. The earliest practicable notice will be given to LESSEE using the information in Exhibit E, as applicable. #41182112 13 Jerome Park 20A-15 39. TERMINATION. A. Compelled Termination: If, during the Agreement term, there is a determination made pursuant to an unappealable order of a county, state, or national governmental health agency having proper jurisdiction over LESSEE's operations that LESSEE's use of the Premises poses a human health hazard which cannot be remedied and that LESSEE must cease all operations on the Premises, then LESSEE shall immediately cease all operations on the Premises and this Agreement shall terminate as of the date of such order. In the event the FCC, or any successor agency, makes a determination which is final and non-appealable or which is affirmed and becomes final after the exhaustion of all available appeals concluding that LESSEE's use as set forth in this Agreement presents a material risk to the public health or safety and that LESSEE must cease all operations on the Premises, LESSOR may terminate this Agreement upon fourteen (14) days notice to LESSEE. B. Termination by LESSEE: Without limiting LESSEE's other termination rights hereunder, LESSEE may terminate this Agreement by notice to LESSOR if (i) LESSEE does not obtain all permits, consents, easements, non-disturbance agreements or other approvals (collectively "approval") reasonably desired by LESSEE or required from any governmental authority or any third party related to or reasonably necessary to operate, install, maintain, replace, or remove LESSEE's Facilities, or if any such approval is canceled, expires or is withdrawn or terminated without any fault of LESSEE, or (ii) LESSOR fails to have proper ownership of the Premises or the authority to enter into this Agreement, or (iii) LESSOR fails to cure a default pursuant to Section 29, or (iv) by LESSEE upon written notice to LESSOR for any reason or no reason, at any time prior to commencement of construction by LESSEE;. Upon termination, all prepaid rent shall be retained by LESSOR, unless termination is pursuant to (ii) through (iii) above as the result of LESSOR's default. C. Termination by LESSOR: LESSOR may terminate this Agreement if LESSEE fails to perform any of its obligations pursuant to this Agreement (including all attached Exhibits/Attachments) after giving written notice to LESSEE and reasonable time to cure as set forth in Section 29 above. 40. 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 each Party shall indemnify the other fully, including reasonable costs and reasonable attorney's fees, for any injuries or damages incurred 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. C. LESSOR shall not have unsupervised access to LESSEE's equipment and LESSEE's Facilities, except in cases of exigent circumstances or emergency situations (in which case, LESSOR shall provide LESSEE notice of its access as soon as possible). [Signature Page Follows] #41182112 14 Jerome Park 20A-16 IN WITNESS WHEREOF, the parties hereto have executed this Agreement to be effective as of the last date written below. LESSOR: ATTEST: MARIA D. HUIZAR Clerk of the Council CITY OF SANTA ANA PAUL M. WALTERS Interim City Manager Date: APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney By: LAURA SHEEDY Assistant City Attorney LESSEE: LOS ANGELES SMSA LIMITED PARTNERSHIP dba VERIZON WIRELESS By: AirTouch Cellular Its: General Partner By: Print Name: Walter L. Jones, Jr. Its: Area Vice President Network Date: #41182112 15 Jerome Park 20A-17 EXHIBIT A LEGAL DESCRIPTION OF THE PROPERTY APN: 109-050-30 All that certain real property located in the County of Orange, State of California, being more particularly described as follows: Lots 31 and 32 of Re-plat of Santa Ana Acres, in the City of Santa Ana, County of Orange, State of California, as shown on a map thereof recorded in Book 5, at Page 8 of Miscellaneous Maps, records of said Orange County. That certain portion of public street in the State of California, County of Orange, City of Santa Ana, shown as Center Street 30 feet wide on a map of Santa Ana Acres recorded in Book 5, Page 8 of Miscellaneous Maps of said Orange County, said portion bounded Southerly by the North line of McFadden Avenue, shown on said map as Fairview East Avenue, and bounded Northerly by the Westerly extension of the Northerly line of said Lot 32. Except therefrom the Easterly 30 feet of Lot 31 conveyed to the Orange County Flood Control District by deed recorded June 10, 1974 in Book 11167 Page 340 of Official Records. LESSOR INITIALS: #41182112 16 Jerome Park 20A-18 EXHIBIT B LEGAL DESCRIPTION OF THE PREMISES SITE PLANS/ DESCRIPTIVE RENDERINGS However, it is expressly agreed and understood by and between LESSOR and LESSEE that the exact and precise location of LESSEE's Facilities are subject to review and approval by the planning and/or zoning Boards having jurisdiction over the "Premises". Therefore, it is expressly agreed and understood by and between LESSOR and LESSEE that the precise location of the Premises as shown on Exhibit "B" may be modified by LESSEE in order to comply with and obtain necessary planning and/or zoning approvals, and any and all other approvals necessary for LESSEE's intended use of the property. The Premises as described herein may therefore be modified by LESSEE to reflect the final engineering design. An amended Exhibit "B" (if necessary) will be provided by LESSEE and attached to the lease in place of the existing Exhibit "B", a copy of which will be provided to LESSOR for review prior to being incorporated into the Agreement. #41182112 17 Jerome Park 20A-19 EXHIBIT C #41182112 Jerome Park [INTENTIONALLY OMITTED] 18 20A-20 EXHIBIT D PROPERTY SPECIFIC ACCESS RULES/REGULATIONS 1. LESSOR shall have the unilateral right and privilege to undertake all normal items and operations associated with the current use of the Property, including, but not limited to public events and City business, which may include high powered electric lights and food services, arrange for the televising of any public event to be held at the Property, and ability to contract with other interested parties. 2. City business may also include minor landscaping, minor maintenance and minor construction proximately located near the Premises, so long as the City business does not interfere with or impair the operation of LESSEE's Facilities or LESSEE's access to the Premises. 3. LESSEE's access to the Premises shall be limited when the Premises is being used for a public event, and the four (4) hours before and after any such event. LESSEE will obey any procedures set by LESSOR regarding notification before visiting the Premises, checking in on-site, parking, gates, etc. LESSOR shall use commercially reasonable efforts to provide LESSEE an alternate route to access the Premises during such times. #41182112 19 Jerome Park 20A-21 EXHIBIT E CONTACT INFORMATION: LESSOR'S TECHNICAL CONTACTS: Name: Santa Ana Parks, Recreation and Community Services Agency 1. Ron Ono Address: 26 Civic Center Plaza (M-75) Santa Ana, CA 92702 Daytime Phone No.: Ron: (714) 571-4220 Facsimile No.: (714) 571-4209 24-Hour Contact No.: Dispatch Center: N/A LESSEE'S TECHNICAL CONTACTS: Name: NOCC (Network Operations Control Center) Address: N/A Daytime Phone No.: (800) 264-6620 Facsimile No.: N/A 24-Hour Contact No.: (800) 264-6620 Dispatch Center: (800) 264-6620 #41182112 20 Jerome Park 20A-22 EXHIBIT F MEMORANDUM OF LAND LEASE AGREEMENT Prepared by & When Recorded Return to: McGuireWoods LLP 1800 Century Park East, 8th Floor Los Angeles, California 90067 Attention: Cherie Y. Song, Esq . APN: 109-050-30 (Space Above This Line For Recorder's Use Only) Re: Cell Site Number: Cell Site Name: Jerome Park FA Number: Address: 2115 W. McFadden Avenue, Santa Ana, CA THIS MEMORANDUM OF LAND LEASE AGREEMENT is made and entered into as of , 2012, by and between City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("Lessor") and Los Angeles SMSA Limited Partnership d/b/a Verizon Wireless ("Lessee"). WITNESSETH: That Lessor hereby leases to Lessee and Lessee hereby leases from Lessor a portion of that certain real property (the "Property") in the State of California, County of Orange, City of Santa Ana commonly known as 2115 W. McFadden Avenue, Santa Ana, CA 92703, a legal description of which is shown in Exhibit A attached hereto and incorporated herein by reference, under the terms and conditions of the unrecorded Land Lease Agreement by and between Lessor and Lessee, and incorporated herein by reference (the "Agreement") for an initial term of ten (10) years, commencing on the Commencement Date, as defined in the Agreement, and three (3) subsequent optional extension terms of five (5) years each, pursuant to the terms of the Agreement. The Agreement provides for grant of non-exclusive right of way for rights of access to the Property and to electrical and telephone facilities serving the Property. [Signature Page Follows] #41182112 21 Jerome Park 20A-23 IN WITNESS WHEREOF, the parties have executed the Memorandum as of the day and year first above written. LESSEE: LOS ANGELES SMSA LIMITED PARTNERSHIP dba VERIZON WIRELESS By: AirTouch Cellular Its: General Partner By: Print Name: Walter L. Jones, Jr. Its: Area Vice President Network Date: LESSOR: City of Santa Ana By: _ Name Title: PAUL M. WALTERS Interim City Manager Date: Address: 20 Civic Center Plaza Santa Ana, CA 92702 #41182112 22 Jerome Park 20A-24 ' 14A d N=Joa duo G? 1( s r• ?w v • d . %wadFl W • ?v Q ,w Ly ? a EXH Irir A It q N / ? N 20A-26 Qaa'? Ne Q a W '71 N 20A-27 y 0 I c i i nQ L.L. a a r N P Q U 2 Q a z a W z W Q Z W 0 0 4 U r W 3 n N 20A-28 Ni Q a W O W 7 d a N T U < 2 Q F a Z W Q Z W 0 0 4 U f F W W 3 N 20A-29 20A-30 MAYOR Miguel A. Pulido MAYOR PRO TEM Claudia C. Alvarez COUNCIL MEMBERS P. David Benavides Carlos Bustamante Michele Martinez Vincent F. Sarmiento Sal Tinajero 7t rye ? ? a ?. 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 CITY MANAGER David N. Ream CITY ATTORNEY Joseph W. Fletcher CLERK OF THE COUNCIL Maria D. Huizar NOTICE OF EXEMPTION From the Requirements of the California Environmental Quality Act (CE:QA) Fee Exemption per California Government Code Section 6103 To: COUNTY CLERK From: City of Santa Ana County of Orange Planning & Building Agency P.O. Box 238 20 Civic Center Plaza M-20 Santa Ana, CA 92702 Santa Ana, CA 92702 Project Title: Jerome Park co-location Date of Approval: 09/17/2012 Project Number(s): NONR-2012-434-ALT NONR-2012-434-ALT Project Location: 726 S Center St City: Santa Ana County: Orange ER Number: ER-2012-59 Project Description: Co location of antenna. Applicant Name: Applicant Address: Name of Public Agency Approving Project: City Council Name of Person or Agency Carrying Out Project: Soboleske, Hally Exempt Status: ? Ministerial (Sec. 15268) ? Declared Emergency (Sec. 15269 (a)) ? Emergency Project (Sec. 15269 (b through e)) ? General Rule (Sec. 15061(b)(3)/(5)) ? Statutory Exemption: 0 Categorical Exemption: 15301(b) Reason(s) Why Project is Exempt From CEQA: This is an existing public facility. City Contact:H Ily Soboleske Telephone: (714) 647-5842 Signature: Title'???? Date: 20A-31 20A-32 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: APPROPRIATION ADJUSTMENT ACCEPTING FUNDS FOR THE TRAFFIC SIGNAL AT FAIRVIEW STREET AND EDNA DRIVE (PROJECT NO. 126758) ? As Recommended ? As Amended ? Ordinance on 1St Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER CITY MANAGER RECOMMENDED ACTION Approve an appropriation adjustment accepting funds from the Wintersburg Presbyterian Church in the amount of $2,000 into the select street construction fund (accounting unit 05917002-57080, project no. 126758) and appropriating the funds into the select street construction fund (accounting unit 05917660-66220, project no.126758) for the traffic signal installation at Fairview Street and Edna Drive. DISCUSSION As part of the Wintersburg Presbyterian Church Expansion Project, the developer is required to stripe a painted median on Fairview Street across their southern driveway by Edna Drive. This painted median island needs to be coordinated with the Fairview Street and Edna Drive Traffic signal project. Therefore, Wintersburg Presbyterian Church agreed to deposit the funds for the painted median with the City. The funds received will be used for design and construction of the painted median as part of the traffic signal project. The City has already received Highway Safety Improvement Program (HSIP) grant funds for the remaining cost of the traffic signal. Construction is scheduled to be completed by summer of 2013. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. CLERK OF COUNCIL USE ONLY: APPROVED 20B-1 Appropriation Adjustment for Traffic Signal at Fairview & Edna October 1, 2012 Page 2 FISCAL IMPACT Funds in the amount of $2,000 will be deposited into the Select Street Construction fund revenue account (accounting unit 05917002-57080, project no. 126758) and appropriated into the Select Street Construction fund expenditure account (accounting unit 05917660-66220, project no. 126758). APPROVED AS TO FUNDS AND ACCOUNTS: Ra odinez II Executive Director Public Works Agency Francisco Gutierrez Executive Director Finance & Management Services Agency RG/TH 20B-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: CONTRACT RENEWAL WITH SAFEWAY SIGN COMPANY FOR SIGNS, HARDWARE AND ACCESSORIES (SPEC. NO. 11-044) (?? ?A4 --" CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15t Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Renew the contract with Safeway Sign Company for traffic signs, hardware and accessories for a one-year period in an amount not to exceed $100,000. DISCUSSION The Public Works Agency (PWA) Sign Maintenance Services Division maintains a wide array of traffic and street name signs throughout the city. In the last fiscal year, 6000 signs were replaced. The U.S. Department of Transportation established new regulations for signs to improve safety on the highways and streets by replacing less reflective signs with signage that has higher retro- reflectivity. The regulation includes a mandated replacement deadline of January 2015. The PWA has a replacement schedule in place to comply with the new regulation. The materials necessary for ongoing sign maintenance operations -- including signs and various posts and mounting hardware -- are purchased through the Central Stores warehouse for distribution to PWA. On October 11, 2011 the City awarded Safeway Sign Company a contract for traffic signs, hardware and accessories for a one-year period, with provisions for two 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 first renewal of the contract. FISCAL IMPACT Funds are available in the Public Works Roadway Marking/Signs (accounting unit 01117625- 63001). Rau odinez II Executive Director Public Works Agency APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 22A-1 22A-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: CONTRACT RENEWAL WITH AMTECH FOR ELEVATOR MAINTENANCE AND REPAIR SERVICES (SPEC. NO. 11-035) ly? A?z -CITY MANAGER 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 Renew the contract with Pacific Coast Elevator dba Amtech Elevator Services for elevator maintenance and repair services, for a one-year period in an annual amount not to exceed $45,000. DISCUSSION The Finance and Management Service Agency Building Maintenance Division maintains approximately 45 elevators in City facilities, including City Hall, the Police Administration building, libraries, and the Corporate Yard. In order to comply with regulations from the State of California Department of Industrial Relations, Division of Occupational Safety and Health (Cal OSHA) regular preventive maintenance and periodic testing is necessary. Cal-OSHA inspects all elevators and escalators at least once a year. Upon successful inspection, a Conveyance Permit for each piece of equipment is issued. On June 20, 2011 the City awarded Amtech Elevator Services a contract for elevator maintenance and repair services for a one-year period, with provisions for two one-year renewals. The service contract includes regular lubrications, adjustment and replacement of all major and minor parts, rewind of burned motors, replacement of electric coils, and prompt repairs of elevator trouble by certified technicians. The vendor has performed satisfactorily during the past contract year and has agreed to renew the contract without an increase in pricing. Staff recommends the first renewal of the contract. FISCAL IMPACT Funds are available in the Finance Agency Building Maintenance (accounting unit 07310100- 62300). Francisco Gutierrez Executive Director Finance and Management Services Agency 22B-1 22B-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: CONTRACT RENEWAL TO SVM, LP FOR PREPAID GASOLINE CARDS (SPEC. NO. 09-051) 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 Renew the contract with SVM, LP for the purchase of prepaid gasoline cards for a one-year period in the annual amount not to exceed $31,500. DISCUSSION The Community Development Agency's Santa Ana W/O/R/K Center manages several programs including the Workforce Investment Act (WIA). Participant clients are offered supportive services, including gasoline vouchers, to facilitate their ability to find and retain employment. The prepaid gasoline-only card program enables clients to purchase competitively priced gasoline at their neighborhood gas stations, as opposed to a single station. The Personnel Services Agency also purchases prepaid gasoline cards as employee incentives for the Ride Share Program. On December 9, 2009, the City Council awarded a contract to SVM, LP for a two-year period with provisions for two one-year renewals. The vendor has performed satisfactorily during the past contract period and staff recommends the first renewal of the contract. FISCAL IMPACT Funds in the amount of $30,000 are available in the Community Development W/O/R/K Center WIA Adult 09-10 (accounting unit 12318753), and WIA Dislocated Worker 09-10 (accounting unit 12318754). Funds in the amount of $1,500 are available in the Personnel Services Air Quality Improvement (accounting unit 03109050). APPROVED AS TO FUNDS AND ACCOUNTS: Nancy T. E ards Interim Executive Director Community Development Services Francisco Gutierrez Executive Director Finance & Mgmt Services Agency EG ?22C4 22C-2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: CONTRACT AWARD TO GEORGE SALINAS TREE PRESERVATION FOR CIVIC CENTER TREE PRUNING (SPEC. NO. 12-050) A- CITY MANAGER 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 a contract to George Salinas Tree Preservation for tree pruning in the Civic Center area in an amount not to exceed $52,300. DISCUSSION The Parks, Recreation and Community Services Agency maintains 1,053 trees in the Civic Center area, bounded by Santa Ana Boulevard, Sycamore Street, Civic Center Drive and Shelton Street. Class 1 pruning -- which consists of crown cleaning to remove dead, dying, and diseased branches -- is part of a regular maintenance program to remove safety hazards and to preserve the health and visual appearance of trees. This maintenance cycle will include pruning the trees west of Ross Street, those located in Sasccer Park, and those located on the south side of Civic Center Drive, as well as palm trees located throughout the Civic Center area. The notice inviting bids was advertised on August 13, 2012, and bids were solicited. A summary of the bid invitations and bids received is as follows: 11 Invitations For Bid mailed 7 Bids received Bids were solicited and opened on September 5, 2012 and evaluated (Exhibit 1). The bid received from George Salinas Tree Preservation is responsive to the specifications and meets the City's requirements. A fifteen percent contingency has been included in the award amount to allow for unanticipated charges. 22D-1 Contract Award for Civic Center Tree Pruning October 1, 2012 Page 2 FISCAL IMPACT Funds are available in the Civic Center Regular Maintenance (accounting unit 07413250-62320). APPROVED AS TO FUNDS AND ACCOUNTS: Gerardo Mouet Executive Director Parks, Rec. & Comm. Svcs Agency EG Any ' ? r a ? l.?o,?? Francisco Gutierrez, Executive Director Finance & Management Services Agency 22D-2 Exhibit 1 ABSTRACT OF BIDS CONTRACT AWARD FOR SANTA ANA CIVIC CENTER TREE PRUNING (12-050 VENDOR GEORGE SALINAS GONZALEZ MARIPOSA JIMMIE'S TREE TREE LANDSCAPING & LANDSCAPES, INC SERVICE, INC PRESERVATION TREE SERVICE LOCATION PLACENTIA MOORPARK IRWINDALE LONG BEACH TERM NET 30 DAYS NET 30 DAYS NET 30 DAYS NET 30 DAYS OFFER 45 500 50 500 $51,40 $53,000 15% CONTINGENCY , 6,825 , TOTAL $ 52,325 ROUND OFF $ 52,300 VENDOR WEST COAST V & A TREE INTERNATIONAL ARBORISTS, INC SERVICE, INC ENVIRONMENTAL CORP LOCATION ANAHEIM GARDEN GROVE PANORAMA CITY TERM NET 30 DAYS NET 30 DAYS NET 30 DAYS OFFER $72,923 85,44 155,000 AWARD TO: GEORGE SALINAS TREE PRESERVATION $52,300. 2201-3 22D-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: AMENDMENT AGREEMENT FOR LAND LEASE WITH NEW CINGULAR WIRELESS PCS, LLC CELLSITE AT JEROME PARK -CITY MANAGER CLERK OF COUNCIL USE ONLY: APPROVED As Recommended As Amended Ordinance on 1 s' Reading Ordinance on 2?d Reading Implementing Resolution Set Public Hearing For_ CONTINUED TO FILE NUMBER RECOMMENDED ACTION Direct the City Attorney to prepare and authorize the execute an amendment to the lease agreement with the co-location revenue sharing requirement, subject City Manager and the City Attorney. City Manager and the Clerk of the Council to New Cingular Wireless PCS, LLC to remove to non-substantive changes approved by the DISCUSSION On July 2010, New Cingular Wireless PCS, LLC (formerly AT&T Wireless Services) entered into a lease agreement to install a monopine cell tower and equipment building at Jerome Park. The lease agreement indicates an 80/20 co-location revenue share with the City. Verizon Wireless is proposing to co-locate onto the New Cingular Wireless monopine. The co-location revenue share makes it financially difficult for Verizon or any cell company to co-locate onto the New Cingular Wireless site. Staff recommends the co-location revenue share be deleted from the New Cingular Wireless agreement to allow for co-location. The Verizon Wireless lease agreement on this same agenda is dependent on the removal of this co-location clause. FISCAL IMPACT There is no fiscal impact associat with this action. 00, Gerardo Mouet Executive Director Parks, Recreation and Community Services Agency 25A-1 25A-2 Cell Site No./Name: FA 10127664 / 000240-02 Market: Los Angeles FIRST AMENDMENT TO LAND LEASE AGREEMENT THIS FIRST AMENDMENT TO LAND LEASE AGREEMENT ("First Amendment"), dated as of the latter of the signature dates below (the "Effective Date"), is by and between the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, having a mailing address of 20 Civic Center Plaza (M-30), P.O. Box 1988, Santa Ana, California 92702 (hereinafter referred to as "Lessor") and New Cingular Wireless PCS, LLC, a Delaware limited liability company, having a mailing address of 12555 Cingular Way, Suite 1300, Alpharetta, Georgia 30004 (hereinafter referred to as "Lessee"). WHEREAS, Lessor and Lessee entered into a Land Lease Agreement dated April 19, 2011, whereby Lessor leased to Lessee certain Premises, therein described, that are a portion of the Property located at 21 15 West Mefadden, Santa Ana, Orange County, California (the "Agreement"); and WHEREAS, Lessor and Lessee desire to amend the Agreement to provide that Lessee is not obligated to share tower rent received from Verizon Wireless as a third-party tower co-location user ; and WHEREAS, Lessor and Lessee, in their mutual interest, wish to amend the Agreement as set forth below accordingly. NOW THEREFORE, in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Lessor and Lessee agree as follows: 1. Co-Location Revenue Share. Notwithstanding anything in Section 25(B) of the Agreement to the contrary, Lessor hereby acknowledges that Lessee is not obligated to share eighty percent (80%) of the tower rent received from Verizon Wireless, as a third-party tower co-location user. 2. Other Terms and Conditions Remain. In the event of any inconsistencies between the Agreement and this First Amendment, the terms of this First Amendment shall control. Except as expressly set forth in this First Amendment, the Agreement otherwise is unmodified and remains in full force and effect. Each reference in the Agreement to itself shall be deemed also to refer to this First Amendment. 3. Capitalized Terms. All capitalized terms used but not defined herein shall hzve the same meanings as defined in the Agreement. REMAINDER OF PAGE INTENTIONALLY BLANK SIGNATURES APPEAR ON NEXT PAGE, IN WITNESS WHEREOF, the parties have caused their properly authorized representatives to execute and seal this First Amendment on the dates set forth below. AT I'EST: By: MARIA D. HUIZAR Name: Paul M. Walters Clerk of the Council Title: Interim City Manager Date: APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney LESSOR: City of Santa Ana By: LAURA SHEEDY Assistant City Attorney W itnes Name: LESSEE: New Cingular Wireless PCS, LLC, a Delaware limited liability company By: AT&T Mobility Corporation Its: Manager By: Name Title: Date: WitnesNarne: 2 Neil C. Boyer Director - Network LESSOR ACKNOWLEDGEMENT STATE OF COUNTY OF ) ss: BE PT REMEMBERED, that on this day of . 20__, before me, the subscriber, a person authorized to take oaths in the State of ___ ........... ............. ...._--, personally appeared who, being duly sworn on oath, deposed and made proof to my satisfaction that s/he is the person(s) named in the within instrument: and I, having first made known to him/her the contents thereof, s/he did acknowledge that s/he signed, sealed and delivered the same as his/her voluntary act and deed for the purposes therein contained. Notary Public: My Commission Expires: LESSEE ACKNOWLEDGEMENT STATE OF GEORGIA ) COUNTY OF WhIgElf )SS ) On the 30 day of ?TAWAR.Y , 20V, before me personally appeared Neil C. Boyer, and acknowledged under oath that he is the Director - Network of AT&T Mobility Corporation, Manager of New Cingular Wireless PCS, LLC, the Lessee named in the atta •hed instrument, and as such was authorized to execute this instrument on behalf of the company. ??NIN i t 40 ??`??-PK•...eiati r Owl Public ".. r My Comtnissi n yxpires: ]NOTARIAL., SEAL] ZZE aUgL?G ap RY t6.••"(a`? ooutk tt. N 11111110 ..____.._._._-_ 25A-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: AGREEMENT WITH RANCHO SANTIAGO COMMUNITY COLLEGE DISTRICT TO PROVIDE INSTRUCTIONAL SERVICES 1 CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15i 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 the Rancho Santiago Community College District in the amount of $88,463 to provide instructional services to eligible youth participating in the Seeds to Trees Digital Media Academy, subject to non-substantive changes approved by the City Manager and City Attorney. DISCUSSION On July 16, 2012 the City Council awarded $160,000 in Workforce Investment Act (WIA) funds to the Santa Ana Public Library to operate a Youth Training Program. The Library will utilize the funds to continue the "Seeds to Trees Digital Media Technology Academy" program. The Library currently operates the Seeds to Trees Academy, which utilizes the library's Circle of Mentoring model and funds from the IMLS Laura Bush 21St Century Librarian grant to provide training and employment for youth who are interested in entering the library profession. The Digital Media Technology component of the Seeds to Trees program, developed in partnership with the Rancho Santiago Community College District's (RSCCD) Corporate Training Institute (CTI) and Digital Media Center (DMC), is a comprehensive, post secondary program comprised of paid training and work experience in the field of digital media technology. Twenty students, ranging in age from 16-21, will receive approximately six months of hands-on training from the RSCCD's DMC and CTI to develop necessary experience in the digital media field. After completion of the first phase of the program, they will begin five months of on-the-job paid work experience in the Library's web design and CTV-3 video production units. RSCCD will provide skilled instructors and administrative management, curriculum development, as well as the equipment, textbooks and materials required to support the curriculum for a total amount of $88,463. The WIA funds will provide $80,000 with the balance of the contract costs funded through the City's Public Library Fund account. This agreement term will be July 1, 2012 through June 30, 2013. 25B-1 Agreement - RSCCD October 1, 2012 Page 2 FISCAL IMPACT Funds for this agreement are available in the WIB Youth Council account (no. 12318750 69135) and the Public Library Fund account (no. 15211150 69135). APPROVED AS TO FUNDS AND ACCOUNTS: Gerardo Mouet Francisco Gutierrez Executive Director Executive Director Parks, Recreation and Finance & Management Services Agency Community Services Agency Lt cl? Nancy T. Ed rds Interim Exec Wive Director Community Development Agency 25B-2 Contract No. AGREEMENT UNDER THE WORKFORCE INVESTMENT ACT THIS AGREEMENT, dated this day of September, 2012, by and between the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("CITY") and Rancho Santiago Community College District ("CONTRACTOR"). W-I-T-N-E-S-S-E-T-H Recitals: A. CITY has been designated a Local Workforce Investment Area (LWIA) under the Workforce Investment Act of 1998, Public Law 105-220 ("the Act"). B. The State of California has created the LWIA to administer the Act programs operated by the State of California pursuant to the Act. C. As a LWIA, CITY is entitled to receive federal funds to establish programs to prepare economically disadvantaged youths for entry into the labor market and to provide basic skills development to those individuals who are economically disadvantaged or otherwise face serious barriers to succeeding in life. One goal of California's Workforce Investment System is to provide youth with the opportunities to achieve career goals that will allow them to successfully compete in the labor market and prepare them for higher education. D. CONTRACTOR is experienced in operating education, occupational development and employment programs for economically disadvantaged youths for entry into the labor market. CONTRACTOR shall proved work experience internships for twenty (20) students, ages 16- 21, in the field of digital media technology ("said program"). California law. E. CONTRACTOR is willing to operate said program pursuant to the Act and F. Contractor must comply with applicable Federal, State and local legislation, rules and regulations and Contractor must meet enrollment and program goals. WHEREFORE, for and in consideration of the respective and mutual covenants and promises hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereto do hereby agree as follows: 1. CONTRACTOR'S OBLIGATIONS A. CONTRACTOR agrees to provide the services pursuant to said program, as more specifically set forth in CONTRACTOR'S Program Narrative contained in "Exhibit A" and in the Performance Standards "Exhibit B", attached hereto and by this reference incorporated herein. 25B-3 Page 1 of 15 CONTRACTOR'S failure to provide said services may be grounds for CITY to readjust the level of payment to CONTRACTOR otherwise provided for hereinafter. B. CONTRACTOR agrees to provide benefits to individuals who participate in the activities and services funded by this Agreement ("participants") in accordance with the standards and requirements set forth in Workforce Investment Act of 1998, Public Law 105-220. C. CONTRACTOR agrees to perform the services set forth herein in a professional, timely and diligent manner. D. CONTRACTOR shall provide wages and benefits to individuals who participate in the activities and services funded by this Agreement ("participants") in accordance with the standards and requirements of the Act, including Section 181 of the Act. E. CONTRACTOR shall adhere to the Labor Standards described in the Act including Section 181 of the Act. F. CONTRACTOR agrees to comply with the "Complaint Handling Procedures Under the WIA", attached hereto as "Exhibit C" and incorporated herein as though fully set forth in 20 CFR §667.200, Subpart F. CONTRACTOR shall advise participants of their rights to file complaints under the Act and the procedures for resolution of any complaints. CITY's procedures for handling complaints alleging a violation of the Act, regulations, grants, or other agreements under the Act shall be followed and any decision of CITY, the State or the federal government relating to the complaint shall be binding and followed by CONTRACTOR. CONTRACTORS who are employers shall operate a grievance system that incorporates CITY's procedures for resolution of complaints relating to the terms and conditions of employment; these procedures shall be approved in writing by CITY. G. As a condition of this award of financial assistance under the Act to CONTRACTOR from CITY, CONTRACTOR assures, with respect to operation of all programs or activities funded with funds provided pursuant to the Act, and all agreements or arrangements to carry out such programs or activities, that it will comply fully with the nondiscrimination and equal opportunity provisions of the Act (Section 188) and compliance with Equal Employment Opportunity provisions in Executive Order (E.O.) 11246, as amended by E.O. 11375 and supplemented by the requirements of 41 CFR Part 60; the Nontraditional Employment for Women Act of 1991; Title VI of the Civil Rights Act of 1964, as amended; section 504 of the Rehabilitation Act of 1973, as amended; the Age Discrimination Act of 1975, as amended; the Americans with Disabilities Act of 1990; and with all applicable requirements imposed by or pursuant to regulations implementing those laws, including, but not limited to, 29 CFR Part 33 and 37. The United States, the State of California and CITY have the right to seek judicial enforcement of this assurance. H. CONTRACTOR agrees that no participant(s) shall commence training prior to the approval of funding pursuant to Section 123 of the Act. 1. CONTRACTOR agrees to maintain such records and submit such reports, data and information, on the form and containing such information, at such times as CITY may request or require regarding the performance of CONTRACTOR'S services or activities, costs or other data, including but not limited to, participants' attendance, payroll records and job duty statements. 25B-4 Page 2 of 15 CITY, the State of California and the United States government and/or their representatives shall have access for purposes of monitoring, auditing and examining of CONTRACTOR'S activities, performance, books, documents, papers, and records of CONTRACTOR subcontractors, bookkeepers and accountants, and employees and participants related to this Agreement. Such agencies or representatives shall also schedule on-site monitoring in their discretion. Monitoring activities may also include, but are not limited to, questioning employees and participants and entering any premises or onto any site in which any of the services or activities funded hereunder are conducted or in which any of the records of CONTRACTOR are kept. Nothing herein shall be construed to require access to any privileged or confidential information as set forth in federal or state law. In the event CONTRACTOR does not make the above-referenced documents available within the City of Santa Ana, California, CONTRACTOR agrees to pay all necessary and reasonable expenses incurred by CITY in conducting any audit at the location where said records and books of account are maintained. All accounting records and evidence pertaining to all costs of CONTRACTOR and all documents related to this Agreement shall be kept available at the location where CONTRACTOR conducted the program, as well as in the County of Orange, for the duration of this Agreement and thereafter for three (3) years after completion of an audit. Records which relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this Agreement, or (b) costs and expenses of this Agreement to which CITY, the State of California or the United States Government take exception, shall be retained beyond the three (3) years until resolution of disposition of such appeals, litigation, claims, or exceptions. J. Without prejudice to any other section of this Agreement, CONTRACTOR shall, where applicable, maintain the confidential nature of information provided to it concerning participants in accordance with the requirements of federal and state law. Notwithstanding the foregoing, CONTRACTOR agrees to submit to CITY, the State of California and/or the United States Government or their representatives, all records requested for administrative purposes, including audits, examinations, monitoring and verification of records submitted by CONTRACTOR, costs incurred and services rendered hereunder. K. CONTRACTOR agrees to complete in triplicate, a monthly Invoice/Voucher on CITY's Invoice/Voucher form, showing in detail the amount of money already expended by CONTRACTOR hereunder, as this is a cash reimbursement contract. Accounting records must be supported by such source documentation such as cancelled checks, paid bills, payrolls, time and attendance records, contract and subgrant award documents [29 CFR-Subpart C, Section 97.20 (b)(6)]. CONTRACTOR agrees to submit the above-stated documents to the City of Santa Ana, Santa Ana Library, 26 Civic Center Plaza, M-75, Santa Ana, California, 92701, by the tenth (10th) day of the month following the month in which CONTRACTOR'S services are performed. Should CONTRACTOR fail to deliver said documents to CITY, CITY shall have the option to cancel this Agreement by giving CONTRACTOR ten (10) days written notice thereof. CONTRACTOR shall either return to the CITY excess revenues over costs or use such excess revenues as program income by utilizing such program income for additional training activities authorized under the Act. L. CONTRACTOR agrees to expend all funds in accordance with all applicable federal, state and local laws and regulations. CONTRACTOR also agrees to provide at CONTRACTOR'S own expense supplies and other costs of said PROGRAM. 25B-5 Page 3 of 15 M. CONTRACTOR shall arrange independently for an audit that includes WIA funds received from CITY, in accordance with the Act, 20 CFR Section 667.200 and OMB Circular A- 133, if applicable. CONTRACTOR shall submit one original of each required audit report to CITY within (30) days after the date received by CONTRACTOR. Should CONTRACTOR fail to comply with these requirements, CITY may at its option withhold payment of funds, or disallow funds or suspend additional grant funds. N. CONTRACTOR shall not expend funds pursuant to this Agreement to provide services to any participant where costs of training are paid for by any other person or entity. 0. CONTRACTOR shall comply with the provisions of Circular A-102 of the U.S. Office of Management and Budget (OMB) and the related "Common Rule" entitled "Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Government", Subpart C, paragraphs 37 and 42, Circular A-128, and all other applicable federal statutes and executive orders and their implementing regulations, including regulations at 29 CFR Part 97. P. CONTRACTOR shall comply with the requirements of federal regulations found at 29 CFR 93 which provide that no appropriated funds may be expended by the recipient of a federal contract, grant, loan or cooperative agreement to pay any person for influencing or attempting to influence an officer or employee of any agency, member of Congress or an officer or employee of a member of Congress in connection with awarding of any federal contract, the making of any federal grant or loan, entering into any cooperative agreement and the extension, renewal, amendment or modification of any federal contract, grant, loan or cooperative agreement. CONTRACTOR shall sign a Certification Regarding Lobbying to that effect in a form as set forth in "Exhibit D," attached hereto and by this reference incorporated herein. CONTRACTOR shall submit said signed Certification to CITY prior to performing any of its obligations under this Agreement and prior to any obligation arising on the part of CITY to pay any sums to CONTRACTOR under the terms and conditions of this Agreement. Q. CONTRACTOR agrees to provide a drug-free work place and to execute a Drug Free Workplace Certification as set forth in "Exhibit E" attached hereto and incorporated herein by this reference. R. CONTRACTOR, in accordance with the Child Support Compliance Act, recognizes and acknowledges the importance of child and family support obligations and shall fully comply with all state and federal laws relating to child and family support enforcement, including, but not limited to: disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with Section 5200) of Part 5 of Division 9 of the state Family Code; and, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Employee Registry maintained by the California Employment Development Department (EDD). S. CONTRACTOR agrees to comply with all applicable provisions of the ACT and the federal regulations, including but not limited to the regulations found at 20 CFR part 629. T. CONTRACTOR agrees to that it is in compliance with the Certification Regarding Debarment ("Exhibit F") as required by the regulations implementing Executive Order 25B-6 Page 4 of 15 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' Responsibilities. The regulations were published as Part VII of the May 16, 1988, Federal Register (Pages 19160- 19211). U. CONTRACTOR agrees to provide priority of services for veterans and eligible spouses pursuant to 20 CFR part 1010 and the regulations implementing priority of service for veterans and eligible spouses in Department of Labor job training programs under the Jobs for Veterans Act published at 73 Fed.Reg. 78132 on December 19, 2008. II. CITY'S OBLIGATIONS A. CITY agrees to pay to CONTRACTOR when, if and to the extent federal funds are received under the provisions of the Act a sum not to exceed $80,000 of WIA funds for CONTRACTOR'S performance in accordance with the Budget attached hereto as "Exhibit G" during the period of this Agreement. Said sum shall be paid after CITY receives invoices submitted by CONTRACTOR as provided hereinabove. B. The total amount of the Agreement with CONTRACTOR for the Program shall not exceed $88,463. The CITY'S Public Library Fund account shall fund the gap amount of $8,463, as further reflected in the Budget. C. CONTRACTOR has the ability to adjust line item amounts in the budget with the approval of the Executive Director, so long as the total Budget amount does not increase. D. CITY agrees to provide for on-site monitoring reviews of said program operation at least twice annually. In addition, monthly desk-top reviews of pertinent information will be conducted. E. CITY has the right to de-obligate the funds hereunder and take such funding back from CONTRACTOR due to any of the following reasons: (a) lack of performance by CONTRACTOR; (b) lack of fiscal accountability of CONTRACTOR; or (c) decrease in available funding. III. TIME PERIOD OF AGREEMENT This Agreement shall commence as of July 1St 2012, and all duties arising under this Agreement shall have been performed by June 30, 2013. The term of this Agreement may be extended by a writing executed by the Executive Director for the Community Development Agency and the City Attorney. IV. 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 25B-7 Page 5 of 15 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. V. WORKER'S COMPENSATION AND EMPLOYER'S RIGHTS A. CONTRACTOR shall use appropriate funds received from CITY to provide workers' compensation to all those hired by CONTRACTOR under this Agreement. B. CONTRACTOR shall have the right to hire, dismiss, or promote its employees or contract personnel hired under this Agreement so long as its hiring or dismissal policy or standard does not violate Title VII of the Civil Rights Act of 1964, Fair Labor Standards Act of 1938, or any other applicable law, and CONTRACTOR maintains itself as an Equal Opportunity employer. VI. APPLICABLE GUIDELINES A. The parties hereto agree that CONTRACTOR shall comply with all applicable federal and state laws and regulations, including, but not limited to the Performance Standards (Exhibit B) and general program requirements described in Sections 106 and 141 of the Act (29 USC Sections 1516 and 1551) and applicable regulations, and the U.S. Department of Labor guidelines and regulations, including amendments or revisions made during the terms of this Agreement. Said applicable laws are hereby incorporated by reference and made as part of this Agreement as though fully set forth herein. B. CONTRACTOR also assures and certifies that: 1. CONTRACTOR acknowledges and confirms that the U.S. Department of Labor has established three (3) common measures for youth: (a) Placement in employment or education; (b) Attainment of degree or certificate; and, (c) Literacy or numeracy gains. With regard to the Summer Youth Program, the only measure is "Work Readiness". Pending WIA reauthorization and or U.S. Department of Labor and EDD updates, CONTRACTOR agrees to implement and shall meet any additional performance measures that may be subsequently required by the Workforce Investment Act or by any other Federal, State, and local law. 2. CONTRACTOR shall comply with Title VII of the Civil Rights Act of 1964 (P.L. 83-354) and in accordance with Title VII of the Act, no person shall, on the grounds of race, color, religion, sex, age, handicap or national origin be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement. 3. CONTRACTOR shall comply with any and all federal laws limiting the political activity of employees hired under this Agreement. 4. CONTRACTOR shall comply with the requirements that no program under the Act shall involve political activities. 25B-8 Page 6 of 15 5. RECORD INSPECTION. CONTRACTOR shall provide the U.S. Department of Labor and the Controller General, by and through any authorized representative, as well as the WIB Administrative Office, access to and the right to examine all records, books, papers or documents relating to the accounting and use of funds under this Agreement for a three-year period from and after the effective date of this Agreement. 6. No person with responsibilities in the operation of any program under the Act shall discriminate with respect to any program participant or any application for participation in such program because of race, creed, color, national origin, sex, political affiliation or beliefs. 7. CONTRACTOR shall maintain appropriate standards for health and safety in work and training situations. 8. CONTRACTOR shall comply with general provisions, assurances, and execute the Assurances and Certifications attached hereto as "Exhibit H" and incorporated herein. 9. EQUAL OPPORTUNITY. Any literature distributed by CONTRACTOR for the purpose of apprising businesses, participants, or the general public of its programs under this Agreement shall state that its programs are supported by the City of Santa Ana and the Santa Ana Workforce Investment Board, and shall state that the program is an "equal opportunity employer/program" and that "auxiliary aids and services are available upon request to individuals with disabilities." 10. Based on the population eligible to be served, or likely to be directly affected by the WIA program or activity, the services or information may need to be provided in a language other than English in order to allow such population to be effectively informed about or able to participate in the program or activity. Pursuant to 29 CFR 37.35, the Contractor must take reasonable steps to provide services and information in appropriate languages after considering the scope of the program or activity, and the size and concentration of the population that needs services or information in a language other than English. 11. CONTRACTOR certifies that all property, finished or unfinished documents, data, studies and reports prepared or purchased under this Agreement, will be disposed of in accordance with the direction of the CITY. In addition, any tools and/or equipment furnished to the CONTRACTOR by the CITY and/or purchased by the CONTRACTOR with funds pursuant to this Agreement, will be limited to use within the activities outlined in this agreement and will remain the property of the United States Government and/or CITY. Upon termination of this Agreement, CONTRACTOR will immediately return such tools and/or equipment to the CITY or dispose of them in accordance with the direction of the CITY. 12. CONTRACTOR certifies that this Agreement does not provide for the advancement or aid to any religious sect, church or creed, or sectarian purpose nor does it help to support or sustain any school, college, university, hospital or other institution controlled by any religious creed, church, or sectarian denomination, as specified by Article XVI, Section 5, of the Constitution of the State of California, regarding separation of church and state. 13. PATENT, COPYRIGHTS AND RIGHTS IN DATA. The CONTRACTOR will disclose to the CITY any invention, written product, computer program 25B-9 Page 7 of 15 developed or data assembled as a result of performance of work under this Agreement within seventy four (74) days of invention, development or assembly. The CITY, State of California, and U.S. Department of Labor will have the right to patent any invention and copyright any written product or computer program or data generated by CONTRACTOR. Upon written request, CONTRACTOR will transfer all pertinent information, specifications and right, title and interest to the designated agency. 14. INVENTIONS, PATENTS AND COPYRIGHTS. A. Reporting Procedure. If any project produces patentable items, patent rights, processes, or inventions in the course of work under a U.S. Department of Labor (DOL) grant or agreement, the CONTRACTOR shall report the fact promptly and fully to the CITY. The CITY shall report the fact to the Grant Officer, at the DOL. Unless there is a prior agreement between the CITY and the DOL and its representative on these matters, the DOL shall determine whether to seek protection on the invention or discovery. The DOL and its representative shall determine how the rightsin the invention or discovery, including rights under any patent issued thereon, will be allocated and administered in order to protect the public interest consistent with the "Governmental Patent Policy" (President's Memorandum for Heads of Executive Departments and Agencies, August 23, 1971, and Statement of Government Patent Policy as printed in 36 FR 16889). B. Copyright Policy. 1. Unless otherwise provided in the terms of the grant or agreement, when copyright- able material is developed in the course of or under a DOL Grant or agreement, the author and the CITY which developed the work is free to copyright material or to permit others to do so. The CONTRACTOR and the Workforce Investment Board (WIB) shall have a royalty-free, nonexclusive and irrevocable license to reproduce, publish, use and to authorize others to use all copyrighted material. 2. The DOL reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for Federal Government purposes: (a) The copyright in any work developed under any grant, sub-grant, or contract under a grant or subgrant; (b) Any right of copyright to which a grantee, subgrantee or a CONTRACTOR purchases ownership with grant support; and (c) CONTRACTOR shall comply with the requirements of 29 CFR Part 97.34. C. Rights to Data. The DOL and the CITY shall have unlimited rights to any data first procured or delivered under this Agreement. 15. CLEAN AIR / CLEAN WATER ACT. If the grant hereunder exceeds $100,000, CONTRACTOR must comply with Section 306 of the Clean Air Act [(42 USC 1875(h)]; Section 508 of the Clean Water Act (33 USC 1368); Executive Order 11738 and Environmental Protection Agency ("EPA") regulations (40 CFR Part 15) as any may now exist or be hereafter amended. Under these laws and regulations, the CONTRACTOR assures that: (a) No facility to be utilized in the performance of the proposed grant has been listed on the EPA List of Violating Facilities; (b) It will notify CITY prior to award of the receipt of any communication from the Director, Office of Federal Activities, U.S. EPA, indicating that a facility to be 25B-10 Page 8 of 15 utilized for the grant is under consideration to be listed on the EPA List of Violating Facilities; (c) It will notify the CITY and the EPA about any known violation of the above laws and regulations. C. CONTRACTOR agrees to adhere to the following STANDARDS OF CONDUCT: 1. General Assurance. Every reasonable course of action will be taken by CONTRACTOR in order to maintain the integrity of this expenditure of public funds and to avoid favoritism. This Agreement will be administered in an impartial manner, free from errors to gain personal, financial political gain. CONTRACTOR, its officers and employees, in administering this Agreement, will avoid situations which give rise to a suggestion that any decision was influenced by prejudice, bias, special interest or desire for personal gain. 2. Employment of Former State or CITY Employ. CONTRACTOR will ensure that any of its employees who were formerly employed by the State of California or CITY, in a position that could have enabled such individuals to impact policy regarding or implementation of programs covered by this Agreement, will not be assigned to any part or phase of the activities conducted pursuant to this Agreement for a period of not less than two years following the termination of such employment. 3. Conducting Business Involving Relatives. No relative by blood, adoption or marriage of any executive or employee of CONTRACTOR will receive favorable treatment when considered for enrollment in programs provided by, or employment with, CONTRACTOR. 4. Conducting Business Involving Close personal Friends and Associates. Executives and employees of CONTRACTOR will be particularly aware of the varying degrees of influence that can be exerted by personal friends and associates and, in administering this Agreement, will exercise due diligence to avoid situations which give rise to an assertion that favorable treatment is being granted to friends and associates. When it is in the public interest for CONTRACTOR to conduct business with a friend or associate of an executive or employee of CONTRACTOR, an elected official in the area or a voting or non-voting member of the Workforce Investment Board (WIB), a permanent record of the transaction will be retained. 5. Avoidance of Conflict of Economic Interest. No executive or employee of CONTRACTOR, elected official in the area, or voting or non-voting member of a WIB, will solicit or accept money or any other consideration from a third person, for the performance of an act reimbursed in whole or part by CONTRACTOR or CITY. Supplies, materials, equipment or services purchased with Agreement funds will be used solely for purposes asserted or allowed under this Agreement. No voting member of the WIB will cast a vote on the provision of services or vote on any matter which would provide direct financial benefit to that member or any business or organization which the member directly represents. 6. Salary and Bonus Limitations. All Subrecipients of WIA program funds are required to comply with federal requirements regarding the limitations on salary and bonus payments in accordance with Public Law 109-149, Section 7013. 25B-11 Page 9 of 15 VII. HOLD HARMLESS A. CONTRACTOR shall indemnify and save harmless CITY, its officers, agents and employees, from and against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its 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, resulting from or arising out of the negligent acts, errors or omission of CONTRACTOR, its employees or subcontractors. B. CONTRACTOR shall indemnify and save harmless CITY, its officers, agents and employees, from and against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of CITY, and shall defend, indemnify and save harmless CITY, its officers, agents and employees, from and against any and all claims, demands, suits, actions or proceedings therefore, resulting from or arising out of the intentional or malicious acts of CONTRACTOR, its employees or subcontractors. C. Both parties to this Agreement shall agree to defend, indemnify, and hold harmless the other party, its officers, agents, employees, and volunteers, from and against all loss, cost, and expense arising out of any liability or claim of liability, sustained or claimed to have been sustained, arising out of activities, or the performance or nonperformance of obligations under this Agreement, of the indemnifying party, or those of any of its officers, agents, employees, or volunteers. The provisions of this Article do not apply to any damage or losses caused solely by the negligence of the non-indemnifying party or any of its agents or employees. VIII. INSURANCE 1. Commercial General Liability. CONTRACTOR agrees to obtain and keep in force during the term of this Agreement a policy of comprehensive commercial public liability insurance insuring the State of California, CITY, and CONTRACTOR against any liability for accident, injury or death arising out of or in consequence of this Agreement. Such insurance shall be in an amount not less than One Million Dollars ($1,000,000.00) for any injury to or death of any person or persons in any single accident or occurrence. Said policy of comprehensive public liability insurance shall be endorsed to provide to CITY and to the State of California, Employment Development Department, at least thirty (30) days written notice prior to cancellation; name CITY, its officers, agents, employees, and volunteers, and the State of California, its officers, employees, and volunteers as Additional Insured; and state that such coverage is primary to any other coverage or self-insurance of the State of California and CITY (in substantially the form as Exhibit I, Additional Insured Endorsement, attached hereto). Governmental entities may substitute a certificate of self-insurance. 2. Automobile Liability Coverage. CONTRACTOR shall also obtain and maintain, during the effective period of this Agreement, broad form automobile liability coverage with a $1,000,000 limit unless reduced by CITY, which applies to both owned/leased and non-owned automobiles used by CONTRACTOR employees or participants in performance of this Agreement, or, in the event that CITY will not utilize such owned/leased automobiles but intends to require employees, participants or other agents to utilize their own automobiles in the performance of this 25B-12 Page 10 of 15 Agreement, CONTRACTOR shall secure and maintain on file from all such employees, participants, or agents as self-certification of automobile insurance coverage. Governmental entities may substitute a certificate of self-insurance. 3. Workers' Compensation. If CONTRACTOR is an "employer", as set forth in California Labor Code Section 3300 et seq., or utilizes participants as "employees," as set forth in California Labor Code Section 3350 et seq., CONTRACTOR shall obtain and keep in force during the term of this Agreement full Workers' Compensation insurance coverage for injuries suffered by participants. Said insurance policy shall guarantee CITY at least thirty (30) days written notice of cancellation or modification. CONTRACTOR shall carry medical and accident insurance for those participants not qualifying as "employees" for Worker's Compensation Coverage, pursuant to California Labor Code Section 3350, et seq. 4. Equipment Coverage. CONTRACTOR shall purchase a policy or policies of insurance covering loss or damage to any and all Equipment provided to or purchased by CONTRACTOR in accordance with this Agreement. Said insurance shall be in the amount of the full replacement value thereof, providing protection against the classification of fire, extended coverage, vandalism, malicious mischief, theft, and special extended perils. Governmental entities may substitute a certificate of self-insurance. 5. Proof of Insurance. Certificates and endorsements must be submitted and approved by CITY prior to any work under this Agreement. CONTRACTOR understands that CITY will make no payments under this Agreement until the required certificates and endorsements have been approved by CITY. IX. CORPORATE STATUS All corporate CONTRACTORS shall be in good standing, without suspension by the California Secretary of State, Franchise Tax Board and Internal Revenue Service. Any change in corporate status or suspension shall be reported immediately to CITY. X. ASSIGNABILITY None of the duties of, or work to be performed by, CONTRACTOR under this Agreement shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. CONTRACTOR must submit all subcontracts and other agreements that relate to this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of CONTRACTOR pursuant to this Agreement. XI. LAWS GOVERNING THIS AGREEMENT In its performance under this Agreement, CONTRACTOR shall fully comply with the requirements of the following, whether or not otherwise referred to in this Agreement: 1. The Act and all applicable federal statutes, regulations, policies, procedures and directives, including but not limited to, 20 C.F.R. Parts 652 and 660 through 671. 25B-13 Page 11 of 15 2. All applicable State statutes, regulations, policies, procedures and directives; 3. All applicable CITY policies, procedures and directives; 4. All applicable local ordinances and requirements, including use permits and licensing; 5. Court orders applicable to its operation; and, 6. The terms and conditions of this Agreement. If any of the foregoing is enacted, amended, or revised, CONTRACTOR will comply with such or will notify CITY after enactment or modification that it cannot so comply. CITY may thereupon terminate this Agreement, if necessary. XII. EXCLUSIVITY AND AMENDMENT OF AGREEMENT This Agreement supersedes any and all other agreements, either oral or in writing, between the parties hereto with respect to the employment of CONTRACTOR by CITY, and contains all the covenants and agreements between the parties with respect to such employment. 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, and that no other agreement or amendment hereto shall be effective unless executed in writing and signed by both CITY and CONTRACTOR. XIII. FRAUD CONTRACTOR shall immediately report to CITY all instances and facts concerning possible fraud, abuse or criminal activity relating to expenditure or receipt of funds under this Agreement. XIV. CONTINGENCY OF FUNDS CONTRACTOR acknowledges that approval of and funding for this Agreement is contingent upon State approval, and funds received or obligated from the State of California to CITY. If such approval of funds is not forthcoming, or is otherwise limited, CITY shall immediately notify CONTRACTOR. Within twenty (20) days of receipt of such notice, CONTRACTOR shall modify or cease operations as directed by CITY and negotiate necessary modification to this Agreement and/or reimbursement of costs incurred hereunder. XV. TERMINATION A. This Agreement may be terminated by either party at its sole discretion, upon thirty (30) days written notice to the other party. Notice shall be deemed served on the date of mailing. However, CONTRACTOR may not terminate this Agreement if undue hardship will result to any participant. 25B-1 4 Page 12 of 15 B. In the event CONTRACTOR defaults by failing to fulfill all or any of its obligations hereunder, CITY may declare a default and termination of this Agreement by written notice to CONTRACTOR, which default and termination shall be effective on a date stated in the notice which is to be not less than ten (10) days after certified mailing or personal service of such notice, unless such default is cured before the effective date of termination stated in such notice. If terminated for cause, CITY shall be relieved of further liability or responsibility under this Agreement, or as a result of the termination thereof, including the payment of money, except for payment for approved expenses incurred for services satisfactorily and timely performed prior to the mailing or service of the notice of termination, and except for reimbursement of (1) any payments made for services not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by CITY in obtaining substitute performance. XVI. DISPUTES Except as otherwise provided in this Agreement, any dispute concerning any question arising under this Agreement shall be decided by CITY. In such a case CITY shall reduce its decision to writing and mail or otherwise furnish a copy thereof to CONTRACTOR. The decision of the City shall be final and conclusive unless within thirty (30) calendar days from the mailing or delivery of such copy, CITY receives from CONTRACTOR written request to appeal said decision. Procedures governing the appeal shall be prescribed by CITY and/or the State of California in accordance with the Act and all corresponding regulations and OMB circulars. Pending final disposition of the appeal, CONTRACTOR shall act in accordance with CITY's decision unless the dispute involves a change order. XVII. BREACH - SANCTIONS If, through any cause, CONTRACTOR violates any of the terms and conditions of this Agreement, and/or prior agreements whereby grant funds were received by CONTRACTOR pursuant to this Agreement, or if CONTRACTOR reports inaccurately or if any Audit Report makes disallowances, CONTRACTOR shall promptly remedy its acts or omissions and/or repay CITY all amounts due CITY as a result of CONTRACTOR's violation. For any such failures or violations, CITY shall also have the right at its sole discretion to either: (1) discontinue program support until such time as CONTRACTOR fulfills its obligations or remedies all violations of this agreement or prior agreements; and/or (2) collect outstanding amounts as determined by CITY due CITY by offsetting or debiting from current claims or invoices, if after thirty (30) days' written notice CONTRACTOR has failed to repay same or a repayment schedule has not been made; and/or (3) terminate this Agreement by giving written notice to CONTRACTOR of such termination in accordance the notice provision in Paragraph XVIII herein below. XVIII. NOTICES All notices, reports and correspondence between the parties hereto respecting this Agreement shall be in writing and deposited in the United States Mail, postage prepaid, addressed as follows: 25B-15 Page 13 of 15 CITY: City of Santa Ana Executive Director of Parks, Recreation & Community Services 26 Civic Center Plaza (M-75) Santa Ana, CA 92702 and, CLERK: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Telefacsimile (714) 647-6956 CONTRACTOR: Rancho Santiago Community College District Corporate Training Institute 2323 N. Broadway, Suite 328 Santa Ana, CA 92706-1640 ATTN: Ruth Cossio-Muniz XIX. MERGER This Agreement, together with the attachments hereto, expresses the total understanding of the parties. There are no oral understandings of the parties or terms and conditions other than as stated herein. XX. VALIDITY The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. XXI. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 25B-16 Page 14 of 15 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above-written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvalho City Attorney BY: Lisa E. Storck Assistant City Attorney RECOMMENDED FOR APPROVAL: Gerardo Mouet, Exec. Director Parks, Recreation & Community Services CITY OF SANTA ANA, a municipal corporation of the State of California "CITY" By: Paul Walters City Manager "CONTRACTOR" BY: Peter J. Hardash Vice Chancellor of Business Operations Fiscal Service 25B-17 Page 15 of 15 25B-18 Attachment A (Cover Page) PROPOSER APPLICATION Agency Legal Name City of Santa Ana Parks, Recreation & Community Services Agency DBA Santa Ana Public Ubrary Program Name Seeds To Trees Digital Media Technology Academy Agency Address 26 Civic Center Plaza, M-75, Santa Ana, Ca 92702 Contact Person & Title Cheryl A. Eberly, Principal Librarian Email ceberly@santa-ana.org Telephone # 714-647-5288 Fax # 714-647-6913 Federal ID Number 95-6000785 AGENCY STATUS Public Non-Profit Co ration Private Non-Profit 100+ Private for Profit Government X Other Years in Operation? PRIMARY FUNDING SOURCES Funding Source WIA Santa Ana General Fund CDBG Laura Bush Grant Time Warner Franchise Amount $160,000.00 $145,470.00 $20,767.00 $71,435.00 $25,132.00 HOURS OF OPERATION AND DAYS Days Monday Tuesday Wednesday Thursday Friday Saturday Sunday Hours 10 am-9 pm 10 am-9pm 10 am-9 pm 10 am-9pm 10 am-6pm 10 am-6pm MY ORGANIZATION WILL OFFER THE FOLLOWING WIA ELEMENTS FOR YOUTH: Tutoring, study skills, training, and instruction, leading to completion of secondary school, including dropout prevention strategies x Alternative secondary school services, as appropriate Summer employment opportunities that are directly linked to academic and occupational learning Paid and unpaid work experience, including internships and job shadowing X Occupational skill training, as appropriate, or paid OJT X Leadership development opportunities, which may include community service and peer centered activities encouraging responsibilities and other positive social behaviors during non-school hours X Supportive Services X Adult Mentoring for the period of participation and a subsequent period, not less than 12 months X Follow-up services for minimum of 12 months after the completion of participation X Comprehensive guidance and counseling, may include druglalcohol abuse counseling X TARGET POPULATION Older Youth 20 Younger Youth Out-of-School 8 in-School 12 # of Youth to be Served in 2012/2013 20 Total WIA Funds Requested $160,000.00 In compliance with the RFP noted above, and subject to the conditions thereof, the undersigned offers to furnish the services stipulated and certifies he has read, understands, and agrees to all terms, conditions, and requirements of this RFP and is authorized to contract on behalf of the agency named above. Signature Director Parks and Title Recreation Services Date 3/5/2012 Exhibit A 25B-19 REQUESTS FOR PROPOSALS (RFP) FOR YOUTH PROGRAM OPERATORS PROGRAM YEAR 2012/2013 SEEDS TO TREES: DIGITAL MEDIA TECHNOLOGY ACADEMY SANTA ANA PUBLIC LIBRARY In Partnership With RANCHO SANTIAGO COMMUNITY COLLEGE DISTRICT Exhibit A 25B-20 I.PROPOSAL NARRATIVE A. Executive Summary The "Seeds to Trees Digital Media Technology Academy" program developed by the Santa Ana Public Library in partnership with the Rancho Santiago Community College District's (RSCCD) Corporate Training Institute (CTI) and Digital Media Center (DMI) will provide training and work experience in various fields of digital media technology for 20 youth ages 16-21 (please refer to Attachment #1 for an MOU of the partnership). Of these 20 WIA eligible student interns, 8 youth (40%) will be "Out-Of-School Youth" (ages 16-21) and 12 youth (60%) will be "In-School Youth" (ages 16-21). A minimum of 3 youth (15%) will be either probation youth, youth in foster care or youth with disabilities. The Santa Ana Public Library currently is in the end of the third quarter of our 2011-2012 Youth WIA "Seeds to Trees Digital Media Technology" program. Thus far the program has been a success with 100 percent of participant enrollment achievement in the first quarter and 100 percent participant Digital Media Pre-Production certification in the beginning of the third quarter, as well as posting educational, and employment gains achieved by program participants ( please refer to attachment #4 for a program progress report). In a recent program participant survey, 100 percent reported an increase in work experience skills, 70 percent reported academic improvement since enrollment, and 70 percent reported that they were strongly interested in pursuing a career in digital media (attachment #5 Survey results). The 2012-2013 Seeds to Trees Program hopes to continue this successful program, which utilizes the library's Circle of Mentoring model and funds from the IMLS Laura Bush 21' Century Librarian grant to provide a tiered program of instruction, mentoring and employment for youth with the aim of introducing them to and training them in the digital media skills essential to the library profession as well as other professions. The keystone of the WIA program is that it provides training in all aspects of video production and a hands-on opportunity to produce video content for the city's CTV-3 channel. In addition to the current WIA and Laura bush projects, the Santa Ana Public Library has extensive programming for teens and young adults which is supportive of WIA goals. The program will provide participants with WIA Elements 1 and 4 through 10. The program will offer students occupational skill training in digital media technology through the Rancho Santiago Community College and its Corporate Training Institute (CTI) Program (5), as well as paid work experience producing videos for the city's CTV-3 channel and design/content for various agency and affiliate web sites (4). During their work experience, the teens will operate in teams, where the need for teamwork will help them to develop an understanding of the importance of responsible behavior and an opportunity to display leadership (6). During the entire learning and working period, youth will be mentored and supported by adults and responsible young adults from the library and the College District (8), and provided with the educational materials and equipment required to successfully complete the program (7). Youth will also receive tutoring, study skills training, and instruction on a one-on- one basis to put them on a path towards secondary school completion, or GED attainment (1). A licensed Masters in Social Work intern (MSW) skilled in a variety of fields, including addiction and family counseling, will be available to students as needed (10). It is planned for all 20 interns to obtain a Digital Video Preproduction Certificate by the end of the 18th week and a Digital Media Technician Certificate by the end of the 28`h week of their training and education program from the RCSSD Digital Media Center and . Sixteen (80%) of the most promising students will then graduate to a more intensive apprenticeship program of training that will result in an advanced certificate, and will be eligible to participate in the paid work experience element of the program at the Santa Ana Public Library. During the entire program, classes in basic academic skills will be conducted by program staff for students with educational deficiencies. These program elements will insure that students graduate from the program satisfying WIA performance goals, and better prepared for an effective working life. Of the 20 youth the program will enroll, it is anticipated that 13 youth (65%) will enter post-secondary education and/or employment, 12 youth (61 %) will attain RSCCD accredited certifications in Digital Media Technology, and 8 (40%) of youth will attain an increase in literacy/numeracy proficiency rates. Exhibit A 25B-21 The program aims to provide participants services in the following areas: Work Experience, Vocational Training and Certification in Digital Media Technology, educational support, civic engagement and leadership development, entrepreneurship training, life skills development, college skills development, job search training, mentorship, and follow-up services. Classes will be conducted by qualified teaching staff from Rancho Santiago Community College, and will be supplemented by workshops in academic and life skills development conducted by library and project staff. Work experience will occur as appropriate: in the library, in the digital Media Center, and in the field, as interns complete projects that explore and document the needs of their community. The amount requested to provide these services is $168,545.00 B.Pro¢ram Description The "Seeds to Trees Digital Media Technology Academy" program developed by the Santa Ana Public Library in partnership with the Rancho Santiago Community College District's (RSCCD) Corporate Training Institute (CTI) program is a free comprehensive apprenticeship program comprised of paid training and work- experience student internships for 20 youth ages 16-21 leading to certifications in the fields of digital media technology. Of these 20 WIA eligible student interns, 8 youth (40%) will be "Out-Of-School Youth" (ages 16- 21) and 12 youth (80%) will be "In-School Youth" (ages 16-21). This program will promote the Santa Ana Youth Council's (SAYC) vision for Santa Ana Youth by creatively addressing each one of the major target areas in the SAYC's vision. Having identified the need for community savvy digital content producers, the Santa Ana Public Library and RSCCD will provide an opportunity for youth participants to learn valuable job skills while contributing to their community's knowledge of youth related issues. While the program has a certain amount of structured content creation, the students themselves will be given a large amount of opportunity to voice their own unique perspective on the issues facing Santa Ana youth. By tapping into this creative partnership between the SAPL and the RSCCD, both institutions will increase their capacity to serve youth patrons. Advances in information technology have inundated the lives of millions with a vast amount of media. User generated content has fast become a source of news, entertainment, and artistic expression for an entire generation of web savvy individuals. As e-commerce continues to grow at faster rates than the rest of the economy, the ability to express one's insights with multimedia presentations has become an increasingly marketable skill. Those individuals with the proper training and knowledge of digital creation tools will be in a prime position to excel in a 218' century economy. Many of our local youth are already naturally web savvy and are open to the idea that they could one day follow a career in digital content creation. In this way, the digital media academy taps into a youth's desire for self expression and teaches valuable work skills in the process. The program aims to provide participants services in the following areas: Work Experience, Vocational Training and Certification in Digital Media Technology, educational support, civic engagement and leadership development, entrepreneurship training, life skills development, college skills development, job search training, mentorship, follow-up services. Work Experience (Santa Ana Public Library): Upon WIA eligibility determination and acceptance into the "Seeds to Trees Digital Media Technology Academy", all 20 youth participants will be hired as work experience employees (WEX) for a period of 9 weeks. Participants will work 8 hours a week, and of that 4 hours will be in-class training and the other 4 hours will be on-the job work experience as production crews responsible for creating content and programming that will be broadcasted on Santa Ana's library-run CTV3 station and website. After the initial 9 week WEX experience, all 20 participants will be hired on as paid library page student interns with the Laura Bush grant program and will be put on the payroll of the Parks and Recreation Department of which the Santa Ana Public Library is a division. Participants will work 9 hours a week, and of that 4 hours will be in-class training and the other 5 hours will be on-the job work experience as production crews. They will focus primarily of producing health and fitness related programming and pre- production research and development on other programming topics such as "Green Living", history and news. The work-experience occurs concurrently with the class-room training in a project-based learning approach, because it gives interns an opportunity to immediately put their in-class skills to work. This portion of the work Exhibit A 25B-22 experience will run for approximately 20 weeks and will culminate in successful interns receiving a Digital Media Technology Pre-Production and Digital Media Technician certificate. Upon completion of their Digital Media Technology certification requirements, 16 student interns will be given the opportunity to continue their work-experience in the form of employment in 12 hours per week Digital Media Technology Apprenticeships. As apprentices they will continue to enhance their production skills and will work on developing and producing additional television programming on green living, nature, history, current events, literacy, music, arts and sciences, along additional health and fitness programs (please refer to attachment #6 for projected program topics and shows). The apprenticeship will be a 12 week program and upon successful completion of designated program goals, which will be outlined in the program timeline section of this narrative, participants will receive a Digital Media Technology Apprentice certificate from RSCCD Corporate Training Institute. As part of their paid work experience, all participants will blog weekly about their internship experiences and progress in a "Seeds to Trees Academy" website (http://Nv,.Yw.seedstotreesacademy.co mn and will upload their digital media creations in a "Seeds to Trees Spotlight" blogsite (httu'//www.seedstotreesshotli t.com/). Interns will also upload their videos on our "Santa Ana Public Library" YouTube channel (http:/*v-4•w.youtube.com/user/SantaAnaLibrary) , and join our agency Facebook page (htlp://www.facebook.com/SantaAnaPRCSA). Vocational Training and Certification in Digital Media Technology (RSCCD-CTI/DMC): Student interns will receive introductory and intermediate level training in the following areas: 1) Video Production, 2) Graphic Design, 3) Digital Music Production, 4) Web Design, 5) Script-writing and 6) Marketing (refer to attachment #7A for a curriculum syllabus). Interns will attend these digital media technology classes for 4 hours a week for 18 weeks. The successful completion of this portion of the in-class training and concurrent on-the-job training will result in RSCCD-CTI awarding interns certificates in Digital Media Technology Pre-Production. Student interns then will be able to specialize and receive additional training in Web Design, Video Production, or Digital Music Video Production. Interns will attend these specialty training sessions for 4 hours a week for 10 weeks. The successful completion of this portion of the in-class and on-the job training will culminate in RSCCD-CTI awarding interns certificates in their respective Digital Media Technology specialties. Student interns who continue to work as Apprentices will receive instruction in marketing and be required to attend a two- hour per week, two month long intensive marketing course towards the end of their apprenticeship in order to receive their Digital Media Technology Apprentice certification from RSCCD Corporate Training Institute. During the course of their coursework all interns will also develop a personalized Digital Media Portfolio that they can utilize when applying for jobs, to colleges, and in advertizing their skills if they choose to pursue a freelance career (see attachment #7B for certificate requirement checklist). Educational Support (Santa Ana Public Library): The Santa Ana Public Library currently runs an after- school tutoring program in its Central Library and Newhope Learning Centers as well as in its Central library and Jerome TeenSpace programs. At TeenSpace the mission is to increase the scholastic skills of our patrons in an effort to turn them into the conscientious citizens that our community so badly needs. We foster the development of critical thinking skills through our various academic programs, which include Reading Buddy, a weekend class that pairs elementary students with teen mentors, and the GED Completion program, which helps high school dropouts prepare for the GED examination and sometimes reroutes them into a non-traditional diploma-granting programs (attachment #8). We increase fluency, reading comprehension, vocabulary development, and the overall love for reading by employing culturally relevant pedagogical techniques and active teaching strategies to scaffold for all of our students. A research-based program called Read Naturally is used to identify the shortcomings of our students before we design a custom program for their success. Similarly, our mathematics tutoring program is tailor made to meet the specific needs of students in a one-on- one fashion. Our highly trained senior tutors are capable of bolstering students' numeracy skills in the areas of algebra, geometry, statistics, calculus, and more. Additionally, Senior Tutor/mentors utilize TeenSpace math and English computer software applications as a creative strategy to assist their students in increasing their literacy and numeracy gains All WIA participants will have access to these tutoring services. Prior to acceptance into the program, all WIA enrolled youth will take a TABE test to assess their levels of basic skills. All enrolled youth who are basic skills deficient will be assigned a TeenSpace Senior Tutor/mentor who will Exhibit A 25B-23 schedule time to tutor them on a daily or weekly one-on-one basis to help increase their basic skill level to the 9`h grade level. Students who are not basic skills deficient will also have access to one-on-one hands-on tutoring, primarily in English (as this is what is most needed in the production field) with the goal of increasing the grade levels of their English abilities. Tutoring help will be provided to in-school youth who are in 12`h grade to help them to complete their high school diplomas. Out of school youth who do not possess a high school diploma must enroll in the library GED completion program in order to receive additional assistance in order to complete their GED. Civic Engagement and Leadership Development (Santa Ana Public Library): All student interns will spend a portion of their on-the-job work time assisting TeenSpace staff in one of our "Buddy" programs. As part of the "Buddy " program, student interns will be given the opportunity to learn to mentor and serve as role models to younger children (4-11) in a variety of our ongoing "Buddy" programs such as "Reading Buddy", "Math Buddy", "Art Buddy", "Sports Buddy", "Healthy Buddy", "Garden Buddy", "Acting Buddy" and "Science Buddy ". All interns will have the opportunity to join the Teen Library Club volunteer program, and participate in the Club's many community and library volunteer service projects, such as the Santiago Creek Clean-ups, OC Marathon Clean-ups, Heritage House Gala Fundraisers, Autism Walk, Library Halloween Haunted House, Santa's Corner, and Library Book Sales. Interns will also have the opportunity to develop their leadership skills at a Teen Library Club Youth Leadership Institute that will be held in January 2012. The Youth Leadership Institute will be a one-week event culminating in weekend over-night stay at the library. They will further fine tune their leadership skills when they attend TeenSpace "Public Speaking" workshops. Entrepreneurship: All student interns will receive instruction in the basics of marketing strategies during the course of the in-class training. Participants in the Digital Media Apprenticeship Program will be enrolled in an advance marketing course in order to learn how to promote themselves and gain important skills to build their own digital media freelancing work career. Interns will also be taken on a fieldtrip to a Public Relations firm as part of their marketing coursework. In addition to this, all student interns will attend several workshops put on by the RSCCD Youth Entrepreneurship Program (YEP) at the Santa Ana Public Library as part of their on-the job work experience. Upon exiting the program all participants will be able to enroll in the YEP program to further gain training and development in building their own digital media freelancing business. (Please refer to attachment #9) Mentorship: Mentorship has always been a cornerstone of the Santa Ana Public Library's Teen (12- 18) and Young Adult (18-24) programming, and thus it will be a cornerstone of the "Seeds to Trees Academy" program as well. All program participants will be assigned a Tutor Mentor, who they will meet with on a weekly basis as part of their on-the job training. They will discuss the progress of their vocational and on-the job training as well as any additional educational, tutoring or support service needs that they may have. Tutor Mentors, will provide the necessary resources to meet their mentces needs (please see attachment #10 for a list of resources). Tutor Mentors will also schedule their mentees' tutoring times at this meeting. In addition to mentoring from their assigned Tutor Mentors, interns will also receive mentorship on their particular production projects from project mentors. These Project Mentors will be responsible for helping interns develop and produce content for programming on specific topics (please see attachment #11 for a list of tutor mentors and project mentors). They will also receive mentoring from the Lead Case Manager who will meet with them on a bi-monthly basis to track their progress, and needs. Interns will also receive additional mentoring from their in- class vocational training instructors (please see attachment #12 for a list of RSCCD vocational training mentors). Life Skills: During the course of their on-the-job work experience, all interns will be assigned to attend several life skills development workshops in areas of financial management, healthy living, green living, and independent living domestic skills like cooking, gardening and sewing basics. All these are programs that are a part of ongoing TeenSpace programming (refer to attachment #13 for a list of current TeenSpace programs). Exhibit A 25B-24 College Skills: Interns will attend workshops on college searches, college applications, scholarships and financial aid as part of their on-the-job training. Interns will also be taken on fieldtrips to local colleges, like Santa Ana College, Cal State Fullerton, Chapman University and the Art Institute in Santa Ana. Career Skills and Job Search Training: Interns will attend career skills workshops on resume and cover letter creation, interviewing techniques and "Dressing for Success" as part of their on-the-job training. Interns will also attend workshops on job searches, submit applications, and post their resumes on careeerbuilder.com when they are nearing the completion of their program (attachment #14). Follow-up Services: Program staff will maintain monthly contact with the graduates for 12 months after graduates exit the program. Staff will provide 12 months of follow-up, education and job-retention support to graduates, as well as ongoing coaching and mentoring when necessary. Transition assistance into Santa Ana and Orange Coast College will also be provided to youth who decide to pursue higher education. Support Services: Interns will be provided with transportation between training sites in library vans driven by qualified drivers, and will be provided with similar transportation between work sites during the work experience phase of the program. Four times per month, a trained Masters in Social Work intern will be present in the library to talk with interns about personal and learning issues. In addition to counseling interns, she will assist staff in referring interns and their families to needed social service providers. There is an anticipated growth rate of 8-24% in jobs that require web and video production skills and media savvy public relations skills. This is a high growth field, and interns will be encouraged to further their education to take advantage of this market need. As the youth complete this program they will be taught industry techniques that freelancers use to procure work in a highly competitive environment. Each one of the students that completes the program will have established a digital portfolio containing samples of the media that they created during the duration of the internship. Ultimately, positive career prospects will help to provide these students with the ability to continue down the path of self sufficiency. C. Priority Services Targeted Youth Groups: The "Seeds to Trees" program plans to recruit at least 3 youth (15%) from either probation and/or foster youth backgrounds. Probation Youth: The "Seeds to Trees Academy" program plans to recruit youth who are on probation through our partnership with the Orange County Probation Department. We have had tremendous success with probation youth community service volunteers. Forty to fifty probation youth volunteer at the library annually, and ten to fifteen of those remain as volunteers after their service hours are completed. We currently run a program specifically aimed at probation youth that includes workshops on adolescent behavior and attitudes and how they resonate in a student's life, as well as classes in needed academic subjects (attachment #15). Foster Youth: We currently have a waiting list of foster youth referrals from a senior social worker for the Orange County Social Services Children and Family Services. We will be recruiting new participants from this referral list, as well as be accepting new referrals from the Orange County Social Services Children and Family Services Department. The library has a long and successful association with the Orange County Foster Youth Collaborative and the Eliminating Racial Disparity & Disproportionality Advisory Group. Project Director has been attending meetings for both these groups since 2009. Additionally, since several project employees are former emancipated foster youth, we will have staff on hand uniquely qualified to assist foster youth interns. Youth with Disabilities: Youth with physical disabilities will be welcome in the program, as will youth with mild learning disorders. Youth with severe cognitive disabilities will find the educational components of the Exhibit A 25B-25 program too demanding. With space in the program limited, it is necessary to offer the training only to those who can benefit from it. Targeted Projects: Green- Collar Careers: One of the television programming projects that "Seeds to Trees" student interns will produce will focus on sustainable green living. Tentatively titled "It's a Green Life", this project is currently in its pre-production research and development phase. Student intems will get the opportunity to further research topics on "green living" that they will then compile and put together in monthly mini- documentary segments while they participate in our "Green Teens Green Living and Sustainability Group" (attachment #16). These segments will focus on informing the public on various aspects of living a "green conscious" life, including informing them on technologies such as solar paneling installation that are available to assist them in this pursuit. While not technically a hands-on green collar career pathway, this type of programming focuses on the importance of "green" journalism that seeks to inform and instruct the public on "green technology", promote sustainability awareness and seek out "green collar" services for their businesses and homes. As such, it also works as a promotion tool for green collar career services. STEM: The entire core of the "Seeds to Trees" Digital Media Technology Academy is a focus on media technology and therefore is very STEM (science, technology, engineering, and mathematics) career conscious. In addition to this focus on digital technology, many of the topics on which student interns will be producing television programming are related to science, technology and engineering, and while not directly related to mathematics, will instill an appreciation for math in the viewer. Some programming topics that student interns will research, develop and produce programming for are: "Do It Yourself Arts and Science Projects", "Focus on Nature" and "Citizen Scientists", which they will pursue in collaboration with our TeenSpace Citizen Scientist and Engineering Corps (attachment #17). Participants will also be able to gain important skills in science instruction by participating in our "Science Buddy" programs (attachment #18). An added bonus to our TeenSpace STEM program is the new partnership that we have formed with UCLA's Institute of Electrical and Electronic Engineers (IEEE). Engineering Students will be running quarterly engineering workshops to introduce teens to the engineering field (attachment #19). WIA participants will assist in recording and producing videos of these workshops for broadcast on CTV3. Work Experience: The entire format of the "Seeds to Trees" academy program is one that focuses on work experience. First, youth are hired as Work Experience employees (WEX) and then they are promoted and hired on as Library Page interns and paid an hourly wage to receive a complete in-class and on-the-job training work experience that they can use to propel them into higher education, employment and/or self-employment as freelance entrepreneurs. D. Proeram Timeline The "Seeds to "Trees" Digital Media Academy will progress according to the following phases with appropriate vocational training and on-the-job training components provided at each phase: Ground-work level - Intake and Seed Planting, Level 1 - Seed to Sprout Growth Phase, Level 2 - Sprout to Sapling Growth Phase, Level 3 - Sapling to Young Tree Growth Phase, Level 4- Young Trees Apprenticeship Phase and Level 5 - Young Trees Transplanted Phase for follow-up services. (Please refer to attachment #20 for a chart breakdown of this timeline and attachment #21 A for a calendar of educational and program activities) Ground Work Level- Intake and Seed Planting: This portion of the program will occur at the start of the grant cycle 7/1/2012. Prior to the start of the program, the library TeenSpace staff will recruit new participants from those participants waitlisted during the current 2011-2012 WIA program. Additionally, staff will promote Exhibit A 25B-26 the upcoming "Seeds To Trees" program during its Summer Volunteer Institute program, which annually recruits over 120 summer volunteers, many of which are WIA eligible, and the Institute's Probation Youth Community Service program which has an average annual participation of 40- 50 youth on probation. In addition to recruiting from its pool of WIA eligible summer volunteers, staff will also make presentations at Orange County FYO (Foster Youth Outcomes) meetings, and at local Santa Ana High Schools to recruit candidates for the program (refer to attachment #21B for recruitment flyer). We will begin accepting notices of interest into the Seeds To Trees Digital Media Academy in May and begin distributing and accepting applications, including assembling all documents required by the Service Navigator to determine youth WIA eligibility. Once youth eligibility is confirmed, youth will be hired as Work Experience employees (WEX). It is anticipated that all this will occur in the months of July August, and September, 2012. Ground work phase will culminate in a "Seed Planting" Orientation, where all Student Interns and their parents/guardians (under 18, parental attendance is required) will be given an overview of the entire program. The goal at this point to have already recruited and enrolled at least 15 (75%) of total 20 youth participants planned in the program. During this phase, all student interns will also take a TABE assessment test to determine their basic skill level. (Please refer to attachments #3A- #3Q for all intake and eligibility forms) Level I - Seed Growth Phase (WEX)-4 Weeks X 8hrs/wk (4 hrs training: 4 hrs work exp) Anticipated Start Date / Duration and Recruitment Goal: 9/24/2012-10/20/2012 (15 Student Interns (75%) In-Class Vocational Training: Four weeks of introductory course material for up to 20 students, providing 10 two-hour sessions conducted biweekly, covering the following six subjects: Video Production, Script-writing, Web Design, Graphic Design, Digital Music Production and Marketing. Sessions will include both in-class work and field trips. Classes will take place twice a week and last two hours each. On-The-Job Work Experience: During the first four weeks, participants will work with different project mentors on a rotating basis, and will learn about the various topics for which they will assist in producing television and web content. Also at this time they will focus on assisting project mentors working with the Youth Health Ambassador volunteer program, who have already been producing health related CTV3 programming such as Small Steps/Pasos Pcquenos Towards Healthy Living mini-documentaries, TeenSpace Cooks television show, and the Fitness Buddy workout and nutrition program. Student interns will also be assigned to assist in the various "Buddy" mentoring programs, such as Reading Buddy, Math Buddy, Art Buddy, Fitness Buddy, Healthy Buddy, Science and Garden Buddy. Interns will work a rotating schedule so that they will be able to have experience assisting in all the "Buddy" programs. Students will also begin meeting with their assigned Tutor Mentor in a weekly 30-minute face-to-face sessions. Interns will also attend Teen Healthy Living workshops. Services Provided and Interventions: These will include tutoring assistance, enrollment in the library's GED completion program, transportation from the Santa Ana Public Library to classes held at the Digital Media Center, Jerome TeenSpace or Santiago Canyon College site as well as transportation to all the vocational training related fineldtrips. Tutor Mentors will also provide referral to additional supportive services as needed (please refer to attachment #10 for a list of referral agencies). A licensed MSW intern will be onsite at the library 4 times per month to provide counseling services to interns. Interns who are basic skills deficient and/or having difficulty understanding coursework will be scheduled to receive intensive one-on-one tutoring to help them become more proficient. Level 2 - Sprout Growth Phase (Part 1-WEX)- 5 Weeks X 8hrs/wk (4hrs training: 4hrs work exp) - Sprout Phase (Part 2- Library Page Inter)- 9 Weeks X 9hrs/wk ( 4hrs training: 5hrs work exp) Start Date and Duration and Recruitment Goal: 10/21/2012-1/26/2013 (20 Student Interns (100%) In-Class Vocational Training: Four months of subject-specific classes conducted biweekly for two hours per class. Classes will include Graphic Arts, Web Design, Script Writing, and Video Production. Each class will consist of 4 modules of one-month each, with 15 students rotating through each class at one-month intervals. There will also be a four-month Digital Music Production class provided for a selected group of 5 students not included in the four conventionally structured courses. On-The-Job Work Experience: For the initial 5 weeks (Part 1) of this sprout phase, participants will still be WEX employees. At that time, participants will enter into Part 2 of the Sprout phase, and will be hired as Laura Bush grant Library Page Interns and placed on the Exhibit A 25B-27 Department of Parks and Recreation/Library Services Payroll. At this point, they will be assigned to specific project mentors in charge of specific topics (please refer to attachment #11 for a list of project mentors and their respective project areas). They will focus on gathering research and pre-production information to assist mentors in developing topic programming. Information can be in the form of footage, media resources and fact- checking about the various topics for which they will assist in producing television and web content. They will continue to assist project mentors working with the Youth Health Ambassador volunteer program. Student interns will also be assigned to a specific "Buddy" mentoring program. Students will continue to meet with their assigned Tutor Mentor in 30-minute, face-to-face sessions. Interns will attend the weeklong Teen Library Club Leadership Institute program scheduled for a week in January 2012. Teens will assigned to attend life skills workshops in Green Living and independent living domestic skills like cooking, gardening and sewing basics. Services Provided and Interventions: These include continued tutoring, GED completion, transportation, referrals and access to weekly onsite licensed MSW intern. Interns who are basic skills deficient and/or having difficulty understanding coursework will be scheduled to receive intensive one-on-one tutoring to help them become more proficient. Certification Upon Completion: Digital Media Technology Pre-Production Certificate Level 3 - Sapling Phase (Library Page) -10 Weeks X I0hrs/wk (4hr training: 6hrs work exp) Start Date and Duration and Recruitment Goal: 1/27/20134/2/2013 (Retention of 20 (100%) Students) In-Class Vocational Training: Two months of Concentration Courses. Students will be provided with two- hour, biweekly classes in either Web Design or Video Production. Five students will attend two-hour, biweekly classes in Digital Music Video Production. Students will work on their on-the-job assigned production project assignments during these classes. Students will assemble their Digital Media Portfolio. On-The-Job Work Experience: Interns will began working in groups to produce programming in the areas to which they had been assigned. Working in groups interns will produce a total of two videos that will be broadcasted on CTV3, and also generate web content on assigned topics. Students will continue to meet with their assigned Tutor Mentor in 30-minute, face-to-face sessions. Interns will also begin attending an 8-week long Entrepreneurship Training Seminar, presented by the Youth Entrepreneurship Program (YEP) at RSCCD. Interns will be assigned to attend life skills workshops in Financial Management and independent living domestic skills like cooking, gardening and sewing basics. Interns will be assigned to also attend workshops on developing their College Skills, Career Skills and Job Search Skills. Services Provided and Interventions: same as previous phases. This will mark the end of the program for 4 of the program participants. Certification upon Completion: Digital Media Technician Certificate. Level 4 - Young Tree Apprenticeship Phase -12 Weeks X 12hrs/wk (work and on the job classes, marketing training). Top performing student interns (with priority given to out-of-school youth) will be selected to continue with the program and obtain an additional certification. Start Date and Duration and Recruitment Goal: 4/7/2013-6/30/2013. 16 (80%) Student interns will be promoted to apprentices. In-Class Vocational Training: Two months of two-hour, biweekly classes in Marketing. During the last two months of the program, while the students are completing apprenticeships at the library, they will attend two-months of marketing training in seven-student cohorts. On-The-Job Work Experience : Apprentices will work on pitching and producing their own projects based on the topic groups they have been assigned, will work in teams and produce a minimum of 3 shows per team in respective topic fields. Services Provided and Interventions: same as previous phases in addition to hands-on job searching assistance, college application assistance and digital media portfolio development. Certification upon Completion: Digital Media Apprentice Certificate Level 5 - Young Trees Transplanted Phase (follow-up and retention services). As mentioned in the previous section describing the program, all youth will receive follow-up services in the form of monthly contact with the graduates for 12 months after graduates exit the program. Staff will provide 12 months of follow-up, education and job-retention support to graduates, as well as ongoing coaching and mentoring when necessary. Transition assistance into Santa Ana and Orange Coast College will also be provided to youth who decide to pursue higher education. Project participants who are more entrepreneurial in spirit will also be referred to continue with the Exhibit A 25B-28 Youth Entrepreneurship Program at RSCCD. A majority of the graduation age (seniors) in-school interns and out-of-school participants will be encouraged to continue their education at the community college or college level upon completion of all their high school graduation or GED requirements. Caring mentors and teachers cannot solve all of a student's future employment problems. Through this "Seeds to Trees Digital Media Technology Academy" program, students will be encouraged to seek training in technologically sophisticated fields. Santa Ana Public Library is committed to providing the brightest possible future for our young people. It is vital for them to have opportunities to develop skills that will provide them a path into growing industries. An examination of the occupational outlook for California and the nation for the next decade suggests that technology related skills can provide that path. According to the California Occupational Employment projections for 2010-2012, the majority of industries in California are expected to grow only 3.8 percent over the next two years. Yet, jobs in information, communications and technology fields will grow 7 percent over that time period, according to the most recent study of California's job situation by BW Research and California Community Colleges Economic and Workforce Development Centers of Excellence and the Mid-Pacific ICT Center. Occupations such as Film and Video Editors, Multi-Media Artists, and Animators are expected to grow because of the rising demand for films for home entertainment options such as cable, satellite, and Netflix. In the longer term, the Bureau of Labor Statistics' latest Occupational Outlook (ligpL/hzN,,!Ai,.bli.gov/oco/ocOS090.11tin ) suggests that video and web design-related employment will grow between 8 and 24 percent in the next ten years (please refer to attachment #22 for more detailed breakdown). And these projections cannot anticipate the growth of new professions that may develop from these paths in the future. E. Goals/Objectives and Performance Levels: All the services provided by the Seeds to Trees Digital Media Technology program will serve to encourage participants towards fulfillment of the WIA performance goals. Since the project provides interns with an insight into a higher education training experience, we anticipate that out of the 20 students we will enroll in the program, 13 (65%) will attain placement in post secondary education and/or employment. During the course of the program, participants will be receiving several certifications reflecting varying degrees of Digital Media Technology expertise from an accredited institution of higher learning (RSCCD). Due to this, it is anticipated that at minimum 12 (61 %) youth will receive certification upon completion of program levels. These youth will possess one, two or all of the following certificates: 1) Digital Media Technology Pre- Production Certificate, 2) Digital Media Technician Certificate 3) Digital Media Technology Apprentice Certificate. In addition to these certificates, we anticipate that 4 (61% ) of our youth participants who did not possess a GED certificate or high school diploma will also acquire a GED certificate or high school diploma upon completion of the program in June 2013. Our program has a strong hands-on, one-on-one tutoring component, and this will create an increase in literacy and numeracy proficiency among at least 8 (40%) of our youth participants. For our current 2011-2012 WIA youth program, we had set our performance measures at 65% (13 youth) for placement in employment and education, 61% (12 youth) for degree or certificate attainment and 40% (8 youth) for literacy numeracy gains. Thus far, 30% (6 youth) have had placement in employment and/or education, 100% (20 youth) have received their Digital Media Technology Pre-Production Certificate, and although we have not TABE tested yet for literacy numeracy gains, 70% (14 youth) have reported academic improvement since program enrollment in a recent survey (Attachment D2). We will monitor program activities and manage for performance via youth surveys (attachment #23), tutor mentor weekly progress notes, and lead case manager bi-monthly youth meeting progress reports that will help us manage the progress of our youth participants, and allow us to adequately meet their tutoring and Exhibit A 25B-29 supportive service needs (please refer to attachments #3R- #3W for these forms). This will help us continuously track, and assist our youth in raising their basic skills proficiency. Continuous improvement measurement requires baseline figures from which to gauge performance. The program will begin with an objective evaluation of the interns' technical and academic skills and a survey of their own opinion of those skills. The staff will repeat these measurements at the end of each major element of the program, and determine changes required to address weaknesses on programming revealed by these measurements. This will enable staff to quickly shore up or replace program elements that are not accomplishing their intended results. F. Facilities: Educational activities will take place at four sites during open hours, and occasionally during non- traditional hours as programming necessitates: o The Rancho Santiago Community College Digital Media Center at 1300 S. Bristol Street on the cross streets of S. Bristol and W. Wilshire in Santa Ana. The Center consists.of a business incubator for emerging digital media businesses; classrooms equipped with smart technology and a production facilities that serve as the new home of the Santa Ana College (SAC) TV/Video department and SAC-TV. The Center is open to students 8:00 am -11:00 pm Monday- Friday, and some hours on Saturday. o The Rancho Santiago Community College District Office Complex at 2323 North Broadway, Santa Ana, on the cross-streets of N. Broadway and S. Santa Clara. o The Santa Ana Public Library Main Branch located at Civic Center and Ross in Santa Ana. The Main library is open 10 am-9 pm Monday-Thursday, and 10 am - 6 pm Friday and Saturday. Computer labs and classroom space available to students are located in the TeenSpace, the basement of the Main Library, and the Mezzanine. All three areas are wired for data transmission using the City's public access Internet. o The Jerome Recreation Center, located at 716 Center Street in Santa Ana, has a computer lab for teens that is wired for data transmission using the City's public access Internet. Youth will be provided transportation to and from the Digital Media Center, and the Rancho Santiago Community College District Office Complex. Youth employment will take place during open hours at the Santa Ana Public Library Main Branch and at the Jerome Recreation Center. Both are within the city boundaries of Santa Ana. The TeenSpace at Jerome Recreation Center is open 3:00 pm - 8:00 pm Monday-Thursday and 3:00 pm -6:00 pm Friday. Both locations offer teens a designated, specially designed space for them to relax, do homework and meet friends, and are ADA compliant. All sites have internet access. Agency staff will be utilizing various components of PC applications like Microsoft Office suite, Adobe CS5.5 design standard, as well as Mac computers equipped with Final Cut Pro X video production programs. Program managers from both RSCCD and the library have carefully considered the numbers and types of staff required for each class and workshop, and to provide mentoring and support services for interns as they progress through the program. The continuous improvement measurements will provide information that may suggest inadequate staffing in some areas, as will regular meetings of staff and participants. The library is obligated to replace ineffective staff, and/or provide additional staff as circumstances dictate, and has sufficient staffing to do so. Exhibit A 25B-30 11. About Our Organization: Oualifications and Experience: Santa Ana Public Library: The Santa Ana Public library (SAPL) is a division of the City of Santa Ana's Parks and Recreation Department. The administration and management personnel of the department, including the Director's office, accounting, and payroll functions, are housed in the Main Library building and available for participation in the project. PRCSA's staff is experienced in the management of grants and has learned to incorporate the payment of grant-funded interns through participation in the library's federal IMLS grant. The library itself employs 13 full-time librarians, 10 full-time paraprofessionals and 10 full-time clerical personnel. We currently employ 70 part time clerks and tutors in children's, teen and adult programs. Some of our part-timers are paid through the General Fund and others through various grants. The Library's allocation of City General Fund monies for 2011-12 was $2,985,490. Other sources of revenue include a CDBG block grant of $237,000, which supports the Homework Help Centers. We anticipate an equivalent CDBG grant for 2012-13 for this purpose. In 2010, we were the recipient of a three-year Laura Bush 21r" Century Librarian grant of $636,000, and were recently awarded a $49,000 LSTA grant from the State Library's LSTA program, as well as $19,000 in smaller grants from various State Library sources. These monies will supplement the $598,000 added to the 12-13 budget by past grants. Santa Ana was the only public library in the United States to receive a Laura Bush grant in this grant cycle. The grant is to enable SAPL to prepare bilingual youth for careers in librarianship and to help other libraries to learn to do the same. At present over twenty teens and young adults are employed by the library through the Laura Bush grant, and many other young library employees are involved in its skills enhancing activities. The program combines the veteran apprenticeship concept with cutting-edge technology. Laura Bush employees are required to attend a Graphics Design course created and staffed by library staff, and to blog weekly in the project's website about their experiences and what they have learned (,vN ?v.seedstotreesacadem r.ccom). As part of their job experience, they rotate through all of the divisions of the library, assisting librarians with graphic and web design projects, teaching computer skills, and creating and filming content for the City's CTV-3 channel. This focus on technology is responsive to the IMLS mandate amongst agencies serving teens to emphasize the development of STEM (Science, Technology, English and Math) skills. Our experience with Laura Bush and other grants providing mentorship and technology training have enabled the library to smoothly transition into the WIA grant functions provided in 2011-2012 Seeds to Trees Project. Moreover, the Laura Bush grant provides funding to employ youth in the library while they learn and practice skills needed by 21' Century libraries. Among these are all of the skills taught youth through the WIA Digital Media Technology Academy, so that the library has been able to leverage Laura Bush funds to employ WIA youth. In recent years, the library has a record of unusual success in attracting teens to its TeenSpace and supporting them through its many programs. The TecnSpace is advised by the Teen library Club. As a group, they have contributed many thousands of hours of community service to the library, 98 per cent have graduated from high school and 90 per cent have gone on to higher education. These are teens that do not represent the top 10-20 percent of their high school class. They are not involved in student government or school activities. They are the quiet at-risk youth whom no one notices. But at our TeenSpace, they are noticed, nurtured and appreciated. The library has maintained a high number of ongoing programs for teens, including a very intensive Summer Volunteer Institute (SVI) that encourages teens to find self worth and civic engagement though giving back to their community. Last summer nearly 200 teens donated some 6,000 hours of their time to supporting programs for library patrons of all ages, mentoring over 200 children in our "Buddy" programs, helping limited English speaking adults to master computer technology and improve job skills, volunteering at community events, and becoming involved in the social and educational life of their community. All together, the library conducted nearly 90 programs for teens during the summer at three sites (refer to attachment #24 for SVI info). At present, teens continue to volunteer through the school year in math, reading, fitness and art "Buddy" programs aimed at young children. There are daily activities for teens at both library branches and the Jerome Exhibit A 25B-31 Recreation Center, including the Youth Health Ambassadors, history, civics, green living scholarship, fitness and Teen Library clubs as well as arts, literature, video production and graphic arts workshops and tutoring in math and reading. Half of our part time staff are involved exclusively in assisting with these projects, and are experienced and committed to the growth and development of the young people they work with (refer to attachment #13 for list of teen programs). The majority of teens hired through our grant programs have begun their contact with the library through the volunteer program (see attachment #25). Our volunteers are mentored by staff and older teens and transition age young adults (18-24), and encouraged to develop personal and academic goals and an understanding of the importance of their work to themselves and others. The library has also been unusually effective in working with probation youth volunteers. Annually, forty to fifty probation youth complete their community service at the library. Ten to fifteen of those continue volunteering at the library when their community service responsibilities are concluded. In all of our youth-centered programs, two guiding principles have been primary: The Circle of Mentoring concept and its logical successor, the Seeds to Trees concept. The first emphasizes the value to both mentor and mentee of a close and lasting supportive relationship, and the second the value of providing long- term mentoring, teaching and financial support for developing youth. These principles are the basis of our success with WIA youth in our 2011-2012 program. All full-time employees at the library are involved in mentoring the students we employ under WIA. In addition, the library has been able to supplement this personal support with organizational support in the form of educational and personal counseling, transportation to classes, and paid internships at the library. The library again plans to supplement staff experience with required attendance at appropriate InfoPeople and IMLS webinars and/or workshops on STEM, digital technology and youth development. These courses cover a variety of topics such as personnel management, grant writing, and budgeting. Among the conferences attended by staff this year is an IMLS conference on Technology in Libraries that focused on propagation of STEM content through library materials and programs. The library has also cultivated extensive interactions/partnerships with area agencies which are, or should be, working with youth, including the Orange County Probation Department, the Foster Youth Collaborative, Latino Health Access, Santa Ana Building Healthy Community Initiative, Santa Ana Community College, and local historical associations and museums. The trained staff devoted to this project has included one full-time city employee who served as Lead Case Manager and whose sole responsibility has been to implement and monitor the program. Beatriz Preciado has extensive experience working with young people and substantial organizational skills, and has been instrumental in the success of our current 2011-2012 WIA program. In addition, our Young Adult Librarian has devoted nearly half of her work time to guiding and overseeing the program. The librarian in charge of CTV-3 programming for the city has been responsible for effective cooperation with Ranch Santiago Community College District's Corporate Training Institute, with the result that class schedules and locations, content and student monitoring were implemented and problems solved promptly. She also has had oversight of the work experience of the youth participants, coordinating filming, editing, and web content design through the efforts of her staff. Additional staff has roles as tutor and project mentors (refer to attachment #1 lfor a list of SAPL Project staff). The efforts of these staff members have produced notable successes, especially with WIA-mandated goals. The program achieved full enrollment very early in the cycle, and has only lost one enrollee due to relocation. All participants completed the first phase of the training successfully, and were awarded certificates from Rancho Santiago Community College District testifying to their mastery of digital media preproduction skills. Our out-of-school participants are working to complete high school requirements under staff supervision, and one has already been awarded a GED. In pursuit of WIA employment development goals, participants have been able to take part in the RSCCD Young Entrepreneurs Program, which exposes youth to mechanisms and methods of increasing the marketability of their products and skills. The program is organized and running efficiently. Staff is skilled in providing the mentoring, support and monitoring required by the grant. Participants receive a well-balanced digital media training curriculum taught by qualified instructors, and receive RSCCD certificates at its conclusion. They experience the workplace and its requirements while working for the library and are paid an hourly wage. They are supported by staff and outside resources in pursuit of educational goals and needed personal counseling. The youth are Exhibit A 25B-32 brought into contact with potential employers and taught to present themselves effectively in the job market. We are poised and prepared to move smoothly into a second year of successful service to at risk youth in the community (refer to Attachments #4 for a more complete report of program accomplishments, and completed enrollment verification ). Qualifications and Experience: Rancho Santiano Community Collexe District (RSCCD): RSCCD has had a long and extensive history of serving Santa Ana youth. The Santa Ana College campus of RSCCD was the second junior college in the county and was founded in 1915 as a department within Santa Ana High School. As such, the campus has focused on serving the youth of Santa Ana from its very inception. A list of recent programming efforts illustrates this continued commitment towards the city's youth. Since 1995, RSCCD has initiated numerous programs to address the needs of Santa Ana youth. These efforts have included a 1997 HUD-COPC grant, 1998-2006 Learn & Serve America program, and an AmeriCorps Foster Youth Project between 1998 and 2005. Ongoing youth orientated initiatives include GEAR UP (1999-present), Student Support Services (1995-present), and Talent Search (1995-present). Through numerous programs, RSCCD provides tutoring; mentoring; counseling advisement; PSAT/SAT/ACT preparation; job shadowing and work experience for 9th-12th graders at SAUSD high schools; the Early Decision program to provide counseling, registration, and fall enrollment for incoming seniors; and a summer Math Bridge programs for 8th graders to be able to enter and succeed in Algebra I in 9th grade. This support of youth extends to the District's commitment to help minority youth graduate from college. Santa Ana College has the 5`h highest number of Hispanic graduates in California and is ranked 12`h nationally amongst junior colleges. RSCCD, through its Corporate Training Institute, has been working with WIA since October 2009 when it began co-authoring a Department of Labor grant in partnership with the Santa Ana W/O/R/K Center. Work on this grant began in July 2010, titled the Job Technology Project, and it focused on providing 100 displaced workers with job skills assessments, basic skills training in reading, math and analytical thinking, as well as computer literacy classes and green training in solar energy, water treatment and water distribution. Unemployed individuals who participate in the Water Technology courses took the State exam for certification and the grant funds provided job development and placement services. The Corporate Training Institute is also a partner on the Orange County WIB's California Gang Reduction, Intervention & Prevention (GRIP) grant. The program focuses on providing youth that are at risk of gang involvement and gang-involved youth in obtaining employment readiness skills. Eligible youth receive a full array of workforce development services that include job exploration activities, paid training and subsidized work experience. Youth participating in the Ca1GRIP program are provided with the proper tools to succeed in their careers and encouraged to continue on a successful and productive future. The primary staff members who will oversee the project include Ms. Ruth Cossio-Muniz, the Director of the Corporate Training Institute. She leads most of the WIB projects at Rancho Santiago CCD and continues to forge additional joint ventures. On this partnership, she will be working with the professional trainers on customizing curriculum for the high school youth, managing schedules of all instructors for the digital technology training, preparing presentations, publishing handout materials, coordinating staff to update student records and transmitting invoices, as well as maintaining communication with all partners involved. (Refer to attachment 012 for a list of RSCCD staff that will be assisting with this project.) Fiscal Capacity: Santa Ana Public Library and RSCCD : The Library has a $2.8 M general fund operating budget and access to resources from Parks, Recreation and Community Services and other City agencies, hence our stability is not dependent on WIA funds ( refer to attachment #26 for a description of SAPL fiscal capacity). RSCCD has an annual operational budget of approximately $190 million that is collected from a variety of revenue streams. The organization complies with all local state, and federal laws that it is required to meet as part of the US Comptroller General Government Audit Standards. (Refer to attachment #27 for a breakdown of RSCCD annual operating budget). Subeontraetine: The Santa Ana Library and Rancho Santiago Community College District will not subcontract non- client services. All services will be provided by the Santa Ana Public Library or by the Rancho Santiago Community College District. Exhibit A 25B-33 Attachment B YSPN MEMBER PERFORMANCE PLAN 2012-2013 WIA YOUTH POPULATION Youth Population Ages # of Youth to be Served In-School 16-21 12 Out-of-School 16-21 8 TOTAL NUMBER OF YOUTH TO BE SERVED 20 PROJECTED ENROLLMENTS & EXPENDITURES (NOTE: 75% OF YOUTH MUST BE ENROLLED BY 2N0 QUARTER-DECEMBER 31, 2012) Quarter # of Enrollments Estimated Expenditures per Quarter per Quarter la 15 / 75% $40,000 2 (75% Enrollment Required) 5/15% $40,000 3 0 $40,000 $40,000 TOTAL E 20/100% $160,000 0 PERFORMANCE GOALS/COMMON MEASURES *DISCLAIMER: OUTCOMES ARE SUBJECT TO INCREASE/DECREASE DEPENDING ON YOUTH POPULATION Minimum # of Performance Category Total # of Youth Multiplied by Performance Rate youth to fulfill performance Placement in Employment OR Placement in Post-Secondary Education 20 x 6S% = 13 (by Exit or 1st Quarter Follow-Up) Attainment of Degree or Certificate 20 x 61% = 12 (by Exit or by 3`d Quarter Follow-Up) Improved Literacy OR Numeracy 20 x 40% = 8 Exhibit B 25B-34 COMPLAINT HANDLING UNDER THE WORKFORCE INVESTMENT ACT SANTA ANA WIA Santa Ana Local Workforce Investment Area Revised May 7, 2009 EXHIBIT C 25B-35 Table of Contents Information Regarding Complaints A. Nondiscrimination and Equal Opportunity Complaints 3 1. Policy Statement 3 2. Civil Rights 4 3. Nondiscrimination laws under WIA 4 4. How to File Your Complaint 5 B, Criminal Complaints 6 II. General Procedures for Handling Non-Criminal Violations of the Act 6 II I. Procedures for Handling Complaints at the LWIA Level 8 IV. Procedures for Handling Complaints at the State Level 12 V. Procedures for Handling Discrimination Complaints by Participants 15 VI. Procedures for Handling Handicap Complaints by Participants 17 GLOSSARY OF WIA TERMS 2 EXHIBIT C 20 3 25B-36 I. Information Regarding Complaints A. Nondiscrimination and Equal Opportunity Complaints 1. Policy Statement In carrying out the purpose of the Workforce Investment Act (WIA), the City of Santa Ana Local Workforce Investment Area (LWIA) will establish programs to prepare youth and unskilled adults for entry into the labor force and to afford job training to those individuals facing serious barriers to employment. Every effort will be made to provide services necessary for eligible individuals to obtain productive employment. In implementing WIA, all contractors in the Santa Ana LWIA will foster equal opportunity and non-discrimination, as provided in State and Federal equal opportunity and non-discrimination laws including, but not limited to: • Title VI of the Civil Rights Act of 1964 • Title VII of the Civil Rights Act of 1964 • The Age Discrimination Act of 1975, as amended • Section 503 of the Rehabilitation Act of 1973 • Section 504 of the Rehabilitation Act of 1973 • Title IX of the Education Amendments of 1972 • Section 188 of the Workforce Investment Act of 1998 In keeping with our commitment, no individual shall be excluded from participation in, denied benefits of, subjected to discrimination under, or denied employment, in the administration or of in connection with any WIA funded program because of race, color, religion, sex, national origin, age, handicap, or political affiliation or belief. Participation in programs and activities financially assisted in whole or in part under WIA shall be open to citizens and nationals of the United States, lawfully admitted permanent resident aliens, lawfully admitted refugee, parolees, and other individuals authorized by the Attorney General to work in the United States. No individual will be intimidated, threatened, coerced, or discriminated against because of filing a complaint, furnishing information, or assisting or participating in any manner in an investigation, compliance review, hearing or any other activity related to the administration of WIA. 3 EXHIBIT C 25B-37 Administration responsibility for this Equal Opportunity/Affirmative Action (EO/AA) Program is delegated to the Equal Employment Opportunity (EEO) Officer for the Santa Ana local Workforce Investment Area. Equal opportunity and non- discrimination, however, will only be achieved through leadership and implementation of a viable Affirmative Action Equal opportunity Program. 2. Civil Rights No one applying for or enrolled in the Workforce Investment Act (WIA) programs may be discriminated against because of race, color, creed, handicap, national origin, sex, age, political affiliation, or beliefs. This means that - for any of the characteristics listed above: • You may not be denied the opportunity to enroll in WIA. • No benefits or services may be denied you for discriminatory reasons. • You may not be segregated or treated any differently from other applicants or participants, while you are being registered, interviewed, counseled or tested; or while you are working or attending classes as part of the program. • You must be provided an equal chance to use all facilities available in the program. • Fair employment practices must be provided to all staff with regard to recruiting, hiring, transferring, promotions, training, compensation, benefits, layoff, and termination. You have the right to make a complaint if you feel you have been denied any of the above opportunities. You cannot in any way be penalized for filing a complaint. Your WIA sponsor has established a mechanism for handling complaints and grievances. Your complaint must be filed within 180 days. All complaints will be handled confidentially. 3. Nondiscrimination Laws under WIA Title VI of the Civil Rights Act of 1964 Prohibits discrimination on the basis of race, color, national origin, or religion. The Age Discrimination Act of 1975 Prohibits arbitrary discrimination against persons age 40-70. The Rehabilitation Act of 1973 4 EXHIBIT C 25B-38 Prohibits discrimination based on handicap. Title IX of the Education Amendments of 1972 Prohibits discrimination in any education or training program or activity receiving federal financial assistance. OTHER CIVIL RIGHTS LAWS: Title VII of the Civil Rights Acts of 1964 Prohibits discrimination in employment based on race, color, religion, sex, or national origin in all terms and conditions of employment and establishes the Equal Employment Opportunity Commission as the administrative agency. White House Executive Order no. 11246 as Amended by Executive Order No. 11375 Creates the office of Federal Contract Compliance and prohibits discrimination based on race, color, sex, religion, or national origin. Department of Labor Secretary's Order no. 4-73 Prohibits discrimination based on sex. Equal Pay Act of 1963 Prohibits pay differential solely because of sex. Emergency Employment Act of 1971 Prohibits discrimination based on race, creed, national origin, political affiliation, or beliefs. 4. How to File Your Complaint a. Put your complaint in writing. b. Have it sworn to before a notary public, if possible. c. Provides details that tell what happened, where it happened and when it happened. d. Give the name and addresses of all persons who were present or who had anything to do with the matter. ...Complaints on the basis of race, color, or national origin, age, sex, religion, political affiliation or belief, retaliation and citizenship, must be filed within 180 days of the alleged occurrence directly with: s EXHIBIT C 25B-39 Director Civil Rights Center U.S. Department of Labor, Room N-4123 200 Constitution Ave., NW Washington, D.C. 20210 Complaints on the basis of handicap must be filed within 180 days of the alleged occurrence. These complaints must be filed directly with the WIA administrative entity. The WIA administrative entity shall issue a written decision within 30 days of the filing of the complaint. If the complaint is still unresolved, an appeal may be made to the Chief of State Workforce Investment Division Office. The Department of Labor, the Civil Service Commission, the Equal Employment opportunity Commission, and many other offices and agencies are committed to assuring equal employment opportunities for all persons. They will protect you. A case may be taken to court if the other processes do not yield satisfactory results. You may hire your own lawyer, or if you cannot afford one, the court may appoint one for you. It is unlawful for an employer, union, or employment agency to punish you or any witness for attempting to present the facts in a case. YOUR CIVIL RIGHTS UNDER THE WORKFORCE INVESTMENT ACT Santa Ana Local Workforce Investment Area 1000 E. Santa Ana Blvd., Ste 200 Santa Ana, CA 92701 (714)565-2600 B. Criminal Complaints In accordance with the WIA (P.L. 105-200) and the implementing code of Federal section 667.600.... Federal handling of criminal complaints and report fraud, abuse and other criminal activity. "All information and complaints involving fraud, abuse or other criminal activity shall be reported directly and immediately to the City of Santa Ana and the Secretary of Labor." II. General Procedures for Handling Non-Criminal Violations of the Act The following procedure is promulgated to meet the requirements of Title 20, of the Code of Federal Regulations, Section 667.600 through 667.640 of the WIA regulations, and Section 181(c) of the Act (Public Law 105.200: 29 U.S. Code Sec. 2931 et seq.) at the State and LWIA 6 EXHIBIT C 25B-40 level for the receipt, investigation, hearing, and resolution of complaints by WIA participants, sub recipients, applicants for participation, or financial assistance, labor unions, community based organizations, or any other persons. These procedures provide for resolution of non-criminal complaints arising from the operation of the Santa Ana LWIA. A complaint is defined here as a written expression by a party alleging a violation of the Act, regulations promulgated under the Act, recipient grants, sub agreements, or other specific agreements under the Act, including terms and conditions of employment of such participants in employment training programs. All complaints, amendments and withdrawals shall be in writing. These procedures are intended to resolve matters which concern policies, procedures or action(s) arising in connection with WIA programs operated by each LWIA grant recipient and sub recipient under the Act. These procedures shall not be construed as affecting any other available legal remedy outside of the WIA complaint process (i.e., disputes regarding terms and conditions of employment of any employee who is not a participant), either separately or simultaneously, that a person may wish to pursue in the resolution of a non-WIA complaint. Also, these procedures do not restrict the LWIA grant recipient staff in carrying out informal discussion Procedures do not restrict the LWIA grant recipient staff in carrying out informal discussion and resolution of any problems outside of and without resort to the formal complaint procedure. A. The following principles and rules apply to all complaints at all steps of the complaint procedures: 1. All complaints must be made in writing within 180 days of the alleged occurrence, except complaints alleging fraud or criminal activity. 2. All persons filing a complaint shall be free from restraint, coercion, reprisal, or discrimination. Good faith efforts shall be made to informally resolve the complaint prior to the scheduled hearing. Complainants have the right to withdraw their complaints (in writing) at any time prior to the hearing. A complainant may amend his/her complaint to correct technical deficiencies but not to add issues. 3. Complainants shall have the right to be represented at their own expense by person(s) of their choosing at all levels of the complaint process. 4. Upon enrollment into employment or training, participants shall be provided with a written description of these procedures, including notification of their right to file complaints and instructions for filing. An employer of participants, including private-for-profit employers of participants, may use this or other complaint resolution procedures so long as the participant is informed of the complaint resolution procedure they are to follow and the time frames governing review of complaints are met. 7 EXHIBIT C 25B-41 A "participant", within the meaning of these procedures, is an individual who receives employment-training services under a program funded by Santa Ana LWIA. The Complaint Resolution Procedures contained herein (or the alternative procedures which an employer may use) shall be available to participants to resolve disputes regarding items and conditions of employment of such participants in employment training programs. However, such procedures shall not be used to resolve disputes regarding terms and conditions of employment of any employee who is not a participant, as defined herein. 5. If a complaint does not receive a decision at the LWIA grant recipient level within 60 days of filing the complaint or receives an unsatisfactory decision, the complainant then has a right to request a review of the complaint by the Governor. 6. Complainants must initially file and exhaust LWIA grant recipient/hearing procedures prior to appealing to the State except where the State determines that the LWIA grant recipient's procedures are not in compliance with the State's procedures. Ill. Procedures for Handling Complaints at the LWIA Level A. Receipt Complaints Pursuant to the WIA regulations found at 20 CFR, Section 667.600, the LWIA administrative entities have the responsibility to conduct hearings and resolve complaints made by individuals about the administration of programs in the LWIA. "LWIA level" encompasses LWIA administrative entity and employers to which the administrative entity has delegated the complaint resolution process. The following comprise the guidelines for resolving issues arising in connection with WIA programs operated by the Santa Ana LWIA including resolutions of complaints arising from actions, such as audit disallowances or the imposition of sanctions taken by the Governor with respect to audit findings, investigations or monitoring reports. 1. Form and Filing of Compliant Official filing date of the compliant is the date the written complaint is received. The filing of the complaint with the Santa Ana LWIA Equal Employment Opportunity Officer shall be considered as a request for hearing and a decision must be issued within 60 days. The complaint must be in writing and must be signed and dated. The complaint should also contain the following information: a. Full name, telephone number, if any, and mailing address of the complainant; b. Full name, telephone number, and mailing address of the agency involved (respondent); c. Clear and concise statement of facts including dates constituting alleged violation; EXHIBIT C 25B-42 d. What provisions under the Act, regulations, grant or other agreements under the Act, are believed to have been violated; e. Remedy sought by the complainant; and f. If the complainant is a private or public entity or corporation, and not a natural person, the filing of the complaint must be duly authorized by the governing body of such entity or corporation. The absence of any of the requested information shall not be a basis for dismissing the complaint. A copy of the complaint must be sent to the respondent and both parties notified of the opportunity for an informal resolution. At each step of the complaint process, the complainant must be notified in writing of the next procedural step. 2. Informal Conference Informal conferences will be utilized by the Santa Ana LWIA to resolve complaints; however, such informal conferences shall not extend the time within which a decision must be issued after receipt of a complaint. Attempts at informal resolution will commence with two (2) weeks of the date of filing of the complaint. a. The EEO Officer will review the case and ascertain facts prior to the conference so that appropriate resolution can take place at the time of this meeting whenever possible. b. Although the complainant should be encouraged to attend this conference, his/her failure to do so should not preclude his/her right to request a hearing on the matter. c. If mutually satisfactory resolution results and the Santa Ana LWIA concurs, the EEO Officer will write a brief report for the file stating the issues and resolution. The matter shall then be considered closed, d. If resolution does not result, the complainant shall be provided the necessary information and assistance to request a hearing if he/she so desires. 3. Request for Hearing a. As in the case of the complaint, the request for a hearing should be put in writing and be filed in person or by mail. A governing board resolution of authorization to appeal should also be submitted when appropriate. The request should be filled with: Anita Queen Sr. Personnel Analyst - EEO Officer 20 Civic Center Drive, M-24 Santa Ana, CA 92701 (714) 647-5157 EXHIBIT C 25B-43 b. A hearing will be scheduled by the EEO Officer within thirty (30) days of the date of filing of the complaint. 4. Notice of Hearing Upon receipt of the request for hearing, the complainant and the respondent will be notified in writing of the hearing ten (10) calendar days prior to the date of the hearing. The ten-day notice may be shortened with the written consent of the parties. A decision will be issued by the Santa Ana LWIA within sixty (60) days of the date of filing of the complaint. The hearing notice shall be in writing and contain the following information: a. The date of notice, name of the complainant, and the name of the party against whom the complaint is filed. b. The date, time and place of hearing before an impartial hearing officer. c. A statement(s) of the alleged violation(s) d. Advise as to where information or assistance may be obtained, and the name, address, and telephone number of the Santa Ana LWIA Equal Employment Opportunities (EEO) Officer who can answer inquiries. B. Conduct of Hearing The hearing shall be conducted in an informal manner with strict rules of evidence not applicable. Unnecessary technicalities should be avoided. It should provide the flexibility to enable adjustment to the circumstances presented. 1. The hearing officer shall have complete independence to obtain facts and make decisions. The hearing officer shall be in a position to render impartial decisions and thus should not be subordinate to the Santa Ana LWIA or its sub recipients. The hearing officer will be selected from a list of names on file with the EEO Officer. 2. Full regard must be given to the requirements of due process to insure a fair and impartial hearing. 3. The hearing office designated by the EEO Officer to function in a quasi-judicial capacity should begin the hearing by summarizing the record and the issue and should explain the manner in which the hearing will be conducted, making sure that everyone involved understands the proceedings. Such explanations should be adapted to the needs of the specific situation. The hearing officer might take testimony under oath or affirmation to give some assurance of veracity to the hearing. 10 EXHIBIT C 25B-44 4. The burden of proof should be reasonable and flexible, dependent upon the circumstances of the case involved. The hearing officer determines the order of proof. Generally, the party making the complaint has the obligation of establishing his or her case and should be examined first. 5. The party involved should have the right to be represented (at their own expense) if he/she so desires. Other he/she is limited to his/her own abilities and those to the hearing officer in obtaining testimony in the case. 6. It is important that the hearing officer obtain the fullest information for the record. If the parties involved, or their representatives, do not know how to ask the right or pertinent questions in pursuing their right to due process, it shall be necessary for the hearing officer to step in to have all the materials and relevant facts elicited. 7. The practice in informal hearings is generally not to apply strict rules of evidence in obtaining facts. However, the quantity of evidence required to support a decision on an issue should be sufficiently credible that the state (or other appropriate agency), upon reviewing the decision, would conclude that the decision is supported by substantial evidence. 8. The hearing officer should attempt to negotiate a resolution of the issue at any time prior to the conclusion of the hearing. 9. Within ten (10) days of the conclusion of the hearing, the hearing officer will issue a recommended decision to the LWIA for final determination. The recommended decision shall be in writing and may be accepted, rejected or modified by the Santa Ana Workforce Investment Board. C. Issuance of Decision Within sixty (60) calendar days of filing of the complaint, the Santa Ana LWIA shall issue a written decision to all parties by first class mail. The final decision shall contain the following information: 1. The name of the parties involved. 2. A statement of the alleged violation and issues related to the alleged violation. 3. A statement of the facts. 4. The decision and the reasons for the decision. 5. A statement of corrective action, if any, to be taken. 6. Notice of the right to request, within ten (10) calendar days of receipt of the decision, a review of the decision by the State Review Panel. D. Record of Hearing is EXHIBIT C 25B-45 An administrative file containing support documents on the complaint resolution process hearing conducted will be retained by the Santa Ana LWIA. The purpose of a record is to serve as substantiation of the process followed by the Santa Ana LWIA on the resolution of the issues and the results. This information would then be available for subsequent review in the event the matter is raised with the State. Such records must be retained for a three- year period after the grant has been officially closed out. The Santa Ana LWIA's written decision will be included in the record. Evidence received at the hearing, notes by the hearing officer, stenographer's notes and tape recordings may also be used. E. Establishment of Complaint Procedures In accordance with Section 667.600, each employing agency including private-for-profit employers of participants under the Act is required to establish a complaint procedure for resolving matters relating to the terms and conditions of employment. Employers may operate their own grievance system or may utilize the Santa Ana LWIA's established procedures under Section 667.600. At a minimum these procedures must include: 1. Written notice, upon enrollment into employment training services, of the scope and availability of such procedures. Employer's grievance procedures shall be set forth in a written document and must meet the regulation mandate that a complaint will be resolved with sixty (60) days from the date the complaint was filed. A copy of employer's grievance procedure shall be provided to each participant upon enrollment in employment training. 2. Written notice, at the time the grievance is filed, of the procedures under which the grievance will be processed. 3. Written notification of the disposition of the grievance and a written decision shall be issued within thirty (30) days of the filing of the grievance unless a present and long established grievance specifically provides other limits; and 4. Written notification of the participant's right to request a review of the employer's decision by the Santa Ana LWIA and the State Review Panel in accordance with Section 667.600. IV. Procedures for Handling Complaints at the State Level Section 181 (c) of the Act and the WIA regulations at 20 CFR, Section 667.600 (d) requires the Governor to establish a State Review process of complaints filed at the LWIA grant recipient level and of complaints initially filed at the State level. Appeals of decisions issued at the LWIA level including audit disallowances and sanctions shall be reviewed by the State Review Panel. The State Review Panel shall review the record established at the LWIA level and shall issue a decision based on the information contained therein. 12 EXHIBIT C 25B-46 Complaints which may be initially filed at the State level will be heard by an independent hearing officer designated by the State Workforce Investment Division (WID). The hearing officer shall conduct a hearing and issue a recommended decision to the State Panel. The recommended decision shall be in writing and may be accepted, rejected or modified by the State Review Panel. A. Form and Filing of Complaint. 1. Request for State Review of LWIA Level Decisions On receipt of a complainant's request for review because of an unsatisfactory decision, the State shall provide for an independent state review. 2. Filing of Requests for State Review The State Review Panel shall review all LWIA level decisions when a request for review is filed within 10 days of receipt of the adverse decision. Such requests must be filed in writing with the Chief of the WID Office. The request for review should contain the following information: a. Full name, address, and telephone number of the party requesting the review b. Full name, address, and telephone number of the other party c. A copy of the decision d. Brief statement of reasons for review or the section of the LWIA decision to be reviewed including regulatory and statutory citations e. A statement of the relief sought. 3. Complainant Responsibility It is the responsibility of the complainant to include in the request for review a written statement setting forth the facts presented at the LWIA hearing which support the requested relief. The Chief, WID, shall mail a copy of the request for review to the other party and to the LWIA. It shall be the responsibility of the LWIA to submit the complete record including a typed record of the hearing to the Chief, WID, within ten (10) days. B. Conduct of Hearings. 1. Request for Hearing at the State Level If no decision has been issued at the LWIA level or the State has determined an audit disallowance or imposed sanctions, the complainant may request a hearing. The 13 EXHIBIT C 25B-47 hearing officer will then issue a recommended decision to the State's Review Panel for final determination. 2. Filing for Request for Review The request for a State hearing shall be filed within ten (10) days after LWIA should have issued a decision or ten (10) days after the issuance of the audit disallowance or sanction. The request shall be filed directly with the Chief of the WID in writing and should include the following: a. Full name, address, and telephone number of the LWIA b. Name, address, and telephone number of the LWIA C. Copies of complaints made at LWIA level from which no decisions were issued or sanctions and imposed. d. A statement of basis for the request for hearing. 3. Evidentiary Hearing Upon receipt of the request for a State level hearing, a hearing before a designated hearing officer will be scheduled. The hearing will be recorded mechanically or by court reporter. Both parties concerned will have the opportunity to present oral and written testimony under oath, to call and question witnesses in support of his/her position, to present oral and/or written arguments, to examine records and documents relevant to the issue(s), and to be represented. The hearing officer shall issue a written decision, which shall be forwarded to the State Review Panel for final determination. The State Review Panel may accept, reject or modify this recommendation. The decision of the State Review Panel is final except for audit disallowances, which must be approved by the Secretary of Labor C. State Review Panel The State Review Panel will consist of a panel of three representatives from the Employment Development Department: one from the Legal Offices, one from the WID, and one from the Director's office. The panel will issue a written decision, which will be sent to the appropriate parties within thirty (30) days of receipt of the request for State review. Decisions issued by this panel, under the authority of the Governor, are final. 14 EXHIBIT C 25B-48 D. Issuance of State Review Decision. The State review will be limited to violations of the WIA, implementing WIA regulations or the grant agreement. This review shall be limited to the record established at the LWIA hearing. V. Procedures for Handling Discrimination Complaints by Participants. A. Complaints on the basis of race, color, or national origin, age, sex, religion, political affiliation or belief, retaliation, and citizenship, where appropriate, must be filed within 180 days of the alleged occurrence. 1. It is the responsibility of the Santa Ana LWIA's Equal Employment Opportunity (EEO) Officer to determine jurisdiction and to make the complainant aware of and provide assistance in filing a complaint in accordance with the Santa Ana LWIA's procedure under Section II (A). is EXHIBIT C 25B-49 PROCEDURES FOR HANDLING NON-CRIMINAL COMPLAINTS No later than 180 days of alleged discrimination Handling of complaints filed at LWIA level arising in connection with WIA programs operated by LWIAs e Informal Resolution Process Within 10 days of receipt of unsatisfactory decision or 10 days from date LWIA decision should have been issued. Request for State Review i Governors Decision issued by State Review Panel e e If no decision issued by State Review Panel e Appeal to DOL 16 EXHIBIT C Q C C D w 0 v 0 N w 0 S 25B-50 e e Unsatisfactory Decision or LWIA Decision not issued within 60 days 2. In cases where areas of authority overlap, it is the responsibility of the EEO Officer to advise the complainant of the existence of State, Federal and other proper action agencies, which may also have a bearing. 3. Complainants alleging discrimination under this part will be made aware of their right to file directly with the Office of Civil Rights (OCR), U.S. Department of Labor and applicable procedures. 4. Complainants must file their complaint directly with: Anita Queen Sr. Personnel Analyst - EEO Officer 20 Civic Center Drive, M-24 Santa Ana, CA 92701 (714) 647-5157 VI. Procedures for Handling Handicap Complaints by Participants Complaints alleging discrimination on the basis of handicap will be filed and processed under the Department of Labor regulations implementing Section 504 of the Rehabilitation Act of 1973 at 29 Code of Federal Regulations Section 32. 1. Complaints must exhaust the Santa Ana LWIA's informal resolution procedures before filing their complaint with OCR. 2. Complainants will be made aware of the 180 days requirement in which to file his/her complaint. A. Procedures at the LWIA Level 1. The complainant, shall file his/her complaint directly with the Santa Ana LWIA. Upon receipt of the complaint, the EEO Officer shall investigate and gather information concerning the complaint. 2. An informal conference will be held with the parties concerned in an effort to resolve the issue(s). The complainant has the right to be present and may be represented during the conference. 3. The Santa Ana LWIA shall issue in writing its decision to the complainant no later than thirty (30) days after the filing of the complaint. B. Procedures at the State Level 1. The complainant may appeal to the State if he/she is not satisfied with the decision of the Santa Ana LWIA. 17 EXHIBIT C 25B-51 2. The Complainant must file his/her appeal as a request for review directly with the Chief WID within ten (10) calendar days after the receipt of the Santa Ana LWIA's decision. 3. The Chief-WID, shall issue a decision no later than thirty (30) calendar days after receipt of the request for review. 4. After the complainant has received a decision or no decision has been received from the Director of Employment Development Department (on behalf of the Governor), the complainant has the right to appeal his/her complaint within thirty (30) calendar days to the Office of Civil Rights (OCR) with the Department of Labor. 18 EXHIBIT C 25B-52 PROCEDURES FOR HANDLING HANDICAP COMPLAINTS No later than 180 days of Filing of complaint on the basis Of Handicap with LWIA Day 1 alleged discrimination Informal Resolution . . If no resolution reached Request for Hearing I Notice of Hearing Hearing Conducted ' Day145 Day LWIA Decision Unsatisfactory Decision or No Decision . State Review Filed within 30 days of LWIA/State Governor's Decision Decision or 90 60 Days days from date of initial filing of Appeal to Assistant Secretary Department of Labor complaints 19 EXHIBIT C 25B-53 GLOSSARY OF WIA TERM AGE DISCRIMINATION ACT - A law passed by Congress in 1975 which prohibits discrimination on the basis of age by any program or activity receiving Federal Funds. APPLICANT - An individual who applies to a subrecipient or contract for services provided under WIA and who has not yet transitioned to the status of participant. ASSESSMENT - Services designed to determine each participant's employability, aptitudes, abilities and interests and to develop a plan to achieve the participant's employment and related goals; also to identify the available employment and traning activities appropriate for the participant. Testing and counseling may also be used during assessment process. CHARGING PARTY (CP) COMPLAINANT GRIEVANT, OR AGGRIEVED PERSON - The person who charges that he/she has been discriminated against under Department of Justice nondiscrimination and civil rights regulations and/or guidelines. DISCRIMINATION - In general, a failure to treat all equally, whether intentional or unintentional; the effect of an action, policy or practice which selects an individual or class of persons to receive unequal treatment. ELIGIBLE NON-CITIZEN - Lawfully admitted permanent resident, aliens, lawfully admitted refugees, and parolees and other individuals authorized by the Attorney General to work in the United States. EMPLOYER - An employer subject to the provisions of the Civil Rights Act of 1964, as amended, including state and local governments and any Federal agency subjects to the provisions of Section 717 of the Civil Rights Act, as amended; and any Federal contractor or subcontractor covered by executive Order 11246, as amended. GRIEVANCE - An allegation that something imposes an illegal obligation or burden or denies some equitable or legal right, or causes injustice . HANDICAPPED INDIVIDUAL - Any individual who has a physical or mental disability that constitutes or results in a substantial handicap to employment. INTAKE - Includes screening to determine eligibility; to select from eligible applicants those individuals who are most in need and can benefit from program services; to complete procedural requirements necessary to enroll an individual into the program and to refer those not enrolled to other programs. JOINT COMPLAINT - A complaint of employment discrimination covered by Title VII or the Equal Pay Act and by Title VI or Title IX. Individual "joint complaints" are normally investigated by EEOC 20 EXHIBIT C 25B-54 unless OCR has a compelling reason to investigate. "Joint complaints" alleging discrimination in employment and other practices and pattern or practice "joint complaints" are normally investigated by OCR. JURISDICTION - Authority to investigate and resolve complaints against an institution subject to a law or statute which has been assigned to OCR for enforcement, i.e., Title VI, Title IX, etc. PARTICIPANT - Any applicant who has: (1) Been determined eligible for participation upon intake; and (2) Who is receiving subsidized employment, training or services (except post-termination services) funded under the Act, following intake, except for an individual who receives only outreach and/or intake and assessment services. 11 EXHIBIT C 25B-55 CERTIFICATION REGARDING LOBBYING CERTIFICATION FOR CONTRACTS GRANTS. LOANS and COOPERATIVE AGREEMENTS The undersigned certifies, to the best of his or her knowledge and belief, that: 1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. 2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying." in accordance with its instructions. 3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure occurring on or before October 23, 1996, and of not less than $11,000 and not more than $110,000 for each such failure. Santa Ana Public Library Grantee/Contractor Organization Signature Santa Ana WIA Youth Program Program Title Cheryl Eberly Name of Certifying Official Signature EXHIBIT D 25B-56 Certification Reaarding Drug-Free Workplace Requirements The certification set out below is a material representation upon which reliance is placed by the U.S. Department of Housing and Urban Development in awarding the grant. If it is later determined that the contractor knowingly rendered a false certification, or otherwise violates the requirements of the Drug-Free Workplace Act, the U.S. Department of Housing and Urban Development, in addition to any other remedies available to the Federal Government, may take action authorized under the Drug-Free Workplace Act. CERTIFICATION A. The contractor certifies that it will provide a drug-free workplace by: (a) Publishing a statement notifying employees that the unlawful manufacture, distribution, dispensing, possession or use of a controlled substance is prohibited in the contractor's workplace and specifying the actions that will be taken against employees for violation of such prohibition; (b) Establishing a drug-free awareness program to inform employees about- (1) The dangers of drug abuse in the workplace; (2) The contractor's policy of maintaining a drug-free workplace; (3) Any available drug counseling, rehabilitation, and employee assistance program; and (4) The penalties that may be imposed upon employees for drug abuse violations occurring in the workplace; (c) Making it a requirement that each employee who will be engaged in the performance of the grant be given a copy of the statement required by paragraph (a); (d) Notifying the employee in the statement required by paragraph -(a) that, as a condition of employment under the contract, the employee will - (1) Abide by the terms of the statement; and (2) Notify the employer of any criminal drug statute conviction for a violation occurring in the workplace no later than five days after such conviction. (e) Notifying the U.S. Department of Housing and Urban Development within ten days after receiving notice under subparagraph (d)(2) from an EXHIBIT E 25B-57 employee or otherwise receiving actual notice of such conviction; (f) Taking one of the following actions, within 30 days of receiving notice under subparagraph (d)(2), with respect to any employee who is so convicted - ( 1) Taking appropriate personnel action against such an employee, up to and including termination; or (2) Requiring such employee to participate satisfactorily in a drug abuse assistance or rehabilitation program approved for such purposes by a Federal, State, or local health, law enforcement, or other appropriate agency; (g) Making a good faith effort to continue to maintain a drug-free workplace through implementation of paragraphs (a), (b), (c), (d), (e) and (f). B. The contractor shall insert in the space provided on the attached "Place of Performance" form the site(s) for the performance of work to be carried out with the grant funds (including street address, city, county, state, and zip code) .the contractor further certifies that, if it is subsequently determined that additional sites will be used for the performance of work under the contract, it shall notify the U.S. Department of Housing and Urban Development immediately upon the decision to use such additional sites by submitting a revised "Place of Performance" form. Dated: July 1, 2012`-L Program Operat EXHIBIT E 25B-58 DIVISION OF EMPLOYMENT SERVICES PLACE OF PERFORMANCE FOR CERTIFICATION REGARDING DRUG-FREE WORKPLACE REQUIREMENTS Name: Gerardo Mouet Name of Contractor: Santa Ana Public Library - Contractor Number: Date: July 1 2012 The Contractor shall insert in the space provided below the site(s) expected to be used for the performance of work under the contract covered by the certification: Place of Performance (include street address, city, county, state, zip code for each site): 26 Civic Center Plaza Santa Ana Orange County CA 92702 EXHIBIT E 25B-59 Attachment E Certification Rerzardins Debarment Suspension Inel aibility and Voluntary Exclusion Lower Tler Covered Transactions This certification is required by the regulations implementing Executive Order 12549, Debarment and Suspension, 29 CFR Part 98, Section 98.510, Participants' Responsibilities. The regulations were published as Part VII of the May 16, 1988, Federal Register (Pages 19160-19211). (Before completing certification, read instructions which are an integral part of certification) 1. The prospective primary participant, (i.e. grantee) certifies to the best of its knowledge and belief, that it and its principals: a. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal department or agency; b. Have not within a three-year period preceding this proposal been convicted or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state or local) transaction or contract under a public transaction; violation of federal or state antitrust statues or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property. c. Are not presently indicted for or otherwise criminally or civilly charged by a government entity (federal, state or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and d. Have not within a three-year period preceding this application/proposal had one or more public transactions (federal, state or local) terminated for cause or default. 2. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. Santa Ana Park and Recreation Department- Santa Ana Public Library Grantee/Contractor Organization A Name and Title of Official Authorized to Certify On Behalf of the Grantee 3/5/2012 Date Exhibit F 25B-60 Attachment C Budget Form Administ i Total rative Cost (Not to Program Total WIA Cost Match/In Kind Exceed I I 10%) Cost Personnel Salaries 1 Principal Librarian (Project Director) 2 Assistant Librarian (Lead Case Worker) 3 Principal Librarian CTV3 Programming Director - $24,642.00 $49,852.00 - $24,642.00 4 Library Operations Manager $10,183.00 5 Project Mentors 6 Sr. Tutor Mentors $59,215.00 $19,200.00 Personnel Benefits 1 Principal Librarian (Project Director) 2 Assistant Librarian (lead Case Worker) - $7,660.00 $15,885.00 3 Principal Librarian (CTV3 Programming Director) 4 Library Operations Manager - - - $7,660.00 $3,165.00 5 Project Mentors - 6 Sr. Tutor Mentors - $10,856.00 $1,567.00 Total Personnel Salaries & Benefits $0.001 $234,527.00 $65,737.00 $168,790.00 Operating Expenses Rent Utilities Phones - i - - --- - Internet Fees Parkin Fees Security .- Maintenance Insurance ' Equipment rental fees* Equipment rental fees* Vehicle lease* Office expenses (consumables) Accounting Services Legal Services Auditing Services Indirect Cost* _? - Staff Training Staff Conferences - $1,300.00 Staff Travel/Mileage Participant Wages* $12,940.00 $60,419.00 Supportive Services* Other- Vocational Training $80,000.00 $33,595.00 Total O erating Expenses $0.00 1$188,254.00 $94,240.00 $94,014.00 GRAND TOTAL (Personnel+Operating) $0.00 1$422,781.00 $159,977.00 $262,804.00 Exhibit G 25B-61 COST REASONABLENESS BUDGET NARRATIVE A.) PERSONNEL SALARIES Title Responsibilities Funding Source Staff Person % of Full Time E uival n Program Director: 1 Responsible for general Match/In Kind Principal 30% (600hrs) of . oversight and direction of (City of Santa Ana Librarian - Cheryl $82,140 (annual program. General Fund) A. Eberly salary) = $24,642 In kind 2. Lead Case Manager: Responsible for management WIA Funds Assistant 100% (2000hrs) of of all student interns, Librarian - $49,852 (annual maintaining WIA compliance Beatriz Preciado salary) = 4 852 and management of all library WIA funds based training components. 3. CTV3 Prottrammina Responsible for oversight and Match/In Kind Principal 30% (600hrs) of Director' management of CTV3 (City of Santa Ana Librarian - Lynn $82,140 (annual television programming General Fund) Nguyen salary) = 24,642 in kind 4. Library Operations Responsible for supervising Match/In Kind Library 10% (200hrs) of Manager library operations in relation to (City of Santa Ana Operations 101,834 (annual this grant. General Fund) Manager- salary) = 183 Heather Folmar In -Kin 5. Project Mentors: Key staff members responsible for mentoring student interns in various areas of CTV programming projects, in addition to mentoring students on a one-on-one weekly basis. Total In-Kind./Matching Funds - $59,215 In-Kind Funds: Title Fundine Source Staff Person Percentage of Full Time Eaulvale 1.j History Programming & Match/In Kind (City of Assistant 25% (500hrs) of $48,852 (annual Citizen Science Project Santa Ana General Fund) Librarian - salary) = $12,213 In kind Mentor Manuel Escamilla ii.) Women's Issues Match/In Kind (City of Youth Services 25% (500hrs) of $56,232 (annual Programming Project Santa Ana General Fund) Technician - salary) = $14,058 In kind Mentor Zulma Zepeda iii.) Green Living Project Match/In Kind (City of Library Clerk 1 - 40% (400hrs) of $14,809 (annual Mentor Santa Ana General Fund) Jose Mendoza salary) 5,924 In kind (Part-Time- 20hrs/wk) Exhibit G 25B-62 v.) General CTV3 Programming Project Mentor vi.) Early Childhood Story- time Programming Project Mentor A.) Arts/Craft Projects and Literary Book Trailer Project Mentor Match/In Kind (IMLS Library Laura Bush Grant Funds) Management Match/In Kind (IMLS Laura Bush Grant Funds) Match/in Kind (IMLS Laura Bush Grant Funds) Intern - David Lopez (Part-Time - 20hrs/wk) Library Management Intern-Michelle Loera (Part-Time - 30 hrs/wk) Library Management Intern - Martha Torres (Part- Time - 30hrs/wk) 50% (500hrs) of $19,300 (annual salary) = $ 9,650 In kind 20%(300hrs) of $28,950 (annual salary) = $5,790 40% (600hrs) of $28,950 (annual salary) = $11,580 In kind 6.) Tutor Mentors : Key staff members who will be assigned to mentoring student interns on a one-to-one weekly basis, and also to provide needed tutoring assistance in order to increase educational proficiency. All are part-time staff members. Total In-Kind/Matching Funds = $19,200 In-Kind Funds Title Funding Source Staff Person Percentage of Full Time Equivalent Peter Carreon (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor I Match/In Kind CDBG Funds 15hrs/wk salary) = $ 1200 In-Kind Library Tutor 2 Match/In Kind CDBG Funds) Desiree Noriega (Sr. Tutor-Part- Time-15 hrs/wk 10% (75 hrs) of $12,000 (annual _salary) s $ 1200 In-Kind Library Tutor 3 Match/In Kind CDBG Funds-) Phillip Campos (Sr. Tutor-Part- Time-15 hrs/wk 10% (75 hrs) of $12,000 (annual salary) = $ 1200 In-Kind Libra Tutor 4 Match/In Kind CDBG Funds Lyzbeth Beltran (Sr. Tutor-Part- Time-15 hrs/wk 10% (75 hrs) of $12,000 (annual salary) _ $ 1200 In-Kind Alan Hoffmann ii Libra Tutor 5 Match/In Kind CDBG Funds (Sr. Tutor-Part- Time-15 hrs/wk 10% (75 hrs) of $12,000 (annual salary) = $ 1200 In-Kind Library Tutor 6 Match/In Kind CDBG Funds Christopher Uraine (Sr. Tutor-Part- Time-15 hrs/wk 10% (75 hrs) of $12,000 (annual salary) = $ 1200 In-Kind Kevin Cabrera (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor 7 Match/In Kind CDBG Funds) 1 15 hrs/wk sala = $ 1200 In-Kind Exhibit G 25B-63 Susan Ortiz (Sr. Tutor-Part-rime- 10% (75 hrs) of $12,000 (annual Library Tutor 8 Match/In Kind CDBG Funds 15hrs/wk salary) = $ 1200 In-Kind Liseth Lopez (Sr. Tutor-Part-Times 10% (75 hrs) of S 12,000 (annual Library Tutor 9 Matchlin Kind CDBG Funds 15hrs/wk salar = $ 1200 In-Kind Anh Vu (Sr. Tutor- Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor 10 Match/In Kind CDBG Funds 15hrs/wk salary) = $ 1200 In-Kind Corin Serrano (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor 11 Match/In Kind CDBG Funds 15hrs/wk salary) = $ 1200 In-Kind Erik Sanchez (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor 12 Match/In Kind CDBG Funds 15hrs/wk salary) s $ 1200 In-Kind Jerica Rosario (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor 13 Match/In Kind CDBG Funds 15hrs1wk salary) = $ 1200 In-Kind Aura Carrillo (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor 14 Match/In Kind CDBG Funds 15hrs/wk salary) = $ 1200 In-Kind Joseph Castro (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual. Library Tutor 15 Match/In Kind CDBG Funds 15hrs/wk salary) = $ 1200 In-Kind Rachel Werth (Sr. Tutor-Part-Time- 10% (75 hrs) of $12,000 (annual Library Tutor 16 Match/in Kind (CDBG Funds 15hrs/wk salary) = $ 1200 In-Kind B.) PERSONNEL: BENEFITS 1. Program Director ($24,642 in-kind) _ $7.660 Benefits (In-Kind) 2. Lead Case Manager ($49,852 WIAfunds) = $15.885 Benefits (WIA Funds) 3. CTV3 Director ($24,642 in-kind ) = $7,660 Benefits (In-Kind) 4. Library Operations Manager ($10,183 in-kind) = S3 1656enefits (In-Kind) 5. Project Mentors (i & iii) ($59,215 In-Kind) = $10.856 Benefits (In-Kind) I.) Full-Time Staff Total ($26,271) = $8,167 Benefits (in-Kind) Ii.) Part-Time Staff Total ($32,944) = $2,689Benefits (in-Kind) 6. Tutor Mentors ($19,200 In-Kind Funds) = $1.567Benefits (in-Kind Funds) Position PERS/Social Security Medicare Health Insurance Retiree Health Worker's Comp Total Benefits Funding Source -12.07% -1.45% -13.71% -0.90% -2.96% 1. Program Director $2974 $357 $3,378 $222 $729 $7,660 (In-Kind) Exhibit G 25B-64 2. Lead Case Manager (-14.48%) i. (In-Kind) $6018 $723 $7219 $449 $1476 $15,885 ii. (WIA) 3. CTV3 Programming $2974 $357 $3,378 $222 $729 $7,660 (in-Kind) Director 4. Library Operations $1229 $148 $1396 $92 $301 $3,165 (In-Kind) Manager 5. Project Mentors I - $3171 $381 $3601 $236 $778 $8,167 (In-Kind) Full-Time Staff 6. Project Mentors 11 (-3.756) (-1.45%) 69 $ 477 (-2.96%) $975.14 $2,689 (In-Kind) - Part-Time Staff $1,235.40 . 7. Tutor Mentors $720.00 $278.40 $ 568.32 $1,567 (In-Kind) C.) STAFF CONFERENCES = $1,300 WIA Funds i.) CWA Conference cost for 2 youth interns (2 x $250 )= $500 ii.) CWA Conference cost for 2 adult mentors (2 x $400) = $800 D.) PARTICIPANT WAGES: = $73359 i.) $42,228 IMLS Laura Bush (LB)Grant Funds ii.) $18,191 In-kind General Funds ii.) $12,940 NVIA Funds Student Internships Salaries = 6$ 7,823 ($11,963 WIA Funds + $16,818 General Funds +$39,042 Laura Bush (LB) Grant Funds) 1. Level 1- Seed Phase (WEX)-4 Weeks X 8hrs/wk (4 hrs training:4 work hrs) = 32hrs X $9.21 = $294.72 per student X 20 students = $5895 2. Level 2 (Part 1) - Sprout Phase A (WEX)- 5 Weeks X 8hrs/wk (4hrs training: 4 work hrs) = 40hrs X $9.21 = $368.40 per student X 20 students =$7368 3. Level 2 (Part 2) - Sprout Phase B (Library Page )- 9 Weeks X 9hrs/wk (4hrs training: 5 work hrs) = 81hrs X $9.21 = $746.01 per student X 20 students =$14,920 4. Level 3 - Sapling Phase (Library Page ) -10 Weeks X 1 Ohrs/wk (4hr training: 6 work hrs) = 100hrs X $9.21 = $921.00 per student X 20 students = $18,420 5. Level 4- Young Tree Apprenticeship Phase (Library Page) -12 Weeks X 12 hrs/wk (work) = 144hrs X $9.21 = $1,326.24 per student X 16 youth = $21,220 Student Internship Benefits $5,536.00 i. ($39,042 LB Funds) = $3,186 Benefits (in-kind LB Funded) Exhibit G 25B-65 ii. ($16,818 General Fund)= $1373 Benefits (in-Kind General Funded) iii. ($11,963 WIA ]Funds) = $977(NI TA} Deferred Comp Medicare Worker's Total -3.75% -1.45% Comp Benefits -2.96% i. $3186 (LB) i. $ 1,464.08 L$566.11 L$ 1,155.64 1$1373 (In- Kind) if. $630.68 ii• $243.86 ii. $497.81 7 r iii.S S, iii. $ 41:.8.61 (WIA) iii. $173.45 (Wild} iii. $354.10(WfA) (WIA) All Work experience compensation will be tracked via daily sign-in sheets and bi-monthly timesheets (Please refer to Attachments C2 for timesheets) Exhibit G 25B-66 E.) OTHER: I. VOCATIONAL TRAINING IN DIGITAL TECHNOLOGY (INSTRUCTION) $88,463 ($80,000 WIA funds + $8,463 General Fund) (Partner Service Provider: Rancho Santiago Community College District Corporate Training Institute) COST CATEGORY DESCRIPTION AMOUNT TRAINING Introductory Courses First Six weeks Graphics Design One week, 4 hours Website Design One week, 4 hours Scritwritin One week, 4 hours Video Production One week, 4 hours Digital Music Production One week, 4 hours Marketing One week, 4 hours 6 subjects 24 hrs total $1,080 Subject Specific Courses Four months Graphics Design One month, 16 hours of instruction Website Design One month, 16 hours of instruction Scriptwriting One month, 16 hours of instruction Video Production One month, 16 hours of instruction 4 subjects 64 hrs. total $2,880 Concentration Courses Four months Website Design 2 months, 32 hours of additional instruction Video Production 2 months, 32 hours of additional instruction 2 subjects 64 hours total $2,880 Digital Music Production Specialization Four months Digital Music 4 months, 64 hours total of instruction $2,880 Marketing S ecialization Two months Marketing Two months, 32 hours total of instruction $1,440 Training Materials Textbooks, handouts, supplies, presentation tools For u to 20 students, six courses $18,473 SUB-TOTAL $292633 Personnel Project coordination, curriculum development, mileage, facility maintenance, etc. $58,830 TOTAL 88 463 Exhibit G 25B-67 II. VOCATIONAL TRAINING IN DIGITAL TECHNOLOGY (MATERIALS) = a$5,132 IN-KIND FUNDS (Funds will be provided from CTV 3 Time Warner Cable Franchise Fee Funds for Purchase of New In-Kind Equipment for WIA Grant ) CTV3 EQUIPMENT LIST ITEM QTY ITEM DESCRIPTION EA TOTAL 1 4 MacBook Pro, 17-inch, Quad-core Intel Core i7 $3,298 $13,192 2 4 LaCie 1TB Rugged Triple Interface USB 3.0 Portable Hard Drive $139.99 $560 3 1 Sony HXR-NX5U NXCAM Professional Camcorder $3,995.00 $3,995 4 1 Sony NP-1`970 L-Series Info-Lithium Battery Pack (6600mAh) $97.49 $97 5 4 SanDisk - 32GB Extreme Pro SDHC UHS-I Memory $139 $556 6 4 Final Cut Pro X $299 $1,196 7 4 Adobe CS5.5 Design Standard $1,299.95 $5,200 8 4 Sony Professional Headphones $83.95 $336 TOTAL $25,132 Exhibit G 25B-68 Attachment D Assurances & Certifications Selected providers will be required to sign and submit "actual" assurances and certificates as required by the City of Santa Ana and the Workforce Investment Board on all contracts. I recognize that I must give assurances for each item below. If I cannot, this proposal will be automatically rejected. Please initial each box. 421 I am authorized by my Board of Directors, Trustees, other legally qualified officer, or as the owner of this agency or business to submit this proposal. We are not currently on any Federal, State of California, or local Debarment list. We will provide records to show that we are fiscally solvent, if needed. We have, or will have, all of the fiscal control and accounting procedures needed to JP1 ensure that WIA funds will be used as required by law and contract. We have additional funding sources and will not be dependent on WIA funds alone. We do or will meet the applicable Federal, State, and local compliance requirements. These include, but are not limited to: ]Records accurately reflect actual performance. Maintain record confidentiality, as required. Reporting financial, participant, and performance data, as required. ©Comply with State and Federal fiscal and program activity audits. BcompMng with Federal and State non-discrimination provisions. [Meeting requirements of Section 504 of the Rehabilitation Act of 1973. Meeting requirements of the American's with Disabilities Act of 1990. (submit attachment F) ©Meeting all applicable labor law, including Child Labor Law standards. ©Agree to provide a drug free workplace. [Agree to insure the City of Santa Ana through General Liability Insurance and Automobile Liability. Coverage in the amount of $1,000,000.00 policy. [Agree to provide all participants with Grievance Procedures. (Agree to insure proposer's employees through Workers Compensation Insurance (including part-time employees) [Procurement policies and procedures are in place and meet federal guidelines. We will not: ©Place a youth in a position that will displace a current employee. [use WIA money to assist, promote, or deter union organizing. Muse funds to employ or train of persons in sectarian activities. Muse funds for youth in the construction, operation, or maintenance of any part of a facility to be used for sectarian instruction or religious worship. Ouse WIA funds for activities that would interfere with or replace regular academic requirements for eligible youth who are not dropouts. [f]use WIA funds to carry out programs funded under the School-to-Work Opportunities Act of 1994 unless the program(s) are only for youth eligible to participate under WIA. Muse WIA money under this contract to purchase any equipment. hereby assure that all of the above e_ - _?, C_1 - % Director Parks and Rec Santa Ana 3/5/2012 Name Title Date Exhibit H 25B-69 ADDITIONAL INSURED ENDORSEMENT 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 92702; its officers, employees, agents and volunteers are named as additional insureds ("additional insureds") with regard to liability and defense of suits arising from the operations and uses performed by or on behalf of the named insured. 2. With respect to claims arising out of the operations and uses performed by or on behalf of the named insured, such insurance as is afforded by this policy is primary and is not additional to or contributing with any other insurance carried by or for the benefit of the additional insureds. 3. This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the company's limits of liability. The inclusion of any person or organization as an insured shall not affect any right which such person or organization would have as a claimant if not so included. 4. With respect to the additional insureds, this insurance shall not be canceled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to this endorsement form as a part of Named Insured Countersigned by EXHIBIT I Authorized Representative 25B-70 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: OCTOBER 1, 2012 TITLE: SETTLEMENT AGREEMENTS FOR GRAND AVENUE WIDENING (PROJECT NO. 081732 NONGENERAL FUND) APPROVED ? As Recommended ? As Amended ? Ordinance on 1st Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER CITY MANAGER RECOMMENDED ACTION 1. Authorize the City Manager and Clerk of the Council to execute the attached settlement agreements, subject to nonsubstantive changes approved by the City Manager and City Attorney: • Roberto Comparan dba Comparan Produce, tenant of the property located at 204 North Grand Avenue (APNs 398-453-05 & 06) in the amount of $22,510. • Alfred Laguna dba Continental Barber, tenant of the property located at 208 North Grand Avenue (APNs 398-453-05 & 06) in the amount of $16,730. • K & K Investments LP, tenant of the property located at 218 North Grand Avenue (APNs 398-453-05 & 06) in the amount of $29,815. • Raymundo Pena dba Imagen Beauty, tenant of the property located at 1221 East First Street, Unit D (APNs 398-454-12 & 13) in the amount of $17,415. • Joan McVay, Lance McVay, Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, for the purchase of the property located at 1225 East Fourth Street (APN 398-385-04) in the amount of $300,000. 2. Authorize the City Manager and Clerk of the Council to execute the attached loss of rent agreement with Gallegos Brothers LLC, subject to nonsubstantive changes approved by the City Manager and City Attorney. 25C-1 Settlement Agreements for Grand Avenue Widening October 1, 2012 Page 2 DISCUSSION Grand Avenue is a major north-south transportation facility, which is designated as a major arterial highway and carries in excess of 35,000 vehicles per day. The widening of Grand Avenue between First and Seventeenth Streets has been a long-term priority project that will be constructed in several phases. Improvements include the widening of the street from two to three lanes in each direction; raised landscape medians; curb, gutter, and sidewalk construction; and bike lanes. The Public Works Agency is acquiring property for Phase I between First and Fourth Streets, and expects to complete the acquisition process by June 2013 and start construction in the summer of 2013. The Uniform Relocation Act obligates the City to relocate tenants of the properties acquired for the widening of Grand Avenue, and sets standards for benefit amounts (Exhibit 1). The tenants at 204, 208, 218 North Grand Avenue and at 1221 East First Street Unit D have agreed to the settlement amounts above. These settlement agreements are for all rights, title, and interest, including fixtures and equipment. Additionally, the project necessitates the full acquisition of 1225 East Fourth Street for a settlement amount of $300,000. The compensation amounts for these properties are the appraised values prepared by an appraiser licensed by the State of California. The project also necessitates the full acquisition of 202 North Grand Avenue. Negotiations for the acquisition are ongoing. However, several tenants, including those listed above at 204, 208, and 218 North Grand Avenue, have begun to receive relocation benefits and to move. The loss of rent agreement between the City and the property owner ensures that when tenants move, the City will compensate the property owner for the amount of rent and, in turn, these units will not be rented, forcing the City to pay for additional relocation benefits. ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the proposed project has been determined to be adequately evaluated in the previously prepared FEIR (SCH No. 1998051068) approved by City Council in 2002. In accordance with National Environmental Policy Act, an Environmental Assessment document with a Finding of No Significant Impact was prepared for the proposed project and approved by the California Department of Transportation and Federal Highway Administration in 2011. 1 25C-2 Settlement Agreements for Grand Avenue Widening October 1, 2012 Page 3 FISCAL IMPACT Funds are appropriated in the Regional Surface Transportation Program (accounting unit 05917660-66220) and Transportation System Improvement Area Fund (accounting unit 99117950-66220). APPROVED AS TO FUNDS AND ACCOUNTS: r Raul Godinez II Executive Director Public Works Agency RG/JG Exhibits: 1. Location Map 2. Agreements ?c?cc?r LA t _. Francisco Gutierrez Executive Director Finance & Management Services Agency 25C-3 25C-4 N 19 ? (NTS) "--j _J 1 m 1 I ?, m_ j ? 1 Q 1? 1 j M 1 M I M 1 m l a? I m l 1 co 1 m 1 "' i m i m! m! m i m i j? l m l? l n l? l m l j M I M I M l ?" I M I M m l m l m l m l m l m l 1_ I M I M I °? I M I M LEGEND: SUBJECT PRCFERTti Ill D z w Q z V m i m ? m j m j m i m j m j m i I m l m I m l m l °m ! m i m! 1 r' 1 1 1 M j M j M 1 M 1 M 1 j I m l m l m l m l m l m I m l 1 M I M I M I M I M I rmi 1 rmi I? 1 1 1 r? 1 I N I ?0 1 m 1 `" 1 1 "" 1 1 1 1 1 x 1 1 °m l m l m l m ! 1 1 1 I M I M I M 1 1 m I m l m l m l m l m 1 O M I M 1 fm'1 I M I M 1 THIRD STREET m m i m m i m i m K i m ; m i m? m m i ?,? M I M I M I M I T I PI _R i- m 1 I m l m 1 m°'1 1 f 1- i m i i 1 s 1 m ! m!?! m! i 1 v 1 I c l c l SECOND STREET m? m? m? m? m? e! m? m? e i i `• i i i P i i P i i i ! 1 v 1 1 v 1 m - m m ` _ j M M ,.J FIRST STREET EXHIBIT 1 SANTA ANA PWA PUBLIC WORKS AGENCY CITY COUNCIL AGENDA DATE: OCT. 1, 2012 TITLE: SETTLEMENT AGREEMENTS FOR GRAND AVENUE WIDENING (PROJECT NO.: 081732 NON-GENERAL FUND) 08-1732 RFCA Exhibit 1 (398-454-12 & 13) 2012-09-17.dgn 9/2724 91236:34 FOURTH STREET 25C-6 SELL ALL (NO SALVAGE) Project: Grand Avenue Widening Project APN: 398-453-05 & 06 Tenant-Scller: Roberto Comparan dba Comparan Produce AGREEMENT FOR ACQUISITION OF TENANT-SELLER'S INTEREST IN REAL PROPERTY THIS AGREEMENT ("Agreement") is entered into as of this day of 2012, by and between THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California ("Buyer"), and ROBERTO COMPARAN DBA COMPARAN PRODUCE ("Tenant-Seller") for the acquisition by Buyer of certain interests in real property described herein. IT IS HEREBY AGREED BETWEEN THE PARTIES AS FOLLOWS: 1. AGREEMENT. Tenant-Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase and acquire from Tenant-Seller, upon the terms and for the consideration set forth in this Agreement, (a) all right, title and interest, in and to certain improvements, including fixtures and equipment (collectively "Improvements") located in, on, or affixed in any manner to the premises known and numbered as 204 N. Grand Avenue Santa Ana, California ("Premises") which Premises are part of that real property described in Attachment "1" attached hereto, located in the City of Santa Ana, Orange County, California ("Property"), and (b) any tenancy interest of Tenant-Seller ("Tenancy Interest") in and to the Premises and the Property. The Improvements to be conveyed by Tenant-Seller are a part of the Premises, and specifically include, without limitation, the items described in the list of Improvements Pertaining to the Realty attached hereto as Attachment "2". 2. PURCHASE PRICE. The total purchase price, payable in cash through this Agreement, shall be the sum of: Twenty Two Thousand Five Hundred and Ten Dollars and no/100 dollars ($22,510.00) ("Purchase Price") 3. CONVEYANCE OF INTEREST IN REAL PROPERTY. Tenant-Seller agrees to execute a Quitclaim Deed in the same form as that attached hereto as Attachment "3" in favor of Buyer ("Quitclaim Deed"), relinquishing, releasing, and forever quitclaiming to Buyer all right title and interest in and to the Tenancy Interest. 4. Tenant-Seller vacated the property on December 31, 2012. 5. CONVEYANCE OF INTEREST IN IMPROVEMENTS. The Quitclaim Deed will also convey from Tenant-Seller to Buyer all of Tenant-Seller's interest in and to the Improvements, which conveyance shall be free and clear of all recorded and unrecorded encumbrances, liens, assessments, leases, and taxes. Unless otherwise provided, recording of the Quitclaim Deed and Closing (as defined below) of the transaction described herein shall be subject to Tenant-Seller's vacation of the Premises and proof of clear title to all said 1 25C-7 Improvements having been obtained and received by Buyer in accordance with Paragraphs 8 and 9 of this Agreement. 6. RECORDING. Recordation of any documents delivered through this Agreement is authorized if necessary or proper, upon acceptance by Buyer as described herein. 7. CERTIFICATION OF OWNERSHIP. Tenant-Seller hereby warrants and certifies under penalty of perjury that Tenant-Seller is the owner of the Improvements and that no document has been signed by or on behalf of Tenant-Seller for the purpose of creating any lien, encumbrance, or security interest in any of the Improvements, and that the Tenant-Seller does not know of any claim of lien, encumbrance, or other security interest therein, EXCEPT: a) Trust Deeds on the Property, duly recorded; and (b) real and personal property taxes. 8. PERMISSION TO ENTER PREMISES. Tenant-Seller hereby grants Buyer or its authorized agent's permission to enter upon the Premises at all reasonable times prior to Closing of this transaction for the purpose of making necessary inspections. 9. BULK SALE. In order to establish proof of clear title to the Improvements, Buyer may publish a Notice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report and/or a report from the Secretary of State's Office as to filings of security interests covering the Improvements. 10. CONFLICTING INTERESTS. In the event any conflicting claim of title or any security interest or lien of any kind is discovered or asserted as to any of the Improvements, Buyer shall, upon receiving notice or knowledge thereof, withhold an amount otherwise payable to Tenant-Seller as is reasonably necessary, in the sole opinion of Buyer, to protect Buyer against such claim of interest or lien. The withholding of such funds shall not prevent Closing of this transaction if the total funds to be withheld from Tenant-Seller do not exceed the net amount to be paid to Tenant-Seller through this transaction. Buyer will not pay out the withheld funds or disburse any withheld funds to any claimant or other party (except upon court order or levy) without the written consent of Tenant-Seller. A general creditor's claim shall not be deemed to be a claim against any specific item of Improvements and Tenant-Seller hereby agrees to accept all responsibility therefore. Unless otherwise provided, it shall be presumed that Tenant-Seller is entitled to payment under this transaction for the Improvements. It shall be presumed that the Property owner is the owner of all improvements, fixtures and equipment associated with the Premises other than the Improvements. 11. DISMISSAL OF EMINENT DOMAIN ACTION. If Buyer has previously filed an action to condemn the Tenancy Interest and/or Tenant-Seller's interest in the Improvements, Tenant-Seller hereby consents to the dismissal of such action and waives any claims for compensation, costs, attorney's fees and deposits in said action, or any claim whatsoever which might arise out of the filing of such action, whether or not such claim is specifically identified herein. Tenant-Seller hereby authorizes Buyer to withdraw and make payable to Buyer any funds deposited with the Court in any such eminent domain action. 2 25C-8 12. CLOSING; PURCHASE PRICE ADJUSTMENTS. Recording of the Quitclaim Deed by Buyer will constitute "Closing" of this transaction. At Closing, Buyer will pay the Purchase Price to Tenant-Seller, subject to the following adjustments: A. Pay and charge Tenant-Seller for any and all current and/or delinquent taxes and any penalties and interest thereon, and for any delinquent or non-delinquent assessments or bonds against the Improvements and the Tenancy Interest. B. Pay and charge Tenant-Seller for any amount necessary to place title in the condition necessary to satisfy Paragraphs 4 and 9 of this Agreement; C. Disburse funds when conditions of this Agreement have been satisfied by Buyer and Tenant-Seller. 13. FULL AND COMPLETE SETTLEMENT. Tenant-Seller hereby acknowledges that the compensation paid to Tenant-Seller through this Agreement constitutes the full and complete settlement of any and all claims against Buyer, resulting from or arising out of Buyer's acquisition of the Property and the Tenancy Interest and any dislocation of Tenant-Seller from the Premises, specifically including, but not limited to the value of the Improvements, leasehold improvements, any and all claims for rental or leasehold value and any and all claims in inverse condemnation and for precondemnation damages, and any and all other claims that Tenant-Seller may have, whether or not specifically mentioned here, relating directly or indirectly to the acquisition by Buyer of the Property, the Improvements and the Tenancy Interest (but excluding relocation benefits to which Tenant-Seller may be entitled). Tenant-Seller and Buyer and each and all of their agents, representatives, attorneys, principals, predecessors, successors, assigns, administrators, executors, heirs, and beneficiaries (collectively "Releasees"), hereby release the other party, and its Releasees, and each of them from any and all obligations, liabilities, claims, costs, expenses, demands, debts, controversies, damages, causes of action, including without limitation those relating to just compensation or damages which any of them now have, or might hereafter have by reason of any matter or thing arising out of or in any way related to any condemnation action affecting the Property, the Improvements and the Tenancy Interest. 14. ACKNOWLEDGMENT CONCERNING CIVIL CODE SECTION 1542. Tenant-Seller acknowledges that it has been advised by its attorneys concerning, and is familiar with, the provisions of California Civil Code § 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Tenant-Seller acknowledges that it and any others acting on its behalf herein may have sustained damage, loss, cost, or expenses that are presently unknown and unsuspected and which may give rise to additional damages, loss, costs, or expenses in the future. Nevertheless, Tenant-Seller acknowledges that this Agreement has been negotiated and agreed upon in light of that situation and hereby expressly waives any and all rights which it or others acting on its behalf may have under California Civil Code §1542, or under any statute or common law or equitable principle of similar effect. 25C-9 Tenant-Seller: . C. 15. CONTINGENCY. Transaction is subject to and contingent upon receipt by Buyer of the duly executed Quitclaim Deed from Tenant-Seller with respect to the Tenancy Interest and the Improvements. This transaction is further subject to and contingent upon approval and acceptance by Buyer. 16. AGREEMENT TO EXECUTE. "Tenant-Seller and Buyer agree to execute and file any additional agreements, consents or other documents reasonably necessary to effect the full and complete settlement and purchase of the Improvements and the Tenancy Interest. 17. AUTHORIZATION TO EXECUTE. Tenant-Seller and Buyer represent and warrant that the persons executing this Agreement are duly authorized to do so and to act on behalf of Tenant-Seller and Buyer respectively. 18. COMPROMISE IN SETTLEMENT. This Agreement is a compromise in settlement of pending or potential litigation between Tenant-Seller and Buyer and shall never be treated as an admission by Buyer for any purpose of liability or as to value of any property or claim. 19. SURVIVAL OF RIGHTS AND OBLIGATIONS. Notwithstanding the releases contained herein and agreement concerning this transaction, all the rights and obligations created under and pursuant to this Agreement shall survive the execution of the Agreement, the releases contained herein and the Closing of this transaction. 20. WARRANTIES, REPRESENTATIONS AND COVENANTS OF TENANT- SELLER. Tenant-Seller hereby warrants, represents, and/or covenants to Buyer that: A. To the best of Tenant-Seller's knowledge, there are no actions, suits, material claims, legal proceedings, or any other proceedings affecting the Improvements, the Tenancy Interest or any portion thereof, at law or in equity, before any court or governmental agency. B. Until the Closing, Tenant-Seller shall maintain the Improvements and the Premises in good condition and state of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affecting the Improvements and the Premises. C. Until the Closing, Tenant-Seller shall not do anything which would impair Tenant-Seller's title to the Premises, the Improvements or the Tenancy Interest. D. All utilities including gas, electricity, water, sewage, and telephone, are available to the Premises, and to the best of Tenant-Seller's knowledge, all such items are in good working order. E. To the best of Tenant-Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or violate any of the provisions of any bond, note, evidence of indebtedness, contract, lease, or other agreement or 4 25C-10 instrument to which Tenant-Seller, the Premises, the Improvements or the Tenancy Interest may be subject. F. Until the Closing, Tenant-Seller shall, upon learning of any fact or condition which would cause any of the warranties and representations in this Paragraph 19 not to be true as of Closing, immediately give written notice of such fact or condition to Buyer. 21. HAZARDOUS WASTE. Neither Tenant-Seller nor, to the best of Tenant-Seller's knowledge, any previous owner, tenant, occupant or user of the Property or the Premises, has used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property or the Premises, or transported any Hazardous Materials to or from the Property or the Premises. Tenant-Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from the Premises. The term "hazardous Materials" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under §25115, §25117 or §25122.7, or listed pursuant to §25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under §25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under §25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under §25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated byphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. 51317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et seq. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42. U.S.C. S6901, et seq. (42 U.S.C. 56901). 22. COMPLIANCE WITH ENVIRONMENTAL LAWS. To the best of Tenant- Seller's knowledge, the Premises and its use complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state and local laws pertaining to air and water quality, hazardous waste, waste disposal and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations and ordinances of the city within which the subject Property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency and all applicable federal, state and local agencies and bureaus. 5 25C-11 23. INDEMNITY. Tenant-Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in, or about, or the transportation of any such materials to or from, the Premises, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Premises. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment. This indemnity extends only to acts or omissions of Tenant-Seller herein. 24. ATTORNEYS' FEES. If legal action is required in order to construe or enforce any provision of this Agreement, the party prevailing in such action shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as its attorneys' fees and costs. 25. COUNTERPARTS. This Agreement may be executed in counterparts and when so executed by both parties, each counterpart will constitute an original document. 26. BINDING EFFECT. The terms, conditions, covenants and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereto. 27. ENTIRE AGREEMENT. This Agreement contains the entire agreement between both parties; neither party relies upon any warranty or representation not contained in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year set forth hereinabove. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURE PAGE FOLLOWS. 25C612 Mailing Address of Tenant-Seller 204 N. Grand Avenue Santa Ana, California 92701 Tenant-Seller Its: Date: Buyer Mailing Address of Buyer 20 Civic Center Plaza, M-30 Santa Ana, California 92701 THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California By: Paul Walters City Manager Date: Attest: By: Maria D. Huizar City Clerk Date: Approved as to Form: Sonia R. Carvalho City Attorney By: Jose Sandoval Chief Assistant City Attorney Date: 7 25C-13 ATTACHMENT "1" LEGAL DESCRIPTION OF PROPERTY A-1 25C-14 ti LEGAL DESCRIPTION Real Property In the City of Santa Ana, County of Orange? State of Ca follows: lifornia, descrJbed as y LOTS 11 2, 3, 11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY TRACT" NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, AS PER MAP RECORDED IN BOOK 11, PAGE 34, OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA, APN: 398-453-05 and 398-453-06 25C-15 ATTACHMENT 662" IMPROVEMENTS PERTAINING TO THE REALTY 25C-16 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE NORTHWEST STORAGE AREA 1 1 MUSIC SYSTEM, PIONEER, TUNER, AMP RX 1191, A/F 5842 $350 $50 DBL CASSETTE DECK, EXTERNAL SPEAKERS, LOOKS LIKE 3 UNITS BUT IS ALL 1 UNIT 2 1 LOT, C/O: A/F 240 50 (1) CLOCK RADIO, GE, CASSETTE DECK (1) TOASTER OVEN, EURO-PRO (1) MICROWAVE, TOSHIBA (1) STEP LADDER, FIBERGLASS, 6- (4) MISC. PLASTIC CONTAINERS (2) WIRE MESH FOOD SHELVES, 69" (1) CHAIR, FOLDING, METAL (1) FIRE EXTINQUISHER, 2.5 LB (1) BOOKCASE, WOOD, PAINTED, SHOP MADE, 28" X 65" H RESTROOM 3 1 LOT, C/O: F 75 0 (1) OVAL MIRROR, 16" H (1) OVAL MIRROR, 25" H (1) PAPER TOWEL DISPENSER, SERVCO 2000, PLASTIC, MANUAL (1) TRASH CAN, FLIP COVER, PLASTIC HALLWAY 4 1 LOT, C/O: A 5843 120 10 (1) MOBILE CUTTING BOARD, WIRE RACK SHELVING, 30" X 14" (2) TRASH CAN, PLASTIC (2) MOP AND CADDY (2) BROOM AND DUST PAN (1) GARDEN HOSE AND NOZZLE RETAIL AREA 5 1 FOOD DISPLAY CABINET, 4 BIN, PLASTIC TOP, P 5844 125 20 LAMINATE WOOD CONSTRUCTION, 6'WX3'HX21"D 6 1 DESK, METAL, LAMINATE TOP, DOUBLE F 5846 150 20 PEDESTAL, 5 DRAWER, LOCKING, 62" X 32" 7 1 CASH REGISTER, SHARP, XE-A102, SINGLE A 100 10 CASH DRAWER, LOCKING Hjelmstrom Associates Page Al 25C-17 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT COMPARAN PRODUCE MARKET FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE LOT, C/O: A/F (1) CHAIR, DESK, HIGH BACK, ARMS, LEATHERETTE,CASTERS (1) FAN, HOLMES, 8" DIAMETER (1) CLOCK, ELECTRIC, 12" DIAMETER (1) TRASH CAN, PLASTIC (1) HAND TRUCK, MEDIUM DUTY, 58" H (1) PAPER TOWEL DISPENSER, SERVCO 2000, PLASTIC, MANUAL (1) SOAP DISPENSER (1) SHELVING, METAL, BOLT ASSEMBLY, 5 TIER, 77" W X 75" H X 21 " D (3) STOOLS, 25" H (1) DISPLAY RACK, CANDY, METAL TUBE CONSTRUCTION, 7 TIER, CASTERS, 31" WX 52" H X 17 D (1) DISPLAY RACK, CHIPS, METAL TUBE CONSTRUCTION, 5 TIER, CASTERS, 17" W X 52" H X 17" D (25) BEVERAGE CRATES, 8- 2 LITER BOTTLE CAPACITY, PLASTIC (31) MISC. PRODUCE/BEVERAGE BINS, PLASTIC (1) TRASH CAN, PLASTIC, DOME TOP (1) FAN, TATUNG, 12" DIAMETER (1) TV, CRT, RCA, 9", DOLBY ANALOG ANTENNA (1) FAN, PATTON, HIGH VELOCITY, 18" DIAMETER, CEILING MOUNTED (1) MAGAZINE RACK, WOOD, PAINTED, 3 TIER, 48" W X 64" H X 15" D (1) CLOCK, WALL, 12" DIAMETER (1) PHONE, SONY (1) POTTED PLANT, 1/2 GALLON (1) CANDY DISPLAY, PLEXIGLASS, 2 TIER, 12" W X 12" H X 12" D (1) LED "OPEN" SIGN (4) FRAMED WALL POSTERS (35) UNFRAMED POSTERS 5849 5850 1,165 150 9 1 SCALE, TORREY, MFQ-40L, CLASS III, 40 LB A/G 5851 130 50 CAPACITY, STAINLESS STEEL TRAY 10 1 FREEZER, CHEST TYPE, GE, TOP OPENING, F 175 30 29"WX33"HX21"D 11 1 REGISTER COUNTER, WOOD, NATURAL A 5853 425 75 FINISH, L-SHAPE, 3 GLASS DISPLAY CABINETS, 33" X 51" X 38" H, RETURN WITH END PANEL, 47'X15" Hjelmstrom Associates Page A2 25C-18 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JU NE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE 12 1 ICE CREAM FREEZER, TURBO AIR, 2 GLASS TOP F 250 30 DOORS, 45" X 34" X 27" (TUCKED UNDER REGISTER COUNTER RETURN) 13 1 CASH REGISTER, SHARP, XE-A203, SINGLE CASH G 5851 350 100 DRAWER, LOCKING 14 1 PRODUCE DISPLAY ISLAND, DRY SHELVING, F 5856 500 0 STAINLESS STEEL TRAY LINING, NON- REFRIGERATED, WITH HOBART SCALE, HANGING, 30 LB CAPACITY, 12'X 6'X 2.5'H (MAY REQUIRE DISASSEMBLY) 15 1 PRODUCE DISPLAY SHELF, DRY SHELVING, F 5860 350 0 KYSOR, WARREN SHERER, SLANT SHELF, WIRE FRAME SHELVING, MIRROR BACK, NO WATER OR REFRIGERATION HOOK-UP, 12' X 4'X 6' H (MIRROR CRACKED; MAY REQUIRE DISASSEMBLY) EXTERIOR 16 10 POTTED PLANTS, PLASTIC CONTAINERS, 1 TO 2 A 150 50 GALLON TOTAL FURNITURE, FIXTURES & EQUIPMENT $4,655 $645 Hjelmstrom Associates Page A3 25C-19 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE QTY COND PIC # MARKET NO. IMPROVEMENTS PERTAINING TO THE REALITY VALUE VALUE NORTHWEST STORAGE AREA 1 14 LINEAR FEET SHELVING, WOOD, PAINTED, P 5823 $200 $0 SHOP MADE, 4 TIER, 66" H 2 16 LINEAR FEET SHELVING, WOOD, PAINTED, F 5824 400 0 SHOP MADE, 23" X 17" CUBBIES, 2 TIER BOTTOM SHELF, 6'H 3 924 SQUARE FEET FLOORING, LINOLEUM, P 5825 650 0 12" X 12" TILE 4 1 SECURITY SCREEN DOOR, 1/2" WROUGHT A 5826 250 25 IRON CONSTRUCTION WITH PERFORATED SHEET METAL SCREEN, 40" X 80" H RETAIL AREA 5 1 WALK-IN COOLER, 8'X 10.5', METAL CLAD A 5827 11,900 1,000 SANDWICH INSULATION PANELS, ROOF MOUNTED CONDENSER/COMPRESSOR, (1) DOUBLE FAN COOLING FOIL, PLASTIC CURTAIN, 43"X 84" H, 6" CERAMIC TILE FLOORING, (4) SLANTED BEVERAGE RACKS, 28" W X 24" D X 80" H, 5 TIER, (4) REACH-IN GLASS DOORS, ANTHONY, 27" X 75" H 6 43 SQUARE FEET PEDBOARD DISPLAY P 5828 80 0 7 1 LOT, C/O BUILTY-IN SHELVING: F 5829- 1,355 0 (17) LINEAR FEET LOWER SHELVING, WOOD, 5832 PAINTED, SHOP MADE, 4 TIER, 44"HX12"D (30) LINEAR FEET, UPPER SHELVING, WOOD, PAINTED, SHOP MADE, 12" D (1) WALL SHELF, WOOD, NATURAL FINISH, 5 TIER, TX 4'X 9" D (1) WALL SHELF, WOOD, PAINTED, SHOP MADE, 4 TIER, 36" X 26" (1) WALL DISPLAY RACK, WOOD, NATURAL FINISH, SLOTS, 20" X 69" (1) WALL SHELF, WOOD, NATURAL FINISH, 4 TIER, 24" X 24" X 4" D (35) LINEAR FEET WALL SHELVING, OPEN, WOOD, PAINTED, SHOP MADE, 11" D (15) LINEAR FEET, WOOD, PAINTED, SHOP MADE, 3 TIER, 38" H X 12" D (1) WALL SHELVING, WOOD/PEGBOARD, 5 TIER, 27" X 82" HJELMSTROM ASSOCIATES Page A4 25C-20 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVE NUE STREET WIDENING PROJECT DATE OF VALUE: JU NE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE 8 1 DOOR CHIME, MOTION SENSOR ACTIVATED A 35 0 9 1 LOT, C/O SECURITY BARS: A/F 5833 1,525 0 (1) WINDOW SECURITY BARS, METAL ACCORDIAN, SLIDING, 11'6" W X S H (1) DOOR SECURITY BARS, ACCORDIAN, METAL, SLIDING, 44" W X 102" H 10 19 LINEAR FEET, FENCING, SQUARE TUBE A 5834 500 0 WROUGHT IRON, 41" H 11 1 SIGNAGE, C/O HAND PAINTED: G 5835 150 0 (21) 11" HIGH LETTERS (25) 7" HIGH LETTERS (5) 13" HIGH CATUS PETALS 12 1 UTILITY SINK, PLASTIC, SINGLE FAUCET, A/F 5840 300 0 19" X 21" X 12" BASIN, INSTALLED 13 1 WATER HEATER, RELIANCE, MODEL 501, A 5841 510 0 GAS, 40 GALLON CAPACITY TOTAL IMPROVEMENTS PERTAINING TO THE REALTY $17,855 $1,025 HJELMSTROM ASSOCIATES Page A5 25C-21 ATTACHMENT "3" QUITCLAIM DEED (See Attached) 25C-22 RECORDING REQUESTED BY: THE CITY OF SANTA ANA AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Exempt from Recording Fee Exempt from Documentary Transfer Tax Pursuant to Government Code Section 6103 Pursuant to R&T Code § 11922 pace above this line or Recorders use QUITCLAIM DEED County Assessor's Parcel Number: 398-453-05 & 06 FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Comparan Produce do(es) hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, the real property in the City of Santa Ana, County of Orange, State of California, described as all right title and interest in and to the following described real property in exhibit "A" including any and all leasehold interest, title and interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit "B", list of Improvements Pertaining to the Realty, (fixtures and equipment), attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, including all Improvements Pertaining to the Realty, against all demands and claims of all persons. SEE EXHIBIT "A" & "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF IN WITNESS WHEREOF, the grantor hereto has caused this Quitclaim Deed to be executed as of this day of 2012. By: Date: 25C-23 EXHIBIT "I" (to Quitclaim Deed) LEGAL DESCRIPTION 25C-24 EXHIBIT "A" • s LEGAL DESCRIPTION Real Property in the City of follows; Santa Ana, County of Orange, State of California, described as l LOTS 1, 2, 3, 11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY TRACT. N0. 1, HUMPHREY'S ADDITION TO SANTA ANA, AS PER MAP RECORDED IN BOOK 11, PAGE 39, OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA. APN: 398-453-05 and 398-453-06 25C-25 EXHIBIT "2" (to Quitclaim Deed) DESCRIPTION OF CONVEYED IMPROVEMENTS 25C-26 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: QTY FAIR SALVAGE COND PIC # MARKET NO. FURNITURE, FIXTURES & EQUIPMENT VALUE VALUE NORTHWEST STORAGE AREA 1 1 MUSIC SYSTEM, PIONEER, TUNER, AMP RX 1191, A/F 5842 $350 $50 DBL CASSETTE DECK, EXTERNAL SPEAKERS, LOOKS LIKE 3 UNITS BUT IS ALL 1 UNIT 2 1 LOT, C/O: A/F 240 50 (1) CLOCK RADIO, GE, CASSETTE DECK (1) TOASTER OVEN, EURO-PRO (1) MICROWAVE, TOSHIBA (1) STEP LADDER, FIBERGLASS, 6- (4) MISC. PLASTIC CONTAINERS (2) WIRE MESH FOOD SHELVES, 69" (1) CHAIR, FOLDING, METAL (1) FIRE EXTINQUISHER, 2.5 LB (1) BOOKCASE, WOOD, PAINTED, SHOP MADE, 28" X 65" H RESTROOM 3 1 LOT, C/O: F 75 0 (1) OVAL MIRROR, 16" H (1) OVAL MIRROR, 25" H (1) PAPER TOWEL DISPENSER, SERVCO 2000, PLASTIC, MANUAL (1) TRASH CAN, FLIP COVER, PLASTIC HALLWAY 4 1 LOT, C/O: A 5843 120 10 (1) MOBILE CUTTING BOARD, WIRE RACK SHELVING, 30" X 14" (2) TRASH CAN, PLASTIC (2) MOP AND CADDY (2) BROOM AND DUST PAN (1) GARDEN HOSE AND NOZZLE RETAIL AREA 5 1 FOOD DISPLAY CABINET, 4 BIN, PLASTIC TOP, P 5844 125 20 LAMINATE WOOD CONSTRUCTION, 6'WXSHX21"D 6 1 DESK, METAL, LAMINATE TOP, DOUBLE F 5846 150 20 PEDESTAL, 5 DRAWER, LOCKING, 62" X 32" 7 1 CASH REGISTER, SHARP, XE-A102, SINGLE A 100 10 CASH DRAWER, LOCKING Hjelmstrom Associates Page Al 25C-27 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT COMPARAN PRODUCE MARKET FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE LOT, C/O: A/F (1) CHAIR, DESK, HIGH BACK, ARMS, LEATHERETTE,CASTERS (1) FAN, HOLMES, 8" DIAMETER (1) CLOCK, ELECTRIC, 12" DIAMETER (1) TRASH CAN, PLASTIC (1) HAND TRUCK, MEDIUM DUTY, 58" H (1) PAPER TOWEL DISPENSER, SERVCO 2000, PLASTIC, MANUAL (1) SOAP DISPENSER (1) SHELVING, METAL, BOLT ASSEMBLY, 5 TIER, 77" W X 75" H X 21" D (3) STOOLS, 25" H (1) DISPLAY RACK, CANDY, METAL TUBE CONSTRUCTION, 7 TIER, CASTERS, 31" WX 52" H X 17" D (1) DISPLAY RACK, CHIPS, METAL TUBE CONSTRUCTION, 5 TIER, CASTERS, 17" W X 52" H X 17" D (25) BEVERAGE CRATES, 8- 2 LITER BOTTLE CAPACITY, PLASTIC (31) MISC. PRODUCE/BEVERAGE BINS, PLASTIC (1) TRASH CAN, PLASTIC, DOME TOP (1) FAN, TATUNG, 12" DIAMETER (1) TV, CRT, RCA, 9", DOLBY ANALOG ANTENNA (1) FAN, PATTON, HIGH VELOCITY, 18" DIAMETER, CEILING MOUNTED (1) MAGAZINE RACK, WOOD, PAINTED, 3 TIER, 48" W X 64" H X 15" D (1) CLOCK, WALL, 12" DIAMETER (1) PHONE, SONY (1) POTTED PLANT, 1/2 GALLON (1) CANDY DISPLAY, PLEXIGLASS, 2 TIER, 12" W X 12" H X 12" D (1) LED "OPEN" SIGN (4) FRAMED WALL POSTERS (35) UNFRAMED POSTERS 5849 5850 1,165 150 9 1 SCALE, TORREY, MFQ-40L, CLASS III, 40 LB A/G 5851 130 50 CAPACITY, STAINLESS STEEL TRAY 10 1 FREEZER, CHEST TYPE, GE, TOP OPENING, F 175 30 29" W X 33" H X 21 " D 11 1 REGISTER COUNTER, WOOD, NATURAL A 5853 425 75 FINISH, L-SHAPE, 3 GLASS DISPLAY CABINETS, 33" X 51"X 38" H, RETURN WITH END PANEL, 47" X 15" Hjelmstrom Associates Page A2 25C-28 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE 12 1 ICE CREAM FREEZER, TURBO AIR, 2 GLASS TOP F 250 30 DOORS, 45" X 34" X 27" (TUCKED UNDER REGISTER COUNTER RETURN) 13 1 CASH REGISTER, SHARP, XE-A203, SINGLE CASH G 5851 350 100 DRAWER, LOCKING 14 1 PRODUCE DISPLAY ISLAND, DRY SHELVING, F 5856 500 0 STAINLESS STEEL TRAY LINING, NON- REFRIGERATED, WITH HOBART SCALE, HANGING, 30 LB CAPACITY, 12'X 6'X 2.5' H (MAY REQUIRE DISASSEMBLY) 15 1 PRODUCE DISPLAY SHELF, DRY SHELVING, F 5860 350 0 KYSOR, WARREN SHERER, SLANT SHELF, WIRE FRAME SHELVING, MIRROR BACK, NO WATER OR REFRIGERATION HOOK-UP, 12' X 4'X 6'H (MIRROR CRACKED; MAY REQUIRE DISASSEMBLY) EXTERIOR 16 10 POTTED PLANTS, PLASTIC CONTAINERS, 1 T02 A 150 50 GALLON TOTAL FURNITURE, FIXTURES & EQUIPMENT $4,655 $645 Hjelmstrom Associates Page A3 25C-29 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: QTY COND PIC # FAIR SALVAGE MARKET IMPROVEMENTS PERTAINING TO THE REALITY NO. VALUE VALUE NORTHWEST STORAGE AREA 1 14 LINEAR FEET SHELVING, WOOD, PAINTED, P 5823 $200 $0 SHOP MADE, 4 TIER, 66" H 2 16 LINEAR FEET SHELVING, WOOD, PAINTED, F 5824 400 0 SHOP MADE, 23" X 17" CUBBIES, 2 TIER BOTTOM SHELF, 6'H 3 924 SQUARE FEET FLOORING, LINOLEUM, P 5825 650 0 12" X 12" TILE 4 1 SECURITY SCREEN DOOR, 1/2" WROUGHT A 5826 250 25 IRON CONSTRUCTION WITH PERFORATED SHEET METAL SCREEN, 40" X 80" H RETAIL AREA 5 1 WALK-IN COOLER, 8'X 10.5', METAL CLAD A 5827 11,900 1,000 SANDWICH INSULATION PANELS, ROOF MOUNTED CONDENSER/COMPRESSOR, (1) DOUBLE FAN COOLING FOIL, PLASTIC CURTAIN, 43" X 84" H, 6" CERAMIC TILE FLOORING, (4) SLANTED BEVERAGE RACKS, 28" W X 24" D X 80" H, 5 TIER, (4) REACH-IN GLASS DOORS, ANTHONY, 27" X 75" H 6 43 SQUARE FEET PEDBOARD DISPLAY P 5828 80 0 7 1 LOT, C/O BUILTY-IN SHELVING: F 5829- 1,355 0 (17) LINEAR FEET LOWER SHELVING, WOOD, 5832 PAINTED, SHOP MADE, 4 TIER, 44"HX12"D (30) LINEAR FEET, UPPER SHELVING, WOOD, PAINTED, SHOP MADE, 12" D (1) WALL SHELF, WOOD, NATURAL FINISH, 5 TIER, TX 4'X 9" D (1) WALL SHELF, WOOD, PAINTED, SHOP MADE, 4 TIER, 36" X 26" (1) WALL DISPLAY RACK, WOOD, NATURAL FINISH, SLOTS, 20" X 69" (1) WALL SHELF, WOOD, NATURAL FINISH, 4 TIER, 24" X 24" X 4" D (35) LINEAR FEET WALL SHELVING, OPEN, WOOD, PAINTED, SHOP MADE, 11" D (15) LINEAR FEET, WOOD, PAINTED, SHOP MADE, 3 TIER, 38" H X 12" D (1) WALL SHELVING, WOOD/PEGBOARD, 5 TIER, 27" X 82" HJELMSTROM ASSOCIATES Page A4 25C-30 PUBLIC WORKS COMPARAN PRODUCE MARKET CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE 8 1 DOOR CHIME, MOTION SENSOR ACTIVATED A 35 0 9 1 LOT, C/O SECURITY BARS: A/F 5833 1,525 0 (1) WINDOW SECURITY BARS, METAL ACCORDIAN, SLIDING, 11'6" W X 5'H (1) DOOR SECURITY BARS, ACCORDIAN, METAL, SLIDING, 44" W X 102" H 10 19 LINEAR FEET, FENCING, SQUARE TUBE A 5834 500 0 WROUGHT IRON, 41" H 11 1 SIGNAGE, C/O HAND PAINTED: G 5835 150 0 (21) 11" HIGH LETTERS (25) 7" HIGH LETTERS (5) 13" HIGH CATUS PETALS 12 1 UTILITY SINK, PLASTIC, SINGLE FAUCET, A/F 5840 300 0 19" X 21"X 12" BASIN, INSTALLED 13 1 WATER HEATER, RELIANCE, MODEL 501, A 5841 510 0 GAS, 40 GALLON CAPACITY TOTAL IMPROVEMENTS PERTAINING TO THE REALTY $17,855 $1,025 HJELMSTROM ASSOCIATES Page A5 25C-31 25C-32 SELL AND SALVAGE Project: Grand Avenue Widening Project APN: 398-453-05 & 06 Tenant-Seller: Alfred Laguna dba Continental Barber AGREEMENT FOR ACQUISITION OF TENANT-SELLER'S INTEREST IN REAL PROPERTY TH AGREEMENT ("Agreement") is entered into as of this qM day of 4t , 2012, by and between THE CITY OF SANTA ANA, a charter city and municipa corporation duly organized under the Constitution and laws of the State of California ("Buyer"), and ALFRED LAGUNA DBA CONTINENTAL BARBER ("Tenant-Seller") for the acquisition by Buyer of certain interests in real property described herein. IT IS HEREBY AGREED BETWEEN THE PARTIES AS FOLLOWS: 1. AGREEMENT. Tenant-Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase and acquire from Tenant-Seller, upon the terms and for the consideration set forth in this Agreement, (a) all right, title and interest, in and to certain improvements, including fixtures and equipment (collectively "Conveyed Improvements") located in, on, or affixed in any manner to the premises known and numbered as 208 N. Grand Avenue Santa Ana, California ("Premises") which Premises are part of that real property described in Exhibit A attached hereto, located in the City of Santa Ana, Orange County, California ("Property"), and (b) any tenancy interest of Tenant- Seller in and to the Premises and the Property ("Tenancy Interest"). The Conveyed Improvements are a part of the Premises, and specifically include, without limitation, the items described in the list of Improvements Pertaining to the Realty attached hereto as Exhibit B. Tenant-Seller may retain, salvage and remove from the Premises those improvements described in Exhibit C attached hereto ("Retained Improvements"). The Conveyed Improvements and the Retained Improvements are collectively referred to as the "Improvements." 2. PURCHASE PRICE. The total purchase price, payable in cash through this Agreement, shall be the sum of. SIXTEEN THOUSAND SEVEN HUNDRED AND THIRTY and no/100 dollars ($16,730.00) ("Purchase Price") which is computed as follows: Value of Conveyed Improvements as shown on Exhibit B $16,735.00 Value of the Retained Improvements as shown on Exhibit C $20.00 Less the Salvage Value thereof $25.00 TOTAL AMOUNT PAYABLE THROUGH THIS AGREEMENT $16,730.00 3. CONVEYANCE OF INTEREST IN REAL PROPERTY. Tenant-Seller agrees to execute a Quitclaim Deed in the same form as that attached hereto as Exhibit D in favor of Buyer 17336.02100\7050998.2 25t-33 ("Quitclaim Deed"), relinquishing, releasing, and forever quitclaiming to Buyer all right title and interest in and to the Tenancy Interest. 4. Tenant Seller to vacate the property by December 31, 2012 5. CONVEYANCE OF INTEREST IN IMPROVEMENTS. The Quitclaim Deed will also convey from Tenant-Seller to Buyer all of Tenant-Seller's interest in and to the Conveyed Improvements, which conveyance shall be free and clear of all recorded and unrecorded encumbrances, liens, assessments, leases, and taxes. Unless otherwise provided, recording of the Quitclaim Deed and Closing (as defined below) of the transaction described herein shall be subject to Tenant-Seller's vacation of the Premises and proof of clear title to all the Conveyed Improvements having been obtained and received by Buyer in accordance with Paragraphs 8 and 9 of this Agreement. 6. RECORDING. Recordation of any documents delivered through this Agreement is authorized if necessary or proper, upon acceptance by Buyer as described herein. 7. CERTIFICATION OF OWNERSHIP. Tenant-Seller hereby warrants and certifies under penalty of perjury that Tenant-Seller is the owner of the Improvements, that no document has been signed by or on behalf of Tenant-Seller for the purpose of creating any lien, encumbrance, or security interest in any of the Improvements, and that Tenant-Seller does not know of any claim of lien, encumbrance, or other security interest therein, EXCEPT: (a) Trust Deeds on the Property, duly recorded; and (b) real and personal property taxes. 8. PERMISSION TO ENTER PREMISES. Tenant-Seller hereby grants Buyer or its authorized agent's permission to enter upon the Premises at all reasonable times prior to Closing of this transaction for the purpose of making necessary inspections. 9. BULK SALE. In order to establish proof of clear title to the Improvements, Buyer may publish a Notice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report and/or a report from the Secretary of State's Office as to filings of security interests covering the Conveyed Improvements. 10. CONFLICTING INTERESTS. In the event any conflicting claim of title or any security interest or lien of any kind is discovered or asserted as to any of the Conveyed Improvements, Buyer shall, upon receiving notice or knowledge thereof, withhold an amount otherwise payable to Tenant-Seller as is reasonably necessary, in the sole opinion of Buyer, to protect Buyer against such claim of interest or lien. The withholding of such funds shall not prevent Closing of this transaction if the total funds to be withheld from Tenant-Seller do not exceed the net amount to be paid to Tenant-Seller through this transaction. Buyer will not pay out the withheld funds or disburse any withheld funds to any claimant or other party (except upon court order or levy) without the written consent of Tenant-Seller. A general creditor's claim shall not be deemed to be a claim against any specific item of Improvements and Tenant-Seller hereby agrees to accept all responsibility therefore. Unless otherwise provided, it shall be presumed that Tenant-Seller is entitled to payment under this transaction for the Conveyed Improvements. It shall be presumed that the Property owner is the owner of all improvements, fixtures and equipment associated with the Premises other than the Improvements. 17336.02100\7050998.2 25b-34 11. DISMISSAL OF EMINENT DOMAIN ACTION. If Buyer has previously filed an action to condemn the Tenancy Interest and/or Tenant-Seller's interest in the Improvements, Tenant-Seller hereby consents to the dismissal of such action and waives any claims for compensation, costs, attorney's fees and deposits in said action, or any claim whatsoever which might arise out of the filing of such action, whether or not such claim is specifically identified herein. Tenant-Seller hereby authorizes Buyer to withdraw and make payable to Buyer any funds deposited with the Court in any such eminent domain action. 12. CLOSING, PURCHASE PRICE ADJUSTMENTS. Recording of the Quitclaim Deed by Buyer will constitute "Closing" of this transaction. At Closing, Buyer will pay the Purchase Price to Tenant-Seller, subject to the following adjustments: A. Pay and charge Tenant-Seller for any and all current and/or delinquent taxes and any penalties and interest thereon, and for any delinquent or non-delinquent assessments or bonds against the Conveyed Improvements and the Tenancy Interest. B. Pay and charge Tenant-Seller for any amount necessary to place title in the condition necessary to satisfy Paragraphs 4 and 9 of this Agreement; C. Disburse funds when conditions of this Agreement have been satisfied by Buyer and Tenant-Seller. 13. FULL AND COMPLETE SETTLEMENT. Tenant-Seller hereby acknowledges that the compensation paid to Tenant-Seller through this Agreement constitutes the full and complete settlement of any and all claims against Buyer, resulting from or arising out of Buyer's acquisition of the Property and the Tenancy Interest and any dislocation of Tenant-Seller from the Premises, specifically including, but not limited to the value of the Conveyed Improvements, leasehold improvements, any and all claims for rental or leasehold value and any and all claims in inverse condemnation and for precondemnation damages, and any and all other claims that Tenant-Seller may have, whether or not specifically mentioned here, relating directly or indirectly to the acquisition by Buyer of the Property, the Conveyed Improvements and the Tenancy Interest (but excluding relocation benefits to which Tenant-Seller may be entitled and the loss of business goodwill, if any). Tenant-Seller and Buyer and each and all of their agents, representatives, attorneys, principals, predecessors, successors, assigns, administrators, executors, heirs, and beneficiaries (collectively "Releasees"), hereby release the other party, and its Releasees, and each of them from any and all obligations, liabilities, claims, costs, expenses, demands, debts, controversies, damages, causes of action, including without limitation those relating to just compensation or damages which any of them now have, or might hereafter have by reason of any matter or thing arising out of or in any way related to any condemnation action affecting the Property, the Improvements and the Tenancy Interest. 14. ACKNOWLEDGMENT CONCERNING CIVIL CODE SECTION 1542. Tenant- Seller acknowledges that it has been advised by its attorneys concerning, and is familiar with, the provisions of California Civil Code § 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." 17336.02100\7050998.2 25t-35 Tenant-Seller acknowledges that it and any others acting on its behalf herein may have sustained damage, loss, cost, or expenses that are presently unknown and unsuspected and which may give rise to additional damages, loss, costs, or expenses in the future. Nevertheless, Tenant-Seller acknowledges that this Agreement has been negotiated and agreed upon in light of that situation and hereby expressly waives any and all rights which it or others acting on its behalf may have under California Civil Code §1542, or under any statute or common law or equitable principle of similar effect. Tenant-Seller: 15. CONTINGENCY. This transaction is subject to and contingent upon (a) receipt by Buyer of the duly executed Quitclaim Deed from Tenant-Seller with respect to the Tenancy Interest and the Conveyed Improvements; (b) title to the Conveyed Improvements being free and clear; and (c) approval and acceptance by Buyer. 16. REMOVAL OF RETAINED IMPROVEMENTS. Buyer and Tenant-Seller further agree that the Retained Improvements described in Exhibit C shall be removed from the Premises at no expense to Buyer on or before the date Tenant-Seller vacates the Premises. Such removal shall be accomplished without damage or waste to the Premises and shall not render the Premises unsafe. Any Retained Improvements remaining in or on the Premises following the vacation date shall be deemed abandoned and Buyer may dispose of same in any manner without any further obligation whatsoever to Tenant-Seller. 17. AGREEMENT TO EXECUTE. Tenant-Seller and Buyer agree to execute and file any additional agreements, consents or other documents reasonably necessary to effect the full and complete settlement and purchase of the Conveyed Improvements and the Tenancy Interest. 18. AUTHORIZATION TO EXECUTE. Tenant-Seller and Buyer represent and warrant that the persons executing this Agreement are duly authorized to do so and to act on behalf of Tenant-Seller and Buyer respectively. 19. COMPROMISE IN SETTLEMENT. This Agreement is a compromise in settlement of pending or potential litigation between Tenant-Seller and Buyer and shall never be treated as an admission by Buyer for any purpose of liability or as to value of any property or claim. 20. SURVIVAL OF RIGHTS AND OBLIGATIONS. Notwithstanding the releases contained herein and agreement concerning this transaction, all the rights and obligations created under and pursuant to this Agreement shall survive the execution of the Agreement, the releases contained herein and the Closing of this transaction. 21. WARRANTIES, REPRESENTATIONS AND COVENANTS OF TENANT- SELLER. Tenant-Seller hereby warrants, represents, and/or covenants to Buyer that: A. To the best of Tenant-Seller's knowledge, there are no actions, suits, material claims, legal proceedings, or any other proceedings affecting the Conveyed Improvements, the Tenancy Interest or any portion thereof, at law or in equity, before any court or governmental agency. B. Until the Closing, Tenant-Seller shall maintain the Conveyed Improvements and the Premises in good condition and state of repair and maintenance, and shall perform all of its 17336.02100\7050998.2 2 C-3 6 obligations under any service contracts or other contracts affecting the Conveyed Improvements and the Premises. C. Until the Closing, Tenant-Seller shall not do anything which would impair Tenant-Seller's title to the Premises, the Conveyed Improvements or the Tenancy Interest. D. All utilities including gas, electricity, water, sewage, and telephone, are available to the Premises, and to the best of Tenant-Seller's knowledge, all such items are in good working order. E. To the best of Tenant-Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or violate any of the provisions of any bond, note, evidence of indebtedness, contract, lease, or other agreement or instrument to which Tenant-Seller, the Premises, the Conveyed Improvements or the Tenancy Interest may be subject. F. Until the Closing, Tenant-Seller shall, upon learning of any fact or condition which would cause any of the warranties and representations in this Paragraph 20 not to be true as of Closing, immediately give written notice of such fact or condition to Buyer. 22. HAZARDOUS WASTE. Neither Tenant-Seller nor, to the best of Tenant-Seller's knowledge, any previous owner, tenant, occupant or user of the Property or the Premises, has used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property or the Premises, or transported any Hazardous Materials to or from the Property or the Premises. Tenant-Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from the Premises. The term "Hazardous Materials" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under §25115, §25117 or §25122.7, or listed pursuant to §25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under §25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under §25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under §25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated byphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seq. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42. U.S.C. S6901, et seq. (42 U.S.C. 56901). 23. COMPLIANCE WITH ENVIRONMENTAL LAWS. To the best of Tenant-Seller's knowledge, the Premises and its use complies with all applicable laws and governmental regulations 17336.02100\7050998.2 A-5 25C-37 including, without limitation, all applicable federal, state and local laws pertaining to air and water quality, hazardous waste, waste disposal and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations and ordinances of the city within which the subject Property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency and all applicable federal, state and local agencies and bureaus. 24. INDEMNITY. Tenant-Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in, or about, or the transportation of any such materials to or from, the Premises, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Premises. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment. This indemnity extends only to acts or omissions of Tenant-Seller herein. 25. ATTORNEYS' FEES. If legal action is required in order to construe or enforce any provision of this Agreement, the party prevailing in such action shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as its attorneys' fees and costs. 26. COUNTERPARTS. This Agreement may be executed in counterparts and when so executed by both parties, each counterpart will constitute an original document. 27. BINDING EFFECT. The terms, conditions, covenants and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereto. 28. ENTIRE AGREEMENT. This Agreement contains the entire agreement between both parties; neither party relies upon any warranty or representation not contained in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year set forth hereinabove. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURE PAGE FOLLOWS. 17336.02100\7050998.2 2 66 -3 8 Mailing Address of Tenant-Seller Tenant-Seller By: Its: Date: Mailing Address of Buyer 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Buyer THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California By: Paul Walters City Manager Date: Attest: By: Maria D. Huizar City Clerk Date: Approved as to Form: Sonia R. Carvalho City Attorney By: Jose Sandoval Chief Assistant City Attorney Date: 17336.02100\7050998.2 25639 EXHIBIT A LEGAL DESCRIPTION OF PROPERTY 17336.02100\7050998.2 25t-40 EXHIBIT "A" LEGAL DESCRIPTION Real property In the City of Santa Ana, County of Orange, State of California, described as follows: y LOTS 1, 2, 3, 11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, AS PER MAP RECORDED IN BOOK 11, PAGE 39, OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA. APN: 398-453-05 and 398-453-06 25C-41 EXHIBIT B IMPROVEMENTS PERTAINING TO THE REALTY 17336.02100\7050998.2 2 -b -42 ITEM EXHIBIT B FAIR SALVAGE NO. IMPROVEMENTS PERTAINING TO THE REALITY MARKET VALUE VALUE CONTINENTAL BARBERS 1 LOT, C/O INTERIOR CONSTRUCTION: $3,200 $0 (651) SQ FT INTERIOR WALL, WOOD FRAME, DOUBLE SIDED, DRYWALL, PAINTED (1) DOOR, CUT THROUGH CONCRETE, HOLLOW, RAW FINISH, 31" X 80" (1) UPPER CABINET INSTALLATION, KITCHEN PANTRY MOUNTED SIDEWAYS (40) EST. LINEAR FEET EXPOSED RIGID CONDUIT, 1/2" W/ 3 POWER STRIPS (SALON) (1) DOORWAY TRIM, WOOD, 8" (28) SQ FT WALL FILL, CONCRETE CUTOUT (1) SECURITY SCREEN DOOR, 36" (150) SQ FT WOOD PANELING 2 FLOOR COVERING, C/O: 1,200 0 (259) SQ FT CARPET, COMMERCIAL, LIGHT DUTY (372) SQ FT TILE, VINYL, 12" X 12" 3 CORNER WALL SHELVES, 36" TRIANGLE 120 0 4 FIXTURES AND ASSOCIATED ELECTRICAL C/O 400 0 (1) THROUGH WALL FAN, 20", ABOVE DOOR (2) LIGHT FIXTURES, DECORATIVE BALL 5 WINDOW COVERING, C/O: 100 0 (1) MINI BLINDS, 36" X 40" (1) MINI BLINDS, 84" X 84" 6 SIGNAGE, 6 HAND PAINTED LETTERS, 7" H, 100 0 WITH BORDER 7 INTERIOR CONSTRUCTION, LA ESTRELLITA: 2,705 0 (1) OFFICE ROOM, 18 LINEAR FEETX 8.5', INTERIOR WALL, DOUBLE SIDE DRYWALL, WOOD FRAME, 85 SQ FT CEILING (1) WINDOW, SINGLE PANE, 33" X 46" (1) SINGLE FLOURESCENT LIGHT FIXTURE (1) HOLLOW CORE DOOR 8 SQ FT FLOOR COVER, CARPET, COMMERCIAL, 680 0 LIGHT DUTY 25043 Page Al ITEM EXHIBIT B FAIR SALVAGE NO. IMPROVEMENTS PERTAINING TO THE REALITY MARKET VALUE VALUE 9 LIGHT FIXTURES, FLOURESCENT, 8', QUAD BULB 540 10 LINEAR FT (EST.) RIGID 5" CONDUIT, 4 QUAD 460 ELECTRICAL OUTLETS 11 SQ FT FLOOR COVER, VINYL TILE, 12" X 12" 925 (SALON) TOTAL IMPROVEMENTS PERTAINING TO THE FOR CONTINENTAL BARBERS $16,735 $0 25C-44 Page A2 EXHIBIT C RETAINED IMPROVEMENTS PERTAINING TO THE REALTY 17336.02100\7050998.2 C-1 25C-45 ITEM EXHIBIT C FAIR SALVAGE NO. RETAINED IMPORVEMENTS MARKET VALUE VALUE CONTINENTAL BARBERS LOT, C/O INTERIOR CONSTRUCTION: (651) SQ FT INTERIOR WALL, WOOD FRAME, DOUBLE SIDED, DRYWALL, PAINTED (1) DOOR, CUT THROUGH CONCRETE, HOLLOW, RAW FINISH, 31" X 80" (1) UPPER CABINET INSTALLATION, KITCHEN PANTRY MOUNTED SIDEWAYS (40) EST. LINEAR FEET EXPOSED RIGID CONDUIT, 1/2" W/ 3 POWER STRIPS (SALON) (1) DOORWAY TRIM, WOOD, 8" (28) SQ FT WALL FILL, CONCRETE CUTOUT (1) SECURITY SCREEN DOOR, 36" (150) SQ FT WOOD PA:;ELING 2 LOT, C/O LIGHTING AND ELECTRICAL: (4) FLOURESCENT LIGHT FIXTURES, 8', DOUBLE BULB (BARBER, WASH STATION) (4) FLOURESCENT LIGHT FIXTURES, 4', DOUBLE BULB (BARBER) 3 FLOOR COVERING, C/O: (259) SQ FT CARPET, COMMERCIAL, LIGHT DUTY (372) SQ FT TILE, VINYL, 12" X 12" 4 WATER HEATER, EST. 30 GALLON, GAS, NEW 5 CORNER WALL SHELVES, 36" TRIANGLE 6 FIXTURES AND ASSOCIATED ELECTRICAL C/O (1) THROUGH WALL FAN, 20", ABOVE DOOR (2) LIGHT FIXTURES, DECORATIVE BALL 7 LOT C/O WINDOW SECURITY BARS, 1" SQ TUBE, (1) SECURTIY SCREEN DOOR, DECORATIVE STEEL, AND MESH, INSTALLED 8 BARBER AND SALON CABINETRY, WOOD LAMINATE, 3 STATION INCLUDING: (3) CERAMIC SINKS WITH HOT/COLD FAUCET AND HAIR RINSE WANT, ASSOCIATED PLUMBING, 15'X T WALL MIRROR, ASSOCIATED ELECTRICAL (3) QUAD OUTLETS (2) VACUUMS, CABINET, FLUSH MOUNT, OPERABLE 9 SHAMPOO WASH STATION, 18" X 19" CERAMIC WALL SINK, HOT/COLD FAUCET, HAIR RINSE WAND, WITH (4) STD ELECTRICAL OUTLETS, 11 LINEAR FEET WALL SURROUND FACIA, LAMINATE, 4" DEEP, 11' X T WALL MIRROR $0 0 20 0 0 25046 Page Al ITEM EXHIBIT C FAIR SALVAGE NO. RETAINED IMPORVEMENTS MARKET VALUE VALUE 10 WINDOW COVERING, CIO: 0 (1) MINI BLINDS, 36" X 40" (1) MINI BLINDS, 84" X 84" 11 SIGNAGE, 6 HAND PAINTED LETTERS, 7" H, 0 WITH BORDER 12 INTERIOR CONSTRUCTION, LA ESTRELLITA: 0 (1) OFFICE ROOM, 18 LINEAR FEET X 8.5', INTERIOR WALL, DOUBLE SIDE DRYWALL, WOOD FRAME, 85 SQ FT CEILING (1) WINDOW, SINGLE PANE, 33" X 46" (1) SINGLE FLOURESCENT LIGHT FIXTURE (1) HOLLOW CORE DOOR 13 SQ FT FLOOR COVER, CARPET, COMMERCIAL, 0 LIGHT DUTY 14 LIGHT FIXTURES, FLOURESCENT, 8', QUAD BULB 0 15 LINEAR FT (EST.) RIGID 5" CONDUIT, 4 QUAD 0 ELECTRICAL OUTLETS 16 SQ FT FLOOR COVER, VINYL TILE, 12" X 12" 0 (SALON) 17 WALL FURNACE 0 TOTAL RETAINED IMPROVEMENTS FOR CONTINENTAL BARBERS $20 25047 Page A2 EXHIBIT D QUITCLAIM DEED 17336.02100\7050998.2 25C-48 RECORDING REQUESTED BY: THE CITY OF SANTA ANA AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Exempt from Recording Fee Exempt from Documentary Transfer Tax Pursuant to Government Code Section 6103 Pursuant to R&T Code §_11 922 pace QUITCLAIM DEED County Assessor's Parcel Number: 398-453-05 & 06 ` 11ti 614iid FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Continental Barber do(es) hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the use THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, the real property in the City of Santa Ana, County of Orange, State of California, described as all right title and interest in and to the following described real property in exhibit "A" including any and all leasehold interest, title and interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit "B", list of Improvements Pertaining to the Realty, (fixtures and equipment), attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, including all Improvements Pertaining to the Realty, against all demands and claims of all persons. SEE EXHIBIT "A" & "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF WITNESS W ER OF, the grantor hereto has caused this Quitclaim Deed to be executed as of thisNi day of 2012. By: Date: 25C-49 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT State of California ) SS County of Orange -w On j , i? i } + '.T-. ? , ,;t( 4 sL_ before me, ?, ?`;, "A .?_k , d t' -?Y= personally appearec) d ;?t?_ ,_- r? ' _, a t? .e - (t'; {,?_,, •r_ r who proved to me on the basis of satisfactory evidence to be the)person(s?-whose names(s) s/are subscribed to the within instrument and acknowledged to me that (If /she/they executed the same in ,phis/her/their authorized capacity(ies-), and that byLllrii/heetheir signature(s)-on the instrument the person('4, or the entity upon behalf of which the person(4acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing is true and correct. Witness my hand and official seal. <'.4s ' I C_ f ',' ?c (SEAL) (Signature) ------------------ ------------ DANIELA BORBE ?A YNOT NOTARY PUBLIC-CALFORNIA ORANGE COUNTY MY COMM. EXP. JAN. State of California ) SS County of Orange On before me, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing is true and correct. Witness my hand and official seal. (Signature) (SEAL) 25C-50 LEGAL DESCRIPTION Real Property In the City of Santa Ana, County of Orange, State of Callfornia, described as follows: r LOTS 1, 2, 3, 11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY TRACT NO, 1, HUMPHREYS ADDITION TO SANTA ANA, AS PER MAP RECORDED IN BOOK 11, PAGE 39, OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA, APN: 398-453-05 and 398-453-06 25C-51 ITEM EXHIBIT B FAIR SALVAGE NO. IMPROVEMENTS PERTAINING TO THE REALITY MARKET VALUE VALUE CONTINENTAL BARBERS LOT, C/O INTERIOR CONSTRUCTION: $3,200 $0 (651) SQ FT INTERIOR WALL, WOOD FRAME, DOUBLE SIDED, DRYWALL, PAINTED (1) DOOR, CUT THROUGH CONCRETE, HOLLOW, RAW FINISH, 31" X 80" (1) UPPER CABINET INSTALLATION, KITCHEN PANTRY MOUNTED SIDEWAYS (40) EST. LINEAR FEET EXPOSED RIGID CONDUIT, 1/2" W/ 3 POWER STRIPS (SALON) (1) DOORWAY TRIM, WOOD, 8" (28) SQ FT WALL FILL, CONCRETE CUTOUT (1) SECURITY SCREEN DOOR, 36" (150) SQ FT WOOD PANELING 2 FLOOR COVERING, C/O: 1,200 0 (259) SQ FT CARPET, COMMERCIAL, LIGHT DUTY (372) SQ FT TILE, VINYL, 12" X 12" 3 CORNER WALL SHELVES, 36" TRIANGLE 120 0 4 FIXTURES AND ASSOCIATED ELECTRICAL C/O 400 0 (1) THROUGH WALL FAN, 20", ABOVE DOOR (2) LIGHT FIXTURES, DECORATIVE BALL 5 WINDOW COVERING, C/O: 100 0 (1) MINI BLINDS, 36" X 40" (1) MINI BLINDS, 84" X 84" 6 SIGNAGE, 6 HAND PAINTED LETTERS, 7" H, 100 0 WITH BORDER 7 INTERIOR CONSTRUCTION, LA ESTRELLITA: 2,705 0 (1) OFFICE ROOM, 18 LINEAR FEET X 8.5', INTERIOR WALL, DOUBLE SIDE DRYWALL, WOOD FRAME, 85 SQ FT CEILING (1) WINDOW, SINGLE PANE, 33" X 46" (1) SINGLE FLOURESCENT LIGHT FIXTURE (1) HOLLOW CORE DOOR 8 SQ FT FLOOR COVER, CARPET, COMMERCIAL, 680 0 LIGHT DUTY 25C-52 Page Al ITEM EXHIBIT B FAIR SALVAGE NO. IMPROVEMENTS PERTAINING TO THE REALITY MARKET VALUE VALUE 9 LIGHT FIXTURES, FLOURESCENT, 8', QUAD BULB 540 0 10 LINEAR FT (EST.) RIGID 5" CONDUIT, 4 QUAD 460 0 ELECTRICAL OUTLETS 11 SQ FT FLOOR COVER, VINYL TILE, 12" X 12" 925 0 (SALON) TOTAL IMPROVEMENTS PERTAINING TO THE FOR CONTINENTAL BARBERS $16,735 $0 25C-53 Page A2 25C-54 SELL ALL (NO SALVAGE) Project: Grand Avenue Widening Project APN: 398-453-05 & 06 Tenant-Seller: K & K Investments LP AGREEMENT FOR ACQUISITION OF TENANT-SELLER'S INTEREST IN REAL PROPERTY THIS AGREEMENT ("Agreement") is entered into as of this day of , 2012, by and between THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California ("Buyer"), and K & K Investments LP ("Tenant-Seller") for the acquisition by Buyer of certain interests in real property described herein. IT IS HEREBY AGREED BETWEEN THE PARTIES AS FOLLOWS: 1. AGREEMENT. Tenant-Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase and acquire from Tenant-Seller, upon the terms and for the consideration set forth in this Agreement, (a) all right, title and interest, in and to certain improvements, including fixtures and equipment (collectively "Improvements") located in, on, or affixed in any manner to the premises known and numbered as 218 N. Grand Avenue, Santa Ana, California ("Premises") which Premises are part of that real property described in Attachment "1" attached hereto, located in the City of Santa Ana, Orange County, California ("Property"), and (b) any tenancy interest of Tenant- Seller ("Tenancy Interest") in and to the Premises and the Property. The Improvements to be conveyed by Tenant-Seller are a part of the Premises, and specifically include, without limitation, the items described in the list of Improvements Pertaining to the Realty attached hereto as Attachment "2". 2. PURCHASE PRICE. The total purchase price, payable in cash through this Agreement, shall be the sum of. Twenty Nine Thousand Eight Hundred Fifteen and no/100 dollars ($29,815.00) ("Purchase Price") 3. CONVEYANCE OF INTEREST IN REAL PROPERTY. Tenant-Seller agrees to execute a Quitclaim Deed in the same form as that attached hereto as Attachment "3" in favor of Buyer ("Quitclaim Deed"), relinquishing, releasing, and forever quitclaiming to Buyer all right title and interest in and to the Tenancy Interest. 4. Tenant-Seller will vacate the property on December 31, 2012. 5. CONVEYANCE OF INTEREST IN IMPROVEMENTS. The Quitclaim Deed will also convey from Tenant-Seller to Buyer all of Tenant-Seller's interest in and to the Improvements, which conveyance shall be free and clear of all recorded and unrecorded encumbrances, liens, assessments, leases, and taxes. Unless otherwise provided, recording of the Quitclaim Deed and Closing (as defined below) of the transaction described herein shall be subject to Tenant-Seller's vacation of the Premises and proof of clear title to all said Improvements having been obtained and received by Buyer in accordance with Paragraphs 8 and 9 of this Agreement. A-1 25C-55 6. RECORDING. Recordation of any documents delivered through this Agreement is authorized if necessary or proper, upon acceptance by Buyer as described herein. 7. CERTIFICATION OF OWNERSHIP. Tenant-Seller hereby warrants and certifies under penalty of perjury that Tenant-Seller is the owner of the Improvements and that no document has been signed by or on behalf of Tenant-Seller for the purpose of creating any lien, encumbrance, or security interest in any of the Improvements, and that the Tenant-Seller does not know of any claim of lien, encumbrance, or other security interest therein, EXCEPT: ( a) Trust Deeds on the Property, duly recorded; and (b) real and personal property taxes. 8. PERMISSION TO ENTER PREMISES. Tenant-Seller hereby grants Buyer or its authorized agent's permission to enter upon the Premises at all reasonable times prior to Closing of this transaction for the purpose of malting necessary inspections. 9. BULK SALE. In order to establish proof of clear title to the Improvements, Buyer may publish a Notice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report and/or a report from the Secretary of State's Office as to filings of security interests covering the Improvements. 10. CONFLICTING INTERESTS. In the event any conflicting claim of title or any security interest or lien of any kind is discovered or asserted as to any of the Improvements, Buyer shall, upon receiving notice or knowledge thereof, withhold an amount otherwise payable to Tenant-Seller as is reasonably necessary, in the sole opinion of Buyer, to protect Buyer against such claim of interest or lien. The withholding of such funds shall not prevent Closing of this transaction if the total funds to be withheld from Tenant-Seller do not exceed the net amount to be paid to Tenant-Seller through this transaction. Buyer will not pay out the withheld funds or disburse any withheld funds to any claimant or other party (except upon court order or levy) without the written consent of Tenant-Seller. A general creditor's claim shall not be deemed to be a claim against any specific item of Improvements and Tenant-Seller hereby agrees to accept all responsibility therefore. Unless otherwise provided, it shall be presumed that Tenant-Seller is entitled to payment under this transaction for the Improvements. It shall be presumed that the Property owner is the owner of all improvements, fixtures and equipment associated with the Premises other than the Improvements. 11. DISMISSAL OF EMINENT DOMAIN ACTION. If Buyer has previously filed an action to condemn the Tenancy Interest and/or Tenant-Seller's interest in the Improvements, Tenant-Seller hereby consents to the dismissal of such action and waives any claims for compensation, costs, attorney's fees and deposits in said action, or any claim whatsoever which might arise out of the filing of such action, whether or not such claim is specifically identified herein. Tenant-Seller hereby authorizes Buyer to withdraw and make payable to Buyer any funds deposited with the Court in any such eminent domain action. 12. CLOSING; PURCHASE PRICE ADJUSTMENTS. Recording of the Quitclaim Deed by Buyer will constitute "Closing" of this transaction. At Closing, Buyer will pay the Purchase Price to Tenant-Seller, subject to the following adjustments: A-2 25C-56 A. Pay and charge Tenant-Seller for any and all current and/or delinquent taxes and any penalties and interest thereon, and for any delinquent or non-delinquent assessments or bonds against the Improvements and the Tenancy Interest. B. Pay and charge Tenant-Seller for any amount necessary to place title in the condition necessary to satisfy Paragraphs 4 and 9 of this Agreement; C. Disburse funds when conditions of this Agreement have been satisfied by Buyer and Tenant-Seller. 13. FULL AND COMPLETE SETTLEMENT. Tenant-Seller hereby acknowledges that the compensation paid to Tenant-Seller through this Agreement constitutes the full and complete settlement of any and all claims against Buyer, resulting from or arising out of Buyer's acquisition of the Property and the Tenancy Interest and any dislocation of Tenant-Seller from the Premises, specifically including, but not limited to the value of the Improvements, leasehold improvements, any and all claims for rental or leasehold value and loss of business goodwill, if any, and any and all claims in inverse condemnation and for precondemnation damages, and any and all other claims that Tenant-Seller may have, whether or not specifically mentioned here, relating directly or indirectly to the acquisition by Buyer of the Property, the Improvements and the Tenancy Interest (but excluding relocation benefits to which Tenant-Seller may be entitled). Tenant-Seller and Buyer and each and all of their agents, representatives, attorneys, principals, predecessors, successors, assigns, administrators, executors, heirs, and beneficiaries (collectively "Releasees"), hereby release the other party, and its Releasees, and each of them from any and all obligations, liabilities, claims, costs, expenses, demands, debts, controversies, damages, causes of action, including without limitation those relating to just compensation or damages which any of them now have, or might hereafter have by reason of any matter or thing arising out of or in any way related to any condemnation action affecting the Property, the Improvements and the Tenancy Interest. 14. ACKNOWLEDGMENT CONCERNING CIVIL CODE SECTION 1542. Tenant- Seller acknowledges that it has been advised by its attorneys concerning, and is familiar with, the provisions of California Civil Code § 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Tenant-Seller acknowledges that it and any others acting on its behalf herein may have sustained damage, loss, cost, or expenses that are presently unknown and unsuspected and which may give rise to additional damages, loss, costs, or expenses in the future. Nevertheless, Tenant-Seller acknowledges that this Agreement has been negotiated and agreed upon in light of that situation and hereby expressly waives any and all rights which it or others acting on its behalf may have under California Civil Code §1542, or under any statute or common law or equitable principle of similar effect. f Tenant-Seller: ?? 15. CONTINGENCY. Transaction is subject to and contingent upon receipt by Buyer of the duly executed Quitclaim Deed from Tenant-Seller with respect to the Tenancy Interest and the A-3 25C-57 Improvements. This transaction is further subject to and contingent upon approval and acceptance by Buyer. 16. AGREEMENT TO EXECUTE. Tenant-Seller and Buyer agree to execute and file any additional agreements, consents or other documents reasonably necessary to effect the full and complete settlement and purchase of the Improvements and the Tenancy interest. 17. AUTHORIZATION TO EXECUTE. Tenant-Seller and Buyer represent and warrant that the persons executing this Agreement are duly authorized to do so and to act on behalf of Tenant-Seller and Buyer respectively. 18. COMPROMISE IN SETTLEMENT. This Agreement is a compromise in settlement of pending or potential litigation between Tenant-Seller and Buyer and shall never be treated as an admission by Buyer for any purpose of liability or as to value of any property or claim. 19. SURVIVAL OF RIGHTS AND OBLIGATIONS. Notwithstanding the releases contained herein and agreement concerning this transaction, all the rights and obligations created under and pursuant to this Agreement shall survive the execution of the Agreement, the releases contained herein and the Closing of this transaction. 20. WARRANTIES REPRESENTATIONS AND COVENANTS OF TENANT- SELLER. Tenant-Seller hereby warrants, represents, and/or covenants to Buyer that: A. To the best of Tenant-Seller's knowledge, there are no actions, suits, material claims, legal proceedings, or any other proceedings affecting the Improvements, the Tenancy Interest or any portion thereof, at law or in equity, before any court or governmental agency. B. Until the Closing, Tenant-Seller shall maintain the Improvements and the Premises in good condition and state of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affecting the Improvements and the Premises. C. Until the Closing, Tenant-Seller shall not do anything which would impair Tenant-Seller's title to the Premises, the Improvements or the Tenancy Interest. D. All utilities including gas, electricity, water, sewage, and telephone, are available to the Premises, and to the best of Tenant-Seller's knowledge, all such items are in good working order. E. To the best of Tenant-Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or violate any of the provisions of any bond, note, evidence of indebtedness, contract, lease, or other agreement or instrument to which Tenant-Seller, the Premises, the Improvements or the Tenancy Interest may be subject. F. Until the Closing, Tenant-Seller shall, upon learning of any fact or condition which would cause any of the warranties and representations in this Paragraph 19 not to be true as of Closing, immediately give written notice of such fact or condition to Buyer. A-4 25C-58 21. HAZARDOUS WASTE. Neither Tenant-Seller nor, to the best of Tenant-Seller's knowledge, any previous owner, tenant, occupant or user of the Property or the Premises, has used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property or the Premises, or transported any Hazardous Materials to or from the Property or the Premises. Tenant-Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from the Premises. The term "Hazardous Materials" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under §25115, §25117 or §25122.7, or listed pursuant to §25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under §25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under §25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under §25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated byphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et seq. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42. U.S.C. 56901, et seq. (42 U.S.C. 56901). 22. COMPLIANCE WITH ENVIRONMENTAL LAWS. To the best of Tenant-Seller's knowledge, the Premises and its use complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state and local laws pertaining to air and water quality, hazardous waste, waste disposal and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations and ordinances of the city within which the subject Property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency and all applicable federal, state and local agencies and bureaus. 23. INDEMNITY. Tenant-Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in, or about, or the transportation of any such materials to or from, the Premises, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or A-5 25C-59 about, to or from, the Premises. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment. This indemnity extends only to acts or omissions of Tenant-Seller herein. 24. ATTORNEYS' FEES. If legal action is required in order to construe or enforce any provision of this Agreement, the party prevailing in such action shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as its attorneys' fees and costs. 25. COUNTERPARTS. This Agreement may be executed in counterparts and when so executed by both parties, each counterpart will constitute an original document. 26. BINDING EFFECT. The terms, conditions, covenants and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereto. 27. ENTIRE AGREEMENT. This Agreement contains the entire agreement between both parties; neither party relies upon any warranty or representation not contained in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year set forth hereinabove. REMAINDER OF PAGE INTENTIONALLY LEFT PLANK. SIGNATURE PAGE FOLLOWS. A-6 25C-60 Mailing Address of Tenant-Seller 9851 Lampson Avenue Garden Grove, California 92841 Mailing Address of Buyer 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Tenant-Seller BY: Its: Date: By:?,? Its Date: ;L Buyer THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California By: Paul Walters City Manager Date: Attest: By: Maria D. Huizar City Clerk Date: Approved as to Form: Sonia R. Carvalho City Attorney By: Jose Sandoval Chief Assistant City Attorney Date: A-7 25C-61 ATTACHMENT "1" 25C-62 LEGAL Y)ESCRIPTIOJy Real property in the City of Santa Ana, County of Orange, State of Callfornfa, descrlhed as follows: LOTS 1, 2, 3,11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY TRACT: N0. 1, HUMPHREY`S ADDITION TO SANTA ANA, AS PER MAP RECORDED IN BOOK 11, PAGE 39, OF MISCELLANEOUS RECORDS, OF LOS ANGELES COUNTY, CALIFORNIA. APN: 398-453-05 and 398-453-0G 25C-63 ATTACHMENT 112" 25C-64 PUBLIC WORKS WESTERN UNION CITY OF SANTA ANA FAIR MARKET VALUE GRAN D AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: QTY FAIR SALVAGE COND PIC # MARKET NO. FURNITURE, FIXTURES & EQUIPMENT VALUE VALUE CUSTOMER AREA 1 1 DESK, LAMINATE, OPEN BASE, 6'X 3' A 5877 125 25 2 1 SCALE, VINTAGE, COIN OPERATED, WATLING F 5877 135 20 (ASSUME OPERABLE) 3 1 LOT C/O A/G 5877 775 100 (2) BENCH, PARK, WOOD/IRON, 5' (3) SECURITY CAMERAS, DUMMIES (2) TABLE, WRITING, LAMINATE TOP, STEEL LEGS (2) POLK BOOKSHELF SPEAKERS (1) WASTE CAN, PLASTIC, FLIP COVER (2) CHAIRS, CHROME ROD FRAME, FABRIC (1) CHAIR GUEST, TUBE FRAME, VINYL (1) PHONE, AT&T, 993,2-LINE (1) OPEN SIGN, NEON, 36" (1) FRAMED PRINT, CATALINA, SIGNED (1) MAT, CARPET, 5'X 3' (2) SIGN POSTERS, TX 2' SERVICE COUNTER AREA 4 1 COUNTER, CABINET, 62" X 36" X 16" D, DOUBLE A 5861 $150 $25 SLIDE DOOR, WOOD 5 1 BILL COUNTER, ROYAL, MDL RBC 1003BK A 5862 130 30 6 1 CASH REGISTER, TEC, MA-1100, SINGLE CASH F 5862 310 20 DRAWER, LOCKING 7 1 SECURITY CABINET, SINGLE DRAWER, 2 DOOR, A 5863 325 50 1/8" STEEL 20"X 36" X 20" D 8 1 LOT C/O (1) TROPHY MARLIN (PERSONAL NOT VALUED) A/F 325 50 (1) FAN, FLOOR, HONEYWELL, 12" (2) WASTE BASKET, PLASTIC (1) POLAROID CAMERA, DACTEK, PASSPORT (1) FLOOR MAT, RUBBER, 4'X 11' (1) CALCULATOR, CANON, T170 (1) CALCULATOR, SHARP, EL-1197P (1) PHONE, PANASONIC, 8LINE NOTE: ALL COMPUTER AND DISPLAY ITEMS OWNED BY WESTERN UNION NOT VALUED. TENANT POINTED OUT THE SPECIFIC ITEMS HJELMSTROM ASSOCIATES 25C-65 Page Al -65 PUBLIC WORKS WESTERN UNION CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE 9 1 CAMERA, PHOTOSCOPE, 8150, PEDESTAL MDS A 5868 260 50 BACK OFFICE 10 1 SAFE, AMERICAN SECURITY PRODUCTS, A 445 100 COMBO/KEY, 23" X 31" X 24" 11 1 DESK, WOOD LAMINATE, DOUBLE PEDESTAL, A 200 50 5 DRAWER 12 1 CARD CABINET, METAL,20 DRAWER, A/F 250 25 19" X 53" X 28" D 13 1 CABINET, MILLER, DOUBLE DOOR, WOOD TOP, 36" A 5866 100 20 X 20" X 43" H 14 1 LOT C/O A/F 5864 290 60 (1) BOSE ACOUSTIC WAVE STEREO 5866 (1) AIR, PURIFIER, ORECK, TABLE TOP (1) PHONE, PANOSONIC, KX-TG-6502, 2-LINE, CORDLESS (1) CALCULATOR, CANON, MP25DV (1) CHAIR TASK, ARMS, FABRIC, CHROME BASE, CASTERS (1) WASTE BASKET, PLASTIC (1) STRIP TRACK LIGHT, 3 BULB (1) CHAIR MAT MISC DESKTOP ITEMS, STAPLER, TAPE DISP, ORGANIZERS, CLOCK COPY ROOM 15 1 COMPUTER SYSTEM, DELL CPU AND 17" FLAT A 5871 350 50 SCREEN, KEYBOARD/MOUSE/SPEAKERS 16 1 PRINTER/COPIER, SHARP, AM-900 G 5875 250 50 17 1 FAX MACHINE, BROTHER, 775 A 5875 45 10 18 1 COPIER, CANON, IMAGE CLASS D861 G 5875 205 30 HJELMSTROM ASSOCIATES Page A2 25C-66 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT WESTERN UNION FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE 19 1 LOT C/O A/G 525 50 (1) FAN, TABLE, SMC (1) PHONE, PANASONIC, BASE UNIT (1) LINKSYS ROUTER (1) CABINET, METAL, 2 DOOR, 29" X 21 "X 22" D (1) STEREO, RECEIVER, JVC, RX-212 (1) REFRIGERATOR, KITCHENETTE, 24" X 34" X 26" D (1) STOOL, FULL FOOT RING, VINYL (2) CHAIRS, TASK, FABRIC, ARMS (1) TABLE, FOLDING, LAMINATE, 6' (1) MICROWAVE, GE (1) TV CRT, WITH DVD, MAGNOVOX, 13" (1) TOASTER, PROCTOR SILEX (1) BURNER CAMP STOVE, PROPANE, GLOWMASTER GM911ES (1) FAN, 12" FLOOR, HONEYWELL (1) MAT, RUBBER, 3.5' X 5.5' (1) MAT, RUBBER AND CARPET, 3' X 5' MISC DESKTOP ITEMS, STAPLER, TAPE DISPENSER, ORGANIZERS, ETC STORAGE CLOSET 20 1 LOT C/O A 200 30 (1) LADDER, FIBERGLASS, 6' (1) VACUUM, SANYO, POWER BOY SECURE HALL 21 1 VACUUM, HOOVER, UPRIGHT A 60 10 TOTAL FURNITURE, FIXTURES AND EQUIPMENT $5,455 $855 HJELMSTROM ASSOCIATES Page A3 25C-67 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT WESTERN UNION FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE 1 LOT INTERIOR CONSTRUCTION C/O: FIG $ 18,460 $0 THROUGHOUT (404) SQ FT CARPET, COMMERCIAL, LIGHT DUTY (22) SQ FT 12" X 12" VINYL TILE, RESTROOM (30) SQ FT 12" X 12" VINYL TILE, SECURE HALL (837) SQ FT INTERIOR WALL CONSTRUCTION, DOUBLE SIDED DRYWALL OR PLYWOOD, PAINTED, ELECTRICAL OUTLETS (1) 36" DOOR, SOLID CORE, WITH REMOTE LOCK RELEASE (1) 36" X 80" SECURITY DOOR, STEEL SKIN DOUBLE SIDED, 3" X 3" PEAK WINDOW, REMOTE LOCK RELEASE (1) A/C SYSTEM, 2.5 TON. NOTE: NOT ABLE TO VERIFY. MOUNTED BETWEEN ROOF AND CEILING OF UNIT. REPORTED TO BE BOUGHT BY TENANT, 8- 10 YEARS AGO. (53) SQ FT CEMENT BLOCK UNDER LENGTH OF COUNTER CUSTOMER LOBBY AREA 5876- (378) SQ FT WOOD PANELING 5879 (1) WALL SHELF, LAMINATE, 67" X 12" D (1) WALL SHELF, LAMINATE, 34" X 12" D (2) SPEAKER SHELVES, 12" X 12", RAW WOOD (228) SQ FT FLOOR COVER, LAMINATE, ENGINEERED, CHERRY WOOD FINISH SERVICE COUNTER AREA 5862- (2) SECURITY WINDOW, 4 PLY LAMINATE, 1/2" 5863 THICK, 29" X 55", WITH STAINLESS STEEL DOCUMENT SLIDE PLATES (3) REMOTE PANIC BUTTONS, (2) UNDER COUNTER, (1) RESTROOM (1) FLOOR SAFE, 9" X 9" (1) SAFE, 12" X 12", CAST IN CEMENT (1) COUNTER, LAMINATE, WALL MOUNTED, 5 LINEAR FEET X 24" D (73) SQ FT WOOD PANELING, SERVICE AREA (1) COUNTER, WOOD, PAINTED, 2' X 4', OPEN BASE, SHOP MADE (1) WINDOW, SINGLE PANE, 66" X 22", WITH MINI BLINDS HJELMSTROM ASSOCIATES Page Al 25C-68 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT WESTERN UNION FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE COPY ROOM 5869- (1) 11.5'X 24' D WALL MOUNTED COUNTER, 5870 LAMINATE, WITH SLANT SHELF PLYWOOD (1) WALL CABINET, LAMINATE, 4 DOOR, 48"X31"X14"D (1)WALL SHELF, 10'X1' BOARD CLOSET 5872- (1) BUILT IN SHELVING, 2" X 4" WOOD 2873 CONSTRUCTION, PAINTED, 3 TIER, SHOP MADE, 12 LINEAR FEET X 64" X 16" D EXTERIOR SIGNAGE C/O: 5880- 5,900 0 (16) INDIVIDUAL VINYL LETTERS, 5" 5881 (1) SIGN, WALL MOUNTED, METAL HOUSING, SINGLE SIDED, ILLUMINATED, DECAL LETTERING OVER PLASTIC SHEET, 12.5' X 4.5', (ONE TIME INSTALL COSTS ONLY, SIGN IS PROPERTY OF WESTERN UNION PER TENANT) (1) POLE SIGN, METAL HOUSING, DOUBLE SIDED, 20'H, ILLUMINATED, DECAL LETTERING OVER PASTIC SHEET, 12.5' X 4.5', INSTALLED TOTAL IMPROVEMENTS PERTAINING TO THE REALTY $24,360 $0 HJELMSTROM ASSOCIATES Page A2 25C-69 ATTACHMENT "3" 25C-70 RECORDING REQUESTED BY: THE CITY OF SANTA ANA AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Exempt from Recording Fee Exempt from Documentary Transfer Tax Pursuant to Government Code Section 6103 Pursuant to R&T Code ? 11922 QUITCLAIM DEED County Assessor's Parcel Number: 398-453-05 & 06 Is Ilne Tor Kecoraer's use FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, KRISTINA NGUYEN & KEVIN NGUYEN DBA K & K INVESTMENTS do(es) hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, the real property in the City of Santa Ana, County of Orange, State of California, described as all right title and interest in and to the following described real property in Exhibit "A" including any and all leasehold interest, title and interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit "B", list of Improvements Pertaining to the Realty, (fixtures and equipment), attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, including all Improvements Pertaining to the Realty, against all demands and claims of all persons. SEE EXHIBIT "A" & "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF IN WITNESS WHEREOF, the grantor hereto has caused this Quitclaim Deed to be executed as of this day of 2012. By: I,.I Zl•??, ???/,71?I??%?--? Date: By: / f f <X,4 c Date: 25C-71 EXHIBIT "A" LEGAL I3ESCRIPTj()M Real property in the City of Santa Ana, County of Orange, State of Callfor ; follows.- n13 described as LOTS 1, 2, 3, 11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY TRA HUMPHREY'S ADDITION TO SANTA ANAANGEL, AS PER MAP RECORDED IN 1300K 11' TR C T , MISCELLANEOUS RECORDS, OF LOS ES COUNTY, CALIFORNIA, NO, 1r 39, OF APN; 398-453-05 and 398-453-06 25C-72 EXHIBIT "B" PUBLIC WORKS WESTERN UNION CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM QTY DESCRIPTION: FAIR SALVAGE COND PIC # MARKET NO. FURNITURE, FIXTURES & EQUIPMENT VALUE VALUE CUSTOMER AREA 1 1 DESK, LAMINATE, OPEN BASE, 6' X 3' A 5877 125 25 2 1 SCALE, VINTAGE, COIN OPERATED, WATLING F 5877 135 20 (ASSUME OPERABLE) 3 1 LOT C/O A/G 5877 775 100 (2) BENCH, PARK, WOOD/IRON, 5' (3) SECURITY CAMERAS, DUMMIES (2) TABLE, WRITING, LAMINATE TOP, STEEL LEGS (2) POLK BOOKSHELF SPEAKERS (1) WASTE CAN, PLASTIC, FLIP COVER (2) CHAIRS, CHROME ROD FRAME, FABRIC (1) CHAIR GUEST, TUBE FRAME, VINYL (1) PHONE, AT&T, 993,2-LINE (1) OPEN SIGN, NEON, 36" (1) FRAMED PRINT, CATALINA, SIGNED (1) MAT, CARPET, 5' X 3' (2) SIGN POSTERS, TX 2' SERVICE COUNTER AREA 4 1 COUNTER,CABINET, 62" X 36" X 16" D, DOUBLE A 5861 $150 $25 SLIDE DOOR, WOOD 5 1 BILL COUNTER, ROYAL, MDL RBC 1003BK A 5862 130 30 6 1 CASH REGISTER, TEC, MA-1100, SINGLE CASH F 5862 310 20 DRAWER, LOCKING 7 1 SECURITY CABINET, SINGLE DRAWER, 2 DOOR, A 5863 325 50 1/8" STEEL 20"X 36" X 20" D 8 1 LOT C/O (1) TROPHY MARLIN (PERSONAL NOT VALUED) A/F 325 50 (1) FAN, FLOOR, HONEYWELL, 12" (2) WASTE BASKET, PLASTIC (1) POLAROID CAMERA, DACTEK, PASSPORT (1) FLOOR MAT, RUBBER, 4'X 11' (1) CALCULATOR, CANON, T170 (1) CALCULATOR, SHARP, EL-1197P (1) PHONE, PANASONIC, 8LINE NOTE: ALL COMPUTER AND DISPLAY ITEMS OWNED BY WESTERN UNION NOT VALUED. TENANT POINTED OUT THE SPECIFIC ITEMS HJEI-MSTROM ASSOcdATES 25C-73 Page Al PUBLIC WORKS WESTERN UNION CITY OF SANTA ANA FAIR MARKET VALUE GRAN D AVENUE STREET WIDENING PROJECT DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: QTY COND PIC # FAIR MARKET SALVAGE NO. FURNITURE, FIXTURES & EQUIPMENT VALUE VALUE 9 1 CAMERA, PHOTOSCOPE, 8150, PEDESTAL MDS A 5868 260 50 BACK OFFICE 10 1 SAFE, AMERICAN SECURITY PRODUCTS, A 445 100 COMBO/KEY, 23" X 31" X 24" 11 1 DESK, WOOD LAMINATE, DOUBLE PEDESTAL, A 200 50 5 DRAWER 12 1 CARD CABINET, METAL,20 DRAWER, A/F 250 25 19" X 53" X 28" D 13 1 CABINET, MILLER, DOUBLE DOOR, WOOD TOP, 36" A 5866 100 20 X20"X43"H 14 1 LOT C/O A/F 5864 290 60 (1) BOSE ACOUSTIC WAVE STEREO 5866 (1) AIR, PURIFIER, ORECK, TABLE TOP (1) PHONE, PANOSONIC, KX-TG-6502, 2-LINE, CORDLESS (1) CALCULATOR, CANON, MP25DV (1) CHAIR TASK, ARMS, FABRIC, CHROME BASE, CASTERS (1) WASTE BASKET, PLASTIC (1) STRIP TRACK LIGHT, 3 BULB (1) CHAIR MAT MISC DESKTOP ITEMS, STAPLER, TAPE DISP, ORGANIZERS, CLOCK COPY ROOM 15 1 COMPUTER SYSTEM, DELL CPU AND 17" FLAT A 5871 350 50 SCREEN, KEYBOARD/MOUSE/SPEAKERS 16 1 PRINTER/COPIER, SHARP, AM-900 G 5875 250 50 17 1 FAX MACHINE, BROTHER, 775 A 5875 45 10 18 1 COPIER, CANON, IMAGE CLASS D861 G 5875 205 30 HiELMSTROM ASSOCIATES 25C-74 Page A2 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT WESTERN UNION FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM QTY DESCRIPTION: FAIR SALVAGE NO. FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE 19 1 LOT C/O A/G (1) FAN, TABLE, SMC (1) PHONE, PANASONIC, BASE UNIT (1) LINKSYS ROUTER (1) CABINET, METAL, 2 DOOR, 29" X 21 "X 22" D (1) STEREO, RECEIVER, JVC, RX-212 (1) REFRIGERATOR, KITCHENETTE, 24" X 34" X 26" D (1) STOOL, FULL FOOT RING, VINYL (2) CHAIRS, TASK, FABRIC, ARMS (1) TABLE, FOLDING, LAMINATE, 6' (1) MICROWAVE, GE (1) TV CRT, WITH DVD, MAGNOVOX, 13" (1) TOASTER, PROCTOR SILEX (1) BURNER CAMP STOVE, PROPANE, GLOWMASTER GM911ES (1) FAN, 12" FLOOR, HONEYWELL (1) MAT, RUBBER, 3.5' X 5.5' (1) MAT, RUBBER AND CARPET, TX 5' MISC DESKTOP ITEMS, STAPLER, TAPE DISPENSER, ORGANIZERS, ETC STORAGE CLOSET 20 1 LOT C/O A (1) LADDER, FIBERGLASS, 6' (1) VACUUM, SANYO, POWER BOY SECURE HALL 21 1 VACUUM, HOOVER, UPRIGHT A TOTAL FURNITURE, FIXTURES AND EQUIPMENT 525 50 200 30 60 10 $5,455 $855 HJELMSTROM ASSOCIATES 25C-75 Page A3 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT WESTERN UNION FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE 1 LOT INTERIOR CONSTRUCTION C/O: THROUGHOUT (404) SQ FT CARPET, COMMERCIAL, LIGHT DUTY (22) SQ FT 12" X 12" VINYL TILE, RESTROOM (30) SQ FT 12" X 12" VINYL TILE, SECURE HALL (837) SQ FT INTERIOR WALL CONSTRUCTION, DOUBLE SIDED DRYWALL OR PLYWOOD, PAINTED, ELECTRICAL OUTLETS (1) 36" DOOR, SOLID CORE, WITH REMOTE LOCK RELEASE (1) 36" X 80" SECURITY DOOR, STEEL SKIN DOUBLE SIDED, 3" X 3" PEAK WINDOW, REMOTE LOCK RELEASE (1) A/C SYSTEM, 2.5 TON. NOTE: NOTABLE TO VERIFY. MOUNTED BETWEEN ROOF AND CEILING OF UNIT. REPORTED TO BE BOUGHT BY TENANT, 8- 10 YEARS AGO. (53) SQ FT CEMENT BLOCK UNDER LENGTH OF COUNTER CUSTOMER LOBBY AREA (378) SQ FT WOOD PANELING (1) WALL SHELF, LAMINATE, 67" X 12" D (1) WALL SHELF, LAMINATE, 34" X 12" D (2) SPEAKER SHELVES, 12" X 12", RAW WOOD (228) SQ FT FLOOR COVER, LAMINATE, ENGINEERED, CHERRY WOOD FINISH SERVICE COUNTER AREA (2) SECURITY WINDOW, 4 PLY LAMINATE, 1/2" THICK, 29" X 55", WITH STAINLESS STEEL DOCUMENT SLIDE PLATES (3) REMOTE PANIC BUTTONS, (2) UNDER COUNTER, (1) RESTROOM (1) FLOOR SAFE, 9" X 9" (1) SAFE, 12" X 12", CAST IN CEMENT (1) COUNTER, LAMINATE, WALL MOUNTED, 5 LINEAR FEET X 24" D (73) SQ FT WOOD PANELING, SERVICE AREA (1) COUNTER, WOOD, PAINTED, 2'X 4', OPEN BASE, SHOP MADE (1) WINDOW, SINGLE PANE, 66" X 22", WITH MINI BLINDS F/G $ 18,460 $0 5876- 5879 5862- 5863 HJELMSTROM ASSOCIATES 25C-76 Page Al PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT WESTERN UNION FAIR MARKET VALUE DATE OF VALUE: JUNE 8, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE COPY ROOM 5869- (1) 11.5' X 24' D WALL MOUNTED COUNTER, 5870 LAMINATE, WITH SLANT SHELF PLYWOOD (1) WALL CABINET, LAMINATE, 4 DOOR, 48"X31"X14"D (1)WALL SHELF, 10'X1' BOARD CLOSET 5872- (1) BUILT IN SHELVING, 2" X 4" WOOD 2873 CONSTRUCTION, PAINTED, 3 TIER, SHOP MADE, 12 LINEAR FEET X 64" X 16" D EXTERIOR SIGNAGE C/O: 5880- 5,900 0 (16) INDIVIDUAL VINYL LETTERS, 5" 5881 (1) SIGN, WALL MOUNTED, METAL HOUSING, SINGLE SIDED, ILLUMINATED, DECAL LETTERING OVER PLASTIC SHEET, 12.5' X 4.5', (ONE TIME INSTALL COSTS ONLY, SIGN IS PROPERTY OF WESTERN UNION PER TENANT) (1) POLE SIGN, METAL HOUSING, DOUBLE SIDED, 20'H, ILLUMINATED, DECAL LETTERING OVER PASTIC SHEET, 12.5'X 4.5', INSTALLED TOTAL IMPROVEMENTS PERTAINING TO THE REALTY $24,360 $0 li"fJELMS'7CR®M ASSOCIATES Page A2 25C-77 25C-78 SELL ALL (NO SALVAGE) Project: Grand Avenue Widening Project APN: 398-454-12 & 13 Tenant-Seller: Raymundo Pena dna Imagen BeautX AGREEMENT FOR ACQUISITION OF TENANT-SELLER'S INTEREST IN REAL PROPERTY $ AGREEMENT ("Agreement") is entered into as of this A,.. day of r , 2012, by and between THE CITY OF SANTA ANA, a charter city and municip corporation duly organized under the Constitution and laws of the State of California ("Buyer"), and RAYMUNDO PENA DBA IMAGEN BEAUTY ("Tenant-Seller") for the acquisition by Buyer of certain interests in real property described herein. IT IS HEREBY AGREED BETWEEN THE PARTIES AS FOLLOWS: 1. AGREEMENT. Tenant-Seller agrees to sell and convey to Buyer, and Buyer agrees to purchase and acquire from Tenant-Seller, upon the terms and for the consideration set forth in this Agreement, (a) all right, title and interest, in and to certain improvements, including fixtures and equipment (collectively "Improvements") located in, on, or affixed in any manner to the premises known and numbered as 1221 E. First Street #D Santa Ana, California ("Premises") which Premises are part of that real property described in Attachment "1" attached hereto, located in the City of Santa Ana, Orange County, California ("Property"), and (b) any tenancy interest of Tenant-Seller ("Tenancy Interest") in and to the Premises and the Property. The Improvements to be conveyed by Tenant-Seller are a part of the Premises, and specifically include, without limitation, the items described in the list of Improvements Pertaining to the Realty attached hereto as Attachment "2". 2. PURCHASE PRICE. The total purchase price, payable in cash through this Agreement, shall be the sum of. SEVENTEEN THOUSAND FOUR HUNDRED AND FIFTEEN NO/100 DOLLARS ($17,415.00) ("Purchase Price") 3. CONVEYANCE OF INTEREST IN REAL PROPERTY. Tenant-Seller agrees to execute a Quitclaim Deed in the same form as that attached hereto as Attachment "3" in favor of Buyer ("Quitclaim Deed"), relinquishing, releasing, and forever quitclaiming to Buyer all right title and interest in and to the Tenancy Interest. 4. Tenant-Seller will vacate the property by September 30, 2012. Any and all rents owed to the City of Santa after the date of vacate will be deducted from the Purchase Price. 5. CONVEYANCE OF INTEREST IN IMPROVEMENTS. The Quitclaim Deed will also convey from Tenant-Seller to Buyer all of Tenant-Seller's interest in and to the Improvements, which conveyance shall be free and clear of all recorded and unrecorded encumbrances, liens, assessments, leases, and taxes. Unless otherwise provided, recording of the Quitclaim Deed and Closing (as defined below) of the transaction described herein shall be subject to Tenant-Seller's vacation of the Premises and proof of clear title to all said 25C-79 Improvements having been obtained and received by Buyer in accordance with Paragraphs 8 and 9 of this Agreement. 6. RECORDING. Recordation of any documents delivered through this Agreement is authorized if necessary or proper, upon acceptance by Buyer as described herein. 7. CERTIFICATION OF OWNERSHIP. Tenant-Seller hereby warrants and certifies under penalty of perjury that Tenant-Seller is the owner of the Improvements and that no document has been signed by or on behalf of Tenant-Seller for the purpose of creating any lien, encumbrance, or security interest in any of the Improvements, and that the Tenant-Seller does not know of any claim of lien, encumbrance, or other security interest therein, EXCEPT: a) Trust Deeds on the Property, duly recorded; and (b) real and personal property taxes. 8. PERMISSION TO ENTER PREMISES. Tenant-Seller hereby grants Buyer or its authorized agent's permission to enter upon the Premises at all reasonable times prior to Closing of this transaction for the purpose of making necessary inspections. 9. BULK SALE. In order to establish proof of clear title to the Improvements, Buyer may publish a Notice to Creditors pursuant to the Bulk Sales Law of the State of California and obtain a title report and/or a report from the Secretary of State's Office as to filings of security interests covering the Improvements. 10. CONFLICTING INTERESTS. In the event any conflicting claim of title or any security interest or lien of any kind is discovered or asserted as to any of the Improvements, Buyer shall, upon receiving notice or knowledge thereof, withhold an amount otherwise payable to Tenant-Seller as is reasonably necessary, in the sole opinion of Buyer, to protect Buyer against such claim of interest or lien. The withholding of such funds shall not prevent Closing of this transaction if the total funds to be withheld from Tenant-Seller do not exceed the net amount to be paid to Tenant-Seller through this transaction. Buyer will not pay out the withheld funds or disburse any withheld funds to any claimant or other party (except upon court order or levy) without the written consent of Tenant-Seller. A general creditor's claim shall not be deemed to be a claim against any specific item of Improvements and Tenant-Seller hereby agrees to accept all responsibility therefore. Unless otherwise provided, it shall be presumed that Tenant-Seller is entitled to payment under this transaction for the Improvements. It shall be presumed that the Property owner is the owner of all improvements, fixtures and equipment associated with the Premises other than the Improvements. 11. DISMISSAL OF EMINENT DOMAIN ACTION. If Buyer has previously filed an action to condemn the Tenancy Interest and/or Tenant-Seller's interest in the Improvements, Tenant-Seller hereby consents to the dismissal of such action and waives any claims for compensation, costs, attorney's fees and deposits in said action, or any claim whatsoever which might arise out of the filing of such action, whether or not such claim is specifically identified herein. Tenant-Seller hereby authorizes Buyer to withdraw and make payable to Buyer any funds deposited with the Court in any such eminent domain action. 2 25C-80 12. CLOSING: PURCHASE PRICE ADJUSTMENTS. Recording of the Quitclaim Deed by Buyer will constitute "Closing" of this transaction. At Closing, Buyer will pay the Purchase Price to Tenant-Seller, subject to the following adjustments: A. Pay and charge Tenant-Seller for any and all current and/or delinquent taxes and any penalties and interest thereon, and for any delinquent or non-delinquent assessments or bonds against the Improvements and the Tenancy Interest. B. Pay and charge Tenant-Seller for any amount necessary to place title in the condition necessary to satisfy Paragraphs 4 and 9 of this Agreement; C. Disburse funds when conditions of this Agreement have been satisfied by Buyer and Tenant-Seller. 13. FULL AND COMPLETE SETTLEMENT. Tenant-Seller hereby acknowledges that the compensation paid to Tenant-Seller through this Agreement constitutes the full and complete settlement of any and all claims against Buyer, resulting from or arising out of Buyer's acquisition of the Property and the Tenancy Interest and any dislocation of Tenant-Seller from the Premises, specifically including, but not limited to the value of the Improvements, leasehold improvements, any and all claims for rental or leasehold value and any and all claims in inverse condemnation and for precondemnation damages, and any and all other claims that Tenant-Seller may have, whether or not specifically mentioned here, relating directly or indirectly to the acquisition by Buyer of the Property, the Improvements and the Tenancy Interest (but excluding relocation benefits to which Tenant-Seller may be entitled and the loss of business goodwill, if any). Tenant-Seller and Buyer and each and all of their agents, representatives, attorneys, principals, predecessors, successors, assigns, administrators, executors, heirs, and beneficiaries (collectively "Releasees"), hereby release the other party, and its Releasees, and each of them from any and all obligations, liabilities, claims, costs, expenses, demands, debts, controversies, damages, causes of action, including without limitation those relating to just compensation or damages which any of them now have, or might hereafter have by reason of any matter or thing arising out of or in any way related to any condemnation action affecting the Property, the Improvements and the Tenancy Interest. 14. ACKNOWLEDGMENT CONCERNING CIVIL CODE SECTION 1542. Tenant-Seller acknowledges that it has been advised by its attorneys concerning, and is familiar with, the provisions of California Civil Code § 1542, which provides as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor." Tenant-Seller acknowledges that it and any others acting on its behalf herein may have sustained damage, loss, cost, or expenses that are presently unknown and unsuspected and which may give rise to additional damages, loss, costs, or expenses in the future. Nevertheless, Tenant-Seller acknowledges that this Agreement has been negotiated and agreed upon in light of that situation and hereby expressly waives any and all rights which it or others acting on its behalf may have under California Civil Code § 1542, or under any statute or common law or equitable principle of similar effect. 3 25C-81 Tenant-Seller: 15. CONTINGENCY. Transaction is subject to and contingent upon receipt by Buyer of the duly executed Quitclaim Deed from Tenant-Seller with respect to the Tenancy Interest and the Improvements. This transaction is further subject to and contingent upon approval and acceptance by Buyer. 16. AGREEMENT TO EXECUTE. Tenant-Seller and Buyer agree to execute and file any additional agreements, consents or other documents reasonably necessary to effect the full and complete settlement and purchase of the Improvements and the Tenancy Interest. 17. AUTHORIZATION TO EXECUTE. Tenant-Seller and Buyer represent and warrant that the persons executing this Agreement are duly authorized to do so and to act on behalf of Tenant-Seller and Buyer respectively. 18. COMPROMISE IN SETTLEMENT. This Agreement is a compromise in settlement of pending or potential litigation between Tenant-Seller and Buyer and shall never be treated as an admission by Buyer for any purpose of liability or as to value of any property or claim. 19. SURVIVAL OF RIGHTS AND OBLIGATIONS. Notwithstanding the releases contained herein and agreement concerning this transaction, all the rights and obligations created under and pursuant to this Agreement shall survive the execution of the Agreement, the releases contained herein and the Closing of this transaction. 20. WARRANTIES REPRESENTATIONS AND COVENANTS OF TENANT- SELLER. Tenant-Seller hereby warrants, represents, and/or covenants to Buyer that: A. To the best of Tenant-Seller's knowledge, there are no actions, suits, material claims, legal proceedings, or any other proceedings affecting the Improvements, the Tenancy Interest or any portion thereof, at law or in equity, before any court or governmental agency. B. Until the Closing, Tenant-Seller shall maintain the Improvements and the Premises in good condition and state of repair and maintenance, and shall perform all of its obligations under any service contracts or other contracts affecting the Improvements and the Premises. C. Until the Closing, Tenant-Seller shall not do anything which would impair Tenant-Seller's title to the Premises, the Improvements or the Tenancy Interest. D. All utilities including gas, electricity, water, sewage, and telephone, are available to the Premises, and to the best of Tenant-Seller's knowledge, all such items are in good working order. E. To the best of Tenant-Seller's knowledge, neither the execution of this Agreement nor the performance of the obligations herein will conflict with, or violate any of the provisions of any bond, note, evidence of indebtedness, contract, lease, or other agreement or 4 25C-82 instrument to which Tenant-Seller, the Premises, the Improvements or the Tenancy Interest may be subject. F. Until the Closing, Tenant-Seller shall, upon learning of any fact or condition which would cause any of the warranties and representations in this Paragraph 19 not to be true as of Closing, immediately give written notice of such fact or condition to Buyer. 21. HAZARDOUS WASTE. Neither Tenant-Seller nor, to the best of Tenant-Seller's knowledge, any previous owner, tenant, occupant or user of the Property or the Premises, has used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property or the Premises, or transported any Hazardous Materials to or from the Property or the Premises. Tenant-Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from the Premises. The term "Hazardous Materials" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under §25115, §25117 or §25122.7, or listed pursuant to §25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under §25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), iii defined as a "hazardous material", "hazardous substance", or "hazardous waste" under §25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under §25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated byphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C.. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et seq. (42 U.S.C. 56903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, and Liability Act, 42. U.S.C. S6901, et seq. (42 U.S.C. 56901). 22. COMPLIANCE WITH ENVIRONMENTAL LAWS. To the best of Tenant- Seller's knowledge, the Premises and its use complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state and local laws pertaining to air and water quality, hazardous waste, waste disposal and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations and ordinances of the city within which the subject Property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency and all applicable federal, state and local agencies and bureaus. 5 25C-83 23. INDEMNITY. Tenant-Seller agrees to indemnify, defend and hold Buyer harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in, or about, or the transportation of any such materials to or from, the Premises, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Premises. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease or death, tangible or intangible property damage, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment. This indemnity extends only to acts or omissions of Tenant-Seller herein. 24. ATTORNEYS' FEES. If legal action is required in order to construe or enforce any provision of this Agreement, the party prevailing in such action shall be entitled, in addition to such other relief as may be granted, to a reasonable sum as its attorneys' fees and costs. 25. COUNTERPARTS. This Agreement may be executed in counterparts and when so executed by both parties, each counterpart will constitute an original document. 26. BINDING EFFECT. The terms, conditions, covenants and agreements set forth herein shall apply to and bind the heirs, executors, administrators, assigns and successors of the parties hereto. 27. ENTIRE AGREEMENT. This Agreement contains the entire agreement between both parties; neither party relies upon any warranty or representation not contained in this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year set forth hereinabove. REMAINDER OF PAGE INTENTIONALLY LEFT BLANK. SIGNATURE PAGE FOLLOWS. 6 25C-84 Mailing Address of Tenant-Seller 1221 E. First Street #D Santa Ana, CA 92701 Tenant-Seller By Its: Da Buyer Mailing Address of Buyer 20 Civic Center Plaza, M-30 Santa Ana, California 92701 THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California By: Paul Walters City Manager Date: Attest: By: Maria D. Huizar City Clerk Date: Approved as to Form: Sonia R. Carvalho City Attorney By: .lose Sandoval Chief Assistant City Attorney Date: 7 25C-85 ATTACHMENT "I" LEGAL DESCRIPTION OF PROPERTY A-1 25C-86 ATTACHMENT "1" LEGAL DESCRIPTION Real property in the City of Santa Ana, County of Orange, State of California, described as follows: PARCEL A: LOTS 1, 3, 4, 10, 11 AND 12 IN BLOCK "E" OF SANTA ANA INVESTMENT COMPANY TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP THEREOF RECORDED IN BOOK 11, AT PAGE 39, OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. EXCEPTING THEREFROM THE SOUTHERLY ONE FOOT OF LOTS 10, 11 AND 12, IN BLOCK E OF SANTA ANA INVESTMENT COMPANY, TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 11, PAGE 39, MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3, 1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM A SPANDREL SHAPED PARCEL OF LAND BOUNDED SOUTHERLY BY THE NORTH LINE OF PARCEL 1, BOUNDED EASTERLY BY THE EAST LINE OF SAID LOT 12, BOUNDED NORTHWESTERLY BY THE ARC OF A CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 25 FEET AND TANGENT TO SAID SOUTHERLY AND EASTERLY BOUNDARIES, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3,1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. PARCEL B: LOT 2 IN BLOCK B OF SANTA ANA INVESTMENT COMPANY, TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 39 MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. APN:398-454-12 and 398-454-13 25C-87 ATTACHMENT "2" IMPROVEMENTS PERTAINING TO THE REALTY B-1 25C-88 ATTACHMENT "2" PUBLIC WORKS IMAGEN BEAUTY SALON CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE 1 1,040 SQ. FT. TILE FLOORING, 12" X 12" CERAMIC G 5027 $7,280 $0 2 1,040 SQ. FT. DROP CEILING, 2'X 4' PANELS, F 5028 (10) 2' X 4' FLUORESCENT LIGHT FIXTURES (NOT VALUED-PART OF REAL ESTATE) 3 1 LOT, C/O OF MISC. IMPROVEMENTS A/F 1,420 (4) LINEAR FT. PARTITION, SHOP MADE, 5029 WOOD WITH HALF DOOR (1) WALL MIRROR, 5'X 4' (1) WALL MIRROR, TX 6' (3) BLINDS, LOUVER, TX 7' (22) LINEAR FT. CHAIR RAIL GUARD (1) WALL CABINET, WOOD/LAMINATE, DOUBLE SLIDE DOOR, 5'X Z X VD (23) LINEAR FT. PARTITION WALL, 6' H WOOD FRAMEIDRY WALL (NO DOOR, NO ELECTRICITY) (9) WOOD/LAMINATE SHELVES, 3'- 4' LONG (1) MINI-BLINDS, 30" X 72" (8) LINEAR FT. PARTITION, PLYWOOD, 2" X 4" FRAME (1) COUNTER, WOOD, 36" X 18" (1) WALL CUPBOARD, WOOD/LAMINATE, 30" X 24" X 16" D EXTERIOR 0 4 1 LOT, C/O SIGNAGE A 5048 1,905 0 (22) PLASTIC LETTERS, 14" (2) IMAGEN, OVAL, 20" X 17" SEE THROUGH, ONE WAY WINDOW GRAPHICS (3)3'X6' (3) TX 1' (1)VX6' (1) v X 1' TOTAL IMPROVEMENTS PERTAINING TO THE REALTY $10,605 $0 HJELMSTROM ASSOCIATES Page A4 25C-89 PUBLIC WORKS IMAGEN BEAUTY SALON CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: QTY FAIR SALVAGE COND PIC # MARKET NO. FURNITURE, FIXTURES & EQUIPMENT VALUE VALUE 1 15 CHAIRS, METAL TUBE FRAME, FABRIC A/F 5030 $555 $80 SEAT/BACK 2 1 REGISTER COUNTER, WOOD/LAMINATE, F 100 0 1 DRAWER, 48" X 42" X 24" 3 1 LOT, C/O: A/F 190 10 (1) MAGAZINE RACK, 2 TIER, WIRE FRAME (7) PLANTER POTS, PLASTIC, 10" - 12" (1) SHELF, METAL TUBE FRAME, ROUND TOP, GLASS SHELVES, 18" X 58" (8) FRAMED HAIR CUT POSTERS, PLASTIC (1) ROUND CLOCK, PLASTIC (1) SMALL PLASTIC WASTE CAN (1) DISPLAY CASE, GLASS, 60" X 38"X 18", 2 BULB 4 6 SALON CHAIRS, FREE STANDING, CHROME A/F 5034 1,315 250 PEDESTAL AND BASE, VINYL SEAT/BACK, FOOT PEDAL HEIGHT ADJUSTMENT 5 5 SALON UTILITY CARTS, MOBILE, PLASTIC, F 150 25 WOOD/LAMINATE TOP, 24" X 14" 6 2 HAIR WASH SALON CHAIR STATIONS, CERAMIC F 5040 660 80 VESSEL SINK, FAUCET WITH SPRAY HOSE, STAINLESS STEEL CABINET, VINYL BACK/SEAT, STAINLESS STEEL ARMS 7 1 RECLINING CHAIR, WITH FOOT REST, MANUAL, F 35 0 VINYL, METAL FRAME 8 1 MANICURE TABLE, WOOD/LAMINATE, VINYL F 75 5 CUSHION, 42" X 18" MOBILE 9 6 MIRRORS, STYLIST SHELF STATION, WALL HUNG, A/F 1,495 180 WOOD/LAMINATE, 31" X 48" X 18" D 10 1 LOT C/O SURVEILLANCE SYSTEM: A/F 5036 200 50 (1) CAMERA, WRITEMASTER RECORDER (1) HYUNDAI 19" FLAT SCREEN, 4 CAMERA CAPACITY 11 1 CASH REGISTER, ROYAL CMS 480 PLUS, SINGLE A/F 5038 375 75 DRAWER (1) MONEY DETECTOR, FDP-60 MULTI-FUNCTION (1) CPU, DELL (1) CALCULATOR, AURORA, PR1000M HJELMSTROM ASSOCIATES Page Al 25C-90 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT IMAGEN BEAUTY SALON FAIR MARKET VALUE DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: QTY FAIR SALVAGE COND PIC # MARKET FURNITURE, FIXTURES & EQUIPMENT NO. VALUE VALUE 12 1 LOT, C/O MISC. SALON ITEMS: A/F 270 40 (4) PLASTIC TRASH CANS (1) SALON CART, PLASTIC (1) SHELVING, 4 TIER, PLASTIC, 18" X 18" (1) FILE CABINET, 3 DRAWER (1) STEP STOOL, FOLDING, 2 STEP (1) CHAIR, VINYL, TASK MISC. PLASTIC BINS, SALON TOOL HOLDERS, CHILD SEAT, UNFRAMED POSTERS (6) SALON FLOOR MATS, RUBBER, 3' X 5' (1) SHELVING, GLASS CONSTRUCTION, 20 CUBBY, 5' X 4.5', MODULAR (1) SHELVING, WIRE CHROME FRAME, 36" W X 50" H (1) MOBILE SALON TRAY/STAND, METAL NORTHEAST BACK ROOM 13 1 LOT, C/O MISC. SALON ITEMS: F/P 370 50 (1) TV, CRT, 20" (1) DVD PLAYER, SONY (1) SOFA, 5', FABRIC (1) 12 MISC. PLASTIC BINS (1) TABLE, WOOD/LAMINATE, 32" X 21" (1) HAIR DRYER/CHAIR STATION, (NOT IN USE) (1) CABINET, WOOD LAMINATE, DOUBLE DOOR, 48" X 80" X 17" D (1) FAN, HAMPTON, 20", WALL MOUNT (1) HAIR DRYER, FLOOR MODEL (1) COAT RACK, 5 POST (1) MISC. PLASTIC WASTE CANS, BROOMS, MOPS, DUST PAN (1) DIRTY TOWEL HAMPER HJELMSTROM ASSOCIATES Page A2 25C-91 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT IMAGEN BEAUTY SALON FAIR MARKET VALUE DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY FURNITURE, FIXTURES & EQUIPMENT COND PIC # MARKET VALUE VALUE SOUTHEAST BACK ROOM 14 1 WASHER/DRYER, STACKED, FRIGIDAIRE A 5044 615 100 15 1 LOT, C/O: A/F 405 50 (1) CULLIGAN WATER COOLER (1) MICROWAVE, SHARP, CAROUSEL (1) MINI REFRIGERATOR, HAIER (2) CHAIRS, STACKABLE, CHROME, METAL FRAME, VINYL SEAT/BACK (1) TRI-FOLD PARTITION, ASIAN, WOOD FRAME (1) SET OF BATHROOM ACCESSORIES, TOILET PAPER, HAND TOWEL, TOILET PROTECTOR, HAND SOAP DISPENSER, AIR HAND DRYER, WASTE CAN, 2 POSTERS FRAMED (1) FIRE EXTINGUISHER, 5 LB. ABC (2) TRACK LIGHTS, 36", 3 FIXTURES TOTAL FURNITURE, FIXTURES & EQUIPMENT $6,810 $995 HJELMSTROM ASSOCIATES Page A3 25C-92 ATTACHMENT "Y' QUITCLAIM DEED (See Attached) 25C-93 RECORDING REQUESTED BY: ATTACHMENT "3" THE CITY OF SANTA ANA AND WHEN RECORDED MAIL TO: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Exempt from Recording Fee Exempt from Documentary Transfer Tax Pursuant to Government Code Section 6103 Pursuant to R&T Code § 11922 pace above this line or Recorder's use QUITCLAIM DEED County Assessor's Parcel Number: 398-454-12 & 13 FOR A VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Imagen Beauty Salon do(es) hereby REMISE, RELEASE AND FOREVER QUITCLAIM to the THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, the real property in the City of Santa Ana, County of Orange, State of California, described as all right title and interest in and to the following described real property in exhibit "A" including any and all leasehold interest, title and interest in and to the improvements pertaining to the realty which are attached or affixed in any manner to the following described real property specifically including, but not limited to the items in Exhibit "B", list of Improvements Pertaining to the Realty, (fixtures and equipment), attached hereto and by this reference made a part hereof, which are either generally or for purpose of this deed a part of that parcel of real property in the City of Santa Ana, County of Orange, State of California, described as follows: Grantor for himself, his heirs, representatives and assigns covenants and warrants that: 1) Grantor is the sole owner of the itemized Improvements Pertaining to the Realty conveyed by this Quitclaim Deed free from all liens and encumbrances, and 2) Grantor will defend the title and quiet enjoyment of the real property described above, including all Improvements Pertaining to the Realty, against all demands and claims of all persons. SEE EXHIBIT "A" & "B" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF IN WITNESS WHEREOF, the grantor hereto has caused this Quitclaim Deed to be executed as of this day of , 2012. By: Date: 25C-94 EXHIBIT "A" (to Quitclaim Deed) LEGAL DESCRIPTION 25C-95 EXHIBIT "A' LEGAL DESCRIPTION Real property in the City of Santa Ana, County of Orange, State of California, described as follows: PARCEL A: LOTS 1, 3, 4, 10, 11 AND 12 IN BLOCK "E" OF SANTA ANA INVESTMENT COMPANY TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, IN THE CITY OF SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS PER MAP THEREOF RECORDED IN BOOK 11, AT PAGE 39, OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. EXCEPTING THEREFROM THE SOUTHERLY ONE FOOT OF LOTS 10, 11 AND 12, IN BLOCK E OF SANTA ANA INVESTMENT COMPANY, TRACT NO. 1, HUMPHREVS ADDITION TO SANTA ANA, AS SHOWN ON A MAP THEREOF RECORDED IN BOOK 11, PAGE 39, MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3, 1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. ALSO EXCEPTING THEREFROM A SPANDREL SHAPED PARCEL OF LAND BOUNDED SOUTHERLY BY THE NORTH LINE OF PARCEL 1, BOUNDED EASTERLY BY THE EAST LINE OF SAID LOT 12, BOUNDED NORTHWESTERLY BY THE ARC OF A CURVE CONCAVE NORTHWESTERLY, HAVING A RADIUS OF 25 FEET AND TANGENT TO SAID SOUTHERLY AND EASTERLY BOUNDARIES, AS GRANTED TO THE CITY OF SANTA ANA BY DEED RECORDED APRIL 3,1964, IN BOOK 6990, PAGE 100 AS INSTRUMENT NO. 3013, OF OFFICIAL RECORDS. PARCEL B: LOT 2 IN BLOCK B OF SANTA ANA INVESTMENT COMPANY, TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA, COUNTY OF ORANGE, STATE OF CALIFORNIA, AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 39 MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. APN:398-454-12 and 398-454-13 25C-96 EXHIBIT "B" (to Quitclaim Deed) DESCRIPTION OF CONVEYED IMPROVEMENTS 25C-97 EXHIBIT "B" PUBLIC WORKS IMAGEN BEAUTY SALON CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: FAIR SALVAGE NO. QTY IMPROVEMENTS PERTAINING TO THE REALITY COND PIC # MARKET VALUE VALUE 1 1,040 SQ. FT. TILE FLOORING, 12" X 12" CERAMIC G 5027 $7,280 $0 2 1,040 SQ. FT. DROP CEILING, 2'X 4' PANELS, F 5028 (10) 2'X 4' FLUORESCENT LIGHT FIXTURES (NOT VALUED-PART OF REAL ESTATE) 3 1 LOT, C/O OF MISC. IMPROVEMENTS A/F 1,420 0 (4) LINEAR FT. PARTITION, SHOP MADE, 5029 WOOD WITH HALF DOOR (1) WALL MIRROR, 5'X 4' (1) WALL MIRROR, 7' X 6' (3) BLINDS, LOUVER, TX 7' (22) LINEAR FT. CHAIR RAIL GUARD (1) WALL CABINET, WOOD/LAMINATE, DOUBLE SLIDE DOOR, 5'X 2'X I'D (23) LINEAR FT. PARTITION WALL, 6'H WOOD FRAME/DRY WALL (NO DOOR, NO ELECTRICITY) (9) WOOD/LAMINATE SHELVES, 3'- 4' LONG (1) MINI-BLINDS, 30" X 72" (8) LINEAR FT. PARTITION, PLYWOOD, 2" X 4" FRAME (1) COUNTER, WOOD, 36" X 18" (1) WALL CUPBOARD, WOOD/LAMINATE, 30" X 24" X 16" D EXTERIOR 4 1 LOT, C/O SIGNAGE A 5048 1,905 0 (22) PLASTIC LETTERS, 14" (2) IMAGEN, OVAL, 20" X 17" SEE THROUGH, ONE WAY WINDOW GRAPHICS (3) TX 6' (3) 3' X 1' (1) 1' X 6' (1) v X 1' TOTAL IMPROVEMENTS PERTAINING TO THE REALTY HJELMSTROM ASSOCIATES $10,605 $0 Page A4 25C-98 PUBLIC WORKS IMAGEN BEAUTY SALON CITY OF SANTA ANA FAIR MARKET VALUE GRAN D AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: QTY FAIR SALVAGE COND PIC # MARKET NO. FURNITURE, FIXTURES & EQUIPMENT VALUE VALUE 1 15 CHAIRS, METAL TUBE FRAME, FABRIC A/F 5030 $555 $80 SEAT/BACK 2 1 REGISTER COUNTER, WOOD/LAMINATE, F 100 0 1 DRAWER, 48" X 4T X 24" 3 1 LOT, C/O: A/F 190 10 (1) MAGAZINE RACK, 2 TIER, WIRE FRAME (7) PLANTER POTS, PLASTIC, 10" - 12" (1) SHELF, METAL TUBE FRAME, ROUND TOP, GLASS SHELVES, 18" X 58" (8) FRAMED HAIR CUT POSTERS, PLASTIC (1) ROUND CLOCK, PLASTIC (1) SMALL PLASTIC WASTE CAN (1) DISPLAY CASE, GLASS, 60" X 38" X 18", 2 BULB 4 6 SALON CHAIRS, FREE STANDING, CHROME A/F 5034 1,315 250 PEDESTAL AND BASE, VINYL SEAT/BACK, FOOT PEDAL HEIGHT ADJUSTMENT 5 5 SALON UTILITY CARTS, MOBILE, PLASTIC, F 150 25 WOOD/LAMINATE TOP, 24" X 14" 6 2 HAIR WASH SALON CHAIR STATIONS, CERAMIC F 5040 660 80 VESSEL SINK, FAUCET WITH SPRAY HOSE, STAINLESS STEEL CABINET, VINYL BACK/SEAT, STAINLESS STEEL ARMS 7 1 RECLINING CHAIR, WITH FOOT REST, MANUAL, F 35 0 VINYL, METAL FRAME 8 1 MANICURE TABLE, WOOD/LAMINATE, VINYL F 75 5 CUSHION, 42" X 18" MOBILE 9 6 MIRRORS, STYLIST SHELF STATION, WALL HUNG, A/F 1,495 180 WOOD/LAMINATE, 31" X 48" X 18" D 10 1 LOT C/O SURVEILLANCE SYSTEM: A/F 5036 200 50 (1) CAMERA, WRITEMASTER RECORDER (1) HYUNDAI 19" FLAT SCREEN, 4 CAMERA CAPACITY 11 1 CASH REGISTER, ROYAL CMS 480 PLUS, SINGLE A/F 5038 375 75 DRAWER (1) MONEY DETECTOR, FDP-60 MULTI-FUNCTION (1) CPU, DELL (1) CALCULATOR, AURORA, PR1000M HiELMSTROM ASSOCIATES Page Al 25C-99 PUBLIC WORKS CITY OF SANTA ANA GRAND AVENUE STREET WIDENING PROJECT IMAGEN BEAUTY SALON FAIR MARKET VALUE DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: QTY FAIR SALVAGE COND PIC # MARKET FURNITURE, FIXTURES & EQUIPMENT NO. VALUE VALUE 12 1 LOT, C/O MISC. SALON ITEMS: A/F 270 40 (4) PLASTIC TRASH CANS (1) SALON CART, PLASTIC (1) SHELVING, 4 TIER, PLASTIC, 18" X 18" (1) FILE CABINET, 3 DRAWER (1) STEP STOOL, FOLDING, 2 STEP (1) CHAIR, VINYL, TASK MISC. PLASTIC BINS, SALON TOOL HOLDERS, CHILD SEAT, UNFRAMED POSTERS (6) SALON FLOOR MATS, RUBBER, TX 5' (1) SHELVING, GLASS CONSTRUCTION, 20 CUBBY, V X 4.5', MODULAR (1) SHELVING, WIRE CHROME FRAME, 36" W X 50" H (1) MOBILE SALON TRAY/STAND, METAL NORTHEAST BACK ROOM 13 1 LOT, C/O MISC. SALON ITEMS: F/P 370 50 (1) TV, CRT, 20" (1) DVD PLAYER, SONY (1) SOFA, 5', FABRIC (1) 12 MISC. PLASTIC BINS (1) TABLE, WOOD/LAMINATE, 32" X 21 (1) HAIR DRYER/CHAIR STATION, (NOT IN USE) (1) CABINET, WOOD LAMINATE, DOUBLE DOOR, 48" X 80" X 1 T' D (1) FAN, HAMPTON, 20", WALL MOUNT (1) HAIR DRYER, FLOOR MODEL (1) COAT RACK, 5 POST (1) MISC. PLASTIC WASTE CANS, BROOMS, MOPS, DUST PAN (1) DIRTY TOWEL HAMPER HJELMSTROM ASSOCIATES Page A2 25C-100 PUBLIC WORKS IMAGEN BEAUTY SALON CITY OF SANTA ANA FAIR MARKET VALUE GRAND AVENUE STREET WIDENING PROJECT DATE OF VALUE: APRIL 12, 2012 ITEM DESCRIPTION: QTY FAIR SALVAGE COND PIC # MARKET FURNITURE, FIXTURES & EQUIPMENT NO. VALUE VALUE SOUTHEAST BACK ROOM 14 1 WASHER/DRYER, STACKED, FRIGIDAIRE A 5044 615 100 15 1 LOT, C/O: A/F 405 50 (1) CULLIGAN WATER COOLER (1) MICROWAVE, SHARP, CAROUSEL (1) MINI REFRIGERATOR, HAIER (2) CHAIRS, STACKABLE, CHROME, METAL FRAME, VINYL SEAT/BACK (1) TRI-FOLD PARTITION, ASIAN, WOOD FRAME (1) SET OF BATHROOM ACCESSORIES, TOILET PAPER, HAND TOWEL, TOILET PROTECTOR, HAND SOAP DISPENSER, AIR HAND DRYER, WASTE CAN, 2 POSTERS FRAMED (1) FIRE EXTINGUISHER, 5 LB. ABC (2) TRACK LIGHTS, 36", 3 FIXTURES TOTAL FURNITURE, FIXTURES & EQUIPMENT $6,810 $995 HJELMSTROM ASSOCIATES Page A3 25C-101 25C-102 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA"), entered into on _j?A ?7,C 2 012, between the CITY OF SANTA ANA, a charter city and municipal corporatirn duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer"), and Joan McVay, an unmarried woman, as to an undivided sixty percent (60%) interest, Lance McVay, un unmarried man, as to un undivided twenty percent (20%) interest, and Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, dated February 23, 2007, as to un undivided twenty percent (20%) interest (hereinafter "Seller"), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property") legally described as follows: SEE EXHIBIT "A" - Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1225 East 4'h Street, Santa Ana, CA) (APN: 398-385-04) Said purchase and sale of Said Real Property shall be in accordance with and subject to all of the following terms, conditions, promises, covenants, agreements and provisions, to wit: 1. Conveyance by Seller. Seller agrees to convey said real property to City, by Grant Deed, at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, within thirty (30) days from and after the date on which the City has approved this Agreement. 2. Title to be Conveyed. Seller agrees that, except as may hereinafter be otherwise expressly provided, said real property shall be conveyed by Seller to City, as aforesaid, free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non-monetary, general or specific, including any and all leasehold interests), liens, clouds or defects in title except those exceptions shown in Paragraph 15 below. Seller hereby warrants that the title to said real property to be conveyed by Seller to City shall be free and clear as provided above. Seller further agrees that acceptance by City of any deed to said real property, with or without knowledge of any condition, restriction, reservation, exception, easement, assessment, profit, limitation, encumbrance (whether monetary or non-monetary, general or specific, and including any and all leasehold interests), lien, cloud or defect in title, shall not constitute a waiver by City of its right to the full and clear title hereinabove agreed to be conveyed by Seller to City, nor of any right which might accrue to City because of the failure of Seller to convey title as hereinabove provided. 3. Title Insurance. Seller agrees to deliver to City, concurrently with the conveyance of said real property to City, within the time and at the place hereinabove specified for said conveyance of said real property, a policy of title insurance to be issued by the above mentioned title company, with the City therein named as the insured, in the amount of Three Hundred Thousand AND NO/100 Dollars ($300,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non-monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this 25C-103 Agreement. 4. Escrow. City agrees to open an escrow at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seiler and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within 90 days of the City's execution of this Agreement. The Escrow Agent hereby is empowered to act under this Agreement, and upon indicating its acceptance of this Section 4 and of the General Provisions described in Exhibit "B" attached hereto and incorporated herein by this reference, in writing, delivered to the City and to the Seller within five (5) days after delivery of this Agreement, shall carry out its duties as Escrow Agent hereunder. City agrees to bear and Escrow Agent is hereby authorized to charge to the City the cost of any transfer taxes, recording fees, cost of title insurance, reconveyance fees, document preparation fees, escrow fees and any other closing costs incidental to the conveying of said real property to City. Penalties for prepayment of bona fide obligations secured by any existing deed of trust or mortgage shall be waived pursuant to Civil Code Procedures Section 1265.240. The liability to the Escrow Agent under this Agreement is limited to performance of the obligations imposed upon it under Section 4, Section 6, Section 8 and Exhibit "B" of the General Provisions of this Agreement. 5. Property Taxes. Such real property taxes, if any, on said real property for the fiscal year within which said real property is conveyed to City as are unpaid at the time of said conveyance shall be cleared and paid in accordance with the provisions of Section 4986 of the Revenue and Taxation Code of the State of California. Seller shall be eligible for a refund under Section 5096.7 of the Revenue and Taxation Code of the State of California for that portion of property taxes on said real property for said fiscal year which have been paid prior to the date the deed conveying said real property to City is recorded which is allocable to that portion of the fiscal year which begins on the date the deed conveying said real property to City is recorded and made uncollectible if unpaid by reason of Section 4986 of the Revenue and Taxation Code of the State of California. All unpaid taxes on said real property for any and all years prior to the fiscal year within which said conveyance is made shall be paid by Seller before conveyance of said real property to City. 6. Payment of Purchase Price. City agrees to pay to Seller, and Seller agrees to accept from City, as and for the full purchase price for said real property, fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages, the total sum of Three Hundred Thousand AND N01100 Dollars ($300,000.00). City agrees to deposit said purchase price in escrow with the Escrow Agent within THIRTY (30) days from and after the date on which the City has approved this Agreement, and the Escrow Agent is hereby authorized to pay the same to Seller upon and after: (a) Conveyance of said real property by Seller to City as hereinabove provided; (b) Acceptance by City of a Grant Deed conveying said real property to City; (c) Delivery to City of the policy of title insurance as hereinabove provided; (d) Recordation of the Deed conveying said real property to City. 7. Possession. Seller agrees to deliver to City, on the date the Deed conveying said real property to City is recorded, quiet and peaceful possession of said real property, which shall be made free by Seller of all personal property. 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be 25C-104 prorated as of the close of escrow on the basis of a 30-day month/360-day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors-in-Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. Notices. The mailing address of the City of Santa Ana is 20 Civic Center Plaza, M-36, P.O. Box 1988, in the City of Santa Ana 92701, County of Orange, State of California. The mailing address of the Seller is: Joan McVay 180 Woodston Way Ben Lomond, CA 95005 14. Exceptions. City agrees to accept title to said real property subject to the following: NONE. 15. Entire Agreement. It is mutually agreed that the Parties hereto have herein set forth the whole of their Agreement. Performance of this PSA by City shall lay at rest, each, every, and all issue(s) that were raised or could have been raised in connection with the acquisition of Said Real Property by City. 16. Hazardous Waste. Neither Seller nor, to the best of Seller's knowledge, any previous owner, tenant, occupant, or user of the Property used, generated, released, discharged, stored, or disposed of any hazardous waste, toxic substances, or related materials ("Hazardous Materials") on, under, in, or about the Property, or transported any Hazardous Materials to or from the Property. Seller shall not cause or permit the presence, use, generation, release, discharge, storage, or disposal of any Hazardous Materials on, under, in, or about, or the transportation of any Hazardous Materials to or from, the Property. The term "Hazardous Material" shall mean any substance, material, or waste which is or becomes regulated by any local governmental authority, the State of California, or the United States Government, including, but not limited to, any material or substance which is (i) defined as a "hazardous waste", "extremely hazardous waste", or "restricted hazardous waste" under Section 25115, 25117 or 25122.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter-Presley-Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material", "hazardous substance", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) 25C-105 defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. S6901 et seq. (42 U.S.C. S6903) or (xi) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. S9601 et seq. (42 U.S.C. S9601). 17. Compliance With Environmental Laws. To the best of Seller's knowledge the Property complies with all applicable laws and governmental regulations including, without limitation, all applicable federal, state, and local laws pertaining to air and water quality, hazardous waste, waste disposal, and other environmental matters, including, but not limited to, the Clean Water, Clean Air, Federal Water Pollution Control, Solid Waste Disposal, Resource Conservation Recovery and Comprehensive Environmental Response Compensation and Liability Acts, and the California Environment Quality Act, and the rules, regulations, and ordinances of the city within which the subject property is located, the California Department of Health Services, the Regional Water Quality Control Board, the State Water Resources Control Board, the Environmental Protection Agency, and all applicable federal, state, and local agencies and bureaus. 18. Indemnity. Seller agrees to indemnify, defend and hold the City harmless from and against any claim, action, suit, proceeding, loss, cost, damage, liability, deficiency, fine, penalty, punitive damage, or expense (including, without limitation, attorneys' fees), resulting from, arising out of, or based upon (i) the presence, release, use, generation, discharge, storage, or disposal of any Hazardous Material on, under, in or about, or the transportation of any such materials to or from, the Property, or (ii) the violation, or alleged violation, of any statute, ordinance, order, rule, regulation, permit, judgment, or license relating to the use, generation, release, discharge, storage, disposal, or transportation of Hazardous Materials on, under, in, or about, to or from, the Property. This indemnity shall include, without limitation, any damage, liability, fine, penalty, punitive damage, cost, or expense arising from or out of any claim, action, suit or proceeding for personal injury (including sickness, disease, or death, tangible or intangible property damage, compensation for lost wages, business income, profits or other economic loss, damage to the natural resource or the environment, nuisance, pollution, contamination, leak, spill, release, or other adverse effect on the environment). This indemnity extends only to liability created prior to or up to the date this escrow shall close. Seller shall not be responsible for acts or omissions to act post close of this escrow. 19. Contingency. It is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitutes said acceptance and approval. 20. Modification and Amendment. This PSA may not be modified or amended except in writing signed by the Seller and City. 21. Partial Invalidity. Any provision of this PSA that is unenforceable or invalid or the conclusion of which would adversely affect the validity, legality, or enforcement of this PSA shall have no effect, but all the remaining provisions of this PSA shall remain in full force. 22. Captions. Captions and headings in this PSA, including the title of this PSA, are for convenience only and are not to be considered in construing this PSA. 23. Governing Law. This PSA shall be governed by and construed in accordance with the laws of the State of California. 24. No Reliance By One Party On The Other. Each party has received independent legal advice from its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The 25C-106 provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 25. No Third Party Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 26. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, execute and deliver such further documents (in form and substance reasonably acceptable to the party to be charged) and do such other acts and things as are reasonably necessary and appropriate to effectuate the terms and conditions of this PSA, without cost. 27. Applicability of Agreement To Assignees. This PSA shall be binding upon and shall inure to the benefit of the successors and assigns of the Parties to this PSA. 28. Authority to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this PSA, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 29. Incorporation of Exhibits. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this PSA. 25C-107 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Joan McVay, an unmarried woman, as to an undivided sixty percent (60%) interest, Lance McVay, un unmarried man, as to un undivided twenty percent (20%) interest, and Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, dated February 23, 2007, as to un undivided twenty percent (20%) interest i Date: - --- , 2012 ,?"cvay, an un d woman Date: 2012 Lance McVay, un unmarried man Joanna McVay, Trustee Date: , 2012 City/Buyer City of Santa Ana Paul Walters . City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: Jose Sandoval Chief Assistant City Attorney Date: 12012 Date: 2012 Date: 12012 25C-108 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Joan McVay, an unmarried woman, as to an undivided sixty percent (60%) Interest, Lance McVay, un unmarried man, as to un undivided twenty percent (20%) interest, and Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, dated February 23, 2007, as to un undivided twenty percent (20%) Interest Date: , 2012 Joan McVay, an unmarried woman 2en?t Date: 2. '2012 Lanc M ay, un unmarried Joanna McVay, Trustee Date: , 2012 City/Buyer City of Santa Ana Paul Walters City Manager Date: , 2012 Attest: Maria D. Huizar City Cleric Date: , 2012 Approved as to Form: Sonia R. Carvaiho City Attorney Jose Sandoval Chief Assistant City Attorney Date: 2012 25C-109 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Joan McVay, an unmarried woman, as to an undivided sixty percent (60%) interest, Lance McVay, un unmarried man, as to un undivided twenty percent (20%) interest, and Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, dated February 23, 2007, as to un undivided twenty percent (20%) interest Joan McVay, an unmarried woman Lance McVay, un unmarried man Date: , 2012 Date: , 2012 Date: S , 2012 Date: 2012 Paul Walters City Manager Attest: Maria D. Huizar City Clerk Approved as to f=orm: Sonia R. Carvalho City Attorney Jose Sandoval Chief Assistant City Attorney Date: , 2012 Date: , 2012 25C-110 City/Buyer City of Santa Ana EXHIBIT "A" LEGAL DESCRIPTION Real property In the City of Santa Ana, County of Orange, State of California, described as follows: LOT 1 IN BLOCK "A" OF "SANTA ANA INVESTMENT COMPANY TRACT NO. 1, HUMPHREY'S ADDITION TO SANTA ANA", AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 39 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. APN: 398-385-04 25C-111 EXHIBIT "B" GENERAL ESCROW PROVISIONS All disbursements shall be made by Escrow's check. All funds received in this escrow shall be deposited in one or more of your general escrow accounts with any bank doing business in the State of California and may be transferred to any other general escrow account or accounts. The expression "close of escrow" means the date on which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30-day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the issuance of a policy of title insurance called for, is hereby authorized. There shall be no prorations of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and/or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and/or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and/or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25C-112 When recorded, please mail this instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER GOVERNMENT CODE SECTION 6103. SPACE ABOVE THIS LINE FOR RECORDER'S USE CANCEL TAXES X APPROVED AS TO FORM BY ATTY. APPROVEDBY DIRECTOR DESCRIPTION WRITTEN BY DESCRIPTION CHECKED-O.K. A P. NUMBER 398-365-04 RAV MAP NUMBER PROJECT NUMBER 1225 East 4th Street, Santa Ana, CA DEED NUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Joan McVay, an unmarried woman, as to an undivided sixty percent (60%) interest, Lance McVay, un unmarried man, as to un undivided twenty percent (20%) interest, and Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, dated February 23, 2007, as to un undivided twenty percent (20%) interest Do Hereby Grant to THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, for public roadway purposes, all that real property in the City of Santa Ana, County of Orange, State of California, located at 1225 East 4"' Street, described as follows: SEE EXHIBITS "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated Dated By: Lance McVay, un unmarried man Dated By: Joanna McVay, Trustee 25C-113 When recorded, please mail this instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER GOVERNMENT CODE SECTION 6103. SPACE ABOVE THIS LWE FOR RECORDER'S USE CANCEL TAXES X APPROVED ASM rORMBYATTY. APPROVEDBY DIRECTOR DESCRIPHON WRTrMNBY DESCRIMON CHECKEI}O.K. A. P. NUMBER 398-3nO4 R/WMAP NUMBER PROJECT NUMBER 1225 Past 41h Street, Santa Ana, CA DEED NUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Joan McVay, an unmarried woman, as to an undivided sixty percent (60%) interest, Lance McVay, un unmarried man, as to un undivided twenty percent (20%) interest, and Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, dated February 23, 2007, as to un undivided twenty percent (20%) interest Do Hereby Grant to THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California, for public roadwag purposes, all that real property in the City of Santa Ana, County of Orange, State of California, located at 1225 East 4 Street, described as follows: SEE EXHIBITS "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated By: Joan McVay, an unmarried woman L SwAtteched Acknowledgment yet Dated (x 3 ,20 ( 2 n4lc-' r-. '?H , un B L ce McV y d man Dated By: Joanna McVay, Trustee 25C-114 When recorded, please mail this instrument and tax statements to: Clerk of the Council City of Santa Ana 20 Civic Center Plaza, M-30 Santa Ana, California 92701 Free recording requested by THE CITY OF SANTA ANA PER GOVERNMENT CODE SECTION 6103 SPACE ABOVE THIS LINE FOR RECORDER'S USE CANCRL TA)M X APPROVED AS TO FORM BY ATrY. APPROVED BY DIRECTOR DESCRIPTION WRrrrCN BY DESCRIPTION CHECKED-OX. A. P. NUMBER 348.385.04 R/W MAP NUMBER PROIECr NUMBER 1225 East 4th St,.t Same Ana, CA DEED NUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, Joan McVay, an unmarried woman, as to an undivided sixty percent (60%) interest, Lance McVay, un unmarried man, as to un undivided twenty percent (20%) interest, and Joanna McVay, Trustee for the Joanna McVay Revocable Trust of 2007, dated February 23, 2007, as to un undivided twenty percent (20%) interest Do Hereby Grant to THE CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and taws of the State of California, for public roadwaX purposes, all that real property in the City of Santa Ana, County of Orange, State of California, located at 1225 East 4t Street, described as follows: SEE EXHIBITS "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated By: Joan McVay, an unmarried woman Dated By: Lance McVay, un unmarried man Dated lL o nna McVay, Trust 25C-115 CALIFORNIA ALL-PURPOSE ACKNOWLEDGEMENT State of California > _"14) SS County of 9i-ange- ) On 499 .4) ?-%dD/ before1 e?1col4' ? c , •2.iG? personally appeared who proved to me on the basis of satisfactory evidence to be the person(e&) whose names( afe subscribed to the within instrument and acknowledged to me that he /try executed the same in lt?l'ierfthek authorized capacity(iss), and that by ltia 04'eir signatures) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing is true and correct. Witness my hand and o ial seal. MICHAL-•L BURNS comm. 1880086 f NOTARY PUBUC•CAUFORNIA (SEAL) 5ANTA CRUZ COUNTY 4 C0MM1S51ON aP111ES FEB. 22. 201 (Signature) State of California ) SS County of Orange On before me, personally appeared who proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing is true and correct. Witness my hand and official seal. (SEAL) (Signature) 25C-116 State of California CALIFORNIA ALL-PURPOSE ss. CERTIFICATE OF ACKNOWLEDGEMENT County of n I am-9_c1g, On Sure a3` is b1efore me, Personally appeared J.... G ncc '() C U C,t who proved to me on the basis of satisfactory eviderrEe to be the personN whose nameN is/are& subscribed to the within instrument and acknowledged to me that he/sgeAtLay executed the same in his/he#th& authorized capacity(ieo, and that by his/)weir sign aturelFs),on the instrument the person(, or the entity upon behalf of which the person)N acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. KIM A. HAUBER WITNESS my hand and official seal. COMM. 01977439 NOTARY PUBLIC a CALIFORNIA ALAMEDA COUNTY Notary Public -6 MAY b 2016 ADDITIONAL OPTIONAL INFORMATION Although law does not require the Information in this section, it could prevent fraudulent removal and reattachment of this acknowledgment to an unauthorized document and may prove useful to persons relying on the attached document. DESCRIPTION OF THE ATTACHED DOCUMENT ?InQ(1?" 17e?U (Title or Description of Attached Document) Number of pages a Document Date Z_tanR_ r?. I aol a, (Additional Information) CAPACITY CLAIMED BY THE SIGNER ? Individual(s) ? Corporate Officer ? Partner(s) ? Attorney-In-Fact ? Trustee(s) ? other CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 State of California County of C ?V_ t-«?A Ley fc 751'Z. before me, t-'i A. Z WJ0 On 81.: pp >f??°'f? Date Here Insert Name ?Tille of the Ottfcer personally appeared 0A li-?N 4-\ ("CA c..\' A -f Name(s) of Signer(s) ------------- ---- ------- -------------- 4AYLEY A. ZkYDEL COMM. # 1927505 z NOTARY PUBLIC - CALIFORNIA; ORANGE COUNTY My Comm. Expires March 4, 2015 who proved to me on the basis of satisfactory evidence to be the person() whose name(, 0! ap6 subscribed to the within instrument and acknowledged to a that , sFeht4y executed the same in h' ` en qir authorized capacity(igs), and that by N a /thdr signature( on the instrument the person(l), or the entity upon behalf of which the person(o acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: " r ) Place Notary Seal Above OPTIONAL i Sig lure of la ' Publl Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: G c?a Document Date: Signer(s) Other Than Named Above: Capacity(les) Claimed by Signer(s) Signer's Name: ? Corporate Officer - Title(s): ? Individual U Partner - Ll Limited U General Top of thumb here O Attorney in Fact ? Trustee ? Guardian or Conservator ? Other: Signer Is Representing: Number of Pages: Signer's Name: U Corporate Officer - Title(s): U Individual ? Partner - ? Limited ? General Top of thumb here ? Attorney in Fact ? Trustee ? Guardian or Conservator ? Other: Signer Is Representing: ® 2010 National Notary Association • NationalNotary.org • 1-800-US NOTARY (1-800-878-6827) 25C-118 Item #5007 EXHIBIT "A" LEGAL DESCRIPTION Real property In the City of Santa Ana, County of Orange, State of Californla, described as follows: LOT 1 IN BLOCK "A" OF "SANTA ANA INVESTMENT COMPANY TRACT NO, 1, HUMPHREY'S ADDITION TO SANTA ANA", AS SHOWN ON A MAP RECORDED IN BOOK 11, PAGE 39 OF MISCELLANEOUS RECORDS OF LOS ANGELES COUNTY, CALIFORNIA. APN: 398-385°04 25C-119 25C-120 RENTAL AGREEMENT (Loss of Rents) This AGREEMENT, made and entered into this 1 st day of August, 2012 by and between the property owner, Gallegos Brothers, LLC, a California Limited Liability Company (the "Owner"), and the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California ("City"). WHEREAS, Owner and City are in negotiations for City's acquisition of certain real property of Owner located in the City of Santa Ana, which is legally described in Exhibit A, attached hereto and incorporated herein ("Property"). WHEREAS, the Property consists of two lots of real property commonly known as 202 North Grand Avenue (APN Nos. 398-453-05 & 398-453-06). WHEREAS, the Property is currently used for commercial purposes. WHEREAS, it is City's desire to minimize or avoid incurring costs, damages, obligations or liabilities pursuant to any applicable federal, state or local relocation laws or regulations, including without limitation, the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, 42 U.S.C. 4201-4655, the implementing regulation thereto set forth in 49 CFR Part 24, Government Code Section 7260, et seq. and/or the implementing regulations thereto set forth in Title 25, section 6000, et seq. of the Code of Regulations (collectively "Relocation Costs") due to City's possible acquisition of the Property, or any portion thereof, and Owner desires not to lose rental income due to the City's potential acquisition of the Property. WHEREAS, Owner and City agree to the accomplishment of this objective by allowing City to undertake lease obligations of those tenants that have or may vacate the Property before the City takes title to the Property or before the City takes possession of the Property, whichever is earlier. NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, City and Owner agree as follows: 1. The term of this Agreement ("Term") shall be for a period commencing on August 1, 2012 ("Commencement Date") and shall terminate automatically on the earlier of (a) the date City acquires legal title to the Property or (b) the date City acquires legal possession to the Property by means of a court order of prejudgment possession in an eminent domain proceeding or (c) the date ninety days after City notifies Owner in writing that it will not seek acquisition of the Property for purposes of the Grand Avenue Widening project. 2. During the Term, City will pay to Owner on the first of each month following the Commencement Date, the monthly rental rate shown below as each unit is vacated, plus any utilities, services, operating expenses, taxes and rental adjustments as provided in the existing leases (the "Substitute Rent"), in consideration for Owner's agreement not to rent the vacant unit to any other person or entity and for performance of Owner's other obligations under this Agreement. City will pay a 10% late fee on the Substitute Rent if it is received after the tenth of each month. {00029870.2 } 25C-121 Unit Identification Rental Rate Vacation Date 202 North Grand Ave. 204 North Grand Ave. 206 North Grand Ave. 208 North Grand Ave. 210 North Grand Ave. 212-214 North Grand Ave. 216-218 North Grand Ave. $1,957.50 per month $1,631.25 per month $1,957.50 per month $2,392.50 per month $600 per month* $8,739.50 per month $1,087.50 per month Not Currently Vacant Not Currently Vacant June 30, 2012 Anticipated August 31, 2012 Not Currently Vacant Not Currently Vacant Not Currently Vacant *The rental rate paid for the residence at 210 N. Grand Avenue reflects a subsidized rental rate. 3. In addition to the amounts set forth in Section 2, within thirty business days following the full execution of this Agreement, City will pay the following amounts to Owner: a. $1,957.50 for each full month 206 North Grand was vacant before the Commencement Agreement, plus b. an amount determined by dividing $1957.50 by thirty (30) days to calculate a daily rental rate and multiplying the daily rate by the actual number of days in each partial month that 206 North Grand was vacant before the Commencement Date. The payment provided to Owner pursuant to this Section 3 is intended to compensate Owner for the Owner's lost rents from 206 North Grand Avenue beginning on the Vacation Date stated in Section 2 above and ending on the Commencement Date. 4. Owner will promptly notify the City, in writing, if any tenants occupying the Property provide notice to Owner of such tenant's intent to terminate its rental agreement and/or vacate the Property and/or if such tenant actually vacates the Property. The City agrees to pay Owner the Substitute Rent defined in Section 2 above for vacant units. The written notification to City of any additional vacancy shall constitute a mutually acceptable addendum to this Agreement. 5. In consideration for the payments to be made under this Agreement, Owner shall not rent or allow any re-occupancy of a vacated unit by any persons or business entities. 6. Should Owner, in violation of Section 5 herein, re-rent or allow any occupancy of Property, Owner shall be liable to the City and shall indemnify the City and hold the City harmless for and against any and all costs, damages, liabilities and/or expenses, including attorneys' fees and expert witness fees, incurred by the City in enforcing the terms of this Agreement, including any and all Relocation Costs incurred by the City as a result of Owner's breach of this Agreement and/or City's obligation to relocate any tenants of the Property. 7. The City shall not call on Owner to make any improvements to the Property, but Owner hereby specifically covenants and agrees to keep the property in good order and condition. The City will maintain any vacant units consistent with what the tenants have agreed to in their respective leases, including maintenance of tenant's insurance obligations. The City shall also maintain at its expense electricity to any vacated units to facilitate any necessary repairs, and for safety and security purposes. If City obtains possession of the Property before title passes to the City, the City covenants and agrees to keep the Property in good order and condition at its expense until title of the Property is conveyed to the City. 8. Owner reserves the right to enter onto and inspect the Property, and to make any necessary repairs to the Property, in accordance with tenant leases, as applicable. {00029870.2 } 2 25C-122 9. Any payment payable hereunder for any period of time less than one (1) month shall be determined by prorating the monthly rental rates set forth in Section 1, based on thirty (30) days in the month. 10. All notices required herein, or which may otherwise be given by either party to the other, shall be deemed to have been fully given when made in writing and deposited in the United States mail, certified and postage prepaid, and addressed as follows: To the Owner at: Gallegos Brothers LLC 11262 Orangeview Road Santa Ana, CA 92705 c/o Robert Gallegos cc: Murphy & Evertz LLP 650 Town Center Drive, Suite 550 Costa Mesa, CA 92626 Attn: John Murphy To the City at: City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Attn: Souri Amirani Nothing shall preclude the giving of such written notice by personal service. 11. Except as provided in Section 4, above, no amendments or modifications to the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto, and no oral understanding or agreement not incorporated herein shall be binding on either of the parties hereto. 12. The terms and conditions of this agreement shall be binding upon the heirs, assigns, successors and personal representatives of the parties hereto. {00029870.2 } 25C-123 IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto as of the date first above written. OWNER CITY Gallegos Brothers, LLC, a California Limited CITY OF SANTA ANA, a charter city and Liability Company municipal corporation duly organized under the Constitution and laws of the State of California By: Its: Paul Walters, City Manager By: ATTEST: Its: Maria D. Huizar, City Clerk Approved as to Form: Sonia R. Carvalho City Attorney Jose Sandoval, Chief Assistant City Attorney {00029870.2 } 25C-124 EXHIBIT "A" LEGAL DESCP.IPTION {00029970.2 } Real fbllows: petty In the (]iy of Sara Ana, County of Orange, State Of Ca1[fornla, describes} as LOTS 1, 2, 3, 11 AND 12 IN BLOCK "D" OF SANTA ANA INVESTMENT COMPANY HUMPHREY'S ADDITION TO SANTA ANA, AS PEIt MAP TRACT NO.1, M?SCELLANEOUS REOORDS, OF LOS ANGELES OOUNTy, CALDFORNIA. BOOK il, PAGE 39, OF APN: 398-453-05 and 398-453-06 5 25C-125 25C-126 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: AMENDMENT TO AGREEMENT WITH AEGIS ITS, INC. FOR TRAFFIC SIGNAL AND STREET LIGHTING MAINTENANCE CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 15t Reading ? Ordinance on 2Id Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager and Clerk of the Council to execute the amendment to the agreement with Aegis ITS, Inc. to approve a one year contract extension in an amount not to exceed $650,000 annually, with the option to extend for one additional year exercisable by the City Manager, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION On August 17, 2009, City Council awarded a three-year contract to Aegis ITS, Inc. (formerly Econolite) for the maintenance of traffic signal and street lighting in the amount of $650,000 per fiscal year. The agreement includes a provision for two one-year extensions of the contract by mutual agreement. The three-year contract expires in 2012. The traffic signal maintenance and street lighting services provided by Aegis ITS, Inc. have been cost effective and performed in a timely manner. Staff recommends that the contract be extended one year as provided in the provisions of the original contract for a not to exceed amount of $650,000. ENVIRONMENTAL IMPACT In accordance with the California Environmental Quality Act, the recommended action is not considered a CEQA project. Therefore, no environmental documentation is required. FISCAL IMPACT Funds are available in the current budget in the Public Works Agency account for traffic signal maintenance and street lighting (accounting units 02917620-62321 and 01117630-62321). Raul Godinez II Executive Director Public Works Agency APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency RG/VN 25D-1 25D-2 SECOND AMENDMENT TO AGREEMENT THIS SECOND AMENDMENT TO AGREEMENT is entered into on October 1, 2012, by and between Aegis ITS Inc., formerly Econolite ("Consultant') and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS: A. The parties entered into Agreement A-2009-124, dated August 17, 2009, (hereinafter "said Agreement") by which Consultant has provided maintenance on the citywide traffic signal system and street light system. B. By Amendment A-2009-124-001, dated December 15, 2009, the parties amended the fee schedule applicable to services provided pursuant to said Agreement. C. On October 31, 2011, the City approved the assignment of said Agreement to Aegis ITS, Inc. D. In accordance with the terms and conditions of said Agreement, the parties wish to amend the term and increase the amount of compensation of said Agreement. 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: 1. Section 2.a., COMPENSATION, shall be amended to increase compensation by $650,000, to pay for services provided during the first one-year extension period, at the rates and charges set forth in Exhibit B-1, attached hereto and incorporated by this reference. 2. Section 3, TERM, shall be amended to extend the termination date of said Agreement to August 31, 2013. In order to provide continuous uninterrupted service, all services provided by Consultant since September 1, 2012 shall be included within the Scope of Services of this Agreement. 3. Except as hereinabove amended, all terms and conditions of said Agreement shall remain in full force and effect. 25D-3 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Agreement on the date and year first written above. CITY OF SANTA ANA ATTEST: MARIA D. HUIZAR Clerk of the Council PAUL M. WALTERS City Manager APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney AEGIS ITS, INC. By: Laura Sheedy Assistant City Attorney Name: Title: APPROVED AS TO CONTENT: RAUL GODINEZ II, P.E. Executive Director Public Works Agency 25D-4 EXHIBIT B-1 FEE SCHEDULE September 1, 2012 to August 31, 2013 25D-5 I Routine Maintenance A. Monthly Service Aegis ITS, Inc. Item # Bid Item Quantity Unit Price (new) Sub-total 1 Traffic Signal 284 $ 57.05 $ 16,201.80 2 Pre-timed Flashing Beacon 5 $ 35.70 $ 178.50 Activated Flashing Crosswalk/Beacons 3 7 $ 35.70 $ 249.90 4 2500 Lumen Lamp 369 $ 3.67 $ 1,354.97 5 6000 Lumen Lamp 6 $ 4.49 $ 26.93 B. Quarterly Service Item # Bid Item Quantity Unit Price (new) Sub-total 6 Closed Circuit Television System 52 $ 66.30 $ 3,447.60 C. Alternate Routine Maintenance - Bi-Monthly Service Item # Bid Item Quantity Unit Price (new) Sub-total la Traffic Signal 284 75.48 $ 21,436.32 2a Pre-timed Flashing Beacon 5 37.74 $ 188.70 3a Activated Flashing Crosswalk/Beacons 7 37.74 $ 264.18 II Extraordinary Maintenance Item # Title Straight time Overtime Doubletime 7 Superintendent 80.58 113.22 151.98 8 Engineering Technician 80.58 113.22 151.98 9 Laboratory Technician 80.58 113.22 151.98 10 Maintenance Technician - Lead 80.58 113.22 151.98 11 Maintenance Technician 72.42 95.88 136.68 12 Utility Technician - Lead 80.58 113.22 151.98 13 Utility Technician 72.42 95.88 136.68 14 Lead High Voltage St. Light Tech 80.58 113.22 151.98 15 Street Light Technician 72.42 95.88 136.68 16 Service Laborer 67.32 90.78 131,58 C. Labor and Material Item # Bid Item Unit Unit Price 17 Install 6' diameter circular loop (1-5 loops) EA $ 306.00 18 Install 6' diameter circular loop (6-10 loops) EA $ 294.53 19 Install 6' diameter circular loop (11-20 loops) EA $ 267.75 20 install 6diameter circular loop (over 20 loops) EA $ 267.75 21 Install City furnished NEMA Conflict Monitor EA $ 714.00 22 Install City furnished P44 Cabinet EA $ 1,224.00 23 Install City furnished type 332 Cabinet EA $ 1,224.00 24 Adjust PPB Assembly height EA $ 66.30 25 Insall/Replace complete PPB Assembly EA $ 144.84 26 Replace PPB with ADA PPB EA $ 66.30 27 Replace Ped Head & Construction Module EA $ 382.50 28 Replace Ped Module w/ Countdown Module EA $ 321.30 29 Install/Replace IISNS w/Reflectorized Street Name EA $ 693.60 30 Conduct Signal Cabinet Operational Test EA $ 816.00 31 Conduct Night Survey upon request EA $ 408.00 32 Paint Traffic Signal Cabinet EA $ 326.40 25D-6 33 Paint Vehicle Head EA $ 62.22 34 Paint Pedestrian Head EA $ 40.80 35 Paint single-globe theme street light pole EA $ 255.00 36 Paint double-globe theme street light pole EA $ 275.40 37 Paint 30 ft. steel street light pole EA $ 367.20 111. Equipment Item N Type of Equipment Cost 38 Pick-up Truck $ 25.50 job/trip 39 Service Truck $ 43.86 job/trip 40 Service Ladder/Truck N/A job/trip 41 Boom Ladder/Truck $ 43.86 job/trip 42 50' Height Boom Truck $ 91.80 job/trip 43 Crane Truck $ 321.30 job/trip 44 Water Truck N/A job/trip 45 DumpTruck $ 153.00 job/trip 46 Big Concrete Saw N/A job/trip 47 Complete Paint Rig $ 510.00 job/trip 48 Jack Hammer/Compressor $ 107.10 job/trip 49 Trencher and Backhoe $ 510.00 job/trip 25D-7 25D-8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: OCTOBER 1, 2012 TITLE: ONE-STOP OPERATOR EXTENSION FOR PROGRAM YEAR 2012-2013 APPROVED ? As Recommended ? As Amended ? Ordinance on 15' Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ r i` SpM(1--CITY MANAGER RECOMMENDED ACTION CONTINUED TO FILE NUMBER Execute an extension of the One Stop Operator Memorandum of Understanding with the Santa Ana WORK Center as the Comprehensive One Stop Operator for Program Year 2012-2013. WORKFORCE INVESTMENT BOARD RECOMMENDATION At its regular meeting of September 20, 2012, by a vote of 18:0 (Carter, Didion, Elliott, Gebre, Gonzalez, Jimenez-Hami, Korthuis, Ruiz, Su, Tucker, Wadhera absent, de la Riva abstained), the Workforce Investment Board recommended that the City Council execute an extension of the One Stop Operator Memorandum of Understanding with the Santa Ana WORK Center as the Comprehensive One Stop Operator for Program Year 2012-2013. DISCUSSION The Santa Ana W/O/R/K Center was awarded a contract in June 2001 as a comprehensive One- Stop operator. A Memorandum of Understanding between the Santa Ana W/O/R/K Center and the Workforce Investment Board (WIB) was approved by the WIB in January 2002. The WIB is responsible for evaluating the performance of the Santa Ana W/O/R/K Center on an annual basis and has recommended extending its agreement each year. The federal government has not reauthorized the Workforce Investment Act (WIA) which expired in 2003. The authority to operate the center has been derived from a continuing resolution approved by Congress each year. Due to lack of legislation reauthorizing the WIA, the State of California has also granted local workforce investment areas approval to continue to operate each year since 2003. The WIB has chosen to follow the lead of both the state and federal governments and has recommended that the Santa Ana W/O/R/K Center continue to operate as a comprehensive One-Stop until such time as the WIA is reauthorized or replaced. 25E-1 One-Stop Operator October 1, 2012 Page 2 The City's total allocation for Program Year (PY) 2012-13 is $3,689,862 comprised of $1,372,608 for Adults, $901,162 for Dislocated Workers, and $1,416,0 92 for youth programs. Additionally, the City received $217,358 in Rapid Response funds to serve Santa Ana businesses who are laying off their workforce or announcing plant closures. The PY 2012-13 allocation is a 1.9% increase from the previous year's allocation. The performance results for the Santa Ana W/O/R/K Center are reported to the Board on an annual basis with quarterly updates provided as the data becomes available throughout the year. Santa Ana exceeded four of the six performance goals for Program Year 2011-2012 as follows: 2011 -2012 Adults State Performance Level Entered Employment Rate 61.1% Retention Rate 75.5% Average Earnings $11,800 Dislocated Workers Entered Employment Rate Retention Rate Average Earnings 2011-2012 State Performance Level 58.9% 83.0% $14,000 2011 - 2012 Performance Actual Success Rate 57.84% 94.6% 76.92% 102% $11,513 97.57% 2011 - 2012 Performance Actual Success Rate 59.46% 101% 84.21% 102% $16,400 117% The W/O/R/K Center submitted the participant plan and budget for PY 2012-13 to the Santa Ana Workforce Investment Board for review on September 20, 2012. Staff is recommending that the Santa Ana W/O/R/K Center continue to operate as the comprehensive One-Stop for Santa Ana for the PY 2012-13. FISCAL IMPACT There is no fiscal impact associated with this action. "h " Lu A &?&d a_a?_ Nancy T. Ed ards Interim Exe ive Director Community Development Agency NTE/LAO/DS/kg Exhibit: 1. Memorandum of Understanding 2. Participant Plan for PY 2012-13 3. Budget PY 2012-13 25E-2 EXTENSION OF MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF SANTA ANA, COMMUNITY DEVELOPMENT AGENCY (WORK CENTER) AND THE SANTA ANA WORKFORCE INVESTMENT BOARD 1. PARTIES: This Extension of Memorandum of Understanding ("MOU") is hereby entered into on , 2012 by and between the City of Santa Ana, Community Development Agency, and its WORK Center ("WORK Center") a One-Stop Operation, and the Santa Ana Workforce Investment Board ("SAWIB"). Each of the One-Stop Partners has signed an MOU with the WORK Center describing its specific role and responsibilities at the WORK Center. H. DURATION OF AGREEMENT: The initial term of this Agreement began on July 1, 2001, and may be extended through the mutual exercise of an option to extend by the parties on an annual basis, unless terminated by either party with thirty (30) days written notice to the other party. A copy of the WORK Center's approved annual budget and participant plans is attached hereto and incorporated herein. The term of this Agreement shall cover Program Year 2012-2013. III. PURPOSE: The purpose of this Extension to the Agreement is for the Santa Ana WORK Center to continue to provide a comprehensive One-Stop Center in response to the "Request for Proposals/Business Plans for One-Stop Service Center in Santa Ana" ("RFP") originally released on March 19, 2001. IV. RESPONSIBILITIES OF WORK CENTER: The WORK Center, through the combined efforts of the WORK Center partners which include the Employment Development Department, Orange County Social Services Agency, Rancho Santiago Community College District, Santa Ana Unified School District, Goodwill Industries, Santa Ana College, State Department of Rehabilitation, City of Santa Ana Economic Development Department, ROP programs and several other agencies, shall provide the community with a variety of informational employment and training services based on individual needs. The responsibilities and duties of the WORK Center are set forth in detail in the "Proposal/Business Plan" response submitted by the WORK Center, dated April 27, 2001. The WORK Center will submit a new Participant Plan and Budget for Program Year 2012-13 for the formula funds. IV. AUDIT: The WORK Center agrees that if it receives Three Hundred Thousand Dollars ($300,000.00) or more in federal funds, it shall ensure that the City of Santa Ana includes the WORK Center in its annual audit which shall be conducted by a certified public accountant in accordance with the standards as set forth and published by the United States Office of Management and Budget. EXHIBIT 1 1 25E-3 V. PROHIBITION FROM DISCRIMINATION: The WORK Center and all One-Stop Partners are prohibited from discrimination on the grounds of race, color, religion, sex, national origin, age, disability, political affiliation or belief. VI. FUNDING: The SAWIB anticipates allocating Workforce Investment Act funds to the WORK Center for the operation of the One-Stop Service Center each funding cycle. The WORK Center's Business Plan/Proposal shall remain in effect until such time as the SAWIB selects a different one-stop operator. VII. MONITORING/OVERSIGHT: The SAWIB and its staff reserve the right to review and monitor all services funded under this MOU and the RFP. This includes all records, documents, polices and procedures or other data or documentation requested by the SAWIB, the State of California's Compliance Monitoring Section/Compliance Review Division and the Department of Labor. The WORK Center Director shall be responsible for internal monitoring of its programs, services, cash management, procurement, and property inventory as well as the monitoring of any services, programs or projects that are contracted to program operators and/or consultants. All WIA funding received by the City of Santa Ana will be included in the annual audit completed by an outside auditing firm for the City. VIII. PERFORMANCE GOALS: SAWIB shall establish annual performance goals for the WORK Center for adults and dislocated workers based on the common measures established for the Local Workforce Investment Area (LWIA). Said performance goals shall be renegotiated between the parties hereto once the SAWIB has negotiated with the State for each year. IX. GOAL TRACKING: All partners in the One-Stop Delivery system have agreed to work toward the development of common performance goals and measures that will be in alignment with the stated goals of the workforce investment system. The WORK Center will work very closely with the local business community to assure placement goals will be met. The WORK Center will collect feedback from employers, analyze the information, and implement strategies for improvement in partnership with the Santa Ana Economic Development Division. X. DISPUTE RESOLUTION: The parties hereto shall first attempt to resolve all disputes informally at the lowest level starting with the site supervisor and staff. If dispute resolution is not accomplished, any party may call a meeting of the parties to formally discuss and resolve all disputes. Should the parties fail to resolve the dispute, the dispute shall be referred to the Chair of the SAWIB, who shall place the dispute upon the agenda of a regular or special meeting of the SAWIB'S Executive Committee. The Executive Committee shall mediate the dispute and shall have final authority to resolve the issue. XI. SEVERABILITY: If any part of this MOU is found to be null and void, or is otherwise stricken, the rest of this MOU shall remain in full force and effect. XII. MODIFICATION/TERMINATION: This MOU, along with all exhibits thereto, constitutes the entire agreement between the parties. This MOU may be modified, altered, revised, extended or renewed by mutual written consent of the parties, by the EXHIBIT 1 2 25E-4 issuance of a written amendment, signed and dated by all parties. Updates to the budget and goals shall be made annually by the WORK Center, with approval of the SAWIB. Participation in this MOU may be terminated by giving no less than thirty (30) calendar days' prior written notice of intent to terminate to the other party. XIII. ASSIGNABILITY: None of the duties or work to be performed by any of the parties hereto shall be subcontracted or assigned to any agency, consultant, or person without the prior written consent of each party hereto. All subcontracts and other agreements that relate to this MOU must be submitted and reviewed by each party hereto. XIV. RECORDS RETENTION: All accounting records and evidence pertaining to all costs related to this MOU and all documents related to this MOU shall be kept available for the duration of this Agreement and thereafter for three (3) years after completion of an audit. Records which relate to (a) complaints, claims, administrative proceedings or litigation arising out of the performance of this MOU, or (b) costs and expenses of this MOU to which the WORK Center, the State of California or the United States Government take exception, shall be retained beyond the three (3) years until resolution of disposition of such appeals, litigation, claims, or exceptions. The WORK Center shall provide the U.S. Department of Labor and the Controller General, by and through any authorized representative, as well as the SAWIB Administrative Office, access to and the right to examine all records, books, papers or documents relating to the accounting and use of funds under this Agreement for a three-year period from and after the effective date of this Agreement. XV. PATENT, COPYRIGHTS AND RIGHTS IN DATA: The One-Stop Partners and/or the SAWIB will disclose to the City any invention, written product, computer program developed or data assembled as a result of performance of work under this Agreement within seventy-four (74) days of invention, development or assembly. The City, State of California, and U.S. Department of Labor (DOL) will have the right to patent any invention and copyright any written product or computer program or data generated by any of the One-Stop Partners, subcontractors, and/or the SAWIB. Upon written request, all pertinent information, specifications and right, title and interest shall be transferred to the designated agency. Each One-Stop Partner shall be notified of the City's requirements and regulations pertaining to patent rights with respect to any discovery or invention which arises or is developed in the course of or under any contract with the WORK Center. XVI. INVENTIONS, PATENTS AND COPYRIGHTS: A. Reporting Procedure. If any project produces patentable items, patent rights, processes, or inventions in the course of work under a U.S. Department of Labor (DOL) grant or agreement, the One-Stop Partner/SAWIB shall report the fact promptly and fully to the CITY. The One-Stop Partner/SAWIB shall report the fact to the Grant Officer at the DOL. Unless there is a prior agreement between the CITY and the DOL and its representative on these matters, the DOL shall determine whether to seek protection on the invention or discovery. The DOL and its representative shall determine how the rights in the invention or discovery, including rights under any patent issued thereon, will be allocated and administered in order to protect the public interest consistent with the EXHIBIT 1 25E-5 "Governmental Patent Policy" (President's Memorandum for Heads of Executive Departments and Agencies, August 23, 1971, and Statement of Government Patent Policy as printed in 36 FR 16889). B. Copyright Policy. 1. Unless otherwise provided in the terms of the grant or agreement, when copyright-able material is developed in the course of or under a DOL Grant or agreement, the City and the author that developed the work is free to copyright material or to permit others to do so. The One-Stop Partner and the SAWIB shall have a royalty-free, nonexclusive and irrevocable license to reproduce, publish, use and to authorize others to use all copyrighted material. 2. The DOL reserves a royalty-free, nonexclusive, and irrevocable license to reproduce, publish or otherwise use, and to authorize others to use, for Federal Government purposes: (a) The copyright in any work developed under any grant, sub-grant, or contract under a grant or subgrant; (b) Any right of copyright to which a grantee, subgrantee or a contractor purchases ownership with grant support; and (c) Each One-Stop Partner and the SAWIB shall comply with the requirements of 29 CFR Part 97.34. C. Rights to Data. The DOL and the City shall have unlimited rights to any data first procured or delivered under this Agreement. XVII. CLEAN AIR/CLEAN WATER: If the grant hereunder exceeds $100,000, Section 306 of the Clean Air Act [(42 USC 1875(h)]; Section 508 of the Clean Water Act (33 USC 1368); Executive Order 11738 and Environmental Protection Agency ("EPA") regulations (40 CFR Part 15) as any may now exist or be hereafter amended, must be adhered to. Under these laws and regulations, assurances will be made to the following effect: (a) No facility to be utilized in the performance of the proposed grant has been listed on the EPA List of Violating Facilities; (b) Notification will be made prior to award of the receipt of any communication from the Director, Office of Federal Activities, U.S. EPA, indicating that a facility to be utilized for the grant is under consideration to be listed on the EPA List of Violating Facilities; (c) Notification will be made to the CITY and the EPA about any known violation of the above laws and regulations. EXHIBIT 1 4 25E-6 All parties are in agreement with this Extension of the Memorandum of Understanding and will implement it as herein stated. ATTEST: CITY OF SANTA ANA By: Maria D. Huizar Clerk of the Council Paul Walters City Manager Santa Ana Workforce Investment Board BY: Lee McMurtray, Chair APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney BY: Lisa E. Storck Assistant City Attorney Recommended for Approval: BY: Nancy T. Edwards, Acting Executive Director Community Development Agency EXHIBIT I 25E-7 25E-8 Santa Ana WORK Center ADULT PARTICIPANT PLAN PY 2012-13 PROGRAM SERVICE PLAN Sept 2012 Dec 2012 Mar 2013 June 2013 1. TOTAL PARTICIPANTS (Lines 2+3) 359 384 443 468 2. Participants Carried-In 300 300 300 300 3. New Participants 59 84 143 168 ACTIVITY PLAN Sept 2012 Dec 2012 Mar 2013 June 2013 4. Core Self-Service 1470 2100 3570 4200 5. Core Services (Registered) 59 84 109 168 6. Intensive Services 45 64 109 128 7. Training Services 17 24 41 48 EXIT STATUS Sept 2012 Dec 2012 Mar 2013 June 2013 8. Total Exiters (9+12) 150 200 250 300 9. Entered Employment 90 120 150 180 10. Training Related 11. Entered Postsecondary/Advanced/Credential Program N/A N/A N/A N/A 12. Exited for Other Reasons 60 80 100 120 DISLOCATED WORKER PARTICIPANT PLAN PY 2012-13 PROGRAM SERVICE PLAN Sept 2012 Dec 2012 Mar 2013 June 2013 2. TOTAL PARTICIPANTS (Lines 2+3) 260 286 346 371 2. Participants Carried-In 200 200 200 200 3. New Participants 60 86 146 171 ACTIVITY PLAN Sept 2012 Dec 2012 Mar 2013 June 2013 4. Core Self-Service 630 900 1440 1800 5. Core Services (Registered) 60 86 146 171 6. Intensive Services 42 60 102 120 7. Training Services 18 26 44 51 EXIT STATUS 8. Total Exiters (9+12) 50 100 150 200 9. Entered Employment 30 60 90 120 10. Training Related 12. Entered Postsecondary/Advanced/Credential Program N/A N/A N/A N/A 12. Exited for Other Reasons 80 160 240 320 2SEB91 2 25E-10 WIA BUDGET PLAN SUMMARY PY 12-13 Adult Dislocated Workers Youth Rapid Response Allocation Cost Plan 1. Program Services Total (A+B+C+D+E) 1,213,030 788,730 321,355 217,358 A. Core Self-Services B. Core Registration Services 355,557 191,454 C. Intensive Services 101,018 54,394 262,610 D. Training Services 284,055 272,820 E. Other 472,400 270,062 58,745 217,358 2. Administration (not to exceed amt. approved by WIB) 61,988 30,444 121,504 TOTAL (1+2) 1,275,018 819,174 442,859 217,358 Expenditure Plan (Cumulative) 1. September 2011 446,256 286,711 110,715 54,340 2. December 2011 637,509 409,587 221,430 108,679 3. March 2012 1,083,765 696,298 332,144 163,019 4. June 2012 1,275,018 819,174 442,859 217,358 EXHIBIT 3 Totals 2,540,473 547,011 418,022 556,875 1,018,565 213,936 2,754,409 25E-11 25E-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: OCTOBER 1, 2012 TITLE: MEMORANDUM OF UNDERSTANDING WITH WORKFORCE INVESTMENT ACT MANDATED PARTNER - ORANGE COUNTY SOCIAL SERVICE AGENCY APPROVED ITY MANAGER RECOMMENDED ACTION ? As Recommended ? As Amended ? Ordinance on 151 Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Approve and authorize the Mayor, City Manager and Clerk of the Council to execute Memorandum of Understanding with the Orange County Social Service Agency. WORKFORCE INVESTMENT BOARD RECOMMENDATION At its regular meeting of September 20, 2012, by a vote of 19:0 (Carter, Didion, Elliott, Gebre, Gonzalez, Jimenez-Hami, Korthuis, Ruiz, Su, Tucker, Wadhera absent), the Workforce Investment Board recommended that the City Council approve and authorize the Mayor, City Manager and Clerk of the Council to execute Memorandum of Understanding with the Orange County Social Service Agency. DISCUSSION The Workforce Investment Act (WIA) requires the Santa Ana Workforce Investment Board (WIB) establish a one-stop delivery system, whose objective is to provide workforce development services for local adults, dislocated workers, youth and employers. The one-stop delivery system is a network of WIA-mandated and optional partners who are responsible for providing services for training and employment opportunities authorized by the Act. The Santa Ana WIB is required to establish and maintain Memorandum of Understandings (MOU) with the mandated partners. The MOU provides for collaboration by all of the one-stop partners and creates a seamless system of service delivery. The MOU contains the provisions required by the WIA such as identifying partner services to be provided through the one-stop delivery system, the funding of services, operating costs of the system, and methods for referral. The MOU will remain in effect until terminated by repeal of WIA or with a thirty day written notice to withdraw by the Orange County Social Service Agency. 25F-1 WIA MOU with SSA October 1, 2012 Page 2 FISCAL IMPACT There is no fiscal impact associated with this action. ,N,f?(eq,A aT. E ards Interim Exec tive Director Community Development Agency NTE/LAO/DS/kg Exhibit: 1. Memorandum of Understanding 25F-2 MEMORANDUM OF UNDERSTANDING BETWEEN THE COUNTY OF ORANGE SOCIAL SERVICES AGENCY AND THE MAYOR AND CITY COUNCIL OF THE CITY OF SANTA ANA, AND THE SANTA ANA WORKFORCE INVESTMENT BOARD PURSUANT TO THE WORKFORCE INVESTMENT ACT OF 1998 FOR THE PROVISION OF WORKFORCE INVESTMENT SERVICES This non-financial Memorandum of Understanding (MOU) is entered into by and between the County of Orange, acting through its Social Services Agency (SSA), hereafter referred to as "SSA," and the Mayor and City Council of the City of Santa Ana, and the Santa Ana Workforce Investment Board (SAWIB). This MOU contains program content and purpose along with specific guidelines for the implementation and administration of workforce investment services. Such services are to be provided to California Work Opportunity and Responsibility to Kids (CalWORKs) Welfare-To-Work (WTW) participants and Santa Ana WORK Center clients who meet the guidelines set forth in this MOU. SSA and the SAWIB may be referred to individually as "Party" and collectively as "the Parties." The County of Orange may be referred to as "COUNTY." The SAWIB and "One-Stop Partners" may be referred to as "Santa Ana WORK Center." The relationship between SSA and SAWIB, with regard to this MOU, is based upon the following: 1. This MOU is authorized and provided for pursuant to the CalWORKs Act of 1997 and Section 121 (c) of the Workforce Investment Act (WIA) of 1998. WIA authorizes the appointment of the local WIB, whose members are selected by COUNTY in workforce regions designated by the Governor of the State of California. 2. Functioning within the Santa Ana WORK Center, the SAWIB collaborates with the One-Stop Partners to provide workforce investment services that increase the employment, job retention, earnings of participants, and increase participants' occupational skill attainment. Attachment "A" relates to the One-Stop Partner Commitment. 3. The CalWORKs WTW Program provides job services, job training, and supportive services to assist CalWORKS recipients in obtaining and retaining unsubsidized employment that will lead to self-sufficiency. 4. SSA is willing to refer Ca1WORKs WTW participants to SAWIB and Santa Ana WORK Center Partners for workforce investment services outlined in this MOU. EXHIBIT 1 Page 1 of 9 (WAM0511) 25F-3 (June 5, 2012) 5. This MOU contains the procedural guidelines authorized by both the SSA Director and the SAWIB Chairman, for their respective employees to follow in providing services. Page 2 of 9 (WAM0511) 2 5 F -4 (June 5, 2012) TABLE OF CONTENTS 1. TERM ............................................................................................................................4 H. PURPOSE .....................................................................................................................4 III. DEFINITIONS .............................................................................................................4 IV. POPULATION TO BE SERVED ..............................................................................5 V. GOAL ............................................................................................................................5 VI. SAWIB RESPONSIBILITIES ....................................................................................5 VII. SSA RESPONSIBILITIES ..........................................................................................6 VIII. MUTUAL RESPONSIBILITIES ...............................................................................6 IX. CROSS REFERRALS .................................................................................................6 X. RETENTION OF RECORDS ....................................................................................6 XI. NOTICE AND CORRESPONDENCE ......................................................................7 XII. RESOLUTION OF CONFLICTS ..............................................................................7 XIII. SIGNAGE & COMMUNICATION OF PARTICIPATION ...................................7 XIV. TERMINATION ..........................................................................................................7 XV. GENERAL PROVISIONS ..........................................................................................8 XVI. AUTHORITY AND SIGNATURES ..........................................................................8 (WAM0511) Page 3 of 9 25F-5 (June 5, 2012) I. TERM The term shall commence on November 1, 2012, and remain in effect until terminated by the repeal of the Workforce Investment Act of 1998 or terminated in accordance with Paragraph XIV of this MOU. II. PURPOSE The purpose of this MOU is to provide and/or coordinate available workforce investment services delivered through the SAWIB and their One-Stop Partners at the Santa Ana WORK Center to CalWORKs WTW clients who choose to participate in the services. III. DEFINITIONS A. CalWORKs: California Work Opportunity and Responsibility to Kids Act of 1997 as described in Section 11200 et seq., of the Welfare and Institutions Code. CalWORKs was implemented in 1998 to meet requirements of the Federal Personal Responsibility and Work Opportunity Reconciliation Act of 1996 and the Temporary Assistance to Needy Families (TANF) Program. CalWORKs provides cash assistance, case management, job services and training, and supportive services to assist recipients in overcoming barriers to achieve economic self-sufficiency. B. One-Stop Partners: Local agencies collocated at a One-Stop facility providing employment related services and referrals to the public. Partner agencies represented at the Santa Ana WORK Center includes non-profit organizations; local colleges and educational institutions; and city, state, and county agencies. One-Stop Partners shall provide and/or coordinate workforce investment services to individuals, providing them with the necessary skills to participate in building a world-class workforce in Santa Ana. C. Santa Ana WORK Center: Career center operated by the SAWIB where the public can access core employment services and be referred directly to job training, education, or other services. Local WIBs have established a One-Stop delivery system concept providing job-ready individuals a single point of contact for information on unemployment insurance, career counseling, and job search and placement assistance. The One-Stop system description in the local WIA plan, including modifications thereto, is incorporated into this MOU by reference. D. Welfare-To-Work (WTW): A mandated program under the CalWORKs Act which requires parents or caretakers in families on welfare, unless exempted, to meet work requirements by participating in WTW activities with a goal of obtaining and/or maintaining stable employment that leads to achieving economic self-sufficiency. E. Workforce Investment Act (WIA): In accordance with the WIA of 1998, Public Law 105-220, Section 117, and State of California implementing legislation and/or Executive Orders, a WIB was created and its members appointed by the Mayor and the City Council of the City of Santa Ana effective March 2000. The purpose of the SAWIB shall be to ensure the involvement of the business and industrial community, including small businesses, minority business enterprises, education, labor organizations, community-based organizations, economic development agencies and Page 4 of 9 (WAM0511) 25F-6 (June 5, 2012) one-stop delivery system partners in workforce investment activities. IV. POPULATION TO BE SERVED SAWIB shall provide services to CalWORKs WTW participants who voluntarily request to be referred by SSA staff in accordance with Ca1WORKs WTW Program requirements. V. GOAL The goal of this MOU is to support and provide workforce investment services that will assist Ca1WORKs WTW participants increase employment, job retention, and earnings; and achieve the goal of employment and self-sufficiency. The services will also increase the participants' occupational skill attainment, improve the quality of the local workforce, and reduce welfare dependency while enhancing the productivity and competitiveness of the local economy. VI. SAWIB RESPONSIBILITIES SAWIB is responsible for: A. Providing workforce investment services to the community at the Santa Ana WORK Center as mandated by WIA's local area Workforce Investment Board. B. Providing and/or coordinating the following workforce investment services to CalWORKs voluntary participants referred to the Santa Ana WORK Center and providing them with the necessary skills to participate in building a workforce: • Eligibility determination for WIA services • Outreach, intake and orientation to services available • Initial assessment of skills, aptitudes, abilities, and supportive services • Job search and placement assistance, career counseling • Provision of employment data and labor market information • Provision of performance information • Referral to employment opportunities • Provision of support and follow-up services • Identification of skills required to be competitive in the local labor market • Filing for Unemployment Insurance claims • Access to CaIJOBS for Labor Exchange services • Help in establishing eligibility for Welfare-to-Work (Department of Labor grant programs) and financial aid programs • Occupational skills training • On-the-job training • Workplace learning with classroom training • Skills upgrading and retraining • Entrepreneurial training • Job readiness training • Adult education and literacy • Services for persons with disabilities • Customized training for employment with specific employer Page 5 of 9 (WAM0511) 25F-7 (June 5, 2012) • Employer services, including: job listings; job matching; candidate screening and testing; outplacement services; job analysis; and information on available tax credits, business development planning, and labor market trends. C. Establishing and implementing a procedure to inform and train SSA staff about the Santa Ana WORK Center workforce investment services available to CaIWORKs WTW participants. VII. SSA RESPONSIBILITIES SSA is responsible for: A. Recognizing that SAWIB oversees the Santa Ana WORK Center and maintains agreements with One-Stop Partners. B. Providing CalWORKS/WTW services to eligible clients/participants in accordance with CaIWORKs program requirements and COUNTY policy. C. Referring Ca1WORKs WTW participants that request to be referred and who may benefit from the workforce investment services to SAWIB. D. Facilitating the CaIWORKs WTW participant's attendance in the workforce investment services by making the appropriate referrals for ancillary, child-care and transportation services. E. Establishing and implementing a procedure to inform and train Santa Ana WORK Center staff about the SSA CaIWORKs WTW eligibility and services. VIII. MUTUAL RESPONSIBILITIES SSA and SAWIB are mutually responsible for: A. Complying with all applicable Federal, State, and local laws, rules, regulations, and ordinances including the Americans with Disabilities Act of 1990 (ADA). B. Sharing a mission of responding to the needs of the local community businesses, job seekers, and students through an integrated workforce development system. C. Maintaining working relationships with all Santa Ana WORK Center Partners. IX. CROSS REFERRALS The One-Stop Partners shall adopt common intake/cross referral arrangements, which include those listed in the local WIA plan, including modifications thereto. The methods and/or resources utilized may include some or all of the following: cross-training of staff, in-house staff, electronic case management systems, co-enrollments, appointments, e-mail, and phone call. X. RETENTION OF RECORDS SAWIB and SSA agree to comply with record retention and handling per WIA and any applicable Federal and/or State requirements. Page 6 of 9 (WAM051 1) 25F-8 (June 5, 2012) XI. NOTICE AND CORRESPONDENCE A. All correspondence concerning this MOU will be in writing and sent to: SSA: County of Orange Social Services Agency Contract Services 888 North Main Street Santa Ana, CA 92701 SAWIB: Santa Ana Workforce Investment Board 1000 East Santa Ana Blvd., Suites 200 & 220 Santa Ana, CA 92701 B. All notices shall be deemed effective when in writing and deposited in the United States mail, first class, postage prepaid and addressed as above. Any notices, claims, correspondence, reports and/or statements authorized or required by this MOU addressed in any other fashion shall be deemed not given. SSA and SAWIB may mutually agree in writing to change the addresses to which notices are sent. XII. RESOLUTION OF CONFLICTS For resolution of conflicts between SSA and SAWIB in regards to the provisions of this MOU, the following shall apply: Step 1: Conference between the participant's Ca1WORKs WTW Staff and the SAWIB Case Manager. Step 2: Conference between the SSA WTW Program Manager and/or Deputy Director or designee, and the SAWIB Director. Step 3: Conference between the SSA Director of Family Self-Sufficiency or designee and the Executive Director of SAWIB. XIII. SIGNAGE & COMMUNICATION OF PARTICIPATION The Santa Ana WORK Center shall provide wall signage listing the names of current participating One-Stop Partners. Where practical, the Santa Ana WORK Center will list partner agencies on forms and marketing materials distributed to the public. XIV. TERMINATION A. Either Party may terminate this MOU without penalty immediately with cause or after thirty (30) days' written notice without cause, unless otherwise specified. Notice shall be deemed served on the date of mailing. Cause shall be defined as any breach of this MOU, any misrepresentation, or fraud on the part of either Party, or the repeal of the Workforce Investment Act of 1998. Exercise by SSA of the right to terminate this MOU shall relieve SSA of all further obligations; and exercise by SAWIB of the right to terminate this MOU shall relieve SAWIB of all further obligations. B. Upon termination, or notice thereof, SSA and SAWIB agree to cooperate with each other in the orderly transfer of pertinent documents. C. The obligations of SSA and SAWIB under this MOU are contingent upon the Page 7 of 9 (WAM0511) 25F-9 (June 5, 2012) availability of Federal and/or State funds, as applicable, and inclusion of sufficient funds for the services hereunder in the budget approved by the Orange County Board of Supervisors each fiscal year this MOU remains in effect or operation. In the event that such funding is terminated or reduced, SSA may immediately terminate or modify this MOU, without penalty. The decision of SSA shall be binding on SAWIB. SSA shall provide SAWIB with written notification of such determination. SAWIB shall immediately comply with SSA's decision. XV. GENERAL PROVISIONS A. All documents required by this MOU may be subject to public disclosure. SSA shall not be liable for any such disclosure. B. Nothing herein contained shall be construed as creating the relationship of employer and employee, or principal and agent, between SSA and any WTW participant participating in this program, or any of SAWIB's agents or employees. C. This MOU represents the entire understanding of the Parties with respect to the subject matter. No change, modification, extension, termination or waiver of this MOU, or any of the understandings herein contained, shall be valid unless made in writing and signed by duly authorized representatives of the Parties hereto. D. If any part of the MOU is found to be null and void, or is otherwise stricken, the rest of this MOU shall remain in force. XVI. AUTHORITY AND SIGNATURES The individuals signing this MOU have the authority to commit the Party they represent to the terms of this MOU, and do so commit by signing. Page 8 of 9 (WAM0511) 25F-1 0 (June 5, 2012) WHEREFORE, the parties hereto have executed the Memorandum of Understanding in the County of Orange, California. By: Miguel A. Pulido Mayor, City of Santa Ana Dated: Approved As To Form SONIA R. CARVALHO City of Santa Ana Attorney By: Lisa E.Storck Assistant City of Santa Ana Attorney Dated: By: Michael L. Riley, Ph.D., Director County of Orange Social Services Agency Dated: Page 9 of 9 (WAM0511) 25F-11 (June 5, 2012) SANTA ANA WORKFORCE INVESTMENT BOARD ONE-STOP PARTNER MEMORANDUM OF UNDERSTANDING SERVICES MATRIX FOR COUNTY OF ORANGE SOCIAL SERVICES AGENCY Program • Welfare Programs (including, but not limited to Ca1WORKs) Represented . Employment and Training Activities under Title I of the Workforce Investment Act • Identify and refer CaIWORKs voluntary participants to SAWIB for workforce investment services. • Coordinate services and programs offered by SSA with those offered through the One-Stop Partners to program participants. • Provide overview of CalWORKS Services to One-Stop Partners. Services Provided • Provide general information regarding CalWORKS program and access to services for families. • Provide support services such as child care, transportation, and ancillary to Ca1WORKs WTW participants engaged in workforce investment services. • Other activities and services appropriate to SSA and SSA's funding sources. ® Co-location of staff Method of ® Co-location of services Service Delivery ® Cross training of staff ? On-line ® In person Referral Method ® ® By phone Referral form ? Online Contribution to ® Referrals for workforce investment services One-Stop System ® Customer Satisfaction() Exhibit I (1) Criteria to be determined by the State of California and the Santa Ana Workforce Investment Board (WAM0511) Page 1 of 1 25F-12 (June 5, 2012) REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: LICENSE AGREEMENT WITH ALL CITY NURSERY FOR USE OF FORMER ALTON YARD SITE AND APPROPRIATION ADJUSTMENT RECOGNIZING RENTAL INCOME ICITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 1' Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached license agreement with All City Nursery for use of the former Alton Yard site, subject to nonsubstantive changes approved by the City Manager and City Attorney. DISCUSSION In August, the City issued a Request for Proposals (RFP) seeking qualified firms wishing to enter into an exclusive license agreement to utilize the City property located at the east end of Alton Avenue between Standard Avenue and the SR-55 Freeway. This property has approximately 66,546 of usable square feet and was formerly known as the Alton Yard. In partnership with the City of Irvine, the City has plans to construct a new overpass at the SR-55, linking the cities of Santa Ana and Irvine at Alton Avenue. The subject property is included within the overpass project area; however, construction is not expected to begin for another three to five years. Thus, the property is expected to be available for uninterrupted use by the licensee until construction commences. The agreement includes a 60-day cancellation notice to allow for maximum scheduling flexibility. The RFP for use of the site was advertised on the City's website and sent to 36 area nurseries and equipment storage companies, compatible uses in that area. In addition, a notice was published in the Register. One proposal was received and evaluated by personnel from the Public Works Agency - from All City Nursery. The proposal is responsive to the RFP. Staff recommends entering into a license agreement with All City Nursery. ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. 25G-1 License Agreement with All City Nursery For Use of the Former Alton Yard Site and AA October 1, 2012 Page 2 FISCAL IMPACT This agreement will result in additional revenue of $2500 per month ($22,500 for the remainder of the current fiscal year) into the Gas Tax property rental account (accounting unit 05917002- 57960). APPROVED AS TO FUNDS AND ACCOUNTS: A Nrt=, ?? ??? , Rau Godinez II Francisco Gutierrez Executive Director Executive Director Public Works Agency Finance & Management Services Agency RGlf LC Exhibit: 1. Agreement 25G-2 DO NOT RECORD EXCLUSIVE LICENSE AGREEMENT THIS EXCLUSIVE LICENSE AGREEMENT is entered into on October 1, 2012, by and between All City Nursery, a subsidiary of ICC Collision Center, Inc., a California corporation ("Licensee") and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California ("City"). RECITALS: A. The City is the owner of that certain real property located at the eastern terminus of Alton Avenue between Standard Avenue and the SR-55 Freeway in the City of Santa Ana, California, as described in Exhibit A, attached hereto and incorporated by reference (hereinafter the "Property"). The City intends to construct a freeway overpass on the Property in the future. B. Licensee desires to enter onto said Property to utilize the Property to operate a plant nursery as an interim use until the SR-55 Alton Overpass Project is commenced. C. The City wishes to accommodate Licensee's desire to enter and utilize the Property, granting exclusive right of entry and license to Licensee upon the terms and conditions contained herein, and on a temporary basis. D. Licensee understands that the City acquired and intends to use the Property for future street purposes. NOW, THEREFORE, for good and valuable consideration, Licensee and City agree as follows: RIGHT OF ENTRY AND LICENSE a. Provided that all of the terms and conditions of this Agreement are fully satisfied, as of the Effective Date of this Agreement, City hereby grants to Licensee and its employees, agents, contractors, and assigns a revocable license to enter upon and encroach upon said Property to utilize the Property for the operation of a wholesale plant nursery, including improving the Property by installing water pipes and sprinklers, and for no other purposes without the prior written consent of the Executive Director of the Public Works Agency, for the term of thirty (30) days from the date of execution and approval of required insurance documentation. b. This Agreement shall automatically renew each month, unless and until a sixty (60) day written notice to vacate premises is provided by City. However, the maximum term of this License shall not exceed five years without the prior written consent of the City. It is expressly understood that this Agreement does not in any way whatsoever grant or convey any rights of possession, easement or other cognizable property interest in said Property, except those expressly provided within this Agreement. Upon termination of this Agreement, any improvements constructed by Licensee or its predecessor, shall be the property of the fee title owner of said Property. c. City will not be held responsible for loss of or damage to, any personal property left on the Property, or improvements made by Licensee on the Property. d. This License is made subject and subordinate to the prior and continuing right of City to use the Property and the use of the public right-of-way. 8/16/12 - final 25G-3 DO NOT RECORD 2. LICENSEE RESPONSIBILITIES. By execution of this Agreement, Licensee agrees for itself and on behalf of its employees, agents, consultants, contractors and assignees as follows: a. Licensee shall be responsible for obtaining all approvals, licenses, permits and permissions of Federal, State and local authorities, which may be necessary to implement Licensee's Project on the Property. Licensee agrees and acknowledges that nothing herein is intended, nor shall it be interpreted, to bind the City to issue or grant any permits or entitlements needed to perform any work or improvements specified in this Agreement. b. Licensee will not permit any dangerous condition or waste to be created on the Property. Licensee shall at all times be in compliance with all federal, state and local statutory and regulatory requirements, including but not limited to the US EPA, Cal EPA, State Water Resources Control Board, Department of Toxic Substances Control and South Coast Air Quality Management District, as applicable. c. All acts and things done by Licensee on the Property will be done in a careful and reasonable manner, in accordance with all federal, state and local laws. Licensee agrees that any use it makes of the Property as specified herein shall be affected with all reasonable diligence and precaution to avoid damage to the land, property or personnel of City. d. Licensee shall enter the Property entirely at its own cost, risk and expense. e. Licensee agrees to conform to any reasonable requirement set forth by the City related to the use of the Property during the term of this License. f. Licensee shall not permit any mechanics', materialmen's or other liens of any kind or nature ("Liens") to be filed or enforced against the Property in connection with this Agreement. Licensee shall indemnify, defend and hold harmless City from all liability for any and all liens, claims and demands, together with costs of defense and reasonable attorneys' fees, arising from any Liens. City reserves the right, at its sole cost and expense, at any time and from time to time, to post and maintain on the Property, or any portion thereof, or on the improvements on the Property, any notices of non-responsibility or other notice as may be desirable to protect City against liability. In addition to, and not as a limitation of City's other rights and remedies under this Agreement, should Licensee fail, within ten (10) days of written request from City, either to discharge any Lien or to bond for any Lien, or to defend, indemnify and hold harmless City from and against any loss, damage, injury, liability or claim arising out of a Lien, then City, at its option, may elect to pay such Lien, or settle or discharge such Lien and any action or judgment related thereto and all costs, expenses and attorneys' fees incurred in doing so shall be paid to City, as applicable, by Licensee upon written demand. g. Licensee shall not have any interest in the Property or be entitled to any reimbursement or repayment for any work performed upon the Property pursuant to this Agreement. h. Licensee shall take all necessary precautions to prevent the import and/or release into the environment of any hazardous materials which are imported to, in, on or under the Property during this License. If hazardous materials are imported onto the Property, Licensee shall be solely responsible for removing such imported hazardous materials in conformance with all governmental requirements. Licensee shall report to the City, as soon as possible after each incident, any unusual or potentially important incidents with respect to the environmental condition of the Property. 8/16/12 - final 25G-4 DO NOT RECORD i. Licensee shall comply with the requirements of Santa Ana's National Pollutant Discharge Elimination System ("NPDES") permit, and shall utilize the Property in such a manner as to prohibit pollutants from entering the storm drain. Licensee shall not construct, maintain, operate and/or utilize any illicit connection on the Property, nor shall Licensee cause or allow any prohibited discharge from the Property. j. Licensee shall not install or make any improvements to the Property, except as provided herein, without the written approval of the City. The Licensee agrees that prior to commencing any approved improvements, it will obtain plan approval from the City's Planning and Building Agency, and that it will obtain all required permits and inspections. Licensee shall pay all costs of the installation, operation, maintenance, repair and removal of any approved improvements on the Property. k. Licensee will maintain the Property in a neat, clean, sanitary and safe condition, to the satisfaction of the City, at the sole cost and expense of the Licensee. The Property shall be maintained in a manner consistent with community standards which will uphold the value of the Property, in accordance with this Agreement, the Santa Ana Municipal Code and all other applicable local, state and federal rules, regulations and standards. 1. Licensee shall be responsible for the payment of all charges in connection with utility services provided to the Property. "Utility services" shall include natural gas, water, electricity and sewer. m. Licensee shall not record or attempt to record this personal License. Any attempt by Licensee to record this License shall automatically terminate this License Agreement and render this License void and invalid for all purposes. LICENSE PAYMENT. a. Licensee shall pay to City a monthly license fee of $2,500.00, for an annual total of $30,000.00. Payment shall be due on or before the 1" day of each month, payable to "The City of Santa Ana" and remitted to the following address: Santa Ana Public Works Agency Administrative Services Manager City of Santa Ana P.O. Box 1988 (M-21) Santa Ana, CA 92702 A copy of said payment shall be sent to the address listed herein below in Section 9 - "Notices". All payments requiring proration shall be prorated on the basis of a 30-day month. A late charge of ten percent (10%) shall be applied five (5) days after any payment is due but unpaid. In addition, one and one-half percent (1 '/2 %) interest per month shall be added for each month that payment hereunder is due but unpaid. b. Upon execution of this Agreement Licensee shall pay to Licensor a security deposit in the amount of one month license fee, to secure Licensee's performance of the terms and conditions of this Agreement. If Licensee fails to fully perform its obligations under this Agreement, Licensor may, in addition to other rights of Licensor set forth in this Agreement, retain from the security deposit, those amounts as are reasonably necessary to 1) remedy Licensee's default in payment of the license fee, 2) repair damages to the 8/16/12 - final 25G-5 DO NOT RECORD Property caused by Licensee, and 3) return the Property to the condition it is in at the commencement of this License Agreement. 4. INSURANCE. During the term of this License Agreement, Licensee shall maintain, and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance which shall include protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Licensee's operations in the performance of this Agreement, including without limitation, acts involving vehicles. The amounts of insurance shall be not less that single limit coverage in the total amount of $1,000,000.00 per occurrence. Such insurance shall include an additional insured endorsement which 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. The following requirements shall apply to insurance to be provided by Licensee pursuant to this Agreement: (i) Licensee shall maintain all insurance required above in full force and effect for the entire period covered by this License Agreement. (ii) Certificates of insurance shall be provided to 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 cancelled or reduced in coverage or changed in any material aspect without thirty (30) days prior written notice to the City. c. If Licensee fails or refuses to produce or maintain the required insurance, or fails to provide City with required proof that insurance has been procured and is in full force and paid for, City shall have the right, at its election, to terminate this Agreement. 5. INDEMNITY. All use of and entry upon the Property shall be at the sole cost, risk and expense of Licensee. Licensee agrees to defend, indemnify and hold the City and its officers, employees, agents, representatives and volunteers, harmless from and against any and all loss, damage, injury, liability, claim, cost or expense (including, without limitation, reasonable attorneys' fees, expert witness fees, court costs and expenses) arising from or attributable to the activities of Licensee or any of its employees, agents, consultants, contractors, or assignees upon the Property pursuant to this Agreement. Licensee shall defend, indemnify and hold the City of Santa Ana and its officers, employees, agents and representatives harmless from and against any and all such claims, 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. 6. POSSESSORY INTEREST. Licensee hereby recognizes and understands that this License Agreement may create a possessory interest subject to property taxation and that Licensee may be subject to the payment of property taxes levied on such interest. Any such imposition of a possessory interest tax shall be a tax liability of Licensee solely, and shall be paid 8/16/12 - final 25G-6 DO NOT RECORD for by the Licensee; and any such tax payment shall not reduce any payments due City hereunder. In addition, Licensee shall pay any personal property taxes that may become due for equipment fixtures, inventory, or other personal property installed, maintained or present on the Property. 7. REVOCATION. City may revoke this License at will, upon sixty (60) day written notice to the Licensee. TEMINATION OF OCCUPANCY a. Occupancy may be terminated by either party upon sixty (60) days written notice to the other party. b. Licensee accepts the Property in an "as is" condition and upon termination or revocation of this License, Licensee shall, at its own cost and expense, remove any improvements installed by Licensee or its predecessor, and surrender possession of the Property to the Licensor in good order and repair and as nearly practicable to the state and condition in which it existed prior to the grant of this License, to the satisfaction of City. c. In the event Licensee fails, neglects or refuses to remove said improvements and restore the Property, such removal and restoration may be performed by City at Licensee's expense, which Licensee agrees to pay to City upon demand. 9. NOTICES. Any notice or other communication pursuant to this Agreement shall be in writing and shall be deemed properly served if delivered in person, or sent by registered or certified mail, return receipt requested, 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: Public Works Agency City of Santa Ana P.O. Box 1988 (M-21) Santa Ana, CA 92702 Fax 714-647-5069 Attn: Raul Godinez To Licensee: All City Nursery 3131 S. Standard Avenue Santa Ana, CA 92705 Fax 714-619-4039 10. ASSIGNMENT. Licensee shall not make any assignment of this Agreement without the prior written consent of the City, which consent shall not be unreasonably withheld. 8/16/12 - final 25G-7 DO NOT RECORD 11. MISCELLANEOUS. a. Choice of Law. This Agreement shall be governed by and construed in accordance with, the laws of the State of California. b. Non-Recording. Neither party shall record this lease. c. Remedies. Either party shall be entitled to the remedies of specific performance and injunction to enforce its rights hereunder, except to the extent expressly provided to the contrary in this Agreement. All rights and remedies under this Agreement are cumulative and no one of them shall be exclusive of any other, and each party shall have the right to pursue any one or all such rights and remedies, or any other remedy which may be provided by law, whether or not stated in this Agreement, except to the extent expressly provided to the contrary in this Agreement. d. Counterparts. This Agreement may be executed in two (2) or more counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument. e. Non-Liability of Public Officials. No officer, employee, member, agent or representative of the City shall be personally liable to Licensee, or any successor in interest, in the event of any default or breach by the City, or for any amount which may become due to Licensee or its successor, or for any breach of any obligation of the terms of this Agreement. Effective Date. This Agreement shall become effective on the date or City execution of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Exclusive License Agreement on the date and year first written above. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Laura Sheedy Assistant City Attorney RECOMMENDED FOR APPROVAL: RAUL GODINEZ II Executive Director - PWA 8/16/12 - final CITY OF SANTA ANA PAUL M. WALTERS City Manager ALL CITY NURSERY HAMID HOJATI President 25G-8 DO NOT RECORD EXHIBIT A Property Description The subject property consists of a portion of dedicated unimproved Alton Avenue which extends from Standard Avenue to the Newport Costa Mesa (State Route 55) Freeway right-of-way, within the City of Santa Ana. The site has a relatively long and narrow land configuration with 86,626 square feet of land area. The net useable land area, exclusive of that portion which lies within an unimproved flood channel, is estimated at 66,546 square feet. While the site is not located within a specific zone district, properties immediately surrounding the site are zoned for industrial use. A site map of the property is included in the attached hereto as Exhibit A-1. 8/16/12 - final 25G-9 DO NOT RECORD Exhibit A-1 ,a 6 ?g rB ?96.81 ? - ?h ry ` 1 ? f 7 i I O?ca i-Nmm G tt II 0 W O. AW NOm? Ftin P I Nr• .- uuuu 1 k ` r ? I ` Iwtrmar ` ? a vs.sc.?eru` al z i 1 a P I M N ' / / ?? vl I ry f7 ? C(7 , ii N ? W t {? { EE iz v ? Q I t I + O Q. I- i k I i Exhibit 2 RFP No. 12-053 Alton Yard Property License Agreement Page 3 8/16/12 -final 25G-10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: CONDITIONAL USE PERMIT NOS. 2012-11 AND 2012-13 TO ALLOW THE RESTAURANT TO OPERATE UNTIL 2:00 A.M AND TO ALLOW THE RESTAURANT TO BE USED AS A BANQUET FACILITY - BOB QUINN, APPLICANT CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on Vt Reading ? Ordinance on 2nd Reading ? Implementing Resolution ? Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the staff report approving Conditional Use Permit No. 2012-11 as conditioned and Conditional Use Permit No. 2012-13 as conditioned. PLANNING COMMISSION ACTION On September 10, 2012, the Planning Commission adopted a resolution approving Conditional Use Permit (CUP) No. 2012-11 as conditioned to allow the restaurant's hours of operation to extend to 2:00 a.m. and adopted a resolution approving Conditional Use Permit No. 2012-13 as conditioned to allow the restaurant to be used as a banquet facility by a vote of 6:0 (Alderete absent) for the Playground restaurant located at 220 East Fourth Street, Suite 102 in the Downtown (SD84) zoning district. The Planning Commission approved modifications to Police Conditions to change "Amplified" to "Ambient" music; live entertainment must meet the standards and requirements set forth in Chapter 41 of the Santa Ana Municipal Code (Police Condition No. 4 and 13 for CUP No. 2012-11 and No. 4 and 14 for CUP No. 2012-13); and added a condition to prohibit the cover charge as related to live entertainment (Exhibit A). FISCAL IMPACT There is no fiscal impact associated with this action. J". Trevino Executive Director Planning & Building Agency HS:rb hs\P1ayground\CUP12-11 &13_PlaygroundAHROTH.cc Exhibit: A. Planning Commission Staff Report 31A-1 31A-2 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: SEPTEMBER 10, 2012 TITLE: PUBLIC HEARING - FILED BY BOB QUINN FOR CONDITIONAL USE PERMIT NOS. 2012-11, 2012-12, AND 2012-13 TO ALLOW THE RESTAURANT TO OPERATE UNTIL 2:00 A.M., UPGRADE AN EXISTING TYPE 41 ABC LICENSE TO A TYPE 47, AND TO ALLOW THE RESTAURANT TO BE USED AS A BANQUET FACILITY Prepared by Hally Soboleske xecutive Director RECOMMENDED ACTION PLANNING COMMISSION SECRETARY APPROVED ? As Recommended ? As Amended ? Set Public Hearing For DENIED ? Applicant's Request ? Staff Recommendation CONTINUED TO Planning Man er 1. Confirm the Zoning Administrator's action approving Conditional Use Permit No. 2012-12 to upgrade a Type 41 ABC license to a Type 47 ABC license as conditioned. 2. Adopt a resolution approving Conditional Use Permit No. 2012-11 to allow the restaurant's hours of operation to extend to 2:00 a.m. as conditioned. 3. Adopt a resolution approving Conditional Use Permit No. 2012-13 to allow the restaurant to be used as a banquet facility as conditioned. Protect Description On August 15, 2012, the Zoning Administrator approved a Type 47 ABC license for the Playground restaurant. At its meeting of August 27, 2012, the Planning Commission voted to continue this project to its next regularly scheduled meeting so as to discuss the project in its entirety. ?, , - 11,1111 Hal y S boleske Associate Planner HS Jm hsTlayground/cover_cup12-11-12-13 PlaWoundAHROTH.pc Attachments: August 27, 2012 Staff Reports EXHIBIT A Vince Fregoso, ICP Principal Planne , 31A-3 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: AUGUST 27, 2012 TITLE: PUBLIC HEARING - FILED BY BOB QUINN FOR CONDITIONAL USE PERMIT NOS. 2012-11 AND 2012-13 TO ALLOW THE RESTAURANT'S HOURS OF OPERATION TO EXTEND PAST MIDNIGHT TO 2:00 A.M. AND TO ALLOW THE RESTAURANT TO ALSO BE USED AS A BANQUET FACILITY PLANNING COMMISSION SECRETARY APPROVED ? As Recommended ? As Amended ? Set Public Hearing For DENIED ? Applicant's Request ? Staff Recommendation CONTINUED TO Prepared by Hally Soboleske Executive Director Planning Mana r iiiiiiiim RECOMMENDED ACTION 1. Adopt a resolution approving Conditional Use Permit No. 2012-11 to allow the restaurant's hours of operation to extend to 2:00 a.m. as conditioned. 2. Adopt a resolution approving Conditional Use Permit No. 2012-13 to allow the restaurant to be used as a banquet facility as conditioned. Request of Applicant Bob Quinn is requesting approval of conditional use permits for after-hours operation and a banquet facility at the Playground restaurant at 220 East Fourth Street, Suite 102. Operations that occur after midnight, as well as a banquet hall, require a conditional use permit pursuant to Section 41- 2007 of the Santa Ana Municipal Code (SAMC), Transit Zoning Code. Prolect Location and Site Description The site is currently developed with a single-story, 20,802 square foot commercial building. Parking is located within the City of Santa Ana nearby public parking structures, including one that is southeast on Third Street and owned by the City of Santa Ana, and a public metered parking lot south of the restaurant. Both public parking opportunities are shared by all the businesses in the immediate area. There is also metered parking along Fourth Street. Surrounding land uses include commercial on all sides, with residential land uses within 250 feet (Exhibits 1 and 2). Prolect Description The Playground restaurant is requesting approval of an after-hours conditional use permit so they may operate the restaurant until 2:00 a.m. The proposed general hours of operation for the restaurant are weekdays from noon to 2:00 a.m., and Sundays from 11:00 a.m. to 9:00 p.m. with brief closures between lunch and dinner. 31A-4 CUP Nos. 2012-11 & 2012-13 August 27, 2012 Page 2 The Playground restaurant would also like to be able to use the restaurant as a banquet hall in order to host private parties. This request is part of a larger project at the Playground, which includes a conditional use permit for a Type 47 alcohol license and to expand into the adjacent suite to enlarge the square footage of the existing restaurant by 1,002 square feet, as well as creating a 525 square foot outdoor dining area. The alcohol sales CUP was approved by the Zoning Administrator on August 15, 2012. Project Background The Playground is operated by one of the chefs who was the 2011 winner in the Great Food Truck Race television show, Jason Quinn. Jason and his father, Bob, opened up the Playground that same year. The Playground restaurant has proven to be very successful in the short time since its grand opening, and was named Orange County's Best New Restaurant of the Year in 2011. The number of patrons continues to grow, and they have found the need to expand by taking over the adjacent 1,002 square feet suite immediately south of their existing suite. They specialize in "small plate" meals. The after-hours and banquet conditional use permits would allow them to remain competitive with other restaurants in the area. General Plan and Zoning Consistency The General Plan land use designation for the site is District Center (DC). District Center land-use districts provide highly visible and accessible commercial development along the City's arterial transportation corridors and provide important neighborhood facilities and services, such as this restaurant. The project site is consistent with this General Plan land use designation. The parcel is located within the Transit Zoning Code (SD84)/Downtown (DT) zoning district. The SD84/DT zoning district allows for retail and service uses such as restaurants, making the proposed use consistent with the zoning designation. Project Analysis Conditional Use Permit requests are governed by Section 41-638 of the SAMC. Conditional Use Permit requests may be granted when it can be shown that the following can be established: • That the proposed use will provide a service or facility which will contribute to the general well being of the neighborhood or community. • That the proposed use will not, under the circumstances of the particular case, be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity. • That the proposed use adversely will not affect the present economic stability or future economic development of properties surrounding the area. 31A-5 CUP Nos. 2012-11 & 2012-13 August 27, 2012 Page 3 • That the proposed use will comply with the regulations and conditions specified in Chapter 41 for such use. • That the proposed use will not adversely affect the General Plan of the city or any specific plan applicable to the area of the proposed use. If these findings can be made, then it is appropriate to grant the conditional use permit. Conversely, the inability to make these findings would result in a denial. Using this information staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained in this report. In analyzing the conditional use permit request to extend business hours, staff believes that the following findings of fact warrant approval of the conditional use permit. • The proposed after hours of operation will allow the Playground to remain competitive with other restaurants in the area that also operate until 2:00 a.m. This will thereby benefit the community by providing a restaurant with varied business hours. Conditions have been placed on the conditional use permit which will mitigate any potential impacts created by the use and ensure that the use will not negatively affect the surrounding community. • The proposed operation of this restaurant until 2:00 a.m., and the outdoor patio until 1:30 a.m., will not be detrimental to persons residing or working in the vicinity because conditions have been placed on the restaurant that will mitigate any potential negative or adverse impacts created by the late night use. • The proposed use will not adversely affect the economic stability of the area, but will instead allow the restaurant to compete with other restaurants in the area that also operate until 2:00 a.m. Further, the extended business hours allow the restaurant to remain economically viable and contributes to the overall success of the East End Promenade and Downtown Santa Ana. • As conditioned, the proposed project will be in compliance with all applicable regulations and conditions imposed on a restaurant operating after midnight pursuant to Chapter 41 of the Santa Ana Municipal Code. • The proposed use will not adversely affect the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. A restaurant operating in this zone contributes to the economic success of the downtown and the city as a shopping and dining destination. Additionally, staff has prepared the following analysis, which, in turn forms the basis for the recommendation contained in this report. In analyzing the conditional use permit request to allow the restaurant to be used as a banquet hall, staff believes that the following findings of fact warrant approval of the conditional use permit. 31A-6 CUP Nos. 2012-11 & 2012-13 August 27, 2012 Page 4 • The proposed banquet hall will allow the Playground to remain competitive with other restaurants to allow for private parties. This will thereby benefit the community by providing a restaurant where private events can take place. The banquet use will be indoors only. The Playground will still operate as a full service restaurant, but the banquet hall will be an ancillary use. • The proposed banquet hall use will not be detrimental to persons residing or working in the vicinity because conditions have been placed on the restaurant that will mitigate any potential negative or adverse impacts created by this use. The Playground will still operate as a full service restaurant. • The proposed use will not adversely affect the economic stability of the area, but will instead allow the restaurant to compete with other restaurants in the area that have a banquet hall use. Further, the banquet hall use will allow the restaurant to remain economically viable and contribute to the overall success of the East End Promenade and Downtown Santa Ana. • As conditioned, the proposed project will be in compliance with all applicable regulations and conditions imposed on a banquet use pursuant to Chapter 41 of the Santa Ana Municipal Code. • The proposed use will not adversely affect the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. A restaurant operating in this zone contributes to the economic success of the downtown and the city as a shopping and dining destination. Police Department Analysis The Police Department reviews conditional use permit applications for the after-hours operation and banquet halls due to the potential for adverse impacts on the surrounding community. This site is located within Reporting District No. 185. There are numerous residential dwellings located within 250 to 350 feet of this proposed use including the condominiums located at 450 East Fourth Street and the lofts located at 200 North Spurgeon and 200 East Third Street. Due to their proximity to the restaurant, concerns exist with the potential to adversely affect the residents of the complex. Therefore, several conditions of approval are proposed for this license to mitigate any potential for impacts. These conditions, including those intended to address noise and crime, will mitigate these impacts and help minimize calls for service to the restaurant. Public Notification The project site is not located within the boundaries of an established Neighborhood Association. However, the project site was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to all property owners within 500 feet of the project site. At the time of this printing, no correspondence, either written or electronic, had been received from any members of the public. 31A-7 CUP Nos. 2012-11 & 2012-13 August 27, 2012 Page 5 CEQA Compliance In accordance with the California Environmental Quality Act the recommended action is exempt from further review per Section 15301, Class 1, because it is an action in conformance with all city codes and requirements. Categorical Exemption Review No. 2012-28 will be filed for this project. Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission approve Conditional Use Permit No. 2012-011 and Conditional Use Permit No. 2012-13 as conditioned. Hal y Sob eske Associate Planner Vince Fregoso, lG Principal Planner HS:jm WPlayground/cup12-11 13 PlaygroundAHROTH.pc Attachments: Exhibit 1 - Vicinity Map Exhibit 2 - Zoning Map Exhibit 3 - Floor Plan 31A-8 SEVENTEENTH s? 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RANNEDFE9DBJIIALDDaCWflW C5 AIRTERALCCENff 1AL CUP 2012-11 and 13 ?Y;, THE PLAYGROUND A 0- 220 EAST FOURTH STREET - - =5W FEET " = 1000 FEET P L A N N I N G A N D 8 U I L D I N G A G E N C Y - E--,, ITP Q E SD-t3 8 D-8 P 11 6-8 a EXHIBIT 1 VICINITY MAP 31A-9 CO M I C O M M R C I A L co C O M M E R C II A L C O M M E R C I A L C O M M E R C I A L Project Site COMMERCIAL C0MMERICIAL C O M M E R C I A L C O M M E R C I A L CUP 2012-11 and 13 The Playground 220 EAST FOURTH STREET P L A N N I N G A N D B U I L D I N G A G E N C Y LAND USE MAP EXHIBIT 2 31 A-10 'ao?'s?daa?zo? I --ir+rs ale C IN o ? X Ki¢ ¢ ff `:9 Ce e y [x x ?1FS 6RK t 2 C € I3 StlS % b 1 Y7L3 Y ff ?i?i "a : ? ypSep ? a NY` ?; ? 5 ? ?Y{? ? ? i j i? 9 y ?? rIYY? Y ptl 6?' {? £ 1 ? gigi YgI?Y? EE: 61 a? ?¢g? s 6 e? t? dZlY9 e? eF .??Y A2 !` i ? $ p a g ?r c 3 yv p Py a 13 ? i y Y ?r ? ? g ? g?? ' ? ?? s? ? 36 ?? ? 9? $ ?? 3e fY Ef E® y z ? s ? R y_ .ec ? o e Y 9a• - qa..: e:• ••a ii $• .• gy6y (.a? p?S Y7 f: Ey i?? ? y tVHn - i? x IL is 1E11RUT 1 A ROH - 08/27/12 RESOLUTION NO. 2012- A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF SANTA ANA APPROVING: CONDITIONAL USE PERMIT NO. 2012-11 AS CONDITIONED TO ALLOW THE HOURS OF OPERATION TO EXTEND TO 2:00 A.M., AND CONDITIONAL USE PERMIT NO. 2012-13 AS CONDITIONED TO ALLOW OPERATION AS A BANQUET FACILITY, FOR THE PROPERTY LOCATED AT 220 EAST FOURTH STREET, SUITE 102 BE IT RESOLVED BY THE PLANNING COMMISSION OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The Planning Commission of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting approval of: Conditional Use Permit No. 2012-11 to allow the restaurant's hours of operation to extend to 2:00 a.m. as conditioned, and Conditional Use Permit No. 2012-13 to allow the restaurant to be used as a banquet facility as conditioned, for the property located at 220 East Fourth Street, Suite 102. B. Santa Ana Municipal Code Section 41-2007 requires a conditional use permit for: businesses operating between the hours of 12:00 a.m. and 7:00 a.m., and the operation of a banquet facility. C. On August 27, 2012, the Planning Commission held a duly noticed public hearing on Conditional Use Permit No. 2012-11 Conditional Use Permit No. 2012-13. D. The Planning Commission determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code Section 41-638, have been established for Conditional Use Permit No. 2012-11 to allow for after hours operation: 1. Will the proposed use provide a service or facility which will contribute to the general well being of the neighborhood or the community? The proposed after midnight operations will allow the Playground to remain competitive with other restaurants in the area that also operate until 2:00 a.m. This will thereby benefit the community by providing a restaurant with varied business hours. Resolution No. 2012-XXX 31 A-12 Page 1 of 8 2. Will the proposed use under the circumstances of the particular case be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity? The proposed operation of this restaurant until 2:00 a.m. will not be detrimental to persons residing or working in the vicinity because conditions have been placed on the restaurant that will mitigate any potential negative or adverse impacts created by the late night use. 3. Will the proposed use adversely affect the present economic stability or future economic development of properties surrounding the area? The proposed use will not adversely affect the economic stability of the area, but will instead allow the restaurant to compete with other restaurants in the area that also operate until 2:00 a.m. Further, the extended business hours allow the restaurant to remain economically viable and contributes to the overall success of downtown Santa Ana. 4. Will the proposed use comply with the regulations and conditions specified in Chapter 41 for such use? As conditioned, the proposed project will be in compliance with all applicable regulations and conditions imposed on a restaurant operating after midnight pursuant to Chapter 41 of the Santa Ana Municipal Code. 5. Will the proposed use adversely affect the General Plan or any specific plan of the City? The proposed use will not adversely affect the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. A restaurant operating in this zone contributes to the economic success of the downtown and the city as a shopping and dining destination. E. The Planning Commission determines that the following findings, which must be established in order to grant this Conditional Use Permit pursuant to Santa Ana Municipal Code Section 41-638, have been established for Conditional Use Permit No. 2012-13 to allow for a Banquet Facility: 1. Will the proposed use provide a service or facility which will contribute to the general well being of the neighborhood or the community? The proposed banquet hall will allow the Playground to remain competitive with other restaurants to allow for private Resolution No. 2012-XXX 31 A-13 Page 2 of 8 parties. This will thereby benefit the community by providing a restaurant where private events can take place. The Playground will still operate as a full service restaurant, but the banquet hall will be an ancillary use. 2. Will the proposed use under the circumstances of the particular case be detrimental to the health, safety, or general welfare of persons residing or working in the vicinity? The proposed banquet hall use will not be detrimental to persons residing or working in the vicinity because conditions have been placed on the restaurant that will mitigate any potential negative or adverse impacts created by this use. The Playground will still operate as a full service restaurant. 3. Will the proposed use adversely affect the present economic stability or future economic development of properties surrounding the area? The proposed use will not adversely affect the economic stability of the area, but will instead allow the restaurant to compete with other restaurants in the area that have a banquet hall use. Further, the banquet hall use will allow the restaurant to remain economically viable and contribute to the overall success of the East End Promenade and Downtown Santa Ana. 4. Will the proposed use comply with the regulations and conditions specified in Chapter 41 for such use? As conditioned, the proposed project will be in compliance with all applicable regulations and conditions imposed on a restaurant operating after midnight pursuant to Chapter 41 of the Santa Ana Municipal Code. 5. Will the proposed use adversely affect the General Plan or any specific plan of the City? The proposed use will not adversely affect the General Plan. Policy 2.2 of the Land Use Element encourages land uses that accommodate the City's needs for goods and services. A restaurant operating in this zone contributes to the economic success of the downtown and the city as a shopping and dining destination. F. In accordance with the California Environmental Quality Act the recommended action is exempt from further review per Section 15301, Class 1, because it is an action in conformance with all city codes and requirements. Categorical Exemption Review No. 2012-28 will be filed for this project. Resolution No. 2012-XXX 31A-14 Page 3 of 8 Section 2. The Planning Commission of the City of Santa Ana, after conducting the public hearing, hereby approves Conditional Use Permit No. 2012-11 as conditioned in Exhibit A attached hereto and incorporated as though fully set forth herein and Conditional Use Permit No. 2012-13 as conditioned in Exhibit B attached hereto and incorporated as though fully set forth herein. This decision is based upon the evidence submitted at the abovesaid hearing, which includes but is not limited to: the Request for Planning Commission Action dated August 27, 2012 and exhibits attached thereto; and the public testimony, all of which are incorporated herein by this reference. ADOPTED this 27th day of August 2012 by the following vote: AYES: Commissioners: NOES: Commissioners: ABSENT: Commissioners: ABSTENTIONS: Commissioners: Eric Alderete Chairman APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Ryan O. Hodge Assistant City Attorney CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARTHA RAMIREZ, Secretary of the Planning Commission, do hereby attest to and certify the attached Resolution No. 2012-XXX to be the original resolution adopted by the Planning Commission of the City of Santa Ana on August 27, 2012. Date: Secretary of the Planning Commission City of Santa Ana Resolution No. 2012-XXX 31 A-15 Page 4 of 8 Conditions for Approval of Conditional Use Permit No. 2012-11 Conditional Use Permit No. 2012-11 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this conditional use permit. The applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the conditional use permit. A. Planninq Division- 1. All proposed site improvements must conform to the Site Plan Review approval of DP No. 2012-21. 2. Any amendment to this conditional use permit must be submitted to the Planning Division and Police Department for review. At that time, staff will determine if administrative relief is available or the conditional use permit must be amended. 3. There shall be no gaming devices, such as pool tables, pinball machines, motion picture booths, etc, within the premises. 4. There shall be no conduct or entertainment allowed on the premises as prohibited by Chapter 12 of the Santa Ana Municipal Code (SAMC). B. Police Department 1. The applicant(s) shall be responsible for maintaining free of litter the area adjacent to the premises under the control of the licensee. 2. There shall be no public telephones located on the exterior of the premises. All interior pay phones must be designed to allow outgoing calls only. 3. There shall be no pool tables, amusement machines or video games maintained on the premises at any time. EXHIBIT A Page 1 of 2 Resolution No. 2012-XXX Page 5 of 8 31 A-16 4. Amplified music shall not be played outside the premises. Music/noise shall not be audible beyond 20 feet from the exterior of the premises in any direction. 5. Neither the applicant, nor any person or entity operating the premises with the permission of the applicant, shall violate the City's adult entertainment ordinance contained in SAMC section 12-1 and 12-2. 6. The premises shall not be operated as an adult entertainment business as such term is defined in Santa Ana Municipal Code section 41-1701.6. 7. This conditional use permit shall be reviewed at six months, at one year and then annually thereafter by the Police Department for any modification to the conditions of approval. 8. Existing building must conform to the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). These code conditions will require that the existing project's door/window locking devices and addressing be upgraded to current code standards. 9. Cash register must be visible from the street at all times and shall not be obstructed at any time by temporary or permanent signage. 10. Window displays must be kept to a minimum for maximum visibility and shall not exceed 25 percent of window coverage. 11. Window displays and racks must be kept to a maximum height of three feet including merchandise. 12. A timed-access cash controller or drop safe must be installed. 13. There shall be no conduct or entertainment allowed on the premises as prohibited by Chapter 12 of the Santa Ana Municipal Code (SAMC). 14. Install a silent armed robbery alarm. EXHIBIT A Page 2 of 2 Resolution No. 2012-XXX Page 6 of 8 31 A-17 Conditions for Approval of Conditional Use Permit No. 2012-13 Conditional Use Permit No. 2012-13 is approved subject to compliance, to the reasonable satisfaction of the Planning Manager, with all applicable sections of the Santa Ana Municipal Code, the California Administrative Code, the California Building Standards Code and all other applicable regulations. The applicant must comply in full with each and every condition listed below prior to exercising the rights conferred by this conditional use permit. The applicant must remain in compliance with all conditions listed below throughout the life of the conditional use permit. Failure to comply with each and every condition may result in the revocation of the conditional use permit. A. Planning Division All proposed site improvements must conform to the Site Plan Review approval of DP No. 2012-21. 2. Any amendment to this conditional use permit must be submitted to the Planning Division and Police Department for review. At that time, staff will determine if administrative relief is available or the conditional use permit must be amended. 3. There shall be no gaming devices, such as pool tables, pinball machines, motion picture booths, etc, within the premises. 4. There shall be no conduct or entertainment allowed on the premises as prohibited by Chapter 12 of the Santa Ana Municipal Code (SAMC). 5. The banquet facility use shall be conducted indoors only. B. Police Department 1. The applicant(s) shall be responsible for maintaining free of litter the area adjacent to the premises under the control of the licensee. 2. There shall be no public telephones located on the exterior of the premises. All interior pay phones must be designed to allow outgoing calls only. 3. There shall be no pool tables, amusement machines or video games maintained on the premises at any time. EXHIBIT B Page 1 of 2 Resolution No. 2012-XXX Page 7 of 8 31 A-18 4. Amplified music shall not be played outside the premises. Music/noise shall not be audible beyond 20 feet from the exterior of the premises in any direction. 5. This land use authorization is only for a Type 41 on-sale beer and wine for bona fide public eating place, any other license use at this location will require a new land use clearance. 6. Neither the applicant, nor any person or entity operating the premises with the permission of the applicant, shall violate the City's adult entertainment ordinance contained in SAMC section 12-1 and 12-2. 7. The premises shall not be operated as an adult entertainment business as such term is defined in Santa Ana Municipal Code section 41-1701.6. 8. This conditional use permit shall be reviewed at six months, at one year and then annually thereafter by the Police Department for any modification to the conditions of approval. 9. Existing building must conform to the provisions of Chapter 8, Article II, Division 3 of the Santa Ana Municipal Code (Building Security Ordinance). These code conditions will require that the existing project's door/window locking devices and addressing be upgraded to current code standards. 10. Cash register must be visible from the street at all times and shall not be obstructed at any time by temporary or permanent signage. 11. Window displays must be kept to a minimum for maximum visibility and shall not exceed 25 percent of window coverage. 12. Window displays and racks must be kept to a maximum height of three feet including merchandise. 13. A timed-access cash controller or drop safe must be installed. 14. There shall be no conduct or entertainment allowed on the premises as prohibited by Chapter 12 of the Santa Ana Municipal Code (SAMC). 15. Install a silent armed robbery alarm. EXHIBIT B Page 2 of 2 Resolution No. 2012-XXX Page 8 of 8 31 A-19 31A-20 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: SUNSHINE ORDINANCE 11 P4?? -CITY MANAGER RECOMMENDED ACTION Select one of the following actions: 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 1. Direct staff to prepare a revised ordinance and schedule for a future City Council meeting. 2. Introduce and hold first reading of ordinance, as prepared by staff. 3. Provide additional direction. BACKGROUND On June 14, 2012, the Ethics Committee considered a draft Sunshine Ordinance submitted by Santa Ana Collaborative for Responsible Development (SACReD). Sunshine Ordinances typically encompass expansion of the Brown Act and Public Record Act concepts. SACReD's proposal would go beyond the typical Sunshine regulations to include a broader focus on open government as it applies to development projects. Although staff believes that the City has transparent processes and conducts business in an open manner, at the July 2, 2012 City Council meeting the City Council directed staff to meet with representatives from SACReD to listen to and solicit their issues and concerns and to subsequently develop a set of proposals for the Council to consider. The City Council held a Work Study Session on September 17, 2012 to consider recommendations on each of the six initiatives proposed by SACReD. 5OA-1 SUNSHINE ORDINANCE Page 2 of 2 The six initiatives covered by the proposed Sunshine Ordinance are: 1. Site Plan Review Pre-Application Meetings 2. Increased Notification of City Legislative Meetings 3. RFP Evaluation Panels 4. Budget Outreach and Strategic Plan 5. Open Calendars 6. Lobbyist Registrations DISCUSSION Staff has incorporated the suggestions made at the Work Study Session and have reflected them in the attached ordinance marked in red. FISCAL IMPACT There are fiscal impacts associated with implementation of any or all of these items. Additional staff resources are needed to implement a variety of these proposals. Further, there are specific impacts to the business community for requirements associated with the additional notification requirement during the Site Plan Review process.. A more detailed analysis would need to be done to obtain a more thorough fiscal impact. 50A-2 ORDINANCE NO. NS-XXX Oxs 09/27/12) AN ORDINANCE OF THE CITY OF SANTA ANA ADDING ARTICLE 11.1 through ARTICLE 11.111 to CHAPTER 2 OF THE SANTA ANA MUNICIPAL CODE RELATING TO THE CITY OF SANTA ANA SUNSHINE ORDINANCE 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. That all public agencies' actions, to the greatest extent possible, should be taken openly and that their deliberations should be conducted openly. B. An informed public is essential to democracy. It is the goal and intent of the City of Santa Ana Sunshine Ordinance that citizens of Santa Ana have timely access to information, opportunities to address the various legislative bodies prior to decisions being made, and easy and timely access to public records. C. The City Council's duty is to serve the public, reaching its decisions in full view of the public. D. The City Council, appointed legislative bodies, and other city officials exist to conduct the People's business. E. The City Council reaffirms its commitment to the purpose of the Brown Act that "all meetings of the legislative body of a local agency shall be open and public, and all persons shall be permitted to attend any meeting of the legislative body of a local agency." F. That while the Brown Act and Public Records Act exist to facilitate public participation in local government decisions and to curb misuse of the democratic process by secret legislation by public bodies, the Santa Ana Sunshine Laws are designed to reaffirm and strengthen the need for transparency as represented by these laws. G. The City Council enacts this Sunshine Ordinance to ensure that the people of Santa Ana remain in control of the government that they have created. Ordinance No. NS-XXX Page 1 of 10 50A-3 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. Chapter 2, ARTICLE 11.1, Section 2-150 of the Santa Ana Municipal Code is hereby added such that it reads as follows: ARTICLE 11.1 PUBLIC ACCESS TO MEETINGS Sec. 2-150. - Meetings and Agenda Postings for City Council Pursuant to Government Code Section 54953.7 of the Brown Act the City of Santa Ana is imposing the following additional requirements on itself to allow greater community access to its meetings: (1) City Council meeting agendas must be posted at least 96 hours before any meeting of the City Council. (2) The City will make notices of the City Council meetings accessible on the City's web site in various languages including Spanish through use of Google Translation. (3) Agendas will list future items on major projects. The list of "major projects" identified for the City Council agenda will be compiled at the discretion of the City Manager. SECTION 4. Chapter 2, ARTICLE 11.11, Section 2-151 of the Santa Ana Municipal Code is hereby added such that it reads as follows: ARTICLE 11.11. PUBLIC MEETINGS FOR CERTAIN DEVELOPMENT PROJECTS Sec. 2-151. - Definitions For purposes of this article, the following terms have the following respective meanings: a) Public subsidy: As used in this division, the term "public subsidy" means financial assistance provided by the City, including, but not limited to: grants; rent subsidies or reductions; loans; loan forgiveness; City-issued bond financing; a sale or lease of City-assembled land for less than its fair market value (i.e., a "land write-down"); a Development Agreement or Disposition and Development Agreement; contingent obligations taken on Ordinance No. NS-XXX Page 2 of 10 50A-4 by the City such as any guarantee or pledge of City funds; and any City fee or tax reduction or waiver. b) City-sponsored development project: any development project that has received or will receive public subsidy from the City of Santa Ana. C) Community meeting: any meeting required pursuant to Section Sec. 2- 153(a) whose purpose is to provide input into the review of development projects. SECTION 5. Chapter 2, ARTICLE 11.11, Section 2-152 of the Santa Ana Municipal Code is hereby added such that it reads as follows: Sec. 2-152. - Plan Approval Prior to the submittal of the application for discretionary approval which meets the criteria of Section 2-153(a), the applicant shall meet all community meeting requirements as set forth in Section 2-153(a). SECTION 6. Chapter 2, ARTICLE 11.11, Section 2-153 of the Santa Ana Municipal Code is hereby added such that it reads as follows: Sec. 2-153 - Public input through community meetings prior to discretionary approval (a) Applicability: The requirements of ARTICLE 11.11 apply to development projects requiring discretionary approval and that meet one or more of the following criteria: 1. City-sponsored development projects; 2. New residential projects containing 25 or more units, except that the Director of Planning and Building may exempt a developer from the requirements of ARTICLE 11.11 if, in the case of affordable housing, the developer can show that it will be in jeopardy of losing Tax Credits, or in the case of market housing, the developer can show that it may be at risk of losing financing. 3. New non-residential projects (including additions to existing buildings) of 10,000 square feet or more and which are, in the determination of the City, subject to a Negative Declaration, Ordinance No. NS-XXX Page 3 of 10 50A-5 Mitigated Negative Declaration or Environmental Impact Report as defined under the California Environmental Quality Act; 4. Development projects requiring a zone change, Specific Plan amendment, or General Plan amendment. (b) Number and timing of community meeting: For those development projects that meet the criteria listed in Sec. 2-153(a), the applicant shall hold one community meeting no later than 20 days after submittal of an application for administrative site plan review. Should the applicant fail to hold the community meeting within this time, the completion of administrative site plan review shall be delayed until such time as the community meeting is held. (c) Noticing: Notice of any community meeting held under this section shall be provided to all property owners, and occupants having a valid United States Postal Service address within a 500 foot radius of the subject property. Said notice shall be mailed no less than 10 days prior to the community meeting. The notice shall also be posted on the development project site and published in a newspaper of general circulation no less than 10 days prior to the community meeting. The City shall then post the notice on the City's website. It shall be the sole responsibility of the applicant to prepare and distribute this notice. (d) Notice content: The notice shall include the time, place and date of the community meeting; a map depicting the location of the subject property, including the properties contained within the notification boundary; a brief description of the project; and the applicant's contact information. The notice shall be written in English and Spanish and include instructions as to how to request language interpretation services for those wishing to have interpretation during the community meeting in languages other than English. (e) Community meeting time and place: The community meeting shall be held either on a weeknight during the early evening hours or on a Saturday, subject to the discretion of the Director of Planning and Building where he or she finds that scheduling at a different time would increase public participation. The meeting shall be held in any facility that is accessible to the public and that is no more than 1 mile from the project site. Should there not be any such facilities available in the required area, the applicant may arrange, at their own expense and subject to availability, to use the next closest City facility. (f) Community meeting language interpretation: Should the applicant receive a request for language interpretation services prior to the meeting, the applicant shall arrange for such services to be available at the community meeting. (g) Community meeting format and content: During the community meeting the applicant shall give a presentation detailing the components of the Ordinance No. NS-XXX Page 4 of 10 50A-6 proposed development project and a description of any impacts or benefits to the community, and provide contact information so that members of the public can contact them for further information. The applicant shall allow enough time for the attendees to ask questions and provide input. The applicant shall prepare detailed minutes of the meeting including a written record of the comments provided by the community members. (h) Providing information to City after community meeting: Not less than four days following the community meeting the developer shall submit to the City an affidavit under penalty of perjury that the required community meeting was held in compliance with this section and will submit copies of all notices, notification lists, site postings, advertisements, or other communications used to publicize the meeting. The applicant shall also provide to the City a copy of the minutes and the written record of the public comments made at the community meeting. The public input will be made part of the public record and included as attachments to Planning Commission staff reports. (i) Notice of planning commission public hearings shall be in conformance with the requirements provided in section 2-153(c), except that it shall be the responsibility of the applicant to provide the director of planning and development services the mailing lists of the names and addresses of those entitled to receive notice under subsection 2-153(c). The noticing provisions contained 2-153(c) shall supersede those contained in section 41-672. SECTION 7. Chapter 2, ARTICLE 11.111, Section 2-154 of the Santa Ana Municipal Code is hereby added such that it reads as follows: ARTICLE 11.111. PUBLIC INFORMATION AND PUBLIC RECORDS Sec. 2-154 - Access to Contracts, Bids and Proposals (a) All initial City Requests for Proposals ("RFP's") shall be kept in a central repository and shall be made available for public inspection upon request. In addition, RFP's shall be placed in one location on the City's website for a period from the date the RFP was issued to the date that the RFP is due and for a period of 30 days after the RFP is awarded the City shall notice on the City website the name of the person or company awarded the contract. (b) Contracts, contractors' bids, responses to requests for proposals and all other records of communications between the department and persons or firms seeking contracts shall be open to inspection immediately after a contract has been awarded. Nothing in this provision requires the disclosure of a private person's or organization's net worth or other proprietary financial data submitted for qualification for a contract or other benefit. All bidders and contractors shall Ordinance No. NS-XXX 5OA-7 Page 5 of 10 (b) Contracts, contractors' bids, responses to requests for proposals and all other records of communications between the department and persons or firms seeking contracts shall be open to inspection immediately after a contract has been awarded. Nothing in this provision requires the disclosure of a private person's or organization's net worth or other proprietary financial data submitted for qualification for a contract or other benefit. All bidders and contractors shall be advised that information provided which is covered by this subdivision will be made availablf% to the public upon request. Immediately after any review or evaluation or rating of responses to a RFP has been completed, a ranking of the firms can be made available. Evaluation forms and score sheets used by persons in the RFP evaluation or contractor selection process shall be made available for public inspection after contract negotiations have been concluded. SECTION 8. Chapter 2, ARTICLE 11.111, Section 2-155 of the Santa Ana Municipal Code is hereby added such that it reads as follows: Sec. 2-155 - Calendars of Certain City Officials (a) Members of the City Council (including the Mayor), the City Manager, Clerk of the Council, City Attorney, Community Development Agency Director, Finance and Management Services Director, Parks, Recreation and Community Services Director, Planning and Building Director, Planning and Building Director Police Chief, Director of External Affairs, and Public Works Director shall maintain a monthly City Calendar. (b) The Calendar shall include all scheduled City-related appointments, meetings, including regular and special City Council meetings, meetings with developers, meetings with union representatives, meetings with consultants, meetings with lobbyists, regional meetings, and meetings of subcommittees or task forces. (c) The Calendars of the Mayor, City Council, and City Manager, and other department heads listed in subsection (a) shall be a public record subject to inspection during normal business hours at the office of the Clerk of the Council and additionally available in electronic format on the City's official website. (d) Each City-related appointment must include the following information: name(s), title(s), affiliated organization(s) and a general statement of the issues discussed. The following information shall be exempted: (1) Personal appointments, including personal business appointments; (2) Information protected by the attorney-client privilege; (3) Information about attorney work product; (4) Information about City staff recruitment; Ordinance No. NS-XXX Page 6 of 10 50A-8 (5) Information about a personnel issue; (6) Information about corporate recruiting and retention; (7) Information about criminal investigations and security; (8) Information about whistle blowers; (9) Information about those who reasonably fear that public disclosure of the fact of their appointment will result in retaliation that will result in significant economic, physical or other tangible harm; and (10) Information that is otherwise prohibited from disclosure. (e) Any violation of this section relating to calendars shall not be a basis for any criminal prosecution. SECTION 9. Chapter 2, ARTICLE 11.111, Section 2-156 of the Santa Ana Municipal Code is hereby added such that it reads as follows: 156 - Access to Lobbvist Informatic the City shall provide access, and a link on the City's Website, to t following Forms: Recipient Committee Campaign Statement (Form 460), Behested Payment Report (Form 803), and Statement of Economic Interests (Form 700). These Forms will be found on the City's website under the title of "Access to Lobbyist Information SECTION 10. Chapter 2, ARTICLE 11.111, Section 2-157 of the Santa Ana Municipal Code is hereby added such that it reads as follows: Sec. 2-157 -- Public Meetings related to City three-year Strategic Plan and Annual Budget (a) City Strategic Plan-Creation and Public Hearings (1) Not later than February 28, 2013, and every five years thereafter, the City Manager shall prepare and submit to the City Council a strategic plan setting forth the City's mission, core values, five year goals, detailed measurable objectives and key performance measures. Prior to submitting the strategic plan to the City Council, the City Manager will conduct a public meeting to review a draft of the plan with the public and receive input from the public regarding the plan. (2) Each September, the City Manager will conduct a public meeting to present the City's five (5) year Strategic Plan to the community. The purpose of the meeting will be to review the City's progress in achieving its Ordinance No. NS-XXX Page 7of10 50A-9 plan and goals with the community and to gain public input on any issues related to the City's five (5) year Strategic Plan. (b) In connection with the preparation of the annual budget, each January and August, or upon the written request of at least 30 city residents, City staff will conduct a community meeting with neighborhood associations, community groups, and other members of the public to present the budget and discuss the budget process and any other issues related to the budget. SECTION 11. 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 By: AYES: NOES: Ordinance No. NS-XXX Page 8 of 10 Councilmembers Councilmembers 5OA-10 2012. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney (name) City Attorney ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, Maria D. Huizar, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS-XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana Ordinance No. NS-XXX Page 9 of 10 50A-1 1 5OA-12 CORRESPONDENCE RECEIVED 5OA-13 ID September 27, 2012 Dear Mayor and Councilmembers, Greg M. Conger President Andrea Zinder Secretary - Treasurer On behalf of UFCW and our 2,5 00 members who live in Santa Ana, we write to express our support for the Sunshine Ordinance. We encourage the Council, as representatives of our community, to stand up for government transparency, integrity, and accessibility by designing and implementing a strong Sunshine Ordinance for Santa Ana. For the last eight months, UFCW has been a coalition member of SACReD. We developed the policy proposals in partnership with neighborhood residents, community organizations, neighborhood associations, local business members and with you. We firmly stand by every policy of the Sunshine Ordinance and the deliberate, transparent, inclusive process through which it was created. We believe that the Sunshine Ordinance will strengthen our communities, our city, and our economy. Government transparency promoted through the Sunshine Ordinance will bolster public confidence in the integrity of our government. The Sunshine Ordinance will increase opportunities for residents and stakeholders to participate in their local government, improving community engagement. An informed and engaged public will smooth the development process in the city and remove barriers to economic development by promoting dialogue and collaboration between community interests, business, developers and city officials. The practices of the past have resulted in hundreds of lost jobs and hours for our members in the city. Our members want to be able to participate in growing and strengthening our community with quality jobs for the future. Although we are heartened by the Mayor and Council's leadership and commitment to developing a Sunshine Ordinance, we insist that the resulting ordinance be a strong one. One way to ensure this is by revisiting and adopting lobbyist registration. The Sunshine Ordinance requests that lobbyists register when doing business in the City of Santa Ana. Currently, the draft ordinance provides registering as an option for lobbyists. Registration of lobbyists provides the public with information vital to ensuring confidence in the integrity of local government, particularly regarding individuals and entities that are involved with both candidate campaigns or private industry activity and legislative activity. We urge you to make lobbyist registration mandatory, not optional. This type of transparence will give the UFCW and our members the confidence that the Council and Staff have everyone's best interest in mind. We urge you to stay strong and not back down on these issues. Lobbyist registration is crucial to the success of the Sunshine Ordinance, and the Sunshine Ordinance is crucial to the success of Santa Ana as a city. We're eager and ready to work with businesses, developers, and government to improve our city, but we must be included in the process in order to do so. A strong Sunshine Ordinance is the tool we need. We appreciate your consideration of our request, and we look forward to continuing the work to bring Sunshine to Santa Ana. mce ly ck Eiden xecutive Vice President UFCW Local 324 8530 STANTON AVENUE, P.O. BOX 5004, BUENA PARK, CALIFORNIA 90622-5004 714-995-4601 800-244-UFCW .: FAX 714-995-8214, BRANCH OFFICE 949-587-9881 WWW.UFCW324.ORG 50 -14 _? .LYON COMMUNITIES'" CAPITAL VENTURES • COMMUNITY DEVELOPMENT • PROPERTY MANAGEMENT September 17, 2012 Mayor Miguel Pulido and Members of the City Council City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92702 To The Santa Ana City Council: As you're aware, Lyon Communities has been an active participant in the City of Santa Ana - specifically, as a developer of first class multifamily residential communities. We recently broke ground on a 300 unit community named "The Marke," located at the corner of Main and MacArthur Blvd. (a total investment of over $100,000,000). It has been brought to our attention that a group of community activists "SACRED" has brought forth the "Sunshine Ordinance" to be considered by the City Council on Monday September 17, 2012. One of the purposes of this ordinance is to provide more transparency and community involvement throughout the development process. However, it's troubling and borderline hypocritical that SACRED has failed to reach out to the development community to discuss and obtain input on this new policy prior to requesting the City Council for approval. SACRED is hardly providing a good example of transparency by taking this approach, The City of Santa Ana already has a good reputation of community involvement throughout the development process. For example, for the re-entitlement effort of the "The Marke" (our newest project referenced above), we attended (3) Study Sessions with the Planning Commission, (1) Planning Commission Hearing, and (1) City Council Meeting in order to receive approval for the project. This was a total of (5) public hearings with notifications properly provided in accordance with California State law and the City's municipal code. In addition, staff encouraged us to meet with the Sandpointe Neighborhood Association (whom we met with twice) and the Hutton Centre Master Association (whom we also met with twice) to obtain input and concurrence for the project. The fact that the project received unanimous approval from both the Planning Commission and the City Council, is a direct result from the many hours spent obtaining this community input. Lyon Communities is fully supportive of community involvement throughout the course of the entitlement process. It is our opinion that the City of Santa Ana already encourages this with its existing policy. As evidenced above, the City Council and City Staff already require developers to seek substantial community input. It appears that this proposed ordinance will be a burden on developers by increasing costs and timeframes, while at the same time decreasing the City's own efforts to encourage quality development. 4901 Birch Street • Newport Beach, CA 92660 • 949-252-9101 phone - 949-252-9202 rox • LyonCommunities.com Bringing qusllity Holm." 5OA-15 We urge the Council to not approve the Sunshine Ordinance. At a minimum, please postpone any approval and require SACRED to exhibit the same transparency that they are requesting of the development community. SACRED should be encouraged to obtain input and involvement from the development community prior to the City Council taking action on a new ordinance. Thank you for your consideration of this request. Sinc ely, f Peter D. Zak Vice President, Lyon Communites cc: Paul Walters, City Manager Maria D. Huizar, Clerk of the Council Frank Suryan, Chairman and Chief Executive Officer, Lyon Communities 50A-16 061-44, ORANGECOUNTY BUSINESS COUNCIL 2 Park Plaza, Suite 100 1 Irvine, CA 92614-5904 1 P 949.476.2242 1 F 949.476.0443 1 www.ocbc.org September 17, 2012 Mayor Miguel Pulido City of Santa Ana 20 Civic Center Plaza P.O. Box 1988, M31 Santa Ana, CA 92701 Subject: OPPOSE "Sunshine Ordinance" UNLESS AMENDED Dear Mayor Pulido: On behalf of the Orange County Business Council (OCBC), I am writing to you regarding the proposed Sunshine Ordinance scheduled to be heard for consideration at this evening's City Council meeting. OCBC learned just this afternoon that the proposed so-called "Sunshine Ordinance" was re-drafted over the weekend, was not subject to public review or "sunshine," and contains significant changes from the Ordinance posted on the City's website. Despite the extremely limited amount of time provided to OCBC, it is clear that the ordinance contains new requirements that will have a substantive impact on the business community for which an economic analysis has not been done. Considering these last minute changes, we would reiterate our previous request that the Council delay the hearing to allow for appropriate review and stakeholder input. Without being provided with the opportunity to provide a thorough analysis of the proposed ordinance, OCBC strongly opposes the ordinance. Sincerely, *&tA4, Lucy Dunn President and CEO Orange County Business Council LD:MP:ld THE LEADING VOICE OF BUSINESS IN ORANGE COUNTY 5OA-17 September 17, 2012 The Honorable Miguel Pulido Mayor City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Re: Request for Continuance of Item WSA Sunshine Ordinance Dear Mayor Pulido: On behalf of the membership of the Building Industry Association Southern California, Orange County Chapter (BIA/OC), we respectfully request a 30-day continuance on any council action regarding the Sunshine Ordinance. The proposed ordinance has been unilaterally developed without the invitation and input of the business community. As a major stakeholder, we have not had the opportunity to review specific provisions until earlier this week, As a matter of principle, we will not support any new regulations or laws that would unduly burden our members with additional costs and lengthening project timelines. For these reasons, we request at least 30 days to further evaluate the proposed Sunshine Ordinance's impact on development and to participate in all preliminary discussions before further work study sessions or public hearings are conducted. BIA/OC firmly believes that a fully vetted proposal from the entire community will honor the accountability and transparency goals set forth in the Sunshine Ordinance. Our membership is committed to working collectively with you, city staff, and other stakeholders. We remain a resource to the City on important issues that are related to the prosperity of our local communities. Thank you for your time and thoughtful consideration. Respectfully, Bryan M. Starr Chief Executive Officer Cc. City Council Paul M. Walters, City Manager Jay Trevino, Executive Director, Planning & Building Agency E Orange County Chapter liuilJlne indu,li, .A,;.n.?tlnn d Sl!!II horn C'ah li rcn ,a 17744 Sky Park Circle Suite 170 Irvine, California 92614 949.553.95(() fax 949.553.9507 www.biaoc.com N \1' \5.111` 1k ?!() fl I['Sltlit Li'?Lttill] Y. ol 11",,. "', PRESIDENT MICHAEL McCANN ALLIANCE RESIDENTIAL VICE PRESIDENT DAVE BULLOCH STANDARD PACIFIC HOMES TREASURER DONNA KELLY LENNAR SECRETARY JOAN MARCUS COLVIN THE NEW HOME COMPANY IMMEDIATE PAST PRESIDENT BILL WATT BAYWOOD DEVELOPMENT TRADE CONTRACTOR COUNCIL V.P. TOM RHODES TW R ENTERPRISES ASSOCIATE VICE PRESIDENT MARK HIMMELSTEIN NEWMEYER & MILLION, LLP MEMBER-AT-LARGE CHRIS HAINES PULTEGROUP MEMBERAT LARGE MIKE WINTER SAFES REGIS GROUP BRYAN STARR CHIEF EXECUTIVE OFFICER 5OA-18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED BIENNIAL REVIEW OF CITY ? As Recommended CLASSIFICATIONS REQUIRED TO FILE A ? As Amended n' Reading ls' STATEMENT OF ECONOMIC INTERESTS El Ordinance on ? Ordinance on 2"d Reading FORM ? Implementing Resolution ? Set Public Hearing For_ OA-A-???ITYAANAGER RECOMMENDED ACTION CONTINUED TO FILE NUMBER Adopt a resolution amending the Conflict of Interest Codes of Certain City Agencies and Departments. DISCUSSION The California State Government Code specifies that local agencies must review their Conflict of Interest Codes each even-numbered year. Changes to the codes must be adopted by the City Council as the code reviewing body for City agencies and departments. Pursuant to State requirements, we have reviewed the Code for each City agency. The City's Code has been revised to include new positions added since the last code review, delete positions that have been eliminated or whose duties do not include making or participating in governmental decisions, and modify the Disclosure Category for some positions as indicated in the attached resolution. City staff recommends the following changes to the list of designated filers as follow: ADDITIONS TO LIST OF CONFLICT OF INTEREST CODE FILERS: Department and Classification: City Manager's Office Deputy City Manager Strategic Communications Manager Community Development Agencv Executive Director of Community Development Economic Development Specialist II Housing Authority Analyst Disclosure Category 1 2,4 2,4 55A-1 55A-2 Biennial Review of City Classifications Required to File a Statement of Economic Interests Form October 1, 2012 Page 2 Department and Classification: Disclosure Category Finance Management Services Agency Accounting Manager Personnel Services Department Benefits Supervisor 4 Workers Compensation Supervisor 4 Planninq and Buildina Aaenc Assistant Planner 1 2, 6, 7* Assistant Planner II 2, 6, 7* Associate Planner 2, 6, 7* Community Preservation Technician 6 Electrical Plan Checker 2, 6, 7* Landscape Development Associate 2, 6, 7* Management Aide 4,7 Part-time Permit Technician 6 Part-time Combination Building Inspector 6 Part-time Plans Examiner 1 2,7 Part-time Plans Examiner II 2,7 Part-time Senior Planner 2, 6, 7 Part-time Associate Planner 2, 6, 7 Part-time Deputy Building Official (Plan Check) 1 Part-time Planning Technician 2, 6, 7 Permit Processor 6 Permit Supervisor 2, 6, 7** Planning Technician 2, 6, 7 Principal Planner 2, 6, 7** Senior Accounting Assistant 4 Senior Electrical Systems Specialist 2, 6 *** Senior Management Analyst 4,7 Senior Planner 2, 6, 7 **** Senior Plumbing / Mechanical Systems Specialist 2, 6 *** Contract Planning Consultants 7 Contract Plan Check Services 7 "reflect Disclosure Category change only Police Department Police Administrative Manager Police Systems and Communications Manager 55A-3 Biennial Review of City Classifications Required to File a Statement of Economic Interests Form October 1, 2012 Page 3 Department and Classification: Public Works Agency Contract Administrator Construction Inspector I Construction Inspector II Projects Manager Program Transit Consultant Manager Disclosure Category 5 5 5 2-,7 1 2,5 DELETIONS TO LIST OF CONFLICT OF INTEREST CODE FILERS: Department and Classification: Disclosure Category Finance Management Services Agency Purchasing Supervisor 3, 5, 7 Supervising Accountant 1 Fire Department Fire Chief 1 Deputy Fire Chief 1 Fire Battalion Chief 1 Fire Marshal 1 Fire Safety Analyst 6 Fire Safety Specialist I, II,& III 6 Firefighters (Underground Tanks) 2,6 Personnel Services Department Benefits & Compensation Manager 1 Liability Claims Coordinator 1 Personnel Operations Manager 1 Worker s Compensation Administrator 4 FISCAL IMPACT There is no fiscal impact associated with this action. Maria D. Huizar, Clerk of the Council 55A-4 55A-5 RESOLUTION NO. 2012-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING THE CONFLICT OF INTEREST CODES OF CERTAIN CITY AGENCIES AND DEPARTMENTS 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 various offices agencies and departments of the City of Santa Ana have maintained Conflict of Interest Codes pursuant to the Political Reform Act of 1974 (California Government Code sections 81000 et seq.) since the enactment of that law. B The last comprehensive revision of the Conflict of Interest Code of the various offices, agencies, and departments of the City is set forth in City Council Resolution No. 2010-044 adopted September 20, 2010. C Certain agencies and departments of the City now desire to amend the list of designated employees in the Conflict of Interest Code set forth in Resolution No. 2010-044. Section 2. The persons holding designated positions defined in Exhibit A attached to and made part of this resolution shall file statements of economic interest pursuant to the requirements of the City's Conflict of Interest Code. Section 3. The disclosure categories as defined in Exhibit B are attached to and made a part of this resolution. Section 4. This resolution shall supersede and replace Resolution No. 2010- 044. Section 5. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. 55A-6 ADOPTED this day of , 2012. Miguel A. Pulido Mayor APPROVED AS TO FORM: By: Sonia R. Carvalho, City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Resolution No. 2012-XXX to be the original resolution adopted by the City Council of the City of Santa Ana on Date: Maria D. Huizar, Clerk of the Council 55A-7 EXHIBIT A CITY OF SANTA ANA CONFLICT OF INTEREST CODE DESIGNATED POSITIONS 2012-2014 This Conflict of Interest Code is adopted for the City of Santa Ana California pursuant to the Political Reform Act of 1974 (California Government Code, Sections 81000 g.). It consists of the model code set forth in Regulation 18730 of the Fair Political Practices Commission, incorporated herein by reference, together with the following Appendix: DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Elected Officials Mayor 1 Councilmembers Office of the City Manager City Manager 1 1 Assistant City Manager 1 Assistant to the City Manager 1 Deputy City Manager 1 Deputy City Manager for Development Services 1 Executive Director of External Affairs 1 Strategic Communications Manager 1 Consultants z 1 Contract Planning Consultants 7 Contract Plan Check Services 7 Program Transit Consultant Manager 2$ 5 Office of the Clerk of the Council Clerk of the Council Office of the Citv Attorne City Attorney ' 1 Chief Assistant City Attorney 1 Senior Legal Management Assistant 4 Senior Assistant City Attorney 1 Assistant City Attorney 1 Deputy City Attorney 1 SSA-8 DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Communitv Development Aaenc Executive Director of Community Development 1 Deputy City Manager for Development Services 1 Assistant Director of Community Development 1 Community Development District Manager 1 Economic Development Manager 1 Economic Development Specialist II 214 Economic Development Specialist II 214 Economic Development Specialist III 2)4 Employment Services Fiscal Specialist 4 Housing Authority Analyst 2, 4 Housing Authority Coordinator 214 Housing Authority Operations Supervisor 4 Housing Division Manager 1 Housing Programs Analyst 234 Housing Programs Coordinator 214 Housing Specialist 1 2)6 Housing Specialist II 216 Loan Specialist 2 Management Aide 2 Management Analyst 29 4 Redevelopment Program Manager 1 Redevelopment Project Assistant 412 Redevelopment Project Manager 1 214,5 Redevelopment Project Manager II 2, 4, 5 Redevelopment Project Manager III 1 Residential Construction Specialist 215 Senior Community Development Analyst 214 Senior Housing Specialist 2 Senior Management Analyst 2)4 Senior Management Assistant 214 Senior Residential Construction Specialist 2,5 Workforce Specialist III 2,4 Workforce Specialist IV 214 Finance Manaaement Services Aaenc Executive Director ' 1 Accounting Manager 1 Administrative Services Manager 1 Assistant Director of Finance Management Services 1 Budget and Research Manager 1 Business Tax Collector / Inspector 1 Buyer 315)7 SSA-9 DESIGNATED EMPLOYEES / FILERS DISCLOSURE CATEGORY Central Services Supervisor 3 Corporate Yard Facilities / Fleet Services Mgr 3 Facilities Maintenance Superintendent 3,5 Financial Analyst 3 Fleet Equipment Supervisor 3 Information Services Manager . 3 rur-G a ;Gr- Revenue Supervisor 3--51 7 1 Senior Management Analyst 4 Storekeeper 3 Supervising-AGGOUntant 4 Supervising Buyer 31517 Treasury Manager 1 Treasury Services Supervisor 1 Core Department- Fire rr -Chief 4 Deputy Ciro Chief 4 Fare Battal*eR Chief 4 F i?"rTe°-rM a rays h a I 4 Ciro Safety Analyst- 6 FiFe Safety e li6t I, IIrr;vr Q_ I11 ur?? ?Tr.?r ?-- -Tr 6 s1- Parks Recreation and Communitv Services Executive Director 1 Administrative Services Manager 1 Community Services Manager 415)7 Senior Management Analyst 1 Zoo Manager 41517 Personnel Services Department Executive Director 1 Assistant Director of Personnel Services 1 Benefits Supervisor 4 Benefits & Compensation Manage 4 Personnel Operatienc- Manager Risk Manager 1 Worker s Compensation AdrniniStFate.r 4 Workers Compensation Supervisor 4 SSA-10 EXHIBIT B CITY OF SANTA ANA CONFLICT OF INTEREST CODE DISCLOSURE CATEGORIES Required filers must review Form 700 Schedules and complete forms as mandated by the specific Disclosure Category designated. Disclosure Category 1: Full Disclosure Persons in this category shall disclose all applicable investments, business positions, income, any interests in real property located in the City or within a two-mile radius outside of the City limits, and, any interests in property owned or used by the City. Disclosure Category 2: Decision Making Authority Affecting Real Property Persons in this category shall disclose all applicable investments, business positions, and income, including loans and gifts, from sources which engage in land development, construction, or the acquisition or sale of real property; also reportable are all interests in real property located in the City and within a two-mile radius outside of the City limits or of any property owned or used by the City. Disclosure Category 3: City-wide Purchasing Responsibilities Persons in this category shall disclose applicable investments, business positions, and income, including loans and gifts, from sources which provide services, supplies, materials, machinery, or equipment of the type utilized by the City Disclosure Category 4: Department/Division Purchasing Responsibilities Persons in this category shall disclose all applicable investments, business positions, and income, including loans and gifts, from sources which provide services, supplies materials, machinery, or equipment of the type utilized by the designated employee s agency, department, or division. Disclosure Category 5: Public Works/Construction Projects Responsibilities Persons in this category shall disclose all interests in and income from businesses engaged in construction, landscaping, street repair, traffic signal installation or modification or the supply of materials for any of the above. Disclosure Category 6: Regulatory Power Persons in this category shall disclose all applicable investments, business positions, and income, including loans and gifts, from any source which is subject to the regulatory, permit, or licensing authority of the designated employee's agency, department, or division. SSA-11 Disclosure Category 7: Planning and Engineering Persons in this category shall disclose all applicable investment, business positions, and income, including loans and gifts, from any source engaged in engineering, planning, and design services. SSA-12 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: RESOLUTION IN OPPOSITION TO CALIFORNIA PROPOSITION 32 ITY MANAGER 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 Consider adopting a resolution opposing California Proposition 32. DISCUSSION The City Council has expressed an interest in declaring a position on Proposition 32, a State of California initiative set for voter consideration on the 2012 General Election on November 6, 2012 ballot. Proposition 32, referred to as the Political Contributions by Payroll Deduction. Contributions to Candidate. Initiative Statute has been labeled as the "Stop Special Interest Money Now" initiative that will all but eliminate the historic means of unions for collecting political funds through payroll deductions. Proposition 32 ostensibly does the same for corporations, but corporations rarely use payroll deductions to collect political funds, instead drawing such funds from their profits, and that source of funding is deliberately left uncovered. Furthermore, if approved, it is believed to dramatically undercut the ability of unions to champion and otherwise support social and political causes of significance to working families and their quality of life. The non-partisan League of Women Voters of California and Common Cause of California groups have closely reviewed and strongly criticized Proposition 32, with the League of Women Voters saying, "this initiative is not at all what it seems. Prop 32 promises 'political reform,' but is really designed by its special-interest backers to help themselves and harm their opponents. Despite its proponents' claims, it won't take money out of politics. FISCAL IMPACT There is no fiscal impact associated with this item 55B-1 55B-2 9/12/12 SRC RESOLUTION NO. 2012-XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA OPPOSING PROPOSITION 32 BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: WHEREAS, Proposition 32, labeled as the "Stop Special Interest Money Now" initiative, is on California's November, 2012 ballot; and WHEREAS, Proposition 32 does not truly address the influence of special interests in campaigns; and WHEREAS, Proposition 32 all but eliminates the historic means of unions for collecting political funds through payroll deductions - Proposition 32 ostensibly does the same for corporations, but corporations almost never use payroll deductions to collect political funds, instead drawing such funds from their profits, and that source of funding is deliberately left uncovered by Proposition 32; and WHEREAS, Proposition 32, if approved, would dramatically undercut the ability of unions to champion and otherwise support social and political causes of significance to working families and their quality of life; and WHEREAS, Proposition 32 exempts many companies (including LLCs, LPs and LLPs) from the ban on direct candidate contributions, and places no limits on Super PACs and Independent ExpendiL'ure Committees and their ability to spend unlimited funds (without directly contributing) for or against statewide candidates and initiatives - consequently, Proposition 32 would upend any realistic opportunity for an electoral even playing field; and WHEREAS, the non-partisan League of Women Voters of California has closely reviewed and strongly criticized Proposition 32, with the League of Women Voters saying, "this initiative is not at all what it seems. Prop 32 promises 'political reform,' but is really designed by its special-interest backers to help themselves and harm their opponents. Despite its proponents' claims, it won't take money out of politics. That's why we urge a No vote," and WHEREAS, the non-partisan Common Cause of California likewise has closely reviewed and strongly criticized Proposition 32, stating, "We can all agree, Sacramento has too much special interest influence, and the money spent on political campaigns has caused all of us to mistrust the campaign finance system, but Prop 32 is trying to use our anger and mistrust to change the rules Resolution No. 2012-XXX 55B-3 W12/12 SRC for the benefit of already powerful interests - not the benefit of all Californians. Voters should take a close look to avoid being fooled," and NOW, THEREFORE, BE IT RESOLVED, Section 1. That the City Council of the City of Santa Ana urges opposition to Proposition 32. ADOPTED this day of _ , 2012. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Bv: Sonia R. Carvalho City Attorney AYES: Councilmembers: NOES: Councilmembers: ABSTAIN: Councilmembers: NOT PRESENT: Councilmembers: 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 , 2012. Date: The Clerk of Council City of Santa Ana Resolution No. 2012-XXX 55B-4 PROPOSITION POLITICAL CONTRIBUTIONS BY PAYROLL DEDUCTION. 32 CONTRIBUTIONS TO CANDIDATES. INITIATIVE STATUTE. OFFICIAL TITLE AND SUMMARY PREPARED BY THE ATTORNEY GENERAL POLITICAL CONTRIBUTIONS BY PAYROLL DEDUCTION. CONTRIBUTIONS TO CANDIDATES. INITIATIVE STATUTE. • Prohibits unions from using payroll-deducted funds for political purposes. Applies same use prohibition to payroll deductions, if any, by corporations or government contractors. • Permits voluntary employee contributions to employer-sponsored committee or union if autho_ized yearly, in writing. • Prohibits unions and corporations from contributing directly or indirectly to candidates and candidate- controlled committees. • Other political expenditures remain unrestricted, including corporate expenditures from available resources not limited by payroll deduction prohibition. • Prohibits government contractor contributions to elected officers or officer-controlled committees. Summary of Legislative Analyst's Estimate of Net State and Local Government Fiscal Impact: • Increased costs to state and local government---potentially exceeding $1 million annually-to implement and enforce the measure's requirements. ANALYSIS BY THE LEGISLATIVE ANALYST BACKGROUND Political Refomn Act. California's Political Reform Act of 1974, an initiative adopted by the voters, established the state's campaign finance and disclosure laws. The act applies to state and local candidates, ballot measures, and officials, but does not apply to federal candidates or officials. The state's Fair Political Practices Commission (FPPC) (1) enforces the requirements of the act, including investigating alleged violations, and (2) provides administrative guidance to the public by issuing advice and opinions regarding FPPC's interpretation of the act. Local Campaign Finance Laws. In addition to the requirements established by the act, some local governments have campaign finance and disclosure requirements for local candidates, ballot measures, and officials. These ordinances are established and enforced by the local government. Political Spending. Many individuals, groups, and businesses spend money to support or oppose state and local candidates or ballot measures. This political spending can take different forms, including contributing money to candidates or committees, donating services to campaigns, and producing ads to communicate opinions. Under state campaign finance laws, there are three types of political spending: Political Contribnuions. The term political "contribution" generally includes giving money, goods, ^ ^rvices (1) directly to a candidate, (2) at the request of a candidate, or (3) to a committee that uses these resources to support or oppose a candidate or ballot measure. Current law limits the amount of political contributions that individuals, groups, and businesses may give to a state candidate (or to committees that give money to a state candidate). In 2012, for example, a i individual, group, or business could contribute up to $26,000 to a candidate for Governor and up to $3,900 to a candidate for a legislative office. In addition, current law requires political contributions to be disclosed to state or local election officials. Independent Expenditums. Money spent to communicate support or opposition of a candidate or ballot measure generally is considered an independent expenditure if the funds are spent in a way that is not coordinated with (1) a candidate or (2) a committee established to support or oppose a candidate or a ballot measure. For example, developing a television commercial urging voters to "vote for" a candidate is an independent expenditure if the commercial is made without coordination with the candidate's campaign. Current law does not limit the amount of money indivie.-,ais, groups, and businesses may spend on independent expenditures. These expenditures, however, must be disclosed to election officials. 28 1 Title and Summary / Analysis 55B-5 PROP POLITICAL CONTRIBUTIONS BY PAYROLL DEDUCTION. 32 CONTRIBUTIONS TO CANDIDATES. INITIATIVE STATUTE. ANALYSIS BY THE LEGISLATIVE ANALYST • Otber Political Spending. Some political spending is not considered a political contribution or an independent expenditure. This broad category includes "member communications"-spending by an organization to communicate political endorsements to its members, employees, or shareholders. This spending is not limited by state law and need not be disclosed to election officials. Payroll Deductions. Under limited circumstances, employers may withhold money from an employee's paycheck. The withheld funds are called "payroll deductions." Some common payroll deductions include deductions for Social Security, income taxes, medical plans, and voluntary charitable contributions. Union Dues and Fees. Approximately 2.5 million workers in California are represented by a labor union. Unions represent employees in the collective bargaining process, by which they negotiate terms and conditions of employment with employers. Generally, unions pay for their activities with money raised from (1) dues charged to union members and (2) fair share fees paid by non-union members who the union represents in the collective bargaining process. In many cases, employers automatically deduct these dues and fees from their employees' paychecks and transfer the money to the unions. Payroll Deductions Used to Finance Political Spending. Many unions use some of the funds that they receive from payroll deductions to support activities not directly related to the collective bargaining process. These expenditures may include political contributions and independent expenditures-as well as spending to communicate political views to union members. Non-union members may opt out from having their fair share fees used to pay for this political spending a,id other spending not related to collective bargaining. Other than unions, relatively few organizations currently use payroll deductions to finance political spending in California, PROPOSAL The measure changes state campaign finance laws to restrict state and local campaign spending by: • Public and private sector labor unions. • Corporations. • Government contractors. For text of Proposition 32, see page 93. CONTINUED These restrictions do not affect campaign spending for federal offices such as the President of the United States and members of Congress. Bans Use of Payrol: Deductions to Finance Spending for Political Purposes. The measure prohibits ,nni•??,s, corporations, government contracts .s, and state and local government employers from spending money deducted from an employee's paycheck for "political purposes." Under the measure, this term would include political contributions, independent expenditures, member communications related to campaigns, and other expenditures to influence voters. This measure would not affect unions' existing authority to use payroll deductions to pay for other activities, including collective bargaining and political spending in federal campaigns. Prohibits Political Contributions by Corporations and Unions. The measure prohibits corporations and unions from making political contributions to candidates. That is, they could not make contributions (1) directly to candidates or (2) to committees that then make contributions to candidates. This prohibition, however, does not affect a corporation or union's ability to spend money on independent expenditures. Limits Authority of f Government Contractors to Contribute to Elected Officials. The measure prohibits go -rnmcnt contractors (including public sector lab,)r unions with collective bargaining contracts) from making contributions to elected officials who play a role in awarding their contracts. Specifically, government contractors could not make contributions to these elected officials from the time their contract is being considered until the date their contract expires. FISCAL EFFECTS The state would experience increased costs to investigate alleged violations of the law and to respond to requests for advice. In addition, state and local governments would experience some other increased administrative costs. Combined, these costs could exceed $1 million annually. Analysis I 29 55B-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: OCTOBER 1, 2012 TITLE: PUBLIC HEARING - GENERAL PLAN AMENDMENT NO. 2012-01 AND ZONING AMENDMENT APPLICATION NO. 2012-01 FOR PROPOSED PARK SITE LOCATED AT 300 EAST MCFADDEN AVENUE c,CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ? As Recommended ? As Amended ? Ordinance on 151 Reading ? Ordinance on 2"d Reading ? Implementing Resolution ? Set Public Hearing For_ CONTINUED TO FILE NUMBER Adopt a resolution approving General Plan Amendment No. 2012-01. 2. Adopt an ordinance approving Amendment Application No. 2012-01. PLANNING COMMISSION ACTION On September 10, 2012, the Planning Commission recommended that the City Council adopt a resolution approving General Plan Amendment No. 2012-01 and adopt an ordinance approving Amendment Application No. 2012-01 by a vote of 6:0 (Alderete absent) for a proposed park site at 300 East McFadden Avenue. The Planning Commission made no changes to the recommended conditions of approval outlined in the attached staff report (Exhibit A). BOARD OF PARKS AND RECREATION ACTION On August 22, 2012, the Board of Parks and Recreation communicated their support for the proposed general plan amendment and zone change application by a vote of 7:0 (Wendy Tobiska absent) to change the General Plan land use designation and zoning district to open space to create a new 1.4 acre public park site. FISCAL IMPACT There is no fiscal impact associated with this action. Ja . Tr vino Executive Director Planning and Building Agency MM:rb mm\Reports\PC\gpa12-01_aa12-01 Park.cc Exhibit: A. Planning Commission Staff Report 75A-1 75A-2 REQUEST FOR Planning Commission Action PLANNING COMMISSION MEETING DATE: SEPTEMBER 10, 2012 TITLE: PUBLIC HEARING - GENERAL PLAN AMENDMENT NO. 2012-01 AND ZONING AMENDMENT APPLICATION NO. 2012-01 FOR PROPOSED PARK SITE LOCATED AT 300 EAST MCFADDEN AVENUE Prepared by Melanie G. McCann Executive Director RECOMMENDED ACTION Recommend that the City Council: PLANNING COMMISSION SECRETARY APPROVED ? As Recommended ? As Amended ? Set Public Hearing For DENIED ? Applicant's Request ? Staff Recommendation CONTINUED TO Kamm 41 Planning Man J er 1. Adopt a resolution approving General Plan Amendment No. 2012-01. 2. Adopt an ordinance approving Amendment Application No. 2012-01. Board of Parks and Recreation Action On August 22, 2012, the Board of Parks and Recreation communicated their support for the proposed general plan amendment and zone change application by a vote of 7:0 (Wendy Tobiska absent) to change the General Plan land use designation and zoning district to open space to create a new 1.4 acre public park site. DISCUSSION Request of the Applicant The City of Santa Ana, property owner of the northeast corner of McFadden Avenue and Orange Street, is requesting approval of a general plan amendment and a zone change (amendment application) for the construction of a new public park. The project site is proposed to be changed from a residential to an Open Space general plan land use and zoning designation. Proiect Location and Site Description The overall project site includes six parcels, including a total area of 1.4 acres. The project site is currently vacant and located on the north side of McFadden Avenue between Orange Street and Maple Street. The project site is surrounded by single family residences to the north, south, east and west. In addition, the Pacific Electric bike trail runs in a north/south direction along the project's eastern boundary across Maple Street (Exhibits 1 and 2). EXHIBIT A 75A-3 GPA No. 2012-01 & AA No. 2012-01 September 10, 2012 Page 2 Proiect Description The City of Santa Ana Parks, Recreation and Community Services Agency staff has facilitated the design and development of a passive park on a 1.4 acre project area, informally known as the Pacific Electric Park site. The proposed park is intended to be a walk-up park that would primarily serve the local neighborhood, with three pedestrian access points incorporated into the site design. No vehicle parking is proposed. In addition to serving the local neighborhood, the park would serve as a rest stop for bicyclists and other recreational trail users from the adjacent Pacific Electric bike trail. The proposed park is designed with a landscape border adjacent to the street on the southern, eastern and western sides, with no fencing. The northern border of the property will include a six foot block privacy wall to separate residents from adjacent park activities. The western half of the proposed park includes a small grove of fruit trees, a garden, and a small amphitheatre for educational purposes. The eastern half of the park proposes a shade canopy, restrooms, play equipment, a slide/climber, and a rock climbing feature. A jogging parcourse with exercise stations would also run throughout the park. The park landscaping will be designed to include drought tolerant planting, drip/water efficient irrigation, and a dry artificial stream bed (Exhibit 3). The current General Plan land use designation for the vacant project site is Low Density Residential (LR 7), and zoned as Single Family Residence (R1). This land use designation and zoning is intended for the development of single family residences, as opposed to the permanent park open space proposed. Project Background The project site was previously developed with a small church, two duplexes and five single family residential units. These buildings were demolished between 1997 and 2003 to accommodate the street improvements and realignment of McFadden Avenue. McFadden Avenue's public right-of- way adjacent to the project site is now improved to its ultimate buildout with two vehicle travel lanes in each direction, as well as parkway with an eight foot public sidewalk and intermittent Queen Palm street trees. For the last three years a coalition of neighborhood associations known as the Pacific Electric Park Development Committee has been working with Parks, Recreation and Community Services staff to help develop a new park at McFadden Avenue and Orange Avenue. On March 5, 2012, the Santa Ana City Council approved a Mitigated Negative Declaration to address the environmental assessment requirement for this new park site and authorized City staff to pursue grant funding for its construction. 75A-4 GPA No. 2012-01 & AA No. 2012-01 September 10, 2012 Page 3 Proiect Analvsis General Plan Amendment The existing General Plan land use designation for the project area is Low Density Residential (LR 7), allowing a maximum density of seven residential dwelling units per acre. Generally, single family residential homes are encouraged to be oriented with access off residential streets, rather than along a major arterial street like McFadden Avenue with high volumes of vehicle travel. With the realignment of McFadden Avenue completed, an opportunity was created to transition the use of the remnant parcels from residential to the development of permanent open space to serve the community. The creation of additional public open space or park land implements the City's General Plan Parks, Recreation and Open Space Element goal, to "provide sufficient open space to meet the recreational and aesthetic needs of the community." The Land Use Element establishes the City goal to "promote a balance of land uses to address basic community needs"; and Policy 1.7 to "support open space in underserved area" like the project area. The change to an Open Space land use designation will provide an additional 60,984 square feet or 1.4 acres towards public parkland; helping the City towards achieving its goal of a minimum two acres of public parkland per 1,000 resident population. The proposed park design will also support the policies and programs in the Conservation Element to encourage water conservation and the use of drought resistant landscape (Exhibits 4 and 5). Amendment Application The proposed project area is currently within the Single Family Residence (R1) zoning district, which does not identify permanent park open space as a permitted use. The proposed amendment application (zone change) is needed to change the zoning for the 1.4 acre site from Single-Family Residence (R1) to Open Space Land (O) to facilitate construction of a public park to serve the surrounding community (Exhibit 6). Public Notification The project site is located within with the Eastside Neighborhood Association and just north of the Madison Park Neighborhood Association boundaries. City of Santa Ana Parks, Recreation and Community Services Agency staff took the lead in the outreach to the neighboring community regarding the proposed park. Community information meetings were held by staff at St Anne's Church in May and August of 2010 and at Lathrop Intermediate School in September of 2010. Additional community outreach efforts took place at the Bike Festival held at the project site in July 2010 and the Madison Park Walk-a-thon in August 2010. In May of 2012, a Community Forum was held at Trinity Cristo Rey Church to discuss the new park. Fliers were mailed out to the homes in the four nearby neighborhoods - Madison Park, Eastside, Wilshire Square and Heninger Park. 75A-5 GPA No. 2012-01 & AA No. 2012-01 September 10, 2012 Page 4 Meeting fliers were also sent home with the students from Franklin Elementary and Lathrop Intermediate Schools. Residents in favor of and or concerned with the project participated in the discussions and surveys throughout the various community outreach efforts. The residents in favor of the project commented that this additional open space would be a positive change for the surrounding neighborhoods. One adjacent resident voiced a preference to maintain the property for residential use. Suggestions for the park's future use included: rest area for bike trail, community garden, rest room and walking or running space. Concerns were raised regarding children's safety at the park due to the proximity of the street. Suggestions were made to consider enclosing the park with a fence or adjusting the playground to allow more distance from the street(s). Parks and Recreation staff is planning additional community meetings to refine and finalize the park design. The designated contacts for the Neighborhood Associations were notified by mail 10 days prior to this public hearing. The project site itself was posted with a notice advertising this public hearing, a notice was published in the Orange County Reporter and mailed notices were sent to surrounding property owners within 500 feet of the project site, as well as concerned citizens listed on the Permanent Notification List. At the time of this printing, 11 electronic correspondences have been received from members of the public voicing concerns regarding the proposed park. CEQA Analysis In conjunction with requirements for pursuing grant funding, and in accordance with the California Environmental Quality Act, a Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2012-19 was approved and adopted by City Council on March 5, 2012. The adopted Mitigate Negative Declaration included evaluation of the required general plan and zoning amendments to facilitate the proposed new park. Conclusion Based on the analysis provided within this report, staff recommends that the Planning Commission recommend that the City Council approve General Plan Amendment No. 2012-01 and Amendment Application No. 2012-01. Melanie G. McCann, AICP Associate Planner MM:jm mm1ReporlsWMgpa12-01_aa12.01 Park.pc 75A-6 GPA No. 2012-01 & AA No. 2012-01 September 10, 2012 Page 5 Attachments: Exhibit 1 - General Vicinity Map Exhibit 2 - Existing Land Use Map Exhibit 3 - Site Plan Exhibit 4 - General Plan Land Use Map Exhibit 5 - Revised Land Use Element Exhibit 6 -- Zoning Map 75A-7 FIF67 ,asn $ C2.ss C2?ca C2.CL J cz? c UFm-ll R2 FO R7 ? 1 R3 R7 o R3 R7 RI R3 R3 Ml '. C- kl R3 R3 R3 R3 R3 R3 - R3 R3 RI MI J.11? J S47 a R3 R7 R7 R3 RS -IF. R s F R3 R3 R3 o R3 q3 R3 I Rl YA S R2 R1S h RI - RI Ri R1 Ri v - s fi ?' az Rz RL R1 10 I szA ? mi Fil R1 ? R1 11 t a Rz RI RI R1 R7 v RI vaal Rl I J] 3 o R1 R1 RI R1 Rl R7 R1 Ri+ ?J R1 R' S!A e ST. 2-? i-59 tag `± Aid M2 + rasa Ml 1.15 rwrsnsc - ?Q, M1 ?L M2 Mf Ml ? ? M1 MS y Ml M2 : SD-16 R4 M2 M2 M1 :? R j Rl Rl Rz Al Ri R1a at Mi I Rl R1 F R1 Rl RI F FIE s .I Rl Rl R1 R Rz 1 MY te- R} - R' R3 R3 J RI 01 R R1 Rl R1 R1 Ri R2 11 Sii e ST ku M1 Ml C4 l p y? R4 0 R M7 RI M1 ims>: v?n?r,ss * ross 13x9 MI Al CI7M3ALAORCLI RAALf CR OCMM00ALFES0enAL RI SN'GLEFAMILYFESCe IAL -13 FAMNGMMFICAT04 GC Gamy affcDffm FP M0FAMiLYFf9De4C£ GRA CCMMM:CTALSOUMMAIN Mt U(WINDUSTRAL R3 MULTIFLEDEdSTVALLTGF.E C1 COWLRtf1YCOf,7MMt k M2 HEAWINDL6MAL FMIILYFESDUXE Ct-MD CC't.W.OOfAMffCAUAtUMM DISTHCF MO MUTARYOPEPATICNS R1 SJHRMAP RTM84TS C2 GENMALCOMMSUAL D OPEN MACE FE FEBORInMErATE C3 CRfiRALM sNus5 P PROF CNAL 9) 8PS7FlC0LL%0RJ1Nr C&A CSIMLMNESSARFISTMLLAG= PD R MN®COMMUNRYDBELF-MENr M' S:)HCPLAN CA R.ANN®91CPF7NGCElfT3t PR D R MNfDFf9DMf1NLDDA30FMMfF C5 WR ALCWMUi L GPA 2012-01 /AA 2012-01 PROPOSED PARK SITE 300 EAST McFADDEN AVENUE -- - 500 FEET f"= 1000FEEF P L A N N I N G A N D B U I L D 1 N G A G E N C Y EXHIBIT 1 VICINITY MAP R1 RL R1 R1 Cl j TRIM R7 75A-8 r-? 1-T1-? T HOEi w U z ?--w w Inn LL '^ w ul oc ¢ w w i cr- HARDWOOD PLACE F R ?SJI N G L 1 L E N C E _j A N T= SITE McFADDEN f :IRO)ECT w w CC H v1 w l7 z O w J d 2 GPA 2012-01 /AA 2012-01 d : PROPOSED PARK SITE t, 300 EAST McFADDEN AVENUE P L A N N I N G A N D B U I L D I N G A G f N C Y EXISTING LAND USE MAP EXHIBIT 2 75A-9 AVENUE = W V) Y a w 0 Z Q O z w D D v EM)0 w w HARDWOOD PLACE ui z • w w • J Q a • a • • MCEADDEN • AVENUE 1- -w • Lu • ac F- • Ln • • ui . • l7 • z Q w a . O ? . Q ?. Exisiting Low Density Residential (LR7) Designation • • • Exisiting Open Space (O) Designation ® Proposed Change from LR7 to OS GPA 2012-01 /AA 2012-01 PROPOSED PARK SITE A 300 EAST McFADDEN AVENUE P L A N N I N G A N D 8 U I L D I N G A G E N C Y GENERAL PLAN LAND USE MAP EXHIBIT 4 75A-11 City of Santa Ana General Plan Land Use Element 1998 City of Santa Ana Planning Division r, Adopted February 2, 1998 (Reformatted January 2010) The following is a chronology of the approved general plan amendments that have been incorporated into this doaunent since the comprehensive update of the General Plan Land Use Element adopted by the Santa Ana City Council February 2, 1998 (GI'A 1997-05): GPA 2012-01 ipmd KI GPA 2011-03 (March 19, 2012) GPA 2011.02 (June 6, 2011) GPA 2010-01(June 7, 2010) GPA 200602 (July 20, 2009) GPA 2007.03 Pay 18, 2009) GPA 2004-03 (February 2, 2009) GPA 2008-01 (May S, 2005) OPA2007.02 (June 18, 2007) GPA2007.01(March 19, 2007) GPA 2008-01(0ebber 2, 2008) GPA 2005-01 (December 5, 2005) GPA 200x-02 (October 17, 2005) GPA 2004-01(Apri 5, 2005, as passed by the voters of soft Arta) GPA 2004-04 (Jrry 19,20H) GPA 2004.06 (Duty S. 2004) GPA 2063.02 (June 18, 2003) GPA 2003-01 (February 18, 2003) GPA 2002-01(September3.2002) GPA 2002.03 (Aepusl 19, 2002) CPA 2001-03 (February It. 2002) GPA 2001-02 (Janeary 7, 2(02) GPA 2000.09 (May 7, 2001) GPA 2000-08 (February, 5, 2001) GPA 2000-09 (December 4, 2000) GPA 20*02 (November 20, 2000) GPA 1999.02 (October W, 1999) GPA 1991-01 (Augmt 1s,1999) GPA 199604 (October 6, IM) GPA IM-05 (September 21,1998) GPA 1998-01(May4,199e) 7 ?.LJT2 5 s I 'a M ¦ J n W Z 5 z Z a a `z a O U 75A-13 b O b -ID ?Co Y gi gg $?? ? '"?` yy w Its. 12 Y L will, Pro 110 - :;:{ o a Z s z 4 Z O v 75A-14 LAND USE ELEMENT Residential The Land Use Plan provides for three distinct residential land use designations. Residential development is also permitted in two other designations: District Center and Urban Neighborhood. The Santa Ana Land Use Plan includes the following residential land use designations: The Low Density Residential (LR-7) designation applies to those areas of the City which are developed with lower density residential land uses. The allowable maximum development intensity is 7 units per acre. Development in this category is characterized primarily by single-family homes. This designation applies to a large proportion of the City 6 64.6 6,46" acres) representing 47 percent of the City's total land area. The Low-Medium Density Residential (LMR-11) designation applies to those sections of the City which are developed with residential uses at permitted densities of tip to 1 I units per acre. The land area included in this designation is approximately 433.7 acres. The great majority of the land designated as Low-Medium Density Residential is located in the westerly portion of the City, north and south of First Street. Properties with this designation are typically characterized by mobile home parks, a mixture of duplexes and single family residences, or small lot subdivisions. The Medium Density Residential (MR-15) designation applies to those sections of the City which are developed with residential uses at densities of up to 15 units per acre. Development in this designation is characterized by duplexes, apartments, or a combination of both. A total of 385.3 acres is designated as Medium Density Residential. The designation applies to areas located in the vicinity of downtown, areas north and south of MacArthur Boulevard, and in other areas where there are established multiple-family development projects. CITY OF SANTA ANA GENERAL PLAN 75A-15 A-19 fti 4 LAND USE ELEMENT Industrial The Industrial designation applies to those areas developed with manufacturing and industrial uses. The designation applies to areas which are predominantly industrial in character, and includes those industrial districts in the southwestern, south central and southeastern sections of the City. A total of 2,188.2 acres of land in the City is designated as Industrial. The maximum floor area ratio for this designation is 0.45. The Industrial districts of the City are vital to its economic health. These areas provide employment opportunities for local residents, and generate municipal revenues for continued economic development. As one of the County's oldest cities, Santa Ana has long been an industrial center for the region. The City's goal is to maintain this strong industrial base by setting land use policies which preclude the intrusion of less intensive commercial or residential uses. Typical uses found in this district include the following: ¦ Light and heavy product manufacturing and assembly. ¦ Commercial uses which are ancillary to industrial uses in the district. Institutional The Institutional designation includes the Civic Center, other governmental facilities, City facilities and public institutions such as schools, etc. Only public properties of approximately five acres or more are designated as Institutional. The maximum applicable floor area ratio standard for this designation is 0.5. The 0.5 FAR is used as a guideline since most development in this designation are State, federal, and local governmental facilities that are not subject to local development regulations. A total of 796.3 acres of land is included in this designation. Open Space The Open Space designation is applied to parks, water channels, cemeteries and other open space uses. A total of 1,019.2 44,44-.-8 acres are included in this land use designation. Of this total, 359A 3-58 acres of public park land is included in this land use designation. A-24 CITY OF SANTA ANA GENERAL PLAN 75A-16 LAND USE ELEMENT Table A -4 Land Use Plan SuNd- out Ga ap cities w„ Intensity/ Effective Bulldout' Land Use Acres tiensl Low Density Residential LR-7 68 44 7 du/ac Low Medium Density Residential LMR-11 433.7 11 du/ac Medium Density Residential MR-15 385.3 15 du/ac Subtotal ;'283'4 89,448 du' District Center Downtown Metro East Transit Village Other2 - - - - -._.___.. 11 1 - - - Urban Neighborhood Subtotal DC 62.5 FAR 3.0 DC 98.3 FAR 3.0 DC 51.4 FAR 5.0 DC 2 301 90 du /ac . FAR 1.0-2.0 UN 1481 FAR 0.5-1.5 658.4 Theoretical Buildouf 45,252 du 45;252-da 4,771 du 5,779 du 5§,802 du 2,057,824 sf 1,661 du -..-.. --------- - 2,057,824 sl 1,661 du 3,245,185 sf - 5,551 du - __------- ------- 3,245,185 sl --- - ---- -- 5,551 du -- 402,864 sf 2,761 du 402,864 s " 2,761 du 11,808,950 st 2,710 du 23,617,901 s 2,710 du 724,249 st 2,177 du 724,249j ? 2,117 du 18,239,072 sf 14,880 du 30,048,0251 l 14,860 du , Professional & Admin. Office PAO 633.0 FAR 0.5.1.0 13,787,219 sf 27,574,438 sl General Commercial GC 1,071.6 FAR 0.5-1.0 23,338,795 sf 46,677,589 sl One Broadway Plaza District Ctr3 --------- -.._. OBPDC 4.3 FAR 2.9 543,193 sr - . 543.193s( ....... _........ Subtotal 1,709.9 37,669,207 sf 74,705,221 st industrial IND 2,188.21 FAR 0.45 1 42,892,704 sf 1 1 42,892,704 sl Institutiona15 INS 796.3 FAR 0.2-0.5 6,937,758 sf 17,344,394 sf 1,019.2 8.879.270 Open Space OS }81 ?$ FAR 0.2 8.879.270 sl 8,86_7300-M 8 7 09st 26.228,665 sf Subtotal 1.815.5 15,617,028s I 814x2 1 b 84b 2b7 st 24 4", 0"1 FAR=Ooor area ratio, d.u.=dwetimp aril, s.f. = square feet (of floor area). Acreage shown in table does not include roads In right-of-way. I Effective capacity for non-residential development assumes development possible under the lower range of FAR intensity standards with the exception of the Metro East District Center, Transit Village District Center, Downtown District Center, and Urban Neighborhood areas. The Metro East District Center, Transit Village District Center, Downtown District Center, and Urban Neighborhood areas allow a range of intensity for mixture of residential and non-residential development based on the zoning development standards. Residential effective capacity was calculated by adding the.14,860 units possible in the pistdet Center and Urban Neighborhood with the wdsting 74,588 (Census 2000) housing units. ' Land use designation permits both residential and non-residential development. Build-out assumes 90% of land area will be developed as commercial and 10% will be developed as residential. 3 Land use designation permits high intensity office development with ancillary retail use. This table has been revised to correspond with lire GIS Land Use Map illustrated In Exhibit 2. CITY OF SANTA ANA GENERAL PLAN 75A-17 ri A-35 1- w w I f I I L I IN[•I i l l s ( HARDWOOD PLACE w z • W J • Q CL • • • • • McFADDEN • AVENUE w • w ?. ua . ' l7 • z w • p[ J ? O _ < C C Exisiting Single Family Residence (133) Designation ' • Exisiting Open Space (O) Designation ® Proposed Change from Rf to O G PA 2012-01/AA 2012-01 PROPOSED PARK SITE1 300 EAST McFADDEN AVENUE P L A -NN I N G A N D 8 U I L D I N G A G E N C Y ZONING MAP EXHIBIT 6 75A-18 ROH - 09/10/12 RESOLUTION NO. 2012- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA APPROVING GENERAL PLAN AMENDMENT NO. 2012-01 FOR THE PROPOSED PARK SITE LOCATED AT 300 EAST MCFADDEN AVENUE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. Applicant is requesting General Plan Amendment No. 2012-01 to amend the General Plan to change the land use designation from Low Density Residential (LR 7), and the zoning district from Single Family Residence (R1), to Open Space Land (O) to create a new 1.4 acre public park site located at 300 East McFadden Avenue. B. On September 10, 2012, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council adopt a resolution approving General Plan Amendment No. 2012-01. C. On October 1, 2012, the City Council of the City of Santa Ana held a duly noticed public hearing and at that time considered all testimony, written and oral, related to General Plan Amendment No. 2012-01. D. The existing General Plan land use designation for the project area is Low Density Residential (LR 7), allowing a maximum density of seven residential dwelling units per acre. Generally, single family residential homes are encouraged to be oriented with access off residential streets, rather than along a major arterial street like McFadden Avenue with high volumes of vehicle travel. With the realignment of McFadden Avenue completed, an opportunity was created to transition the use of the remnant parcels from residential to the development of permanent open space to serve the community. E. The creation of additional public open space or park land implements the City's General Plan Parks, Recreation and Open Space Element goal to "provide sufficient open space to meet the recreational and aesthetic needs of the community." The Land Use Element establishes the City goal to "promote a balance of land uses to address basic community needs", and Policy 1.7 to "support open space in underserved area" like Resolution No. 2012-XXX 75A-1 9 Page 1 of 3 the project area. The change to an Open Space land use designation will provide an additional 60,984 square feet, or 1.4 acres, towards public parkland, helping the City towards achieving its goal of a minimum two acres of public parkland per 1,000 residents. The proposed park design will also support the policies and programs in the Conservation Element to encourage water conservation and the use of drought resistant landscape. F. The City Council has weighed and balanced the general plan's policies, both new and old, and has determined that based upon this balancing that General Plan Amendment No. 2012-01 is consistent with the purpose of the general plan. G. In conjunction with requirements for pursuing grant funding, and in accordance with the California Environmental Quality Act, a Mitigated Negative Declaration and Mitigation Monitoring Program, Environmental Review No. 2012-19 was approved and adopted by City Council on March 5, 2012. The adopted Mitigate Negative Declaration included evaluation of the required general plan and zoning amendments to facilitate the proposed new park. Section 2. The City Council hereby approves General Plan Amendment No. 2012-01. The amendments to the Land Use Element are attached hereto as Exhibit A and incorporated herein by this reference as though fully set forth herein. This decision is based upon the evidence submitted at the above said hearing, which includes, but is not limited to: the Request for Council Action dated October 1, 2012, and exhibits attached thereto, and the public testimony written and oral, all of which are incorporated herein by this reference. ADOPTED this day of 12012. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: Ryan O. Hodge Assistant City Attorney Resolution No. 2012-XXX Page 2 of 3 75A-20 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2012-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 75A-21 Resolution No. 2012-XXX Page 3 of 3 City of Santa Ana General Plan Land Use Element 1998 City of Santa Ana Planning Division Adopted February 2, 1998 (Reformatted January 2010) The following is a chronology of the approved general plan amendments that have been incorporated into this document since the comprehensive update of the General Plan Land Use Element adopted by the Santa Ana City Council February 2, 1998 (GPA 1997-05): GPA 2012-01 (pending) GPA 2007-02 (June 18, 2007) GPA 2004-06 (July 6, 2004) GPA 2000-08 (February 5, 2001) GPA 2011-03 (March 19, 2012) GPA 2007-01 (March 19, 2007) GPA 2003-02 (June 16, 2003) GPA 2000-03 (December 4, 2000) GPA 2011-02 (June 6, 2011) GPA 2006-01 (October 2, 2006) GPA 2003-01 (February 18, 2003) GPA 2000-02 (November 20, 2000) GPA 2010-01 (June 7, 2010) GPA 2005-01 (December 5, 2005) GPA 2002-01 (September 3, 2002) GPA 1999-02 (October 18, 1999) GPA 2008-02 (July 20, 2009) GPA 2005-02 (October 17, 2005) GPA 2002-03 (August 19, 2002) GPA 1999-01 (August 16, 1999) GPA 2007-03 (May 18, 2009) GPA 2004-01 (April 5, 2005, as passed by GPA 2001-03 (February 19, 2002) GPA 1998-04 (October 5, 1998) GPA 2004-03 (February 2, 2009) the voters of Santa Ana) GPA 2001-02 (January 7, 2002) GPA 1998-05 (September 21, 1998) GPA 2008-01 (May 5, 2008) GPA 2004-04 (July 19, 2004) GPA 2000-09 (May 7, 2001) GPA 1998-01 (May 4, 1998) EXHIBIT A 75A-22 yy?? 8 G N Z C = QQ = ? t Q ° C U) M $ o ?o yhy a° J + oa ®oo goo _R? R a c R J N a t x W z z i? < z < z O V 75A-23 G N fV O G O O C -??+ oo?-^?i ?? of O i sum aocQ W i Z _ a >c`nLL ?.S ? lfi qq?EgE@ tic 2pL0 ? ?iM u ? ? < Z 4 < Z Z < Z O 75A-24 LAND USE ELEMENT Residential The Land Use Plan provides for three distinct residential land use designations. Residential development is also permitted in two other designations: District Center and Urban Neighborhood. The Santa Ana Land Use Plan includes the following residential land use designations: The Low Density Residential (LR-7) designation applies to those areas of the City which are developed with lower density residential land uses. The allowable maximum development intensity is 7 units per acre. Development in this category is characterized primarily by single-family homes. This designation applies to a large proportion of the City (6,464.6 acres) representing 47 percent of the City's total land area. The Low-Medium Density Residential (LMR-11) designation applies to those sections of the City which are developed with residential uses at permitted densities of up to 11 units per acre. The land area included in this designation is approximately 433.7 acres. The great majority of the land designated as Low-Medium Density Residential is located in the westerly portion of the City, north and south of First Street. Properties with this designation are typically characterized by mobile home parks, a mixture of duplexes and single family residences, or small lot subdivisions. The Medium Density Residential (MR-15) designation applies to those sections of the City which are developed with residential uses at densities of up to 15 units per acre. Development in this designation is characterized by duplexes, apartments, or a combination of both. A total of 385.3 acres is designated as Medium Density Residential. The designation applies to areas located in the vicinity of downtown, areas north and south of MacArthur Boulevard, and in other areas where there are established multiple-family development projects. CITY OF SANTA ANA GENERAL FLAN A-19 75A-25 LAND USE ELEMENT Industrial The Industrial designation applies to those areas developed with manufacturing and industrial uses. The designation applies to areas which are predominantly industrial in character, and includes those industrial districts in the southwestern, south central and southeastern sections of the City. A total of 2,188.2 acres of land in the City is designated as Industrial. The maximum floor area ratio for this designation is 0.45. The Industrial districts of the City are vital to its economic health. These areas provide employment opportunities for local residents, and generate municipal revenues for continued economic development. As one of the County's oldest cities, Santa Ana has long been an industrial center for the region. The City's goal is to maintain this strong industrial base by setting land use policies which preclude the intrusion of less intensive commercial or residential uses. Typical uses found in this district include the following: ¦ Light and heavy product manufacturing and assembly. ¦ Commercial uses which are ancillary to industrial uses in the district. Institutional The Institutional designation includes the Civic Center, other governmental facilities, City facilities and public institutions such as schools, etc. Only public properties of approximately five acres or more are designated as Institutional. The maximum applicable floor area ratio standard for this designation is 0.5. The 0.5 FAR is used as a guideline since most development in this designation are State, federal, and local governmental facilities that are not subject to local development regulations. A total of 796.3 acres of land is included in this designation. Open Space The Open Space designation is applied to parks, water channels, cemeteries and other open space uses. A total of 1,019.2 acres are included in this land use designation. Of this total, 359.4 acres of public park land is included in this land use designation. A-24 CITY OF SANTA ANA GENERAL PLAN 75A-26 LAND USE ELEMENT Land Use Table A-4 Land Use Plan Build-out Intensity/ Acres Density Buildout Low Density Residential Low Medium Density Residential LR-7 LMR-11 6,464.6 7 du/ac 433.7 11 du/ac 45,252 du 4,771 du Medium Density Residential MR-15 385.3 15 du/ac 5,779 du Subtotal 7,283.4 89,448 du' 55,802 du' District Center Downtown DC 62.5 FAR 3.0 2,057,824 sf 1,661 du 2,057,824 sf 1,661 du Metro East DC 98.3 FAR 3.0 _ 3,245,185 sf 5,551 du 3,245,185 sf 5,551 du Transit Village DC 51.4 FAR 5.0 402,864 sf 2,761 du 402,864 S 2,761 du Other' DC 301.2 FA90 R du /ac:0 11,808,950 sf 2,710 du 23,617,901 s 2,710 du Urban Neighborhood UN 148.1 FAR 0.5-1.5 724,249 sf 2,177 du 724,249 s 2,177 du Subtotal 658.4 18,239,072 sf 14,860 du 30,048,0231 s 14,860 du Professional & Admin. Office PAO 633.0 FAR 0.5-1.0 13,787,219 sf 27,574,438 sf General Commercial GC 1,071.6 FAR 0.5-1.0 23,338,795 sf 46,677,589 sf One Broadway Plaza District Ctr3 OBPDC 4.3 FAR 2.9 543,193 sf 543,193 sf Subtotal Industrial Industrial IND 1,709.9 2,188.2 FAR 0.45 37,669,207 sf 42,892,704 sf 74,795,221 sf 42,892,704 sf Institutional5 INS 796.3 FAR 0.2-0.5 6,937,758 sf 17,344,394 sf Open Space OS 1,019.2 FAR 0.2 8,879,270 sf 8,879,270 Subtotal 1,815.5 15,817,028 sf 26,223,665 si FAR=floor area ratio; d.u.=dwelling unit; s.f.=square feet (of floor area). Acreage shown in table does not include roads in right-of-way. 1 Effective capacity for non-residential development assumes development possible under the lower range of FAR intensity standards with the exception of the Metro East District Center, Transit Village District Center, Downtown District Center, and Urban Neighborhood areas. The Metro East District Center, Transit Village District Center, Downtown District Center, and Urban Neighborhood areas allow a range of intensity for mixture of residential and non-residential development based on the zoning development standards. Residential effective capacity was calculated by adding the 14,860 units possible in the District Center and Urban Neighborhood with the existing 74,588 (Census 2000) housing units. 2 Land use designation permits both residential and non-residential development. Build-out assumes 90% of land area will be developed as commercial and 10% will be developed as residential. 3 Land use designation permits high intensity office development with ancillary retail use. This table has been revised to correspond with the GIS Land Use Map illustrated in Exhibit 2. CITY OF SANTA ANA GENERAL PLAN A-35 a? 75A-27 75A-28 ORDINANCE NO. NS-XXXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ZONING THE PROPERTY LOCATED AT 300 EAST MCFADDEN AVENUE FROM SINGLE-FAMILY RESIDENCE (R1) TO OPEN SPACE LAND (O) (AA 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 Applicant is requesting adoption and approval of Amendment Application No. 2012-01 and General Plan Amendment No. 2012-01 to allow a new 1.4 acre public park site at 300 East McFadden Avenue. B. On September 10, 2012, the Planning Commission held a duly noticed public hearing and voted to recommend that the City Council: Adopt an ordinance approving Amendment Application No. 2012-01. 2. Adopt a resolution approving General Plan Amendment No. 2012-01. C. Amendment Application No. 2012-01 came before the City Council of the City of Santa Ana for a duly noticed public hearing on October 1, 2012, to consider all testimony, written and oral. D. Amendment Application No. 2012-01 has been filed with the City of Santa Ana to zone the property located at 300 East McFadden Avenue from Single-Family Residence (R1) to Open Space Land (O). E. The proposed project area is currently within the Single Family Residence (R1) zoning district, which does not identify permanent park open space as a permitted use. The proposed amendment application (zone change) is needed to change the zoning for the 1.4 acre site from Single-Family Residence (R1) to Open Space Land (O) to facilitate construction of a public park to serve the surrounding community. F. The creation of additional public open space or park land implements the City's General Plan Parks, Recreation and Open Space Element goal to "provide sufficient open space to meet the recreational and aesthetic needs of the community." The Land Use Element establishes the City goal to "promote a balance of land uses to address basic community needs", and 75A-29 Policy 1.7 to "support open space in underserved area" like the project area. The change to an Open Space land use designation will provide an additional 60,984 square feet, or 1.4 acres, towards public parkland, helping the City towards achieving its goal of a minimum two acres of public parkland per 1,000 residents. The proposed park design will also support the policies and programs in the Conservation Element to encourage water conservation and the use of drought resistant landscape. G. The City Council has weighed and balanced the general plan's policies and has determined that based upon this balancing that the project at 300 East McFadden Avenue is consistent with the purpose of the general plan. H. The City Council also adopts as findings all facts presented in the Request for Council Action dated October 1, 2012, accompanying this matter. For these reasons, and each of them, Amendment Application 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. General Plan Amendment No. 2012-01 also came before the City Council on October 1, 2012. This ordinance incorporates by reference, as though fully set forth herein, the General Plan Amendment in support of this ordinance and the findings made herein. Section 2. The real property located at 300 East McFadden Avenue is hereby zoned from Single-Family Residence (R1) to Open Space Land (O). (AA No. 2012-01) The amended zoning map showing the above described change in use district designation is hereby approved and attached hereto as Exhibit "A" and incorporated by this reference as though fully set forth herein. This decision is based upon the evidence submitted at the above said hearing, which includes but is not limited to: the Request for Council Action dated October 1, 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. 75A-30 ADOPTED this day of , 2012. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: Ryan O. Hodge Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN NOT PRESENT Councilmembers Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached 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-31 T? FIRE 6T _? 7 LANI?E S' D k ' NO 6T g T .1 2ND ST 1ST soul j2L-'ikl CHESTNUT AV Y SECTIONAL DISTRICT MAP 18-5-9 SCALE IN FEET • ADOPTED BY THE SANTAANA CITY COUNCIL, OCTOBER 20 1958 BY ORDINANCE NS-350 0 1 o 0 a , ? F O T q G ?p( E 310 00 alum L gTAA RE Al GENERAL AGRICULTURAL C-SM SOUTH MAIN STREET COMMERCIAL DISTRICT PD PLANNED DEVELOPMENT -B PARKING MODIFICATION -F FLOOR AREA RATIO PRO PLANNED RESIDENTIAL DEVELOPMENT THS MAP IS THE OFFICIAL SECTIONAL Cl COMMUNITY COMMERCIAL GC GOVERNMENT CENTER R1 SINGLE-FAMILY RESIDENCE DISTRICT APOF CTYSANTAANA. TR o 1-MD OMMUNITY COMMERCIAL-MUSEUM DISTRICT I IGHT INDUSTRIAL 2 WO-FAMILY RESIDENCE 2EDY S B AS S C lITY'TY COUNCIL AUTHORI2E0 NCIL RESOLUTION NO. 7A-163, DATED 11-19.74.1 C2 GENERAL COMMERCIAL M2 HEAVY INDUSTRIAL R3 MULTIPLE-FAMILY RESIDENCE HEREBY ATTEST THAT THIS MAP IS A TRUE COPY OF THE ORIGINAL SECTIONAL DISTRICT C3 CENTRAL BUSINESS MO MILITARY OPERATIONS R4 SUBURBAN APARTMENT MAP NO. 183.9. C3-A CENTRAL BUSINESSARTISTS' VILLAGE O OPEN SPACE RE RESIDENTIAL ESTATE sl9?.e C4 PLANNED SHOPPING CENTER -OZ OVERLAYZONE SO SPECIFIC DEVELOPMENT 3AY TREVINO C5 ARTERIAL COMMERCIAL P PROFESSIONAL SP SPECIFIC PLAN EXECUTIVE DIRECTOR PLANNING a ESLLOING AGENCY CR COMMERCIAL RESIDENTIAL PCD PLANNED COMMUNITY DEVELOPMENT Cear -D.I. US, 9.2007 RES. I AA. I ANX. NO. OND.I RES. NO. ADOPTED DATE RES.IAA.IANX. NO. ORD. I RES. NO. ADOPTED DATE RES_ IAA.IANX.N0. 5480 5483 5522 5556 1 -1 5893 5916 71-38 6044 1 -1 AAS21 AA830 AA849 AAS 6 1 - MIM5 M102] M1029 M1040 M1052 AA-12-0l ORD.IRES.NO. NS497 NS-500 NS-553 NS-591 NE0 S N6908 NS-1016 NS-1193 NE-1388 NS-150 NS-1531 NS-1589 N9-1622 NS-1589 NS-1960 NS-2014 NS-2036 NS-2136 NE-2139 NS - ADOPTEDDATE -1 2-2061 1-2 7-202 9-102 10469 516-70 5371 12-17-73 fO-17-T/ 10.1579 62-80 7001 2- t-82 2-I SB5 61608 7-17-89 11-20.89 8-191 8-1b91 PREPARED BY THE PLANNING DIVISION - CITY OF SANTA ANA, CALIFORNIA 75A-32 EXHIBIT A REVISED J1