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HomeMy WebLinkAbout FULL PACKET_2015-12-15MINUTES OF THE REGULAR MEETING OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA DECEMBER 1, 2015 CLOSED SESSION MEETING CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA 5:12 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor (5:51 p.m.) VINCENT F. SARMIENTO, Mayor Pro Tem ANGELICA AMEZCUA P. DAVID BENAVIDES (5:35 p.m.) MICHELE MARTINEZ ROMAN A. REYNA SAL TINAJERO (5:13 p.m.) COUNCILMEMBERS Absent: NONE STAFF Present: DAVID CAVAZOS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council PUBLIC COMMENTS — None COUNCIL RECESSED to Room 147 for Closed Session discussion at 5:12 p.m. CLOSED SESSION ITEMS - The Brown Act permits legislative bodies to discuss certain matters without members of the public present. The City Council finds, based on advice from the City Attorney, that discussion in open session of the following matters will prejudice the position of the City in existing and anticipated litigation: 1. CONFERENCE WITH LEGAL COUNSEL -- EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: Benny Rodriquez vs City of Santa Ana, WCAB Number (ANA) ADJ8762558 CITY COUNCIL MINUTES 1 DECEMBER 1, 2015 1 0A -1 Travis Mock, et al. v. City of Santa Ana, United States District Court Case Numbers SACV14 -00589 CAS (FFMx) and SACV14 -00766 AG (RNBx) 2. CONFERENCE WITH LABOR NEGOTIATOR pursuant to Government Code Section 54957.6(a): Agency Negotiators: Personnel Services Executive Director, Ed Raya Employee Organizations: Service Employees' International Union (SEIU) Part -time Civil Service Employees Agency Negotiator: City Manager, David Cavazos Employee Organizations: Executive Management (EM) 3. PUBLIC EMPLOYEE - PERFORMANCE EVALUATION pursuant to Section 54957(b)(1) of the Government Code: Title: Clerk of the Council CLOSED SESSION REPORT - See Item 19A for any reportable actions. ADJOURNED THE CLOSED SESSION MEETING AT 6:04 P.M. AND CONVENED TO THE REGULAR OPEN MEETING. CITY COUNCIL MINUTES 2 DECEMBER 1, 2015 1 0A -2 REGULAR OPEN MEETING CALLED TO ORDER COUNCIL CHAMBER 22 CIVIC CENTER PLAZA SANTA ANA, CA 6:06 P.M. ATTENDANCE COUNCILMEMBERS Present: MIGUEL A. PULIDO, Mayor VINCENT F. SARMIENTO, Mayor Pro Tern ANGELICA AMEZCUA P. DAVID BENAVIDES MICHELE MARTINEZ ROMAN A. REYNA SAL TINAJERO PLEDGE OF ALLEGIANCE INVOCATION PRESENTATIONS COUNCILMEMBERS Absent: NONE STAFF Present: DAVID CAVAZOS, City Manager SONIA R. CARVALHO, City Attorney MARIA D. HUIZAR, Clerk of the Council NATALIE OLIVAREZ, ADVANCED LEARNING ACADEMY JERRY HILL, POLICE CHAPLAIN EXCEPTIONAL SERVICE AWARD presented by MAYOR PULIDO to Father Jerome Karcher and Larry Haynes for their devotion to serve the homeless and other constituency groups in Santa Ana and Orange County at large. CERTIFICATE OF RECOGNITION presented by MAYOR PULIDO to the Mercy House in recognition of their 25th Anniversary. CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER BENAVIDES to Willard Intermediate School and New Hope Presbyterian Church in recognition of their collaborative effort with the Hope Alive music program. CITY COUNCIL MINUTES 3 DECEMBER 1, 2015 1 0A -3 CERTIFICATES OF RECOGNITION presented by COUNCILMEMBER REYNA to the following senior volunteers for donating their time at the Southwest Senior Center: Esther Berber; Paulina Bracamontes; Juan Campos; Monica Cannon; Eva Carbral; Yolanda Cardenas; Meko Collins; Angela Cruz; Maria Franco; Ruth Garcia; Gracial Hernandez; Sara Isaguirre; Rocio Lopez; Thelma Lopez; Zenaida Lopez; Elena Marquez; Mario Martinez; Alba Moran; Maria Munguia; Irene Palomo; Lourdes Peterson; Alice Ramirez; Adriana Salazar; Narciso Salce; Rebeca Salce; Roberto Serna; Arturo Serrano; Aurora Serrano; David Texeira; Catalina Velvarde; Fabiola Verduzco; Martha Villareal; Maxine Walker. CLOSED SESSION REPORT - See Agenda Item 19A for Closed Session Report. PUBLIC COMMENTS • Rosalia Vargas, representing Latino Health Access, spoke on Agenda Item 25C, submitted letter for the record on recommendations on the Downtown Wayfinding Plan. • Madeleine Spencer, spoke on Agenda Item 25C, requested matter be continued to allow residents to meet with staff and review proposal and include funding for Calle Cuatro Wayfinding; need to have infrastructure to bring community together to address similar projects in the future. • Sam Romero, commented that some Downtown businesses concerned with branding of East End with no public input. • Ilya Tseglin, spoke on Agenda Items 25E and 25H, commented on cumbersome process to file police report regarding abuse of his son; support legal services for public benefit. • Robert Tseglin, spoke on Agenda Items 25E and 25H, opined that police department should enforce the law and properly investigate complaints. CONSENT CALENDAR ITEMS MOTION: Approve staff recommendations on Consent Calendar Items 10A through 31 B, with the following modifications: • Councilmember Martinez pulled Agenda Items 25C and 25D for separate action. MOTION: Tinajero SECOND: Sarmiento VOTE: AYES: Amezcua, Benavides, Pulido, Martinez, Reyna, Sarmiento, Tinajero (7) NOES: None (0) ABSTAIN: None (0) CITY COUNCIL MINUTES 4 DECEMBER 1, 2015 1 0A -4 Items MINUTES iffiffl, ABSENT: None (0) rate action or modified are highlighted. Separate actions Items without votes are adopted as part of the consent ADMINISTRATIVE MATTERS MINUTES FROM THE REGULAR MEETING OF NOVEMBER 17, 2015 {STRATEGIC PLAN NO. 5, 11 — Clerk of the Council Office MOTION: Approve minutes. BOARDS / COMMISSIONS / COMMITTEES 13A. COUNCIL COMMITTEES — AGENDA AND MINUTES (STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office MOTION: Receive and file. NAME MEETING DATE Code of Conduct and Ethics (Cancellation) 11/19/2015 MISCELLANEOUS ADMINISTRATION 19A. CONFIRMATION OF CLOSED SESSION ACTION(S) — City Attorney's Office MOTION: Approve, as follow: 1. CONFERENCE WITH LEGAL COUNSEL -- EXISTING LITIGATION pursuant to Paragraph (1) of subdivision (d) of Section 54956.9 of the Government Code: • Benny Rodriguez vs City of Santa Ana, WCAB Number (ANA) ADJ8762558; Settlement Agreement in the amount of $130,000 approved by a 5 -0 vote (Pulido and Benavides absent). • Travis Mock, et al. v. City of Santa Ana, United States District Court Case Numbers SACV14 -00589 CAS (FFMx) and SACV14 -00766 CITY COUNCIL MINUTES 5 DECEMBER 1, 2015 1 0A -5 AG (RNBx); Staff direction provided and approved by 5 -0 -1 vote (Sarmiento abstained and Benavides absent). 2. PUBLIC EMPLOYEE - PERFORMANCE EVALUATION pursuant to Section 54957(b)(1) of the Government Code: Clerk of the Council; Approved 5% Performance Merit Increase as provided for in contract and approved by 7 -0 vote. 19B. EXCUSED ABSENCES — None 19C. PUBLIC WORKS AGENCY STATUS OF PROJECTS - MONTHLY CAPITAL IMPROVEMENT PROGRAM EXECUTIVE REPORT FOR NOVEMBER 2015 {STRATEGIC PLAN NO. 5, 11 - Public Works Agency MOTION: Receive and file. 19D. PARK RANGER PROGRAM UPDATE {STRATEGIC PLAN NO. 1, 1} - Police Department MOTION: Receive and file. 19E. DESTRUCTION OF OBSOLETE CITY RECORDS - {STRATEGIC PLAN NO. 5, 1) — Clerk of the Council MOTION: Approve the requests for the destruction of obsolete records from various City departments in accordance with the retention schedule outlined in City Council Resolution 2013 -014. The Citywide Records Retention Schedule has specific retention periods for many City documents. The Schedule is modeled after the California Secretary of State's sample for local government and incorporates other statutory periods applicable to Santa Ana. These are minimum retention periods. Each department makes discretionary decisions on whether to retain records past the minimum requirements. BUDGETARY MATTERS APPROPRIATION ADJUSTMENTS 20A. APPROPRIATION ADJUSTMENT AND AGREEMENT - PURCHASE AND INSTALLATION OF A MODULAR BUILDING AT THE SANTA ANA CITY COUNCIL MINUTES 6 DECEMBER 1, 2015 1 0A -6 ZOO {STRATEGIC PLAN NO. 2, 2E) - Parks, Recreation & Community Services Agency MOTION: 1. Approve an appropriation adjustment. (Requires five affirmative votes) APPROPRIATION ADJUSTMENT NO. 2016 -064 - Recognizing Park Acquisition and Development revenue from prior years in account and appropriate funds to the Parks, Recreation and Community Services Agency Acquisition and Development — Building Improvements account. 2. AGMT NO. 2015 -259 - Authorize the City Manager and Clerk of the Council to execute an agreement with Modular Building Concepts, Inc. in an amount of $186,000, which includes a 10% contingency, for a term dependent on acceptance of the project via "Notice of Completion ", subject to non - substantive changes approved by the City Manager and the City Attorney. SPECIFICATIONS — PURCHASE OF EQUIPMENT AND SERVICES 22A. SPEC. NO. 15 -098 — FIRE STATION #72 ROOF REPLACEMENT {STRATEGIC PLAN NOS. 1; 6, 1G, 2A} (Community Development Agency) - Finance & Management Services MOTION: Authorize a one -time purchase and payment of purchase order to TECTA America to install replacement roofing for Fire Station #72 in an amount not to exceed $82,950, subject to non - substantive changes approved by the City Manager and City Attorney. 22B. SPEC NO. 15 -093 - CORPORATE YARD ROOF RESTORATION - SURPLUS ALLOCATION FUNDING {STRATEGIC PLAN NO. 6: 1G, 2A} - Finance & Management Services MOTION: Authorize a one -time purchase and payment of purchase order to Best Contracting for roof restoration on Corporate Yard buildings in an amount not to exceed $525,000, subject to non - substantive changes approved by the City Manager and City Attorney. Project is in accordance with the Council approved Surplus Allocation Plan dated October 20, 2015: Department — Finance; Project - Corporate Yard Roof Restoration & Facility Renovations; Category - Facilities /Assets; Total Funding - $650,000. CITY COUNCIL MINUTES 7 DECEMBER 1, 2015 1 0A -7 PROJECTS /CHANGE ORDERS 23A. INCREASE SCOPE OF CONTRACT FOR RESIDENTIAL STREET REPAIR (PROJECTS 14 -7516 & 15 -7514) {STRATEGIC PLAN NOS. 6, 1 B & 1 G) - Public Works Agency and Community Development Agency MOTION: Approve an increase of $200,000 to the Excel Paving Company construction contract for the Residential Street Repair Project, Fiscal Years 2013 -2014 and 2014 -2015, to cover additions to the Scope of Work required to mitigate unforeseen conditions in concrete streets. 23B. AWARD CONTRACT FOR CONSTRUCTION OF NEW TRAFFIC SIGNAL ON NEWHOPE STREET AT CAMILLE STREET AND TRAFFIC SIGNAL MODIFICATION ON SEGERSTROM AVENUE AT BEAR STREET (PROJECTS: 14 -6799 & 14 -6800) (STRATEGIC PLAN NO. 6, 1B & 1G) - Public Works Agency MOTION: 1. Award a contract to PTM General Engineering Services Inc., the lowest responsible bidder, in accordance with the bid in the amount of $373,973.00, and authorize the City Manager and Clerk of the Council to execute a contract, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Approve the Project Cost Analysis for a total estimated project delivery cost of $504,863.60. 3. Authorize the City Manager to execute change orders in an amount not to exceed the total authorized contingency of $74,794.60. 23C. AWARD CONTRACT FOR CONSTRUCTION OF MORRISON PARK PARKING LOT IMPROVEMENTS (PROJECT NO. 15 -6456) {STRATEGIC PLAN NO. 6, 1 B} - Public Works Agency MOTION: 1. Award a contract to Roadway Engineering & Contracting Inc., the lowest responsible bidder, in accordance with the bid in the amount of $171,306.00, and authorize the City Manager and Clerk of the Council to execute a contract, subject to non - substantive changes approved by the City Manager and City Attorney. CITY COUNCIL MINUTES 8 DECEMBER 1, 2015 1 0A -8 2. Approve the Project Cost Analysis for a total estimated project delivery cost of $248,393.80. 3. Authorize the City Manager to execute change orders in an amount not to exceed the total authorized contingency of $51,391.80. AGREEMENTS 25A. HISTORIC PROPERTY PRESERVATION AGREEMENTS {STRATEGIC PLAN NOS. 5, 2; 5, 31 - Planning and Building Agency MOTION: Authorize the City Manager and Clerk of the Council to execute the attached Mills Act agreements with the below - referenced property owners for the identified structures, subject to non - substantive changes approved by the City Manager and City Attorney. Agmt. No. Property Owner(s) 1. 2015 -260 2. 2015 -261 3. 2015 -262 Histor Address/ is House Prope rty Pres. Agmt. No. Michelle 2014 - Gullion 46 Masami & 2015 - Machiko 07 Koyama 11/5/15 Peter & Victoria Henson 2015- 14 4. 2015 -263 Xiao Yue Wei 2015- 15 5. 2015 -264 Harvey & 2015 - Andrea Marco 16 C 7 2015 -265 Victoria 2015 - Bernstein 17 2015 -266 James Simon 2015- Recommended Approval Date/ Vote by HRC 2713 N. 11/5/15 Lowell Ln. 9:0 (Hensley & Kay House) 2612 N. 11/5/15 Flower St. 9:0 (Roehm House) 537 W. Santa 11/5/15 Clara Ave. 9:0 (Moore House) 930S. 11/5/15 Broadway 9:0 (Hewitt House) 1023 N. Olive 11/5/15 St. 9:0 (Richardson House) 528 W. Santa 11/5/15 Clara Ave. 9:0 (Russell House) 2502 N. 11/5/15 CITY COUNCIL MINUTES 9 DECEMBER 1, 2015 1 0A -9 Agmt. No. Property Owner(s) Histor is Prope rty Pres. Agmt. No. Address/ House Recommended Approval Date/ Vote by HRC 18 French St. 9:0 (Brown House) 8. 2015 -267 Alejandro 2015- 2204 N. Ross 11/5115 Martinez & 19 St. 9:0 Summer (King House) Taylor 9. 2015 -268 Patrick & 2015- 2436 N. 11/5/15 Lisha Flavin 20 Riverside Dr. 9:0 (Ault House) 10. 2015 -269 Jaco & 2015- 1810 N. 1115/15 Amanda 21 Greenleaf St. 9:0 Broekhuizen (Greenwalk Casazza House) 11. 2015 -270 Lee & Leeta 2015- 2002 N. 11/5/15 Wilhite 22 Victoria Dr. 9:0 (Park /St. Jaques House) 12. 2015 -271 Reginald 2015- 1308 N. 11/5/15 Durant & Lori 23 Baker St. 9:0 Whalen (Axeworthy House) 13. 2015 -272 Ashley 2015- 2421 N. 11/5/15 Phillips & 24 Heliotrope Dr. 8:0 (McLoughlin Brandon (Reid House) abstained) Blanke 14. 2015 -273 Marty 2015- 1816 N. Ross 11/5/15 McNamara/ 25 St. 9:0 McNamara (Cope House) Family Trust 15. 2015 -274 Joseph Gerda 2015- 2215 N. Ross 11/5/15 Jr. & Kim 26 St. 9:0 Payne (Spruance House) 25B. AGMT NO. 2015 -275 - SECONDARY INTERNET INFRASTRUCTURE AND ACCESS SERVICES {STRATEGIC PLAN NO.7,2D) - Finance & Management Services MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Time Warner Cable Business Class, for internet access services as a means to provide a secondary, high- CITY COUNCIL MINUTES 10 DECEMBER 1, 2015 ffly [f: availability backup internet access service for a term of one -year, December 1, 2015 to November 30, 2016, in an amount not to exceed $24,816, subject to non - substantive changes approved by the City Manager and City Attorney. 25C. AGMT NO. 2015 -276 - FABRICATION AND INSTALLATION OF DOWNTOWN WAYFINDING SIGNAGE {STRATEGIC PLAN NO. 3,4A) - Community Development Agency and Public Works Agency Councilmember Martinez, noted for the record that item had been discussed at the Development and Transportation Council Committee; community has had opportunity to review issue before City Council consideration. Community Development Agency Executive Director Kelly Reenders provided following presentation: October 2009 Agreement with RTKL to develop wayfinding sign program December 2010 Completed recommended wayfinding sign program. No funding available to fabricate and install. Project stalled September 2014 Adopted 5 -year Strategic Plan which identified Strategy for improved wayfinding (Strategy 3.4a. Funding allocated to finish 2009 Plan. April 2015 Agreement with RTKL to complete and refresh wayfinding sign program CITY COUNCIL MINUTES 11 DECEMBER 1, 2015 1 0A -11 April 2015 Community forum with Downtown Stakeholders (LHA, SABC, DTI) May 2015 Update reports to Finance, September 2015 Economic Development and Technology (FEDT) Council Committee September 2015 December 2015 January-June 2016 In collaboration with Public Works, released bidding document and received 3 bids for the fabrication and installation of signage Item taken to City Council for approval Anticipated timeline for fabrication and installation of signage RTKL Wayfinding Recommendations 1. Stronger Directional System Sgnage necessary to create cohesive link between all districts and parking 2. Creation of District Brand Establish stronger district boundaries and differentiation 3. Gateway Signage • Establish Downtown entry point signage RTKL Wayfinding Recommendations Survey Results (Visitors, Businesses, Workers) • Finding parking is challenging. Need better signage to guide to parking lots and structures • Need Gateway element for arrivals in Downtown • Businesses and visitors are very interested in District designations. (Out of 25 businesses surveyed, 23 said District designations are important to their business) • Better pedestrian signage CITY COUNCIL MINUTES 12 DECEMBER 1, 2015 1 0A -12 Community Feedback 1. Parking Signage is a Top Priority 2. Need to Recognize Calle Cuatro, East End and West End to Enhance Districting 3. Need Focus on Pedestrian Signage i COW,kOMap g tlN6 pS cme..ar oo-ammnei r4 orswm..w I rcnwrs mw n aivs M CITY COUNCIL MINUTES 13 DECEMBER 1, 2015 1 0A -13 Sgyryp<.: Pul�Oreal.W .fe <aWOAUe aya_rynu Councilmember Martinez, noted that some members of the community were concerned about the designations such as museum designation district and east end and west end pedestrian signs; is City Council symbolically approving the designation by approving proposed action? branding should be considered soon; requested pedestrian signs for Calle Cuatro Plaza. Executive Director Reender noted that City Council has opportunity to add more pedestrian and vehicular signs — is beginning start of signs. Councilmember Martinez note that City Council make a commitment to Wellness Corridor - need to include pedestrian markers. City Manager Cavazos, noted that Calle Cuatro designation available with surplus funding in the amount of $25,000. Councilmember Benavides, opined that signs need to make it as easy as possible to park and use signs as point of reference, identify historical sites and significant assets in our community. Councilmember Amezcua, commented that branding to be considered separately. Mayor Pro Tern Sarmiento, asked if this was practical approach to navigating the Downtown; concerned that signs appear to identify districts - should be directional only; need to keep signs subtle and generic. Councilmember Reyna, indicated that streetcar project coming and wayfinding signs are timely. Councilmember Martinez, requested consideration of a friendly amendment to the motion to remove Museum, East End and West End CITY COUNCIL MINUTES 14 DECEMBER 1, 2015 1 OA -14 25D. District signs and consider at a later time; move forward with Plaza Calle Cuatro pedestrian marker. Councilmember Tinajero, need to keep history and balance in wayfinding signs; motion to approve staff recommendation. Councilmember Benavides, seconded motion and added that concept of wellness district important to capture. MOTION: 1. Authorize the City Manager and Clerk of the Council to execute an agreement with AD /S Companies for an amount not to exceed $321,000, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Approve the Cost Analysis for a total estimated project delivery cost of $472,480. MOTION: Tinajero SECOND: Benavides VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Tinajero, Sarmiento (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) Councilmember Martinez, thanked Police Chief and staff for commitment to enhance security. MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Siemens, Inc. for Professional Services (to include procurement and installation) of the City's Video Security System Enhancements in the Historic Downtown District, and Santa Ana Police Detention Facility, for the period December 2, 2015 through November 30, 2016, in an amount not to exceed $1,377,493 plus a 10% contingency ($137,750) for a total amount not to exceed $1,515,243, subject to non - substantive changes approved by the City Manager and City Attorney. CITY COUNCIL MINUTES 15 DECEMBER 1, 2015 1 0A -15 MOTION: Martinez SECOND: Benavides VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Tinajero, Sarmiento (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) 25E. AGMT NO. 2015 -278 - ONLINE POLICE REPORT SYSTEM {STRATEGIC PLAN NO. 1, 3A} - Police Department MOTION: Authorize the City Manager and the Clerk of the Council to execute a three -year agreement with Coplogic, Inc. for the period of November 12, 2014 to November 11, 2017 for $17,063 a year, for a three year total of $51,189, plus a $5,000 contingency for a total amount not to exceed $56,189, subject to non - substantive changes by the City Manager and City Attorney. 25F. AGMT NO. 2015 -279 - ANNUAL SOFTWARE MAINTENANCE AND SUPPORT FOR AUTOMATIC VEHICLE LOCATION SYSTEM {STRATEGIC PLAN NO. 1, 5A} - Police Department MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with GeoSpatial Technologies, Inc., for the period of December 16, 2015 through December 15, 2016, with two - one year options in an amount not to exceed $20,898 plus a $5,000 contingency for a total amount not to exceed $25,898, subject to non - substantive changes approved by the City Manager and City Attorney. 25G. AGMT NO. 2015 -280 - DONATION AGREEMENT WITH CHARITABLE VENTURES OF ORANGE COUNTY {STRATEGIC PLAN NO. 5, 41 - City Manager's Office MOTION: Authorize the City Manager and Clerk of the Council to execute an agreement with Charitable Ventures of Orange County for a one -time donation amount of $1,000, subject to non - substantive changes approved by the City Manager and the City Attorney. CITY COUNCIL MINUTES 16 DECEMBER 1, 2015 1 0A -16 25H. AGMT NO. 2015 -281 - SPECIAL LEGAL COUNSEL SERVICES — CONFLICT COUNSEL ON TORT DEFENSE CASES {STRATEGIC PLAN NO. 7, 3B} — City Attorney's Office MOTION: Authorize the City Manager and the Clerk of the Council to execute a three -year agreement, expiring December 1, 2018, with Jones & Mayer, a professional law corporation subject to non - substantive changes approved by the City Manager and City Attorney, for legal services at the specified rates, subject to non - substantive changes approved by the City Manager and City Attorney. LAND USE MATTERS CONDITIONAL USE PERM ITIVARIANCES 31 A. CONDITIONAL USE PERMIT NO. 2015 -21 TO ALLOW A TYPE 21 ALCOHOLIC BEVERAGE CONTROL LICENSE FOR DOLLAR GENERAL STORE LOCATED AT 1445 SOUTH MAIN STREET - STEVE RAWLINGS, APPLICANT {STRATEGIC PLAN NO. 3, 2) - Planning and Building Agency Planning Commission approved recommended action on November 9, 2015, by a vote of 6 -0 (Verino absent). MOTION: Receive and file the staff report approving Conditional Use Permit No. 2015 -21. 31 B. CONDITIONAL USE PERMIT NO. 2015 -18 AND VARIANCE NO. 2015- 09 TO ALLOW DRIVE - THROUGH WINDOW SERVICE AND A REDUCTION IN PARKING FOR TWO COMMERCIAL PADS AT 1330 EAST SEVENTEENTH STREET - VENTUREPOINT DEVELOPMENT, APPLICANT (STRATEGIC PLAN NO. 3, 2) - Planning and Building Agency Planning Commission approved recommended action on November 9, 2015, by a vote of 6 -0 (Verino absent). MOTION: Receive and file the staff report approving Conditional Use Permit No. 2015 -18 as conditioned and Variance No. 2015 -09 as conditioned. * *END OF CONSENT CALENDAR ** CITY COUNCIL MINUTES 17 DECEMBER 1, 2015 1 0A -17 BUSINESS CALENDAR ITEMS RESOLUTIONS 55A. ESTABLISH A HOTEL DEVELOPMENT INCENTIVE PROGRAM (STRATEGIC PLAN NO. 3, 3C) - Community Development Agency Matter continued for consideration 30 days from the November 3, 2015 City Council meeting by a vote of 7 -0. Continue consideration of item to the January 19, 2016 City Council meeting, at the request of staff. 55B. PROPOSED AMENDMENT TO CLASSIFICATION AND COMPENSATION PLAN PERTAINING TO NEW MINIMUM WAGE RATE {STRATEGIC PLAN NO. 1,1 AND 5,11 - Personnel Services Agency MOTION: Adopt a resolution. RESOLUTION NO. 2015 -066 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO AMEND RESOLUTION NO. 2015 -026 TO AMEND THE CITY'S BASIC CLASSIFICATION AND COMPENSATION PLAN TO PROVIDE PAY INCREASES FOR EIGHT PART TIME TITLES, TO ENSURE COMPLIANCE WITH STATE MINIMUM WAGE LAW, AND TO AMEND THE CITY'S BUDGET FOR FISCAL YEARS 2015 -2016 MOTION: Sarmiento SECOND: Amezcua VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Tinajero, Sarmiento (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) ADMINISTRATIVE MATTERS - BUSINESS 60A. APPOINT REPRESENTATIVE TO THE ORANGE COUNTY VECTOR CONTROL {STRATEGIC PLAN NO. 5, 1) - Clerk of the Council Office CITY COUNCIL MINUTES 18 DECEMBER 1, 2015 1 0A -18 Cecilia Aguinaga, highlighted accomplishments as appointed member of the Orange County Vector Control. Councilmember Reyna, requested matter be tabled to request applications from interested members of the community. Councilmember Martinez, clarified that regional board seats would show deference to the City Council, but this specific seat would be opened to the community. Mayor Pro Tern Sarmiento, thanked OC Vector Control board member Cecilia Aguinaga for service and asked that she continue to serve until position considered by the City Council. MOTION: Continue consideration of matter to the January 19, 2016 City Council meeting and open application process to seek interest from the community. MOTION: Reyna SECOND: Benavides VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Tinajero, Sarmiento (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) REPORTS 65A. CITY OF SANTA ANA GENERAL CREDIT ANALYSIS & POTENTIAL ECONOMIC UNCERTAINTY RESERVE FUNDING FOR SANTA ANA REGIONAL TRANSPORTATION CENTER (SARTC) SCHEDULE {STRATEGIC PLAN NO. 4, 2d) - City Manager's Office, Finance Management Services and Public Works Agency MOTION: Adopt the Credit Analysis Schedule as well as the timeline prior to taking action to fund the Santa Ana Regional Transportation Center improvements using Economic Uncertainty Reserve Funds. Staff will request specific action at a future City Council Meeting to make any changes necessary to the Economic Uncertainty Reserve Fund Policy if credit rating analysis is favorable. MOTION: Tinajero SECOND: Sarmiento VOTE: AYES: Amezcua, Benavides, Pulido, Reyna, Tinajero, CITY COUNCIL MINUTES 19 DECEMBER 1, 2015 1 0A -19 Sarmiento (6) NOES: Martinez (1) ABSTAIN: None (0) ABSENT: None (0) 65B. APPROVE THE BUDGET CALENDAR FOR FISCAL YEAR 2016 -17 {STRATEGIC PLAN NO. 4, 1) - Finance & Management Services MOTION: Approve the Budget Calendar for fiscal year 2016 -2017. MOTION: Martinez VOTE: AYES: NOES: ABSTAIN ABSENT: PUBLIC HEARING SECOND: Sarmiento Amezcua, Benavides, Martinez, Pulido, Reyna, Tinajero, Sarmiento (7) None (0) None (0) None (0) 75A. ORDINANCE AMENDING CHAPTER 39 OF THE MUNICIPAL CODE TO DEFINE SEWER LATERAL OWNERSHIP {STRATEGIC PLAN NO. 6, 1 B) - Public Works Agency Legal Notice published in The Notice (LASOC) on November 20, 2015. MOTTON: Place ordinance on first reading and authorize publication of title. ORDINANCE NO. NS -2887 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 39, ARTICLE III OF THE SANTA ANA MUNICIPAL CODE PERTAINING TO SEWER FACILITIES MOTION: Amezcua SECOND: Sarmiento VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Tinajero, Sarmiento (7) NOES: None (0) CITY COUNCIL MINUTES 20 DECEMBER 1, 2015 1 OA -20 ABSTAIN ABSENT: None (0) None (0) JOINT SESSION OF THE CITY COUNCIL AND HOUSING AUTHORITY 80A. AGMT NO. 2015 -282 - AMENDMENT TO JOSEPH HOUSE LOAN AGREEMENT AND AFFORDABLE HOUSING COVENANTS WITH MERCY HOUSE LIVING CENTERS, FORMERLY KNOWN AS MERCY HOUSE TRANSITIONAL LIVING CENTERS {STRATEGIC PLAN NO. 5, 31 (STRATEGIC PLAN NO. 5, 3) MOTION: Authorize the City Manager and the Clerk of the Council to execute an amendment to Joseph House loan agreement and affordable housing covenants with Mercy House Transitional Living Centers to include both transitional housing and permanent housing with supportive services for the Joseph House Project located at 210 E. 16th Street, subject to non - substantive changes approved by the City Manager and City Attorney. MOTION: Sarmiento SECOND: Martinez VOTE: AYES: Amezcua, Benavides, Martinez, Pulido, Reyna, Tinajero, Sarmiento (7) NOES: None (0) ABSTAIN: None (0) ABSENT: None (0) CITY COUNCIL RECESSED AT 7:33 P.M. TO THE HOUSING AUTHORITY MEETING AND RECONVENED THE CITY COUNCIL MEETING AT 7:34 P.M. WITH SAME MEMBERS PRESENT. COMMENTS 90A. CITY MANAGER'S COMMENTS • Reported that Orange County Fire Authority responded to large fire on November 28, 2015; handled with no injuries reported. CITY COUNCIL MINUTES 21 DECEMBER 1, 2015 1 OA -21 90B. CITY COUNCILMEMBER COMMENTS Councilmember Martinez: • Requested meeting be adjourned in memory of slain Police Officer Ricardo Galvez from City of Downey; • Reported that Southern California Association of Governments releasing the Draft 2016 -2040 Regional Transportation Plan /Sustainable Communities Strategy (2016 RTP /SCS) Plan; City to review and submit comments by early Spring; and • Reported attendance at NALEO Safety Infrastructure Summit in San Antonio; highlighted cyber security as it pertains to infrastructure. Councilmember Tinajero: • Commented on preparation efforts by the Orange County Sanitation District on the anticipated El Nino storms; • Commented on success of ESports Competition; scholarship opportunities are also available; • Congratulated Segestrom High School for having all Fall sports win the championships and advancing to playoffs; water polo won CIF championship; • Thanked elected officials and staff for the hard work and moving City forward; and • Remarked on recent boxing match by Miguel Coto and Canelo Alvarez; also, congratulated Ronny Rios for hometown win. Mayor Pro Tern Sarmiento: • Reported that he attended New Deal in Washington DC; need to leverage relationships on National boards to highlight City progress; and • Hope all had a nice Thanksgiving. Councilmember Amezcua: • Congratulated Councilmember Tinajero for receiving the Golden Bell recipient at California School Board Conference to inspiring students; and • Thanked Orange County Fire Authority for efforts on recent fire. Councilmember Reyna: • Urged all to conserve water; water wise in anticipation of El Nino and review home insurance policy; • Announced upcoming Tamale Competition to be held on December 12th; • Excited about ESports Arena in Santa Ana; first in North America; major upcoming industry; and • Urged all to shop in Santa Ana Councilmember Benavides: CITY COUNCIL MINUTES 22 1 OA -22 DECEMBER 1, 2015 • Asked all to sign up for MySantaAna application on phone to report graffiti; • Encouraged all to visit City's website and sign up to receive calendar and event announcements; • Tamale contest to be held at Plaza Navidena on December 12th- will include pinata, Santa Claus and other festivities; and • Asked all to support local economy by shopping local and in Santa Ana; Mayor Pulido: • Noted that Streetcar coming soon; asked staff to consider kiosk in Downtown with vision and to create excitement about the project; • Requested staff review dual flush toilets as a means to conserve water; and • Adjourned in Memory of Downey Police Officer Ricardo Galves and Jay Meehan. ADJOURNED - 8:00 p.m. - The next meeting of the City Council is scheduled for Tuesday, December 15, 2015 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 Downey Police Officer, Ricardo Galvez and James "Jay" Meehan Maria Huizar, Clerk of the Council FUTURE AGENDA ITEMS • Mater Dei High School Parking Structure Project • Community Engagement Plan • General Plan Update CITY COUNCIL MINUTES 23 DECEMBER 1, 2015 1 OA -23 1 OA -24 CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: ORDINANCE SECOND READING: AMENDING CHAPTER 39 OF THE MUNICIPAL CODE TO DEFINE SEWER LATERAL OWNERSHIP {STRATEGIC PLAN NO. 5, 1} CITY ANAGER Place ordinance on second reading and adopt. DISCUSSION 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 On December 1, 2015, the following Ordinance was introduced for first reading and City Council authorized publication of title by a vote of 7 -0: ORDINANCE NO. NS -2887 - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 39, ARTICLE III OF THE SANTA ANA MUNICIPAL CODE PERTAINING TO SEWER FACILITIES STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this action. Maria D. Huizar, Clerk of the Council ATTACHMENT: Ordinance No. NS -2887 11 A -1 11 A -2 (KCN 10119/15) ORDINANCE NO. NS -XXX AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA AMENDING CHAPTER 39, ARTICLE III OF THE SANTA ANA MUNICIPAL CODE PERTAINING TO SEWER FACILITIES 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. California Government Code Section 38900 grants authority to a "city legislative body" to "construct, establish, and maintain drains and sewers." However, the Government Code does not provide definitions for terms relating to sewer systems. B. The City owns and maintains a sewer collection system comprised of 390 miles of sewer main which collects and conveys sewage from over 45,000 sewer laterals. C. In 2001, the City adopted an Ordinance creating a sewer enterprise fund and sewer service charge; a portion of funds collected is used by City forces to repair or replace sewer laterals located in the public right of way. D. The City of Santa Ana Public Works Agency has historically provided information and guidance explaining that all sections of the sewer system located on private property and underneath public rights of way are the responsibility of the homeowner. E. The City Council has determined that formal codification of terms relating to sewer systems serves to clarify any potential confusion and provide clear guidance to homeowners in regards to ownership and responsibility for maintenance of sewer laterals. Section 2. The adoption of this ordinance is exempt from the California Environmental Quality Act and a Notice of Exemption will be filed if this ordinance is adopted. Exhibit 1 Ordinance No. NS -XXX Page 1 of 5 11 A -3 Section 3. Sections 39 -47 — 39 -50- Reserved. of the Santa Ana Municipal Code are hereby amended to read as follows (new language underlined, deleted language in strikeout for tracking purposes only): Secs. 39 -47 -39-50 39 -49. - Reserved. Section 4. Section 39 -50 is hereby deleted from Chapter 39, Article II of the Santa Ana Municipal Code and added to Chapter 39, Article III. Section 5. Section 39 -50 of the Santa Ana Municipal Code is hereby added such that it reads as follows: Section 39 -50. - Definitions. (a) SEWER MAIN means the main line sewer, used as a trunk line or major channel of passage for transporting sewage and waste constructed in a street highway, alley, place or right -or -way dedicated to public use. It shall not include sewer laterals or any portion of them. (b) SEWER LATERAL means that entire connecting sewer line running from sewer main to the private property line and extending to the structure to which it connects. (c) UPPER SEWER LATERAL means that portion of the sewer lateral that extends from the private property line to the structure to which it connects. (d) LOWER SEWER LATERAL means that portion of the sewer lateral that extends from the sewer main to the private property line. Section 6. Section 39 -50.1 of the Santa Ana Municipal Code is hereby added such that it reads as follows: Section 39 -50.1. - Ownership. The City shall in no way whatsoever be responsible for any damage to persons or property because of any leakage breakage or seepage from or accident or damage to, any sewer pipe or its appurtenances located on any private premises nor shall the City be responsible for or on account of any damage iniury or loss caused directly or indirectly by the existence on private premises of any sewer pipe or its appurtenances. A sewer lateral from its connection to a building on the property to its point of connection with the sewer main shall remain the responsibility of the property owner or user with regard to maintenance, repair and upkeep. All sewer laterals shall be maintained by the owner of the property or user served by such lateral in a safe and sanitary condition so that there is no seepage of waste at any point up Lo and including the junction of the sewer lateral and the sewer main and so that Ordinance No. NS -XXX Page 2 of 5 11 A -4 (KCN 10/19115) passage of waste throuqh the lateral to the sewer main is free from stopple and obstruction; all devices and safequards which are required by this chapter for the operation thereof shall be maintained in good working order. Section 7. Section 39 -50.2 of the Santa Ana Municipal Code is hereby added such that it reads as follows: Section 39 -50.2. — Repair by City Forces. (a) Repair and maintenance of all sewer mains dedicated to the City shall be the responsibility of the City's sewer enterprise (b) Except as provided herein repair and maintenance of all privately -owned sewer mains and all lateral lines equipment and appurtenances connected to the City sewer mains shall be the responsibility of the owner /user, and shall meet the requirements contained in Chapter 39 Article III of this Code. (c) The City's sewer enterprise may perform the repair and maintenance of all lower sewer lateral lines within the public right -of -way, at the discretion of the Director of Public Works and so long as funds are available in the sewer enterprise to perform said repair and in accordance with Resolution NS -2479. Section 8. 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 __ 2015 Miguel A. Pulido Mayor Ordinance No. NS -XXX Page 3 of 5 11 A -5 APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: �C Kyl . Nellesen De - ty City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Ordinance No. NS -XXX Page 4 of 5 11 A -6 (KCN 10/19/15) 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: Ordinance No. NS -XXX Page 5 of 5 Clerk of the Council City of Santa Ana 11 A -7 11 A -8 MONDAY, NOVEMBER 30, 2015 4:00 P.M. AGENDA CALL TO ORDER City Hall, Ross Annex, Room 1600 20 Civic Center Plaza, Santa Ana, California COMMITTEE MEMBERS: Sal Tinajero & Angelica Amezcua, Chair STAFF: David Cavazos, City Manager, Sonia Carvalho, City Attorney & Maria Huizar, Clerk of the Council PUBLIC COMMENTS - Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS APPROVE MINUTES OF THE OCTOBER 1, 2015 SPECIAL MEETING {STRATEGIC PLAN NO. 5, 1) REVIEW OPTIONS FOR CONSIDERATION REGARDING COUNCIL CONDUCT POLICY • Option #1 (status quo) - Utilizing the existing Code of Ethics and Conduct as well as current processes • Option #2 - Modeled after the City of Los Angeles censure procedures which is a simple process and not as elaborate as the City of San Jose (see attached) • Option #3 — Modeled after the City of San Jose which is an elaborate policy which provides detailed guiding principles, definitions, and process of investigation (see attached). aIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647 -5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for �s accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.1021 Santa Ana City Council Miguel A. Pulido, Vincent F. Sarmiento, Michele Martinez, Mayor Mayor Pro Tem, Ward 1 Ward NPUldofra samaana nm Vsannlen o(NSana an MMartlneztasan aan City Hall, 20 Civic Center Plaza Mayor & Council Telephone: 714- 647.6900 • A Angelica Amezcua, Ward 3 AAme .,CO,sa ana.oro P.O. Box 1988 }encla Item Inquirie 13A -1 P. David Benavides, Roman Reyna, Sal Tinajam, Ward Ward Ward DaenavldesloTSanaan RRevna(lsanUana om STlna erordsan a -anao s Santa Ana, California 92702 s: 714- 647.6520 • Website: www.santa- ana.ora ,� CITY OF SANTA ANA SPECIAL MEETING OF THE ` CODE OF CONDUCT AND ETHICS COUNCIL COMMITTEE MONDAY, NOVEMBER 30, 2015 4:00 P.M. AGENDA CALL TO ORDER City Hall, Ross Annex, Room 1600 20 Civic Center Plaza, Santa Ana, California COMMITTEE MEMBERS: Sal Tinajero & Angelica Amezcua, Chair STAFF: David Cavazos, City Manager, Sonia Carvalho, City Attorney & Maria Huizar, Clerk of the Council PUBLIC COMMENTS - Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS APPROVE MINUTES OF THE OCTOBER 1, 2015 SPECIAL MEETING {STRATEGIC PLAN NO. 5, 1) REVIEW OPTIONS FOR CONSIDERATION REGARDING COUNCIL CONDUCT POLICY • Option #1 (status quo) - Utilizing the existing Code of Ethics and Conduct as well as current processes • Option #2 - Modeled after the City of Los Angeles censure procedures which is a simple process and not as elaborate as the City of San Jose (see attached) • Option #3 — Modeled after the City of San Jose which is an elaborate policy which provides detailed guiding principles, definitions, and process of investigation (see attached). aIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647 -5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for �s accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.1021 Santa Ana City Council Miguel A. Pulido, Vincent F. Sarmiento, Michele Martinez, Mayor Mayor Pro Tem, Ward 1 Ward NPUldofra samaana nm Vsannlen o(NSana an MMartlneztasan aan City Hall, 20 Civic Center Plaza Mayor & Council Telephone: 714- 647.6900 • A Angelica Amezcua, Ward 3 AAme .,CO,sa ana.oro P.O. Box 1988 }encla Item Inquirie 13A -1 P. David Benavides, Roman Reyna, Sal Tinajam, Ward Ward Ward DaenavldesloTSanaan RRevna(lsanUana om STlna erordsan a -anao s Santa Ana, California 92702 s: 714- 647.6520 • Website: www.santa- ana.ora 3. DISCUSSION ON DRAFT ORDINANCE ON CONTRIBUTION LIMITS FOR LEGAL DEFENSE CAMPAIGN CONTRIBUTION ACCOUNTS — Continue item to the next regular meeting at the request of Committee Member Tinajero 4. COMMITTEE MEMBER COMMENTS (STRATEGIC PLAN NO. 5, 1) ADJOURNMENT — Next regularly scheduled meeting is May 19, 2016 13A -2 MINUTES OF THE SPECIAL MEETING OF THE CODE OF CONDUCT AND ETHICS COUNCIL COMMITTEE OCTOBER 1, 2015 Meeting Convened at City Hall, Ross Annex, Room 1600, 20 Civic Center Plaza Santa Ana, CA at 5:17 p.m. In attendance were Committee Members Sal Tinajero and Angelica Amezcua, Chair and Staff members David Cavazos, City Manager; Sonia Carvalho, City Attorney and Maria D. Huizar, Clerk of the Council. PUBLIC COMMENTS — None AGENDA ITEMS APPROVE MINUTES OF THE NOVEMBER 13, 2014 REGULAR MEETING {STRATEGIC PLAN NO. 5, 11 Motion by Tinajero, seconded by Amezcua to approve Minutes. Motion carried. 2. CONTINUED DISCUSSION AND RECOMMENDATIONS ON CITY COUNCIL POLICY AS IT RELATES TO BROWN ACT VIOLATIONS AND SANCTIONS City Attorney Carvalho noted that current reporting practices included in agenda packet. Chair Amezcua asked staff to prepare options for discussion. City Manager indicated that draft policies would be prepared by City Manager Office staff; recommends simplified rules. 3. ANNUAL REVIEW OF CODE OF CONDUCT AND ETHICS {STRATEGIC PLAN NO. 5, 1) No action required at this time. 4. DISCUSS CODE PROVISIONS AND CAMPAIGN CONTRIBUTION LIMITS ON LEGAL DEFENSE ACCOUNTS City Attorney Carvalho provided overview of Legal Defense Accounts; noted that City Council may adopt maximum contribution limits similar to Campaign Contribution. Chair Amezcua requested City Attorney prepare draft ordinance for review and consideration. Minutes of the Code of Conduct and Ethics Committee Page 1 October 1, 2015 13A -3 5. DISCUSSION AND POSSIBLE ACTION RELATED TO STATE REQUIRED AB 1234 MANDATORY ETHICS TRAINING BY CITY ELECTED AND APPOINTED OFFICIALS {STRATEGIC PLAN NO. 5, 1} Committee member Tinajero proposed annual training provided to elected and appointed officials. Members requested list of non - compliance officers be provided to appointing councilmember and the Clerk of the Council notify officials on a regular basis when their Certificate has expired. 6. COMMITTEE MEMBER COMMENTS (STRATEGIC PLAN NO. 5, 1) Committee Member Tinajero noted that committee trying to tidy things up Chair Amezcua, thanked all for doing good job. ADJOURNED — 5:39 p.m. (-/k�ID :11 �/� Maria D. Huizar Clerk of the Council Minutes of the Code of Conduct and Ethics Committee Page 2 October 1. 2015 13A -4 f* tiry'f r �t CITY �. SANTA 1 y..q_ . ,ruff . COUNCIL COMMITTEE MEETING AGENDA PUBLIC SAFETY AND NEIGHBORHOOD IMPROVEMENT SPECIAL MEETING November 24, 2015 5:30 P.M. CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California Committee Members: Councilmembers Benavides, Tinajero, Amezcua Police Chief, OCFA Division Chief, Senior Assistant City Attorney Recording Secretary: Eileen Greene PUBLIC COMMENTS - Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS 1. Approval of Minutes of the 9 -22 -15 Meeting 2. 218t Century Policing (Discussion of the President's Task Force Report on 21St Century Policing) — Chief Carlos Rojas {Strategic Plan Goal No.1, 1 b and 1f} 3. Fireworks (Strategies to Ban Fireworks, Maintain Current Municipal Code or Modify the Municipal Code to Allow a Hybrid Model) — Commander Ken Gominsky {Strategic Plan Goal No. 1, 2d} 4. Community Oriented Policing (Update on Survey Status and Current Community Policing Efforts) — Cmdr. Ken Gominsky {Strategic Plan Goal No. 1, 1 a — 1j} aIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647 -5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title Il, 28 CFR 35.102] Santa Ana City Council Miguel A. Pulido, Vince Sarmiento, Michele Martinez, Angelica Amezcua, P. David Benavides, Roman Reyna, Sal Tinalerc, Mayor Mayor Pro Tom, Ward 2 Ward 3 Ward 4 Ward 5 Ward 6 mammonasana ana.o Ward RReyna sanw-ana,om srinaieragsan� ana o� Ysa,mlento(NSan a an City Hall, 20 Civic Center Plaza • P.O. Box 1988 • Santa Ana, California 92702 Mayor & Council Telephone: 714. 647.6900 . Agenda Item Inquiries: 714- 647 -6520 • Website: www.santa- ana.or-q 13A -5 21 5. Body Cameras (Update on Controversial Issues With The Use of Body Cameras) — Commander Jason Viramontes {Strategic Plan Goal No. 1, 1f and 3b} 6. Proposal by City Net to Establish Santa Ana Homelessness Collaborative — Brad Fieldhouse, City Net and Santa Ana Housing Programs Manager Judson Brown {Strategic Plan Goal No. 5, 3d} COMMITTEE MEMBER COMMENTS FUTURE AGENDA ITEMS E- Cigarette Regulations Animal Services ADJOURNMENT — The next Public Safety and Neighborhood Improvement meeting is scheduled for Tuesday, January 26, 2016, at 5:30 PM at the City Hall Ross Annex, Room 1600, 20 Civic Center Plaza, Santa Ana, CA. The complete Strategic Plan document is available at httD:/ /www.santa- ana.ora/strateoic- planning /. IS]If you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647 -5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.102] Santa Ana City Council Miguel A. Pulido, Vince Samilento, Michele Martinez, Angelica Amezcua, P. David Senavides, Raman Reyna, Sal Tlnalero, Mayor Mayor Pro Tem, Ward Ward Ward Ward Ward WuldoOsanM -ea om Ward' DS Sne RRevnaralsanUa STlna emasanW-ane.om vsannlen,oreisama'ana.em City Hall, 20 Civic Center Plaza • P.O. Box 1988 • Santa Ana, California 92702 Mayor & Council Telephone: 714- 647.6900 • Agenda Item Inquiries: 714- 647.6520 . Website: www.santa- ana.ora 13A -6 CITY OF SANTA ANA CITY COUNCIL COMMITTEE ON PUBLIC SAFETY AND NEIGHBORHOOD IMPROVEMENT MINUTES September 22, 2015 CALL TO ORDER: Ross Annex, Room 1600 City Hall, 20 Civic Center Drive Santa Ana, California 5:30 PM ATTENDANCE: Council Committee members: David Benavides Angelica Amezcua Sal Tinajero STAFF PRESENT: David Cavazos, CMO Carlos Rojas, PD Dave Anderson, OCFA Laura Rossini, CAO Jim Schnabl, PD Chris Revere, PD Robert Carroll, PD Alvaro Nunez, CDA Jorge Garcia, CMO Eileen F. Greene, Recording Secretary PUBLIC SPEAKERS: Cherie Kerr Alison Stanley Evangeline Gawronski Manuel Pena Debbie McEwen PUBLIC COMMENTS Cherie Kerr, resident, Floral Park neighborhood, questioned progress made regarding the fireworks ban. She wanted to know where the City stands on this item. 13A -7 Alison Stanley, resident, Park Santiago neighborhood, called the Police Department last weekend because of the loud illegal fireworks going off late at night while she was in bed. Ms. Stanley says it is late September already, almost October, and residents still hear fireworks. Evangeline Gawronski, President of Com -Link, the 64 Neighborhood Associations of Santa Ana. All these associations would like the City Council to know that they are hoping for a ban on fireworks in Santa Ana and just have a 4"' of July celebration like the one in Centennial Park. Manuel Pena, introduces himself as being one of the Directors of the Westend COP group. Debbie McEwen, resident, French Park area, voices her concern of two Santa Ana gangs, Logan Street and Lopers, taking over her neighborhood. Asking City Council to take a strong stand with the Police Department as to what can be done to keep her neighborhood safe. AGENDA ITEMS 1. Approval of Minutes of 8 -11 -15 Meeting Motion: Approve the Minutes of 8 -11 -15 meeting. MOTION: Amezcua SECOND: Benavides VOTE: AYES: Benavides, Amezcua NOES: None (0) ABSENT: Tinajero Motion carries. AGENDA ITEMS (Continued) 2. 21st Century Policing (Discussion of the President's Task Force Report on 21st Century Policing) — Chief Carlos Rojas {Strategic Plan Goal No. 1, lb and lf} During a prior City Council meeting, Mayor Pro Tern Sarmiento asked that the final report of The President's Task Force on 21" Century Policing be brought to the Public Safety Committee. Chief Rojas summarized solutions that will help the Police Department and communities strengthen trust and collaboration while working towards community - focused policing. Best practices throughout the nation divided these solutions into six pillars: Building Trust and Legitimacy, Policy and Oversight, Technology and Social Media, Community Policing & Crime Reduction, Training & Education, Officer Wellness & Safety. The Police Department will focus 13A -8 on local government's recommendations, and bring updates to this Committee. The final report will be brought to City Council. Committee Member Sal Tinajero enters the Public Safety meeting at 5:52PM. 3. Recruitment and Downtown Unit Update (Status on Hiring Police Officers and the Creation of a Downtown Policing Unit) — Police Administrative Manager Robert Carroll {Strategic Plan Goal No. 1, Ii and ljl Police Admin. Manager Robert Carroll's power point presentation reported on the recruitment of police officers and progress made to date. In 2015, 37 police officers have been hired compared to 17 in 2014. There are currently eight officers in the police academy, three in the pre - academy, and ten officers in the Field Training Officer program. The City Council has approved hiring four police officers to be assigned to the Downtown; effective the beginning of 2016. Improvements made in order to recruit the best possible candidates include electronic certification and purchasing background software to increase efficiency in hiring. Additional staff has been hired, the recruitment website is continually enhanced and updated, and other marketing options are being explored. 4. Social Media Outreach (Overview of the Police Department's Use of Social Media) — Commander Chris Revere {Strategic Plan Goal No. 1, 2dl Commander Chris Revere reviews the Police Department's use of social media. Cmdr. Revere discusses the benefits of using social media, and the strategy the Department has adopted when using it. There are several social media platforms used by the Police Department to get information out to stakeholders and the community immediately such as Facebook, Twitter, etc. An application that can be uploaded to a user's cell phone, the SAPD app, was created so the community can interact with the Police Department. Social media continues to be an effective, evolving tool that will play a key role in the City's Strategic Plan of engaging the community. 5. Integrated Software (Update) — Deputy Chief Jim Schnabl [Strategic Plan Goal No. 1, gal Deputy Chief Schnabl provides a power point updating the issue of computer software programs. Over the last decade, computer software was purchased as needed and is no longer relevant since these different systems cannot communicate with one another. As a result, redundant data entry is being performed by police personnel. The Police Department decided to purchase and implement a new integrated software system to improve productivity and increase efficiencies and transparency. The Department is currently in negotiations with Tri Tech, a clear favorite 13A -9 because they can meet the Department's needs and their experience working with other larger police agencies. 6. Landlord Penalties (Review of Current SAMC Ordinance in Relation to Rental Properties and Associated Penalties/Fines) — Community Preservation Manager Alvaro Nunez {Strategic Plan Goal No. 5, 4e} Community Preservation Manager Nunez updates the Committee on the Proactive Rental Enforcement Program (PREP). Manager Nunez reiterates the Gold Seal Incentive Program which has been in place to reward property owners who go above and beyond to maintain their properties. Tools in place for those who fail to comply include administrative fees, civil and /or criminal prosecution and the owner is not allowed income tax deductions for substandard housing units /dwellings. Urgency abatements are used when there is a threat to public safety. The presentation included a rental property program comparison between the cities of Santa Ana, Long Beach, Anaheim and Los Angeles. COMMITTEE MEMBER COMMENTS Committee members were impressed with the amount of progress made on Agenda items for tonight's meeting. They were enthusiastic about the new recruitment website, the use of social media and moving forward with software that could be utilized and interact amongst all the different City agencies. The Committee members lauded all presenters for their efforts and asked that these items continue to be monitored. Chairman Benavides was interested in when the Police Department will implement recommendations in the final report on the President's task force on 215` Century Policing. No recommendations were made. ACTION ITEMS • Update on Community Oriented Policing (COP) — the survey sent out, evaluation, definition, and prioritization. • Prop 47 — the effect on criminal activity. • City Attorney's Office provides tools that can be used by Code Enforcement to remedy rundown rental properties in the city. In conclusion, Committee members welcomed the new OCFA Division Chief, Dave Anderson. 13A -10 FUTURE AGENDA ITEMS • Landlord Penalties • 21St Century Policing • Animal Services • E- Cigarette Regulations ADJJOOURRNNMENT�— 6:53- P.M. CARLOSROJASp Chief of Police 13A -11 13A -12 CITY OF SANTA ANA COUNCIL COMMITTEE SPECIAL MEETING Ill =11! 19-11 DEVELOPMENT AND TRANSPORTATION COMMITTEE WEDNESDAY, DECEMBER 9, 2015 5:00 P.M. COUNCIL COMMITTEE MEETING CALL TO ORDER City Hall Ross Annex, Conference Room 1600 20 Civic Center Plaza, Santa Ana, California u Committee Members: Vincent Sarmiento, Chairperson Michele Martinez, Vice Chairperson David Benavides Recording Secretary: Rosa Barela PUBLIC COMMENTS - Members of the public are allowed three minutes to speak on agenda items or matters within the jurisdiction of the Committee. AGENDA ITEMS 1. Approval of Minutes - October 14, 2015 Special Meeting 2. Third & Broadway Project - Action: Discussion and Possible Action - Hassan Haghani (Strategic Plan No. 3, 5A) 3. Presentation - Signal Hill Petroleum Application for Geophysical Survey - Action: Discussion and Possible Action - Fred Mousavipour (Strategic Plan No. 6, 1A) STAFF COMMENTS COMMITTEE MEMBER COMMENTS FUTURE AGENDA ITEMS ADJOURNMENT - The next meeting is scheduled for January 7, 2016 at 5:00 p.m. The complete Strategic Plan document is available at http: / /www.Santa- ana.orp /strategic- planning/ aIf you need special assistance to participate in this meeting, please contact Michael Ortiz, City ADA Program Coordinator, at (714) 647 -5624. Please call prior to the meeting date, to allow the City enough time to make reasonable arrangements for accessibility to this meeting. [Americans with Disabilities Act, Title II, 28 CFR 35.102] Santa Ana City Council Miguel A. Pulice, : Vincent F. Sarmiento, Michele Martinez, i Angelica Amezcua, I P. David Benavides, I Roman Reyna, i Sal Tinajero, Mayor i Mayor Pro Tom, Ward 1 Ward 2 j Ward 3 Ward 4 j Ward 5 j Ward 6 Wulaorolsanla ana.orn i VS— Ientoasano —a.orn Mm.uineA—W- ana.oro j Amemuarsaua -anao nBenavitles,osan,a- ana.orn 1l2cvnnG anlaanv.re Sunaiera(asano anao City Hall, 20 Civic Center Plaza • P.O. Box 1988 • Santa Ana, California 92702 Mayor & Council Telephone: 714 -647 -6900 • Agenda Item Inquiries: 714- 647.6520 • Website: www.santa -ari 13A -13 13A -14 CITY COUNCIL COMMITTEE ON DEVELOPMENT AND TRANSPORTATION Special Meeting Minutes October 14, 2015 101911111ftue -r The meeting was called to order at 5:04 p.m. in Room 1600 of the City Hall Ross Annex. ATTENDANCE The following Committee Members were present: Vincent Sarmiento, Michele Martinez, David Benavides (5:14 p.m.) Staff present were: David Cavazos, City Manager; Hassan Haghani, Executive Director/ Planning & Building Agency; Fred Mousavipour, Executive Director /Public Works Agency; Gerardo Mouet, Executive Director /Park, Recreation & Comm. Services Agency; Nabil Saba, Water Resources Manager; Jason Gabriel, Principal Civil Engineer; Alma Flores, Communications Manager; Vince Fregoso, Acting Planning Manager; Verny Carvajal, Principal Planner; and Rosa Barela, PBA Executive Secretary. PLEDGE OF ALLEGIANCE — Chairman Sarmiento PUBLIC COMMENTS — None AGENDA ITEMS 1. APPROVAL OF MINUTES A. April 2, 2015 Meeting B. June 25, 2015 Special Meeting Motion by Vice Chair Martinez and seconded by Chairman Sarmiento to approve the minutes and approved unanimously by a vote of 2:0 (8enavides absent). 2. STREETCAR PROJECT UPDATE {Strategic Plan Nos. 6, 1G; 3,2C) Agenda item pulled. 3. UPDATE ON WILLOWICK {Strategic Plan No. 3,5A) Committee member 8enavides arrived at 6:94 p.m. City Manager Cavazos noted 102.1 acre Willowick Golf Course which is owned by the City of Garden Grove is coming before committee to receive direction on how to proceed with the property and introduced Gerardo MOUet who provided background information and history of the property. 13A -15 Motion by Committee Member Benavides and seconded by Chairman Sarmiento to direct City Manager to begin discussions with the City of Garden Grove to discuss options for the Willowick Golf Course site and update the Committee on the progress and approved unanimously by a vote of 3 :0. City Manager Cavazos noted staff will move on that direction and submit to the Council as a receive and file council item so they are advised of direction. 4. THIRD & BROADWAY UPDATE {Strategic Plan No. 3, 5A} PBA Executive Director Haghani provided a project update on the Third & Broadway property noting staff contacted firms that submitted proposals and discussed the elements the Council is looking for, sent a letter giving them the end of this week to submit a letter in writing indicating if they are still interested in being considered for the project. Mr. Haghani noted they have the end of October to submit their updated proposals and will at that time bring to the Council Committee to review at their next regular meeting or schedule a special meeting. 5. ORDINANCE AMENDING CHAPTER 39 OF THE MUNICIPAL CODE TO DEFINE SEWER LATERAL OWNERSHIP {Strategic Plan No. 6, 1) Water Resources Manager Nabil Saba provided a presentation on the proposal to amend the municipal code to define ownership of the sewer laterals within the city recommending the code be modified to indicate the property owner is the owner of the lateral and responsible for any repairs to the upper lateral and the city will be responsible for lower laterals Lizzie Lyles, resident, noted concern on ownership and financial responsibility of the full lateral when damages incur on the city property. Vice Chair Martinez noted the need to correct inconsistencies in our municipal code. Motion by Vice Chair Martinez and seconded by Committee Member Benevides to direct staff to take item to Council to reflect proposed changes to the SAMC and approved unanimously by a vote of 3:0. 2015 SEWER MANAGEMENT PLAN AUDIT {Strategic Plan No. 6, 1 F) Water Resources Manager Nabil Saba provided an informational presentation on the Sewer System Management Plan Audit noted the State Water Resources Control Board requires agencies maintain and manage its sewer collection system which is part of the Waste Discharge Requirements and requires an audit every two years and re- certify every five years. Vice Chair Martinez requested when the audits are conducted to also review other codes that may be outdated. Development & iransp. Council Committee Minutes 2 October 14, 2015 13A -16 7 17TH STREET GRADE SEPARATION AND SR55 FREEWAY WIDENING FROM 1405 TO 15 {Strategic Plan No. 6, 1 E; 6, 1 G} Jason Gabriel introduced representatives from OCTA who provided presentations on the 17th Street Grade Separation and the SR55 Freeway Widening projects. 17th Street Grade Separation - Teresa Olivera, OCTA Community Relations Officer, noted she is handling outreach for the 17th Street Grade Separation project and provided brief information on the outreach activities with a public meeting on November 5 at 5 p.m. Jason Lee, OCTA Project Manager, provided background information, objectives, improvements, underpass project concept and potential project schedule. Vice Chair Martinez requested OCTA provide a list of grade separations that were entirely funded by Measure M noting this project is a priority and requested staff to work closely with OCTA to apply for grants for funding. Chairman Sarmiento requested to see analysis on decision making and recommendations for future projects. SR55 Freeway Widening -- Camilo Rocha, Associate Vice President of HDR, consultant project manager for SR55, project provided a brief update on project noted it is currently in the environmental document phase which runs from the 1 -5 to 1 -405 freeways, provided key project goals, discussed four proposed alternatives, the project phases & timeline, and the next steps. Chris Boucly, OCTA Community Relations Officer, discussed the public outreach meeting. Committee discussion ensued on public outreach and impacts to businesses, and noted the importance to ensure the process is equitable with all cities involved. 8. ZONING CODE (SAMC Ch, 41) STREAMLINING AMENDMENTS/ REFORMATTING OVERVIEW {Strategic Plan Nos. 3, 2131 PBA Executive Director Haghani requested direction from the Committee to forward to the Council to initiate the zoning code overhaul to make user friendly by reformatting and updating every chapter in the zoning code and to streamline the most popular and common processes. Mr. Haghani noted after Council direction the item will go to the Planning Commission and back to Council for final approval. City Manager Cavazos commented that as processes are streamlined, there is revenue that the city will no longer receive from fees associated with processes. Motion by Vice Chair Martinez and seconded by Committee Member Benavides to direct staff to take item to City Council to update the Zoning Code to streamline projects and approved unanimously by a vote of 3:0, 9. SECOND DWELLING UNIT ORDINANCE UPCOMING AMENDMENTS {Strategic Plan No. 5, 3} Development & Transp. Council Committee Minutes 13A-1 7 October 14, 2015 PBA Executive Director Haghani requested direction from the Committee to forward to the Council to update the zoning code process for the "granny flats" Second Dwelling Unit Ordinance to help with overcrowding and allow second units to be expanded with full kitchen and bathrooms. Mr. Haghani also noted there will be an opt -out option for neighborhoods who do not wish to participate. Committee member discussion ensued on opting out process. Motion by Committee member Benavides and seconded by Chairman Sarmiento to direct staff to take item to City Council to update the Second Dwelling Unit Ordinance and approved unanimously by a vote of 3:0. 10, PROJECT W: SAFE TRANSIT STOPS FOLLOW -UP — ACTION: Request approval to move forward with Recommendations /Bid Advertisements {Strategic Plan No. 6, 'I G} Agenda Item Pulled. STAFF COMMENTS - None 01ml kl Id • Vice Chair Martinez Requested an update on all the active transportation plans and elements including the Circulation Element, Active Transportation, Complete Streets and Safe Mobility at the next regular meeting. * ■ r. Rosa Barela Recording Secretary Planning & Building Agency rb:Co ncil Comm\Devel & Transp =10 -14 -15 Devel & Transp CC Minutes- Special Development & Transp. Council Committee Minutes 4 October 14, 2015 13A -18 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: STRATEGIC PLAN MONTHLY REPORT FOR NOVEMBER 2015 (STRATEGIC PLAN NO. 5, 1) J CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on Ian Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Receive and file the Strategic Plan Monthly Report for November 2015. DISCUSSION The November 2015 monthly report provides departmental activity in alignment with the stated goals of the Strategic Plan. The report includes tasks, next steps, outcomes and percentage completed for each strategy. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this item. The Strategic Plan Monthly Reports are available on the City's website at: http: / /www.santa -ana. org /strategic -plann inch/ 19C -1 19C -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 16, 2015 TITLE: CLERK OF COUNCIL USE ONLY: As Recommended As Amended Ordlnonoe on 1" Reeding ®rdlnsnoe on 206 Reeding L� Implementing RaWutlon ® Sot Fubllo Hooring pore; CONTINUED TO FILE NUMBER Receive and file the project update for the Maple Bike Trail Safety Enhancements Project, 1� : r 6 Z On October 21, 2014, the City Council awarded a construction contract to Palp, Inc,, dba Excel Paving Company, in the amount of $224,667 for the Maple Bike Trail Safety Enhancements Project, This project has been successfully completed within budget (Exhibit 1) and will result in enhanced safety and improved aesthetics, benefltfing the community for many years to come, The project improved the bike trail crossings at Occidental Street, St, Andrew Place, and St, Gertrude Place by adding bulb -outs to extend the sidewalk and narrowing the street, This concept enhances safety by reducing the crossing distance for pedestrians and bicyclists, while also reducing the speed of vehicles (Exhibits 2 and 3). Efficiencies achieved during construction allowed for the design and construction of additional enhancements, Including drought - tolerant landscaping with new irrigation systems, The existing bike trail serves hundreds of bicyclists and pedestrians every day, in addition to students walking and biking to Edison Elementary School. The attached preconstruction and post - construction project photographs illustrate the City's new emphasis on mobility, safety, and aesthetics that will be standardized and incorporated in all future capital street projects, Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe, and aesthetically pleasing for all users), and Strategy G (develop 19D -1 Project Completion Update: Maple Bike Trail Safety Enhancements December 15, 2015 Page 2 and implement the City's Capital Improvement Program in coordination with the Community Investment (e.g. neighborhood streets, traffic improvements, park facilities, bike master plan, etc.). There is no fiscal impact association with this action, Fr Mousavipour Executive Director Public Works ,Agency FM /EWG/TC Exhibits: 1, Fiscal Summary 2, Preconstruction photographs of the project site 3. Post - construction photographs of the project site 19D-2 Fiscal Update Description Funding Sources Expenditures TCR -HUT (CML- 5063(149 )) $263,754.00 BCI (CMAQ) $36,000.00 ---- Design - - -- $23,946.24 Advertisement/Reproduction - - -- $1,852.58 Construction contract - - -- $242,156.20 Construction management and inspection $9,760.85 Material testing and survey $7,269.56 Project Total $299,754.00 $284,985.43 The total finalized project expenditures of $284,985.43 are within the budget of $299,754.00. EXHIBIT 1 19D-3 Pre - construction photographs of the site EXHIBIT 2 19D-4 ST GERTFW LO L i I E<i Err GERTFLUE En Post - construction photographs of the site iC� MIT io ; 19D-6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE; DECEMBER 15, 2015 TITLE: FIRE SERVICE ENHANCEMENTS REPORT (STRATEGIC PLAN NO. 5, 1) CITY MANAGER RECOMMENDED ACTION Receive and file. DISCUSSION APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER The November 19, 2015 the Orange County Fire Authority Board unanimously approved the fire service enhancements as listed in the attached memo. This memo is informational only and for the benefit of the residents of the City of Santa Ana. STRATEGIC PLAN ALIGNMENT This item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities).. FISCAL IMPACT The t no fis al impact associated with this item. Dave Anderson, Division Chief Orange County Fire Authority Exhibit: 1. OCFA Memo 19E -1 19E -2 ORANGE COUNTY FIRE AUTHORITY P.O. Box 57115, Irvine CA 92619-7115 • 1 Fire Authority Road Irvine CA 92602 Jeff Bowman, Fire Chief November 25, 2015 City Manager David Cavazos City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Dear City Manager Cavazos, (714) 573 -6000 www.ocfa.org On October 15, 2015, Assistant Chief Brian Young and I met with both you and Councilwoman Angelica Amezcua to discuss proposed service enhancements to the City of Santa Ana. After receiving your concurrence to proceed, the OCFA Board of Directors on November 19 unanimously approved the enhancements, which will improve service delivery and firefighter safety. The number of on -duty personnel will remain at 48 each day, but the number of paramedic units will increase from 9 to 12. There are no fiscal impacts to the City of Santa Ana. Below is a summary of enhancements effective February 5, 20M. 'nce el , Ll�� Dave Anderson, Division Chief Serving the Cities of Aliso Viejo • Buena Park • Cypress • Dana Point • Irvine • Laguna Hills • Laguna Niguel • Laguna Woods • Lake Forest • La Palma Los Alamitos • Mission Viejo • Placentia • Rancho Santa Margarita -San Clemente • San .luau Capistrano • Santa Ana • Seal Beach • Stanton • Tustin • Villa Paris Westminster • Yorba Linda • and Unincorporated Areas of Orange County RESIDENTIAL SPRINKLERS AND SMOKE ALARMS SAVE LIVES 19E -3 Existin Enhancements Fire Station 70 PAU Engine Paramedic Engine Fire Station 71 Paramedic Engine, Paramedic Truck Paramedic Engine, Paramedic Truck Fire Station 72 Paramedic Engine Paramedic Engine Fire Station 73 Paramedic Engine Paramedic Engine Fire Station 74 Paramedic Engine Paramedic Engine Fire Station 75 Paramedic Engine, Paramedic Truck Paramedic Engine, Paramedic Truck Fire Station 76 PAU Truck Paramedic Truck Fire Station 77 PAU Engine, Paramedic Van Paramedic Engine Fire Station 78 PAU Engine, Paramedic Van Paramedic Engine Fire Station 79 PAU Engine Paramedic Engine 10 Stations 9 Paramedic Units 14 Apparatus 48 personnel 12 Paramedic Units 12 Apparatus 48 personnel Enhancements indicated in BOLD PAU =Pa iedic Assessment Unit 'nce el , Ll�� Dave Anderson, Division Chief Serving the Cities of Aliso Viejo • Buena Park • Cypress • Dana Point • Irvine • Laguna Hills • Laguna Niguel • Laguna Woods • Lake Forest • La Palma Los Alamitos • Mission Viejo • Placentia • Rancho Santa Margarita -San Clemente • San .luau Capistrano • Santa Ana • Seal Beach • Stanton • Tustin • Villa Paris Westminster • Yorba Linda • and Unincorporated Areas of Orange County RESIDENTIAL SPRINKLERS AND SMOKE ALARMS SAVE LIVES 19E -3 19E -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: DESTRUCTION OF OBSOLETE CITY RECORDS {STRATEGIC PLAN NO. 5, 1} CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended ® As Amended ❑ Ordinance on 1®t Reading ❑ Ordinance on 26d Reading ❑ Implementing Resolution ❑ Set Publlc Hearing For CONTINUED TO FILE NUMBER Approve the requests for the destruction of obsolete records from City departments in accordance with the retention schedule outlined in City Council Resolution 2013 -014. DISCUSSION On April 1, 2013, the City Council approved Resolution 2013 -014 outlining the records retention schedule for the agencies, departments, and offices of the City. City records are governed by the Public Records Act which provides the period in which records need to be retained. The Citywide Records Team compiled the Citywide Records Retention Schedule which sets forth the retention period for a particular record. The Municipal Code requires that the destruction of a City record be approved by the City Attorney. In accordance with Section 513 of the Citywide Records Retention Schedule Resolution, the City Attorney has approved the list of records proposed for destruction from the departments as outlined in the attached documents. The Citywide Records Retention Schedule has specific retention periods for many City documents. The Schedule is modeled after the California Secretary of State's sample for local government and incorporates other statutory periods applicable to Santa Ana. These are minimum retention periods. Each department makes discretionary decisions on whether to retain records past the minimum requirements. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this item. Exhibit: 1. Memo Request for Destruction of Records — Personnel Services Agency 19F -1 19F -2 Memorandum Date: November 4, 2015 To: Sonia Carvalho, City Attorney From: Briza Morales, Risk Management Coordinator Subject: REQUEST FOR DESTRUCTION OF RECORDS The Personnel Services Agency /Risk Management Division requests your consent to destroy the records identified on the attached listing in accordance with the retention schedule outlined in City Resolution 2013- 014 for the following: CITY OF SANTA ANA DESTRUCTION OF RECORDS RECORD CATEGORY RECORD SERIES RECORD DESCRIPTION RECORD DATES Risk Management Accident/ Damage to Police reports and department accident October 2010 and City Property reports prior Risk Management Special Events A "Special Events" coverage, insures third October 2010 and Insurance parties for use of City property providing prior liability coverage for the City. PREPARED BY: Briza Morales Date Risk Management Coordinator Personnel Services Agency /Risk Management Records Destroyed: 4 Number of boxes CONSENT: &±k (a q pp t4j (,-- Edward Raya bate Executive Director Personnel Services Agency APPROVED BY: Sonia Carvalho UU City Attorney 19F -3 Date 10 NOV 115 (;m11'.23 ( , ]� [ 1, , " C ITY o�) 0, 1, 19F-4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: APPROVE APPROPRIATION ADJUSTMENT FOR AWARD OF SITE LICENSE AND LEASE AGREEMENTS TO TRES ESTRELLAS DE ORO FOR BUS PASSENGER SERVICES AT THE SANTA ANA REGIONAL TRANSPORTATION CENTER {STRATEGIC PLAN NO. 3,2C) 400f_ I 4 /Y � X RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ 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 a site license agreement with Tres Estrellas de Oro, to compensate the City $6,000 per month for use of the license area, subject to nonsubstantive changes approved by the City Manager and City Attorney, for bus passenger services at the Santa Ana Regional Transportation Center. Authorize the City Manager and Clerk of the Council to execute a one -year site lease agreement with Tres Estrellas de Oro, to compensate the City $1,786 per month for use of lease area, subject to nonsubstantive changes approved by the City Manager and City Attorney, for bus passenger services at the Santa Ana Regional Transportation Center, with four one -year extension options exercisable by the City Manager. Approve an appropriation adjustment recognizing lease income in the amount of $93,432 into the SARTC Operations Rental — Tres Estrellas de Oro Revenue Account and appropriating the same amount to the SARTC Operations Contractual Services expenditure account. DISCUSSION The Santa Ana Regional Transportation Center ( SARTC) is a regional transportation hub that brings together Amtrak, Metrolink, Orange County Transportation Authority (OCTA), and interstate bus services. It is open to the public seven days a week from 5:00 a.m. to midnight. 20A -1 Award Site License and Lease Agreements for Bus Passenger Services at the SARTC December 15, 2015 Page 2 The facility contains approximately 35,000 square feet of total rental space, including ten bus bays, of which four are licensed to OCTA and six are available for lease. This year, license agreements with two bus passenger service operators, previously operating out of SARTC, were terminated due to noncompliance with site lease agreement requirements. The termination of the site lease agreements left Greyhound as the only bus passenger service operator servicing SARTC. While bus ridership continues to increase, the demand has also risen for space for local commuter bus terminals. Since safety is of the utmost importance to SARTC patrons, the City conducted a search for reputable bus operators to lease the vacant bus bays. On August 19, 2015, the City released a Request for Proposals (RFP) for bus passenger transportation services at the SARTC to occupy the six vacant spaces. The RFP was advertised on the City's online bid management and publication systems, the Orange County Register, and the American Public Transportation Association website. City staff also directly notified 12 bus passenger service operators that expressed interest in leasing space at the SARTC. A summary of the proposal invitations and proposals received is as follows: 12 vendors notified 2 proposals received Proposals were received on October 26, 2015, and evaluated by staff from the Community Development and Public Works agencies, and the City of Anaheim. Evaluation results are as follows, based on a total possible rating of 100: NAME OF RESPONSIVE BIDDER AVERAGE LOCATION RATING Greyhound 90 Dallas, TX Tres Estrellas de Oro 70 Huntington Park, CA The evaluation committee determined that the proposals submitted by both Greyhound and Tres Estrellas de Oro were responsive to the RFP. Both companies are qualified, reputable, and have operated at the SARTC in prior years. Following the evaluation process, staff entered into negotiations with Greyhound and Tres Estrellas. Currently, the negotiations with Greyhound have not been finalized. However, the City has reached the following key agreement negotiation deal points with Tres Estrellas de Oro: Monthly lease amount of ticket counter office space: $1,786 Monthly bus bay license amount for two bus bays: $6,000 ($3,000 per bus bay) Tres Estrellas de Oro has shown they have the organizational credentials, resources, and experience necessary to meet the City of Santa Ana's desire for quality service. Based on 20A -2 Award Site License and Lease Agreements for Bus Passenger Services at the SARTC December 15, 2015 Page 3 references and the information provided in the proposal, staff has determined that Tres Estrellas de Oro will provide the quality service at a market rate and, therefore, requests approval of the recommended action. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 Economic Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (promote and market Santa Ana specific strengths in the regional economy including: location, size of workforce, proximity to airport /train, and availability of industrial /commercial opportunities such as 55- freeway corridor, South Main corridor, South Bristol Street, Harbor Boulevard, Downtown and Streetcar Corridor). FISCAL IMPACT Lease income in the amount of $7,786 per month for total lease income of $93,432 per year will be deposited into the SARTC Operations Rental — Tres Estrellas de Oro Revenue Account (Account No. 06717002- 53805) and appropriated into the SARTC Contractual Services Expenditure Account (Account No. 06717650- 62300). F ed ousavipaur Executive Director Public Works Agency FM /MLM /GPL APPROVED AS TO FUNDS AND ACCOUNTS Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. Site License Agreement — Tres Estrellas de Oro 2. Site Lease Agreement — Tres Estrellas de Oro 20A -3 20A -4 LICENSE AGREEMENT BY AND BETWEEN THE CITY OF SANTA ANA AND TRES ESTRELLAS DE ORO, INC. FOR USE OF THE SANTA ANA REGIONAL TRANPORTATION CENTER FACILITIES This LICENSE AGREEMENT ( "Agreement ") by and between the CITY OF SANTA ANA, a municipal corporation of the State of California ( "City ") and TRES ESTRELLAS DE ORO, INC, a California Corporation ( Referred to as "Licensee" or "Tres Estrellas ") is dated as of December 16, 2015 (°'Effective Date "). Tres Estrellas and City are sometimes individually referred to as "Party" and collectively as "Parties." RECITALS A. Licensee is a provider of interstate bus transportation services throughout the state of California. B, Licensee desires the use of and access to the Santa Ana Regional Transportation Center Facilities (the "Facilities "), located at 1000 East Santa Ana Boulevard in the City of Santa Ana, for a bus stop for the purpose of drop off and pick up of its Invitees (defined below) that utilize Tres Estrellas' bus services ( "Transit Services "). City desires to allow Licensee the use of and access to the Facilities for a bus stop for the purpose of drop off and pick up of its hrvitees and allowing its Invitees to utilize the Transit Services. NOW, THEREFORE, in consideration of the above recitals and the mutual covenants hereinafter contained and for good and valuable consideration, the receipt of which is hereby acknowledged, the Parties agree as follows: it IUlt7 1.1 Facilities Subiect to License. City owns the real property commonly known as the Santa Ana Regional Transportation Center (SARTC). Subject to the terms and conditions of this Agreement, City hereby agrees to allow Licensee the non - exclusive use of and access to two (2) bus bays at the Facilities as a bus stop for the purpose of drop off and pick up of its Invitees (defined below). THE BUS BAYS SUBJECT TO THIS LICENSE ARE BUS BAYS #7 AND 48 (The "License Area "). The parties understand that the City may unilaterally reassign the License for bus bays 97 and 98 in the future upon written notice by the City and that all terms and conditions of this license will likewise apply to any replacement bus bays. See Exhibit "A" for description of License Area, 1.2 Grant of License. Terms of License. City hereby grants to Licensee a non - exclusive license ( "License "), during the term of this Agreement, for vehicular and pedestrian ingress to and egress from the Facilities and vehicular and pedestrian use of the Facilities for its regularly scheduled passenger service. THIS AGREEMENT IS INTENDED AND SHALL BE CONSTRUED ONLY AS A REVOCABLE LICENSE TO USE TIIE LICENSE AREA AND NOT AS A LEASE OR GRANT OF ANY POSSESSORY OR OTHER INTEREST. 1.3 Restrictions on Use of Facilities. Licensee shall not use, and shall prohibit its Agents (defined as follows) or Invitees (defined as follows) from using the Facilities other than for the purposes Exhibit 1 20A -5 specified herein. The term "Agents" shall mean Licensee' officers, directors, members, agents, employees, invitees, contractors, subcontractors, and any employees of such parties. The term "Invitees" shall mean Licensee's invitees, guests, customers or business visitors, 1.4 City Approval of Tres Bstrellas' Buses. Tres Bstrellas shall provide the City with documentation listing, for each and every bus providing services at the SARTC: (1) registered owner; (2) VIN number; (3) license plate number; (4) USDOT number; (5) proof of authorization from the Federal Motor Carrier Safety Administration ( "FMCSA" ); (6) proof of insurance; and (7) a list of all licensed drivers who may operate the bus. Additionally, Licensee shall ensure that use of the Bus Bays shall be by clearly marked buses identifying the Tres Bstrellas company name and USDOT number. Licensee agrees that it will provide the City with a list of buses that will use Bus Bay #7 and #8 as a precondition for use of the Bus Bays. Any additional buses must be approved by the City prior to beginning service, The use of any non - approved bus at the SARTC is a breach of this Agreement and will result in immediate termination thereof. 1.5 Compensation. As consideration for its use of the Facilities, Licensee agrees to pay a monthly fee of $6,000.00 per month for the term of this Agreement. Stich payment shall be made payable to the City of Santa Ana, in advance for each month, and at the following address; payable to "The City of Santa Ana" and remitted to; City of Santa Ana M -13, 20 Civic Center Plaza, PO Box 1488, Santa Ana, CA 92702. A late charge of ten percent (10 %) shall be applied to any payment hereunder due but unpaid after the 10`h of the month. The consideration for this License shall be subject to a CPI adjustment annually on the anniversary of the effective date during the term hereof. 1.6 AS -IS Condition, City makes no representation or warranty of any kind as to the condition of the License Area or any other matter relating to Licensee's use of the License Area. Licensee hereby disclaims and waives any and all objections to the physical and other characteristics and conditions of the License Area. Licensee acknowledges and agrees that the use of the License Area will be on the basis of Licensee's own investigation of the condition of the License Area. The license to use the License Area shall be granted on an "AS -IS," "WITH ALL FAULTS" basis, without representation or warranty expressed or implied by City, or by operation of law. City expressly disclaims, which Licensee hereby acknowledges and accepts, any implied warranty of condition or fitness for a particular purpose or use. Licensee's use of the License Area shall be subject to the License Area being in a usable and safe condition at the time of Licensee's use and Licensee shall be responsible for determining whether the License Area is in such condition, In connection therewith, in the event that the License Area or access thereto is damaged or obstructed or the use by Licensee is otherwise impaired, prevented or limited, City shall have no obligation or duty to repair the damage or rectify the condition to make the License Area usable or safe. 1.7 Term and Termination of License. The term of this License shall commence on December 16, 2015, and shall continue indefinitely subject to termination without cause by either Party with seven (7) days' notice, unless earlier terminated as provided herein. 1,8 No assignment of License. The permission, rights and privileges granted hereunder are nonexclusive and nontransferable. Licensee shall not, either voluntarily or by action of law, assign or transfer this License or any obligation, right, title or interest assumed by Licensee herein without the prior written consent of the City. If Licensee attempts an assignment or transfer of this License or any obligation, right, title or interest herein, City may at its option, terminate the License pursuant to Section 1,10 below and shall thereupon be relieved from any and all obligations to Licensee or its assignee or transferee. 20A -6 1.9 Agreement to Protect and Maintain Facilities. Licensee, on behalf of its Agents and Invitees, agrees to take all prudent action to protect the Facilities from any damage or injury caused by the exercise of this License. Licensee shall immediately notify City of any damage or injury to the Facilities caused by its use of the Facilities. 1.10 City's Right of Suspension. Termination, City reserves the right to suspend all activities or terminate this Agreement upon Licensee' non - compliance with any of the terms or conditions of this Agreement. Such suspension or termination shall be effective immediately. 1.11 Compliance with Laws: Regulatory Approvals. Licensee shall, at its sole expense, conduct and cause to be conducted all activities on the Facilities in compliance with all laws, regulations, codes, ordinances and orders of any governmental or other regulatory entity, and whether or not in the contemplation of the parties. 1,12 Indemnification. Licensee shall indemnify, defend, and hold harmless City, and its respective agents, representatives, employees, subsidiaries and affiliates ( "Covered Parties ") from and against any and all actions, suits, claims, demands, judgments, losses, expenses, or liabilities, injuries and damages to persons and property, including death, arising out of or related to Licensee's use of the License Area, the entry by any Licensee Party on the License Area or any portion of the Property or surrounding property, or Licensee's breach or default in the performance of any of its obligations under this Agreement; provided, however, that Licensee will not be obligated to indemnify the Covered Parties from any claims arising solely from the gross negligence or willful misconduct of a Covered Partly. If any action or proceeding is brought against any Covered Party by reason of any such claim, Licensee, upon receipt of written notice from Covered, shall defend the same at Licensee's expense with legal counsel reasonably acceptable to Covered. Payment shall not be a condition precedent to recovery under any indemnification in this Agreement, and a finding of liability or an obligation to indemnity shall not be a condition precedent to the duty to defend. The provisions of this Section 1.11 shall survive the termination or expiration of this Agreement. 1,13 Commercial General Liability Insurance. Licensee shall maintain commercial general liability insurance which shall include, but not be limited to, protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Licensee's use of the license area, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $2,000,000 per occurrence and $5,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self - insurance programs maintained by the City; and (c) contain standard separation of insured's provisions. 1.13 Certificates of Insurance; Additional Insured Endorsements. Prior to execution of this Agreement, Licensee shall furnish to City certificates of insurance and additional insured endorsements to each of Licensee's insurance policies, evidencing the foregoing insurance coverages as required by this Agreement, See Exhibit H for form of Additional Insured' Endorsement. These certificates shall: a. provide the name and policy number of each carrier and policy; b. shall state that the policy is currently in force; and e, shall promise to provide that such policies will not be canceled, suspended, voided, reduced in coverage or in limits, or modified without thirty (30) days prior written notice of City; and 20A -7 Licensee shall maintain the foregoing insurance coverages in force throughout the term of this Agreement. The requirement for carrying the foregoing insurance coverages shall not derogate from the provisions for indemnification of City by Licensee under the Agreement. City or its representatives shall at all times have the right to demand the original or a copy of all these policies of insurance, which Licensee shall provide within five (5) days of City's request. 2. MISCELLANEOUS TERMS 2.1 Notices, Demands and Communications between the Parties. 2.L1 Formal notices, demands and communications between Licensee and City shall be deemed sufficiently given if: (i) dispatched by registered or certified mail via the United States Postal Service, postage prepaid, return receipt requested, as designated in this Section; or (ii) by messenger service for immediate personal delivery; or (iii) by electronic transmittal, including fax transmissions with telephonic verification receipt, Such written notices, demands and communications may be sent in the same manner to such other addresses as either Party may from time to time designate by written notice to the other Party. 2.1.2 All notices, demands and communications shall be sent, as follows: TO LICENSEE; Tres Estrellas de Oro, Inc. 2414 E. Florence Ave. Huntington Park, CA 90255 Attention: Jose Cmzinan Fax: (323) 588 -7519 TO CITY: Public Works Agency City of Santa Ana 20 Civic Center Plaza (M - #) Santa Ana, California 9270t Attention: Gabriela Lomeli AND City Attorney's Office City of Santa Ana 20 Civic Center Plaza (M29) Santa Ana, California 9270t Fax: (714) 647-6515 11.3 Notices that are dispatched by registered or certified mail through the United States Postal Service shall be deemed to be received, regardless of whether or when any return receipt is received by the sender or the date set forth on such return receipt, five (5) calendar days after deposit with Cho United States Postal Service. Notices that are dispatched by messenger for immediate personal delivery services shall be deemed received upon the day dispatched. Notices dispatched by express delivery services shall be deemed received upon execution of the delivery receipt by the Party receiving such notices. Notices dispatched through electronic transmittals shall be deemed received upon telephonic verification of such receipt. 2.2 Amendment. With the exception of a reassignment of the License Area as described in section 1.1, this Agreement may be amended at any time by the mutual consent of the Parties by an instrument in writing signed by both Parties. 2.3 Farther Actions and Instruments. Each of the Parties shall cooperate with and provide reasonable assistance to the other to the extent contemplated hereunder in the performance of all obligations under this Agreement and the satisfaction of the conditions of this Agreement. 20A -8 2.4 Counterparts, This Agreement may be signed in counterparts, each of which shall constitute an original, 2.5 Time is of the Essence. For each provision of this Agreement which states a specific amount of time within which the requirements thereof are to be satisfied, time shall be deemed of the essence. 2.6 Governing Law. This Agreement shall be governed by the laws of the State of California without regard to conflicts of laws principles, This Agreement shall be deemed to have been made in the County of Orange, California, regardless of the order of the signatures of the Parties affixed hereto. Any litigation or other legal proceedings which arise under or in connection with this Agreement shall be conducted in a federal or state court located within or for Orange County, California. The Parties consent to the personal jurisdiction and venue in federal or state court located within or for the County of Orange, California and hereby waive any defenses or objections thereto including defenses based on the doctrine of forum non conveniens, 2.7 Litigation Expenses. If either party to this Agreement commences an action against the other party to this Agreement arising out of or in connection with this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, expert witness fees, costs of investigation, and costs of suit from the losing party, 2.8 Construed= References: Captions. Since the Pardus or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days, except as otherwise specified in this Agreement. All references to City include all officials, officers, employees, personnel, agents, volunteers, contractors and subcontractors of City, except as otherwise specified in this Agreement. All references to Licensee include its officials, officers, employees, personnel, agents, volunteers, contractors and subcontractors, except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 2.9 Waiver. No delay or omission in the exercise of any right or remedy of a non - defaulting Party on any default shalt impair such right or remedy or be construed as a waiver. Either Parties' consent or approval of any act by the other Party requiring its consent or approval shall not be deemed to waive or, render unnecessary its consent to or approval of any subsequent act of the other Party. Any waiver by either Party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 2,10 Rights and Remedies are Cumulative, Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. All warranties and promises to indemnify shall survive the tennination, abandonment, or completion of this Agreement. 2.11 Legal. Counsel, Each Party aclaaowledges that: (i) it has read this Agreement; (ii) it has had the opportunity to have this Agreement explained to it by legal counsel of its choice; (iii) it is aware of the content and legal effect of this Agreement; and (iv) it is not relying on any representations made by 20A -9 the other Party or any of the employees, agents, representatives, or attorneys of the other Party, except as expressly set forth in this Agreement. 112 Severability. h1 the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or uncnffirceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder. 213 BLindygg ElIfect. The terms of this Agreement shall more to the benefit of, and shall be binding upon, each of the Parties and their respective successors and assigns, 2.14 Authorized Representatives. The person or persons executing this Agreement on behalf Licensee and City warrants and represents that he /she has the authority to execute this Agreement on behalf of that Panay and that he /she has the authority to bind that Party to the performance of its obligations hereunder. 2.15 Entire Agreement. This Agreement constitutes the entire and integrated agreement of Licensee and City with respect to the subject matter hereof and supersedes any and all prior and contemporaneous oral or written negotiations, representations or agreements. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR DAVID CAVAZOS Clerk of the Council City Manager APPROVED AS TO FORM: Sonia R. Carvalho City Attorney B Jos a�doval Ch' ✓Assistant City Attorney^ 20A -10 Dec 11 2015 12 :52AM Tres Estrellas De Oro 1 21 3 21 321 71 RECOMMEMED FOR APPROVAL; FRBD MOUSAVIPOUR Executive Direator, PubJo Works Agollcy page 1 TRES ESMLLAS DE ar mrt9�; Titles r'er'sJ�s>^'ac�s' Tax ID # vi 20A -11 e, Yt ,� 1 +JIM191 Am s�RR 4 ga,y�S r flii e + a 1 '1A 4 y Av" 3 v ya4 � S n. a � � S= �- y be � # 14rif5t4 fVhE y �T ,� 1 +JIM191 Am s�RR 4 ga,y�S r flii e + a 1 '1A 4 y Av" 3 � EXHIBIT B ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following; 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional 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 cancelled, or materially reduced in coverage or limits except after thirty (3 0) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # . Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative 20A -13 20A -14 LEASE THIS LEASE (the "Lease ") is made as of December 16, 2015, by and between The City of Santa Ana, a Municipal Corporation ( "Landlord "), and TRES ESTRELLAS DE ORO, INC., a California Corporation (Referred to as "Tres Estrellas" or "Tenant "). by reference: EXHIBITS: The following exhibits are attached hereto and incorporated herein Exhibit "A" The Premises Exhibit "B" Additional Lease Conditions 2. PREMISES: Landlord hereby leases to Tenant, and Tenant hereby leases from Landlord, upon the terms, covenants and subject to the conditions set forth herein, a portion of the property located at 1000 East Santa Ana Boulevard in the City of Santa Ana, commonly known as the Santa Ana Regional Transportation Center ( SARTC). Specifically, Tenant will be leasing the portion identified as Suite 106, consisting of approximately 326 square feet of interior office space, for the purpose of selling tickets to patrons in order to utilize the Tres Estrellas Transit Services (hereinafter referred to as the "PREMISES "). The PREMISES are more particularly described in Exhibit "A ", Pending architectural assessment, the Landlord . reserves the right to reconfigure the lease space or relocate the Tenant within SARTC by providing Tenant with a 60 -day notice of such reconfiguration or relocation. 3. COMMENCEMENT OF TERM: The term of this Lease (the "Term ") shall be for a period of one (1) year, which shall commence on December 16, 2015 (the "Commencement Date ") and end on December 31, 2016, unless sooner terminated or extended as provided herein. Tenant aelmowledges that a condition precedent to occupancy of the Premises is the following: Tres Estrellas shall provide the Landlord with documentation listing for each and every bus providing services at the SARTC: (1) registered owner; (2) VIN number; (3) license plate number; (4) USDOT number; (5) proof of authorization from the Federal Motor Carrier Safety Administration ( "FMCSA "); (6) proof of insurance; and (7) a list of all licensed drivers who may operate the bus. Additionally, Tenant shall ensure that use of the Bus Bays made available to Tenant under separate License shall be by clearly marked buses identifying the Tres Estrellas company name and USDOT number. Tenant agrees that it will provide the Landlord with a list of buses that will use Bus Bay #7 and #8 as a. precondition for use of the Bus Bays. Any additional buses must be approved by the Landlord prior to beginning service. The use of any non - approved bus at the SARTC is a breach of this Agreement and will result in immediate termination of this Lease. 4. ADDITIONAL LEASE CONDITIONS: Tenant acknowledges that this lease is subject to compliance with the additional lease conditions attached hereto as Exhibit "B ", These Exhibit 2 20A -15 additional lease condition are a material part of this lease agreement and any default of these conditions will be deemed a major breach and will subject this lease to immediate termination. 5. EXTENSION PERIODS: Landlord shall have the right, but not the obligation, to provide Tenant the option to extend the Term for four (4) separate consecutive additional periods of one (1) year each on the same terms and conditions as set forth in this Lease. Each option shall be agreed to in writing by the Landlord and Tenant prior to the expiration of the Term or any Extension Period then in effect. 6, RENT: (a) Tenant shall pay to Landlord, as rent ( "Rent "), throughout the Term, the monthly sum of One Thousand Seven Hundred and Eighty Six Dollars ($1,786.00) in advance, on the 1 st day of each calendar month and continuing through the life of the Term. However, payment for the first partial month shall be prorated at $59,53 per day. All payments of Rent and other sums due to Landlord hereunder shall be made payable to "The City of Santa Ana" and remitted to: City of Santa Ana M -13, 20 Civic Center Plaza, PO Box 1988, Santa Ana, CA 92702, 7. Landlord and Tenant hereby agree that Rent for any Extension Period, if the option for such is exercised, shall be subject to a CPI adjustment annually on the anniversary of the commencement date during the term hereof, 8. LANDLORD'S TITLE: (a) Landlord hereby covenants, represents and warrants to Tenant that Landlord has fee simple title to the Premises and has the Rill right and lawful authority to make this Lease. Notwithstanding anything contained herein to the contrary, if there are any liens, security interests, restrictions, leases, encumbrances, encroachments, laws, ordinances, governmental rules or regulations, title restrictions, zoning, endangered species or any other matters which in fact interfere with Tenant's use of the Premises, then Tenant may terminate this Lease without owing any liability to Landlord. Landlord covenants that so long as Tenant is not in monetary default hereunder, Tenant shall have quiet and peaceful possession and enjoyment of the Premises, all improvements located thereon and of all easements, rights and appurtenances thereunto belonging. 9. DELIVERY OF POSSESSION UPON TERMINATION OR EXPIRATION OF TERM: Tenant agrees to deliver to Landlord physical possession of the Premises upon the termination or expiration of this Lease in good condition excepting, however, ordinary wear and tear, damage by fire or any other casualty, or damage from any other cause unless such other cause is solely attributable to the gross negligence of Tenant. 10, ASSIGNMENT AND SUBLETTING: Tenant may not assign this Lease or sublet the Premises or any part thereof without the prior written consent of Landlord, 11. TENANT'S REPAIRS, ALTERATIONS AND FIXTURES: Except for reasonable wear and tear, Tenant agrees at Tenant's expense to maintain in good repair the 20A -16 foundation, retaining walls and structural soundness of the Premises. Tenant agrees to keep the Premises in good repair, including the plumbing, electrical wiring, air - conditioning and heating equipment. Subject to Landlord approval, Tenant may make and shall pay for any renovations, alterations and improvements to the Premises as Tenant deems desirable and Tenant agrees that all such alterations and improvements shall be made in a good and workmanlike manner and in such fashion as not to diminish the value of the building, and that no such alterations shall compromise the structural integrity of the Premises. All improvements, additions, alterations, and major repairs shall be in accordance with applicable laws and at Tenant's own expense. Tenant will indemnify and defend Landlord for all liens, claims, or damages caused by remodeling, improvements, additions, alterations, and major repairs. It shall be Tenant's duty to keep the Premises free and clear of all liens, claims, and demands for work performed, materials furnished, or operations conducted on the Premises at the request of Tenant. On surrendering possession of the Premises to Landlord at the expiration or sooner termination of this Lease or any Extension Period, Tenant shall not be required to restore the same to the condition existing at the commencement of the Term and Landlord agrees to accept the Premises with all alterations and improvements made by Tenant. Tenant may paint the interior of the Premises and may also paint, erect or authorize the installation of "temporary signs" in accordance with a signage plan that is pre - approved by the Landlord. Landlord shall not install or maintain, or permit anyone other than Tenant to install or maintain, any signs on any part of the Premises or within the air space above the Premises during the Term or any Extension Period of this Lease. 12. COMPLIANCE WITH LAWS; Tenant shall make and pay for nonstructural improvements and alterations to comply with all applicable laws, rules, regulations and ordinances of any and all applicable governmental entities (the "Governmental Laws ") applying to the physical condition of the Premises and the building located thereon and arising from Tenant's conduct of business. TENANT ACKNOWLEDGES THAT THE PREMISES HAS NOT UNDERGONE AN INSPECTION BY A CERTIFIED ACCESS SPECIALIST (GASP). NO REPRESENTATION IS MADE BY CITY AS TO THE PREMISES COMPLIANCE WITH AMERICAN WITH DISABILITY ACT (ADA) RULES OR GUIDELINES OR ACCESSIBILITY PROVISIONS OF THE CALIFORNIA BUILDING CODE... 13, UTILITIES: Tenant agrees to pay for all utilities furnished to the Premises and which are consumed by Tenant, during the Term and any Extension Period, including all charges or assessments for telephone, water, sewer, gas, heat, electricity, garbage disposal, trash disposal, and all other utilities and services of any kind that may be used on the Premises. 14. ESTOPPEL CERTIFICATES: Landlord and Tenant shall, from time to time upon thirty (30) days' request by the other (but not to exceed more than three (3) times in any given calendar year), execute, acknowledge and deliver a statement, dated currently, certifying that this Lease is unmodified and in full, force and effect (or, if there have been modifications, that this Lease is in full effect as modified, and identifying such modifications) and the dates to which the Rent and Additional Rent have been paid, and that no default exists in the observance 20A -17 of this Lease and no event of default has occurred and is continuing, or specifying each such default or event of default of which Landlord or Tenant may have knowledge, it being intended that any such statement may be relied upon by Landlord's or Tenant's Mortgagees, any prospective purchaser of the interest of Landlord or Tenant in their respoctive premises described herein. 15, LIABILITY INSURANCE: (a) Throughout the Term or any Extension Period, Tenant shall maintain commercial general liability insurance for injury to person (including death) or damage to property occurring within the building arising out of the use and occupancy thereof by Tenant, its licensees, employees, invitees, agents and customers. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $2,000,000 per occurrence and $5,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self hisurance programs maintained by the City; and (c) contain standard separation of insured's provisions. After the Commencement Date, and thereafter upon written request of Landlord, Tenant shall deliver to Landlord a certificate of such insurance nanung Landlord as an additional insured. 16. DAMAGE BY CASUALTY: (a) If the Premises is damaged or destroyed by fire, the elements, subsidence of sublateral or subjacent support or other casualty, Tenant shall (i) within (30) clays begin repairs and (ii) restore the damaged or destroyed improvements to its condition just prior to the damage, within ninety (90) days, or Tenant may cancel and terminate this Lease. If this Lease is terminated as provided in this Section, Tenant shall be responsible for 180 days of rental payments and Tenant agrees to turn over to Landlord all applicable insurance proceeds received as compensation for damages to the Premises to the extent of actual cost of restoration, (b) If Tenant is not actually open for business during all or any part of the period ( "Restoration Period ") from the date of such damage or destruction as aforesaid until the date the Premises is restored in accordance with the terms of this Lease, all Rent or other sums payable hereunder shall abate for such period as Tenant is not open for business. If Tenant is open for business during the Restoration Period, the Rent and other sums payable hereunder shall abate in proportion to the usable space; provided, however; that if Tenant does not proceed diligently with restoration of the Demised Premises, all Rent and other sums payable hereunder shall not abate. (c) Tenant agrees to keep in effect on the Premises and to provide Landlord proof of fire insurance with extended coverage endorsement on the improvements to the Premises of the full replacement value of the buildings and improvements thereon. (d) If any such damage or destruction shall occur within the last six (6) months of the Term, or any Extension Period, affecting more than fifty percent (50 %) of the replacement value of the improvements located on the Premises, Tenant may terminate this 20A -18 Lease without owing any liability to the Landlord by notice to the Landlord within thirty (30) days after the date of such damage or destruction, in which case Tenant agrees to turn over to Landlord all applicable insurance proceeds received as compensation for damages to the Premises to the extent of actual cost of restoration. If this Lease is terminated as provided in this Section, both parties shall be relieved of any fiu'ther liabilities hereunder except for obligations accrued at the date of such damage or destruction, and any sums prepaid by Tenant shall be 'apportioned and appropriately refunded to Tenant. 17. EMINENT DOMAIN: (a) If (i) all or part of the Premises, the building located thereon, or (ii) so much of any rights in the Premises or the building located thereon shall be taken or appropriated under any right of eminent domain or under any other legal right whereby the taking authority is obligated to compensate Landlord therefor so that there does not remain premises suitable in the sole opinion of Tenant for the operation of its business then Tenant may terminate and cancel this Lease without owing any liability to Landlord as of the date on which the condemning authority takes physical possession upon giving to Landlord written notice of such election, Landlord agrees immediately within ten (10) days after any notice of intended or actual taking or appropriation to give Tenant written notice thereof, providing to Tenant fall details of such taking or appropriation, including, without limitation copies of all condemnation plans or surveys submitted by the condemning authority, a statement of the nature of the project . to be conducted by the condemning authority, and such other information as might be necessary to enable Tenant to determine its future course of conduct. TENANT ACKNOWLEDGES THAT LANDLORD'S EXERCISE OF ITS RIGHT TO TERMINATE THIS LEASE UNDER ANY OF THE PROVISIONS OF TIIIS LEASE SHALL NOT ENTITLE TENANT TO ANY RIGHTS OR CLAIMS FOR RELOCATION BENEFITS OR ANY OTHER CLAIMS RELATED TO CONDEMNATION OR INVERSE CONDEMNATION. (b) If this Lease shall be terminated and canceled as a result of any taking or appropriation, Tenant shall be released from any f1wther liability and Rent and other sums for the last month of Tenant's occupancy shall be prorated and Landlord shall immediately refund to Tenant any sums paid in advance. (c) Tenant reserves unto itself the right to prosecute Tenant's claim for an award for damages for the termination of this Lease caused by such appropriation or taking, together with damages based on the value of Tenant's improvements and Tenant's fixtures and other personal property erected or installed on the Premises and damages Tenant may sustain to the interest in the business operated by Tenant on the Premises, including, but not limited to, goodwill, patronage, and the removal, relocation, and replacement costs and expenses caused by such appropriation or taking, and Tenant may file such claims as are permitted by law for the loss of its leasehold interest, business dislocation damages, moving expense, or other damages caused by such taking or appropriation. Tenant's right to receive compensation or damages for its fixtures or its personal property shall not be affected in any manner by this Lease. 18. LIENS: Tenant shall promptly remove and discharge, at its cost and expense, all mechanic's liens, or other liens, for labor performed or materials furnished with respect to the Premises by or for Tenant. 20A -19 19. PARKING AREA: (a) All those portions of the SARTC which are not presently occupied by buildings and which are designated parking spaces shall be available for use by Tenant and Tenant's agents, employees, customers and invitees for parking and access to the public streets and highways (the "Parking Area "). Tenant acknowledges that the Landlord is in the process of evaluating a paid parking program and all tenants will be required to comply with the parking program, if approved. 20. TENANT'S DEFAULT: (a) If Tenant shall default in payment of Rent, when due, Landlord shall forward written notice, pursuant to Section 22, of such default to Tenant, and the failure of Tenant to cure such default within three (3) days after the date of receipt of such notice shall, at the option of Landlord, cause the termination of this Lease. (b) If Tenant shall default in the performance of any other terms or provisions of this Lease, and if Landlord shall give to Tenant written notice, pursuant to Section 22, of such default, and if Tenant shall fail to cure such default within thirty (30) days after receipt of such notice, Landlord at its option, shall cause the termination of this Lease immediately. 21. HAZARDOUS SUBSTANCES: (a) As used herein, the term "Hazardous Substances" shall mean, without limitation, any substance that is biologically or chemically active or any hazardous, toxic, or dangerous waste, substance (including, but not limited to, lead - based paint, asbestos or petroleum derivative substances), or material defined as such in (or for purposes of) (i) any state, federal or local environmental laws, interpretive letters, regulations, decrees or ordinances, (ii) the Comprehensive Environmental Response, Compensation and Liability Act, as amended, (iii) the Resource Conservation and Recovery Act, (iv) any of the so- called state or local "Super Fnmd ", "Super Lien" or "Cleanup Lien" laws or (v) any other federal, state or local statute, law, ordinance, code, rule, interpretive letter, regulation, order or decree regulating, relating to or imposing liability or standards of conduct concerning any such substances or materials or any amendments or successor statutes with respect to any of the foregoing. (b) During the Term of this Lease, Tenant represents and warrants that, except for items commonly sold or utilized in Tenant's business, no Hazardous Substances will be stored on the Premises and no Hazardous Substances will be discharged on the Premises by Tenant. Tenant agrees that such representations and warranties shall survive any termination of this Lease, and Tenant agrees to indemnify and hold harmless Landlord from any and all costs, expenses, claims and damages, including, but not limited to, attorneys' fees and costs of remediation, arising from Tenant's breach of any of the representations and warranties contained in this Section. (c) Furthermore, Landlord represents and warrants to Tenant that Landlord has no actual or constructive knowledge of: (1) the presence of any .Hazardous Substances on, under or within the Premises; (2) any spills, releases, discharges or disposals of Hazardous Substances that have occurred or are presently occurring on or onto the Premises; (3) any spills or disposal of Hazardous Substances that have occurred or are occurring adjacent to the Premises as a result 20A -20 of any construction on or operation and use of the Premises or adjacent property; (4) any failure to comply with all applicable local, state and federal environmental laws, regulations, ordinances, and administrative and judicial orders relating to the generation, recycling, reuse, sale, storage, handling, transport and disposal of any Hazardous Substances on the Premises or adjacent property; or (5) the presence of any underground storage tanks, monitoring wells, water wells or septic tanks now or in the past on the Premises. 22. NOTICE: All notices or demands required or permitted to be given or served pursuant to this Lease shall be deemed to have been given or served only if in writing, postage and /or delivery fees pro -paid and shall be sent by U.S.P.S, Certified Mail, Return Receipt Requested or via an overnight (or 2 -day) delivery service maintaining a record of delivery (e.g. FedEx or UPS), which notices and demands shall be deemed served when delivered (or when delivery is first attempted and refused), and which notices and demands shall be forwarded to the following addresses: TO TENANT: Tres Estrellas de Oro, Inc. 2414 E, Florence Ave. Huntington Park, CA 90255 Attention: Jose Ouzinan Fax: (323) 588-7519 TO CITY: Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) Santa Ana, California 92701 Attention: Executive Director Agency AND City Attorney's Office City of Santa Ana 20 Civic Center Plaza (M29) Santa Ana, California 92701 Fax: (714) 647 -6515 of Public Works Such addresses may be changed from time to time by either party by serving notice as above provided. 23. USE: For the purposes of this Lease, Tenant's proposed initial intended use of the Premises strictly for the purpose of selling tickets to patrons in order to utilize the Tres Estrellas Transit Services. 24, GENERAL, PROVISIONS: (a) This Lease (and the documents referred to herein) constitutes the entire agreement between the parties pertaining to the lease of Suite 106 contained herein and supersedes any and all prior and contemporaneous agreements, representations and understandings, oral or otherwise, between or among (lie parties with respect to the matters contained herein. 20A -21 (b) This Lease shall be binding upon, and inure to the benefit of, the parties hereto and their respective heirs, legatees, distributes, legal representatives, successors and assigns. (c) This Lease shall not be modified, amended or supplemented, in whole or pail, without the prior written consent of all parties hereto. Each and every waiver of any covenant, representation, warranty or any other provision hereof must be in writing and signed by each party whose interests are adversely affected by such waiver. No waiver granted in any one instance shalt be construed as a continuing waiver applicable in any other instance. (d) If any legal action or other proceeding is brought for the enforcement hereof, or because of an alleged dispute, breach, default or misrepresentation in connection with any provisions hereof, the successful or prevailing party or parties shall be entitled to recover attorneys' fees, court costs and all expenses even if not taxable as court costs (including, without limitation, all such fees, costs and expenses incident to appeals), incurred in that action or proceeding, in addition to any other relief to which such party or parties may be entitled. (e) The polies hereby agree that each party and its attorneys have reviewed and revised this Lease and that the normal Hilo of construction, to the effect that any ambiguities are resolved against the drafting party, shalt not be employed in the interpretation of this Lease and no other rule of strict construction shall be used against any party. All exhibits and schedules attached or to be attached hereto, and all other agreements and instruments referred to herein, are hereby incorporated herein by reference, as fully as if copied herein verbatim. (i) This Lease shall be governed by the internal laws of the State of California without regard to and excluding its principles of conflicts of laws. (g) The parties &rrther agree that upon request, they shall do such further acts and deeds, and shall execute, acknowledge, deliver and record such other documents and instruments, as may be reasonably necessary from time to time to evidence, confirm or carry out the intent and purposes of this Lease. (h) Unless the context in which used clearly requires another construction, throughout this Lease, the masculine gender shall be deemed to include the neuter of feminine or both, the neuter gender shall include the masculine or both, and the singular of terms shall include the plural and vice versa,. The section headings are for convenience only and shall not affect the construction hereof. (i) If any one or more of the provisions hereof shall for any reason be held invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the validity or enforceability of any other provision hereof, which shall be construed as if such invalid, illegal or unenforceable provision had never been contained herein. The parties intend that if any provision hereof is capable of two constructions, one of which would render the provision void and the other of which would render the provision valid, then the provision shall have the meaning which renders it valid. 0) Time is of the essence in the performance of each party's respective obligations 20A -22 (k) This Lease may be executed simultaneously in one or more counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one in the same instrument, and it shall not be necessary that any single counterpart bear the signatures of all parties. (1) Unless expressly stated to be exclusive, no remedy conferred herein shall be deemed to be exclusive of any other remedy conferred herein or any other remedy now or hereafter available at law or equity. All remedies conferred herein, and all remedies now or hereafter available at law or equity, shall be deemed to be cumulative and not alternative, and may be enforced concurrently or successively, (m) All provisions of this Lease shall be construed as covenants and agreements where used in each separate provision hereof and shall bind and inure to the benefit of the parties hereto, their respective heirs, legal representatives, successors and assigns. (n) All periods of time shall include Saturdays, Sundays and legal holidays; provided that, if the last day to perform any act or give notice falls on a Saturday, Sunday or legal holiday, then such act or notice shall be timely performed if given on the next succeeding business day, (o) Any holding over by Tenant of the Premises after the expiration or termination of this Lease shall operate and be construed as a tenancy from month to month on all terms of this Lease, terminable by either party upon thirty (30) days prior written notice to the other. (p) Nothing contained in this Lease shall be deemed or construed by the parties hereto or by any third party to create the relationship of principal and agent or of partnership or of joint venture or of any association between Landlord and Tenant, and no provision contained in this Lease nor any acts of the parties hereto shall be deemed to create any relationship between Landlord and Tenant other than the relationship of landlord and tenant. (q) THE PARTIES HEREBY WANE TRIAL BY JURY IN ANY ACTION, PROCEEDING, OR COUNTERCLAIM BROUGHT BY ANY PARTY AGAINST ANY OTHER PARTY, ARISING FROM OR RELATING TO THE SUBJECT MATTER HEREOF. THE PARTIES HERETO WAIVE ANY RIGHT TO ANY PUNITIVE DAMAGES, AND EACH PARTY HEREBY IRREVOCABLY WANES ANY RIGHT TO SUCH DAMAGES, 25. LANDLORD'S REPRESENTATIONS: Landlord hereby covenants, warrants and represents to Tenant that: (a) Landlord has the sole right, legal power and authority to enter into this Lease, (b) All required actions have been taken and satisfied by Landlord to authorize the execution and performance of this Lease. No other proceedings or actions on the part of Landlord are necessary to authorize this Lease or to carry out the transactions contemplated hereby. This Agreement constitutes the legal, valid and binding obligation of Landlord enforceable against Landlord in accordance with its terms. (e) The individual(s) executing this Lease, on behalf of Landlord, has (or have) the full right, legal power and actual authority to bind Landlord to the terms and conditions hereof. 20A -23 Dec 11 2015 12:55AM Tres Estrellas De Oro 12132132171 page 1 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their authorized officers the day, month and year first written above, ATTEST: MARIA D, HUIZAR Clerk of the Council APPROVED AS TO FORM: Sonia R. Carvallxo City Attorney Byr. Jos , an'doval Clc%Assistant City Atto eye RECOMMENDED FOR APPROVAL: FRED MOI7SAVIPOUR Executive Director Public Works Agency CITY OF SANTA ANA DAVID CAVAZOS City Manager TR.ES ESTRUJ7AS DE Title: 'R' ` -l°R.r-S Tax ID # 95' -Y10le 13 9) 7 611#1 20A -24 EXHIBIT A THE PREMISES SARTC — Suite 106 LICENSE AREA 11 20A -25 EXHIBIT B ADDITIONAL LEASE CONDITIONS • Licensee will provide best in class local /reglonal transportation services to SARTC patrons • Licensee, at its expense, shall comply with all applicable federal, state and local laws, ordinances, regulations, rules and orders with respect to the use of any permitted areas. • Licensee shall maintain all vehicles In neat, clean, mechanically sound and painted condition at all times • Licensee shall adhere to a transit schedule and provide on -time pick -up and drop off to SARTC patrons • Licensee shall maintain all proper registration for their vehicles • Licensee shall maintain all proper insurance for their vehicles • Licensee must meet or exceed all governmental requirements regarding the inspection and maintenance of their vehicles and provide monthly log • Licensee shall have a strong financial background with a multi -year successful operating history and the resources to pay any fees promptly and in full • Licensee shall adhere to all rules and regulations regarding the flow of bus /shuttle traffic at SARTC • Licensee shall work with SARTC management to ensure all safety protocols are strictly adhered to • Licensee shall work with SARTC management to manage ridership during peak and high volume hours • Licensee shall employ best in class drivers with all proper credentials necessary to operate a bus /shuttle • Licensee shall employee the appropriate security protocols to operate for the public good within a facility of the scale and prominence of SARTC • Licensee shall receive payment from patrons via cash and /or debit card /credit card • All buses accessing SARTC must be clearly identified with licensee business name and DOT number • Provide, if any, information regarding online ticket purchase capabilities for patrons Licensee must notifythe City as soon as the FMCSAclassifies high alert statuses of any reason 12 20A -26. REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: APPROPRIATION ADJUSTMENT AND MOU WITH COUNTY OF ORANGE FOR POSTRELEASE COMMUNITY SUPERVISION (STRATEGIC PLAN NO. 1, 3B) CITY MANAGER CLERK OF COUNCIL USE ONLY: ❑ As Recommended 0 As Amended © Ordinance on 16' Reading El Ordinance on 2 I Reading Implementing Resolution I] Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute the attached one -year Memorandum of Understanding with the County of Orange, for the period of July 1, 2015 through June 30, 2016, for Public Safety Realignment and Postrelease Community Supervision cost reimbursement in the amount of $173,568.66, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Approve an appropriation adjustment to recognize $6,010.66 in reimbursement funds from the County of Orange in revenue account (no. 01114002 50506) and appropriate same to expenditure account (no. 01114420 - various). DISCUSSION Assembly Bill 109 ( "AB109 ") became effective on July 1, 2011 and provided for the enactment of the "2011 Postrelease Community Supervision Act." This Act requires that certain offenders released from state prison be subject to post release community supervision provided by a county agency designated by each county's board of supervisors. The Orange County Board of Supervisors designated the Orange County Probation Department (OC Probation) as the County agency responsible for providing post release community supervision. Funding has been provided from the State to the County for administration purposes. In order to best implement this program, the County has requested enhanced law enforcement services from the Santa Ana Police Department. OC Probation will reimburse the City of Santa Ana for providing these services and incurring authorized expenditures as needed to achieve the objectives of the public safety realignment plan. These funds are retroactive to July 1, 2015 and will reimburse the City for one full -time police officer. 20B -1 AB 109 MOU and Appropriation Adjustment December 15, 2015 Page 2 STRATEGIC PLAN ALIGNMENT Approval of these items assists the City in meeting Goal #1 - Community Safety, Objective #3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), Strategy B (promote ongoing efforts to obtain grant funding for activities that will assist in preventing, enforcing and reducing criminal activity and traffic collisions). FISCAL IMPACT The Appropriation Adjustment will recognize $6,010.66 in the FY 2015 -16 AB 109 Reimbursement revenue account (no. 01114002 50506) and increase the FY 2015 -16 Police Department Field Operations account (no. 01114420 - various) by $6,010.66. The grant award amount was $173,568.66. $167,558 was recognized and appropriated during the budget process. The $6,010.66 included in this appropriation adjustment is the difference between what was projected and the actual grant award. Carlos Rojas Chief of Police Santa Ana Police Department APPROVED AS TO FUNDS AND ACCOUNTS: � � .4 --- � !t Francisco Gutierrez Executive Director Finance & Mgt. Services Agency 20B -2 MLNIORANDUNI OF UNDERSTANDING BETWEEN THE CITY OF SANTA ANA AND THE COUNTY OF ORANGE FOR PUBLIC SAFETY REALIGNMENT AND POSTRE LEASE COMMUNITY SUPERVISION COST RE 11MBURSEMENI'I'O LOCAL LAW ENFORCEMENT AGENCIES FOR ENHANCED SERVICES AND OTHER AUTHORIZED EXPENDITURES This Memorandum of Understanding, hereinafter referred to as "MOU," entered into on _ July 1 _, 2015, which date is enumerated for purpose of reference only, is by and between the City of Santa Ana, acting on behalf of its Police Department ( "City "), and the County of Orange, a political subdivision of the State of California, acting on behalf of the Orange County Probation Department ( "County. ") RECITALS WHEREAS, Assembly Bill ( "AB 109 "), titled "2011 Realignment Legislation. Addressing Public Safety," became effective on July 1, 2011 and provided for the enactment of the "2011 Postrolease Community Supervision Act;" WHEREAS, the 2011 Postrelease Community Supervision Act requires that certain offenders released from State prison shall be subject to postrelease community supervision provided by a county agency designated by each county's board of supervisors, as specified in section 3450 of the Penal Code and as added by AB109; WHEREAS, the Orange County Board of Supervisors, pursuant to Resolution No. 'I 1- 111, designated the Orange County Probation Department ( "OC Probation ") as the County agency responsible for providing postrelease community supervision; WHEREAS, on October 18, 2011 the Orange County Board of Supervisors accepted the Orange County Public Safety Realignment and Postrelease Community Supervision 2011 Implementation Plan ( "PCS 2011 Implementation Plan") developed by the Orange County Community Corrections Partnership ( "OCCCP ") and approved by the OCCCP Executive Committee, as required under AB 109 and subsequent related legislation; WHEREAS, annual updates to the PCS 2011 Implementation Plan have been submitted to, and accepted by the Orange County Board of Supervisors; WHFRFAS, the Fiscal Year 2015 -16 Final Budget Resolution, with funding allocations of State appropriation for the continuing implementation of AB 109 for enhanced services and other authorized expenditures for local law enforcement agencies was presented to, and approved by the Orange County Board. of Supervisors on June 23, 2015; WHEREAS, the parties to this MOU wish to establish the cost reimbursement policies, procedures and requirements pertaining to City's provision of enhanced services and expenditures of its AB 109 funding allocation for Fiscal Year 2015 -16, and for subsequent fiscal years thereto, NOW THEREFORE, IT IS MUTUALLY AGREED AS FOLLOWS: 7/1115-6130/16 Santa Ana Cost Relinbursonnenl MOU Page t of D r1- 1.0 TERM The term of this MOU shall be effective retroactively from July 1, 2015, through June 30, 2016. Thereafter, this MOU may be renewed for succeeding 12 -month fiscal year periods of July I through June 30, without further action by the Orange County Board of Supervisors, on the same terms and conditions and upon mutual written agreement between. City and OC Probation, subject to: 1.1 New or additional finding appropriated to the County by the State legislature for the continuing implementation of AB109 and subsequent related legislation; 1.2 .Acceptance by the Orange County Board of Supervisors of the State appropriation for the continuing implementation of AB109 and subsequent related legislation, for inclusion in the County's budget for each fiscal year covered by this MOU; and 1.3 Approval by the Orange County Board of Supervisors of the funding allocations of such State appropriation to local resources and needs, including amounts that may be relt ibursed to City for enhanced law enforcement services and other authorized expenditures. 2.0 POPULATIONS SERVED 21 New Populations under Count&.iujisdiction_ Beginning October 1, 2011, A13109 and subsequent related legislation, as implemented by County, placed the following populations under County jurisdiction and supervision by OC Probation: 11,1 Persons released from prison on postrelease community supervision ( "I?CS ") instead of parole, consisting of non - violent, non - serious and non high -risk sex offenders as derned by the California Department of Corrections and Rehabilitation. 2.1.2 Persons who have committed felonies acrd now sentenced to County jail pursuant to subdivision (h) of Penal Code section 1170 instead of State prison, who may also be placed on mandatory supervised release. 2.2 brformation on New Populations under CmIty Jurisdiction: OC Probation will provide City with a "Notice of Supervision" with regard to individuals scheduled by the State for PCS release, as described in section 2, 1.1 herein. Requests for information on particular individuals placed on mandatory supervised release, as described in section 2.1.2, may be directed to OC Probation, as needed. 3.0 SCOPE OF ITEMS RL;IMBURSABLE TO CITY Under this MOU, OC Probation shall compensate City for providing enhanced law enforcement services and incurring related expenditures directly related thereto, which shall consist of, but not be limited to, the following: It Overtime Services: At various times that are neutrally agreed upon and determined necessary to achieve the objectives of public safety realignment and other purposes related to A13109, City shall provide the number of law enforcement personnel requested by OC Probation, or by City, in order to check the compliance of offenders, 7/1/15 - 6/30/16 Santa Ma Cost Reimbursemont MOU Page 2 of 13 described in section 2.1 herein, with their conditions of supervision, City law enforcement personnel shall accompany OC Probation peace officers in conducting activities, commonly termed as "sweeps," outside of regular work hours, and as more fully described in section 5.2.2 of this MOU, 3.2 Services of Dedicated Personnel: City may, at its discretion and with written notification to OC Probation, assign personnel to perform law enforcement services under this MOU, during their normal work hours as regular -time services, and additionally outside of their normal work hours as overtime services, as more fully described in section 5.23 of this MOU. 3.3 Other Authorized Expenditures: City may claim reimbursement for operating expenses directly related to the provision of services under this MOU. Allowable and claimable operating expenses shall include, but not be limited to, professional and technical training, equipment, general supplies, travel, and mileage, all as they directly relate to AB109 and the objectives of public safety realignment, services rendered, or authorized expenditures incurred under this MOU. 4.0 AMOUTIT5 REIMBURSABLE TO CITY OC Probation shall reimburse City for providing enhanced law enforcement services and incurring authorized expenditures tinder this MOU, as needed to achieve the objectives of public safety realignment, in accordance with the following guidelines: 4.1 Fundina Allocation to Citv: 4.1.1 As approved by the Orange County Board o f Supervisors for the period July 1, 2015 through June 30, 2016, City shall be reimbursed up to a maximum amount of $173,568.66. Such amount is part of, and included in the total maximum available funding allocation of $948,873.50 to local law enforcement agencies, as specified in Attachment 1 ("Local Law Enforcement PCS Funding Allocation: July 1, 2015 through June 30, 2016 ") of this MOU, 4.1.2 For succeeding 12 -month fiscal year periods of July 1 through June 30, and subject to new or additional State funding as described in section 1 of thus IvIOU and allocated by the Orange County Board of Supervisors, City's funding allocation shall be specified in a written doeuwrent renewing this MOU, as mutually agreed upon and signed by both parties. 4,2 _I_ol_al l und'ng Allocation to Local Law Enforcement Agencies: During any 12 -month fiscal year period of Judy I through June 30 that this MOU is in effect, City and all other local law enforcement agencies will be individually compensated solely from and within the total maximum State funding allocation recommended by the OCCCP Executive Committee and approved by the Orange County Board of Supervisors for enhanced law enforcement services and other authorized expenditures, including any remaining balance from prior fiscal years starting with fiscal year 2013 -14, until such amount is depleted. Any remaining balance at the end of each fiscal year will carry over to the following fiscal year. 7/1/156/30/16 Santa Ana Cost Reimbursement MOU rl- Page 3 of 13 5.0 RESPONSIBILITIES OF PARTIES 5.1 County, through OC Probation, shall: 51.1 As needed, and. subject to the provisions of section 8 of this MOU, periodically deploy OC Probation peace officers to City police department facilities, to act as liaison for ensuring proper coordination of activities under the PCS 2011 Implementation Plan and succeeding PCS Updates, including the services provided by City under this MOU 5.1.2 Request overtime services from City to conduct activities commorily termed as "sweeps," as needed to accomplish specific objectives, pursuant to section 5.2.2 herein 5. 1.3 Coordinate the scheduling of such overtime services with City's designated law enforcement personnel 5.1.4 In advance of scheduled overtime services, provide specific information to City law enforcement personnel identifying the names, addresses, and known associations of the intended sweep subjects 5.1.5 Provide County vehicles for OC Probation peace officers assigned to accompany City law enforcement' personnel in the performance of services related to this MOU 5.1.6 Conduct periodic meetings and participate in briefing sessions with City law enforcement personnel 5.13 Compensate City for services rendered and other authorized expenditures incurred wider this MOU, in accordance with section 6,0 herein 518 Oversee the administrative processes for billing and compensation for services rendered and other authorized expenditures incurred wider this MOU 5.1.9 Financially monitor the usage of the amount amorally proposed by the OCCCP Executive Committee and adopted by the Orange County Board of Supervisors for enhanced law enforcement services and other authorized expenditures under this MOU, so as not to exceed the maximum allocation made available from State funding for each fiscal year 5.2 City, through its Police department, shall have the following responsibilities with regard to services and authorized expendihrres under this MOU: 5.21 General Duties 5.2.1.1 Ascertahr the whereabouts of persons described in section 2.1 of this MOU and known to reside within City's geographical boundaries, and notify OC Probation when practicable, prior to conducting compliance checks of any offender, in order to verify 711/15-6/30116 Santa Ana Cost Reimbursement MOU rI- Page 4 or 13 such individual's identity, active supervision status, and any relevant conditions of supervision that are to be enforced 5.2.1.2 Make searches and seizures, as appropriate and reasonable 5.2.1.3 Perform surveillance of'persons described in section 2.1 in City or any jurisdiction City has an agreement with pursuant to Penal Code section 830.1 5.2.1.4 Make arrests for violations of supervision conditions with prior authorization from assigned OC Probation peace officers, or for active warrants for persons described in section 11 5.2.1.5 Complete and maintain documentation relating to probable cause, the circumstances of arrests and new law violations, bookings and all other pertinent information 52.1.6 Provide police vehicles for City law enforcement personnel to conduct activities under this MOU 51.13 As appropriate, allow OC Probation peace officers to ride as passengers in City police vehicles, or to operate the vehicles if City law enforcement personnel are rendered rmable to drive said vehicles, subject to the provisions of section 9 of this MOU 5.2.1,8 Maintain timokeeping and payroll documentation for overtime and regular -timc services rendered by City law enforcement personnel, and relevant source documentation such as ledgers, journals, cancelled checks, receipts, and invoices supporting the submittal of other authorized expenditures incurred by City under this MOU 5.2.2 Overtime Services: With regard to overtime services rendered pursuant to section 3.1 of this MOU: 5.2.2.1 Advise OC Probation of the nutnber of City peace officers scheduled to perform the overtime services requested by OC Probation 5.2.2.2 Notify OC Probation of City's own need to perform overtime services over and above those requested by OC Probation 5.2.23 If necessary and in advance of the scheduled overtone services, and subject to approval by OC Probation, request that certain individuals under PCS be added to the scheduled sweep, including the reasons for such request 5.2.14 Make a room available for the parties to participate in briefing sessions prior to and upon completion of scheduled activities, or at any other tithes as may be required, subject to the provisions of section 8 of this MOU 7/1115 - 6130/16 Santa Ana Cast Reimbunement MOU 20B -7 p1ge 5 of 13 5.2.3 5e, tviceE of EL ieated PorSonnel With regard to regular -t'imo and overtime services rendered by personnel dedicated to perform activities under this MOU: 5.2.3.1 Provide written notification of such dedicated personnel assignments to OC Probation, for coordination of services and reimbursement procedures under this MOU, by mail, fax or e -mail, as follows: Orange County Probation Department Attention: Director of Postrelease Community Supervision Division P.O, Box 10260 Santa Ana, CA 92711 Fax: (714) 558- 6329 —.. -- -- – -- — E- mail; Rita.Robert,(@prob.ocaov.00m 5.23.2 Notify the assigned OC .Probation peace officers of each law enforcement contact madc with offenders, the nature and circumstances of such contact, and any actions taken or continuing therefrom, as soon as practicable after the occurrence of such Contact 5.2.3.2.1 For expediency and efficiency in communication and response times, the preferred method of notification to OC Probation under this section shall be through COPLIrNK If reporting via COPLINK is not available, notification may be done by telephone to the assigned OC probation peace officers, or as described in section 5,23.1 above. 5.2.13 Provide quarterly statistical and progress reports to OC Probation of law enforcement activities undertaken under this MOU 5.23.4 Attend periodic meetings as requested by OC Probation, or schedule meetings with OC Probation as needed 6.0 COMPENSATION County shall compensate City for salaries and benefits paid by City to law enforcement personnel assigned to perform services under this MOU, as follows: 6,1 Regular Position: The law enforcement personnel assigned by City to perform services under this MOU shall consist of full -time employees Of City in regular positrons, whose normally assigned work hours equal a full work period. 6.1.1 A regular position shall mean a position established on a permanent year- round basis and requiring work on a schedule designated by City as a normal work schedule. 7/1/15430/16 Santa Ana Ce5t Iteimbursomeot MOU 411WOO Page 6 of 13 6.2 Overtime Services: Law enforcement personnel may be assigned by City to perform services under this MOU, pursuant to section 3.1 heroin, during howl that are in excess of an employee's normal work schedule in a regular work period. County shall pay City for overtime set-vices rendered by such personnel at one and one -half (1.1/2) times their hourly rate, multiplied by the number of hours of service actually provided during the billing period. 6.3 Set-vices of Dedicated Personnel: Law enforcement personnel may be dedicated by City to perform services under this MOU, pursuant to section 3.2 herein, during their normal work hours as regular -time services, and additionally outside of their nornnal . work hours as overtime services. County shall pay City for regular -tinne services rendered by such personnel at their hourly rate, and for overtime services at one and one -half (1 -1/2) times their hourly rate; both as multiplied by the number of hoes of service actually provided during the billing period. 6.4 Claiming Methodology_: For purposes of submitting reimbursement claims to OC Probation tinder section TO herein, City shall use its own methodology for calculating hourly rates, as applicable to regular time or overtime hoes recorded by law enforcement personnel assigned to perform services under this MOU. When submitting invoices to OC Probation under section 7.1 herein, City may include the benefits associated with the regular time or overtime hourly rates applicable to the claimed services, or show such benefits as a separate line item. 6.5 Np Su lantation: City acknowledges its understanding that: (a) the services rendered by law enforcement personnel assigned to perform services under this MOU have not previously been, or otherwise will be funded by City; and (b) employee compensation for said services does not supplant or replace any other City - funded work hours. 6.6 At all times during any particular action under this MOU, cach party's employees shall conform to his or her respective departmental policies, requirements and procedures. Each party will operate under the direction of its respective chain of command. No patty is responsible for the actions of another party's personnel. Any evaluation and investigation of any complaints regarding any party or its personnel shall be referred to the party at issue, 7.0 FINANCIAL ACCOUNTABILITY 7.1 OC Probation's Fiscal Services Unit shall issue instructions to City for claiming rchnbursennent of expenses under this MOU. City shall submit invoices for services rendered and authorized expenditures incurred under this MOU, accompanied by the source documents described in sections 5,2.1.8 and 6.4 herein, with the following minimum information: 7.1.1 Date of service and /or expenditure 7.1,2 Namc(s) of City law enforcement personnel who rendered the services, with their hourly and overtime rates, and number of service hours performed, pursuant to the methodology described in section 6.4 herein 7/1115 - 0130116 Sonia Ana Cost Re6nbwsement MOU rl- • Page 7 or 13 7.1.3 Operating expenses, itemized as directly related to the provision of services under this MOU 7.1.4 City's name and address 7.1.5 City's remittance address, if different from above 7.1.6 City's federal taxpayer identification number 7.13 Invoice number or some identifying tracking number specified by City 7.1.8 "hill To" section in accordance with section 7,2 below 7.1.9 Statement from City's designated representative for this MOU, to read: "I hereby certify to the appropriateness of the costs claimed and that these costs have not been reimbursed by revenue, income, or grants from any other source." 7.2 City's invoices shall he mailed to the following address, with the same "Bill To" information included in the invoice: Orange County Probation Department Attention: Fiscal Services Unit P.O. Box 10260 Santa Ana, CA 92711 7.3 City may submit invoices claiming reimbursement for services rendered and authorizes( expenditures incurred tinder this MOU on a monthly basis, or quarterly at a minimum. 7.3.1 For each fiscal year of July 1 through June 30 that this MOU is in effect, final claims for rcirnbursernen't of services rendered and authorized expenditures incurred by City shall be submitted for receipt by OC Probation no later than July 5 immediately following. 7.4 Payment by County to City will be within 30 clays of receipt of an invoice in the format specifiiedui section 7.1 herein, as verified and approved by the OC Probation PCS Division Director, and subject to routine processing requirements, City agrees to accept such compensation as fill remuneration for services rendered and authorized expenditures incurred under this MOU and for any reasonably unforeseen difficulties or risks which may arise or be encountered in the performance of services under this MOU, 7.5 County reserves the right to verify City's source documents related to the provision of services and authorized expenditures incurred tinder this MOU. Auditors of the County, OC Probation, and State shall have access to information, documents, papers and records of City, which are determined to be pertinent specifically to this MOU, for the purpose of mating an audit, evaluation, excerpts and transcripts. Furthermore, OC Probation shall have the right to audit claims submitted for reimbursement by City, if a subsequent audit determines that certain costs and 7/1115.610/16 Santa Aon Cost Reimbuisement MOU 20B -10 Page 8 or 13 expenses claimed by and reimbursed to City are not allowable. City shall reimburse OC Probation for any such disallowed amounts. 8.0 LICENSE TO USE CITY REAL AND PERSONAL PROPERTY In consideration or the promises contained herein, City hereby grants to County rent -free use of office space, office furniture, and office equipment located in the offices of the City Police Department. Said office space, furniture and equipment shall be used solely by personnel of City and OC Probation while performing their assigned duties related to services under this MOU. The precise location, size and type of said office space, office furniture Enid office equipment will be determined by City. City shall supply all repair, maintenance and janitorial supplies and services to said premises and shall be responsible for all charges for utilities supplied to said premises. 9.0 PERMISSION TO USE CITY VEHICLES In consideration of the promises contained herein, City hereby grants to County permission for OC Probation personnel to operate and to ride as passengers in vehicles owned or leased by City, as provided in Section 521.7 above, as necessary while performing their assigned duties related to services under this MOU. City shall supply all repair and maintenance services for said vehicles, and shall pay all fuel costs for said vehicles. 10,0 MUTUAL INDEMNIFICATION County agrees to indemnify, defend with counsel approved in writing by City, and hold City, its officers, employees, and agents ( "City Indemnitees ") harmless from any claims, demands or liability of any kind or nature, including but not limited to personal injury or property damage, arising from or related to the services, or other performance provided by County pursuant to this MOU. City's approval of counsel shall not be unreasonably withheld. Ujudgment is entered against County and City by a court of competent jurisdiction because of the concurrent active negligence of City or City Indemnitees, County and City agree that liability will be apportioned as determined by the court. Neither party small request a jury apportiornncnC. This indemnification shall commence on the effective date of this MOU and shall continue thereafter for any and all causes of action accruing during die term of this MOU. City agrees to indemnify, defend with counsel approved in writing by County, and hold County, its elected and appointed, officials, officers, employees, agents and those special districts and agencies for which County's Board of Supervisors acts as the governing board ( "Comity Indenmitees ") harmless from any claims, danands or liability of any kink or nature, including but not limited to personal injury or property damage, arising from or related to the services, or other performance provided by City pursuant to this MOU, County's approval of counsel shall not be unreasonably withheld. Ifjudgrment is entered against City and County by a court of competent jurisdiction because of the concurrent active negligence of County or County Indemuitees, City and County agree that liability will be apportioned as determined by the court, Neither party shall request a jury apportionment. This indemnification shall conunence on the effective date of this MOU and shall continue thereafter for any and all causes of action accruing during the term of this MOU. 711115- 00 /16 Santa Ann Cost Rohnburseaneut MOU 20B -11 Page 9 of r3 11.0 PROJECT MANAGEMENT The OC Probation PCS Division Director shall manage and oversee the operation and administration of this MOU pursuant to the terms and conditions contained herein. 'rho PCS Division of OC Probation shall coordinate with City law enforcement personnel with regard to the activities covered under this MOU. 1.2.0 CONTINGENCY OF FUNDS City acknowledges that funding or portions of funding for this MOU may be contingent upon State budget approval, receipt of funds from, and/or obligation of funds by the State to County; mid inclusion of sufficient funding for the services hereunder in the budget recommended by the OCCCP and approved by the Orange County Board of Supervisors for each fiscal year covered by this MOU, If such approval, funding or appropriations are not forthcoming, or are otherwise limited, County may immediately terminate or modify this MOU without penalty, 13.0 CONFIDENTIALITY: City agrees to maintain the confidentiality of County and County- related records and information pursuant to all statutory laws relating to privacy and confidentiality that currently exist or exist at any time during the term of this MOU. All such records and information shall be considered confidential and kept confidential by City and City's staff, agents and employees, 14.0 TERMINATION: Either party may terminate this MOU, with or without cause, upon 10 days' written notice given to the other parry. The obligations pertaining to indemnification for, or defense of causes of action accruing during the term of this MOU, shall extend beyond the termination of this MOU until fully performed. 15.0 NOTICES: Any notices required or permitted to be given under this MOU shall be in writing and addressed as follows: Notices to Citk Santa Ana Police Department Attention: Carlos Rojas, Cliicf of Police 60 Civic Center Plaza Santa Ana, CA 92701 Notices to County: Orange County Probation Department Attention: PCS Division Director P,O. Box 10260 Santa Ana, CA 92711 711119- 4/30/16 $anrn Ana Cost Reimbursemoit MOU 20B -12 Page 10 of 13 16.0 ALYERATION OR TTRIMS: This MOU fiilly expresses all understanding of the parties, and is the total agreement between the parties as to the subject matter of this MOU. No addition to, or alteration of the terms of this MOU by the parties, whether written or verbal, shall be valid unless made in the form of a written amendment to this MOU, which is formally approved and executed by both parties. /1 /1 // 711/15-6/30116 &wta Ma Cost Reimbursement MOU 20B -13 Page I I of 1.3 IN WITNESS WHEREOF, the parties have caused this IVIOU to be executed by their duly authorised officers, CITY OF SANTA ANA See Attached Signature Page By' - - -- _ -- __ --. Dated: COIJNTY O ORANGE: By' _ Dated: l P a✓l Steven J. Sentman Chief Probation Officer 7/1/15-6/30/16 Sala Aire Coal Relmbmsemam iv100 20B -14 Page 12 of 1.3 ATTEST: MARIA HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALI3O City Attorney By: / t. _ Xt_t., Laura A. Rossini Senior Assistant City Attorney RECOMMENDED FOR APPROVAL: Carlos Rojas Chief of Police CITY OF SANTA ANA DAVID CAVAZOS City Manager 20B -15 ATTACHMENT LOCAL LAW ENFORCEMENT PCS FUNDING ALLOCATION July 1, 2015 through June 30, 2016 ---- -} ---- City oft Total Allocation FY 14115 __L___ Total Claimed PY 14/15 One Time Sales Tux Adjustment from Board of aalintHon Remaining Allocation FY 14115 New Allocation FY 15/16 Total Funds Available FY 15/16 Anaheim 113,838.93 92 343.96 264.77 21,75934 126,324.71 148,084.45 Brea 4,285,38 3,654.60 10.30 641.08 5,129.94 5,771,02 Buena Park 33,950 28 4,442.99 48.42 29,555.71 1 22,443.48 51999.19 Costa Mesa 53,842,74 0.00 73.15 53,915.89 32,062,11 85,978.00 Cypress 11,804.92 0.00 1.1.33 11,816.25 8,336.15 20,152.40 Fountain Valli _ 5,914.56 5,868.40 13.39 59.55 8,977.39 9,036.94 Fullerton 26,140.80 26,140.80 62.84 62.84 36,550.31 36,613.65 Garden Grove 64,263.41 11,224.34 152.47 53,191.54 66,689,19 119,880.73 Huntington Beach 32,568.87 0.00 78.30 32,647.17 40,398.26 73,045.43 Irvine t7,569.53 10,503.15 t4.42 7,080,80 7,053.66 14,134.46 LaFlabra 17,332.01 15,638,95 26.79 1,719.85 15,389.81 17,109.66 La Palma 428.54 0,00 0.74 3,09 429.28 3901.70 641.24 1,923.73 12070.52_ 5,825.43 La mraBeach 3,898.61 _ 0.00 Los Alamitos 2,259.01 1,237.00 3.09 1,025.10 2,564.97 3,590.07 NewportBeaelr 6,428,07 0.00 15.45 6,443.52 5,771,18 12,214.70 Orange 35,548.15 17 042.53 63.87 18,569.49_ 41 012,97 Ptucentia 16,891.83 16,891,83 2166 22.66 _ _22,443.48 -.. 6,412.42 -_ 6,435,08 Santa Ana 167,558.27 161,756.64 40182 6204.45 167,364.20 173,568.05 Seal Beach 4 008,69 0.00 5.t5 4,013.84 2,564.97 6,578.81 Tustin 13,284.67 1.3,284.67 31.94 3194 13,466.09 13,498.03 Westminster 41 221.65 37,332.81 58.72 3,947,56 28,855.90 32603.46 0 C Sheriff * 87,813.56 73,909.01 D599 14,040,54 56,429.31 70,469.85 GRAND TOTAL. 760 8,52.48 491L271.68 1499,70 271,080.50 677 793.00 948.873.50 * OC Sheriff Allocation includes Midway City & City of Yorba Linda. 7/1(15.6/30/16 Santa Anti Cum lteimbarsemuil MOU 20B -16 Page 13 of 13 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: APPROPRIATION ADJUSTMENT FOR DOWNTOWN ENHANCEMENTS AND PARKING MODERNIZATION IMRPOVEMENTS RELATED TO THE PARKING GARAGE FACILITIES {STRATEGIC PLAN NO. 3,41211 _ 1 CITY MANAGER RECOMMENDED ACTION CLERIC OF COUNCIL USE ONLY: Id10=101T V 1 CI As Recommended As Amended Ordinance on 1't Reading [I Ordinance on 2 0d Reading El Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Approve an appropriation adjustment for FY 15 -16 and FY 16 -17 to recognize $3,500,000 from recognized prior year fund balance and appropriating $3,500,000 into the Downtown Enhancements expense account. DISCUSSION On August 4, 2015, the Mayor and City Council approved the Downtown Enhancements and Parking Modernization Plan. This plan addresses the need to modernize parking structures, enhance public amenities, and address deferred maintenance in the Downtown. Staff began conceptual design work of the four Downtown parking garages owned by the City. The improvements include: structural repairs, automated parking control enhancements, interior and exterior painting, and the addition of ADA accessible bathrooms adjacent to Plaza Calle Cuatro. The estimated project cost is $3.5 million. The Public Works Agency, in collaboration with the Finance & Management Services Agency and the City Manager's Office will be working to complete this and many other improvements in the Downtown. The project will be advertised and publically bid to solicit competitive pricing. The award of contract will be then be presented for consideration by the Mayor and City Council. Below is an estimated breakdown of the project. This estimate may be revised at the award of contract based on final design and actual cost. 20C -1 Appropriate Adjustment- Downtown Parking Garage Enhancements December 15, 2015 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 Economic Development, Objective #4 (Continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, shipping, dining, and entertainment destination.), Strategy #B (Create a comprehensive program to manage parking that includes innovative strategies to provide parking, create revenue and enhance accessibility in the downtown.) FISCAL IMPACT An appropriation adjustment to recognize prior year fund balance of $3,500,000 into the Parking Fund Prior Year Carry Forward revenue account (no. 02710002 - 50001) and appropriate $3,190,000 into the Downtown Enhancements Building Improvement expense account (no. 02710133- 66200), $160,000 into the Downtown Enhancements Salaries expense account (no. 02710133 - 61000) and $150,000 account (no 02710133 - 62300). in the Downtown Enhancements Contract Services expense APPROVED AS TO FUNDS AND ACCOUNTS: FrO Mousavipour Francisco Gutierrez Executive Director of Public Works Executive Director, Finance & Mgt. Svcs. 20C -2 Cost Consultant Design $ 150,000 Design Engineering $ 40,000 Structural Repairs $ 560,000 Automated Parking Control $ 1,090,000 Painting $ 1,000,000 Bathroom $ 250,000 Contingency (10 %) $ 290,000 Construction Engineering $ 120,000 TOTAL $ 3,500,000 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #3 Economic Development, Objective #4 (Continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, shipping, dining, and entertainment destination.), Strategy #B (Create a comprehensive program to manage parking that includes innovative strategies to provide parking, create revenue and enhance accessibility in the downtown.) FISCAL IMPACT An appropriation adjustment to recognize prior year fund balance of $3,500,000 into the Parking Fund Prior Year Carry Forward revenue account (no. 02710002 - 50001) and appropriate $3,190,000 into the Downtown Enhancements Building Improvement expense account (no. 02710133- 66200), $160,000 into the Downtown Enhancements Salaries expense account (no. 02710133 - 61000) and $150,000 account (no 02710133 - 62300). in the Downtown Enhancements Contract Services expense APPROVED AS TO FUNDS AND ACCOUNTS: FrO Mousavipour Francisco Gutierrez Executive Director of Public Works Executive Director, Finance & Mgt. Svcs. 20C -2 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 CLERK OF COUNCIL USE ONLY: TITLE: APPROVED TERMINATE CONTRACT FOR SEVENTEENTH ❑ As Recommended STREET WATER MAIN IMPROVEMENTS ❑ As Amended BRISTOL TO BROADWAY ❑ Ordinance on 1" Reading (PROJECT 11 -6416) El Ordinance on 2nd Reading El {STRATEGIC PLAN NO. 6, 1B} E] SetlP Public l on Hearing For — I d CITY MANAGER RECOMMENDED ACTION CONTINUED TO FILE NUMBER 1. Authorize the Executive Director of Public Works to terminate for convenience the contract extended to Paulus Engineering for construction of the Seventeenth Street Water Main, originally awarded in the amount not to exceed of $1,832,571, but now closing the contract for a $1,287,167.64 total. 2. Approve Change Order No. 2 in the amount of $178,184.15 which is a contract increase to pay for remaining inventory of water main materials. 3. Approve Change Order No. 3 which is a final closeout credit, reducing the contract by $818,547. DISCUSSION On December 2, 2014, the City awarded a construction contract to Paulus Engineering, Inc., to replace the water main in Seventeenth Street from Bristol to Broadway for a total not to exceed amount of $1,832,571. The water main being replaced was installed in the 1930's and had begun to experience a number of breaks and leaks. Based on critical factors such as age, history of breaks, size, location, and system redundancy, this water main was the highest priority for replacement. During the first phase of construction between Broadway and Flower (Exhibit 1), the contractor encountered a number of utilities that were not identified in the contract documents. The interfering utilities made it necessary either to realign the water main or to relocate the interfering utilities. Either option resulted in major project delays and additional costs, some of which would be the City's responsibility. Generally, record information, such as that provided in the contract documents, is sufficiently accurate to account for minor realignment and adjustments. However, the variation encountered for this project was too great to proceed without potholing, which is an accurate and cost - effective method of establishing utility alignments. In preparation for the second phase of construction between Flower and Bristol, staff directed the contractor to pothole the existing utilities to verify underground alignments and soil conditions. After reviewing the pothole information, staff confirmed that the water main would require numerous realignments and adjustments resulting in substantial additional costs. Therefore, staff recommends the 23A -1 Approve Change Orders for Seventeenth Street Water Main Improvements: Bristol Street to Broadway December 15, 2015 Page 2 current contract be terminated for convenience pursuant to the Contract, specifically the provisions found in the Standard Specifications for Public Works Construction, which is incorporated into the City's standard construction contracts. As part of the recommendation, the second phase of construction would be rebid so that competitive pricing would apply to the realigned improvements. It is staff's opinion that pricing for the second phase will be more competitive if it is rebid compared to the current contract which would rely on change orders to establish prices. The change order process to establish prices is inherently a non - competitive method and exposes the City to inflated costs compared to bidding. Staff has directed Paulus Engineering to complete the first phase of the project so that it would be completed as a stand -alone project. While all costs related to the first phase have been established and mutually agreed upon, there were construction materials, however, which were acquired at bulk prices by the contractor for the entire project. Consequently all of the material remaining for the second phase has been inventoried and accounted for, and is under storage at the City Corporate Yard. Staff therefore recommends approving a change order to cover the cost of materials which will be used to complete the second phase. The inventory of materials will reduce the construction bid for the second phase by an amount equivalent to this recommended change order. At this point, if authorized by the City Council, the contractor would be informed that the City is terminating the contract for convenience and order them to demobilize. The completion of the first phase as a stand- alone project will reduce any potential clams by the contractor. The table below summarizes the status of the construction contract City Council Authorized Expenditures Construction Contract $1,593,540.00 Construction Contingency $239,031.00 Maximum Authorized $1,832,571.00 Staff Approved Work Contract (Bid Quantities) $1,593,540.00 Change Order 1 $333,990.49 Change Order 2 $178,184.15 Change Order No. 3 (Quantity Adjustments) ($818,547.00) Total Approved Work $1,287,167.64 LEGAL REVIEW Our City Attorney has analyzed the contract, change orders, and cost summary, and has asserted that Change Order No. 1 in the amount of $333,990.49, representing a 20.96 percent increase in the contract, is within the 25 percent change order umbrella contained in the Contract Standard Specifications for Public Works Construction, known as the "Green Book," which was previously approved by the City Council when the contract was awarded. This change order by itself does not exceed the maximum authorized expenditure. However, upon adding Change Order No. 2 (Exhibit 2), the new contract total would exceed the 25 percent limit. Moreover, Change Order No. 3 (Exhibit 3) effectively terminates the contract by reducing the 23A -2 Approve Change Orders for Seventeenth Street Water Main Improvements: Bristol Street to Broadway December 15, 2015 Page 3 construction quantities to the completed first phase only. Therefore, for the reasons stated above, staff recommends terminating the contract and carrying the remaining funds from this contract to use on a subsequent contract for the second phase. The second phase would be rebid with a credit of approximately $178,184 in the form of water main inventory available for that project. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy B (equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). ENVIRONMENTAL IMPACT There are no environmental impacts associated with the recommended action. FISCAL IMPACT The construction contract awarded for this project is $1,832,571.00, including construction contingency. The cost to complete the first phase including all Change Orders for unforeseen utility conditions and the water main material for the second phase is $1,287,167.64 (Exhibit 4). Remaining funds of $545,403.36 will be carried over in the Water Capital Projects Fund (Account No. 06617620 - 66301, Project No. 11- 6416) for use in the second phase of this project. Executive Director Public Works Agency FM /EWG/TC Exhibits: 1. Vicinity Map 2, Change Order No, 2 3. Change Order No, 3 4. Cost Analysis APPROVED AS TO FUNDS AND ACCOUNTS: "Is�& e IQ 2 V �LV- Francisco Gutierrez Executive Director Finance & Management Services Agency 23A -3 23A -4 !I i LN:., FIRST PHASE - COMPLETED SEVENITEENTH_ � wASnwcrapty r SECOND PHASE —TO BE REBID av J F U.1 c m J CIVIC CENTER u- m D 6035 iL.F. OF 8' AND 12' PVC. � TfJp R, City Council Title SEVENTEENTH STREET os q Agenda Date WVATER MAIN IMPROVEMENTS (PROJECT ll- ,6416) I � - VICINITY MAP Exhibit 1 23A -5 -• CI ii f OF SANTA ANA PUBLIC WORKS AGENCY CONTRACT CHANGE ORDER T Project Number 11 -6416: Seventeenth Street Water Main Improvements Change Order Number 2 To Paulus Englneering Inc. Contractor You are hereby directed to make the herein changes from the plans and specifications or do the following described work not Included in the plans and specifications on this contract. NOTE: THIS CHANGE ORDER IS NOT EFFECTIVE UNTIL APPROVED BY THE CITY COUNCIL OR CITY MANAGER. Unless otherwise stated, rates for rental of equipment cover only such time as equipments actually used and no allowance Wit be made for idle time. Change requested by PUBLIC WORKS AGENCY LUMP SUM AGREED PRICE 1. The City and PEI have agreed to a lump sum amount of $165,184.15 for material that was not incorporated into the project and delivered to the City's Corporate Yard, AGREED PRICE $165,184.15 2. The City and PEI have agreed to a lump sum amount of $13,000.00 to vacate their rented construction yard and transport all material that was not incorporated into the project to the City's Corporate Yard. This change order finalizes all compensation due PEI for all work completed as of the PEI's accepted date of this change order. AGREED PRICE $13,000 Page 1 of 2 Exhibit 2 23A -6 CITY OF SANTA ANA PUBLIC WORKS AGENCY ♦ CONTRACT CHANGE ORDER Project Number 11.6416: Seventeenth Street Water Main Improvement. Change Order Number 2 To Paulus Engineering, Inc. Contractor You are hereby directed to make the herein changes from the plans and spechicadans or do the following described work not Included In the plans and specifications on this contract. NOTE: THIS CHANGE ORDER Is NOT EFFECTIVE UNTIL APPROVED BY THE CITY COUNCILOR CITY MANAGER. Unless olhenvise staled, rates for rental of equipment cover only such time as equipment is actually used and no allowance will be made for Idle time. Change requested by PUBLIC WORKS AGENCY The compensation both time and cost set forth In this change order comprises the total compensation due the Contractor, all Subcontractors, and all Suppliers for all work performed per this change order, Including Impact on unchanged work. By signing this change order, the Contractor acknowledges and agrees on behalf of himself, all Subcontractors, and all Suppliers, that the stipulated compensation Includes payment for all work contained in this change order, plus all payment for Interruption of schedules, extended field overhead, home office overhead, profit, delay, and all impact, ripple effect or cumulative Impact on all other work under this Contract, The signing of this change order constitutes full mutual accord and satisfaction for all changes and work performed on this project, and that the time and cost paid per this change order constitutes the total equitable adjustments owed the Contractor, all Subcontractors, and all Suppliers for all work performed on this project. The Contractor on behalf of himself, all Subcontractors, and all Suppliers agrees to waive all rights, without exception or reservation of any whatsoever to file any further claim related to this project. TOTAL COST THIS CHANGE ORDER: DECREASE $ e.._�. INCREASE $ 1%6,1$4.155 By reason of this order the CONTRACT TIME completion will be adjusted as follows: None We the undersigned contractor hem given careful consideration to the change proposed and hereby agree, If this proposal Is approved, that we will provide all equipment, furnish all materials, except as may otherwise be noted above, and perform all service necessary for the work above specified, and will accept as full payment therefor the prices shown above. Accepted, Date >j.. s.., p�,g""canhaaor Paulus Engineering, Inc. By file I �pproval recommended by i Date P e IC 0 KSA CYEXECUTIVE DIRECTORI' / �vl.� i L Date�Ll� Approved by -- - -�,�y ITYMANAGER 9 '— Page 2 of 2 bit 23i�1 7 2 CITY OF SANTA ANA PUBLIC WORKS AGENCY CONTRACT CHANGE ORDER Project Number 11 -6416: Seventeenth Street Water Main Improvements Change Order Number 3 To Paulus Enaineerina. Inc. Contractor You are hereby directed to make the hemin changes from the plans and specifications or do the following described work not included in the plans and specifications on this contract. NOTE, THIS CHANGE ORDER IS NOT EFFECTIVE UNTIL APPROVED BYTHE CITY COUNCIL OR CITY MANAGER. Unless otherwise stated, rates for rental of equipment cover only such time as equipment is actually used and no allowance will be made for idle rime, Change requested by PUBLIC WORKS AGENCY REDUCED CONTRACT QUANTITIES Bid Item ITEM UNIT ORIGINAL CONTRACT QUANTITY DELETED QUANTITIES UNIT PRICE TOTALAMOUNT 1 8" Class 200 AWWA C900 P.V.C. Water Main LF 1,050.00 (545,50) $140.00 ($76,370.00) 2 12" Class 200, AMA C900 P.V.C. Water Main LF 4,.,00 98500 2,768.00 ( ) $189 ($523,152.00) 3 Construct 1" Water Service per City Std, Plan 1401 EA 51.00 (19.00) $1,400.00 ($26,600.00) 4 Construct 2" Water Service per City Std. Plan 1402 EA 24,00 (14.00) $2,900.00 ($40,600.00) 5 4" Service Connection Including 4 "RWGV EA 2.00 (2.00) $3,600.00 ($7,200.00) 6 4" Fire Line Connection Including 4" RWGV EA 200 (2.00) $3,700,00 ($7,400,00) 7 New Fire Hydrant Assembly, Including Gate Valve and Lateral Pipe EA 17.00 (8,00) $6,800.00 ($54,400.00) 8 1" Air Vacuum and Release Valve EA 4.00 (2,00) $4,200.00 ($8,400.00) 10 8" Resilient Wedge Gate Valve EA 12.00 (6.00) $3,100.00 ($18,600.00) 11 12" Resilient Wedge Gate Valve EA 11.00 (4.00) $3,600.00 ($14,400.00) 12 Bore and Jack, Install Steel Casing and PVC Carrier Pipe EA 4.00 (2.00) $18,000.00 ($36,000.00) 13 Traffic Loop Detector EA 45,00 (3.00) $275.00 ($825,00) 14 Striping, and Pavement Markings LS 1.00 (0.50) $9,200.00 84( ,600.001 CONTRACT CREDIT <$818,547.00> Page 1 of 2 Exhibit 3 23A -8 Project Number 11.6416: Seventeenth Street Water Main To Paulus Enaineerina. Inc. CITY OF SANTA ANA PUBLIC WORKS AGENCY CONTRACT CHANGE ORDER Change Order Number 3 Contractor You are hereby directed to make the heroin changes from the plans and speclficotlons or do the following desentedd work not Included In the plane and specifications on this contract. NOTE: THIS CHANGE ORDER IS NOT EFFECTIVE UNTIL APPROVED BY THE CITY COUNCIL OR CITY MANAGER. Unless otherwise stated, rates for rental of equipment cover only such time as equipments actually used and no allowance will be made foridle time. Change requested by PUBLIC WORKS AGENCY The compensation both time and cost set forth in this change order comprises the total compensation due the Contractor, all Subcontractors, and all Suppliers for all work performed per this change order, including impact on unchanged work. By signing this change order, the Contractor acknowledges and agrees on behalf of himself, all Subcontractors, and all Suppliers, that the stipulated compensation includes payment for all work contained in this change order, plus all payment for interruption of schedules, extended field overhead, home office overhead, profit, delay, and all impact, ripple effect or cumulative impact on all other work under this Contract. The signing of this change order constitutes full mutual accord and satisfaction for all changes and work performed on this project, and that the time and cost paid per this change order constitutes the total equitable adjustments owed the Contractor, all Subcontractors, and all Suppliers for all work performed on this project. The Contractor on behalf of himself, all Subcontractors, and all Suppliers agrees to waive all rights, without exception or reservation of any whatsoever to file any further claim related to this project. TOTAL COST THIS CHANGE OROER: DECREASE $ 81 8,547.00 INCREASE By reason of this order the CONTRACT TIME completion will be adjusted as follows: None We the undersigned contractor have given careful consideration to the change proposed and hereby agree, ifthe proposal is approved, thalwe will provide all equipment, furnish all materials, except as may otherwise be noted above, and perform all service necessary for the work above specified, and will accept as till payment thereforthe prices shown above. Accepted, Date 11/18115 Contractor Paulus Enaineerina. Inc. By UNILATERAL Title Approval recommended by Approved by PUBLIC WORKS AGENCYEXECUTIVE D /RBcrOR CITYMANAGER Page 2 of 2 Exhibit 3 23A -9 Date Data PROJECT NO. 11 -6416 COST ANALYSIS City Council Authorized Expenditures Construction Contract $1,593,540.00 Construction Contingency $239,031.00 Maximum Authorized $1,832,571.00 Staff Approved Work Contract Quantities $1,593,540.00 Quantity adjustments ($818,547.00) Change Order 1 $333,990.49 Change Order 2 $178,184.15 PP #5 Total Approved Work $1,287,167.64 Contract Payments PP #1 $15,334.00 PP #2 $58,033.20 PP #3 $240,048.00 PP #4 $123,050.00 PP #5 $304,308.00 PP #6 $18,735.00 PP #7 (includes CO 1) $333,990.49 PP #8 Final (includes CO 2) $193,668.95 Total Approved Payments To Date $1,287,167.64 Exhibit 4 23A -10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE; AMENDMENT TO SUBRECIPIENT AGREEMENTS WITH ILLUMINATION FOUNDATION AND MERCY HOUSE LIVING CENTERS FOR EMERGENCY SERVICES GRANT {STRATEGIC PLAN NO. 5, 61 I CI4MANA q4_6191 11 P ► O _NKMWOU CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended Ordinance on 1e' Reading Ordinance on Z° Reading © Implementing Resolution 71 Set Public Hearing For CONTINUED TO FILE NUMBER 1. Authorize the City Manager and Clerk of the Council to execute an amendment to the Emergency Solutions Grant Subrecipient Agreement with Illumination Foundation to increase the compensation by $25,786.34 to provide housing assistance for Civic Center homeless individuals and families in a total amount not to exceed $89,536.34 for the period of July 1, 2015 through June 30, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. 2. Authorize the City Manager and Clerk of the Council to execute an amendment to the Emergency Solutions Grant Subrecipient Agreement with Mercy House Living Centers to increase the compensation by $25,786.33 to provide housing assistance for Civic Center homeless individuals and families in a total amount not to exceed $113,286.33 for the period of July 1, 2015 through June 30, 2016, subject to non - substantive changes approved by the City Manager and City Attorney. On April 21, 2015, the City Council authorized the City Manager and the Clerk of the Council to execute agreements with non - profit agencies as part of the 2015 -2016 Emergency Solutions Grant (ESG) Program allocation. The Illumination Foundation was awarded $63,750 and Mercy House Living Centers was awarded $87,500 in grant funds which included housing assistance activities to serve people experiencing homelessness. At the close of fiscal year 2014 -2015, unspent funds from ESG Program recipients totaling $51,572.67 were recaptured for redistribution. In an effort to provide additional housing assistance specifically for homeless individuals and families residing in the Civic Center area, staff recommends reallocating these funds to both the Illumination Foundation for a total contract of $89,536.34 and to Mercy House Living Centers for a total contract of $113,286.33. 25A -1 Emergency Solutions Grant Program Amendments December 15, 2015 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 - Community Health, Livability, Engagement & Sustainability, Objective #6, (Focus projects and programs on improving the health and wellness of all residents). FISCAL IMPACT The Emergency Solutions Grant funds will be carried forward from FY 2014 -2015 to FY 2015- 2016 in the amount of $51,572.67 in account no. 13518785 -69135 for expenditure in FY 2015- 2016. Funds for the FY 2015 -2016 program are budgeted and available in account no. 13518785- 69135. �Swv- F U Kelly Reenders Executive Director Community Development Agency KR /JB /TE APPROVED AS TO FUNDS AND ACCOUNTS: t Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibits: 1. Amendment to Subrecipient Agreement with Illumination Foundation 2. Amendment to Subrecipient Agreement with Mercy House Living Centers 25A -2 FIRST AMENDMENT TO EMERGENCY SOLUTIONS GRANT SUBRECIPIENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND ILLUMINATION FOUNDATION (24 CFR Parts 91 and 576) THIS FIRST AMENDMENT TO THE EMERGENCY SOLUTIONS GRANT AGREEMENT is entered into this 15TH day of December, 2015, by and between 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 ILLUMINATION FOUNDATION, a California nonprofit organization ( "SUBRECIPIENT "), RECITALS A. On July 1, 2015, the City entered into an Emergency Solutions Grant Agreement #A- 2015 -060- 03 with Illumination Foundation to provide Emergency Funds from the United States Department of Housing and urban Development (HUD) to be used in the operation of an emergency solution program for the homeless or at risk of homelessness of the City of Santa Ana ( "said Agreement). B. In accordance with the terms and conditions of said Agreement, the parties desire to amend to increase funds to the foundation, which need to be spent by .Tune 30, 2016. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions of said Agreement, except as herein modified, the parties agree as follows; Paragraph 5, shall be amended to increase funding by $25,786.34 for Rapid Re- Housing activities for the Civic Center homeless individuals and families, for a total sutra not to exceed $89,536.34. 2. Except as hereinabove modified, the terns and conditions of said Agreement remain unchanged and in full force and effect. Page 1 of 2 LIBLTJ IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement the date mid year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: Sonia ��valho, City Attorney CITY OF SANTA ANA DAVID CAVAZOS City Manager SUBRECIPIENT: By: "Y O. I DGE Name: Pati1 Cho A i taut Ci Attorney Title: CEO Tax ID# 71- 1047686 DUNS# 82- 9919047 Page 2 of 2 25A -4 FIRST AMENDMENT TO EMERGENCY SOLUTIONS GRANT SUBRECIPIENT AGREEMENT BETWEEN THE CITY OF SANTA ANA AND MERCY HOUSE LIVING CENTERS (24 CFR Parts 91 and 576) THIS FIRST AMENDMENT TO THE EMERGENCY SOLUTIONS GRANT AGREEMENT is entered into this 15TH day of December, 2015, by and between 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's and MERCY HOUSE LIVING CENTERS, a California nonprofit organization ( "SUBRECIPIENT "). RECITALS A. On July 1, 2015, the City entered into an Emergency Solutions Grant Agreement #A- 2015 -060- 05 with Mercy House Living Centers to provide Emergency Funds fxom the United States Department of Housing and urban Development (HUD) to be used in the operation of an emergency solution program for the homeless or at risk of homelessness of the City of Santa Ana ( "said Agreement "). B. In accordance with the terms and conditions of said Agreement, the parties desire to amend to increase funds to the foundation, which need to be spent by June 30, 2016 NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions of said Agreement, except as herein modified, the parties agree as follows: 1. Section III, Disbursement and Funds, shall be amended to increase funding by $25,786.33 for Rapid Re- Housing activities for the Civic Center homeless individuals and families, for a total sum not to exceed $113,286.33. 2. Except as hereinabove modified, the terms and conditions of said Agreement shall remain unchanged and in full force and effect. Page 1 of 2 Way, IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement the date and year first above written. ATTEST: MARIA D. HUMAR Clerk of the Council APPROVED AS TO FORM: SonipVCprvjlho, City Attorney CITY OF SANTA ANA DAVID CAVAZOS City Manager SUBRECIPIENT: By: N HODGE Naive: Larry Haynes ss stant ity Attorney Title: Executive Director Tax ID# 37- 035864 DUNS# 87- 979 -7165 Page 2 of 2 25A -6 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE. DECEMBER 15, 2015 TITLE: AGREEMENT AMENDMENT WITH XANADU SERVICE SYSTEM, INC FOR CUSTODIAL SERVICES IN PARK BUILDINGS {STRATEGIC PLAN NO. 6, 1B} � I "') L '�_ CITY MANAGE 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 an amendment to the agreement with Xanadu Service System, Inc. for custodial services in park buildings for $43,638.32, for a term from January 1, 2016 to May 31, 2016, subject to non - substantive changes approved by the City Manager and the City Attorney. DISCUSSION On February 20, 2014 the City issued a request for proposal for custodial services in park restrooms and park buildings. On May 6, 2014, Xanadu Service System, formerly Bell Building Maintenance, was awarded the contract for park restrooms and ABM was awarded the contract for park buildings. On November 2, 2015 the City received a letter from ABM requesting an increase to their monthly compensation to account for the increases in costs that they are facing, including account specific equipment, chemicals, State minimum wages, employer insurance rates, workers compensation and the Affordable Health Care Act. As a result of this request, City Staff reviewed departmental budget information and determined that an increase to the compensation for the vendor is not possible. Therefore staff contacted Xanadu, as they had also submitted a proposal for the contract that ABM was awarded, and negotiated for Xanadu to complete the term of ABM's contract while City Staff issues a new request for proposal. The terms of the negotiation are for Xanadu to perform services at the cost originally proposed plus an additional amount for sites that have been added since the proposal was originally submitted. The difference in cost between ABM and Xanadu is $20,274.55 in savings for the remainder of the original term. 2513-1 Agreement Amendment with Xanadu Service Systems, Inc. December 15, 2015 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (Establish and maintain a Community Investment Plan for all City assets), Strategy B (Equitably maintain existing streets and associated assets in a state of good repair so they are clean, safe and aesthetically pleasing for all users). FISCAL IMPACT Funds are available in the PRCSA Park Maintenance, Maintenance & Repairs Buildings & Grounds account (no, 01113250-62320) for the following fiscal year: FY 2015 -2016 - $43,638.32. U �U/ rot Gerard Mouet, Executi a Director Parks, Recreation and Community Services Agency EXHIBIT: Agreement APPROVED AS TO FUNDS AND ACCOUNT: Francis-do Ge Executive Director Finance and Management Services Agency � 25B -2 SECOND AMENDMENT TO CUSTODIAL SERVICES AGREEMENT THIS SECOND AMENDMENT TO CUSTODIAL SERVICES AGREEMENT is entered into this 15TH day of December 2015, by and between Xanadu Service System, Inc. ( "Xanadu "), and the City of Santa Ana, a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("City"). RECITALS A. On June 1, 2014, the City entered into Agreement #A- 2014 -105 with Bell Building Maintenance Company, Inc. to provide janitorial and custodial services for park restrooms in Districts 1, 2, 3 and 4 for a one -year term with two one -year options exercisable by the City. B. By letter dated May 27, 2015, the City exercised the first option and extended the term of the Agreement for an additional one -year period, from June 1, 2015 to May 31, 2016. C. Effective June 1, 2015, Bell Building Maintenance Company merged with Xanadu and began doing business as Xanadu Service System, Inc. In view of this change, on June 12, 2015, the City entered into a First Amendment to Custodial Services Agreement #A- 2014 - 105 -01b with Xanadu to adjust the entity references and notice information accordingly: D, The Agreement remains in effect, and the parties now seek to further amend the Agreement to expand the scope of services and the compensation to be expended, under the Agreement for the remainder of the term in support of the expanded services. The Parties therefore agree: 1. Section I., SCOPE OF SERVICES, is amended to include custodial services at the additional City locations appearing on Exhibit A. 2. Section 3, COMPENSATION, is amended to include an additional $43,638.32 in support of the scope of services, as amended, and as detailed in Exhibit A. Except as modified by this Second Amendment, and all prior amendments, all terms and conditions of the Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to Custodial Services Agreement the date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D, RUIZAR DAVID CAVAZOS Cleric of the Council City Manager -- additional signatures on following page-- Page 1 of 2 25B -3 APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney JOHN M. FUNK Assistant City Attorney RECOMMENDED FOR APPROVAL: XANADU SERVICE SYSTEM, INC. GERARDO MOUET Executive Director of Parks, Recreation, and Community Services Agency Name: Title: Page 2 of 2 25B -4 �I 9� H� � O � N N � H Cd �O b a N 06 ^ q N rCi H O O O O O O O .N-i VO', O N U U r� m GO1 rOT Vwj' in H h 00 00 00 O 4 Cl O CO WI b�A �qy q 'p O O O O O O O O O O O O 0 O O U U r� m GO1 rOT Vwj' in H h EXHIBIT. A rr N qrq�^ �-I Q�Q U O•� m vp� 0 0 F! +� B .� O 6 U Fi Fa Vi ,(� m pG a] ar '� ro N �i a M m co a) " U +• U o o U "d � v) 7 awaoawzzaa° co X.a 25B -5 U b�A �qy q 'p U G O O b b o O O N ° Q N H N kn Cl n i 00 q r„ N a V OMD "'� M d• 69 _... _ 4 O 4 p N H O O O M O C, O O O g O O q O O O O O O O O O O 0 4 4 g 0 0 0 O Q O O Q O O q p p n n m r r of o O O O m r N N cq N M M M M M M rh d' N M N �o M <�1' rr N qrq�^ �-I Q�Q U O•� m vp� 0 0 F! +� B .� O 6 U Fi Fa Vi ,(� m pG a] ar '� ro N �i a M m co a) " U +• U o o U "d � v) 7 awaoawzzaa° co X.a 25B -5 r REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: AMEND AN AGREEMENT FOR PLANNING AND ENVIRONMENTAL SERVICES WITH IBI GROUP FOR THE SANTA ANA GENERAL PLAN CIRCULATION ELEMENT UPDATE {STRATEGIC PLAN NOS. 3, 2A; 5, 68} lL CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 18' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute the attached amendment to the agreement with IBI Group for planning and environmental services to prepare the General Plan Circulation Element update, for a period no longer than eighteen months for an additional amount of $80,245 not to exceed a total contracted amount of $613,245, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION Assembly Bill 1358 (AB 1358), the 2008 California Complete Streets Act, requires that cities prepare a comprehensive update to their General Plan Circulation Element to incorporate the concepts of "Complete Street" design if it is determined that a substantial change has been, or will be, made to the Element. A Complete Street is one that supports the development of a balanced, multimodal transportation network that serves all users, whether they are driving, walking, bicycling or taking transit. In 2011, the City Council approved an agreement with IBI consulting team for $500,000 to assist in the preparation of the General Plan Circulation Element update. The IBI Group's team of subconsultants includes Alta Planning, PlaceWorks (formerly The Planning Center), and Cornerstone Communications. While an amendment to the contract for $33,000 was approved in October of 2014 to complete the project, the Circulation Element Update was placed on hold soon thereafter to produce a Safe Mobility Santa Ana Plan (SMSA). Targeted to be completed in December 2015, the Safe Mobility Santa Ana Plan is anticipated to identify additional street reclassifications for potential "road diets" within the Circulation Element Update, and that will require further traffic impact analysis. This traffic analysis is also needed to support an amendment to Orange County Transportation Authority's (OCTA) Master Plan of Arterial Highways. The proposed contract amendment (Exhibit 1), not to exceed $80,245, will allow for completion of these technical studies, an updated traffic model, the incorporation of recent community feedback into the policy framework, and enhancements to promote a user friendly Circulation Element document. 25C -1 Amend an Agreement with IBI Group December 15, 2015 Page 2 ENVIRONMENTAL IMPACT The awarding of a contract for preparation of an environmental impact report and General Plan update is statutorily exempt from CEQA. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's effort to meet Goal #3 - Economic Development, Objective #2 (Create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy A (Complete a comprehensive update of the City's General Plan including the development of policies and implementation measures that directly relate to equitable economic development); and Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #6 (Focus projects and programs on improving the health and wellness of all residents), Strategy B (Incorporate the improvement of walking and biking lanes as well as the development of a citywide bike master plan into the Circulation Element of the City's General Plan). FISCAL IMPACT Funds in the amount of $80,245 are available for this amendment in the Council Special Projects Fund, Planning & Building — Contract Services (Account No. 05016018- 62300). assan HaglAni, ArCP Executive Director Planning and Building Agency F ed Mo savipour Executive Director Public Works Agency MM:rb MACirculatiamContrachRFCA Amend Contract12.15.15REVdoc Exhibit: 1. Amended Agreement APPROVED AS TO FUNDS AND ACCOUNTS: knom > ��� Francisco Gutierrez Executive Director Finance & Management Services Agency 25C -2 SECOND AMENDMENT TO PROCESSIONAL SERVICES AGREEMENT WITH IBI GROUP THIS SECOND AMENDMENT TO AGREEMENT, made and entered into this 15 °i day of December, 2015, by and between IBI GROUP, a California general partnership ( "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. City and Consultant entered into Agreement #A- 2011 -198, dated September 13, 2011, for a consultant having special skill and knowledge in the field of circulation element updates and related services ( "said Agreement "). B. On October 21, 2014, the Scope of Services and the Compensation clauses of said Agreement were amended. C. In accordance with the terms and conditions of said Agreement, the Parties desire to add additional funds, revise the Scope of Services, and extend the Term of said Agreement. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions of said Agreement, except as herein modified, the parties agree as follows: Section 1, SCOPE OF SERVICES, shall be amended to include those services necessary to complete the circulation element, including but not limited to performing new data collection of traffic counts along with the collection of bicycle and pedestrian volumes at intersections, meeting attendance and editing the draft Circulation Element to incorporate new policies and text associated with the preparation of the Santa Ana Safe Mobility Plan, as set forth in more detail in Consultant's Amendment Proposal No. 4 — Circulation Element Update dated September 2, 2015, attached hereto as Exhibit A and incorporated herein by this reference. 2. Section 3, COMPENSATION, the relevant portion of said section shall be amended to increase the compensation by $80,245.00, such that the total sum to be expended under this Agreement shall not exceed $613,245.00 during the extended Term of this Agreement. 3. Section 4, TERM, shall be amended to extend the Tern through June 30, 2017. 4. Except as hereinabove modified, all terns and conditions of said Agreement shall remain in full force and effect. 25C -3 IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to 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: *StorCk-.Lj- Assistant Lis City Attorney RECOMMENDED FOR APPROVAL: Ilassan Haghani, Executive Director Planning & Building Agency CITY OF SANTA ANA DAVID C:AVAZOS City Manager Consultant CBI GROUP DAVID CHOW, P.E. AICP Director 25C -4 EXHIBIT A SCOPE OF SERVICES (Attached) 3 25C -5 September 2, 2015 Melanie McCann City of Santa Ana 20 Civic Center Plaza, Ross Annex M -20 Santa Ana, CA 92702 AMENDMENT PROPOSAL NO.4 - CIRCULATION ELEMENT UPDATE This letter proposal details IBI Group's request for an amendment under our contract with the City of Santa Ana for the Circulation Element Update project. Work efforts associated with this request involve additional work will be incurred by IBI Group and Placeworks at the request of the City of Santa Ana. The work efforts detailed in this amendment request were not included in our original scope of services for this contract. The tasks listed below correspond to the tasks assigned in the original scope of services for this contract. The proposed budget for completing this work is attached to this letter. Task ? — Project Management and Meetings Amendment No. 1 included an augment to this task to reflect the ongoing management of the contract up to a 39 -month effort. The current work effort as of August 2015 stands at 47- months, which exceeds the extension provided under Amendment No, 1. Additionally, the city desires for IBI Group and Placeworks to coordinate with the city and consultant selected as part of the Santa Ana Safe Mobility Plan. Based on these two components, IBI Group has budgeted for attendance by IBI staff and Placeworks staff at up to three meetings for the Santa Ana Safe Mobility Plan and two hours per month for IBI Group senior staff (project manager or deputy project manager) for ongoing coordination with the city for a duration of 12 months from August 2015. This coordination effort would carry the contract through the Safe Mobility Plan preparation and preparation of the draft Circulation Element and environmental impact report (EIR). Task 2 — Data Collection As part of the original contract, IBI Group completed a data collection effort focused on the inventory of the existing street network and collection of traffic, bicycle, and pedestrian counts. As part of this effort, traffic counts were collected in June 2012 at 32 intersections and along 18 roadway segments that were approved by the City's Public Works Department. The count locations were selected based on proposed street reclassifications identified by IBI Group and the City of Santa Ana in 2012. As part of the additional traffic analysis work completed by IBI Group under Amendment No. 1, the City of Santa Ana conducted and provided traffic counts at 8 intersections and along 6 roadway segments in 2014, above and beyond those counts previously identified and collected in 2012. 101 Group is a group of firms providing professional services 25C -6 IBI Group 7`j, `( 18401 Von Karman Avenue -Suite 110 11..LKJ1 Irvine CA 92612 USA CRpUP tot 9498335688 fax 9498335611 September 2, 2015 Melanie McCann City of Santa Ana 20 Civic Center Plaza, Ross Annex M -20 Santa Ana, CA 92702 AMENDMENT PROPOSAL NO.4 - CIRCULATION ELEMENT UPDATE This letter proposal details IBI Group's request for an amendment under our contract with the City of Santa Ana for the Circulation Element Update project. Work efforts associated with this request involve additional work will be incurred by IBI Group and Placeworks at the request of the City of Santa Ana. The work efforts detailed in this amendment request were not included in our original scope of services for this contract. The tasks listed below correspond to the tasks assigned in the original scope of services for this contract. The proposed budget for completing this work is attached to this letter. Task ? — Project Management and Meetings Amendment No. 1 included an augment to this task to reflect the ongoing management of the contract up to a 39 -month effort. The current work effort as of August 2015 stands at 47- months, which exceeds the extension provided under Amendment No, 1. Additionally, the city desires for IBI Group and Placeworks to coordinate with the city and consultant selected as part of the Santa Ana Safe Mobility Plan. Based on these two components, IBI Group has budgeted for attendance by IBI staff and Placeworks staff at up to three meetings for the Santa Ana Safe Mobility Plan and two hours per month for IBI Group senior staff (project manager or deputy project manager) for ongoing coordination with the city for a duration of 12 months from August 2015. This coordination effort would carry the contract through the Safe Mobility Plan preparation and preparation of the draft Circulation Element and environmental impact report (EIR). Task 2 — Data Collection As part of the original contract, IBI Group completed a data collection effort focused on the inventory of the existing street network and collection of traffic, bicycle, and pedestrian counts. As part of this effort, traffic counts were collected in June 2012 at 32 intersections and along 18 roadway segments that were approved by the City's Public Works Department. The count locations were selected based on proposed street reclassifications identified by IBI Group and the City of Santa Ana in 2012. As part of the additional traffic analysis work completed by IBI Group under Amendment No. 1, the City of Santa Ana conducted and provided traffic counts at 8 intersections and along 6 roadway segments in 2014, above and beyond those counts previously identified and collected in 2012. 101 Group is a group of firms providing professional services 25C -6 181 Group City of Santa Ana - September 2, 2015 Under this amendment request No. 4, given the time period of over three years that will have pass between the traffic counts and release of the draft environmental impact report (EIR), is it appropriate to obtain updated traffic counts at all the previously counted locations from the original contract and under Amendment No. It o ensure that the traffic analysis utilizes the most up to date information and data available. Therefore, the data collection effort would consist of new AM and PM peak period traffic counts at all 40 intersections and 24 -daily traffic volumes at all 24 roadway locations. The AM and PM intersection counts will also include collection of bicycle and pedestrian volumes at the intersections. These counts are associated with additional roadway reclassifications identified by the City of Santa Ana for analysis and advancement of the OCTA MPAH Amendment process. Amendment request No. 4 also includes new AM and PM peak hour counts at up to 36 intersections to account for the MPAH reclassification. The additional counts will also include collection of bicycle and pedestrian volumes at intersections. Task 4: Evaluation of Master Streets and Highways Plan This new amendment involves work efforts that will be completed by IBI Group to _analyze up to 36 additional intersections in the traffic analysis beyond those contained in the original contract and the previous two amendments. IBI Group will also coordinate with OCTA to provide inputs for a single new OCTAM model run to develop updated Year 2035 traffic forecasts that include the additional modifications to the MPAH roadway network identified by the city. IBI Group will post- process the updated model forecasts obtained from OCTA, incorporate the up to 36 additional intersections into the traffic impact analysis, and update our July 2014 draft traffic study, including the analysis of 40 previously analyzed intersections and 36 roadway segments using the new forecasted traffic volumes provided by OCTA. This task also assumed time for attendance at up to two additional meetings with OCTA staff to discuss the new proposed street reclassifications. Task 9: Prepare Updated Circulation Element This task will involve further updates and edits to the draft circulation element to incorporate new policies and text associated with the preparation of the Santa Ana Safe Mobility Plan ( SASMP). Specific edits are anticipated to be additions to the policy framework and incorporation of a summary of the Santa Ana Safe Mobility Plan in the circulation element appendix. These edits to the draft circulation element will be In addition to those Identified in Amendment No, 2. As part of this task, Placeworks will also prepare up to two new maps in the Circulation Element policy framework to reflect the Santa Ana Safe Mobility Plan components. This will include importing linework, changing the base maps, amending colors and shades, and amending symbols in accordance with City direction. This effort assumes that line work completed by the Santa Ana Safe Mobility Plan consultant is in GIS and then transferred to Illustrator for enhancement. Graphics supporting the Appendix are not included in this scope of work. This task also assumes up to 10 hours for IBI Group and 12 hours for Placeworks for additional coordination and meetings with City staff to discuss the SASMP and other city initiatives that may influence the finalization of policies in the Circulation Element. Given prior efforts on the circulation element, this scope of work assumes one final edit to be completed by the project team, with only minor changes thereafter. This assumes that City staff will review the document and provide direction prior to commence of work, with only final minor 25C -7 181 Group City of Santa Ana — September 2. 2015 edits thereafter. The final document production will include photos and graphics that are readily available, but do not require drafting or amendment. Following completion, we will provide a high quality PDF for distribution. A detailed cost summary sheet is attached to this scope of work. Should you have any questions regarding this proposal, please do not hesitate to contact Bill Delo at (949) 833 -5588. We look forward to the opportunity to continue to work with and assist the city on this project. Sincerely, IBI Group David Chow, P.E., AICP Regional Director, USA West 25C -8 Santa Ana General Plan Caunattlmr Mani Update � Soul Abora of No let G., TP.am Mandrour, by Task o-ni yam, r TOTAL FEE by STAFF In i In 11 $1.200 $20.800 57,580 $14.950 181 Gronp IBI TOW Labor HOOre Plaueworks UM Total Labor Fee $44 b20 Task 2- Update All 2012 counts $12,500 Task 2- HOderssiflralion Counts 58,625 . un Nara b Pen „a br 11.1e I J. i' via, seeJr Y Total use HOUrs a c”. 110alp : 0AI,.u.11 cnman macaw ntl— ! a i Pees 5Mf).Qf) $200.00: 5135001 $85,00 57500 519500 $175.00 $175.00 5135.00 TASK 1: Pro set Management antl Mealln a anon prger._managen an 2r1 81 39 __$6.600 nleeun s � TASK 2: Uflbe Collection YehlGalsr, bad antltlka roans 2' 41 6 $9,15 TASK 4: EValmdOn of Master Plan of Sheets S HIV Goal OGTAkI Year 2035 Forecast 10. 8 20 I 38 $A 900 OCTA Merril A A� 5 24 $3,060 MtannaW,a aall$treat LOS An.111n, 21 20, 100: —� _ - -�� I - - -� -- 104 $16,000 U dates to Traffic Study 16 ": 16. 48 ": 80 $9.400 TASK B: Pr are CEOA Documenatilon Sr."Ru" al SladY Grab FIR -- t - - - -- d 8 $I:T66 Final SIR i 0 90 TASK U: Fie are U doted Circulation Element Droll Clarolation EIe rani - -_ 16 50__.56.210 Final Circulation Elomeat __. _.. 10 T_ I2:' 2'!. SA.100 yam, r TOTAL FEE by STAFF In i In 11 $1.200 $20.800 57,580 $14.950 50 IBI TOW Labor HOOre 340 UM Total Labor Fee $44 b20 Task 2- Update All 2012 counts $12,500 Task 2- HOderssiflralion Counts 58,625 Cori 5 90 181 Teal BwlgeC $65,735 $0 SI0,S50 51,400 $2,160 ran 558.030 86 $14,410 5100 $14.510 151 Total BUdise 565,735 Pascevmrks Total Budge¢ S14,510 Alta Total Budget: $0 Cornerstone Total Budget s0 Total Proposed Budget: $80,245 25C -9 25C -10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: AGREEMENT WITH BUCKNAM INFRASTRUCTURE GROUP, INC., FOR PAVEMENT MANAGEMENT SERVICES (PROJECT 16 -6855) (STRATEGIC PLAN NO. 6, 1A & IF) _ 1 CITY MANA RECOMMENDED_ ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 e° Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution Il Set public Hearing For CONTINUED TO Authorize the City Manager and Clerk of the Council to execute an agreement with Bucknam Infrastructure Group, Inc., subject to nonsubstantive changes approved by the City Manager and City Attorney, to provide pavement management consultant services for a one -year term to expire on December 31, 2016, for a total amount not to exceed $89,000. Approval of this recommended action will allow the City to retain professional services for updating the City's Pavement Management Program (PMP). The PMP is an essential tool in determining the condition, expected life, recommended improvements, and associated costs of the City's pavement assets. The program enables the City to prioritize pavement rehabilitation projects where they are most cost effective. In addition, an updated PMP is required for the City to remain eligible for Measure M2 funding programs, and to allow a reduced local match requirement for using those funds. On October 14, 2015, the Public Works Agency released a Request for Proposals (RFP) on the City's website for updating the City's Pavement Management Program. Five letters of intent were received on October 23, 2015, and three proposals were received on October 29, 2015. The proposals were evaluated and ranked by a review committee comprised of personnel from the Public Works Agency. Ranking criteria included firm and personnel experience, understanding of need, relevant project experience, references, and proposal fee. The rating of the firms is as follows: NAME OF FIRM RATING Bucknam Infrastructure Group, Inc. 90.4 Dynatest Consulting Inc. 70.6 The Barnhardt Group 64.9 The proposal by Bucknam Infrastructure Group, Inc., contains adequate labor efforts to complete the required services. The firm's rates are reasonable and within industry standards, and their proposal was found to provide the best value and qualifications, and is appropriate for this program. Their proposed fee 2513-1 Agreement with Bucknam Infrastructure Group, Inc. Pavement Management Consulting Services December 15, 2015 Page 2 in the amount of $80,744 plus an approximate ten percent contingency yields a recommended not -to- exceed total contract of $89,000 (Exhibit 1). STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6: Community Facility & Infrastructure, Objective #1 (Establish and maintain a Community Investment Plan for all City assets), Strategy A (Develop a complete inventory of all assets to determine the scope of improvements needed to sustain the City's current infrastructure investment), and Strategy F (Perform periodic measurements to monitor and update each asset's condition and ensure adequate funding for repair and /or replacement costs in future budgets). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Funding in the amount of $89,000 is available in the approved Fiscal Year 2015 -16 Capital Improvement Program (Project No. 166855), for expenditure in Fiscal Year 2015 -16 from the Measure M2 Program (Account No. 03217662 - 66220). Executive Director Public Works Agency FM /EWG /JG /KN APPROVED AS TO FUNDS AND ACCOUNTS: 1. Francisco Gutierrez Executive Director Finance & Management Services Agency Exhibit: 1. Agreement for Pavement Management Consultant Services 2501-2 CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this 16a' day of December, 2015 by and between Bucknam Infrastructure Group, Inc., a California corporation, (hereinafter "Consultant ") and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of pavement management practices. The Consultant shall perform pavement condition surveys and budgetary analysis as part of the update to the City's Pavement Management Program (PMP). The PMP surveys and analysis shall comply with Orange County Transportation Authority (OCTA) guidelines. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is - -- knowledgeable in its field and that- any - services - performed- by Consultant- under -this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform during the term of this Agreement, the tasks and obligations including all labor, materials, tools, equipment, and incidental customary work required to fully and adequately complete the services described and set forth in Scope of Services - Exhibit A, attached hereto and incorporated by reference. The Scope of Services shall include a Schedule for the Delivery of Services, which shall be delivered as scheduled, beginning upon the City's issuance of a Notice to Proceed. 2. COMPENSATION City agrees to pay, and Consultant agrees to accept as total payment for its services for City, a fee of $80,744 in accordance to rates and charges identified in Compensation - Exhibit B, attached hereto and incorporated by reference, in accordance with Section 18. A contingency of ten percent (10 %) shall be available, at the discretion of the Executive Director of Public Works, for services that are currently not anticipated, but may be required to complete the Project. The total sum to be expended under this Agreement shall not exceed $89,000 during the term of this Agreement. 3. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2016, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended by a writing executed by the City Manager and the City Attorney. EXHIBIT 1 25D -3 Page 1 of 8 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer - employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ( "Documents & Data "). Consultant shall require all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self - insurance programs maintained by the City; and (c) contain standard separation of insured's provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. Page 2 of 8 25D -4 C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self - insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: i. Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. ii. Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. iii. Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to-the C City. - - — - - iv. Consultant shall supply City with a fully executed additional insured endorsement. f If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its officers, agents and employees (collectively, the "indemnified parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a claim; collectively, "claims "), to any work performed or services provided under this Agreement arising out of relating to or pertaining to the negligence, recklessness or willful misconduct of Consultant, its principals, officers, agents, employees, vendors, suppliers, contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them. Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the indemnified parties from any claim arising from the sole negligence or willful misconduct of the indemnified parties. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. Page 3 of 8 25D -5 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services. Conflict may be further specified in Certifications - Exhibit C, attached hereto and incorporated in this Agreement by reference. Page 4 of 8 25D -6 12. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications - Exhibit C, attached hereto and incorporated in this Agreement by reference. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement aclrnowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which is not embodied 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product(s) completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. Page 5 of 8 25D -7 16. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 17. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 18. PAYMENTS & INVOICES a. Payment by City shall be made within 45 days (forty -five) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. City shall retain ten percent (10 %) of the invoice amount from each payment until the completed Project has been accepted by the City. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. b. Invoices should be submitted on the 15th of each month and shall include the following information at a minimum: i. Consultant's invoice number and City's agreement number ii. Beginning and ending dates for services iii. City Project and/or Task Order number and/or name (if applicable) iv. Work site address /location (if applicable) V. Tasks or deliverables completed and percentage ( %) of total services completed. vi. Remaining Overall and Task Order budget available 19. MISCELLANEOUS PROVISIONS a. Additional provisions, if any, are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. C. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. Page 6 of 8 25D -8 20. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Cleric of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 Fax: 714- 647 -6956 With courtesy copies to: Fred Mousavipour Sonia R. Carvalho Executive Director, Public Works Agency City Attorney - -- City of-Santa Ana---- - - -- - -C-ity of Santa — 20 Civic Center Plaza (M -21) 20 Civic Center Plaza (M -29) P.O. Box 1988 P.O. Box 1988 Santa Ana, California 92702 Santa Ana, California 92702 Fax: 714 -647 -5635 Fax: 714- 647 -6515 To Consultant: Mr. Peter Bucknam President Bucknam Infrastructure Group, Inc. 3548 Seagate Way, Suite 230 Oceanside, California 92056 Fax: 760-216-6549 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. Page 7 of 8 25D -9 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: CI'T'Y OF SANTA ANA Maria D. Huizar David Cavazos Cleric of the Council City Manager APPROVED AS TO FORM: SONIA R. CARVALHO CONSULTANT: City Attorney By: 2' .lose , at oval Peter Bucknam Chi f ssistant City Attorney President Tax ID# 46- 2723662 RECOMMENDED FOR APPROVAL: FRED MOUSAVIPOUR Executive Director Public Works Agency 25D -10 Page 8 of 8 EXHIBIT A SCOPE OF SERVICES 25D -11 1) Project Implementation (MPAH Network) TASK 1.1: Management and Administration Building upon our previous successful PMP projects, Bucknam will implement the key first step of an effective pavement management program; frequent communication and timely scheduled data updates. For the City of Santa Ana it will be essential to establish, up front, the Public Works /Maintenance pavement management priorities. Our team will set a Project Kickoff meeting to further discuss and review in detail the expectations of the project, technical approach, section ID management & surveys, Orange County Transportation Authority (OCTA) compliance, finalization of the scope of work, review of schedule, format of deliverables and clarification responsibility of each party. This effort will build consensus between the Street Maintenance and Engineering departments as well as build stronger ARTERIAL and LOCAL maintenance programs. The first key topics to be discussed will include the review and assessment of the existing MicroPAVER pavement plan /data, OCTA compliance, and survey areas based on recent maintenance work and schedules, new construction, data quality and condition, current pavement procedures, historical expenditure levels, and desired service levels. Project Status Meetings - Quality Control Program Status Meetings and Progress Reports • Minimum of three meetings during the project (kickoff, field, and status meetings) • Field review meetings • Monthly progress status reports will be delivered to City project manager Quality Control (QC) We will use a statistical sampling approach for measuring the quality of our field technician's work. In this manner, 10 percent (11 miles) of the original surveys will be 3 -1 25D -12 Understanding of Need / Scope of Work Project Understanding / Approach We have defined detailed phases t o t he scope of work in accordance to the City's RFP; 1. Management and Administration a. Project Status Meetings— Quality Control Program b. Client Satisfaction / Project Deliverables 2. Update Maintenance & Rehabilitation History 3. Pavement Condition Surveys 4. Budget Analysis 5. Final Report (Internal City CIP / OCTA Compliance Reporting) 1) Project Implementation (MPAH Network) TASK 1.1: Management and Administration Building upon our previous successful PMP projects, Bucknam will implement the key first step of an effective pavement management program; frequent communication and timely scheduled data updates. For the City of Santa Ana it will be essential to establish, up front, the Public Works /Maintenance pavement management priorities. Our team will set a Project Kickoff meeting to further discuss and review in detail the expectations of the project, technical approach, section ID management & surveys, Orange County Transportation Authority (OCTA) compliance, finalization of the scope of work, review of schedule, format of deliverables and clarification responsibility of each party. This effort will build consensus between the Street Maintenance and Engineering departments as well as build stronger ARTERIAL and LOCAL maintenance programs. The first key topics to be discussed will include the review and assessment of the existing MicroPAVER pavement plan /data, OCTA compliance, and survey areas based on recent maintenance work and schedules, new construction, data quality and condition, current pavement procedures, historical expenditure levels, and desired service levels. Project Status Meetings - Quality Control Program Status Meetings and Progress Reports • Minimum of three meetings during the project (kickoff, field, and status meetings) • Field review meetings • Monthly progress status reports will be delivered to City project manager Quality Control (QC) We will use a statistical sampling approach for measuring the quality of our field technician's work. In this manner, 10 percent (11 miles) of the original surveys will be 3 -1 25D -12 Understanding of Need / Scope of Work Vq re- surveyed by an independent survey crew, supervised by a field supervisor, and the results will be compared to the original surveys. Our QC process involves checking the field crews' work in a "blind study" fashion. Quality control checks will be performed at the end of each survey week. This will ensure that all field personnel are properly collecting distresses and pavement quantities for all street segments. Since we are collecting distress information on our field Tablets with the Santa Ana MicroPAVER database live, our staff will perform several quality control tests within the pavement management software using a sample set of the City of Santa Ana's street distress data. This will ensure that all system and analysis settings as well as City recommendations and standards are being followed. As shown within the OCTA "Countywide Pavement Management Program, Guidelines Manual (January 2015) ", our staff will follow and deliver on the requirements stated on Section 2.4, pages 8 & 9 which require specific QA /QC data (Items A through G). Additionally, Chapter 3 requires numerous data /deliverables from local agencies for Measure M2 eligibility. All general draft and final reporting will follow the Chapter 3 Over the past year, Bucknam has already submitted sixteen (16) OCTA Measure M2 compliant reports for OC municipalities, they include Santa Ana, Seal Beach, Brea, Costa Mesa, Huntington Beach, Laguna Hills, Fountain Valley, Irvine, Aliso Viejo Laguna Niguel, San Juan, Newport Beach, Laguna Beach, RSM, Tustin and Westminster. Our surveys follow the accepted OCTA walking requirements. A copy of the QA /QC plan utilized by our staff during the project will be submitted along with the PMP certification rinn lmpntc Our staff has already attended the OCTA MicroPAVER Distress Training Class held in November, 2011, 2012, 2013. In February, 2013 our staff was considered prequalified to prepare Pavement Management Plans fully compliant with the OCTA Countywide Pavement Management Guidelines (contact Mr. Harry Thomas / OCTA for details). '—_, Certificate of Comy(etion This Cenlfieation is prasenf d upon complolian of attendance antl P n in the OCTA MlcroPAVIER Olstress I saininB Class. Haiti bar 14 515, 2011 at the Gertlen Grove Bits Facility. j Peter Bucknum ountyTmosporWo,llAuthorityn ��� Deliverable: Monthly Project Status reports, field review and project status meetings, OCTA QA /QC Plan Client Satisfaction / Project Deliverables Shown throughout our Scope of Work, each Task is summarized with project deliverables. Client satisfaction will derive from frequent communication with the 3 -2 25D -13 Understanding of Need / Scope of Work Project Manager and key staff members from the Engineering and Street Maintenance departments. Project success is created by delivering on three main factors; 1) Adherence to scope tasks and deliverables 2) Performing to the standard set by the Project Schedule; and 3) Controlling costs. Our Project Manager will follow each of these factors throughout the duration of the project Deliverable: Project Status Updates, as stated in Task 1.2 TASK 1.2: Update Maintenance and Rehabilitation History Bucknam will review all city provided maintenance projects that have been completed since the last major PMP update (i.e. 2014). These records will be assessed and entered into MicroPAVER. Our staff will generate an updated work history report for City review and compliance. The City will provide Bucknam with the most recent PAVER 7.0 database (.e70 file). Deliverable: Citywide Work History Report TASK 13: Conduct pavement Condition Survey Once the pavement segmentation has been assessed and verified, the inspection of approximately 105 MPAH centerline miles will be performed per ASTM D6433 -11 and OCTA guidelines. City of Santa Ana Street System Network: MPAH —105 centerline miles (2016 survey) o Survey will exclude private streets, Orange County unincorporated areas and State Highways o Recently slurry seal and overlay maintenance will reduce the amount of necessary survey, Bucknam will coordinate mileage and cost reduction with City prior to survey o For FY 2016 Santa Ana is only required to survey their MPAH pavement sections Our survey methodologies will include the following approach based on the City's cost and benefit analysis: 1. Walking (Recommended) based MicroPAVER / ASTM D6433 -11 survey (performed on Tablets live in the field); this survey methodology is required by OCTA. Our staff will establish all inspection sample locations for survey based on MicroPAVER / OCTA January 2016 guidelines. 3 -3 25D -14 Understanding of Need / Scope of Work (a 2. Automated Digital Roadway Imaging (Optional Task 4.1) survey; Bucknam has recently performed this service for the cities of Fountain Valley, Cypress, RSM, Santa Ana, La Habra Heights, Tustin, National City and Palm Desert for PIMP and ROW inspections. MicroPAVER sampling method used. Distress types will be collected based upon actual surface conditions and physical characteristics of the segment. Surveying methods will be conducted by remaining consistent with MicroPAVER & the Army Corp of Engineers sampling guidelines while being flexible to current City practices. We will use the City's GIS centerline live in the field to reduce survey times and project schedules. If the City has a recent high- resolution aerial (approx. 3 ") we will use this file during our field survey efforts to verify street measurements and other segment attributes. Our use of MicroPAVER- Tablet units allows our staff to collect pavement data with the City of Santa Ana's MicroPAVER database live in the field. At the end of the day all electronic data is transferred to our office for quality control and management. Our Tablet methodology sets us apart from the competition since we are using a paper -less inventory process to enter data; this in turn generates cost savings to enhance other portions of the project such as CIP reporting, MicroPAVER training, and on -call services. Roadway Verification Survey -A listing of the field attribute data that is updated /verified during the survey for the pavement management database is listed below. Bucknam will obtain measurements of each streets width, length and surface classification and compare it to existing PAVER data. Discrepancies in the data will be tabulated and reviewed by Bucknam and the City prior to any update within PAVER. 1. Field Attribute Data (updated and /or verified) • From /to, indicating the assigned limits of the section, sample test areas, street name, a street codification (arranged west to east and south to north) • Street ranking indicating local, alley, arterial, collector, # of lanes, surface type • Historical PCI tracking from previous inspections and 2016 PCI inspections • Segment quantities, indicating the length, width, and total true area of the section • Pavement distresses compliant with MicroPAVER — OCTA guidelines (i.e. alligator cracking, block cracking, rutting, long /trans cracking, weathering, etc. • Provide City with "discrepancy report" indicating variances between field data collection and previous PIMP database 2. Conditional data will be evaluated for all street segments and will include: • MicroPAVER 20 AC & 19 PCC distresses by type, severity and sample area • PCI ratings (0 -100); per segment, per grid zone, per maintenance zone and citywide i Other known or found environmental issues (standing water, site condition, etc.) • Corrections / changes to the database shall not be made w/o prior City approval We welcome staff members from the City of Santa Ana to join our surveys. All pavement data will be entered into the City's most current licensed software (version 7.0.3). All items listed above will be maintained by our staff for the duration of this project. 3 -4 25D -15 Understanding of Need / Scope of Work ( �' Data management will be performed in -house at our Oceanside office. At the completion of the project, the MicroPAVER database will be placed within your information services /communication network. 3. Section Distress and PCI Reporting Once inspections are completed, we will generate a draft Pavement Condition Index (PCI) Report for City staff to review. PCI reports will include the necessary data listed within the Countywide Pavement Management Program, Guidelines Manual; Chapter 3 (Agency Submittals). At a minimum, the Santa Ana Pavement Condition Index (PCI) Report will include: • Present condition index per segment, per rank, per maintenance zone and citywide • Present condition of segments and future performance for the next seven years based on performance prediction modeling and local conditions • Identify the form, condition and causes of pavement failure (if possible) Deliverable: Citywide draft PCI report, Pavement segment data required within Chapter 3 MicroPAVER Guideline Manual (OCTA) TASK 1.4: Budgetary Analysis We will assist the City in developing the most cost - effective preventative maintenance, repair and rehabilitation strategies possible. This will be accomplished by meeting with the City to discuss and strategize maintenance activities that are currently being used by the City. Based on the City's current AC & PCC applications and other maintenance practices used we will conduct an historical and prospective analysis on the conditional and financial impact these current practices have on the pavement network. Based on our fiscal and deterioration analysis, we will present our results and recommendations to City staff. This analysis will become an essential building block for the 2016 -2023 fiscal year maintenance programs. We will establish a maintenance "decision tree" that will be used to generate pavement recommendations that match current 2016 maintenance approaches. This will be accomplished by assessing /updating the unique and individual deterioration curves within MicroPAVER based on functional class (i.e. arterial, collector, local), ride quality, traffic volumes and age. Our staff will review the Santa Ana's deterioration curves that have been developed based on historical pavement condition, inspection, surface type, MicroPAVER deterioration, and road class. The curves will be modified based on 2016 pavement conditions. The strategies that are typically reviewed are rehabilitation and reconstruction (R &R), localized maintenance, slurry seals, and various overlay types, the expected improvement in pavement condition, the life -cycle extension that would result and the unit costs for maintenance. 3 -5 25D -16 Understanding of Need / Scope of Work I a;N All maintenance practices /unit costs will be integrated into MicroPAVER and will be derived from the most recent construction bids for pavement rehabilitation. We will account for inflation rates when long -term revenues projections are made. Our staff will also update the City's residential maintenance zone approach. We will focus on projecting budgets and maintenance recommendations for all streets within maintenance zones; this will allow us to proactively schedule maintenance efforts throughout the multi -year CIP as well as achieve the desired level of PCI across the City. Our Project Manager and Principal will work closely with City in defining repair and rehabilitation strategies during each fiscal year and within each tract /area defined by the City (i.e. Maintenance zones 1 thru 4 have been completed, zone 5 is under construction and zone 6 is currently being bid out). Once the repair /rehabilitation strategies have been defined, the identification of a seven year Forecasted Maintenance schedule will be generated. The recommended budget scenarios will be identified on the basis of several criteria: • Present pavement conditions; Desired levels of service and available resources • Achieving Local Match Reduction guidelines identified by OCTA • Scheduling with the City's maintenance zones and other capital projects (water, sewer) • Accrued backlog levels and stabilization of maintenance backlog • Future routine maintenance needs based on projected deterioration rates The primary emphasis of this task is to maximize the programming of street maintenance projects using the most cost - effective strategies available and taking into account a life -cycle cost analysis. A working "draft" Final Report will be generated for City staff to review. The Draft and Final PIMP reports will include: • Executive Summary / Findings and Recommendations • Pavement Condition Index (PQ reports; • 7 -Year CIP identifying arterial and residential zone maintenance (per section) recommendations (slurry, overlay, recon, etc.) associated with a construction cost • GIS mapping Deliverable: Three copies of the Draft Pavement Management Program Report Optional Taslcs TASK 1.5: Final Report - OCTA Compliance Reports/ Citywide CIP Report Through our previous project experience with the City; internal staff has developed a comprehensive, reliable PMP report that is compliant with OCTA and internal needs. If necessary, Bucknam will deliver the Final Report to the City which will be essential for staff 3 -6 25D -17 Understanding of Need / Scope of Work reference and use as well as presented in a way that is beneficial for elected officials /upper management. This report will assist the City in complying with OCTA and its most recent Countywide PMP Guideline requirements. The report will be prepared in a format that uses the information delivered by MicroPAVER in conjunction with the information and analysis performed by our team. The report will also provide the City with information on: • Current inventory and pavement conditions indices (PCI) for all road classes • Projected annual rehabilitation programs for street maintenance for a 7 -yr period (ARTERIAL and LOCAL Forecast Maintenance Reports) that show the largest return on investment and acceptable levels of service • Modeling and comparison of budget scenarios typically include: • Maintenance required to complete all streets within 7 -years • Current/ Actual budget projection (citywide approach) • 7 -year CIP projection budget for OCTA submittal requirements • Final Local Match Reduction budgetary models / results • Strategies and recommendations for the City's AHRP, Measure M and maintenance programs and procedures, including a preventative maintenance schedule • Supporting documentation required by OCTA • A detailed breakdown of deferred maintenance (backlog) Our OCTA PMP submittals have been well received by OCTA and are formatted in such a way for easy review and acceptance. Our staff will include within the draft /final report the following minimum data: A) Average PCI for: a) Entire pavement network b) MPAH Roadways c) Local streets B) Projected PCI under existing funding levels over the next seven years for: a) Entire pavement network b) MPAH Roadways c) Local streets C) Seven -yr plan for road maintenance and rehabilitation, identifying street sections selected for treatment, based on the existing budget. a) Street name, limits of work, length, widths and pavement areas b) Functional classification c) PCI and most recent date of inspection 3 -7 25D -18 Understanding of Need / Scope of Work d) Type and cost of treatment D) Alternative funding levels required to: a) Maintain existing weighted average network PCI b) Improve weighted average network PCI E) Backlog by FY of unfunded pavement rehabilitation, restoration and reconstruction. Total amount of backlog will be included in summary tables F) Pavement Management Program Certification form We will make a presentation of the results from the 2016 PMP update to City personal and /or City Council if necessary (pro - bono). Registered Engineer Mr. Steve Bucknam, P.E. will supervise all operations, review all completed data and prepare and sign a final report incorporating the results of our pavement evaluation and conditions. We __will_pr_ovide_ engineered -recommendations for-pavement-rehabilitation and-replacement design_ based upon field data and analysis. Deliverable: Digital file on CD, one (1) hardcopy of the Final Pavement PMP, in binder and electronic form (.pdf), will be sent to the City. Bucknam will provide one (1) copy of MicroPAVER .e65 file on CD as well as all M &R, survey and budget analysis data. TASK 2.1 through 2.3 (Local Network): If needed and per the City's request, Local streets (317 centerline miles) will be surveyed. Our methodology for project administration, data assessment, pavement survey and reporting will be identical to the scope of work shown above for the MPAH network. TASK 3.1 through 3.3 (Alley Network): If needed and per the City's request, Alley streets (28 centerline miles) will be surveyed. Our methodology for project administration, data assessment, pavement survey and reporting will be identical to the scope of work shown above for the MPAH network. It is noted that work histories will be excluded from this effort. Additionally, the City has requested that the alley network /sections that are currently within the Santa Ana PAVER 6.5 database be cross - checked and verified against the City's GIS pavement layer. This effort will include the verification of alley segments, naming conventions, dimension accuracy and the organization of Branch / Section ID's in logical sequences (i.e. alphabetical, geographical, etc.). TASK 4.1: Automated Digital Roadway Imaging Bucknam has performed numerous digital roadway imaging survey throughout Southern Califnornia over the past fifteen years. Based on the City's infrastructure / GIS data collection 3 -8 25D -19 Understanding of Need / Scope of Work priorities we have performed digital imaging surveys for local agencies that complament our pavement inspections. Our services are a proactive and cost efficient GPS survey methodology that will allow for the collection of numerous GPS locations using "one" set of digital imagery (e.g. five citywide infrastructure surveys for the cost of one). We always tell our clients, regarding this task service, "It has to be the right fit at the right time'. If the City is looking to proactively collect numerous assets under one survey effort within the next 12 to 18 months, this is the solution. Beyond the pavement survey capabilities, the City will be able to collect other infrastructure assets in the future such as signs, driveways, catch basins and other ROW features; a tremendous costs savings that could reach $400,000 over the next 3 years. , rt* With verification of street segmentation, the inspection of approximately 105 centerline miles will be surveyed (or citywide). MicroPAVER - Army Corp of Engineers AC and PCC distress types will be collected based upon actual surface conditions and physical characteristics of the segment while being flexible to current City practices. Our automated digital imaging allows technician to collect the following: • Continuous pavement imaging (images taken every 5 meters, competition typically surveys at every 8 meters /25 feet intervals) • Surface roughness ratings (IRI); Rutting depth (full width of lane or street) • Imaging captures 100% of each pavement segment (not just one lane) • Data transfers seamlessly toMicroPAVER • 2mm pixel images allows for centimeter horizontal and vertical accuracy The first survey process will involve the mobile GPS vehicle taking approximately two - week's time to survey the Santa Ana's street network; additionally, the vehicles drive the posted speed limits. The images that are collected are taken by using Sony digital stereographic cameras (6 cameras) positioned on the vehicle. The images have a resolution of 1600x1200 and are geo- referenced by means of inertial GPS equipment contained within the van; images are taken every 4 to 6 meters, 15 ft. intervals. The quality of the imagery and its GIS / record collecting capabilities within the software provided allows the technician to accurately identify the required pavement distresses defined by the pavement software and the project (distresses are collected in- house). Survey vehicles are equipped with digital measuring instrumentation (DMI) that will be used to verify all pavement section lengths and widths. Our vehicles can be equipped with road roughness rating equipment, strip mapping cameras and are set to record 360 degree street imaging. The survey will be performed by the Bucknom team that is experienced and trained in infrastructure condition assessment using LambdaTech's "Feature Extraction" software. 3 -9 25D -20 Understanding of Need / Scope of Work LL General Requirements • Bucknam agrees that project work shall be performed in conformance with the City and OCTA's policies, procedures and standards • Bucknam shall have total responsibility for the accuracy and completeness of all inspections performed and documents prepared. The documents provided under the Agreement shall be of a quality acceptable to the City. The criteria for acceptance shall be a product of neat appearance, well organized and technically and grammatically correct. No assumption of the number of review rounds has been taken • Bucknam will be using laptop /tablet based surveys (digital input /output); as a deliverable a paper based forms shall be submitted to the City for the City's records or the methodology for upload of electronic data collected shall be clearly defined and a method for data verification provided Project Deliverables • Updated database in PAVER 7.0 (.e70 format; digital file on DVD /CD o Updated M &R work data /tables o Updated pavement condition survey data o Updated Budgetary Analysis Scenarios • Final PIMP report; digital file on DVD /CD and 1 hard copy 3 -10 25D -21 Schedule Our Critical Path Method (CPM) project schedule shows each major task identified in our scope of work, as well as quality control milestones and meetings. See key milestone dates from the project schedule below: • Project Kickoff — December 4, 2015 • Survey Completion — March 4, 2016 • Delivery of draft PMP — March 21, 2016 • City comments returned to Consultant— April, 2016 • Delivery of City CIP Final Report — April, 2016 o Santa Ana CIP data /Final Report & OCTA Compliant report, revenue projections will be submitted by April, 2016 • Implementation of MicroPAVER v.7.0 PMP software /database — Any time after acceptance of Final PMP • All pavement and GIS data pertinent to the project deliverables will be submitted with the Final PMP report, May, 2016 5 -1 25D -22 EXHIBIT B COMPENSATION 25D -23 CITY OF SANTA ANA Pavement Management Program Update Fee Proposal - November 4, 2015 7 -1 25D -24 Description Principal Project Manager Assistant Planner Field Technician(s) Admin Total by Task 2016 Base Fee $265/hr $180 1hr $135/hr $86 /hr $75 /hr Task 1.1 Management and Administration 1 6 3 8 1 $2,513 Task 1.2 Update Maintenance and Rehabilitation History 1 2 10 $1,310 Task 1.3 Pavement Condition Survey (105 miles MPAH- citywide) 5 10 162 3 $16,407 Task 1.4 Budgetary Analysis 1 14 2 2 1 $3,302 Reimbursables (mileage, printing, materials) $840 All deliverables will become property of the City of Santa Ana All Tasks are negotiable Total Hours per Staff 2 26 17 182 5 2016 Total Base Fee $ 530 $ 4,680 $ 2,295 $ 15,652 $ 375 $24,372 Optional Tasks Task 1.5 Final Report- OCTA Compliance Reports 1 241 41 2 1 $5,372 Task 2.1 to 2.3 Local Street Network (recommend surveying 1/3 of network every two years) - fee shows 317 miles citywide - - - - -> $44,500 Task 3.1 to 3.3 Alley Street Network $6,500 Task 5.4 Automated Digital Roadway Imaging (Citywide) TBD Additional services outside of this contract will be negotiated with the City where we will use the Standard Hourly Rate Schedule shown here. Assumptions: Task 1.2 Work History data entry wil I be provided by the City + MicroPAVER database Task 1.2 MicroPAVER v7.0 has been obtained by City, no MicroPAVER purchase will be necessary Task 1.3 City's recent slurry seal and overlay maintenance will reduce total mileage to survey - TBD Task 1.5 Presentation to City Council / Upper Management available at no additional cost to City O tionals Optional Tasks to be considered as additional work efforts and fees to base fee 7 -1 25D -24 Standard Hourly Rate Schedule Cateaory Rate Principal $ 265 Senior Project Manager 215 Senior Engineer / Planner 185 Construction Manager 177 Pavement Management Project Manager 180 Management Analyst 165 Project Engineer / Planner 160 Engineer /Senior Technician /GIS Planner /Senior Inspector 135 Assistant Engineer/ Assistant GIS Planner/ Inspector 130 CADD Operator 110 Administrative Assistant 100 Field Technician 86 Clerical /Word Processing 75 Forensic Services Quote Reimbursables Mileage $ 0.66 1mile Subconsultant Services Cost + 15% Reproduction Cost + 15% Travel & Subsistence Cost + 15% Fees & Permits Cost + 15% Computer Services (External) Cost+ 15% Standard Hourly Rates shown will not be changed and /or increased during the contract period 6UCKNAM INFRASTRUCTURE GROUP, INC. ,� so 11 1 211,111 1 ..;,ae r msc l 711.£1 u51- f 711 2 1Fb ,.: v..L F -ams_e 25D -25 7 -2 EXHIBPT C CERTIFICATIONS 25D -26 APPENDIX ATTACHMENT 3 -1: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PAVEMENT MANAGEMENT PROGRAM UPDATE RFP NO.- 15-102 NON - COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In, accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with ay BIDDER or anyone else to Patina a_ sham bid, or that anyone shall refrain from bidding; that the BIDDER has _ not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of tine bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in die proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid, Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non - collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed State of California County of -�w Subscribed and sworn to (or affinned) before me on this ,e day of 110,v_, MT, by �e.9ro %i�dve �dv�yf , proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Notary Public Signature r grliOMM� CURTIS DANI ELS < COMM,# 2100578 NDTARYPUBLIC- CALIFORNIA BAN DIEGO Coupy MY COMM, EAF, MAR, 17, 2919's Notary Public Seal City of Santa Ana RFP 15 -102 Page 22 25D -27 An r9peb110weMet D�'"Ie lg MIS cedHkate %me$ on] y Me M -ft 01" x W vMwi+dw agrod Ma �dawmmeetMwlAChBM "ISM' aMaAha$aM estthe L.� ppSAW01160 SrATE Of CAUFOtdNUI CAUNTY Sobscdbedwdswomto to aakmaM bdw*M � by ehls � proved to " w the baSk d sedsfJdM evWenee to betheperso aredbefot a Is APPENDIX ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PAVEMENT MANAGEMENT PROGRAM UPDATE RFP NO.: 15 -102 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: 1. No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, die making of any federal grant, the making of any federal loan, die entering into of any cooperative agreement, and die extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated finds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, rat officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Cade. Any person who fails to file the required certification shall be subiect to a civil penalty or not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that lie or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly, Finn .r`�v(K';v 9./�,,,._ !/t%i°'-rlq -5 i'i$U,:'TJr2r 'V IZ r.'v(�, /,v(' Signed avid Printed Name: j ) lt, .�.— _._. p'% r /?,_ r 'C'F ✓✓qt y Title 144 f �/ o P. Date t(.. (C`_ City of Santa Ana RFP 15 -102 Page 23 25D -28 APPENDIX ATTACHMENT 3 -3: NON - DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PAVEMENT MANAGEMENT PROGRAM UPDATE R FP NO.: 15 -102 The undersigned consultant or corporate officer, during the performance of this contract. certifies as follows: The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race. color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 1 1246 of September 24. 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and wilt permit access to his /her books, records, and accounts by 'the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules. regulations, and orders. 6. In the event of the Consultant's non- compliance with the nondiscrimination clauses of this contract or with anv of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may_ be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies involved as provided in Executive Order 1 1246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, City of Santa 77 7775-102 15 -102_ Page 24 25D -29 regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Slats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subiect to all the penalties imposed for a violation of the Chapter. Signed: —I Title: F Firm: Date: /I _ .� - / r City of Santa Ana RFP 15 -102 Pape 25 25D -30 E0101 CITY COUNCIL MEETING DATE: CLERK OF COUNCIL USE ONLY: FILE NUMBER WILA. • Authorize the City Manager and Clerk of the Council to execute the Cooperative Agreement with the Orange County Transportation Authority for Implementation of two Arterial Pavement Management Program projects, subject to nonsubstantive changes approved by the City Manager and City Attorney, The City of Santa Ana and the Orange County Transportation Authority (OCTA) desire to enter into a Cooperative Agreement (Exhibit 1) to define the roles and responsibilities related to the funding between OCTA and the City for construction of the following projects: Warner Avenue Pavement Maintenance Project (from west city limit to Grand Avenue) First Street Pavement Maintenance Project (from Newhope Street to Main Street) The City Council adopted Resolution No. 2014-079 on November 15, 2014, authorizing submission of an application for the Arterial Pavement Management Program. Funding was made available through the Regional Surface Transportation Program (RSTP), under the Moving Ahead for Progress in the 21'c Century Federal Transportation Act. On January 12, 2015, the OCTA Board of Directors approved funding for each project in the amount of $500,000 in RSTP funds to be matched with $1,250,000 in City funds for each project. On November 9, 2015, the City received the Cooperative Agreement from OCTA for execution. 25E -1 Cooperative Agreement with OCTA for Arterial Pavement Management Program December 15, 2015 Page 2 Funding for the City match has been recognized in the Capital Improvement Program (CIP) as follows: Project Fiscal Local RSTP Total Year Funds Funds Warner Avenue Pavement Maintenance 2014/15 $1,250,000 $1,750,000 2015/16 $500,000 (from west city limit to Grand Avenue) First Street Pavement Maintenance 2015/16 $1,250,000 $500,000 $1,750,000 from Newho a Street to Main Street TOTALS: $2,500,000 $1,000,000 $3,500,000 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT Matching local funding in the amount of $2,500,000 has been appropriated from the Measure M2 Program (Account No. 03217662 - 66220) in the approved Fiscal Year 2014 -15 ($1,250,000, Project No. 15 -6840) and FY 2015 -16 ($1,250,000, Project No. 16 -6858) Capital Improvement Programs. Publlc Works Agency FM /EWG /KN Exhibit: 1. Cooperative Agreement with OCTA APPROVED AS TO FUNDS & ACCOUNTS: A \Y NNt it.e� �N-, � i Francisco Gutierrez Executive Director Finance & Management Services Agency 25E -2 EXHIBIT 1 1 COOPERATIVE AGREEMENT NO. C- 5.3632 2 BETWEEN 3 ORANGE COUNTY TRANSPORTATION AUTHORITY 4 AND 5 CITY OF SANTA ANA 6 FOR 7 THE ARTERIAL PAVEMENT MANAGEMENT PROGRAM PROJECT 8 THE WARNER AVENUE PAVEMENT MAINTENANCE PROJECT 9 (FROM WEST CITY LIMIT TO GRAND AVENUE) 10 AND THE FIRST STREET PAVEMENT MAINTENANCE PROJECT 11 (FROM NEWHOPE STREET TO MAIN STREET) 12 13 THIS COOPERATIVE AGREEMENT is effective this day of 14 2015, by and between the Orange County Transportation Authority, 550 South Main Street, P,O. Box 15 14164, Orange, California 92863 -1584, a public corporation of the State of California (hereinafter 16 referred to as "AUTHORITY'), and City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 17 92701, a municipal corporation duly organized and existing under the constitution and laws of the State 18 of California (hereinafter referred to as "CITY'), mutually referred to herein as the "PARTIES" or each 19 individually as a "PARTY ". 20 RECITALS: 21 WHEREAS, AUTHORITY and CITY desire to enter Into a Cooperative Agreement to define the 22 roles and responsibilities related to funding between AUTHORITY and CITY for construction of the 23 Warner Avenue Pavement Maintenance Project (from West City Limit to Grand Avenue) and the First 24 Street Pavement Maintenance Project (from Newhope Street to Main Street) Project as defined in the 25 scope of work provided in the Arterial Pavement Management Program 2014 Call for Projects 26 Application, herein incorporated by reference; (hereinafter individually referred to as "PROJECT' and 26t!4' 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO. C -5 -3632 collectively referred to as "PROJECTS "); and WHEREAS, the Arterial Pavement Management Program is funded with Regional Surface Transportation Program (hereinafter referred to as "RSTP ") funds; and WHEREAS, the RSTP program is authorized under Moving Ahead for Progress in the 21" Century (MAP -21) Federal Transportation Act; and WHEREAS, CITY is an eligible sub - recipient of Federal funding under the RSTP program, and PROJECTS are eligible for RSTP funding contingent on California Department of Transportation (hereinafter referred to as "Caltrans ") and the Federal Highway Administration (hereinafter referred to as FHWA) approval; and WHEREAS, on January 12, 2015, AUTHORITY's Board of Directors, approved providing funding of up to Five Hundred Thousand Dollars ($500,000) in RSTP funds to be matched with One Million, Two Hundred Fifty Thousand Dollars ($1,250,000) in CITY funds for the Warner Avenue Pavement Maintenance Project construction phase; and approved providing funding of up to Five Hundred Thousand Dollars ($500,000) in RSTP funds to be matched with One Million, Two Hundred Fifty Thousand Dollars ($1,250,000) in CITY funds for the First Street Pavement Maintenance Project construction phase; and WHEREAS, CITY and AUTHORITY agree that the total full funding for the Warner Avenue Pavement Maintenance and the First Street Pavement Maintenance Including construction management and construction shall be One Million, Seven Hundred Fifty Thousand Dollars ($1,750,000) and One Million, Seven Hundred Fifty Thousand Dollars ($1,750,000) respectively, in accordance with Exhibits A -1 and A -2, entitled "Arterial Pavement Management Program Funding Plan ", which are attached herein and incorporated by reference; and WHEREAS, AUTHORITY and CITY agree that RSTP funding for each PROJECT is contingent upon funding being available through MAP -21 and each PROJECT maintaining their eligibility for this funding; and WHEREAS, AUTHORITY and CITY agree that Caltrans and FHWA authorization is required following AUTHORITY's amendment to the Federal Transportation Improvement Program (hereinafter 25Eg4 °f12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO. C-6.3632 referred to as "FTIP "), and in order to proceed or commence each phase of PROJECT for performance under this Cooperative Agreement; and WHEREAS, AUTHORITY is responsible for programming the funds to specific projects within Orange County; and Caltrans administers the RSTP program on behalf of the FHWA and is responsible for acquiring federal approvals for PROJECT on behalf of CITY, determining federal eligibility, compliance with federal requirements, and reimbursement for project activities; and WHEREAS, CITY agrees that AUTHORITY reserves the right to change the fund source programmed to the PROJECT; and WHEREAS, CITY agrees to act as lead agency for construction engineering, construction management and construction of PROJECT, and WHEREAS, this Cooperative Agreement defines the specific terms and conditions and funding responsibilities between AUTHORITY and CITY (hereinafter collectively referred to as "Parties" or individually as "Party.) for completion of PROJECT; and follows: WHEREAS, CITY's Council approved the Cooperative Agreement on day of 2015. NOW, THEREFORE, It is mutually understood and agreed by AUTHORITY and CITY as ARTICLE 1. COMPLETE AGREEMENT A. This Agreement, including any attachments incorporated herein and made applicable by reference, constitutes the complete and exclusive statement of the term(s) and condition(s) of this Agreement between AUTHORITY and CITY and it supersedes all prior representations, understandings, and communications. The invalidity in whole or in part of any term or condition of this Agreement shall not affect the validity of other term(s) or condition(s) of this Agreement. The above referenced Recitals are true and correct and are incorporated by reference herein. B, AUTHORITY's failure to insist on any instance(s) of CITY's performance of any term(s) or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of AUTHORITY's 2 bee tof 12 AGREEMENT NO, C -5 -3632 1 right to such performance or to future performance of such term(s) or condition(s), and CITY's obligation 2 in respect thereto shall continue in full force and effect. Changes to any portion of this Agreement shall 3 not be binding upon AUTHORITY except when specifically confirmed in writing by an authorized 4 representative of AUTHORITY by way of a written amendment to this Agreement and issued in 5 accordance with the provisions of this Agreement. 6 C. CITY's failure to insist on any instance(s) of AUTHORITY's performance of any term(s) 7 or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of CITY's right to 8 such performance or to future performance of such term(s) or condition(s), and AUTHORITY's 9 obligation in respect thereto shall continue in full force and effect. Changes to any portion of this 10 Agreement shall not be binding upon CITY except when specifically confirmed in writing by an 11 authorized representative of CITY by way of a written amendment to this Agreement and issued in 12 accordance with the provisions of this Agreement. 13 ARTICLE 2, SCOPE OF AGREEMENT 14 This Agreement specifies the roles and responsibilities of the Parties as they pertain to the 15 subjects and projects addressed herein. Both AUTHORITY and CITY agree that each will cooperate 16 and coordinate with the other in all activities covered by this Agreement and any other supplemental 17 agreements that may be required to facilitate purposes thereof. 18 ARTICLE 3. RESPONSIBILITIES OF AUTHORITY 19 AUTHORITY agrees to the following responsibilities for PROJECT: 20 A. AUTHORITY shall formally request on behalf of CITY that the Southern California 21 Association of Governments (hereinafter referred to as "SCAG ") amend the FTIP to program up to the 22 amount in accordance with the funding plan outlined in Exhibits A -1 and A -2, whereby AUTHORITY's 23 performance under this Cooperative Agreement is contingent upon SCAG, Caltrans and FHWA 24 approval. 25 B. AUTHORITY shall provide assistance to CITY in securing the RSTP funds. 28 C. AUTHORITY shall not be obligated to program any amount beyond what has been Pa a4of12 25Eg 6 AGREEMENT NO. C -6 -3632 1 identified in this Agreement and what is ultimately approved for the PROJECT by Caltrans and FHWA. 2 D. AUTHORITY shall process any required FTIP amendments. 3 E. AUTHORITY shall review and approve CITY's request for obligation of RSTP funds prior 4 to submittal to Caltrans District 12, 5 F. AUTHORITY may cancel projects for which CITY has not submitted request for 6 authorization to proceed (hereinafter referred to as "E -76 Request ") or has not advanced PROJECT to 7 ready -to -list stage as determined by Caltrans guidelines by February 1 of the fiscal year identified in 8 Exhibits A -1 and A -2 as required in Article 4, paragraph E. 9 ARTICLE 4. RESPONSIBILITIES OF CITY 10 CITY agrees to the following responsibilities for PROJECT: 11 A. CITY shall act as the lead agency for the construction engineering, construction and 12 construction management of PROJECT. 13 B. CITY shall comply with all local, state, and federal project delivery requirements 14 including but not limited to Disadvantaged Business Enterprise, American with Disabilities Act, and Buy 15 America provisions. 16 C. CITY shall submit National Environmental Policy Act (NEPA) and the California 17 Environmental Quality Act (CEQA) environmental documentation to Caltrans for approval by November 18 1 of the programming fiscal year as provided in the project schedule in Exhibits A -1 and A -2. 19 D. CITY is responsible for preparing and submitting to AUTHORITY an Engineer's 20 Estimate of PROJECT cost ninety (90) days prior to E -76 Request, and no later than November 1 of the 21 fiscal year identified in Exhibits A -1 and A -2. 22 E. CITY is responsible for preparing and submitting all necessary Caltrans- required 23 documentation including E -76 Request. CITY agrees to submit an E -76 Request to Caltrans District 12 24 by February 1 of the fiscal year identified in Exhibits A -1 and A -2. 25 F. CITY acknowledges that if the E -76 Request is not submitted to Caltrans with a copy to 26 AUTHORITY by February 1, or CITY has not advanced PROJECT to ready -to -list stage as determined t �f 12 AGREEMENT NO. C -5 -3632 1 through Caltrans guidelines by this date, the proposed funding shall be cancelled by AUTHORITY. 2 G. CITY acknowledges that they will not advertise for construction until the E -76 request is 3 approved by FHWA 4 H. CITY shall provide Seventy -One Percent (71 %) of the Construction costs in CITY funds 5 as the required local match consistent with Exhibit A -1 for the Warner Avenue Pavement Maintenance; 6 and CITY shall provide Seventy -One Percent (71 %) of the Construction costs in CITY funds as the 7 required local match consistent with Exhibit A -2 for the First Street Pavement Maintenance. Any 8 savings recognized in the Construction Phase will be credited or reimbursed proporticnally to the 9 amount contributed to the Construction phase by each fund type. 10 I. CITY shall invoice Caltrans at minimum once every six (6) months. 11 J. CITY agrees that any cost overruns shall be the responsibility of CITY. 12 K. CITY shall submit semi - annual status reports for PROJECT to AUTHORITY due on 13 March 1 for the prior six (6) month period (July through December), and due on September 1 for the 14 prior six (6) month period (January through June), (Exhibits B -1 and B -2, entitled "Arterial Pavement 15 Management Program Semi - Annual Report Form "). 16 L, CITY will submit a final report to AUTHORITY within six (6) months of Caltrans payment 17 of final progress invoice for PROJECT in accordance with Exhibit C, entitled "Arterial Pavement 18 Management Program Final Project Report Form." 19 M. CITY is responsible for completing PROJECT in accordance with the funding plan 20 (Exhibits A -1 and A -2), and to abide by Caltrans Local Assistance Procedure Manual, all RSTP 21 programming guidelines, and any and all other federal, state, and Caltrans requirements. 22 N. CITY shall comply with all Federal, third party contracting laws and regulations pursuant 23 to FTA Circular 4220,1 F and in accordance with Exhibit D, entitled "Federal Clauses," 24 / 25 / 26 / Page 6of12 25E -8 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO, C -5 -8632 ARTICLE S. DELEGATED AUTHORITY The actions required to be taken by CITY in the implementation of this Agreement are delegated to its Public Works Director, or designee, and the actions required to be taken by AUTHORITY in the implementation of this Agreement are delegated to AUTHORITY's Chief Executive Officer or designee. ARTICLES. AUDIT AND INSPECTION AUTHORITY and CITY shall maintain a complete set of records in accordance with generally accepted accounting principles. Upon reasonable notice, CITY shall permit the authorized representatives of AUTHORITY to inspect and audit all work, materials, payroll, books, accounts, and other data and records of CITY for a period of four (4) years after final payment by Caltrans, or until any on -going audit is completed. For purposes of audit, the date of completion of this Agreement shall be the date of CITY's payment of AUTHORITY's final billing (so noted on the invoice) under this Agreement. AUTHORITY shall have the right to reproduce any such books, records, and accounts. The above provision with respect to audits shall extend to ardlor be Included in contracts with CITY's contractor. ARTICLE 7. INDEMNIFICATION A. To the fullest extent permitted by law, CITY shall defend (at CITY's sole cost and expense with legal counsel reasonably acceptable to AUTHORITY), indemnify, protect, and hold harmless AUTHORITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties "), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims "), including but not limited to Claims arising from injuries to or death of persons (CITY's employees included), for damage to property, including property owned by AUTHORITY, or from any violation of any federal, state, or local law or ordinance, actually caused by the negligent acts, omissions or willful misconduct of CITY, its officers, directors, employees or agents in connection with or arising out of the performance of this Agreement, 25rnge6of 12 AGREEMENT NO. C -5 -3632 1 B. To the fullest extent permitted by law, AUTHORITY shall defend (at AUTHORITY's sole 2 cost and expense with legal counsel reasonably acceptable to CITY), indemnify, protect, and hold 3 harmless CITY, its officers, directors, employees, and agents (collectively the "Indemnified Parties "), 4 from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, 5 arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal 6 costs and attorney fees (collectively "Claims "), including but not limited to Claims arising from injuries to 7 or death of persons (AUTHORITY's employees included), for damage to property, including property 8 owned by CITY, or from any violation of any federal, state, or local law or ordinance, actually caused by 9 the negligent acts, omissions or willful misconduct of AUTHORITY, its officers, directors, employees or 10 agents in connection with or arising out of the performance of this Agreement. 11 C. The indemnification and defense obligations of this Agreement shall survive its 12 expiration or termination, 13 ARTICLE 8. ADDITIONAL PROVISIONS 14 A. Term of Agreement: This Agreement shall be effective, upon execution by both Parties, 15 and shall be In full force and effect through December 2018 or until final acceptance by AUTHORITY, 16 whichever is later, 17 B. Termination: In the event either Party defaults in the performance of their obligations 18 under this Agreement or breaches any of the provisions of this Agreement, the non- defaulting Party 19 shall have the option to terminate this Agreement upon thirty (30) days' prior written notice to the other 20 Party, provided that all outstanding requests for funding or project approvals by CITY pursuant to this 21 Agreement have beer satisfied, 22 C. Termination for Convenience: Either Party may terminate this Agreement for its 23 convenience by providing thirty (30) days' prior written notice of its intent.to terminate for convenience to 24 the other Party. 25 D. Amendments: This Agreement may be amended in writing at any time by the mutual 26 consent of both Parties. No amendment shall have any force or effect unless executed in writing by 25�ag1 of 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT NO. C -5 -3632 both Parties. E. Compliance; AUTHORITY and CITY shall comply with all applicable federal, state, and local laws, statues, ordinances and regulations of. any governmental authority having jurisdiction over the PROJECT. F. Legal Authority: AUTHORITY and CITY hereto consent that they are authorized to execute this Agreement on behalf of said Parties and that, by so executing this Agreement, the Parties hereto are formally bound to the provisions of this Agreement. G. Severability: If any term, provision, covenant or condition of this Agreement is held to be invalid, void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the remainder of this Agreement shall not be affected thereby, and each term, provision, covenant or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law, H. Counterparts of Agreement: This Agreement may be executed and delivered in any number of counterparts, each of which, when executed and delivered shall be deemed an original and all of which together shall constitute the same agreement. Facsimile or electronic signatures will be permitted. I. Force Majeure: Either Party shall be excused from performing its obligations under this Agreement during the time and to the extent that it is prevented from performing by an unforeseeable cause beyond its control, Including but not limited to; any incidence of fire, flood; acts of God; commandeering of material, products, plants or facilities by the federal, state or local government; national fuel shortage; or a material act or omission by the other Party; when satisfactory evidence of such cause Is presented to the other Party, and provided further that such nonperformance is unforeseeable, beyond the control and is not due to the fault or negligence of the Party not performing. J. Assignment: Neither this Agreement, nor any of the Parties' rights, obligations, duties, or authority hereunder may be assigned in whole or in part by either Party without the prior written consent of the other Party in its sole and absolute discretion. Any such attempt of assignment shall be deemed void and of no force and effect. Consent to one assignment shall not be deemed consent to 25Ra2fff 12 AGREEMENT NO. C -5 -3632 1 any subsequent assignment, nor the waiver of any right to consent to such subsequent assignment. 2 K. Governing Law The laws of the State of California and applicable local and federal 3 laws, regulations and guidelines shall govern this Agreement. 4 L. Litigation fees: Should litigation arise out of this Agreement for the performance thereof, 5 the court shall award costs and expenses, including attorney's fees, to the prevailing Party. 6 M. Notices: Any notices, requests, or demands made between the Parties pursuant to this 7 Agreement are to be directed as follows: 8 / 9 / 10 / 11 / 12 / 13 / 14 / 15 16 / 17 / 18 / 19 / 20 / 21 / 22 / 23 / 24 / 25 / 26 / 25�g1I of 12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 AGREEMENT N0, C -5 -3632 To CITY: To AUTHORITY: City of Santa Ana Orange County Transportation Authority 20 Civic Center Plaza 550 South Main Street Santa Ana, CA 92701 P. O. Box 14184 Orange, CA 92863 -1584 Attention: Jason Gabriel Attention: Ben Ku Principal Civil Engineer Senior Transportation Funding Analyst Tel: (714) 647 -5664 Tel: (714) 560 -5473 E -mail: yaabrielOsanta- ana.orq E -mail: Bku(a7octa.net r r 2ale113'12 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 A/ 25 Ca" 26I AGREEMENT NO. C -5 -3632 This Agreement shall be made effective upon execution by both Parties. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement No. C -5 -3632 to be executed on the date first written above. CITY SANTA ANA ORANGE COUNTY TRANSPORTATION AUTHORITY In David Cavazos City Manager ATTEST: By: ---- -- Maria D. Huizar City Clerk APPROVED AS TO FORM By: o is R. Carvalho 0/y Attorney Dated : Darrell Johnson Chief Executive Officer APPROVED AS TO FORM: dames M. Donicl General Counsel APPROVAL RECOMM 0 Kia Mortazavi Executive Director, Dated 2592 -el 4of 12 AGREEMENT NO. C -5 -3632 EXHIBIT A -1 ARTERIAL PAVEMENT MANAGEMENT PROGRAM FUNDING PLAN Project Title: Warner Avenue Pavement Maintenance Project (from West City Limit to Grand Avenue) Agency: City of Santa Ana Date: Schedule Original Completion Date Be in Environmental Document 3/1/15 Final Environmental Document 7/1/15 Begin Design Engineering 3/1/15 Plans Specifications, and Estimates Com fete 12/1/15 Submit Request for Authorization to Proceed E -76 2/1116 Begin Construction 511!16 End Construction _^ 9/1/16 r.nnQfnirfinn mnnn'cl Fund Source Fiscal Year Planned Obligation RS7P FY15/16 $500,000 Local Match (71% ) FY15/16 $1,250,000 TOTAL $1,750, 000 Date: By: Project Manager 25E -15 AGREEMENT NO. C- 6.3632 EXHIBIT A -2 ARTERIAL PAVEMENT MANAGEMENT PROGRAM FUNDING PLAN Project Title: First Street Pavement Maintenance Project (from Newhope Street to Main Street) Agency: City of Santa Ana Date: Schedule Original Completion Date Begin Environmental Document 3/1/15 Final Environmental Document 7/1115 Begin Design Engineering 3/1115 Plans Specifications, and Estimates Complete 12/1/15 Submit Re uestfcrAuthorization to Proceed E -76 2/1116 Be in Construction 5/1116 End Construction 9/1/16 Construction ($000's) Fund Source Fiscal Year Planned Obligation RSTP FY15/16 $500,000 Looal Match 71% FY15/16 $1,250,000 TOTAL 1 $1,750,000 Date: By: Project Manager 25E -16 AGREEMENT NO. C -5 -3632 EXHIBIT B -1 ARTERIAL PAVEMENT MANAGEMENT PROGRAM SEMI- ANNUAL REPORT FORM Project Title: Warner Avenue Pavement Maintenance Project (from West City Limit to Grand Avenue) Agency: City of Santa Ana Date: Schedule Original Completion Date Current Completion Date Begin Environmental Document 3/1/15 Remaining Allocation Final Environmental Document 7/1/15 $500,000 Begin Design Engineering 3/1/15 Plans Specifications, and Estimates Complete 12/1/15 $1,250,00D Submit Request for Authorization to Proceed-(E-76) 2/1116 Begin Construction 511116 End Construction 911!16 Construction ($000's) Fund Source Fiscal Year Planned Obligation Revised Obligation Actual Ex enditure Remaining Allocation RSTP FY15/16 $500,000 Local Match 71% FY15/16 $1,250,00D TOTAL $1,750,000 Major Activities: Status: Issues: Name /Title: Phone: Email: Note: OCTA may require additional Information on performance of the project related to either air quality or transportation usage 25E -17 AGREEMENT NO� C -5 -3632 EXHIBIT B -2 ARTERIAL PAVEMENT MANAGEMENT PROGRAM SEMI- ANNUAL REPORT FORM Project Title: First Street Pavement Maintenance Project (from Newhope Street to Main Street) Agency: City of Santa Ana Date: Schedule Original Completion Date Current Completion Date Begin Environmental Document 311/15 Remaining Allocation_ Final Environmental Document 7/1115 $500,000 Be in Design Engineering 3/1/15 Plans Specifications, and Estimates Complete 12/1/15 $1,250,000 Submit Request for Authorization to Proceed E -76 2/1116 Begin Construction 5/1/16 End Construction 9/1116 Construction ($000's) Fund Source Fiscal Year Planned Obligation Revised Obligation Actual Expenditure Remaining Allocation_ RSTP FYI 5/16 $500,000 Local Match 71 %) FYI 5/16 $1,250,000 TOTAL $1,750,000 Major Activities: Status: Issues: Name /Title: Phone: Em Note: OCTA may require addltlonai Info rmatlon on performance of the project related to either air quality or transportatlon usage 25E -18 AGREEMENT NO. C~5^Q02 EXHIBIT ARTERIAL PAVEMENT MANAGEMENT PROGRAM FI��AL�'����JE��TF�EP(���TF4���0l M Date OCTA Instructions The responsible agency should fill out the following� 1) Final Project Form, 2) Final Cost, 3) Certificate of Completion. Page 4, the OCTA Staff Verification will be filled out by OCTA staff. In addition, the agency must attach before (if available) ard after photographs of the project site and the address or iocation of the site under the Location and Scope uf work section. Location and ScoDe of Work Verification of Match (Actual Expenditures) Project Schedule am 4 Draft Environmental Document Final Environmental Document gg M5 VIEW M Begin Design Engineering Plans, Specifications, and Cost Estimates complete Start Right-of-Way Acquisition Right-of-Way Certification Ready to Advertise Award Construction Project Completion (open for use) Project Schedule ������� Page � �� . � U � o am 4 Draft Environmental Document Final Environmental Document Begin Design Engineering Plans, Specifications, and Cost Estimates complete Start Right-of-Way Acquisition Right-of-Way Certification Ready to Advertise Award Construction Project Completion (open for use) ������� Page � �� . � U � o AGREEMENT N0. C -5 -3832 EXHIBIT C ARTERIAL PAVEMENT MANAGEMENT PROGRAM OCTA Page 1 25E -20 AGREEMENT NO. C- 5.3632 EXHIBIT C ARTERIAL PAVEMENT MANAGEMENT PROGRAM FINAL PROJECT REPORT FORM OCTA I hereby certify that the statements provided here are true and correct. Proiect Title Yes No N/A 1 The project is designed to city /county and other participating jurisdictions' standards. ❑ ❑ ❑ 2 The project contract was awarded on: ❑ ❑ ❑ I ENTER DATE 3 The total cost of the contract is equal to or less than the total APM ❑ ❑ ❑ funds awarded and matching funds provided, 4 The city /county provided matching funds to the project. ❑ ❑ ❑ Right -of -way was acquired in conformance with city /county procedures. ❑ ❑ ❑ e All required environmental documentation is complete and certified. El El An updated project schedule is included with the final invoice. ❑ ❑ ❑ 8IThe final invoice is attached with all the necessary documentation. ❑ ❑ ❑ Name Title Signature Date 25E -21 Page 1 AGREEMENT N0. C- 5.3632 EXHIBIT C ARTERIAL PAVEMENT MANAGEMENT PROGRAM FINAL PROJECT REPORT FORM bcTA OCTA STAFF USE ONLY Orange County Transportation Authority staff has inspected the project site and certifies that the project is complete and ready for use. Proiect Title Name Title Signature Date Page 1 25E -22 REQUIRED FEDERAL CLAUSES DEFINITIONS AGREEMENT NO. C- 5.3632 EXHIBIT D The Orange County Transportation Authority, (hereinafter referred to as "AUTHORITY "), , (hereinafter referred to as "CITY "). ARTICLE 1. FEDERAL CHANGES CITY shall at all times comply with all applicable PTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the agreement between the AUTHORITY and PTA, as they may be amended or promulgated from time to time during this Agreement. CITY's failure to comply shall constitute a material breach of contract. ARTICLE 2, NO FEDERAL GOVERNMENT OBLIGATION TO THIRD PARTIES AUTHORITY and CITY acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying Agreement, absent the express written consent by the Federal Government, the Federal Government is not a party to this Agreement and shall not be subject to any obligations or liabilities to the AUTHORITY, CITY, or any other party (whether or not a party to this Agreement) pertaining to any matter resulting from the underlying Agreement. CITY agrees to include these requirements in all of its subcontracts. ARTICLE 3. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS A. CITY acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C, § §3801 et seq, and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this project. Accordingly, by signing this Agreement, CITY certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying Agreement of the PTA assisted project for which this Agreement's work is being performed. CITY also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to Impose penalties of the Program Fraud Civil Remedies Act of 1986 on the CITY to the extent the Federal Government deems appropriate. B. CITY also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under an agreement connected with a project that is financed in whole or part with Federal assistance awarded by FTA under the authority of 49 U.S.C. §5307 et seq., the Government reserves the right to impose the penalties of 18 U,S.C. §1001 and 49 U.S.C. §5307(n) (1) et seq, on the CITY, to the extent the Federal Government deems appropriate. CITY agrees to include this requirement in all of Its subcontracts, Orange County Transportation Authority Revlsed: 0510612014 25E -23 AGREEMENT NO. C -5 -3632 EXHIBIT D ARTICLE 4. CIVIL RIGHTS ASSURANCE During the performance of this Agreement, CITY, for itself, its assignees and successors in interest agree as follows: A. Compliance with Regulations: CITY shall comply with the Regulations relative to nondiscrimination in federally assisted programs of the Department of Transportation (hereinafter, "DOT ") Title 49, Code of Federal Regulations, Part 21, as they may be amended from time to time, (hereinafter referred to as the Regulations), which are herein incorporated by reference and made a part of this Agreement. B. Nondiscrimination; CITY, with regard to the work performed by it during the Agreement, shall not discriminate on the grounds of race, color, or national origin in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The CITY shall not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the Agreement covers a program set forth in Appendix B of the Regulations, C. Solicitations for Subcontracts Includlnq Procurement of Materials and Equipment: In all solicitations either by competitive bidding or negotiation made by the CITY for work to be performed under a subcontract, including procurements of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the CITY of the CITY's obligations under this Agreement and the Regulations relative to nondiscrimination on the grounds of race, color, or national origin. D. Information and Reports: CITY shall provide all information and reports required by the Regulations or directives issued pursuant thereto, and shall permit access to its books, records, accounts, other sources of information and its facilities as may be determined by the AUTHORITY to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of a CITY is in the exclusive possession of another who fails or refuses to furnish this information the CITY shall so certify to the AUTHORITY as appropriate, and shall set forth what efforts it has made to obtain the information. E. Sanctions for Noncompliance: In the event of the CITY's noncompliance with nondiscrimination provisions of this Agreement, the AUTHORITY shall impose Agreement sanctions as it may determine to be appropriate, including, but not limited to: 1. Withholding of payments to the CITY under the Agreement until the CITY complies; and /or 2, Cancellation, termination, or suspension of the Agreement, in whole or in part. F. Title VI of the Civil Rights Act. In determining the types of property or services to acquire, no person in the United States shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or otherwise be subjected to discrimination under any program or activity receiving Federal financial assistance in violation of Title VI of the Civil Rights Act of 1964, as amended, 42 U.S,C. Sections 2000d at seq. and DOT regulations, "Nondiscrimination in Federally Assisted Programs of the Department of Transportation — Effectuation of Title VI of the Civil Rights Act of 1964," 49 CFR Part 21. In addition, FTA Circular 4702.1, "Title VI and Title VI- Dependent Guidelines for FTA Recipients," 05- 13 -07, provides FTA guidance and instructions for implementing DOT's Title VI regulations. G. The Americans with Disabilities Act of 1990, as amended (ADA), 42 U.S.C. Sections 12101 et seq., prohibits discrimination against qualified individuals with disabilities In all programs, activities, and services of public entities, as well as imposes specific requirements on public and private providers of transportation. H, Incorporation of Provisions: CITY shall include the provisions of paragraphs (A) through (H) in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Regulations, or directives Issued pursuant thereto. The CITY shall take Orange County Transportation Authority Revised., 0510612014 25E -24 AGREEMENT NO. C -5 -3632 EXHIBIT D such action with respect to any subcontract or procurement as the AUTHORITY may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event a CITY becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the CITY may request the AUTHORITY to enter into such litigation to protect the interests of the AUTHORITY, and, in addition, the CITY may request the United States to enter into such litigation to protect the interests of the United States, ARTICLE 5, DBE CONTRACT PROVISIONS FOR FTA- ASSISTED CONTRACTS WITH DISADVANTAGED BUSINESS ENTERPRISE (DBE) GOALS I. DBE Participation It is the Consultant's responsibility to be fully informed regarding the requirements of 49 CFR, Part 26 and the Orange County Transportation Authority's (Authority's) DBE program developed pursuant to these regulations. Particular attention is directed to the following: A. A DBE must be a small business firm defined pursuant to 13 CFR 121 and be certified through the California Unified Certification Program (CUCP), B. A certified DBE may participate as a prime consultant, subconsultant, joint venture partner, as a vendor of material or supplies, or as a trucking company. C. A DBE must perform a commercially useful function pursuant to 49 CFR 26.55 that is, a DBE firm must be responsible for the execution of a distinct element of the work and must carry out its responsibility by actually performing, managing and supervising the work. D. Consultant must not claim DBE participation as attained until the amount to be claimed is paid and fully adheres to DBE crediting provisions: If the Consultant has committed to utilize DBEs) in the performance of this DOT- assisted contract, the Consultant's submitted "DBE Participation Commitment Form" will be utilized to monitor Consultant's DBE commitments, unless otherwise directed and /or approved by the Authority prior to the Consultant effectuating any changes to its DBE participation commitment(s) (Refer to Subsection H: 'Performance of DBE Subconsultants'). Consultant must complete and submit all required DBE documentation to effectively capture all DBE utilization on the Authority's DOT- assisted contracts whether achieved race neutrally or race consciously. Even if a Consultant has not committed to utilize DBE(s) in the performance of this contract, the Consultant must execute and submit all required DBE forms and other related documentation as specified under this contract or as otherwise requested by the Authority. No changes to the Consultant's DBE Commitment must be made until proper protocols for review and approval of the Authority are rendered in writing. To ensure full compliance with the requirements of 49 CFR, Part 26 and the Authority's DBE Program, the Consultant must: A. Take appropriate actions to ensure that it will continue to meet the DBE Commitment at the minimal level committed to at award or will satisfy the good faith efforts to meet the DBE Commitment, when change orders or other contract modifications alter the dollar amount of the contract or the distribution of work. The Consultant must apply and report its DBE goal commitments against the total Contract Value, including any contract change orders and /or amendments. Orange County Transportation Authority Revised: 0510612014 25E -25 AGREEMENT NO. C -5 -3632 EXHIBIT D DBE Policv and Aoalicabilit In accordance with federal financial assistance agreements with the U.S. Department of Transportation (U.S. DOT), the Authority has adopted a Disadvantaged Business Enterprise (DBE) Policy and Program, in conformance with Title 49 CFR, Part 26, "Participation by Disadvantaged Business Enterprises In Department of Transportation Programs The project is subject to these stipulated regulations and the Authority's DBE program. In order to ensure that the Authority achieves its overall DBE Program goals and objectives, the Authority encourages the participation of DBEs as defined in 49 CFR, Part 26 in the performance of contracts financed in whole or in part with U.S. DOT funds. Pursuant to the intert of these Regulations, it is also the policy of the Authority to; Fulfill the spirit and intent of the Federal DBE Program regulations published under U.S. DOT Title 49 CFR, Part 26, by ensuring that DBEs have equitable access to participate in all of Authority's DOT- assisted contracting opportunities. Ensure that DBEs can fairly compete for and perform on all DOT- assisted contracts and subcontracts. Ensure non - discrimination in the award and administration of Authority's DOT- assisted contracts. Create a level playing field on which DBEs can compete fairly for DOT - assisted contracts. Ensure that only firms that fully meet 49 CFR, Part 26 eligibility standards are permitted to participate as DBEs. Help remove barriers to the participation of DBEs in DOT- assisted contracts. Assist in the development of firms that can compete successfully in the marketplace outside the DBE Program. Consultant must not discriminate on the basis of race, color, national origin, or sex in the award and performance of subconsultant. Any terms used in this section that are defined in 49 CFR, Part 26, or elsewhere in the Regulations, must have the meaning set forth in the Regulations, in the event of any conflicts or inconsistencies between the Regulations and the Authority's DBE Program with respect to DOT - assisted contracts, the Regulations must prevail. III. Authority's DBE Policy Implementation Directives Pursuant to the provisions associated with federal regulation 49 CFR, Part 26, the Disadvantaged Business Enterprise (DBE) program exists to ensure participation, equitable competition, and assistance to participants In the USDOT DBE program. Accordingly, based on the Authority's analysis of Its past utilization data, coupled with its examination of similar Agencies' Disparity Study and recent Goal Methodology findings the Authority has Implemented the reinstatement of the DBE program utilizing both race - conscious and race - neutral means across the board as all protected groups participation have been affected Orange County Transportation Authority 4 Revisedr 0510612094 25E -26 AGREEMENT NO. C- 5.3632 EXHIBIT D using strictly race neutral means on its FTA- assisted contracts. The Authority reinstates the use of contract goals and good faith efforts. Meeting the contract - specific goal by committing to utilize DBEs or documenting a bona fide good faith effort to do so, is a condition of award. Additionally, contract- specific goals are now specifically targeted at DBEs (DBEs owned and controlled by Black Americans, Hispanic Americans, Asian - Pacific Americans, Native Americans, Asian- Pacific Americans, Sub - Continent Asian Americans, and Women). In the event of a substitution, a DBE must be substituted with another DBE or documented adequate good faith efforts to do so must be made, in order to meet the contract goal and DBE contract requirements. I. Definitions The following definitions apply to the terms used in these provisions: "Disadvantaged Business Enterprise (DBE)" means a small business concern: (a) which is at least 51 percent owned by one or more socially and economically disadvantaged individuals or, in the case of any publicly -owned business, at least 51 percent of the stock of which is owned by one or more socially and economically disadvantaged individuals; and (b) whose management and daily business operations are controlled by one or more of the socially and economically disadvantaged individuals who own it. 2. "Small Business Concern" means a small business as defined pursuant to Section 3 of the Small Business Act and relevant regulations promulgated pursuant thereto, except that a small business concern must not include any concern or group of concerns controlled by the same socially and economically disadvantaged individual or individuals which has annual average gross receipts in excess of $19.57 million over the previous three fiscal years. 3. "Socially and Economically Disadvantaged Individuals" means those individuals who are citizens of the United States (or lawfully admitted permanent residents) and who are Black Americans, Hispanic Americans, Native Americans, Asian- Pacific Americans, or Asian - Indian Americans, women and any other minorities or individuals found to be disadvantaged by the Small Business Administration pursuant to Section 8(a) of the Small Business Act, or by the Authority pursuant to 49 CFR part 26,65, Members of the following groups are presumed to be socially and economically disadvantaged; A. 'Black Americans," which includes persons having origins in any of the Black racial groups of Africa; B. "Hispanic Americans," which includes persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish or Portuguese culture or origin, regardless of race; C. "Native Americans," which includes persons who are American Indians, Eskimos, Aleuts, or Native Hawaiians; D. "Asian- Pacific Americans," which includes persons whose origins are from Japan, China, Taiwan, Korea, Vietnam, Laos, Cambodia, the Philippines, Samoa, Guam, the U.S. Trust Territories of the Pacific, and the Northern Marianas; Crange County Transportation Authority Revised: 0510612014 25E -27 AGREEMENT NO, C -5 -3632 EXHIBIT D E "Asian- Indian Americans," which includes persons whose origins are from India, Pakistan, and Bangladesh; and F. Women, regardless of ethnicity or race, 4. "Owned and Controlled" means a business: (a) which is at least 51 percent owned by one or more "Socially and Economically Disadvantaged Individuals" or, in the case of a publicly -owned business, at least 51 percent of the stock of which is owned by one or more "Socially and Economically Disadvantaged Individuals "; and (b) whose management and daily business operations are controlled by one or more such individuals, 5. "Manufacturer" means a firm that operates or maintains a factory or establishment that produces on the premises the materials or supplies obtained by the Consultant. 6. "Regular Dealer" means a firm that owns, operates or maintains a store, warehouse, or other establishment in which the materials or supplies required for the performance of the contract are bought, kept in stock, and regularly sold to the public in the usual course of business. The firm must engage in, as its principal business, and in its own name, the purchase and sale of the product in question. A regular dealer in such bulk items as steel, cement, gravel, stone and petroleum products need not keep such products in stock if it owns or operates distribution equipment. 7. "Fraud" includes a firm that does not meet the eligibility criteria of being a certified DBE and that attempts to participate in a DOT - assisted program as a DBE on the basis of false, fraudulent, or deceitful statements or representations or under circumstances indicating a serious lack of business integrity or honesty. The Authority may take enforcement action under 49 CFR, Part 31, Program Fraud and Civil Remedies, against any participant in the DBE program whose conduct is subject to such action under 49 CFR, Part 31. The Authority may refer the case to the Department of Justice, for prosecution under 18 U.S.C. 1001 or other applicable provisions of law, any person who makes a false or fraudulent statement in connection with participation of a DBE in any DOT - assisted program or otherwise violates applicable Federal statutes. 8. "Other Socially and Economically Disadvantaged Individuals" means those individuals who are citizens of the United States (or lawfully admitted permanent residents) and who, on a case -by -case basis, are determined by Small Business Administration or a recognized California Unified Certification Program Certifying Agency to meet the social and economic disadvantage criteria described below, A. "Social Disadvantage" 1. The individual's social disadvantage must stem from his/her color, national origin, gender, physical handicap, long -term residence in an environment isolated from the mainstream of American society, or other similar cause beyond the individual's control. 2. The individual must demonstrate that he /she has personally suffered social disadvantage. 3. The individual's social disadvantage must be rooted in treatment, which hefshe has experienced in American society, not In other countries. 4. The individual's social disadvantage must be chronic, longstanding and substantial, not Orange County Transportation Authority Revised: 0510612014 25E -28 AGREEMENT NO, C- 5.3632 EXHIBIT D fleeting or insignificant. The individual's social disadvantage must have negatively affected his /her entry into and /or advancement in the business world, A determination of social disadvantage must be made before proceeding to make a determination of economic disadvantage, B. "Economic Disadvantage" The individual's ability to compete in the free enterprise system has been impaired due to diminished capital and credit opportunities, as compared to others in the same line of business and competitive market area that are not socially disadvantaged. 2. The following criteria will be considered when determining the degree of diminished credit and capital opportunities of a person claiming social and economic disadvantage: With respect to the individual: • availability of financing bonding capability • availability of outside equity capital • available markets With respect to the individual and the business concern: • personal and business assets • personal and business net worth • personal and business income and profits IV. Submission of DBE Information and Onaoinq Reportinq Requirements (Post- Award) If there is a DBE goal on the contract, Consultant must complete and submit the following DBE exhibits (forms) consistent with Consultant DBE Goal Commitment within the specified timelines. Even if no DBE participation will be reported, the Consultant must execute and return the form: 1. "Monthly DBE Subconsultant Commitment and Attainment Report Summary and Payment Verification " (Form 103) The purpose of this form is to ensure Consultant DBE commitments are attained, properly reported and credited in accordance with DBE crediting provisions based on the capacity the DBE performs the scope of work/service. This form further serves to collect DBE utilization data required under 49 CFR, Part 26. The Consultant is required to complete and submit a Form 103 to the Authority by the 101h of each month until completion of the contract. The Consultant must submit its first Form 103 following the first month of contract activity. Upon completion of the contract, the Consultant must complete and submit a "Final: Monthly DBE Subconsultant Commitment and Attainment Report Summary and Payment Verification" (Form 103) to facilitate reporting and capturing actual DBE attainments at conclusion of the contract. The Form 103 must include the following information: A, General Contract Information — Including Contract Number and Name, Prime Orange County Transportation Authority Revised.: 0510612014 25E -29 AGREEMENT NO. C -5 -3632 EXHIBIT D Consultant and the following: 1. Original Contract Amount 2. Running Total of Change Order Amount 3. Current Contract Amount 4. Amount Paid to Consultant during Month 5. Amount Paid to Consultant from Inception to Date 6, DBE Contract Goal 7. Total Dollar Amount of DBE Commitment 8. DBE Commitment as Percentage of Current Contract Amount B. Listed and /Proposed Consultant/Subconsultant Information — For All DBE participation being claimed either Race Neutrally or Race Consciously, regardless of tier; 1. DBE Firm Name, Address, Phone Number, DBE Type of Operation, Certification Type and Certification Number. 2. DBE Firm Contract Value Information: Original contract amount, running total of change order amount, Current contract amount, Amount paid to Consultant during month and Amount paid to Consultant to date. 2. Consultant Assurance of Full Compliance with Prompt Payment Provisions Consultant to sign the prompt payment assurance statement of compliance contained within the Form 103. Consultant is to further maintain and submit at the request of Authority a detailed running tally of related invoices submitted by DBE(s) and Non DBE(s), including dates of invoice submission, dates accepted and corresponding dates and amount of payments made, The Payment and Retention Reporting tally must also include: DBE(s) and Non DBE(s) Invoice Number, Invoice Amount, Invoice Date, Prime Consultant's Invoice Number that incorporated the corresponding DBE and Non DBE invoice(s) for billing purposes, Date of Invoice submission to Authority, Date and amount Authority paid on Prime Consultant's Invoice. The report must also reflect a breakout of retention withheld (including retention as specified in subcontract agreement(s) and disputed invoice retention) and retention payments made, check number and date paid to DBE and Non DBE. Consultant is advised not to report the participation of DBE(s) toward the Consultant's DBE attainment until the amount being claimed has been paid to the DBE. Verification of payments and /or a signed Verification of Payment by the applicable DBE or Non DBE must be submitted with Form 103 to authenticate reported payments. DBE Subcontract Agreements The Consultant must submit to the Authority copies of executed subcontracts and /or purchase orders (PO) for all DBE firms participating on the contract within ten working days of award. The Consultant must immediately notify the Authority In writing of any problems it may have in obtaining the subcontract agreements from listed DBE firms within the specified time. Crancge County Transportation Authority Revised: 05/0612014 25E -30 AGREEMENT NO. C -5 -3632 EXHIBIT D 4. "Monthly DBE Trucking Verification" Form Prior to the 10th of each month, the Consultant must submit documentation on the "Monthly DBE Trucking Verification" Form to the Authority showing the amount paid to DBE trucking companies, The Consultant must also obtain and submit documentation to the Authority showing the amount paid by DBE trucking companies to all firms, including owner - operators, for the leasing of trucks, If the DBE leases trucks from a non -DBE, the Contactor may count only the fee or commission the DBE receives as a result of the lease arrangement. The Consultant must also obtain and submit documentation to the Authority showing the truck number, owner's name, California Highway Patrol CA number, and if applicable, the DBE certification number of the owner of the truck for all trucks used during that month. 5. "Final Report - Utilization of Disadvantaged Business Enterprises (DBE), First Tier Subconsultants" Upon completion of the contract, a summary of these records must be prepared on the "Final Report - Utilization of Disadvantaged Business Enterprises (DBE), First Tier SubconsultantS" and certified correct by the Consultant or the Consultant's authorized representative, and must be furnished to the Engineer, The form must be furnished to the Authority within 90 days from the date of contract acceptance. The amount of $10,000 will be withheld from payment until a satisfactory form is submitted. 6. "Disadvantaged Business Enterprises (DBE) Certification Status Change" If a DBE Sub is decertified during the life of the project, the decertified Subconsultant must notify the Consultant in writing with the date of decertification. If a Subconsultant becomes a certified DBE during the life of the project, the Subconsultant must notify the Consultant in writing with the date of certification (Attach DBE certification /Decertification letter). The Consultant must furnish the written documentation to the AUTHORITY. Upon completion of the contract, the "Disadvantaged Business Enterprises (DBE) Certification Status Change" must be signed and certified correct by the Consultant indicating the DBEs' existing certification status. If there are no changes, please indicate "No Changes ". The certified form must be furnished to the Authority within 90 days from the date of contract acceptance. V. DBE Eligibility and Commercially Useful Function Standards A DBE must be certified at the time of Proposal submission: 1. A certified DBE must be a small business concern as defined pursuant to Section 3 of the U,S. Small Business Act and relevant regulations promulgated pursuant thereto. Orange County Transportation Authority Revised. 0510612014 25E -31 AGREEMENT NO. C -5 -3632 EXHIBIT D 2. A DBE may participate as a Prime Consultant, Subconsultant, joint venture partner with a Prime or Subconsultant, vendor of material or supplies, or as a trucking company. 3. A DBE joint venture partner must be responsible for specific contract items of work, or clearly defined portions thereof. Responsibility means actually performing, managing and supervising the work with its own forces. The DBE joint venture partner must share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest. 4. At time of proposal submission, DBEs must be certified by the California Unified Certification Program (CUCP). Listings of DBEs certified by the CUCP are available from the following sources; A. The CUCP web site, which can be accessed at http://www.califomlaucp.com; or the Caltrans "Civil Rights" web site at http: / /www.dot,ga gov /ha /bep. 5. own workforce to presume it is performing a commercially useful function VI. DBE Crediting Provisions 1. When a DBE is proposed to participate in the contract, either as a Prime Consultant or Subconsultant, at any tier, only the value of the work proposed to be performed by the DBE with its own forces may be counted towards DBE participation. If the Consultant is a DBE joint venture participant, only the DBE proportionate interest in the joint venture must be counted. 2. If a DBE intends to subcontract part of the work of its subcontract to a lower -tier Subconsultant, the value of the subcontracted work may be counted toward DBE participation only if the Subconsultant is a certified DBE and actually performs the work with their own forces. Services subcontracted to a Non -DBE firm may not be credited toward the Prime Consultant's DBE attainment. 3. Consultant is to calculate and credit participation by eligible DBE vendors of equipment, materials, and suppliers toward DBE attainment, as follows A. Sixty percent (60 %) of expenditure(s) for equipment, materials and supplies required under the Contract, obtained from a regular dealer; or B. One hundred percent (100 %) of expenditure(s) for equipment, materials and supplies required under the Contract, obtained from a DBE manufacturer. 4. The following types of fees or commissions paid to DBE Subconsultants, Brokers, and Packagers may be credited toward the prime Consultant's DBE attainment, provided that the fee or commission is reasonable, and not excessive, as compared with fees or commissions customarily allowed for similar work, including: A. Fees and commissions charged for providing bona fide professional or technical services, or procurement of essential personnel, facilities, equipment, materials, or supplies required in the performance of the Contract; Orange County Transportation Authority 10 Revised; 05/0612014 25E -32 AGREEMENT NO. C -5 -3632 EXHIBIT D B. Fees charged for delivery of material and supplies (excluding the cost of materials or supplies themselves) when the licensed hauler, trucker, or delivery service is not also the manufacturer of, or a regular dealer in, the material and supplies; C. Fees and commissions charged for providing any insurance specifically required in the performance of the Contract, 5. Consultant may count the participation of DBE . trucking companies toward DBE attainment, as follows: A. The DBE must be responsible for the management and supervision of the entire trucking operation for which it is responsible on a particular contract, B. The DBE must itself own and operate at least one fully licensed, insured, and operational truck used on the contract. C. The DBE receives credit for the total value of the transportation services it provides on the contract using trucks it owns, insures, and operates using drivers it employs. D. The DBE may lease trucks from another DBE firm, including an owner - operator who is certified as a DBE. The DBE who leases trucks from another DBE receives credit for the total value of the transportation services the lessee DBE provides on the contract. E. The DBE may also lease trucks from a non -DBE firm, including an owner - operator. The DBE who leases trucks from a non -DBE is entitled to credit only for the fee or commission it receives as a result of the lease arrangement, The DBE does not receive credit for the total value of the transportation services provided by the lessee, since these services are not provided by a DBE. F. For purposes of this paragraph, a lease must indicate that the DBE has exclusive use of and control over the truck. This does not preclude the leased truck from working for others during the term of the lease with the consent of the DBE, so long as the lease gives the DBE absolute priority for use of the leased truck. Leased trucks must display the name and identification number of the DBE. 6. If the Consultant listed a non - certified V tier Subconsultant to perform work on this contract, and the non - certified Subconsultant subcontracts a part of its work or purchases materials and /or supplies from a lower tier DBE certified Subconsultant or Vendor, the value of work performed by the lower tier DBE firm's own forces can be counted toward DBE participation on the contract. If a DBE Consultant performs the installation of purchased materials and supplies they are eligible for full credit of the cost of the materials. VII. Performance of DBE Subconsultants DBEs must perform work or supply materials as listed in the "DBE Participation Commitment Form" specified under "DBE Proposal Submission Requirements" of these special provisions. Do not terminate a DBE listed Subconsultant for convenience and perform the work with your own forces or obtain materials from other sources without prior written authorization from the AUTHORITY, The AUTHORITY grants authorization to use other forces or sources of materials for requests that show any of the following justifications (written approval -from the AUTHORITY must be obtained prior to effectuating a substitution): 1 • Listed DBE fails or refuses to execute a written contract based on plans and Orange County Transportation Authority 11 Revised., 0510612074 25E -33 AGREEMENT NO, C -6 -3632 EXHIBIT D specifications for the project. 2. You stipulate a bond is a condition of executing the subcontract and the listed DBE fails to meet your bond requirements. 3. Work requires a Consultants' license and listed DBE does not have a valid license under Consultants License Law, 4. Listed DBE fails or refuses to perform the work or furnish the listed materials. 5. Listed DBE's work is unsatisfactory and not in compliance with the contract. 6. Listed DBE delays or disrupts the progress of the work. 7. Listed DBE becomes bankrupt or insolvent. If a listed DBE Subconsultant is terminated, you must make good faith efforts to find another DBE Subconsultant to substitute for the original DBE, The substitute DBE must perform at least the same amount of work as the original DBE under the contract to the extent needed to meet the DBE goal. The substitute DBE must be certified as a DBE at the time of request for substitution. The AUTHORITY does not pay for work or material unless it is performed or supplied by the listed DBE, unless the DBE is terminated in accordance with this section. VIII. Additional DBE Subconsultants In the event Consultant identifies additional DBE Subconsultants or suppliers not previously identified by Consultant for DBE participation under the contract, Consultant must notify the Authority by submitting "Request for Additional DBE Firm" to enable Consultant to capture all DBE participation. Consultant must also submit, for each DBE identified after contract execution, a written confirmation from the DBE acknowledging that it is participating in the contract for a specified value, including the corresponding scope of work (a subcontract agreement can serve in lieu of the written confirmation). IX. DBE "Frauds" and "Fronts" Only legitimate DBEs are eligible to participate as DBEs in the Authority's federally - assisted contracts. Proposers are cautioned against knowingly and willfully using "fronts." The use of "fronts" and "pass through" subcontracts to non - disadvantaged firms constitute criminal violations. Further, any indication of fraud, waste, abuse or mismanagement of Federal funds should be immediately reported to the Office of Inspector General, U.S. Department of Transportation at the toll -free hotline: (600) 424 -9071; or to the following; 245 Murray Drive, Building 410, Washington, DC 20223; Telephone: (202) 406 -570. X. Consultant's Assurance Clause Regarding Non - Discrimination In compliance with State and Federal anti- discriminatlon laws, the Consultant must affirm that they will not exclude or discriminate on the basis of race, color, national origin, or sex in consideration of contract award opportunities. Further, the Consultant must affirm that they will consider, and utilize Subconsultants and vendors, in a manner consistent with non- discrimination objectives. XI, Prompt Payment Clause Upon receipt of payment by Authority, Consultant agrees to promptly pay each Subconsultant for the satisfactory work performed under this Agreement, no later than seven (7) calendar Cringe County Transportation Authority 12 Revised; 0510612014 25E -34 AGREEMENT NO. C- 5-3632 EXHIBIT D days. Consultant agrees further to return retainage payments to each Subconsultant within thirty (30) calendar days after the Subconsultent's work is satisfactorily completed. Authority reserves the right to request the appropriate documentation from Consultant showing payment has been made to the Subconsultants. Any delay or postponement of payment from the above referenced time frames may occur only for good cause following written approval by Authority. In accordance with 49 CFR part 26.29 "Prompt Payment Provisions" (DBE Final Rule) the Authority will elect to utilize the following method to comply with the prompt payment of retainage requirement: Hold retainage from the Consultant and provide for prompt and regular incremental acceptances of portions of the Consultant, pay retainage to prime Consultants based on these acceptances, and require a contract clause obligating the Consultant to pay all retainage owed to the Subconsultants for satisfactory completion of the accepted work within thirty (30) days after payment to the Consultant. Failure to comply with this provision or delay in payment without prior written approval from Authority will constitute noncompliance, which may result in appropriate administrative sanctions, including, but not limited to a withhold of two (2 %) percent of the invoice amount due per month for every month that payment is not made. These prompt payment provisions must be incorporated in all subcontract agreements issued by Consultant under this Agreement. Each subcontract must require the Subconsultant to make payments to sub - Subconsultants and suppliers in a similar manner. XII. Administrative Remedies and Enforcement Consultant must fully comply with the DBE contract requirements, including the Authority's DBE Program and Title 49 CFR, Part 26 "Participation of Disadvantaged Businesses in Department of Transportation Financial Assistance Programs" and ensure that all Subconsultants regardless of tier are also fully compliant. Consultant's failure to comply constitutes a material breach of contract, wherein the Authority will impose all available administrative sanctions including payment withholdings, necessary to effectuate full compliance. In instances of identified non - compliance, a Cure Notice will be issued to the Consultant identifying the DBE non - compliance matter(s) and speoifying the required course of action for remedy. The Consultant must be given ten (10) working days from the date of the Cure Notice to remedy or to (1) File a written appeal accompanied with supporting documentation and /or (2) Request a hearing with the Authority to reconsider the Authority's DBE determination. Failure to respond within the ten (10) working day period must constitute a waiver of the Consultant's right to appeal. If the Consultant files an appeal, the Authority, must issue a written determination and /or set a hearing date within ten (10) working days of receipt of the written appeal, as applicable. A final Determination will be issued within ten (10) working days after the hearing, as applicable. If, after review of the Consultant's appeal, the Authority decides to uphold the decision to impose DBE administrative remedies on the Consultant, the written determination must state the specific remedy(s) to be imposed. Orange County Transportation Authority 13 Revised: 0510612014 25E -35 AGREEMENT NO. C- 5.3632 EXHIBIT D Failure to comply with the Cure Notice and /or to remedy the identified DBE non - compliance matter(s) is a material breach of contract and is subject to administrative remedies, including, withholding at minimum of two (2 %) percent of the invoice amount due per month for every month that the identified non - compliance matter(s) Is not remedied, Upon satisfactory compliance the Authority will release all withholdings. In addition to administrative remedies defined in this section, the Authority is not precluded from invoking other contractual and /or legal remedies available under federal, state or local laws. ARTICLE 6. ACCESS TO RECORDS AND REPORTS CITY shall provide AUTHORITY, the U.S. Department of Transportation (DOT), the Comptroller General of the United States, or other agents of AUTHORITY, such access to CITY's accounting books, records, payroll documents and facilities of the CITY which are directly pertinent to this Agreement for the purposes of examining, auditing and inspecting all accounting books, records, work data, documents and activities related hereto. CITY shall maintain such books, records; data and documents in accordance with generally accepted accounting principles and shall clearly identify and make such Items readily accessible to such parties during CITY's performance hereunder and for a period of four (4) years from the date of final payment by AUTHORITY. AUTHORITY's right to audit books and records directly related to this Agreement shall also extend to all first -tier subcontractors identified in this Agreement. CITY shall permit any of the foregoing parties to reproduce documents by any means whatsoever or to copy excerpts and transcriptions as reasonably necessary. ARTICLE 7. INCORPORATION OF FTA TERMS All contractual provisions required by Department of Transportation (DOT), whether or not expressly set forth in this document, as set forth in Federal Transit Administration (FTA) Circular 4220.11 as amended, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. CITY shall not perform any act, fail to perform any act, or refuse to comply with any requests, which would cause AUTHORITY to be in violation of the FTA terms and conditions. ARTICLE & ENERGY CONSERVATION REQUIREMENTS CITY shall comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy Conservation Act. ARTICLE 9. PROHIBITED INTERESTS A. CITY covenants that, for the term of this Agreement, no director, member, officer or employee of AUTHORITY during his /her tenure in office or for one (1) year thereafter, shall have any interest, direct or indirect, in this Agreement or the proceeds thereof, B. No member of or delegate to, the Congress of the United States shall have any interest, direct or indirect, in this Agreement or to the benefits thereof. Orange County Transportation Authority 14 Revised; 0510612014 25E -36 AGREEMENT NO, C -5 -3632 EXHIBIT D ARTICLE 10. PRIVACY ACT CITY shall comply with, and assures the compliance of its employees with, the information restrictions and other applicable requirements of the Privacy Act of 1974, 5 U.S.C, §552a. Among other things, CITY agrees to obtain the express consent of the Federal Government before the CITY or its employees operate a system of records on behalf of the Federal Government. CITY understands that the requirements of the Privacy Act, including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of the underlying Agreement. ARTICLE 11. CONFLICT OF INTEREST CITY agrees to avoid organizational conflicts of interest. An organizational conflict of interest means that due to other activities, relationships or contracts, the CITY is unable, or potentially unable to render impartial assistance or advice to the Authority; CITY's objectivity in performing the work identified in the Scope of Work Is or might be otherwise impaired; or the CITY has an unfair competitive advantage. CITY is obligated to fully disclose to the AUTHORITY in writing Conflict of Interest issues as soon as they are known to the CITY. CITY is obligated to fully disclose to the AUTHORITY in writing Conflict of Interest issues as soon as they are known to the CITY. All disclosures must be submitted in writing to AUTHORITY pursuant to the Notice provision herein. This disclosure requirement is for the entire term of this Agreement. ARTICLE 12. CODE OF CONDUCT CITY agrees to comply with the AUTHORITY's Code of Conduct as it relates to Third Party contracts which is hereby referenced and by this reference is incorporated herein. CITY agrees to include these requirements in all of its subcontracts. ARTICLE 13. TERMINATION A. AUTHORITY may terminate this Agreement for its convenience at any time, in whole or part, by giving CITY written notice thereof. Upon termination, AUTHORITY shall pay CITY its allowable costs incurred to date of that portion terminated. Said termination shall be construed in accordance with the provisions of CFR Title 48, Chapter 1, Part 49, of the Federal Acquisition Regulation (FAR) and specific subparts and other provisions thereof applicable to termination for convenience. If AUTHORITY sees fit to terminate this Agreement for convenience, said notice shall be given to CITY in accordance with the provisions of the FAR referenced above. Upon receipt of said notification, CITY agrees to comply with all applicable provisions of the FAR pertaining to termination for convenience. 3. AUTHORITY may terminate this Agreement for CITY's default if a federal or state proceeding for the relief of debtors is undertaken by or against CITY, or if CITY makes an assignment for the benefit of creditors, or for cause if CITY fails to perform in accordance with the scope of work or breaches any term(s) or violates any provision(s) of this Agreement and does not cure such breach or violation within ten (10) calendar days after written notice thereof by AUTHORITY. CITY shall be liable for any and all reasonable costs incurred by AUTHORITY as a Orange County Transportation Authority 15 Revised: 0510612014 25E -37 AGREEMENT NO. C -5 -3632 EXHIBIT D result of such default or breach including, but not limited to, reprocurement costs of the same or similar services defaulted by CITY underthis Agreement. Such termination shall comply with CFR Title 48, Chapter 1, Part 49, of the FAR. ARTICLE 14. RECYCLED PRODUCTS CITY shall comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in subpart B of 40 CFR Part 247. CITY agrees to include this requirement in all of its subcontracts. ARTICLE 15. DEBARMENT & SUSPENSION: Unless otherwise permitted by law, any person or firm that is debarred, suspended, or voluntarily excluded, as defined in the Federal Transit Administration (FTA) Circular 2015. 1, dated April 28, 1989, may not take part in any federally funded transaction, either as a participant or a principal, during the period of debarment, suspension, or voluntary exclusion. Accordingly, the Authority, acting on behalf of the District, may not enter into any transaction with such debarred, suspended, or voluntarily excluded persons or firms during such period, A certification process has been established by 49 CFR Part 29, as a means to ensure that debarred suspended or voluntarily excluded persons or firms do not participate in Federally assisted projects. The inability to provide the required certification will not necessarily result in denial of participation in a covered transaction. A person or firm that is unable to provide a positive certification as required by this solicitation must submit a complete explanation attached to the certification. FTA will consider the certification and any accompanying explanation in determining whether or not to provide assistance for the project. Failure to furnish a certification or an explanation may disqualify that person or firm from participating in the project. ARTICLE 16. DISPUTES A. Except as otherwise provided in this Agreement, any dispute concerning a question of fact arising under this Agreement which is not disposed of by supplemental agreement shall be decided by AUTHORITY's Director, Contracts Administration and Materials Management (CAMM), who shall reduce the decision to writing and mail or otherwise furnish a copy thereof to CONTRACTOR. The decision of the Director, CAMM, shall be final and conclusive. B. The provisions of this Article shall not be pleaded in any suit involving a question of fact arising under this Agreement as limiting judicial review of any such decision to cases where fraud by such official or his representative or board is alleged, provided, however, that any such decision shall be final and conclusive unless the same is fraudulent or capricious or arbitrary or so grossly erroneous as necessarily to imply bad faith or is not supported by substantial evidence. In connection with any appeal proceeding under this Article, CONTRACTOR shall be Orange County Transportation Authority 16 Revised: 0510612014 25E -38 AGREEMENT NO, C -5 -3632 EXHIBIT D afforded an opportunity to be heard and to offer evidence in support of its appeal. C. Pending .final decision of a dispute hereunder, CONTRACTOR shall proceed diligently with the performance of this Agreement and in accordance with the decision of AUTHORITY's Director, CAMM. This "Disputes" clause does not preclude consideration of questions of law in connection with decisions provided for above. Nothing in this Agreement, however, shall be construed as making final the decision of any AUTHORITY official or representative on a question of law, which questions shall be settled in accordance with the laws of the state of California. ARTICLE 17. CLEAN WATER REQUIREMENTS CITY shall comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. CITY shall report each violation to AUTHORITY and understands and agrees that the AUTHORITY who will in turn, report each violation as required to assure notification to FTA and appropriate EPA Regional Office. CITY agrees to include this requirement in all of its subcontracts. ARTICLE 18. CLEAN AIR CITY shall comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. CITY shall report each violation to AUTHORITY, who will in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. CITY agrees to include this requirement in all of its subcontracts. ARTCLE 19. LOBBYING CITY's who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying ". Each tier certifies to the above that it will not or has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C, 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non - Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C, 1352. Such disclosures are forwarded from tier to tier up to the recipient. Orange County Transportation Authority 17 Revised: 05/06/2014 25E -39 25E -40 AXAM _ A -- 4 '. CITY COUNCIL MEETING DATE: r ITY MANAGE APPROVED El As Recommended ❑ As Amended L Ordinance on I" Reading 0 Ordinance on 2 110 Reading ® Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute a purchase agreement with Eusebio Santiago Antonio and Judith Santiago, husband and wife, as joint owners of the property located at 1725 North Bristol Street (APN 399- 065 -11), In the amount of $617,000, for the full purchase price for said real property and goodwill (if any), subject to nonsubstantive changes approved by the City Manager and City Attorney, Bristol Street is a major north -south transportation facility which is designated as a major arterial highway in the City's Circulation Element of the General Plan. Improving the 3.9-mile Bristol Street segment from Warner Avenue to Memory Lane has been a long -term priority project that will be constructed in several phases. Improvements include widening the street from two to three lanes in each direction, and installing raised landscape medians and bike lanes. Public Works Agency staff is acquiring properties for the development of Phase IIIB, bounded by Washington Avenue and Seventeenth Street, and expects to complete the acquisition process by spring 2017, Construction is anticipated to begin in summer 2017, To accommodate the widening for Phase IIIB and safely transition traffic lanes north of Seventeenth Street, the acquisition of the entire properly located at 1725 North Bristol Street is required (Exhibit 1), An offer based on the appraised values prepared by a licensed appraiser In the State of California was made and accepted by the property owner, The compensation amount is $617,000 (Exhibit 2), 25F -1 Purchase Agreement with Santiago for Bristol Street Improvements December 15, 2015 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #6 Community Facilities & Infrastructure, Objective #1 (establish and maintain a Community Investment Plan for all City assets), Strategy G (develop and implement the City's Capital Improvement Program in coordination with the Community Investment and Deferred Maintenance Plans). Approval of this item also supports the City's efforts to meet Goal #3 Economic Development, Objective #2 (create new opportunities for business /job growth and encourage private development through new General Plan and Zoning Ordinance policies), Strategy C (support business development and job growth along transit corridors through the completion of critical transit plans /projects). ENVIRONMENTAL IMPACT In 1990, City Council approved the Bristol Street Final Environmental Impact Statement /Environmental Impact Report (FEIS /EIR No. 89 -01). Due to several minor design modifications in Phase 1116, which encompasses the area between Washington Avenue and Seventeenth Street, an Addendum to the FEIS /EIR was prepared and adopted by City Council on June 3, 2014, pursuant to the California Environmental Quality Act. FISCAL IMPACT Funds were appropriated in FY 2013/14 for the Bristol Street Improvements Project (No. 116740): $3,837,500 in the Select Street Construction Fund (Account 05917661- 66220) and $11,152,575 in the Measure M2 Street Construction Fund (Account 03217662- 66220). M n 00, rreo Mou avipour Executive Director Public Works Agency FM /EWG /JG /KN /ST Exhibits: 1. Location Map 2. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency 25F -2 4 (NTS) U J u a a R F'OrA 18TH STREET 17TH STREET H ! W ' W � a e O J i O ' H � 1 x405- 252 -22 405,252-21 :r: �j ; I "C'.; - SUBJECT PROPERTY - ACOUIRFO PROPERTIES SANTA ANA crry COMM uDECEMBEFl DATE: 15 MATCHLI E SEE BOTTOM LEFT WASHINGTON AVENUE AS I I TT_ EXHIBIT 1 PURCHASE AGREEMENT WITH EUSEBIO SANTIAGO NTONIO AND JUDITH SANTIAGO FOR BRISTOL STREE IMPROVEMENTS (PROJECT NO. 116740 NONGENERAL FUND) (Strategic Plan No. 6,1,G and 3,2,C) 25F -3 25F -4 PURCHASE AND SALE AGREEMENT FOR ACQUISITION OF REAL PROPERTY AND BILATERAL ESCROW INSTRUCTIONS THIS AGREEMENT (hereinafter "PSA "), entered into on_a�1 201 5, between the CITY OF SANTA ANA, a charter city and municipal corporation duly organized under the Constitution and laws of the State of California (hereinafter "City" or "Buyer "), and, EUSEBIO SANTIAGO ANTONIO AND JUDITH SANTIAGO, Husband and Wife as Joint Tenants (hereinafter "Seller "), regardless of number or gender; THEREFORE, for and in consideration of their mutual promises, covenants and agreements, and subject to the terms, conditions and provisions of this PSA, Seller agrees to sell to City, and City agrees to purchase from Seller, that certain real property (hereinafter "Said Real Property ") legally described as follows: SEE EXHIBIT "A!'— Legal Description ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF (Commonly known as 1725 N. Bristol Street, Santa Ana, CA) (APN: 399 - 085 -11) 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. Seiler 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 Six Hundred Seventeen Thousand AND NO /100 Dollars ($617,000.00) insuring the title of the City to said real property is free and clear of any and all conditions, restrictions, reservations, exceptions, easements, assessments, profits, limitations, encumbrances (whether monetary or non - monetary, general or specific, and including any and all leasehold interests), liens, clouds or defects in title, excepting such specific ones as city may hereinafter expressly agree to take subject to. Acceptance by City of any such policy of insurance, whether such insurance complies with the requirements of this paragraph or not, shall not constitute a waiver by City of its right to such insurance as is herein required of Seller, nor a waiver by the City of any rights of action for damages or any other rights which may accrue to City by reason of the failure of Seller to convey title or to provide title insurance as required in this Agreement. 25F -5 4, Escrow. City agrees to open an escrow at the office of First American Title Insurance Company, 2 First American Way, Santa Ana, California, (the Escrow Agent) within five (5) days from and after the date on which the City has approved this Agreement. This Agreement constitutes the joint escrow instructions of the City and the Seller and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the escrow. Escrow to close within 30 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 faxes. 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 uncoilectible if unpaid by reason of Section 5086 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 Six Hundred Seventeen Thousand AND NO /100 Dollars ($617,000.00). 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. _) 1 _5 ,1_ 25F -6 8. Rental and Occupancy By Seller. Seller agrees to execute a complete, current and correct statement of rentals (Seller Estoppel) on a form furnished to Seller by City and deliver same to City within fifteen (15) days hereof with copies of any written leases or rental agreements attached. All rents will be prorated as of the close of escrow on the basis of a 30 -day month /360 -day year consistent with that statement, subject to approval of City. Seller hereby agrees not to rent any units on the premises which are vacant as of the date that this agreement is executed by seller, or which may be vacated by present occupants prior to close of escrow, In return, the City agrees to reimburse seller lost rentals incurred by keeping units vacant through the close of escrow. Seller agrees that any and all Tenant Security Deposits pertaining to the subject property collected by or in the possession of Seller prior to the close of escrow shall be transferred to and become the property of City during escrow. Seller hereby warrants that the rental statement referred to shall include the terms of all rental agreements, tenancies, and leases (written, unwritten, recorded, or unrecorded) and Seller agrees to hold City harmless from all liability from any such leases or agreements. Seller also warrants that there are no oral or written leases on all or any portion of the subject property exceeding a period of one month. 9. Waivers. The waiver by City of any breach of any covenant or agreement herein contained on the part of the Seller shall not be deemed or held to be a waiver of any subsequent or other breach of said covenant or agreement nor a waiver of any breach of any other covenants or agreements contained herein. 10. Heirs, Assigns, Successors -in- Interest. This PSA, and all the terms, covenants and conditions hereof, shall apply to and bind the heirs, executors, administrators, successors and assigns of the respective Parties hereto. 11. Time is of the Essence. In all matters and things hereunder to be done and in all payments hereunder to be made, time is and shall be of the essence. 12. Just Compensation. Seller acknowledges and agrees that said purchase price Is just compensation at fair market value for said real property and includes payment for fixtures & equipment (improvements pertaining to the realty), goodwill (if any), and severance damages. 13. 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 Seiler is: Mr. & Mrs. Santiago Tel: 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 (1) defined as a "hazardous waste ", "extremely hazardous 25F -7 waste ", or "restricted hazardous waste" under Section 25115, 25117 or 2:..22.7, or listed pursuant to Section 25140 of the California Health and Safety Code, Division 20, Chapter 6.5 (Hazardous Waste Control Law), (ii) defined as "hazardous substance" under Section 25316 of the California Health and Safety Code, Division 20, Chapter 6.8 (Carpenter - Presley- Tanner Hazardous Substance Account Act), (iii) defined as a "hazardous material ", "hazardous substance ", or "hazardous waste" under Section 25501 of the California Health and Safety Code, Division 20, Chapter 6.95 (Hazardous Materials Release Response Plans and Inventory), (iv) defined as a "hazardous substance" under Section 25281 of the California Health and Safety Code, Division 20, Chapter 6.7 (Underground Storage of Hazardous Substances), (v) petroleum, (vi) asbestos, (vii) polychlorinated biphenyls, (viii) listed under Article 9 or defined as "hazardous" or "extremely hazardous" pursuant to Article 11 of Title 22 of the California Administrative Code, Division 4, Chapter 20, (ix) designated as a "hazardous substances" pursuant to Section 311 of the Clean Water Act, (33 U.S.C. S1317), (x) defined as a "hazardous waste" pursuant to Section 1004 of the Resource Conservation and Recovery Act, 42 U.S.C. 56901 et sew. (42 U.S.C. S6903) or (A) defined as a "hazardous substances" pursuant to Section 101 of the Comprehensive Environmental Response, Compensation, as amended by Liability Act, 42. U.S.C. 59601 at seg. (42 U.S.C. 59601). 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. Continpilm. it is understood and agreed between the parties hereto that the completion of this transaction, and the escrow created hereby, is contingent upon the specific acceptance and approval of the City herein. The execution of these documents and the delivery of same to Escrow Agent constitute said acceptance and approval. 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. rU ZOO7 21 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 Partv On The Other. Each party has received Independent legal advice from Its attorneys with respect to the advisability of executing this PSA and the meaning of the provisions hereof. The provisions of this PSA shall be construed as to their fair meaning, and not for or against any party based upon any attribution to such party as the source of the language in question. 25. No Third Partv Beneficiary. This PSA is intended to benefit only the Parties hereto and no other person or entity has or shall acquire any rights hereunder. 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. -- - 25F -9 IN WITNESS WHEREOF, the Parties hereto have executed this PSA on the date and year first written above. SELLER: Eusebio Santiago Antonio& Jeadith Santiago, Husband and Wife as Joint Tenants Date: �� 1 l� S , 2015 Eusebio Santiago Antonio 9 Date: �� _ 16 201) 7 2015 Judith Santiago City /Buyer City of Santa Ana David Cavazos City Manager Attest: Maria D. Huizar City Clerk Approved as to Form: J s Sandova �__--- ef Assistant City Attorney PM Date: 2015 2013 Date: /VOV 30 2015 25F -10 EXHIBIT "A" LEGAL DECSRIPTION Real properly in the City of Santa Ana, County of Orange, State of California, described as follows: LOT 25 OF TRACT NO. 1572, AS SHOWN ON A MAP RECORDED IN BOOK 48, PAGE 16 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA. APN: 399 - 085 -11 -� -- 25F -11 LOITI =iii 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 or) which instruments referred to herein are filed for record. All adjustments are to be made on the basis of a 30 -day month. Recordation of any instruments delivered through this escrow, if necessary or proper in the Issuance of a policy of title insurance called for, is hereby authorized. There shall be no proration of any existing insurance policies in this escrow. You are to furnish a copy of these instructions, amendments thereto, closing statements and /or any other documents deposited in this escrow to the lender or lenders, the real estate broker or brokers and /or the attorney or attorneys involved in this transaction upon request of such lenders, brokers or attorneys. Should you before or after close of escrow receive or become aware of any conflicting demands or claims with respect to this escrow or the rights of any of the parties hereto, or any money or property deposited herein affected hereby, you shall have the right to discontinue any or all further acts on your part until such conflict is resolved to your satisfaction, and you shall have the further right to commence or defend any action or proceedings for the determination of such conflict. The parties hereto jointly and severally agree to pay all costs, damages, judgments and expenses, including reasonable attorney's fees, suffered or incurred by you in connection with, or arising out of this escrow, including, but without limiting the generality of the foregoing, a suit in interpleader brought by you. In the event you file a suit in interpleader, you shall ipso facto be fully released and discharged from all obligations imposed upon you in this escrow. If for any reason funds are retained or remain in escrow, you are to deduct therefrom a reasonable monthly charge as custodian thereof of not less than $10.00 per month. Time is declared to be the essence of these instructions. If you are unable to comply within the time specified herein and such additional time as is required to make an examination of the official records, you will return all documents, money or property to the party entitled thereto upon satisfactory written demand and authorization. Any amendment of and /or supplement to any instructions must be in writing. The seller agrees to sell and the buyer agrees to buy the property herein described upon the terms hereof. These escrow instructions, and amendments hereto, may be executed in one or more counterparts, each of which independently shall have the same effect as if it were the original, and all of which taken together shall constitute one and the same instruction. 25F -12 When recorded, please mail this instrument and tax statements to: Cleric 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 APPROVEDASTO NORM BY ATTl', APP ED BY DIRECTOR DESCRIPTION WRrrfEN BY 17,71IPS'ION CHECKED -O%. A. P. NUMBER 399 -085 -11 RAV MAP NUMBER PROJECT NUMBER 1725 N. Brisml Streol, Snma Am, CA DL'EU NUMBER GRANT DEED FOR VALUABLE CONSIDERATION, receipt of which Is hereby acknowledged, EUSEBIO SANTIAGO ANTONIO AND JUDITH SANTIAGO, Husband and Wife as Joint Tenants 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 1725 N. Bristol Street, described as follows: SEE EXHIBITS "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A PART HEREOF; Dated fl i f h s- Dated // -- 1 " ?o r . By: Eusebio`Santiago Antonio By: Judith Santiago 25F -13 When recorded, please mail this instrument and tax statements to: Cleric 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 APPROVLD_AS TO AI'I'ROVtiD BY llESCIOPTH)N DESCRIN ION A.P. 1U1V 1IAP OIloJF.CT 'fAX1 ;S FORM DYATTI'_ DIItIiCIOR \YI2ITTF.N I3Y CIIECW) -n.F. NUMBER 399-85 -11 Nll \IRiiR NUAIRLII X 1125 N. wino] Suet, Santa A"a, CA DEED NUMER FOR VALUABLE CONSIDERATION, receipt of which is hereby acknowledged, EUSEBIO SANTIAGO ANTONIO AND JUDITH SANTIAGO, Husband and Wife as Joint Tenants 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 1725 N. Bristol Street, described as follows: SEE EXHIBITS "A" ATTACHED HERETO AND BY THIS REFERENCE MADE A Dated & 1,: 71 LS— — Dated 11121115 If P�ah�lir� By' Ju dith San'tiago 25F -14 NO CALIFORNIA ALL - PURPOSE CERTIFICATE OF ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document, State of California } c � } County of —L—to" j {� 4 Q" rr 13Q 6 0n / \1 . C � S_ before me, 4A 1'r, !<7cxi rT Oe r (Hera nsee name and ilia a le aftcar'� personally appeared ct lr .. nom IV IA l F La vl'u @ who proved to me on e basis of satisfactor' evidence to be the person@ whose �l narneis/ re subscribed to the within instrument and acknowledged to me that he/she/ e jexecuted the same in his her/ t�eirlauthorized capacit 14 ), and that by his/her /t�eia signature(sj on the instrument the person s, or the entity upon behalf of which the persoro 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. InANIELA BORBE 0"'; WITNESS my hand and official seal. COM2054639 NOTARY PUOLIC•CALIFORNIA ORANGE COUNTY MY CONN, Esp. JAN. 31, 20JS'r l Notary Public Sig`1ki= 66ture (Notary Public Seal) ADDITIONAL OPTIONAL INFORMATION . 1N5TRUC 'I'(ONS FOR CO1dPLETINGTHISFORM �l1ASfn'1114'alnja110F 1VI111 Clll'1 "ani Cr111f01'nla SlatAneS l'egal'd /nb'llalmytnorrliltg llnrl, DESCRIPTION OF THE ATTACHED DOCUMENT d'neerlad, shnukl6e caupleted nrulaunuhad to die dacuntarn. Acknawlerlgnrants ,from olher,rtaies coal+ be conrpletarl for dactnnents fieing.ran! to drat score sa long % as /ha wording daze not rerjatre the C,'alifa nla noun), to violate CaliJbrnia notary GN. 1„('F,C? law. (Tllle or description of altaehed document) a State and County information must be the State and County where the documcnt signer(s) personally apPeai'ed before the notary public for aCknOwled- orient. n Date of nounizatlon inust be the date that the slgne'(a) personally appeared which IT* or deaCl'Ipt10p Or attached document continued) most also be the Same date the aClanowledgment is completed. e The notary poblie must print his or her name as it appears within his or her Number of Pages _„ Document Date commission followed by a commis and then your title (notary public). • Print ilia names) of document signcr(s) who personally appear at the lime of notariartion. CAPACITY CLAIMED BY THE SIGNER o Indicate the COnoC[ singular or plural forms by crossing oft' incorrect forms (i.e. - he /she/theyr is Imo ) or circling the correct ('arms. Failure to correctly indicate this ❑ Individual (8) information may lead torejection ofdownnent recording. ❑ Corporate Officer • 'The notary seal impression must be clear and photographically reproducible. Impression most not cover last or lines. If seal impression smudges, ro -seal if it (Title) sufficient area permits, otherwise complete a different acknowledgment form. • Partner(s) • Signature of the notary public must match the signatr¢e on file with the office of the county clank. • Attorney -in -Fact Additional information is not required but could help to ensure this ❑ Trustee(s) nelcnowledgnlentisnotmisasedor attached toaditPerert d0oumett, Li Other Indicate title or type of attached document, number oCpages and date. ----- --- indicate the capacity claimed by the signer. If the claimed capacity is a ._..__._.. corporate officer, indicate fire tide (Le, Cpen CFO, 3fL`rClary). 20'15 Version tanvw.NOtaryCitisses.conn 800 -073 -9865 < Securely Watch Ihis document to the signed document with ;11 staple. ._ .___..._.._.___..:.. '�- "�'ara •^ —.,• -- cr..m�.emrv�.w�.. ..waurummrernv __. 25F -15 EXHIBIT "A" LEGAL ®ECSRIPTION Real property in the City of Santa Ana, County of Orange, State of California, described as follows: It LOT 25 OF TRACT NO. 1572, AS SHOWN ON A MAP RECORDED IN BOOK 48, PAGE 16 OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF ORANGE COUNTY, CALIFORNIA, APN:399- 085 -11 25F -16 CERTIFICATE OF ACCEPTANCE This is to certify that the interest in the real property conveyed by the Grant Deed dated November 27, 2015, from Eusebio Santiago Antonio and Judith Santiago, husband and wife as joint tenants, to the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California, is hereby accepted by the undersigned officer or agent on behalf of the City Council pursuant to authority conferred by Ordinance No. NS -2352 and Section No. 33 -55 of the Santa Ana Municipal Code adopted by the City Council on June 1, 1998; in compliance with. California Government Code Section.27281 and the grantee consents to recordation thereof by its duly authorized officer. For the City of Santa Ana: Dated City Manager 25F -17 25F -18 rw � • , CITY COUNCIL c DATE: r � CONTINUED TO FILE NUMBER CITY MANAGER RECOMMENDED ACTION Authorize the City Manager and the Clerk of the Council to execute an agreement with Alta Planning & Design, subject to nonsubstantive changes approved by the City Manager and City Attorney, to provide bicycle safety education services, for a one -year period expiring December 31, 2016, in an amount not to exceed $100,000, r i ! * On October 20, 2015, the City Council approved an agreement with the Mate of California Office of Traffic Safety (tOTB) for a program to address bicycle safety through a series of bicycle safety education workshops and events. The City Council also recognized the award of $100,000 from OTB to implement the programs. The program goal is to reduce the number of persons killed or injured in collisions involving bicycles, The bilingual education and outreach campaign is intended to roach all members of the community. It will include bicycle safety skills classes taught by League of American Bicyclists Certified Instructors, nighttime bicycle light and helmet distribution events, and a Train the Trainer seminar to certify new cycling instructors. � iW W r a t� � r °b t o c s `• _ o � � a for education services. Based on local community experience, qualifications, project 25G -1 Agreement for Bicycle Safety Education and Outreach December 15, 2015 Page 2 understanding, and familiarity with the grant source, this firm and its partners have demonstrated they have the experience and resources needed to provide the required services. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1 Community Safety, Objective #3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), Strategy B (promote ongoing efforts to obtain grant funding for activities that will assist in preventing, enforcing and reducing criminal activity and traffic collisions). ENVIRONMENTAL IMPACT There is no environmental impact associated with this action. FISCAL IMPACT The total cost of the agreement is not to exceed $100,000 per year. Funds in the amount of $100,000 are available in OTS- Bicycle Safety PWA expenditure account (No. 16517611 - 66220) for expenditure in FY 2015 -16. Fred Mousavipour Executive Director Public Works Agency 11175ICXTiTLe7[. , Exhibit: 1. Agreement APPROVED AS TO FUNDS AND ACCOUNTS: I ffi Francisco Gutierrez - Executive Director Finance & Management Services Agency 25G -2 CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this 15th day of December, 2015, by and between Alta Planning & Design, a California corporation (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The Santa Ana Public Works Agency was awarded a $100,000 grant from the State of California Office of Traffic Safety (OTS) for a program to address bicycle safety through a series of bicycle safety education workshops and events. The goal of the program is to reduce the number of persons killed or injured in collisions involving bicycles. B. Consultant represents that Consultant is able and willing to provide such a bicycle safety program. C. A Request for Proposals for marketing and education services was released and distributed on November 6, 2015 to qualified bicycle education organizations. D. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall provide a bicycle safety education workshops as set forth in the scope of services attached hereto as Exhibit A and incorporated by this reference to this Agreement. 2. DELIVERY OF WORK PRODUCT Consultant shall deliver to City all work product which results from the services provided. Said work product shall be submitted in a hard copy and produced in a form compatible with City's computer system, as agreed between the City's Project Manager and Consultant. In regard to material produced as a deliverable under the Agreement, including, but not limited to, books, reports, plans, photographs, drawings, videotapes, and computer programs, Consultant agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that the authors of all such material, whether copyrighted or not, award to the City, and to its officers, agents and employees acting within the scope of their official duties, as a Exhibit 1 25G -3 condition of payment to the Consultant, a royalty -free, nonexclusive, irrevocable license throughout the world to disclose, publish, translate, reproduce, and use such materials. 3. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B attached hereto and incorporated herein by this reference. The total sum to be expended under this Agreement shall not exceed $100,000.00 during the Term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 4. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2016, or upon the depletion of the maximum contract amount as stated in Section 3 above, unless terminated earlier in accordance with provisions below. 5. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer - employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's negligent operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, and in the aggregate. Such insurance shall (a) name the City, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary and not contributory with respect to insurance or self - insurance programs maintained by the City; and (c) contain standard separation of insureds provisions. 25G -4 b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self - insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the City. e. If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its officers, agents and employees (collectively, the "indemnified parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a claim; collectively, claims), to the extent caused by Consultant's negligence in the performance of services provided under this Agreement (including, without limitation, defects in workmanship and /or materials) or Consultant's presence or activities conducted performing the work (including the negligent and/or willful acts, errors and /or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, contractors, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable for any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the indemnified parties from any claim arising from the sole negligence or willful misconduct of the indemnified parties. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 3 25G -5 8. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 9. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 10. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 Facsimile: 714- 647 -6956 Copies to: Public Works Agency — Executive Director City Hall — Ross Annex — 4" Floor 20 Civic Center Plaza (M -21) Santa Ana, California 92702 Facsimile: 714 - 647 -5622 and City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 Facsimile: 714- 647 -6515 4 25G -6 To Consultant: Alta Planning & Design 617 W. 7th Street, Suite 505 Los Angeles, CA 90017 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 12. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 13. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 25G -7 14. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 15. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 16. PROFESSIONAL LICENSES Consultant shall, throughout the tern of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 17. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. 25G -8 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: JO DOVAL ChiE ssistant City A farms_ CITY OF SANTA ANA DAVID CAVAZOS City Manager ALTA PLANNING & DESIGN: Brett Hondorp RECOMMENDED FOR APPROVAL: Principal FRED MOUSAVIPOUR Executive Director - PWA VI 25G -9 EXHIBIT A SCOPE OF SERVICES (Attached) 25G -10 Project Understanding The City of Santa Ana is the second - largest city in Orange County. Median income and vehicle ownership rates are lower than California aver- ages, meaning a significant portion of the city's population is dependent on transit and active modes of transportation for their everyday travel. This fact, combined with the mild Southern California climate and a relatively young popu- lation, has resulted in a high level of bicycling compared with the rest of the county and state. Over the last few years, the City has undertaken significant efforts to Improve bicycling conditions in Santa Ana. Alta was part of the team working to update the City's General Plan Circulation Element Update that included an extensive outreach effort to develop progressive non - motorized transpor- tation policies. Recently, the City hired an Active Transportation Coordinator to focus solely on the implementation of infrastructure and programs that enhance biking and walking in Santa Ana. Alta also led the Santa Ana Public Education and Bicycle Safety Campaign, which aimed to educate the general public on bicycle safety issues. The campaign Included media placement throughout the City (including on and along high - volume public transit routes), classroom education in schools, public bicycle rodeos, and an LCI training seminar to certify local bicycle safety instructors. Alta worked with a marketing team and key stake- holders to develop a strategic media campaign that reflects the community's desires and unique DERSTANDING OF NEED characteristics. The Alta Team is now committed to delivering outreach and bicycle safety education services to the City of Santa Ana that addresses the City's current goals, on -time and within budget. This project will be managed by Ryan Johnson under the supervision of Principal -In- Charge Jessica Roberts. Ryan and Jessica have worked closely together for over three years on similar projects, providing efficient and effectively- managed proj- ects, and are prepared to present high - quality services to Santa Ana. Scope of Work TASK 1: CONDUCT TRAFFIC SKILLS 101 BICYCLE EDUCATION CLASSES Jim Shanman, a certified bicycling skills instructor, will lead the instruction of ten (10) Traffic Skills 101 workshops in the community, with the support of Alta and the Santa Ana Active Streets Coalition (SAAS). The goal is to reach 120 members of the Santa Ana community, with a maximum of 12 students per class. The Alta team will organize the logistics of securing classroom space and outreaching to potential students. Outreach will include flyers in both English and Spanish along with email and social media announcements of class opportunities. All TS -101 classes will be taught by 2 instructors. Jim Shanman will lead up to 3 classes himself, while SAAS Instructors with LCI certification will lead the remaining classes. Jim will train the SAAS 25G-11 7 instructors so that all classes follow a consistent format and curriculum. SAAS instructors are fluent in Spanish, and at least 3 of the classes will be taught solely in Spanish to attract participants with limited English proficiency. Each participant will receive a bicycle helmet and set of bicycle lights. At the completion of each class, the instructors will survey the participants to learn lessons about what was done well and what could be improved for future classes. Survey results will be incorpo- rated into the final report. Task 1 Deliverables: • Ten (10) Traffic Skills 101 bicycle education classes (at least 3 taught in Spanish) • Distribution of helmets and light sets to class participants • Surveys collected from class participants and instructors TASK 2: ORGANIZE AND HOST A LEAGUE CYCLING INSTRUCTOR (LCI) CERTIFICATION SEMINAR Alta will work with the City and the League of American Bicyclists (LAB) to schedule and host a train -the- trainer seminar to certify at least 12 and up to 15 community members as League Cycling Instructors (LCIs). The seminar will take place prior to the final month of the grant cycle to provide continuity of the bicycle education program in Santa Ana. We have 10 LCIs on staff, including Alta Project Manager Ryan Johnson, and thus are intimately familiar with the steps involved in the certification process. SAAS also has LCIs among its members, and up to 3 of these members will serve as Assistant Instructors during the three day seminar. While the LAB will supply an LCI coach to run the seminar, it requires a local contact to serve as Site Facilitator to organize logistics (such as finding an indoor meeting /classroom space, chairs, tables, etc.), promote the seminar to interested individ- uals, and remain in contact with the LCI Coach. SAAS, with support from Alta and the City, will take the lead on this task to organize the logis- tics for the seminar and advertise to potential LCI candidates. Priority for acceptance into the seminar will be given to participants of this proj- ect's TS -101 classes held earlier in the year who are also committed to making cycling safe and accessible in Santa Ana. The lead LCI instructor will be paid a base compensation through the participants' registration fees, but we will use a portion of the grant funds to supplement the instructor's pay. Task 2 Deliverable: One League Cycling Instructor Training Seminar TASK 3: PROCURE SUPPLIES AND CONDUCT "LIGHT UP THE NIGHT *" DISTRIBUTIONS Alta and SAAS will organize and conduct ten nighttime distributions of bicycle lights, reflec- tive material, and bicycle helmets to passing bicycle riders who are lacking these items. Alta will procure 1,500 helmets and 1,500 sets of bicycle lights, along with reflective arm bands. Optionally, and if the City prefers, rear reflectors The Alta Team will lead the Instruction of Traffic Skills 101 workshops in the community. 25G-12 can be purchased instead of reflective bands. (The Alta Team will procure reflective arm bands, bicycle lights, and /or bicycle helmets for this project from Custom Gift Creations, a registered Disadvantaged Business Enterprise, for a value of at least 12% of the overall project budget.) The ten events will be held at undisclosed loca- tions that have been identified as having high numbers of people riding bicycles, and each distri- bution will last two hours or until all supplies are exhausted (100 -150 of each item, depending on expected turnout per location). At least 3 SAAS members, including at least 1 female member, will be present at each distribution to intercept riders and show them how to properly use the safety items. SAAS members will also offer the intercepted bicycle riders a spoke card with the project name and logo along with night riding laws and safety tips. Alta will design both English and Spanish versions of the custom spoke card, with support from SAAS. Task 3 Deliverables: • Ten (10) "Light Up the Night" street distribu- tions of lights, helmets, and reflective bands • Design and production of 1 English- and 1 Spanish - language Informational spoke card "The name "Operation Firefly" is copyrighted by LACBC and cannot be used by other organizations. We propose this name, but can generate other ideas if desired. Alta and SAAS will organize and conduct ten nighttime distributions of bicycle lights, reflective material, and bicycle helmets to passing bicycle riders, TASK 4: PROJECT INITIATION AND MANAGEMENT Task 4A: Kickoff Meeting The Alta Team will prepare a plan of action and schedule for implementing the Bicycle Safety Education and Outreach Campaign by September 30, 2016. To begin this process, we will hold a kickoff meeting at the start of the project with representatives from the City of Santa Ana. The goal of the kickoff meeting will be to: • Review project goals and objectives • Review scope of services • Confirm project and meeting schedules • Establish staff communication and coordina- tion protocol After the kickoff meeting, key action items will be identified, and the project schedule will be revised (if needed). Alta will provide meeting notes detailing major decisions and action items resulting from the kickoff meeting. Task 413: Ongoing Project Meetings Overall project management will be provided by Alta Planning + Design, with Jim Shanman leading the bicycle education classes and SAAS supporting the education classes and LCI Seminar as well as conducting the "Light Up the Night" activities. Alta's Project Manager, Ryan Johnson, will be in regular contact with the City to coor- dinate staff, keep parties informed of project efforts, and seek input on key decision points. Alta will schedule monthly calls with the City project manager to review progress and make decisions. Task 4C: Invoicing Alta will submit monthly invoices to keep the City updated and informed. Direct costs incurred for LCI seminar fees, educational collateral procure- ment, and Light Up the Night supplies will be included in invoices to the City. Task 4D: Debrief Meeting At the end of the project, the Alta Team will hold a debrief meeting with City staff to discuss the results of the campaign. We will document key discussions and incorporate lessons learned for future campaigns into the project Final Report, discussed as follows. 25G -13 Task 4E: Draft and Final Report Throughout the process of the campaign, we will document stakeholder and public input, steps taken on activity planning and supply procure- ment, total cost of procurement, location and details of classes and events, and numbers of class participants and individuals reached by the Light Up the Night activities. At the end of the project, the Alta Team will produce a draft and final report documenting the work completed and the processes used so that the City of Santa Ana will have a reference guide and lessons learned for future campaigns. Alta will submit the draft report to the City for review and respond to one round of consolidated comments to be addressed in the final report. Task 4 Deliverables: • Project kickoff meeting and meeting notes - Revised schedule (if needed) • Monthly progress calls and call notes • Monthly invoices • Debrief meeting and summary notes • Draft and Final Report In Marin County, CA Alta led the Way to Go! program which included facilitating group walks, bicycle rides, safety classes, and outreach at community events, Alta developed a high - profile media campaign around bicycling and walking messages (such as "Stop for Pedestrians," "Streets Are for Everybody," and "Lights On! Be Safe, Be Seen"), In addition, trained outreach staff appeared at dozens of community events over three years - such as farmer's markets, county fairs, parades, and festivals - to distribute information about walking and bicycling. 10 25G -14 EXHIBIT B COMPENSATION (Attached) 25G -15 SCHEDULE OF FEES & CHARGES Santa Ana Bicycle Safety Education and Outreach ALTA PLANNING + DESIGN TEAM 25G -16 iTASK DESCRIPTION Task 1: Conduct Traffic Skills 101 Classes Bicycle Education Classes 0oatifitr Unit cost 10 $2,917.80 • . cost $29,178 Task 2: Organize and Host an LCI Certification. Seminar 1 $14,600.00 $14,590 Task 3: Procure Supplies and Conduct "Light Up the Night" Distributions 10 $1,881.40 $18,814 Helmets $12,960 Safety Equipment $24,315 Total °- -- $99,957 25G -16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: AUTHORIZE AGREEMENTS FOR PHASE TWO OF THE UTILITY CABINET PILOT ART PROGRAM (STRATEGIC PLAN NO. 5, 5B) CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY ❑ As Recommended ❑ As Amended ❑ Ordinance on 1 ®t Reading ❑ Ordinance on 2" d Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute the attached agreement with the following artists: Crisselle Mendiola, Fernando Olivares, Alberto Donjuan, Darren Hostetter, Kristy Moreno, and Joseph A. Castro for Phase Two of the Utility Cabinet Pilot Art Program in the amount of $200 per cabinet, subject to non - substantive changes approved by the City Manager and City Attorney. ARTS AND CULTURE COMMISSION ACTION At its regular meeting on November 19, 2015 by a vote of 6-1 (Ramirez abstained), the Arts and Culture Commission (ACC) recommended that the City Council authorize the City Manager and the Clerk of the Council to execute agreements with the following artists: Crisselle Mendiola, Fernando Olivares, Alberto Donjuan, Darren Hostetter, Kristy Moreno, and Joseph A. Castro for Phase Two of the Utility Cabinet Pilot Art Program in the amount of $200 per cabinet, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION On September 5, 2013, an Ad -Hoc Committee consisting of the Mayor, Councilman Benavides, and Councilman Reyna met to discuss opportunities for a pilot effort to use the City's traffic control cabinets as canvases for local artists, students and other community groups. The Ad -Hoc Committee decided to propose a two -phase pilot Utility Cabinet Art Program. On November 4, 2013, City Council authorized to allocate funds in the amount of $7,700 to paint utility cabinets as part of the Utility Cabinet Pilot Art Program; $6,300 was allocated to Phase One and $1,400 was allocated to Phase Two of the program. Phase One focused on painting seven selected utility cabinets located within the downtown. A stipend of $700 per utility cabinet as well as reimbursement of up to $200 for materials and supplies was awarded to selected artists. This phase was completed in November 2014. 25H -1 Phase Two Utility Cabinet Pilot Art Program December 15, 2015 Page 2 Phase Two planned to select seven utility cabinets citywide, one in each Council Ward and one at -large location and reimbursement of up to $200 for materials and supplies per cabinet upon completion of the project. On July 7, 2015, the City Council authorized staff to release the Utility Art Cabinet Pilot Program Phase Two Application to solicit project proposals to emerging, established artists, and art organizations. Outreach included posting an informational flyer on the City's website, as well as a direct e-mail to community partners, artists and art organizations who had expressed interest in receiving such notices. Applications were accepted between July 13, 2015 and August 31, 2015 online via www.submittable.com, by mail, or by hand delivery. A total of 22 applications were received, but two applications were rejected for incompleteness. The Arts and Culture Commission reviewed and rated a total of 20 completed applications and six top artists were selected with one artist awarded two utility cabinets (Exhibit 1). The applications were evaluated on the following criteria: 1. Vision and Intent - 10% 2. Why is public art important - 10% 3. How does the artistic rendering represent Santa Ana - 10% 4. Design - 70% Below are the names of the top rated artists along with the Council Ward and utility cabinet location they have been assigned. Ward assignments were based on a lottery system with the exception of Ward 3 (the artist specifically requested to paint a utility box in that ward). The seven utility cabinet locations were selected based on visibility, traffic volume and artist safety. Utility cabinet artwork and utility cabinet location map are attached as Exhibits 2 and 3. Artist .Ward Utility Cabinet Lacation Crisselle Mendiola 1 Grand & Dyer Joseph Castro 2 Main & McFadden Daren Hostetter (Santa Ana College Mural Art Class 3 Bristol & 17 Fernando Olivares 4 Bristol & MacArthur Alberto Donjuan 5 Bristol & 15 Kristy Moreno 6 Harbor & McFadden Joseph Castro At Large 17 th & Centre on 17 th Staff recommends approval of the ACC recommendation. If authorized by the City Council, the next steps will be to schedule a meeting with the selected artists to sign Artist Agreements, receive instructions from the Public Works Agency regarding preparation and painting of the utility cabinets and scheduling project kick -off and completion dates. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #5 (Promote a strong arts and culture infrastructure), 25H -2 Phase Two Utility Cabinet Pilot Art Program December 15, 2015 Page 3 Strategy B (Generate public and private support and resources to strengthen, expand and stabilize funding for the arts). FISCAL IMPACT Funding for this project will be allocated from the City Manager's Contractual Services account (no. 01103010-62300). Kelly Reenders Executive Director Community Development Agency Public Works Agency KR /CR/SB Exhibits: 1. Ranking List 2. Artist Artwork 3. Utility Box Location Map 4. Draft Agreement APPROVED AS TO FUNDS AND ACCOUNTS: ), fit' `. � . Francisco Gutierrez Executive Director Finance & Management Services Agency 25H -3 25H -4 Arts & Culture Commission Phase Two Utility Cabinet Pilot Art Project Recommendations Rank Score Applicant Ward Intersection 1 91.3 Crisselle Mendiola 1 Grand & Dyer 2 81.3 Fernando Olivares 4 Bristol & MacArthur 3 80.0 Alberto Donjuan 5 Bristol & let 4 79.0 Darren Hostetter (Santa Ana College Mural Art Class) 3 Bristol & 17th 5 78.8 Joseph A. Castro 2 Main & McFadden 6 73.8 Kristy Moreno 6 Harbor & McFadden 7 72.8 68.3 Joseph A. Castro The Art Institue of Orange County At Large 17th & Centre on 17th 8 10 67.0 Juan Olivares 11 65.5 Darren Hostetter 12 64.8 Lindsey M Guest 13 62.3 Mural Art Class 9 62.0 Antonio Pedraza 14 60.3 Liliana Garcia 15 57.5 Jorge Garcia & Eileen Hsu 16 57.4 Julio Hernandez 17 57.2 Octavio Orozco 18 52.2 Maricela Pena 19 51.3 Tony Guerrero 20 41.7 Darren hostetter 21 0.0 Miriam Ville as Rejected - application incomplete 22 0.0 Carrie Cook Rejected - application inoom lete 25H -6 gel Phase Two for the Utility Cabinet Pilot Art Program City of Santa Ana Below is a template of a typical utility box showing four sides and the top. Use this template to illustrate your color rendering(s). You may enlarge the template as needed. Unique colors and bold graphics work well, along with the bright images that compliment pedestrian activity. The Selection Committee will use this submittal along with the application to select the winning o c v y C v N O �+ w U O U i O O N N_ z E N Q Y C U_ 0 O O_ N Q w F- b M 3 0 Wr i W 0 I- z 0 af LL W 0 Note: The dimensions of the template may not accurejy tetfer�ll utility boxes; proposed designs must be adjustable. ��T 0 Phase Two for the Utility Cabinet Pilot Art Prol Iram City of Santa Ana Desi n Template Below is a template of a typical utility box showing four sides and the top. Use this template to illustrate your color rendering(s). You may enlarge the template as needed. Unique colors and bold graphics work well, along with the bright images that compliment pedestrian activity. The Selection Committee will use this submittal along with the application to select the winning artists. i n 3 i 4 + N S 3 ai o E N z S CON .C7 C U a v Q H w 0 z 0 LL w 0 s Note: The dimensions of the template may not accurafl ff-L8 utility boxes; proposed designs must be adjustable. ISO .l� `eij�•I w 0 z 0 LL w 0 s Note: The dimensions of the template may not accurafl ff-L8 utility boxes; proposed designs must be adjustable. 6 f- ��wt<�°yvgr Phase Two for the i, Utility Cabinet Pilot Art Program City of Santa Ana Below is a template of a typical ubitty box showing tow sides and the top. Use this template to Illustrate your color fenderang(s). You may enlarge the template as needed. Unique Colors and bold graptucs work wet along With the bright Images that oornpllment pedestrian aczfty. The 5elecban Committee w9i use th% sutxnittal Wong ' ith the application to select true winning s W 9 rm u Y U n O Phase Two for the Utility Cabinet Pilot Art Program of Santa Ana Below is a template of a typical utility box showing tour sides and the top. Use this template to illustrate your color rendering(s). You may enlarge the template as needed. Unique colors and bold graphics work well, along with the bright images that compliment pedestrian activity. The Selection Committee will use this submittal along with the application to select the winning artists. F" 71 I'a r : A w 0 U) N O r I , Q M Z E c � U 0 O Note: The dimensions of the template may not accurately reflect all utility boxes; proposed designs must be adjustable. 25H -10 1� w o III F" 71 I'a r : A w 0 U) N O r I , Q M Z E c � U 0 O Note: The dimensions of the template may not accurately reflect all utility boxes; proposed designs must be adjustable. 25H -10 n O Utility Cabinet Pilot Art SANTA ANA Tram City of Santa Ana Design Template Below is a template of a typical utility box showing four sides and the top. Use this template to illustrate your color rendering(s). You may enlarge the template as needed. Unique colors and bold graphics work well, along with the bright images that compliment pedestrian activity. The Selection Committee will use this submittal along with the application to select the winning artists. v 3 N o I_ Z CU N Z E U c � C U_ p Q � i t 1 P-- h r ,j:�iaj r _ f O 25H -11 I W R ca a- 0 3 =� Phase Two for the O i Utility Cabinet Pilot Art Pi im 1 t� Ana Below is a template of a typical utility box showing four sides and the top. Use this template to illustrate your color rendering(s). You may enlarge the template as needed. Unique colors and bold graphics work well, along with the bright images that compliment pedestrian activity. The Selection Committee will use this submittal along with the application to select the winning artists. o 1= N (6 0) J] C CO U � n. Q ¢a - F- ATTACKM 3 W 0 U) 1- Z O W LL W 0 Y U m Note: The dimensions of the template may not accu26144 2 utility boxes: proposed designs must be adjustable. Ch O � c t N u I- o � � s J O � — �J W 0 U) 1- Z O W LL W 0 Y U m Note: The dimensions of the template may not accu26144 2 utility boxes: proposed designs must be adjustable. rn r-u it on AMM 4 25H-13 11 1 VE 6i -1w bra Co rx � i b 6 z hmE sex cong T, C� (LOUT E TRC- L.&F T CC tAA Ni TV 4-� LOVE - - IS LOVE F '26H,-16 • Phase Two for the Utility Cabinet Pilot Art Pr M of Santa Ana Below is a template of a typical utility box showing four sides and the top. Use this template to illustrate your color rendering(s). You may enlarge the template as needed. Unique colors and bold graphics work well, along with the bright images that compliment pedestrian activity. The Selection Committee will use this submittal along with the application to select the winning NO a Y za a) o E 'w LQ N Z C I^ CU V' U 0 Q Y CL Q M(-- W z O LL Lu ❑ Y U cc m Note: The dimensions of the template may not accur wfftility boxes; proposed designs must be adjustable. V W z O LL Lu ❑ Y U cc m Note: The dimensions of the template may not accur wfftility boxes; proposed designs must be adjustable. 25H -18 LITY CABINET LOCATI OGrand & Dyer OBristol &MacArthur e17th & Centre on 17th © Main & McFadden © Bristol & 1st © Bristol & 17th OHarbor & McFadden Mlles 2 -T139 25H -20 Utility Box Art Pilot Project Q3MZMM= City of This agreement is made and entered into as of December 16, 2015, by and between the City of Santa Ana, a charter city and municipal corporation (hereinafter "City "), and (hereinafter "Artist ") selected to participate in the Downtown Utility Box Art Pilot Project. In consideration of the promises contained herein, the receipt and adequacy of which is hereby acknowledged, the parties hereto agree as follows: A. Preparation 1. The Artist shall attend a mandatory pre - installation meeting with the City prior to starting work. During this meeting City staff will identify any electronics, equipment, and other facilities on the exterior of the utility box which shall not be painted, including: a. Official plaques, stickers, or identification numbers b. Keyholes, or keyhole covers c. Vents or viewports 2. The proposals were presented on November 19, 2015 to the Arts & Culture Commission, and the top seven (7) projects were selected. City Council approved the projects on December 15, 2015. 3. The Artist will have the responsibility for any cleaning, prepping and priming prior to painting. 8. Materials 1. Artist will use paint type and paint products recommended by the City which are the following: a. Paint Type: Premium high solids 100% acrylic latex waterborne exterior wall and trim paint; low sheen, eggshell or satin finish; minimum 1.5 mil dry thickness per coat. b. Paint Products (in recommended order): i. Nova Color (available in wholesale at: www.novacolorpaint.com ii. Sherwin Williams: Accolade Exterior Acrylic Latex, Satin iii. Frazee #126 Mirro Glide Low Sheen Acrylic Latex iv. Pratt and Lambert: Accolade Exterior Acrylic Latex, Eggshell 1 28"i 2l 2. Artist will purchase the needed paint and supplies, including paintbrushes, paint rollers, rolling pans, drop cloth, masking tape, latex gloves, and cups for blending /mixing pain. Artist must provide his /her_ own additional supplies if needed. C. Project 1. Artist will paint the utility box assigned to them by the City, and nothing more. Painting of the box must be started on January 15, 2016, and must be completed by March 13, 2016. Painting may only occur during the hours of 7 a.m. to 7 p.m. A minimum sidewalk clearance of four feet must be adhered to at all times. 2. Artwork must include all visible sides of the utility box including the top. 3. The Artist shall provide for City maintenance, operations, and emergency access to their respective utility box at all times. 4. Artist recognition via signature on the utility box may be no larger than 3" x 5 ". Artwork may not contain advertising, religious art, sexual content, negative or violent imagery, convey political partisanship or include any hidden, subliminal or camouflaged messages or statements of any kind or nature. 6. Artwork may not include any breach of intellectual property, trademarks, brands, images of illegal activity or involve the attachment of any objects to the box. The Artist shall ensure that any areas utilized for the project are maintained and restored to a well- maintained, safe, sanitary, and clean condition, and kept free of any hazardous waste at all times, All equipment associated with the installation of the artwork, trash and debris shall be removed and cleaned up on a daily basis. Artist shall place a drop cloth or similar barrier on the ground below the artwork while installation is underway, which barrier shall be removed each day upon completion of an installation session. D. Property Rights 1. The Artist hereby waives any legal rights under Federal, State, local, and /or Administrative law to maintain the artwork upon City property. The completed work will be the property of the City, which retains the sole and absolute right and discretion to remove, modify, or replace the utility box, components of the utility box, or the artwork if necessary without compensation or notice to the artist. The Artist grants the City the right to use any images, photographs or video of the artwork and the installation process for publicity or promotional purposes and agree that the results of such activity shall remain the sole property of the City. 25H -22 E. Payment The City will reimburse the Artist for the cost of paint and paint supplies not to exceed two - hundred dollars ($200). The Artist must fill out and submit a reimbursement form, attached hereto and incorporated herein as Exhibit A, within 30 -days of completing the work. Receipts for the purchased items must be included with the reimbursement form. Artists will receive a reimbursement check within 30 days of submitting an approved request for reimbursement. F. Indemnity and Release of Liability Artist shall defend, indemnify, protect and hold harmless the City, or their elected and appointed officers, employees, members or agents from and again all claims for damages, liability, cost and expense (including without limitation attorney's fees) arising out of or alleged by third parties to the by the result of the negligent acts, errors or omissions or the willful misconduct of the Artist, and Artist's employees, subcontractors or other persons, agencies or firms for whom Artist is legally responsible in connection with the execution of the work covered by this agreement. Artist shall have no duty to indemnify or hold harmless the City if claims, damages, liability, costs, expenses (including without limitation, attorney's fees) arise from the sole negligence or sole willful misconduct of the City subsequent declaration by the Artist. Artist's obligations shall survive the termination of this Agreement. 2. Artist agrees to hereby fully release and forever discharge the City from any and all claims, demands, damages, losses, and liabilities (hereinafter collectively referred to as "claims "), which are or may be related to or in any way connected with the negligence or willful misconduct of its officers, officials, employees, or agents in connection with the creation, painting or installation of the artwork. 3, To protect the City, Artist shall execute a Release of Liability before participating in the Utility Box Art Pilot Project. A true and correct copy of the Release of Liability form is attached hereto as Exhibit B and incorporated herein by this reference. All terms and requirements of the Release of Liability shall be enforceable in addition to all terms and requirements of this Agreement. G. Repairs If any component of the City's traffic signal system is damaged as a result of the artists' work, the artist shall arrange for a licensed contractor to repair the damage at the artists' sole expense. 2. The artist has the first option to repair artwork if damaged. The City may repair, remove or modify damaged artwork if Artist is unavailable. 25H -23 M. Termination The City may terminate this Agreement at any time for any reason. If the Agreement is terminated by the City after the painting of a utility box has commenced, Artists shall be entitled to reasonable compensation for work performed to date, minus any offset representing the City's damages should termination result from Artist's breach of contract. Artist hereby expressly waives any and all claims for damages or compensation arising under this Agreement except as set forth herein. L General Terms Artist is not and any of the Artist's agents, employees or representatives are, for all purposes under this agreement, an independent contractor and shall not be deemed to be an employee of the City, and none of them shall be entitled to any benefits to which City employees are entitled including but not limited to, overtime, retirement benefits, work's compensation benefits, injury leave or other leave benefits. 2. Neither party shall assign any rights or obligations under this Agreement. Each party covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 4. Each party warrants that they have executed this Agreement knowingly, freely and voluntarily and with full knowledge of its legal consequences. All parties involved warrant and represent that, prior to executing this Agreement, each party has had the opportunity to review and consider this matter with legal counsel, and that the terms of this Agreement, and its consequences, are fully understood by each party. This Agreement represents the entire agreement and understanding between the parties, and supersedes any and all prior agreements and understandings between the parties, whether oral or written. 6. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn, 25H -24 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 Attoyepy By: Isys "ARTIST" By: Title: CITY OF SANTA ANA DAVID CAVAZOS City Manager Recommended for Approval: Kelly Reenders Executive Director 1.'H ge Community Development Agency nt Ci Attorney 25H -25 25H -26 L4101 CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: AGREEMENT WITH SLOAN VASQUEZ, LLC, FOR SOLID WASTE CONSULTING SERVICES (STRATEGIC PLAN NO. 4, 1; 5) CITY MANAGE 2 RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: d As Recommended [7 As Amended 71 Ordinance on 1 ®t Reading Ordinance on 2 n Reading ® Implementing Resolution c] Set Public Hearing For_ CONTINUED TO FILE NUMBER Authorize the City Manager and Clerk of the Council to execute an agreement with Sloan Vasquez, LLC, subject to nonsubstantive changes approved by the City Manager and City Attorney, to provide solid waste consulting services for a three -year period expiring December 31, 2018, in an amount not to exceed $164,654. DISCUSSION The City's agreement for collection and handling of solid waste is due to expire on June 30, 2018. The Public Works Agency is developing a strategy to provide appropriate solid waste services in Santa Ana that considers changes in legislation and recycling trends. The City is interested in contracting with a solid waste expert for these services. The consultant will be required to survey the rates and services provided in waste hauling contracts of ten Orange County cities and the unincorporated areas, perform rate data collection and analysis of existing contracts, and complete a financial analysis that evaluates and compares program components as they relate to rates. The process would include a review of the City's Source Reduction and Recycling Element, Household Hazardous Waste Element, Non - Disposal Facilities Element, and applicable laws related to solid waste, including the City's Integrated Waste Management Ordinance and Municipal Code. In addition to developing new service specifications, the consultant will identify the options for either contract renegotiation or issuance of a solid waste services Request for Proposal (RFP) and assist the City in RFP preparation and /or contract negotiation, as needed. Staff issued a Request for Proposals (Exhibit 1) for the Solid Waste Consulting Services on the City's website on September 15, 2015. Four proposals were received. Each proposal was evaluated and ranked by a review committee comprised of staff from the Public Works Agency, the City Attorney's Office, the City of Huntington Beach City Manager's Office, and the Orange County Public Works Agency. The ranking criteria included the experience of the firm and team, relevant 251 -1 Agreement with Sloan Vasquez, LLC, for Solid Waste Consulting Services December 15, 2015 Page 2 project experience, understanding of the scope of work, the work plan, references, schedule, and fee. The top two firms were interviewed with the following ranking results: Firm Score Proposed Fee Sloan Vasquez, LLC 95.25 $164,654 R3 Consulting Group, Inc. 81.25 Staff recommends awarding a contract to Sloan Vasquez, LLC, based on its experience with similar work in the solid waste industry, expertise in the solid waste industry, familiarity with the Orange County solid waste contracts and environment, and approach to complete the work within the specified time. The proposal contains a clear path toward achieving City goals and objectives as required by the RFP. The total agreement (Exhibit 2) compensation is in the amount of $164,654. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #4 - City Financial Stability, Objective #1 (maintain a stable, efficient and transparent financial environment); and, Goal #5 - Community Health, Livability, Engagement & Sustainability. ENVIRONMENTAL IMPACTS There is no environmental impact associated with this action. FISCAL IMPACT Funds in the amount of $164,654 are available in the Refuse Enterprise account (06917640- 62300) for expenditure in FY 2015 -16. Unspent encumbered funds will be carried forward into subsequent fiscal years of the agreement. A ), ��� 'Fr 4d Mo savipour Executive Director Public Works Agency �t�lli�il�l�►Ly�l Exhibits: 1. Request for Proposal 2. Agreement APPROVED AS TO FUNDS & ACCOUNTS: .s p Francisco Gutierrez Executive Director Finance & Management Services Agency 251 -2 REQUEST FOR PROPOSALS (RFP) FOR SOLID WASTE CONSULTING SERVICES REP NO.: 15 -096 FOR THE CITY OF SANTA ANA Santa Ana Public Works Agency 20 Civic Center Plaza Santa Ana, CA 92701 Christy Kindig Project Manager (714) 647 -5088 Office ckindig(rdsanta- ana.org for Release: Fred Mousavipour Executive Director Public Works Agency KEY RFP DATES (Subject to change at discretion of City): Issue Date: Deadline for Requests for Information: Pre - Proposal Meeting: Proposal Due Date: Presentation/Interviews: Projected Award Date: Ci Tuesday, September 15, 2015 Monday, September 21, 2015 There is no scheduled meeting. Tuesday, September 29, 2015; 5:00pm. Monday, October 12 to Wednesday, October 14, 2015 Tuesday, November 3, 2015 Ef NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms for solid waste consulting services. Responses to this Request for Proposals (RFP) will be accepted until September 29, 2015 at 5:00 p.m. Proposals received after this date /time will not be considered. It is the responsibility of the proposer to ensure that any proposals submitted have sufficient time to be received by the City of Santa Ana prior to this proposal due date and time. Proposals shall be enclosed in a sealed envelope and marked clearly with following information, formatted as follows: "SEALED PROPOSAL FOR RFP NO. 15 -096 SOLID WASTE CONSULTING SERVICES IN THE CITY OF SANTA ANA DO NOT OPEN WITH REGULAR MAIL." City of Santa Ana Attn.: Christy Kindig Public Works Agency; 20 Civic Center Plaza; 4th Floor Reception, Ross Annex Santa Ana, CA 92701 Proposals shall be mailed, hand delivered, or sent by courier service. Proposals shall NOT be sent via telegraphic, electronic or facsimile. All notifications, updates and addenda will be posted on the City's RFP Bid page at www.santa- ana.org bids - rfpss. Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Failure to respond to required updates may result in a determination of a nonresponsive proposal. City of CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFP NO.: 15 -096 TABLE OF CONTENTS L GENERAL H. PROPOSAL TERMS AND CONDITIONS III. INSTRUCTIONS TO PROPOSERS A. CITY RESPONSIBILITIES B. PROPOSER RESPONSIBILITIES C. REQUEST FOR INFORMATION OR CLARIFICATION D. ADDENDA E. LICENSES & PERMITS F. INSURANCE G. PAYMENT INFORMATION PACKET H. PRE- PROPOSAL MEETING L CITY RIGHT TO REJECT J. PROTESTS IV. SUBMITTAL REQUIREMENTS A. GENERAL B. PROPOSAL CONTENTS 1. STATEMENT OF QUALIFICATIONS 2. SCOPE OF SERVICES & SCHEDULE 3. FEE PROPOSAL 4. CERTIFICATIONS V. PROPOSAL REVIEW (CONSULTANT SELECTION) A. EVALUATION AND RATING B. SELECTION VI. AWARD OF AGREEMENT A. REQUEST FOR COUNCIL ACTION B. EXECUTION OF AGREEMENT VII. IMPLEMENTATION A. KICK -OFF MEETING B. NOTICE TO PROCEED VIII. PUBLIC RECORDS LX. APPENDIX ATTACHMENT 1: SCOPE OF WORK ATTACHMENT 2: STANDARD AGREEMENT ATTACHMENT 3: CERTIFICATIONS ATTACHMENT 4: ADDITIONAL PROVISIONS City of SarZbIASP 15 -096 Page 3 t CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFP NO.: 15 -096 I. GENERAL Nature of Work: The City of Santa Ana is seeking a solid waste consulting services provider. A detailed Scope of Work is included in the Appendix of this RFP as Attachment 1. Number of Proposals and Signature: Four hard copies and one (1) digital file on labeled USB Flash Drive (or equivalent) of your proposal shall be signed by a company official with the power to bind the company and submitted to the City of Santa Ana. One (1) copy of your Fee Proposal shall be submitted. Proposal Evaluation and Rating: The criteria for evaluating the proposals submitted will take the following items into consideration: • Finn/Team Experience 25% • Understanding of Need 20% • Relevant Project Experience 20% • Schedule 15% • References 10% • Fee 10% The City has established a proposal review committee to evaluate proposers based on the response to the RFP, which includes adherence to outlined directions and format, and the City evaluation criteria set forth above. A final score will be calculated for each submitted proposal and used to rank: the proposers. II. PROPOSAL TERMS AND CONDITIONS By submitting a Proposal, the Proposer acknowledges that it has thoroughly examined and accepts the Terms and Conditions of this RFP as described below: A. EXAMINATION: Proposer represent that it has thoroughly examined and become familiar with the services and responsibilities required this RFP and that it is capable of effectively and efficiently performing quality work to achieve the City's objectives. Any attachments referenced herein or any interpretations, clarifications or amendments subsequently posted in the relation to this RFP are fully incorporated. B. EXECUTION OF AGREEMENT: The City and the selected Proposer will enter into an Agreement similar to that as shown in Attachment 2, in the Appendix of this RFP. If a Proposer is unwilling or unable to execute an Agreement within thirty (30) days after being notified of City of S*l AQAFP 15 -096 selection under this RFP, the City reserves the right to select the next most qualified Proposer or call for new Proposals, whichever the City deems most appropriate. C. PROPOSAL VALIDITY: Services, pricing and warranties indicated in a respondent's Proposal must be valid for a period of 120 days after the submission of the Proposal. D. PRE - CONTRACTUAL EXPENSES: Santa Ana shall not, in any event, be liable for any pre - contractual expenses incurred by Proposers in the preparation of its proposal. E. JOINT OFFERS /SUBCONSULTANTS: Where two or more Proposers desire to submit a single Proposal in response to this RFP, they should do so on a prime - subconsultant basis. The City intends to contract with a single firm and not with multiple firms doing business as a joint venture. Should the use of subconsultants be offered, the Proposer shall provide the same assurances of competence for the subconsultant plus the demonstrated ability to manage and supervise the subcontracted work. Subconsultants shall not be allowed to further subcontract with others for work under the Agreement. The provisions of the Agreement shall apply to all subconsultants in the same manner as the Proposer. III. INSTRUCTIONS TO PROPOSERS A. CITY RESPONSIBILITIES The City will provide information in its possession relevant to preparation of required information in RFP. The City will provide only the staff assistance and documentation specifically referred to herein. B. PROPOSER RESPONSIBILITIES Point of Contact: The selected proposer will assume responsibility for all services in its proposal. The selected proposer shall identify a sole point of contact with the greatest knowledge in regard to the required service operations and contractual matters, including payment of any and all charges resulting from the Agreement. Evidence of Financial Capacity: Proposer may be requested to submit its most recent audited financial statement, evidencing proposer's financial capacity to fully perform the required services, including provision of equipment and personnel expenses over a ninety (90) day period. If said financial statement does not reflect full ninety (90) day operational capacity, proposer may include a letter of credit as evidence of supplemental capacity. C. REQUEST FOR INFORMATION OR CLARIFICATION All questions or requested clarifications shall be made in writing via e-mail to the Project Manager (contact information as noted on the cover page to this RFP) by or before the "Deadline for Requests for Information" date noted on the cover page of this RFP. No verbal requests or responses will be accepted. Significant interpretations or clarifications will be addressed via addenda to this RFP, as indicated in Section III.D. D. ADDENDA Any changes in RFP from the date of release to date of submittal will result in an addendum or amendment. Notification of such addendum or amendment shall be posted on City's website, www.santa- ana.orgNds -rfps E. LICENSES & PERMITS The selected Proposer shall be required to obtain a City of Santa Ana Business license within ten (10) business days of selection and must provide a copy to the City Project Manager or designee prior to commencing any work in Santa Ana. Additionally, Proposer will be responsible for obtaining any licenses /permits required by the Scope of Work. F. INSURANCE The selected Proposer shall provide the required evidence of insurance coverage as set forth in the standard agreement within ten (10) business days after receipt of notice of award. G. PAYMENT INFORMATION PACKET The selected Proposer shall return a completed payment information packet within ten (10) business days after the successful Proposer has received notice that the agreement has been awarded. The packet is available on the City's website: www.santa- ana.or ids -rfpss H. PRE - PROPOSAL MEETING A pre - proposal meeting, if scheduled, will occur on the date, time and location identified on the cover page of this RFP. The meeting will include discussion of the project scope and a question - and -answer session. It is highly recommended that the Proposer's key team members attend this meeting. Significant interpretations or clarifications will be addressed via addenda to this RFP, as described above in "Section III.D: Addenda ". I. CITY RIGHT TO REJECT The City reserves the right to reject any or all proposals submitted and no representation is made hereby that any agreement will be awarded pursuant to this RFP or otherwise. The City reserves the right to accept or reject the combined or separate components of this proposal in part or in its entirety or to waive any minor inconsistency, informality or technical defect in the proposal. The City reserves the right to reject, replace and approve any and all subcontractors. All subcontractor(s) shall be identified in the response to the RFP. Subcontractors shall be the responsibility of the successful Proposer and the City shall assume no liability of such subcontractors. J. PROTESTS Proposers with concerns or rebuttal of any staff determination of non - responsiveness or non- responsibility may submit, in writing within five (5) business days, to the Project Manager, any concerns regarding the RFP process or staff determination. Such writing shall be considered by the City Manager or his designated representative, and may be acted upon within five (5) business days. If no action is taken within such time, there shall be no change to the staff determination. The exercise by Proposer of its right to submit written concerns shall be a condition precedent to seeking judicial review of any award of a contract hereunder. City of 15 -096 IV. SUBMITTAL REQUIREMENTS A.GENERAL Number of Copies and signature: Refer to Section I: General. 2. Deadline: Proposals are due to the City of Santa Ana, at the date, time, and location set forth above in the Notice Inviting Proposals. B. PROPOSAL CONTENTS A responsive proposal shall contain the following documentation: 1. STATEMENT OF QUALIFICATIONS The Statement of Qualifications shall be limited to a MAXIMUM of (10) DOUBLE -SIDED PAGES (excluding front and back covers, section dividers and attachments such as resumes, forms). Font size shall be minimum 11 -point Arial. Proposal exhibits shall be maximum 11" x 17 ". The Statement of Qualifications includes the following: a. Cover Letter: Proposals shall include a letter signed by a principal or authorized representative who can make legally binding commitments for the entity. Include type of business entity. b. Agreement Statement: Proposal shall include a statement outlining your concurrence or concerns with any and all provisions as contained in the standard agreement attached as Attachment 2, in the Appendix of this RFP. c. Firm and Team Experience: Proposal shall include a profile of the firm's experience. Include resumes of project team /sub - contractors that outline their technical and design experience. At a minimum, this should include the project manager /principal agent, associates in charge when project manager /principal agent is unavailable, key personnel, firm size, and an organization chart identifying only those who will perform work for the proposed project and the percentage of each individual's time devoted to this project. The project manager /principal agent shall be the primary contact person to represent your firm. d. Understanding of Need: Proposal shall include an outline which demonstrates the firm's understanding of the scope of work. This outline should include anticipated approach, tasks necessary for successful completion, and suggestions or special concerns that the City should be made aware of e. Relevant Project Experience: Proposal shall include a list of projects which your firm or personnel have completed within the last 5 years, including significant work with public agencies. Project information should include project description, year completed, client name, along with a person to contact and their telephone number. f. Schedule: Proposal shall include a detailed schedule, with a written statement which provides information on current workload and how this project would be accommodated. City of Sant SJR,.%P 15 -096 g. References: Proposal shall include a listing of relevant projects with references for three public entities for which Proposer has performed similar work within the past five (5) years h. Fee: Fees shall be included as part of evaluation criteria. Refer to 'T GENERAL ", and IV. SUBMITTAL REQUIREMENTS, B.3 FEE PROPOSAL, below. (this item not part of page limit) 2. SCOPE OF SERVICES & SCHEDULE Proposal shall include a Scope of Services and Schedule which details the work phases to be completed, the tasks to be accomplished, the deliverables to be provided, and the schedule / timeline to complete the project, based upon the requested Scope of Work, detailed in Attachment 1, which is included in the Appendix of this REP. 3. FEE PROPOSAL: Proposer's fee proposal shall be submitted concurrently with the technical proposal, but in a separately sealed envelope, clearly labeled as "Fee Proposal." This shall include the firm's Standard Hourly Fee Schedule, and /or a Project Fee Schedule where applicable and as outlined in the Scope of Work. Where fees are NOT included as part of evaluation criteria, the fee proposal will not be opened until the proposals have been evaluated by the proposal selection committee. The City will select the consultant based on qualifications, and then negotiate a contract price based on available funding. Where fees ARE included as part of the evaluation criteria, the fee proposal will be opened and reviewed concurrently with the proposal, and weighted per the percentage identified in "I. GENERAL ". 4. CERTIFICATIONS: The following forms, included in Attachment 3 in the Appendix of this RFP shall be signed and included as part of the proposal submittal package: • Attachment 3 -1: Non - Collusion Affidavit • Attachment 3 -2: Non - Lobbying Certification • Attachment 3 -3: Non - Discrimination Certification V. PROPOSAL REVIEW (CONSULTANT SELECTION) A. EVALUATION AND RATING Refer to Section I, General. B. SELECTION The committee may interview the top ranking proposers. The City will recommend award of the agreement to the proposer who will provide the best quality and value to the City. City reserves City of VrJ;PA (f P 15 -096 the right to begin negotiations and enter into an agreement without interview or further discussions. VL AWARD OF AGREEMENT A. REQUEST FOR COUNCIL ACTION Following evaluation and rating by the proposal review committee, the Executive Director will recommend award of an agreement to the proposer providing the best quality and value to the City. B. EXECUTION OF AGREEMENT A standard agreement is included as Attachment 2, in the Appendix of this RFP. "Proposer" will hereinafter be referred to as "Consultant' in standard agreement. The term of the agreement will begin after the agreement is fully executed, and all required bonds, insurance documents and contents of the payment information packet have been received and approved. VII. IMPLEMENTATION A. KICK -OFF MEETING A kick -off meeting will be held after award of contract. Consultant and its team will meet with City of Santa Ana staff to conduct introductions, discuss scope of services, and implementation process. B. NOTICE TO PROCEED Following the kick -off meeting, a formal Notice to Proceed (NTP) may be issued after the agreement is fully executed, and all insurance documents and contents of the Payment Information Packet have been received and approved. VIII. PUBLIC RECORDS All responses to the RFP shall become property of the City, and proposals will become public record after award of agreement. Proposer information identified as proprietary information shall be maintained confidential, to the extent allowed under the California Public Records Act. City of Sajj47jMjFT 15 -096 Page 9 Appendix ATTACHMENT 1 SCOPE OF WORK CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFP NO.: 15 -096 The Public Works Agency is developing a strategy to providing the appropriate solid waste services in the City of Santa Ana. The City is interested in contracting with a subject matter expert to perform rate data collection and analysis of existing contracts. Should the City choose to extend the current contract or issue an RFP, the services of the selected consultant may be needed for contract development and negotiation. Proposers are required to respond to Tasks One, Two, and Three and include the preferred approach and recommended work schedule for each. Components may be modified through negotiation and /or by written addendum issued by the City and will be made a part of the Agreement. Part One The City of Santa Ana Public Works Agency requires the services of a consultant to survey the rates and services provided in waste hauling contracts of ten cities and the Orange County unincorporated areas. Also required is a financial analysis that evaluates and compares program components as they relate to the rates. Minimum Requirements Rate Evaluation: 1. Survey the rates and identify services provided in the following waste hauling contracts: the cities of Anaheim, Fullerton, Garden Grove, Huntington Beach, Irvine, Lake Forest, Mission Viejo, Orange, Santa Ana, Westminster, and the Orange County unincorporated areas. 2. Perform a financial analysis on city contracts to estimate and attribute value of each and all program components. 3. Develop and provide presentation of survey results Solid Waste Program Analysis: 1. Advise City on the latest solid waste and recycling trends. 2. Provide a summary of recent solid waste and recycling legislation. 3. Develop recommendations for solid waste programs and technologies City of 8910" I)FP 15 -096 Part Two The City of Santa Ana is considering an option to extend or renegotiate the current solid waste contract. The City may require the services of a consultant to assist in the process. Minimum Requirements Extension or Renegotiation of Current Contract: 1. Review City's Source Reduction and Recycling Element, Household Hazardous Waste Element, and Non - Disposal Facilities Element. 2. Review applicable laws related to solid waste, including the City's Integrated Waste Management Ordinance and Municipal Code. 3. Participate in at least two public workshop meetings with the City Council to establish residential and commercial solid waste programs and service levels. 4. Collect community data on solid waste service levels through surveys, questionnaires, and meetings with homeowners and business representatives. 5. Develop new service specifications. 6. Assist the City of Santa Ana in negotiating an extension or new agreement for Solid Waste Management Services with the current services provider, in consultation with City staff and representatives of the City Attorney's office. Part Three The City of Santa Ana is also considering an option to complete a Request for Proposal (RFP) process for a new solid waste services contract. The City may require the services of a consultant to assist in the process. Minimum Requirements 1. Review City's Source Reduction and Recycling Element, Household Hazardous Waste Element, and Non - Disposal Facilities Element. 2. Review applicable laws related to solid waste, including the City's Integrated Waste Management Ordinance and Municipal Code. 3. Participate in at least two public workshop meetings with the City Council to establish residential and commercial solid waste programs and service levels. 4. Collect community data on solid waste service levels through surveys, questionnaires, and meetings with homeowners and business representatives. 5. Develop new service specifications. 6. Develop the RFP for City of Santa Ana Solid Waste Management Services, in consultation with City staff and representatives of the City Attorney's office. 7. Assist in the evaluation of the proposals and finns, and final contract negotiations. City of SqXbjmTU 15 -096 Page 11 Appendix ATTACHMENT 2 STANDARD AGREEMENT CONSULTANT AGREEMENT CITY OF SANTA ANA THIS AGREEMENT is made and entered into this day of , 201 by and between a [insert type of business: sole ownership entity, LLP, etc], (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of solid waste consulting services. B. Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terns and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $ during the term of this Agreement. b. Payment by City shall be made within sixty (60) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals and Scope of Work, which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on , 201X, unless terminated earlier in accordance with Section 15, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. City of P 15 -096 Lrq ae 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer - employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional marmer in which Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 5. OWNERSHIP OF MATERIALS This Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ( "Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occuurence. Such insurance shall include coverage for owned, hired and non -owned automobiles. C. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self- insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. If Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be cancelled or reduced in coverage or changed in any other material aspect, by consultant, without thirty (30) days prior written notice to the City. (iv) Consultant shall supply City with a fully executed additional insured endorsement. f If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not affect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. 7. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and pay all costs for the defense of the City, including fees and costs for special counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or ' L it �•. property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 8. INTELLECTUAL PROPERTY INDEMNIFICATION Consultant shall defend and indemnify the City, its officers, agents, representatives, and employees against any and all liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in the work product or documents provided by Consultant to the City pursuant to this Agreement. 9. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement. All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 10. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (c) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 11. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 12. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702 -1988 Fax 714 -647 -6956 With courtesy copies to: , Exec. Director XXXXX Agency City of Santa Ana 20 Civic Center Plaza (M -) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -XXXX To Consultant: , City Attorney City Attorney's Office City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -6515 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by fax, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 13. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terns or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant or the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or of 15 -096 otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 14. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 15. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 16. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit C, attached hereto and incorporated in this Agreement by reference. 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other ice' 1•. governmental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. MISCELLANEOUS PROVISIONS a. Additional provisions, if any are identified as Additional Provisions, Exhibit D, attached hereto and incorporated into this Agreement by reference. b. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fiilly, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: Maria D. Huizar Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City Attorney By: Name of Attorney Assistant City Attorney RECOMMENDED FOR APPROVAL: Name Executive Director — (Agency) City of CITY OF SANTA ANA David Cavazos City Manager CONSULTANT: (name) (title) Tax ID# 15 -096 EXHIBIT A SCOPE OF SERVICES EXHIBIT B FEE PROPOSAL, including hourly rates City of SM kgP7P 15 -096 EXHIBIT C CERTIFICATIONS APPENDIX ATTACHMENT 3 -1: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFP NO.: 15 -096 NON - COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORDS In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the BIDDER declares that the bid is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced or solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired, connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham bid. Note: The above Non - collusion Affidavit is part of the Proposal. Signing this Proposal on the signature portion thereof shall also constitute signature of this Non - collusion Affidavit. BIDDERS are cautioned that making a false certification may subject the certifier to criminal prosecution. Signed State of California County of Subscribed and sworn to (or affirmed) before me on this day of , 20� by proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me. Notary Public Signature Notary Public Seal ' ur a qr' ' . APPENDIX ATTACHMENT 3 -2: NON - LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFP NO.: 15 -096 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement. 2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities ". This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. Firm Signed and Printed Name: Title Date City of S 15 -096 Page 23 APPENDIX ATTACHMENT 3 -3: NON - DISCRIMINATION CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFP NO.: 15 -096 The undersigned consultant or corporate officer, dieing the performance of this contract, certifies as follows: 1. The Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. 2. The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. 4. The Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5. The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his/her books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation, to ascertain compliance with such rules, regulations, and orders. 6. In the event of the Consultant's non - compliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Govermnent contracts or federally assisted construction contracts in accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies involved as provided in Executive Order 11246 of September 24, 1965, or by rule, regulations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontract or purchase order as the administering agency may direct as means of enforcing such provisions, including sanctions for noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a subconsultant or vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8. Pursuant to California Labor Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment of persons upon public works because of race, religious creed, color, national origin, ancestry, physical handicaps, mental condition, marital status, or sex of such persons, except as provided in Section 1420, and any consultant of public works violating this Section is subject to all the penalties imposed for a violation of the Chapter. Signed: Title: Firm: Date: EXHIBIT D ADDITIONAL PROVISIONS • r rW �•. MAYOR Miguel A. Pulido MAYOR PRO TEM Vincent F. Sarmiento COUNCILMEMBERS Angelica Amezcua P. David Benavides Michele Martinez Roman Rayne Sal Tinajero CITY OF SANTA ANA 20 Civic Center Plaza • P.O. Box 1988 M -21 Santa Ana, California 92702 www.santa- ana.org September 28, 2015 ADDENDUM NO.1 REQUEST FOR PROPOSALS NO. 15 -096 FOR SOLID WASTE CONSULTING SERVICES DATE DUE: SEPTEMBER 29, 2015 AT 5:00 P.M. CITY MANAGER David Cavazos CITY ATTORNEY Sonia R. Carvalho CLERK OF THE COUNCIL Maria D. Huizar Notice is hereby given that the City of Santa Ana Public Works Agency has made certain modifications, additions, and /or deletions, in the specifications to RFP No: 15 -096 SOLID WASTE CONSULTING SERVICES. This addendum shall become a part of the original Request for Proposal. PLEASE NOTE: PROPOSAL DUE DATE has been extended to Tuesday, October 6, 2015 at 5:00 P.M. PRESENTATION /INTERVIEWS DATES have been changed to Monday, October 19 to Wednesday, October 21, 2015. RESPONSE TO QUESTIONS ASKED /CLARIFICATIONS: When does the current franchise expire? June 30, 2018 2. Can you provide a copy of the current franchise agreement? Yes, see attached agreement and two amendments. Can you provide a copy of the City's Integrated Waste Ordinance? Is it different from Chapter 16 - GARBAGE, TRASH AND WEEDS of the City's Municipal Code? You are correct in referencing Chapter 16 of the Municipal Code: Garbage, Trash and Weeds. The following link is provided for your convenience: https: / /www.municode.com /library /ca /santa ana /codes /code of ordinances ?nodeld= PTIITH CO CH16GATRWE. SANTA ANA CITY COUNCIL Mi,uel A. Ndido Viuc tF. S.,mnto MihMl Martinez Avgoli. A,..,,. P. David Bmavi&% Roman Rgne SaIlmjero Mayor Mayor Rn Tet% Ward I Ward 2 Ward 4 Ward 5 Ward 6 STPELI off. sn}a g,(t.g T9.L!13aR¢B -a i� ROrQ mn artlnoz(o`sintg -zn 29P29 dbenavides(a`savte -aaa org ra(n'sa rre= mg„g}y t avfa3santmarra o g 4. Has the City set any formal or informal goals for increased diversion At this point, we are focusing on compliance with all applicable state mandates. 5. Can you clarify the expected level of effort and goal of the task: collect community data on solid waste service levels through surveys, questionnaires, and meetings with homeowners and business representatives? These are suggestions; City staff is depending on the expertise of the consultant to determine the level of effort. 6. "Develop new service specifications" — Is City looking for consultant to draft a new franchise agreement or simply provide language for new services that will then be incorporated into the City's existing franchise agreement? We are building on the recommendations from Part One, as well as recommendations from City staff. We are expecting the successful proposer to craft language for inclusion in an extension or renegotiated contract, or a new contract as a result of an RFP. 7. Is it possible to increase the number of allowed pages (e.g., 20 double sided pages) given the need to provide scope of services for both sole source and competitive procurement tasks, as well as the Rate Evaluation and other proposal requirements? The number of pages allowed is increased to 40 double sided pages. User - friendly formatting is highly recommended. All other terms and conditions remain the same. Christy Kindig Projects Manager 714- 647 -5088 SANTA ANA CITY COUNCIL Mi,.] & NaO Vi.cet F. Saemimmo Michele Manurez Aagaliaa Am¢cua P. David Beaavldea lioinea Rryaa Sal Tiaajero Mayor Mayor Pm Tem, Wm'd I W,u d 2 Ward 3 Ward 4 Ward 5 Ward 6 �r lido�rDSOn aane.are vaarn'eatolelsama- ane.oig mmYnc A<?eanla g M0oy dbenav Iles iosanm -miao i 1L!9y ane ove atma'e,ofmaama -.a,ca CONSULTANT AGREEMENT THIS AGREEMENT, made and entered into this 16th day of December 2015 by and between Sloan Vasquez, LLC, a limited liability company, (hereinafter "Consultant'), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. The City desires to retain a consultant having special skill and knowledge in the field of Solid Waste Consulting. B, Consultant represents that Consultant is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Consultant represents that it is knowledgeable in its field and that any services performed by Consultant under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES Consultant shall perform those services as set forth in Exhibit A to this Agreement. 2. COMPENSATION a. City agrees to pay, and Consultant agrees to accept as total payment for its services, the rates and charges identified in Exhibit B. The total sum to be expended under this Agreement shall not exceed $1.64,654.00 during the tern of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. 3. TERM This Agreement shall commence on the date first written above and terminate on December 31, 2018, . unless terminated earlier in accordance with Section 14, below. The term of this Agreement may be extended upon a writing executed by the City Manager and the City Attorney. Exhibit 2 t 251 -31 4. INDEPENDENT CONTRACTOR Consultant shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the City. This Agreement is not intended nor shall it be construed to create an employer - employee relationship, a joint venture relationship, or to allow the City to exercise discretion or control over the professional manner in which. Consultant performs the services which are the subject matter of this Agreement; however, the services to be provided by Consultant shall be provided in a manner consistent with all applicable standards and regulations governing such services. Consultant shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. S. OWNERSHIP OF MATERIALS This Agreement creates a non - exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ( "Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non - exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk, 6. INSURANCE Prior to undertaking performance of work under this Agreement, Consultant shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a, Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance naming the City, its officers, employees, agents, volunteers and representatives as additional insured(s) and shall include, but not be limited to protection against claims arising fram bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of Consultant's negligent operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, with $2,000,000 in the aggregate. Consultant shall supply City with a fiully executed additional insured endorsement in substantially the form attached hereto as Exhibit C upon execution of this Agreement and shall be approved in form by the City Attorney. 251 -32 b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 per occurrence. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3700 of the Labor Code, Consultant, if Consultant has any employees, is required to be insured against liability for worker's compensation or to undertake self - insurance. Prior to commencing the performance of the work under this Agreement, Consultant agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. I£ Consultant is or employs a licensed professional such as an architect or engineer: Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim with $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by Consultant pursuant to this section: (i) Consultant shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the City upon execution of this Agreement and shall be approved by the City. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (3 0) days prior written notice to the City. £ If Consultant fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the City with required proof that insurance has been procured and is in force and paid for, the City shall have the right, at the City's election, to forthwith terminate this Agreement. Such termination shall not effect Consultant's right to be paid for its time and materials expended prior to notification of termination. Consultant waives the right to receive compensation and agrees to indemnify the City for any work performed prior to approval of insurance by the City. INDEMNIFICATION Consultant agrees to and shall indemnify and hold harmless the City, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the Consultant or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section 1 of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The Consultant further agrees to indemnify, hold harmless, and 251 -33 pay all costs for the defense of the City, including fees and costs for special. counsel to be selected by the City, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. City may make all reasonable decisions with respect to its representation in any legal proceeding. 8. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures, and disbursements charged to the City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement, All such records and invoices shall be clearly identifiable. Consultant shall allow a representative of the City to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement during regular business hours, Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to this Agreement for a period of three (3) years from the date of final payment to Consultant under this Agreement. 9. CONFIDENTIALITY If Consultant receives from the City information which due to the nature of such information is reasonably understood to be confidential and /or proprietary, Consultant agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care, "Confidential Information" shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and /or agent of the other party is covered by this Agreement. The foregoing obligations of non -use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of the Consultant disclosed in a publicly available source; (e) is in rightful possession of the Consultant without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by the Consultant without reference to information disclosed by the City. 10. CONFLICT OF INTEREST CLAUSE Consultant covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or 251 -34 certified mail, postage prepaid, or sent by fax or other telegraphic communication in the manner provided in this Section, to the following persons: To City: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M -30) P.O. Box 1988 Santa Ana, CA 92702.1988 Fax 714. 647 -6956 With courtesy copies to: and To Consultant: Executive Director for Public Works Agency City of Santa Ana 20 Civic Center Plaza (M -21) P.O. Box 1988 Santa Ana, California 92702 Fax (714) 647 -5635 City Attorney City of Santa Ana 20 Civic Center Plaza (M -29) P.O. Box 1988 Santa Ana, California 92702 Fax 714- 647 -6515 Joe Sloan Principal and Partner Sloan Vasquez, LLC 18006 Skypark Circle Suite 205 Irvine, CA 92614 Fax 714- 276 -0625 A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, commtimication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above, If sent by fax, communication shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above, For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 251 -35 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Consultant, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Consultant. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other consultants retained by City. 14. TERMINATION This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment, the Executive Director may require Consultant to deliver to the City all work product completed as of such date, and in such case such work product shall be the property of the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. DISCRIMINATION Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 251 -36 16. JURISDICTION -VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties farther agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 17. PROFESSIONAL LICENSES Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other govenunental agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions, Said inability shall be cause for termination of this Agreement. 18. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature herein below has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City folly, 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 frdly set forth in the body of this Agreement. IN WITNESS WHEREOF, the parties hereto have executed this Agreement die date and year first above written. ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR Clerk of the Council DAVID CAVAZOS City Manager 251 -37 APPROVED AS TO FORM: SONIA R. CAKVALHO City Attorney $y: JOS ANDOVAL Chi Assistant City Attorney RECOMMENDED FOR APPROVAL: rRED MOUSAVIPOUR Executive Director - PWA CONSULTANT SLOAN VASQUEZ, LLC: JOE SLOAN Principal and Partner Tax ID #: 251 -38 EXHIBIT A SCOPE OF SERVICES 251 -39 4-n LJ wilaw, City of Santa Ana Santa Ana Public Works Agencl Submitted by: SIoanVAZQUEZu,c Municipal Solid Waste & Recycling Advisors 18006 Skypark Girde, Suite 205 Irvine, CA 926'14 Office 866 2414533 Fax: 7 1417U(325 nfo@s(oanvazquez com www sloanvazquez com September 29, 2015 251-40 r "'r S10(117VAZoU174 11 Statement of Qualifications ............................................................ ..............................1 A. Cover Letter ............................................................................. ............................... 1 B. Agreement Statement .............................................................. ..............................3 C. Firm and Team Experience.................................................... ............................... 3 0. Understanding of Need ........................................................... ............................... 8 E. Relevant Project Experience ................................................... .............................14 F. Schedule ................................................................................... .............................17 G. References ................................................................................ .............................20 Fl. Fee Proposal (Provided Under Separate Cover) ................... .............................20 Appendix A: Certifications ..... ...... .. ..... .................... .......... ...... ... .................... .............. I Appendix B: Professional Resumes. ......................... ........... ............... .......... --- Vill Table 1: Estimated Individual Time Dedication .......... ........ ..... ._..... .... ....... ............................... 7 Table 2: Sample RFD Evaluation Categories and Weighting....... .... ...... ............................. ... .12 Table 3: Tasks Associated with each Combination of Project Parts . .._. _ .....13 TABLE OF FIGURES Figure 1: Proposed City of Santa Ana Consulting Team ....... ......... _. ........ ................................. 5 Figure 2: Sloan Vazquez Team Member Project Participation ..................... ............................... 7 251 -41 S/oanVAZUUEZtLc Municipal Solid Waste Management & Recycling Advisors x . A. GOVERL.ErI September 29, 2015 City of Santa Ana Santa Ana Public Works Agency Christy Kindig, Project Manager 20 Civic Center Plaza Santa Ana, CA 92701 RE: Request for Proposals for Solid Waste Consulting Services Dear Ms. Kindig: Sloan Vazquez, LLC is pleased to present our proposal to the City of Santa Ana to provide solid waste consulting services. Our firm recognizes the City's demonstrated leadership in providing dynamic and innovative environmental program within the Santa Ana community, and the numerous sustainability accomplishments achieved through the array of services, the utilization of grant funding and the continued focus on providing outstanding energy, transportation and land use, water, and solid waste, diversion and recycling programs. Over the course of any long- standing franchise agreement, factors such as new legislative requirements, expanded recycling infrastructure and changes within the competitive landscape impact the pricing, service delivery, program offerings available in the region, Sloan Vazquez is prepared to provide an in -depth analysis of the rates, fees and service requirements associated with the waste hauling contracts of the specified cities and Orange County unincorporated areas to evaluate the value of each component. Our firm is also equipped to advise the City on relevant legislation, available and emerging technologies, and solid waste and recycling trends the industry. Equipped with the findings from the rate evaluation and solid waste program analysis, our team can effectively facilitate the process of gathering feedback from Santa Ana residents, business community, City staff and officials. with a goal of establishing service priorities, developing new service specifications and conducting the City's preferred process for extending or renegotiating the current contract or completing a Request for Proposal (RFP) process. Sloan Vazquez, which is organized as a Limited Liability Company under the State of California, provides consulting services for numerous municipalities and public agencies in Orange County, and throughout California and the United States, evaluating all aspects of performance related to the execution of municipal franchise agreements including rate reviews, compliance with state and local laws, operational and financial audits, and thorough data analysis. We [lave conducted contract renegotiations and managed all aspects of the RFP process. Our firm is 18006 5Rypark Circle • Suite 205 Irvine, CA 92614 Office: 866.241.4533 - FAX: 714.276,0625 in Pa @sloanvazgtaez.corn ✓Fill 1 e-11p 1 -�OOA OW �2T v 42 i G "q- S/oa 1VA.ZQUEZLi..c Municipal Solid Waste Management & Recycling Advisors known for our ability to exceed expectations through cost - effective, timely services that result in significant value for the customers we serve. Our team has carefully reviewed the City's scope of work and requirements and we are confident in Our ability to serve Santa Ana and achieve the long-term rate, service and diversion the City seeks. Sloan Vazquez provides a unique perspective, as all of Our staff members have worked in the industry and possess hands -on expertise and working knowledge of solid waste and recycling program management and service delivery. As can be attested by our clients, this first -hand understanding of the industry equips our team with the ability to conduct thorough, expert hauler audits, procurements and contract negotiations. And as demonstrated by our results, whether through the recovery of fees, the assessment of liquidated damages, the evaluation of RFP responses or the negotiation of contracts, Sloan Vazquez consistently and impartially applies our comprehensive, 3600 knowledge of the municipal solid waste and recycling industry and in- depth understanding of the operations of service providers throughout the region. We hope to have the privilege of being selected for this project and we hereby declare that we are prepared to enter into a written contract and complete the work in the time specified, and in strict conformity with the City of Santa Ana specifications for the fees quoted. We have the personnel, operational and technical expertise, and financial resources to render the services that are described herein. Cordially, Joe Sloan Principal and Partner Sloan Vazquez, LLC 18006 SkyparR Circle Suite 205 Irvine, CA 92614 Office: 868.241.4533 FAX: 714,278.0625 info @sloanvazgmez.com 251 -43 S. At?, %_'E3UiER #7 S1 TEIVIENT Sloan Vazquez, LLC concurs with any and all provisions as contained in the standard agreement attached as Attachment 2, in the Appendix of this RFP. FIRM AND TEAM EXPERIENCE Sloan Vazquez, LLC is a consulting firm focusing exclusively on municipal solid waste planning and management services, specializing in municipal contract analysis and procurement, rate studies, financial feasibility studies, operational assessments of residential and commercial collection, and management of MRF project development. The firm was founded by Joe Sloan in 2000, joined by Enrique Vazquez in 2005 and Charissa McAfee in 2013. Combined, the firm's partners have over 60 years of wide ranging expertise and experience in municipal waste management and recycling. With offices in Irvine, California, Sloan Vazquez maintains a specialized, streamlined organization that provides solid waste and recycling advisory services to both public and private sector solid waste and recycling enterprises. Our firm is uniquely qualified to achieve all aspects of the City's goals. In addition to the economic, regulatory and evaluation proficiency we have fine -tuned through our academic and professional experience, we offer keen industry insight developed through many years of direct, bottom -line management of municipal solid waste and recycling contracts, including day -to -day responsibility for delivery of services, ongoing development and implementation of new services, rate negotiation for existing and /or new programs, development and preparation of operational data and service metrics. In addition to RFP process management, contract negotiations and franchise hauler audits, Sloan Vazquez conducts operational reviews that analyze all aspects of solid waste and recycling services. For example, our firm conducted an operational review for the City of Santa Monica that resulted in savings of almost $1M annually in operational costs. In addition, the City was awarded the 2013 SWANA Award for excellence in Collection Operations based to a large extent upon the implementation of our recommendations. We did the same for the City of Berkeley with recommendations for over $4M in annual savings and putting the City in a strong position to renegotiate agreements with subcontractors. This direct understanding of operations equips us to look far beneath the surface of rates and service listings to provide a thorough assessment of contract value and operational effectiveness, thus assisting the municipalities we serve in achieving the reliable delivery of high -value services with the most competitive rates. The following Is a partial listing of the municipal clientele served by Sloan Vazquez: City of Aliso Viejo, CA City of Pasadena, CA City of Berkeley, CA City of Glendale, CA City of Irvine, CA City of La Mirada, CA City of Los Alamitos, CA City of Mission Viejo, CA City of Oceanside, CA City of Pleasanton, CA City of San Bernardino, CA City of Santa Monica, CA City of Yuba City, CA City of El Cerrito, CA Orange County, CA Rethink Waste (San Mateo JPA), CA Prepared for the City of Santa Ana M ' -�tl q"""""" proposal for SuNd Wnste Consulting Services Sep(ewher 29. 2015 251 -44 Sloan Vazquez currently conducts audits of more than twenty -five solid waste haulers operating in Southern California. Our extensive and direct understanding of the operations, systems, personnel and practices of solid waste haulers equips Sloan Vazquez to provide effective, informed and precise analysis in a focused, timely manner. The City benefits from our familiarity with the historic and current capabilities of local haulers in that we are able to use this knowledge to better analyze contracts and proposals, discern potential issues and verify data and activities, as well as generate useful, productive and pertinent recommendations in support of achieving the City's desired outcomes. Project Team Joe Sloan -- Partner, Principal Agent Joe Sloan will serve as the Principal Agent. He will have the responsibility and authority for the engagement and act as the liaison between the City of Santa Ana and Sloan Vazquez. As the founder of Sloan Vazquez, Joe Sloan has 25 years of experience in the environmental field working for the private and public sectors. He has managed numerous sole - source negotiations and procr.rrernents, and overseen operational reviews for governmental agencies and municipalities. His credentials and experience are more fully delineated in his resume provided in Attachment B. Enrique Vazquez - Partner, Project Manager Enrique Vazquez will has over 25 years of experience in all aspects of the management and operations of municipal solid waste collection, with specialized knowledge of cost of service evaluation, rate setting factors and components, and comparative contract value analysis. He is an expert on the economics related to solid waste programs and specializes in financial modeling and review. Mr. Vazquez will serve as the Project Manager. His credentials and experience are more fully delineated in his resume provided in Attachment B. Charissa McAfee - Partner Charissa McAfee has ten years of experience in the municipal solid waste and recycling sector with direct experience in overseeing solid waste hauler contract management, diversion program design and delivery, and programmatic and legislative analysis. Ms. McAfee has conducted stakeholder meetings and surveys, authored comprehensive feasibility studies and regional solid waste service assessments, evaluating existing and available infrastructure, programs, services, diversion results and fees. Her credentials and experience are more fully delineated in her resume provided in Attachment B. Larry McQuaide -- Senior Associate Larry McQuaide has over thirty years of experience in the waste management field, with an extensive background in financial analysis and strategy, financial modeling, process improvement and regulatory compliance. He has served in both operational and financial management within several solid waste companies, with roles including District Manager and Chief Financial Officer. His credentials and experience are more fully delineated in his resume provided in Attachment B We11ared7, the Clry of SIWn Ana F'roposaI /or Solid bosh Gonvuhing Seiv /crs Soprwnhw 29, 2015 251 -45 Figwe 1 proposed city of Santa Also Consulting learn Part One: bate Evaloation and Solid Waste Program Analysis Joe Sloan will lead the Solid Waste Program Analysis. He will advise the City on the latest solid waste and recycling trends and lead the development of recommendations for solid waste programs and technologies. He will also participate in the presentation of solid waste survey results. Enrique Vazquez will perform the financial analysis on city contracts to estimate and attribute value of each and all program components and develop and participate in the presentation of survey results. Charissa McAfee will survey rates, identify services and review city contracts to identify each and all program components. She will also provide a summary of recent solid waste and recycling legislation. Ms. McAfee will assist in the development of the reports and presentations of the Part One deliverables. Larry McQuaide will assist in the financial analysis of the city contracts. Part Two; Extension or Renegotiation of Existing Contract Development of New Service Specifications Joe Sloan will participate in the public workshop meetings with City Council to establish residential and commercial solid waste programs and service levels. He will also participate in the development of new service specifications, using the program and service levels established during City Council workshops, the compiled reviews of all Elements and applicable laws related to solid waste, as well as the community feedback data. Enrique Vazquez will participate in the public workshop meetings with City Council to establish residential and commercial solid waste programs and service levels, He will also oversee the collection and compiling of community data on solid waste service levels. He will participate in the development of new service specifications, with a focus on the financial and rate impacts of program and service level options. Prepared for tits (',i(y of Santa Ana m�wmm�yG- �mY6�� - ryroposal for Solid Wn5fe Consulting Services September 29, 20-15 251 -46 Charissa McAfee will assist in the review of the City's Source Reduction and Recycling Element, the City's Household Hazardous Waste Element, the City's Non - Disposal Facilities Element, and all applicable laws related to solid waste, including the City's Integrated Waste Management Ordinance and Municipal Code. She will lead the collection of community data on solid waste service levels through surveys, questionnaires and meetings with homeowners and business representatives. She will compile all reviews and data collection and participate in the development of new service specifications with a focus on compliance with all Elements and applicable laws. Larry McQuaide will assist in the collection and analysis of community data and the evaluation of the financial implications of potential program and service levels. Negotiation of Extension or New Agreement with Current Services Provider • Joe Sloan, Enrique Vazquez and Charissa McAfee, in consultation with City staff and the City Attorney's office, will negotiate an extension or new agreement with the current services provider, ensuring the achievement of the new service specifications at the greatest value for the City of Santa Ana and its homeowners and businesses. • Joe Sloan will focus on operational and programmatic feasibility. City diversion and environmental requirements, and the implementation of available and emerging solid waste and recycling programs and technologies. • Enrique Vazquez will focus on financial feasibility and ensuring the achievement of overall contract value. • Charissa McAfee will focus on ensuring the alignment of the new or extended agreement with the program and service levels established by City Council. She will also ensure that the new or extended agreement achieves compliance with the Elements and applicable law and fully delineates all negotiated programs, services and deliverables. • Larry McQuaide will participate in the financial analysis during the negotiation of the new or extended agreerent. Part Three: Request For Proposal Process Management Development of New Service Specifications Please see "Development of New Service Specifications" under Part Two, as the Project Team roles and responsibilities for the development of new service specifications in Part Three will be the same as under Part Two. Development of RFP, Evaluation of Proposals and Firms, and Final Contract Negotiations • Joe Sloan, Enrique Vazquez and Charissa McAfee, in consultation with City staff and the City Attorney's office, will develop the RFP for Santa Ana Solid Waste Management Services, ensuring the achievement of the new service specifications at the greatest value for the City of Santa Ana and its homeowners and businesses. They will prepare the RFP and Draft Agreement, conduct a Bidder's Conference, answer written questions, prepare RFP addenda, prepare evaluation and scoring tools, conduct the evaluation, present to City Council and conduct final negotiations. • Joe Sloan will participate in the development of the RFP, ensuring all process components and timelines meet City staff expectations. He will participate in conducting the RFP process management, the evaluation of proposals and firms and the final negotiations, with a focus Prepared for the Cfty of Sarrtu Ana �m..�,.� .b_. Proposal for Solid Waste Consulting Servfi:es September 29, 2019 251 -47 on operational and programmatic feasibility, City diversion and environmental requirements and the implementation of solid waste and recycling programs and technologies Enrique Vazquez will participate in the development of the RFP, with prepare all RFP financial and rate schedules. He will participate in conducting the RFP process management, the evaluation of proposals and firms and the final negotiations, with a focus on financial feasibility and ensuring the achievement of overall contract value. Charissa McAfee will participate in the development of the RFP, ensuring the alignment of the RFP with the program and service levels established by City Council. She will also ensure that the RFP and contract achieve compliance with the Elements and applicable law and fully delineates all negotiated programs, services and deliverables. Larry McQuaide will participate in the financial analysis of proposal evaluation Anticipated individual team member participation in the project is shown in the chart below. Adrnin Support 7 °!x I -arry McQuardc� O nit Charissa McAfee 33% Joe Sloan a Enfiqua: Vazctuez 33% Flgwo 2 Sloali Va7qua; Toom Mrarrbev Projet f Pai't1c117ation Estimated individual percent time dedicated to the project for each team member is shown below. Over the course of the anticipated project implementation timeframe, individual team members will have periods of limited activity as they await data from another team member, or, in the case of Part Three, as participating haulers prepare proposals. Tattle 1 EStfill,9ted tndiwdaat 1 rote Dedication Sloan Vazquez Team Member Part One Part Two Part Three Overall Project Joe Sloan _ 10% ioa% 10% 10% _ Enrique Vazquez 15 %_ _ 20% 17.5% 18% Charissa McAfee - 250/o ®'25% 17.5 °l0 20% -- LarryMcQuaide.. 5 %_ 5% _ 5% 5% - Prepared for the City of Santa Anti µ Proposal for Solid Waste Consulting Services September 29, 2013 251 -48 �fUrlllA A't�11T7, :: U, UNDERSI ANDIrIG OF NEED Part One: elate Evaluation and Solid Waste' Prograrn Analysis 1.1 Rate Evaluation 1.1.1 Sloan Vazquez will Survey the rates and identify services provided in the following waste hauling contracts: the cities of Anaheim, Fullerton, Garden Grove, Huntington Beach, Irvine, Lake Forest, Mission Viejo, Orange, Santa Ana, Westminster, and the Orange County unincorporated areas. Task 1: Sloan Vazquez will obtain contracts, rate sheets and other relevant data for each of the cities and Orange County unincorporated areas. The firm currently has a number of the required documents on file, and to expedite the process, will initiate necessary document requests upon notice of award of consulting contract. Task 2: Sloan Vazquez will compile rates, fees, required services and programs. Where possible, relevant operational infrastructure and approach, diversion programs, systems and resources, and diversion rates. Additionally, environmental requirements, community involvement requirements and other contractual benefits will be compiled. Task 3: Using the firm's proprietary profonna, which was developed to conduct in- depth, value -based assessments and comparisons of contract values, Sloan Vazquez perform a financial analysis of the contracts to estimate and attribute value of each and all program components. Sloan Vazquez' first -hand understanding of operational differences and ability to differentiate real versus perceived value, and evaluate the impact of any unique service requirements or challenges. Task 4: The Rate Evaluation findings, along with the Item 1.2: Solid Waste Program Analysis findings will be compiled into a presentation for the City. This presentation will serve as the foundation for formulating the new service specifications described in Part 2 and Part 3, providing valuable strategic insight into current regional service offerings, the value and impact of various programs and services, the anticipated impact of industry trends, technologies and regulations, and the associated pricing impacts and expected return on investment of preferred service specifications. 1.2 Solid Waste Program Analysis 1.2,1 Sloan Vazquez will advise City on the latest solid waste and recycling trends. Task G: We will use our extensive, first -hand knowledge and observations, as well as industry data and documentation, to debrief the City on trends. Prepared far the City of Santa Anapropoaaf for Solid waste Consulting Services September 29, 2015 251 -49 �iln�ti11 �7rJ41 f. [. , Our debrief will go beyond a list of collection and recycling services, offering input as to regional availability as well as anticipated impact, viability and costs associated with various options. 1.2.2 Sloan Vazquez will provide a summary of recent solid waste and recycling legislation. Task 8: Our team will provide a robust summary of legislation and the impact current and pending requirements have on operations and costs. Our commitment is to provide actionable information that goes beyond a list of requirements to support the City in prioritizing programs and services, ensuring full compliance, and developing service specifications that both meet State and local requirements and provide mechanisms to ensure the contractor provides necessary activities and associated reporting 1.2.3 Sloan Vazquez will develop recommendations for solid waste programs and technologies. Task 7: Sloan Vazquez will develop relevant recormendations, based upon verifiable industry best practices and regional operational and processing infrastructure. Recommendations will be designed to meet the specific and unique needs of the City of Santa Ana, with a focus on the associated retum on investment and anticipated service and rate impart on homeowners and businesses. Fart Two: Extension or Renegotiation of Existing Contract 2.1 New Service Specification Development 2.1.1 Sloan Vazquez will review City's Source Reduction and Recycling Element (SRRE), Household Hazardous Waste Element (HHWE), and Nan - Disposal Facilities Element (NDFE). Task 8: Sloan Vazquez will review each document to identify any potential opportunities, and to ensure new service specifications and contract fully align with all requirements 11.2 Sloan Vazquez will review applicable laws related to solid waste, including the City's Integrated Waste Management Ordinance and Municipal Code. Task 9: Sloan Vazquez will review laws including AS 939, AB 341, AB 1826 to ensure that new service specifications and contract are in full compliance, City ordinances and municipal code will also be reviewed to ensure compliance and to identify any potential opportunities. 2.1.3 Sloan Vazquez will participate in at least two public workshop meetings with the City Council to establish residential and commercial solid waste programs and service levels. Task 10: Sloan Vazquez will prepare any reports, presentations and handouts necessary to support the public workshop meetings and provide consultative services as the City establishes desired program and service levels. Preparad for Ibe City of Santa Ana - ' �- - -�" Proposal for Solid Wasio Consorting Sorvico, Soplember 29, 2095 251 -50 2.1.4 Sloan Vazquez will collect community data on solid waste service levels through surveys, questionnaires, and meetings with homeowners and business representatives. Task 11: Sloan Vazquez will collect community data on solid waste service levels using community meetings with homeowners and business representatives, promoted through the City website and /or area newspapers and community websites. Task 12: Sloan Vazquez will attend business organizations meetings and conduct interviews of business leaders from various industries and associations. Task 13: Sloan Vazquez will provide a project - specific email address to homeowners and business representatives for the provision of feedback. Task 14: An online survey will be created and made available through the Sloan Vazquez websito and/or the City's website, as well as any participating business group or community organization to gather feedback. 2.1.2 Sloan Vazquez will develop new service specifications. Task 15: Using the research, data and feedback generated through Tasks 1 -14, Sloan Vazquez will develop new Service Specifications reflecting the City's desired outcome for an extended, renegotiated or newly procured contract. Whether used for a contract extension or renegotiation, or for the issuing of an RFP, the new service specifications will provide the framework for the process and establish and prioritize the deliverables required through the process. The Service Specifications will bring together the research data and feedback gathered in "tasks 1 -14 to ensure the City of Santa Ana achieves the greatest value and most competitive rates, while providing the latest in programs and services, and achieving diversion goals. The Service Specifications will also ensure that the City is able to fully comply with current state and local requirement and is positioned to achieve future goals and mandates. Additionally, and of critical importance, the Service Specifications will reflect the City's strategic prioritization of the City's, homeowners' and business representatives' program and service preferences, as the staff and officials will be fully informed as to potential rate impacts and return on investment for various service offerings. 2.2 Extension or Renegotiation of Current Contract 2.2.1 Sloan Vazquez will assist the City of Santa Ana in negotiating an extension or new agreement for Solid Waste Management Services with the current services provider, in consultation with City staff and representatives of the City Attorney's office. Task 16: Sloan Vazquez, in consultation with City staff and representatives of the City Attorney's office, will establish negotiation goals and milestones. Goals will reflect the Service Specifications developed in Task 15. Milestones will be established deadlines that must be met by the current services provider throughout the negotiation process in order for the process to continue. Prepared for the City of Santo .Ana Proposal for Solid Waste Consulting SON1C05 September 29, 2015 10 251 -51 � /,C) li(1 A ,,fit i_[_. Typically a schedule of 4 -6 weeks is established, during which the service provider must demonstrate good faith in meeting or exceeding the program and service requirements documented in the Service Specifications document. Negotiated rates will be evaluated based upon the Rate Evaluation Findings finalized in Task 4 to ensure any new or extended contract achieves the overall competitive value necessary to move forward with the current service provider. If the goals and requirements set through the Service Specifications and Rate Evaluation Findings within the establish timetrarne, the City may choose to move forward with an RFP process. Sloan Vazquez is uniquely equipped to manage contract extensions or renegotiations, as ourin -depth understanding of operations allows us to quickly and effectively eliminate any attempts by a service provider to over -value programs and services. This, along with the thorough Rate Evaluation data, is a strong formula for ensuring a high - quality outcome. Additionally, because of the City's ability to quickly initiate an RFP process, incumbent service providers are typically highly- motivated to successfully complete negotiations. Part Three: Request for Proposal Pro(;ess hlanagentetit 3.1 New Service Specification Development 3.1.1 — 3.1.6 Please see Tasks 8 -15, described under Section 2.1 for a complete description of the tasks proposed for 3.1.1 through 3.1.5. 3.2 Development of RFP, Evaluation of Proposals and Firms, and Final Contract Negotiations 3.2.1 Sloan Vazquez will develop the RFP for City of Santa Ana Solid Waste Management Services, in consultation with City staff and representatives of the City Attorney's office. Task 17: Using the Service Specifications established in Task 15, Sloan Vazquez will draft the RFP. The document will include the following sections: Section 1: Introduction, including overview of the process, organization of the RFP, description of the City's goals and the RFP Schedule Section 2: Background, including demographics, current collection services, current rates and billing process, current service data, current revenue and franchise fee, current diversion rates and programs, current disposal information, and future agreement terms Section 3: Scope of Requested Services, including the single - family, multi - family, commercial, and City collection, recycling and other service requirements, as defined in the Service Specifications document developed through Step 15. Additionally, other collection services, public education programs, customer service capabilities and billing requirements are described. Finally, rate structure requirements, implementation and transition plan requirements, potential collection impacts, fees and cost recovery charges and any other City - specific components are detailed. Section 4: RFP Policies, Conditions and Process, including City's reserved rights, general IPFP agreements, code of conduct, and submittal process. Prepared for the City of Santa Ana - ~- � an �mm '� ""'y '� Proposal rar Solid Waste Constotintg Services Septeniher 29, 2015 251 -52 Section 5: Submittal Requirements, including the proposal outline and directions regarding exceptions, price proposal, options, proposed innovations and enhancements and other proposal forms. Section 6: Evaluation Criteria, reflecting the City of Santa Ana's priorities arid preferences in the weighting of each proposal component. • Section 7: Attachments, which include required forms as well as a Draft Agreement, which Sloan Vazquez prepared in consultation with City staff and a representative from the City Attorney's office to ensure all service requirements are accurately detailed and to ensure compliance with all applicable laws, ordinances, codes, and the SRRE, HNWE and NDFA. 3.2.2 Sloan Vazquez will assist in the evaluation of the proposals and firms, and final contract negotiations. Task 18: Sloan Vazquez will prepare for and conduct a Proposer's Conference to review RFP requirements with all prospective proposers. Task 19: Sloan Vazquez will review and respond to all written questions submitted according to the RFP requirements within the designated timeframe. Task 20: Sloan Vazquez will prepare any necessary RFP addenda. Task 21: Using the RFP category evaluation weighting established and approved by the City during Task 17, Sloan Vazquez will create the evaluation scoring formulas and spreadsheet. The categories and weighting will reflect the City of Santa Ana's goals and priorities, assigning the highest percentages to the components of greatest value to the City. The following table provides a sample of evaluation categories and weighting that can be customized according to the City's preferences. T�ihn, 2 Sample RFP Emitiofion Categones an'id l%i!etghw7g Sample RFP Evaluation Categories Sample Weighting Responsiveness to RFP Pass /Fail Experience 12.5% Customer Service 25% Programs 25% Price Proposal 30% Enhancements 7.5% Legal and Regulatory Disclosures Noted Financial Information and Requirements Noted Materiality of Exceptions to Draft Agreement Noted m Options �. Noted —� Preparod for file City of Santa Ana �...v � Proposal for Solid Wasio Consulting S ndcos Soptomber 29, 2015 251 -53 Task 22: Using Sloan Vazquez' proprietary tool, a benchmark financial proforma will be calculated for use in evaluating the competitiveness and reasonability of rate proposals. This stop is critical, as a surface ranking of proposed rates does not allow for critical factors such as adequate routing and equipment assumptions, etc. Without a henchman, there is a risk of awarding a contract that cannot be performed as proposed, resulting in lack of service delivery, a rate increase or even the need to select a new service provider. Sloan Vazquez has developed this benchmarkinq tool to ensure proposed service levels and rates are both competitive and reasonable, resulting in the greatest long -tonn value for the cities we serve. Task 23: Using the weighted evaluation tool and the financial profonna, Sloan Vazquez will evaluate and score the proposals and prepare a comprehensive Evaluation Report for the City of Santa Ana. This proposal assumes the evaluation of up to five responsive proposals. Should there be need for any questions or clarifications for proposers, Sloan Vazquez will prepare the questions and review responses. Task 24: Sloan Vazquez will participate in all Council Meetings during the finalization of the proposer selection. Sloan Vazquez will be available to make presentations and answer questions at the discretion of City staff and City Council. Task 25: Sloan Vazquez will conduct final contract negotiations, as directed by City Council, in coordination with City staff and the City Attorney's office. In summary, the following tasks are proposed for this project: • To complete Parts One and Two, Tasks 1 -6 and Tasks 7 -16 will be completed. • To complete Parts One, Two and Three, Tasks 1 -6, 7 -16, and 17 -25 will be completed. • Should the City decide not to conduct Part Two and limit the project to Parts One and Three, Tasks 1 -6, 7 -15, and 17 -25 will be completed. 7ahie 3 Tasks Assowatecj wrth each Combination of Proyct Parts Seplonedfor , 2 City vt Santa !!na Praposal for SQIId Wnsle Consulting Services September 29, 291:f rJ 251 -54 Major Project Component Description Tasks Parts — Parts Parts 1 & 2 11,- 2&3 1 & 3 Part 11 Rate Evaluation Tasks 1 -4 X X _ X 1 1.2 Program Analysis Task 5 -6 X X X Part 2.1 New Service Specification Development Tasks 7 -15 X X 2 2.2 Contract Extension/Renegotiation Task 16 X X Part 3.1 New Service Specification Development Tasks 7 - 15 X 3 12 RFP Process Management Task 17 - 25 X X Seplonedfor , 2 City vt Santa !!na Praposal for SQIId Wnsle Consulting Services September 29, 291:f rJ 251 -54 570,vly , / N t_z E. RELEVAN 1" PROJECT EXPERn: NCE Solid Waste Characterization Client: Orange County Waste & Recycling, CA Contact: Mike Kashani, Renewable Energy Program Manager, (714) 834.3713 Project: Waste Characterization and Composition Study at OCWR Landfills (2016) Sloan Vazquez recently conducted a comprehensive waste characterization and composition for the Orange County Waste and Recycling (OCWR) Department in the County of Orange, including sampling of materials from multiple generators at three different County -awned and operated landfills in 2015. The work conducted for OCWR included project design and implementation, data analysis and report development. RFP Process Management Client: City of Whittier, CA Contact: David Pefser, Public Works Director, (662) 667.9600 Project: Municipal Solid Waste Procurement of Solid Waste Division (2016) Sloan Vazquez is in the final stages of managing the procurement of solid waste and recycling services for the City of Whittier. Sloan Vazquez is responsible for development of the RFP, evaluating proposals, qualifying proposers, and assisting the city in the selection of a contractor including the development of the final franchise agreement. Client: City of Cypress, CA Contact: Andy Tse, Administrative Services Manager, (714) 229.6686 Project: Municipal Solid Waste Procurement of Solid Waste Division (2014) Sloan Vazquez managed the procurement of solid waste and recycling services for the City of Cypress. Sloan Vazquez was responsible for assessing program and service enhancement opportunities, holding community meetings with residents and the business community, presenting at and participating in City Council workshops, development of the new franchise agreement and RFP documents, evaluating proposals, qualifying proposers, and assisting the city in the selection of a contractor. Client; City of Yuba City, CA (2012/2013) Contact: Steven C, Kroager, Assistant City Manager, (630) 822.4620 Project: Professional Review of Draft Franchise Agreement Sloan Vazquez completed a professional review of the City of Yuba City's Draft Collection Services Franchise Agreement to ensure consistency with current industry practices and provided general feedback. Sloan Vazquez provided the City a report indicating areas of concern, recommended alternative language, and provided advice in preparation for negotiation with the City's franchise hauler. . ,r the cfry 29, 2015 W 251 -55 services Contract Renegotiation Client: City of Oceanside, CA Contact: Peter Weiss, City Manager, (760) 436.3066 Project: Negotiation of Solid Waste & Recycling Agreement (2010.2011) The City of Oceanside engaged the services of Sloan Vazquez to negotiate its agreement with its existing solid waste and recycling services provider. Sloan Vazquez negotiated directly with the contractor and prepared a draft service agreement for use as a basis for negotiation. As a result of our negotiations, the City obtained significant service enhancements, rate adjustment containment guarantees and over $1,000,000 in new, annual franchise fee revenue. Municipal Solid Waste Operation, Assessments Client: City of Pasadena Contact: Carmen Rubio, Program Coordinator II, (626) 744.7162 Project: Municipal Franchise Compliance Audit (2006 -2009, 2013 - present) Sloan Vazquez conducts financial and operational audits of thirteen franchise haulers to ensure contract compliance including the proper reporting of diversion and payment of franchise fees, each year from 2013 to the present. The audits include a field visit during which original records are reviewed to ensure that the monthly reporting is accurate and in compliance with the requirements of the franchise agreement. Additional review and analysis is performed on the tonnage of materials collected and facilities where is it is taken to ensure compliance with the diversion requirements of the City. From 2006 through 2009, the City of Pasadena also chose Sloan Vazquez to conduct financial and operational audits. The City of Pasadena operates under a non - exclusive franchise arrangement with multiple haulers to provide for commercial waste and recycling services. Under this arrangement, the City has required each franchised hauler to divert at minimum 50% of the waste it collected or pay the City liquidated damages. Over four years, Sloan Vazquez identified over $180,000 in fees and liquidated damages due to the City. Client: City of Berkeley, CA (201112012) Contact: Ken Etherington, Manager of Solid Waste & Recycling, (510) 981.6369 Project: Operational Review of Solid Waste Division Sloan Vazquez completed an operational review for the City of Berkeley's Solid Waste Management Division. To complete this engagement, Sloan Vazquez personnel reviewed all division operational functions and workflow process for each area; reviewed the scheduling and routing system; evaluated the current vehicle fleet, including condition and replacement schedules and repair scheduling and costs based on industry standards; assessed the use of outside contractors for curbside collection of recyclable materials and operation of materials processing facilities; assessed the non - exclusive franchise arrangement used by the City to service the commercial sector. Our experience in solid waste management and operations was Important to City in the selection decision. Prepared for Ure City Of Santa Aria 4. � � prnposa! lar 3olld Waffie Consarltlrrg sarvrses September 29, 2015 251 -56 �7rl;ti!�V /t�l'PZ Client: Regional Waste Management Authority (2013) Contact: Keith Martin, Administrator, (630) 634.6890 Project: Operations Review of Municipal Solid Waste Contractor Sloan Vazquez conducted an operations review of the RWMA's solid waste contractor based on the minimum operations review guidelines specified in franchise agreement; best practices for the solid waste collection, processing and disposal industry; any to recommend operational alternatives. This engagement included an examination of all operational functions including, the solid waste and recycling collection system, the Materials Recovery Facility (MRF) operations, and examination of the composting operation. including; verification of the number of average daily and weekly collection routes by route type; review and documentation of procedures for scheduling and monitoring the efficiency of collection routes; determination of how changes and growth in the service system are accommodated; determination and verification of vehicle and staff availability; determination and evaluation on response to daily collection issues such as missed pickups, drivers absences, equipment breakdowns, and traffic problems, including an evaluation of the amount and use of overtime; preparation of findings on the efficiency and effectiveness of existing route management system and practices, and identification of specific and practical recommendations to address any deficiencies identified- Client: City of Santa Monica, CA (2010) Contact: Kim Braun, Acting Solid Waste Manager, (310) 456.2223 Project: Operational Review of Solid Waste Division Sloan Vazquez completed the performance of an operational review for the City of Santa Monica's Solid Waste Division. To compete this engagement, Sloan Vazquez personnel reviewed all division operational functions and workflow process for each area; reviewed the scheduling and routing system; reviewed the current GPS system and identified areas for enhanced usage and effectiveness; evaluated the current vehicle fleet, including condition and replacement schedules and repair scheduling and costs based on industry standards; assessed the Household Hazardous Waste function (currently in the Office of Sustainability and the Environment) and determined the proper organizational location and reporting structure for this function. prepared for tho City of Santa Ana proposal for Solid WasW Consulting Servfcos Septeamber29, 2015 251 -57 Wrlct7tl- 1Tt1LJF7 , SCI'IEDULF: Sloan Vazquez, as a firm and as designated City of Santa Ana project team members, have the schedule availability and capacity to fully complete the described tasks within the proposed timeframes. Our firm has a proven track record of successfully completing scopes of work and meeting deadlines. We have the experience to understand the time and resources necessary to effectively conduct the work described in this proposal, and the ability and bandwidth necessary to provide the City of Santa Ana the dedicated, professional consulting services required to achieve the City's goals. Part Cane Sloan Vazquez anticipated completing the Part One Tasks within 60 -90 days. Sloan Vazquez has the resources and experience necessary to go beyond rates and service listings to evaluate the value of each contract component and provide a thorough report comparing program and service levels, diversion results and the overall value of the contract in each of the listed municipalities. Part Two Sloan Vazquez anticipates completing Part Two tasks within 90 days. Part Two has been divided into two maim components: development of the City of Santa Ana's service specifications and the extension or renegotiation of the current contract. The development of the service specifications is a critical milestone within this overall project. The specifications, which are built on the foundation of the rate studies and research, and then customized to the City of Santa Ana's specific needs through feedback from City Council, homeowners, business representatives and other stakeholders, serve as the guiding document for extension /renegotiation requirements or the development of an RFP and draft agreement. If Part One and Part Two Service Specifications are completed concurrently, there are opportunities to reduce the total amount of time required for these portions of the project. Part Three Sloan Vazquez anticipates completing Part Three tasks in five to six months. Combined, Part One and Part Three tasks would require approximately nine months to complete. The extensive research and data collection and thorough preparation of the City's service specifications significantly reduce the amount of time required to prepare an RFP, as most, if not all, key components have been identified and selected. The RFP process management schedule reflects the standard time frames used in RFPs, allowing proposers to review the RFP and draft agreement, participate in a Proposers' conference, submit written questions, and finally to submit an RFP. The evaluation typically requires 30 days, and the finalization of proposer selection and final negotiations can occur soon after, depending on City Council meeting schedules and availability. Overviews of the proposed schedules for Parts 1 -3 of the project are provided in the tables below. All timeframes are open to City staff input and can be adjusted to meet the City's preferred timeframes and schedules. Spraepptaeinb eto 2r' Q , 2015 of 5antn A... p'j.posal ror Solid Wns1e consulting service. t� 251 -58 O a � 75 0 a a) E .0 7 0 M 01 (D 0 E 0 E 2 JZ t� 8 CL ) m E 1 0 a 0- E M` E = 0 M 0 8 2 3: 0 CO '0: (D ID w cr 'Ra a) E 251-59 i-1 m m vu Fr AN-! Ik • 251-59 i-1 m ai N 0. N 0 O CY O C O C qq G C N N U N an o G G O O C O _ ro � A. N LO "° m �5 U a U 3 a5 0 � w o W � O � m Q) � O O � Ud W 3 M- m a. u G O U D N G O � m W m Z o � V m 3 c 2 O U, `o y ai F LI �;a) 0 a� O cEnn E CL (q yL N � � y tlL7 E N F L (n N a cro E O O O s > �. Gl a) ,O O N C N U tW c nL t° °� N � � C � � O tO CL co O GL O � r 0 n00 G N L q O y N O a) F- ei � 0 E o CL O O- 0 0 O O C O C 'S Q1 a) O N N d a 0 0. 0 0 0 O LL U 'O b N O Cl N � cOi L o 251 -60 V �M 0 — ,RIM-. C x r x_.r UK v 0 O iV � o-+ I G G.... O N w a a) fNff O Cl) C U O E O LL N _a U 0 2 a) E N L N GY a) c o C O 1 O cn u rn 0 c 0 0 ro o N o 0) _ Z IL C- o d -0 :o `m m ' U. z o CL �u �." `_ Ll. U a G h c~" o N N N N N N N a m� LC..� m m ro I m I ro ro m m -- �- F- 251 -60 V �M 1100M LZ �. G, MEFERENCES Solid Waste and Recycling Services Franchise Audits or Operational Reviews RFp Process Management nr Existing Contract Renegotiation M, FEE PROPOSAL (PROVIDED UNDER SEPARATE COVER) The Sloan Vazquez fee proposal is provided in a separately sealed envelope, labeled as "Fee P/opou8i" Septwnb�r 29 205 20 ��U�� ��U���U \Z")( llz, Attachment 3-1: Non-Collusion Affidavit A"achment 3-2: Non-Lobbying Certificatiml Attachment 3-3: Non -Discrim i nation C�,.nificatjoij Prepared for the City OtSaMa A ria Proposal fol Septpmher 29, 2015 251-62 14n c 11 A \Z(,)t I ", This page intentionally left blank. -Fmfwed fo, the City of 9,oW;An Proposal for Solid wosto Consulting services Septembor 29, 2015 251-63 APPENDIX ATTACHMENT 3 -1: NON - COLLUSION AFFIDAVIT CERTIFICATIONS CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFI1 NO.: t5 -096 NON -Cf)L_ (4 )SIGN AFrII,pAVrf (Title 23 United States Code Section 112 and Public Contract Code Section 7106) to the CITY OF SANTA ANA DEPARTMENT OF PUBLIC WORKS In accordance with'T'itic 23 United States Code Section 112 and Public Contract Cale 7106 the BIDDER declares that the bid is not made in the interest of; or on behalf, of any undisclosed person, partnership, company, association, organization, or corporation; that the bid is genuine and not collusive or sham; that the BIDDER has not directly or indirectly induced a, solicited any other BIDDER to put in a false or sham bid, and has not directly or indirectly colluded, conspired. connived or agreed with any BIDDER or anyone else to put in a sham bid, or that anyone shall refrain from bidding; that the BIDDER has not in any manner, directly or indirectly, sought by agreement, communication, or conference, with anyone to fix the bid price of the BIDDER or any BIDDER, or to fix any overhead, profit, or cost element of the bid price, or of that of any other BIDDER, or to secure any advantage against the public body awarding the contract o'f anyone interested in the proposed contract; that all statements contained in the bid are true; and, further, that the BIDDER has not, directly or indirectly, submitted his or her bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any cortoration, partnership, company association, organization, bid depository, or to any momber or agent flMeofto effectuate a collusive or sham bid. Note: The above Nan - collusion Affidavit is (,cart of the Proposal. Signing this Proposal an the signature portion 11Xreorshall also con ' to signature of this Non-collusion Affidavit BIDDERS ere cautioned that making a false �ert�l't a[ion``may su(T'o: •t the crtitier to criminal prosacudnit. State of Ci County of Subscribed and sworn to (or a ged) before me on this ._........___ day of _ - , 20__, by proved to me on the basis of satisfacAf v %nce to be the person(s) who appeared before me. �%�� Notary Public Signature Notary Public Seal City of Santa Ana RFP 15 -096 Page 22 251 -64 { ( r i , ( i r 1 r l L CALIFORNIA JURAT A notary public or other officer completing this carrj,uate verifies Only the Identlty of the Ind fvlduaI who signed the do cum ant, to which this certificate Is attached, and not the truthfulness, accuracy, or validity of that document, STATE OF CALIFORNIA } CCUNTYCF f Subscribed and sworn to (or affirmed) before me on this day of rn�e�J /j- _ Date Ma t6 year ��^^ by ` a/f =n ' Name of Signers ' proved to me on the basis of satisfactory evidence to be the perso who appeared before me. JUAN PEREZ Signature; Commission 0 198mil ignatur fNararyio bllc_,___, 1 a NokaroranoeCountyornia IreaJ 125,znlc1 Seal Place Notary Seal Above --------------- w _,_ .,, ..___.._..__._____ °_____- --- OPTIONAL ___ ,_....,. .„ ................ Though this section Is optlonal, completing this informotfon can deter olteretion of the document or fraudulent . attachment of this form to an unintended docurent. Description of Attached Document Title or Type of Document; Document Date: Number of Pages; 51gner(s) Other Than Narned Above;_ 251 -65 APPENDIX — ATTACHMENT 3 -2: NON-LOBBYING CERTIFICATION CERTIFICATIONS CITY OF SANTA ANA REQUf ST 1 7OR PROPOSALS FOR SOLID WASTE CONSULTING; SERVICES RFP NO.: 15 -096 The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief`, that: I . No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or• attempting to influence an officer or employee of any federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any federal contract, the making of any federal grant, the making of any federal Joan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification ofany 1'edeal contract, grant, loan, or cooperative agreement. 2. If any finds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence any officer or employee crony federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this fedeal contract, grant loan, loan or cooperative agreement, the undersigned shall complete and submit a "Disclosure of Lobbying Activities. This certification is a material representation of tact upon which reliance was placed when this transaction was made or entered into. SUb ANSI 771 of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S, Code. Any person who rails to file the required certification shall be subject to a civil penalty of not less than 510,000 and not more than :$100,000 for each such failtae. The prospoctive participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accord'utgly. Finn SignE Title Date _ September 25, 2015 City of Santa Ana RFP 15.096 Page 23 251 -66 ATTAC ",IEIT t N7T 363 NON':DISCPlMiNATIONCE TIft ATION:; CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR SOLID WASTE CONSULTING SERVICES RFP NO.: 15 -096 The undersigned consultant or corporate officer, during the performance of this contract, certifies as follows: 1, The Consultant shall not diserinninato against any employee or applicant for employment because of race, color, religion, sex, or national origin. The Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without, regard to their race, color, religion, sex, or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer; recruitment or recrultment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship, The Consultant agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause, 2, The Consultant shall, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, rcli&n, sex, or national origin. 3. The Consultant shall send to each labor union or representative of workers with which he /she has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said Labor union or workers' representatives of the Consultant's commitments under this section, and shall post copies ofthe notice in conspicuous places available to employees and applicants for employment. 4. Thu Consultant shall comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. 5, The Consultant shall furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his /her books, records, and accounts by the administering agency and the Secretary of Labor for purposes ofinvestigation, to ascertain compliance with such rules, regulations, and orders, 6. in the event of the Consultant's non- eompliance with the nondiscrimination clauses of this conb•ao't or with any of the said rules, regulations, or orders, the contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts or federally assisted construction contracts hr accordance with procedures authorized in Execution Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, rebnrlations, or order of the Secretary of Labor, or as otherwise provided by law. 7. The Consultant shall include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (7) in every subcontract or purchase order unless exempted by rules, City of Santa Ana RFP 95.096 Page 24 251 -67 regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive order 11246 of September 24, 1965, so that such provisions will be binding upon cacti subcontract or purchase order as the administering agency may direct as means of entiircing such provisions, including sanctions fur noncompliance; provided, however, that in the event the Consultant becomes involved in, or is threatened With, litigation with a subconsultant at, vendor as a result of such direction by the administering agency, the Consultant may request that the United States enter into such litigation to protect the interests of the United States. 8, Pursuant to California Label- Code Section 1735, as added by Chapter 643 Stats. 1939, and as amended, No discrimination shall be made in the employment al' persons upon public works because of Nice, religious creed, color, national Origin, ancestry, physical handicaps, mental condition, marital status, at, sex or such pemons, except as provided in Section 1420, and any consultant of public works violating this Section k subject to all the -j cn imp3 se for a violation ofthe Chapter. Signed: _ (QQ_, C}l Title: �fiRGipal and Pa37er _ Firm: Sloan Vazquez, LLC Date:P�mkgr?01.�� City of Santa Ana RPP 15. 098 Page 25 251 -68 r --u lnliials_ nl' nnler. nI Ili, :. Iran,/ nl I i II.. i:anrd pnr a - nl I � , Sneion I Ii I of 1 -, rrnlim ! Ailcr I I I.IG . 1 -plcnlhul ?d, I9("',u ihul a¢h pu..I'til , hill he hiodfil , upuu cneh vnh "unII,I'i .n pur, iia'o anlrt e+ Ifir Inll Ullil'IRrinl ICVei'1' mat dII,,I :w ul "ill + nI I li I, I it- VIIr6 pI'ariVians_ iucluAilIl Sal I,Ii,m (ur n umplian wvid'-'J, I +I vrr_ Ihni in III ul III' I it ulrml Ilvn m. iuculrad w or in Ilu c;drued s,nl1 hn'1Alhi a isnh 1, "0"on'nlrnd n v'nd. I. rrxllh nl 'soh din'Bull hr Ihr idmiui I rule. Illnlnc. s. tlu ( it 't 'iII III I I 't I i ,I IIm, II, I IIIIIrd SPa itl'r iuLi II Iiti ill iiuu I i r .I the inh ,1 d lho 7 hailed Shur, N, I'uran;ud to Calili,l'nin LahrCndc ticriim 174 as nddcJ hrf'luynul o.I l San,:. 19i9.Iuld :u: lit 'ndnd. MI di.cruniunfiml 'hall he olado ill Ihr rmpinynercl of pvlsollS upuu public. ,sorts b<rmise of Imx, lilip.iva:, creed, cnlor. unlionrvl uritiin. ;un'uU'y, physical handienps. Inemnl einiditloll, nuniud sl+Ilua ur ees if such pursons,'scupt us pI iivldal in sccII'm 1 120, and any Comm ulianl aI public Yorks violuling IIt tiactii II is nlhirr-I io Ill the pomdlirs inlpnvcd fora violalinn ul'ihc I Im+1or_ 4ii nrd: _�'Y' it d,4 v hitli' 1 rin11llal a llil Narinol I irm: _ Sloan Veupm7, LLC trnle Sol dtlLLtli I:.2S"?07,5_ Ctly et ; rill Ara RIP Vi 096 PriUC 9!' Prepared for IN City of Santa Ana , �' ��' proposal For So!!d Wavte Consu {tiny Scroipes September 29, 2018 vft 251 -69 )/, I � If, ?1 \ Z1)U L/ W� G. jop Sloan, Principal and Partner R Enrique Vazquez, Principal and Partner 1, Charissa McAfee, Partner J. Larry McQuaide, Senior Associate -7--- September 29. 2015 ulif 251-70 1YuuiA v /i3r I ," : JOE M. SLOAN Sloan Vazquez, LLC — 18006 Skypark Circle Ste. 205 -- Irvine, CA 92614 Over the course of his career, Mr. Sloan has directed residential and commercial recycling, municipal contract development, commercial market development, comprehensive recycling programs, solid waste facility development, efficiency Studies, rate adjustment process and Public policy analysis, Mr. Sloan's success in waste management Education can be attributed to his ability to rally diverse, sometimes adversarial as,. Political science, groups of investors, corporate and public leaders, grass roots Wyoming University activists, managers and employees towards the accomplishment of a Professional Affiliations Southern California Waste Management Forum Southern California Conference un Environment and Development Greater Los Angeles Solid Waste Management Association National Task Force on Progressive Environmardmism California Polytechnic University — Lecturer, Waste Management Certification University of Southern California — Lecturer, Environmental Engineering Graduate Program Publications Streamlining the Solid Waste Facility Permitting Process, with Micheha Leonard, Pacific Research Institute. 1994 Solving the Trash Crisis, The Valley Republican, 1992 Progressive Environmentalism, National Center for Policy Analysis, 1991, contributor Contracting for Municipal Solid Waste Management Services, with Lynn Scarlett, Reason Foundation Recycling: Is it always good for the environment? Le DAchma. France -2004. One Way Bottle Leads to Dead End -- Waste News 2005 common goal, EXPERIENCE: RESIDENTIAL AND COMMERCIAL RECYCLING Mr. Sloan designed, implemented and operated residential recycling and green waste programs for many municipalities. He directly managed numerous municipal contracts serving over 3,000,000 people and 1,000,000 households. Mr. Sloan was responsible for the program design, equipment selection, cost analysis of collection alternatives, promotion, community education program, detailed reporting and evaluation of program performance and, the sale of all recyclable commodities. Mr, Sloan has also prepared city, county and State reports and documentation of recovery and waste diversion for regulatory purposes. The following is a partial listing of municipal program development and management: I, Whinier 2. West Covina 3. Glendora 4. Alhambra S. Montebello G. Nlonteroy Park 7. Ln Mirada 8. Covina 9. stn Gabriel 10. 'rennple City 11. South Pasadene 12. Sou Marino 13. Norwnik 14, Bell 15, Lawndale 16. Maywood 17 Cuddly 18, Avalon 19. 1, A. Unincorporated 20. South Gate curbside recycling aunrnated Been waste curbside recycling and green waste curbside recycling and green waste curbside recycling and green ".,isle curbside recycling and green +vastc automated recycling and green waste automated recycling curbside recycling curbside rec}uling and green uwste baekyard iceycling and green waste backyard recycling and green +vaste nutomnted crash, manual mcy0ing -green waste automated trash. recycling- manual green umsre automated mash, recycling - mental green waste automated trash. recycling- manual grout waste nummin ed bash, manual green waste material recover) facility and comhusl site manund recycling and green waste autonared refuse and rec} cling Pieperedforthe CityoR5anm —An a�W -"�� SeptemUor 29, 2015 Proposal for Solid Waste consulting Services or 251 -71 Slu,rnt a?r,l r -. MUNICIPAL CONTRACT DEVELOPMENT Mr. Sloan managed dozens of municipal contracts. In response to municipalities inviting proposals for comprehensive waste management services, Mr. Sloan developed successful turnkey proposals to thoroughly address the residential, commercial, industrial, recycling, and hazardous waste elements of the solid waste stream. COMPREHENSIVE RECYCLING PROGRAM In response to State and Federal waste reduction and recycling mandates, Mr. Sloan developed comprehensive recycling programs for many cities. The Program includes the use of Centralized Processing Facility (CPF), selected commercial recycling, yard waste recycling program, drop -off program (redemption center development), residential curbside recycling, and quantification of source reduction and third party recycling SOLID WASTE AND RECYCLING FACILITY DEVELOPMENT Mr. Sloan is an expert in conceptual facility design and equipment selection for "clean" and "dirty" material recovery facilities (MRF's) and transfer stations. He has managed zoning, building and solid waste permitting, construction and start -up operation, and facilities. His facility development projects include: + Concept design, equipment selection, solid waste facility permitting, construction management, start- up management and material marketing for Los Angeles County's largest and most successful MRF. The facility has a design capacity of over 8,000 tons per day. Mr. Sloan recovered and marketed approximately '10,000 tons per month of residential and commercial recyclables, including steel, wood products and organic recyclables. Concept design, equipment acquisition, operations management and material marketing for recycling, sorting, and plant serving ten Los Angeles County cities and approximately 100,000 households Project development, equipment selection and acquisitions for a unique recycling and solid waste composting operation on Catalina Island. The Project developed in response to AQMD's requirement to close the solid waste incinerator on the island. Concept design, financing, equipment acquisition and installation, day -to -day operations management, marketing of all commodities for 200 ton per day single- stream recycling plant in Wilmington, CA. Machinery installation and facility start -up management for 250 ton per clay single- stream recycling plant, in Oakland, CA. + Construction management, equipment installation, hiring and training management personnel, start- up operation management including equipment maintenance and safety programs for 500 ton per day single- stream recycling plant in San Jose, CA. _ Machinery installation and start -up operations management, including the training of managers and supervisors, and equipment maintenance and safety programs for 300 ton per day single- stream recycling plant in San Diego County, CA. EFFICIENCY STUDIES Refuse, Recycling and Yard Waste Collection -- Mr. Sloan has completed studies to improve routing to reduce the number of vehicles or overtime payroll required to perform services, reduce vehicle down -time and lower maintenance costs, improve worker safety and reduce Workers Compensation and other insurance costs, best use of third party facilities and services (material recovery facilities and transfer stations), reduce disposal costs, maximize recycling commodity sales revenue and improve fuel efficiency. ,r the City 79, 2015 251 -72 was tc W ),lit VZ(1 Cf[7. ENRIQUE VAZQUEZ Sloan Vazquez, LLC — 16006 Skypark Circle, Ste. 205 — Irvine, CA 92614 Mr. Vazquez is a broadly experienced municipal solid waste and recycling advisor providing a wide range of consultative services to municipalities. Mr. Vazquez has proven experience in executive decision - making, policy direction, strategic business planning, financial management and labor relations. He is a strategist experienced in developing, presenting, and guiding projects through to closure. He offers excellent interpersonal skills with ability to interact with a range of personalities and styles. Mr. Vazquez is proficient and qualified to provide many services including the following: • Productivity and Improvement Audits, • Operational Performance Review and Assessment, • Financial Modeling and Analysis, + Revenue Requirements Development, • Allocation of Costs, • Cost of Service and Rate Analysis, • Costs /Benefit Analysis, • Benchmarking Analysis, Routing and Billing Audits, • Fleet Maintenance • Rate Adjustment Review and Assessment • Customer Service Procedures Summary of Qualifications Over the Course of his career, Mr. Vazquez has years of experience as a project manager and in all the aspects of municipal waste management including collection, recycling and disposal. Mr. Vazquez has planned, organized and introduced new waste collection and recycling services to numerous municipalities in the Los Angeles County area. With over fifteen years of extensive experience with day - to -day operations, Mr. Vazquez has expertise in the various functions related to waste management as more fully described below. Residential and Commercial Waste Collection Mr. Vazquez's experience spans a wide range of waste collection functions including oversight of drivers and helpers, routing, customer service, dispatch, safety, training, sales and billing. Mr. Vazquez has directly responsible for the introduction of services to new service areas, the transition from manual to automated collection, the introduction of recycling and green waste collection programs, equipment selection, and driver hiring and training. Maintenance Shop Operations and Management Mr. Vazquez is well versed in refuse collection equipment Including front -end loaders, rear -end loaders, automated side - loaders, scout trucks, roll -off trucks, automated carts, commercial bins, roll -off and debris boxes, wheel loaders, and forklifts. He is competent with fleet management and operations maintenance shop functions including staffing with mechanics and welders, repair and maintenance of trucks and equipment, preventative maintenance programs, parts purchasing, parts inventory management (computerized and manual), container repair and management, tire shop operations, truck wash operations, and paint shop operations. Equipment Selection and Procurement Mr. Vazquez is knowledgeable in equipment evaluation and acquisition, including refuse trucks, pick -up trucks, automated containers, buns, recycling equipment, MRF /TS equipment, transfer tractors and trailers. He is experienced in procurement management and procedures and has developed and implemented purchasing procedures for several operating firms. Prepared for the city of Santa Ana..mn Proposal for Solid Waste Consulting Satv(cea Soprember 29, 2645 251 -73 Srrr,cNl\ :AIC1i..'I -. /, Recycling Programs Mc Vazquez has overseen the introduction of numerous residential curbside recycling programs including development of promotional materials, conducting community education workshops, container selection and distribution, vehicle selection and acquisition, driver hiring and training, routing and recycling materials processing. Solid Waste Facility Development & Operations Mr, Vazquez designed, sited and operated a curbside recycling processing center with a buyback operation. Subsequently, he provided general oversight of in large volume MRF operation. He has had responsibility over a small island landfill including all operations functions as well as permitting and compliance. Municipal Contracts Mr. Vazquez managed dozens of municipal contracts. Ile has prepared numerous proposals in response to RFPs issued by municipalities; negotiated new contracts and renegotiated existing contracts; served as a liaison to city officials and staff; and, negotiated rate adjustment criteria, prepared and managed rate adjustment proposals including rate support documentation and presentation to municipal staff and council. Efficiency Studies & Financial Analysis Mr. Vazquez has completed studies to improve operations including routing and rerouting to reduce operating costs; maintenance operations reviews and driver training to reduce vehicle clown -time and lower maintenance costs, improve worker safety and reduce workers compensation and other insurance costs. Management Mr. Vazquez has vast experience with human resources and labor relations. lie has recruited key personnel, developed employee compensation and benefit programs., including wages, benefits, training, career path development and management trainee programs He has established communication programs to manage the workforce through times of change due to mergers and integration of workforces. and consolidation of functions. Education Mr. Vazquez is a graduate of the University of Southern California having earned a Bachelor of Science degree in Business Administration, 1981. Municipal Programs Listing The following is a partial list of municipal programs for which Mr, Vazquez was responsible Municipality Responsibilities Avalon Residential & commercial refuse collection; curbside recycling; landfill operations, MR & compost site de3i$I Azusa Residential & commercial refuse collection; ctmbside recydlog & green waste collection. a11 __.._._. — _ )W11-- &_commercial refuse collection; curbside recycling. Covina _Residential_ Automated residential & commercial refuse collection; curbside recycling & green waste collection. Cudahy_.... Residential & commercial refuse collection; curbside recycling, P Glendora �_ Residential & comma 'dal refuse collecdo_ri jreen waste collection. Hawaiian Gardens Automated residential & commercial refuse collection; curbside recycling & green waste collection; AB939 annual reporting. J Irwindale Commercial refuse collection. _ La Mirada Residential & commercial refuse collection, curbside rec_y_cling & green waste collection. _ _ Los Angeles County Residential & commercial refuse collection & recycling. Maywood Automated residentiala&concmercial refuse collection; curbside recycling & green waste collection; street sweeping. _ Montebello Residential & commercial refuse collection; curbside recycling, green waste collection. j Propared for the City o /Santa Ana Proposal for Solid Waste Consulting Services Septeruher 29, 2015 xi+ 251 -74 �'Crlttt7V� r�fr?t..E7. , . CHARISSA MCAFEE Sloan Vazquez, LLC 18006 Skypark Circle, Ste. 205, Irvine, CA 92614 Dynamic leader and strategist specializing in solid waste and recycling service design, implementation and evaluation. Demonstrated success in securing and managing multi - million dollar, high - profile, municipal solid waste (MSW) and recycling franchise contracts. Proven experience in municipal contract procurement consulting, competitive proposal development, contract analysis and implementation, ongoing design and execution of new services, reporting of contractual data and service metrics, and rate and contract negotiations for existing and new franchise agreements. SLOAN VAZQt}L-Z. LLC Partner • Responsible for strategic development and preparation of municipal Request for Proposals (RFP) responses for MSW and recycling hauling franchises and processing system design, build and operate agreements. Completed proposals for clients in California, Wisconsin, Kentucky, Arizona, Tennessee and Texas. • Participate in municipal procurement process management including development of franchise agreement and RFP documents, facilitation of process, and evaluation of submittals for clients in California. • Conduct strategic assessments and prepare recommendations featuring research and analysis of a region's business climate including factors such as MSW volume, competitive landscape, existing infrastructure and other critical factors required by C- level decision makers and prospective funders. WASTE MANAGEMENT Director of Cornrnunity Relations and Pubilc AffaJrs • Member of leadership team responsible for the growth and operational management of a $400M region for a Fortune 200 Company. Managed 12 direct reports including communications and community relations teams, with responsibility for community relations and communications including crisis communication, brand management and marketing. • Responsible for internal and external communications including proactive and reactive messaging to enhance the brand, engage employees and earn customer loyalty. • Led team that secured multi -year contracts in five (5) municipalities in San Diego and Orange Counties, resulting in over $1 N in revenue over the lives of the contracts. Cities included Mission Viejo, Oceanside, Carlsbad, Santee and Del Mar. • Collaborated with operational management team on the development and Implementation of safety programs, including the application for and achievement of CaIOSHA Voluntary Protection Program STAR Certification at two (2) operational sites. • Established multi -site Sustainability Committee that achieved thousands of tons of annual material diversion, taking the average diversion rate at each site from 30% to over 70% in one (1) year. Applied for and received 2000, 2010 and 2011 Cal Recycle Prepared for the City of Santa Ana'.....,..„ .................. Proposal for Sand Wasto Cons` lung Services Soptomber 29, 2015 Kof 251 -75 .`11LkU1V AZi. �1 1�7 Waste Reduction Award Program designation and 2009, 2010 and 2011 Cal EPA Waste Wise recognition. • Achieved elite WM 2011 Circle of Excellence Award and was nominated for Circle of Excellence in 2009 and 2010. Area Community Aiiairs Manaoer • Identified and implemented continuous improvement processes for all customer touching aspects of the business. Steered inter - departmental team of eight (8) senior managers and 30 mid -level managers to optimize operations, conduct root cause analysis of customer issues, improve communication and collaboration, increase employee engagement and recognize outstanding performance, MOTHERS AGAINST DRUW( DRIVING Executive Director Responsible for the development, management and funding of all programs and initiatives necessary to promote the mission of MADD in San Diego County. Managed all internal and external employees and volunteers; built relationships with volunteer Board of Directors, donors and sponsors. Increased visibility and brand awareness through proactive media campaigns. VISTA COMMUNITY CLINIC Assistant Director Health Promotion Center • Managed program development and implementation, contract compliance and budget development and oversight for 17 federal, state and foundation grant programs. Authored major reports and co -wrote multi - year', multi - million dollar funding proposals. Oversaw departmental marketing and promotional activities including media relations, event planning, material design and presentation delivery. Provided direct and indirect management of over BO employees including staff development and strategic planning. EDUCATION California State University San Marcos, Masters in Business Administration Covenant College, Bachelor's Degree in Sociology Prepared fur the City of Saida Ann Proposal for Solid Waste Consulting Services September 29. 2015 xiv 251 -76 Shiirnt \ /t,t t ' Larry McQuaide Sloan Vazquez, LLC 18006 Skypark Circle, Ste. 205, Irvine, CA 92614 Ouatif9cations: Highly successful executive with over 30 years of expertize in the waste management field Results- oriented, decisive leader with proven success in the strategic thinking and problem solving Excellent track records in accomplishing goals by working with company employees and outside entities High quality of written and oral communication skills Thrived in several different work environment Areas of Expertise: • Financial Analysis and Strategy • Scenario Building • Budget Management • Various Debt Funding • Regulatory Compliance • Process Improvement • Risk Assessment • Executive Presentation • Financial Modeling . Lines of Credit Experience Environmental & Financial Consulting Services • Provide primary environmental services to private environmental companies and governmental entitles • Assist in preparation of Request for Proposal(RFP) • Assist private companies responses to RFP • Three clients were awarded contracts by governmental agencies • Provide assistance to small and medium sized companies seeking to restructure their debt or obtaining a line of credit United Pacific Waste Chief financial Officer • Responsible for all financial aspects of this relatively young waste management company • Served role as point person for all contracts company had or was awarded with various cities in Southern California and Los Angeles County • Responsible contract compliance including submission of all reports • Successfully navigated company through a restructuring after economic downturn off 2008 including negotiating sale of non - performing assets, refinancing of debt and reduction of cost structure • Significantly improve cash flow and company had first profitable years beginning in 2010 through the 2013 Mission Fiber Site Manarxer Responsible for all aspects of running operations for broker of recycled products Coordinated all incoming and outgoing shipments of recycled materials; majority of outgoing shipments were to overseas markets Nropar be, 2 , 2 City o(Santa Ane� Proposal 050/111 Waste CansutPing Serviaas SeptenrUer 29 2016 XV 251 -77 �ilUClll br \lilt. Waste Resources, if owner and Vice President start —up waste management company utilizing a unique partnership concept with cities Research legal issues, prepared marketing materials, made presentation to staff and elected officials, prepared responses to RFP, obtained City support, negotiated partnership agreement, developed and implernented operational plan Key liaison between City, community and the company API, Inc. President and Member of Board • Developed strategic alternatives • Identified potential partners, conducted meetings, developed and monitored business plan including annual budgets Waste Management, inc. District Manager • Responsible for facilities covering entire San Gabriel Valley which included two collection operations and two landfills representing over $100 million in annual revenue • One collection operation consisted of approximately 300 employees, over 100 pieces of roiling stock and 19 municipal contracts • Maintained high standards of safety and maintenance Implemented and expanded existing residential and commercial recycling programs. Annual budget preparation, developed strategies to increase market share, improve efficiency, reduce cost Worked closely with staff, elected officials and community members Made presentations at City meeting and community organizations USA Waste • Vice President• Marketing Development Responsible for maintaining existing city contracts in I_os Angeles County (25 contracts) and seeking new ones • Participated in preparation of annual business and marketing plan preparation • Private company acquisition including financial analysis, negotiation and subsequent integration • Developed and made presentations to cities and senior management Western (Haste Industries Vice President — Finance Responsible for all acrounting, financing, shareholder and investment community relations for this national New York Stock Exchange Company Key executive in growing revenue from approximately $30 million to over $300 million Assets Included landfills, transfer stations and over 75 municipal contracts Negotiated bank lines of credit facility and equipment leases, contracts including municipal Prepared annual business plan including budgets, made presentations to Board of Directors, stockholders, investment community Conducted company seminars and training Education: Loyola Marymont University 1966 -1970 Bachelor of Business Administration Pre i o/ San(n Ana olfd WC s pared for rhp Pty s September 29, 2015 Xvi 251 -78 EXHIM B FEE SCHEDULE (OR) RATESAND CHARGES to 251 -79 4:41 Proposal for Solid Waste Consulting Services Presented to: City of Ana Works Santa Ana Public Submitted by: S/oanV.AZQU Z i (- Municipal Solid Waste C Recycling Advisors 18006 Skypark Circle, Suite 205 Irvine, CFA 92614 Office: 866.241.4533 Fax: 714.276.0625 nfo&sloanvazguez. corn www.sloanvazquez.com Oct -ober 30, 20 5 446111 1000\ \7t?L I -1. FEE PROPOSAL. Sloan Vazquez brings the City of Santa Ana our reputation for providing exceptional services at a significant value. As part of our proposal to the City, Sloan Vazquez has discounted our hourly rates, as shown below. Standard Hourly Fee Schedule and Santa Ana Discounted Rate /Hour Standard Rate /Hour Discounted Rate /Hour Joe Sloan, Principal and Partner ......... ............................... $ 235.... ...............,...,...... $195 Enrique Vazquez, Principal and Partner... ... ...................... $ 235.... ...........................$195 Charissa McAfee, Partner., .................. ............ ........ ... $ 195.... ...........................$165 Larry McQuaide, Senior Associate. .................... ..... $165.... ...........................$135 Administrative....................................... ............................... $ 65..... ............................$55 Fee Estimate Sloan Vazquez proposes to perform the work described in our proposal for an amount not to exceed the fees shown in Table 1. We anticipate the following hourly requirements for the effective completion of all tasks and deliverables. In addition to the discounted hourly rate described above, Sloan Vazquez will deduct 5% of the proposed rate when any number of the project Parts are combined. For example, if the City directs Sloan Vazquez to complete Part 1: Rate Evaluation and Solid Waste Program Analysis and Part Two: Contract Extension /Renegotiation or Pail 1: Rate Evaluation and Solid Waste Program Analysis and Part Three: RFP Process Management, or a combination of Pail 1, Part 2 and Part 3, a 5% discount will be applied to the total combined fee, as shown in the table below. -ctblg l: iF, F� ciiC7 i�1!r,:'l /Y;t77c!ry Part Part 1 Iff Part 2 Part 3 Parts Parts Parts 1 &2 1 &3 1,2 &3 Totattiours 354�146� 512 500 866 1,012 Max r uin Fee $60,850 $25,930 $87,040 $86,280 $147,390 $173,320 Muitipi¢ Part Discount 5% 5% 5% Not To Exceed Fee $60,350 " $25,930 $87,040 1 $81,966 $140,020 $164,654 Fees are charged on an hourly basis for actual work An estimate of hours and staffing assumptions for each Part is provided on the following page. Prepared for tie City of Santa Ana � � � � Proposal for Solid Was to cansuitfng 5ervic >s oatober so. 2015 251 -81 .131 , , I I ) \ \ / , ') t f t , Tabio 2 Part One Estimated Hours and Fees Part One: Rate Evaluation, Solid Waste Program Analysis, and Development of New Service Specifications (Tasks 1-15) Team I E. C. L. Admin Sub- Total Member Sloan Vazquez McAfee McQuaide $135 $55 Hours Hours 30 54 50 TOTAL 4 146 Fee $5,850 $10,530 $8,250 1 $1,080 Rate $195 $195 $165 $135 $55 Hours 62 104 140 28 20 354 Fee $12,090 $20,280 $23,100 $3,780 $1,100 $60,350, Table 3 Pad Two Estimated Hours and Fees Part Two; Contract Extension/Renegotiation (Task 16) Team Member - - -- ...._.._.... J. Sloan E. Vazquez —.. —... C. McAfee .. -_... L. McQuaide _.. Admin Sub- Total Rate $195 $195 $165 $135 $55 Hours Hours 30 54 50 8 4 146 Fee $5,850 $10,530 $8,250 1 $1,080 $220 $25,930 TOTAL FEE _$25,930 Tab/L 4 Pad Thive Estimgled Hours ai)d Fees Part Three: RFP Process Management (Tasks 17-25) Team Member J. Sloan E. C. Vazquez McAfee L. McQuaide Admin TOTAL Rate $195 $165 $135 $55 Hours 104 176 144 48 40 512 Fee $20,280 $34,320 $23,760 11 $6,480 $2,200 $87,040 TOTAL FEE I $87,040 Prepared for the City of SaIllo Ana Proposal for Solid wasto, Coosaftiog Services octobel 30, 2015 251-82 EXHIBIT C ADDITIONAL INSURED ENDORSEMENT FOR COMMERCIAL GENERAL LIABILITY POLICY Insurance Company This endorsement modifies such insurance as is afforded by the provisions of Policy # relating to the following: 1. The City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701; its officers, employees, agents, volunteers and representatives are named as additional 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. 1 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 cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92701. (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective Policy # Issued to this endorsement form as a part of Named Insured Countersigned by Authorized Representative 11 251 -83 251 -84 r4olifflYRN CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE; DONATION AGREEMENT WITH EL CENTRO CULTURAL DE MEXICO (STRATEGIC PLAN NO. 5, 4) CITY MANAd9R CLERK OF COUNCIL USE ONLY: UT-JOY10071ark ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO �I��R11�if7 =17 Authorize the City Manager and Clerk of the Council to execute an agreement with El Centro Cultural de Mexico for a one -time donation amount of $1,000, subject to nonsubstantive changes approved by the City Manager and the City Attorney. DISCUSSION On August 4, 2015, City Council adopted Resolution 2015 -042 establishing a City Special Event Sponsorship Policy and Guidelines for Disbursement of Discretionary Funds. This resolution and policy outlines the eligibility criteria for neighborhood associations and eligible non - profit entities for consideration of City Council sponsorship. In accordance with this policy, each Councilmember is allowed to appropriate up to $10,000 per fiscal year to support eligible organizations, including neighborhood associations and non - profit organizations. Councilmember Angelica Amezcua recommends to appropriate $1,000 to EI Centro Cultural de Mexico for an event that was held on Saturday, November 7, 2015, in response to their donation request (Exhibit 1). Upon approval of this item, a donation agreement (Exhibit 2) will be executed. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #4 (support neighborhood vitality and livability). 25J -1 Donation Agreement with El Centro Cultural de Mexico December 15, 2015 Page 2 FISCAL IMPACT Funds to support the City Council Sponsorship Policy are available in the fiscal year 2015 -16 General Non - Departmental account (01105015- 62300). The $1,000 will be spent from Councilmember Angelica Amezcua's appropriated amount for FY 2015 -2016. APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance and Management Services Agency ° Exhibits: 1. Donation Request Form 2. Donation Agreement 25J -2 City Manager's Office — M -31 �h' City of Santa Ana 20 Civic Center Plaza Donation Request P.O. Box 1988 ^,y4 Santa Ana, CA 92702 �-:�scr� (714) 647 -5200 iContact Information Name: [Cuts Sarmlent0 Title: rEX@CUtIVe DlreCtOr Address: PO Box 133 City, State, zip: Santa Ana, CA 92702 (Phone: 714.425 -5562 Emall: r.___. _ e luis @elcntroculturaldemecico.org Fax: ---------------- Organization - - - - - -- _ - - -- - - -- - - - -- - -------------__ - I Name: rrCentro Cultural de Mexico Tax- Exempt Status: Is your organization a non - profit or publ ic tax - exempt organization as Select One: ❑ ❑ Yes No defined under Section 501(c)(3) of the Internal Revenue Code? If No, you will only qualify for a credit for City - related costs for your request (i. e. permit fees, If Yes, staff time, rental rates for facilities or equipment, etc.). Costs for City services vary and if 33- 0614169 approved, credit may or may not cover full cost of requested City services. Tax ID #: Donation City Services Credit Janua 2016 r $ Date Needed: ry Mayor /Councilmember: Amezcua mount Requested: Direct Payment Amount Di neste: r-- - -- — 1000 F - - -- _- _ NOV 7th, 2015 _ - - -- - - -- 7 am - 10 m $ (Event Date. Event Time: p q Event Locatlon: Fourth Street and Broadway, Santa Ana, California Address, City, State, Zip Noche- d-eAltares is an open and free community based Dia de los Muertos FEv,nt iptio n of celebration on la Calle Cuatro in Santa Ana, California. The event hosts over /Pnrpese: 140,000 people, including families, community organizations and businesses. I r Noche de Alares provides inter and intra cultural dialogue, community building Community Benefit: across cultures, and free art and educational opportunities for over 40,000 pp (people including residents and families from Santa Ana. j _ (Applicant Signature: P 1 oate: 111.22.2015 I Return completed Mail: City Manager's Office —M -31 Email: donationrequest @santa- ana.org 20 Civic Center Plaza Fax: (714) 647 -6954 P.O. Box 1988 Santa Ana, CA 92702 I Donation Reques4 #: DR- Council Meeting Date: Reference # on all related GFVs 1 Eligibility Met: YES / NO Approved Amount: City Manager Signature Date: Revised 11/16/2015 -'�s•� Ali 25J -4 CITY OF SANTA ANA DONATION AGREEMENT WITH EL CENTRO CULTURAL DE M9XICO Page 1 of 3 CITY OF SANTA ANA DONATION AGREEMENT WITH EL CENTRO CULTURAL DE MEXICO 1. PARTIES AND DATE This Donation Agreement ( "Agreement ") is entered into on DECEMBER 15, 2015 by and between the City of Santa Ana, a municipal corporation ( "City ") and EL CENTRO CULTURAL DE MEXICO, a California 501(e)3 NON - PROFIT ORGANIZATION ( "Recipient "). City and Recipient are sometimes individually referred to as "Party" and collectively as "Parties" in this Agreement, 2. RECITALS 2.1 Community Benefit. The City wishes to provide Recipient with funding to assist Recipient in HOSTING AN OPEN AND FREE COMMUNITY -BASED DYA DE LOS MUERTOS CELEBRATION ( "Community Benefit "). The Parties wish to enter into this Agreement to establish the terms and conditions under which the City will provide funding. 2.2 Public Purpose. The City, by recommendation of COUNCILWOMAN AMEZCUA, believes there is a public purpose in supporting the Community Benefit because it will ENGAGE INNER AND INTRA- CULTURAL DIALOGUE, COMMUNITY BUILDING, AND ART AND EDUCATIONAL OPPORTUNITIES FOR SANTA ANA RESIDENTS. The foregoing is a. general description of the public purpose, and is not necessarily the only public purpose to be gained from the Community Benefit. 3. TERMS AND CONDITIONS 3.1 Use of Funds. The City has chosen to provide Recipient with ONE THOUSAND DOLLARS ($1,000) for a past event that was held on Saturday, November 7, 2015, because the City has determined that there is a public purpose to be served in supporting the Community Benefit. In executing this Agreement and receiving the funds, Recipient agrees to use the funds only for the purpose described and subject to the terms and conditions provided for in this Agreement. Should Recipient fail to use the funds for such purpose or otherwise comply fully with the terms of this Agreement, City shall have the right to terminate this Agreement and demand, the return of the funds pursuant to Section 3.2 below. 3.2 Te'rrr• Termination of Agreement. This Agreement shall take effect on the date first above written and remain in effect unless and until terminated by the City, The City has the right to terminate this Agreement upon one day's notice, with or without cause. Should the City terminate this Agreement, it shall also have the right to demand the immediate return of all funds provided to Recipient pursuant to this Agreement, as well as interest at the rate of ten percent (10 1/o) per annum. Notwithstanding the foregoing, the indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. EXHIBIT 2 25J -5 CITY oP SANTA ANA, DONATION AGREEMENT WITII EL CENTRO CULTURAL DU lY XIC0 Page 2 of 3 3.3 Waivers, Insurance or Other Obligations. For purposes of the City's protection, if the City determines that the £imds will be used for a purpose which may cause a significant risk of injury, the City may, in its sole discretion, require Recipient to provide certain insurance and participant waiver /release protections. This right shall be on -going and may be implemented by the City at any time, and all insurance and waiver /release forms shall be provided on forms, in amounts and with provisions acceptable to City. 3.4 No Oversight by Ci . Nothing in this Agreement shall be implied or interpreted as City establishing or providing oversight, control or approval of the Community Benefit or any activities conducted by the Recipient. 3.5 Indemnification. Recipient understands, acknowledges and agrees that Recipient shall assume all risks associated with the Community Benefit, including, but not limited to, the possibility of death or serious trauma or injury. To this end, therefore, Recipient shall defend, indemnify and hold City and its officials, officers, employees, agents and volunteers free and harmless from and against any and all claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any and all acts, omissions, willful misconduct or other activities of the Recipient or its officials, officers, employees, agents, guests, participants attendees, and contractors, including the performance of the Community Benefit or this Agreement, including without limitation the payment of all consequential damages and attorneys fees and other related costs and expenses. The only exception to the Recipient's obligations hereunder shall be for claims, demands, causes of action, costs, expenses, liabilities, losses, damages or injuries caused by the sole negligence, sole willful misconduct or sole active negligence of the City. Recipient shall defend, at. Recipient's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against the City, its officials, officers, employees, agents, or volunteers. Recipient shall pay and satisfy any judgment, award or decree that may be rendered against the City or its officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Recipient shall reimburse City and its officials, officers, employees, agents, and /or volunteers, for any and all legal expenses and costs inrwTed by each of them in connection therewith or in enforcing the indeninity'herein provided. Recipient's obligation to indemnify shall not be restricted or limited by insurance proceeds, if any, received by the City, its officials, officers, employers, agents or volunteers. The indemnification provisions of this Agreement shall survive any expiration or termination of this Agreement. 3.6 Entire Contract/Modification. This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. The terms and conditions of this Agreement may be altered, modified or amended only by written agreement signed by both Parties. 3.7 Authority to Enter Agreement. The person executing below on behalf of Recipient represents and warrants that the Recipient has all requisite power and authority to conduct its business and to execute, deliver and perform this Agreement. Each Party warrants that the EXHIBIT 2 25J -6 CITY OF SANTA ANA DONATION AGREEMENT WITII EL CENTRO CULTURAL DE MEXICO Page 3 of 3 individuals who have signed this Agreement have the legal power, right and authority to make this Agreement bind each respective Party. CITY OF SANTA ANA By: David Cavazos City Manager Attest: By: Maria D, Huizar Clerk of Council Approved as to Form: By Tom• j6fni M. Funk Assistant City Attorney EL CENTRO CULTURAL DE MEXICO a 501(c)3 NON - PROFIT ORGANIZATION By: Signature Name Title EXHIBIT 2 25J -7 25J -8 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: AMENDMENT TO AGREEMENT WITH RINCON CONSULTING, INC. FOR ENVIRONMENTAL SERVICES {STRATEGIC PLAN NO. 5,4) CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: _--. ❑ As Recommended ❑ As Amended ❑ Ordinance on lih Reading ❑ Ordinance on 2 I Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Authorize the City Manager and the Clerk of the Council to execute an amendment to the agreement with Rincon Consultants, Inc. to increase the agreement amount by an additional $65,000 for a total amount not to exceed $90,000 through December 31, 2017, for the provision of environmental consultant services, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION The City receives an annual allocation of Community Development Block Grant (CDBG) and HOME Investment Partnership Program (HOME) funds from the U.S. Department of Housing and Urban Development (HUD). All projects and programs funded by these federal grants must undergo environmental assessments and /or reviews. On September 12, 2013, the City of Santa Ana issued a Request for Qualifications (RFQ 1 -054) to retain a consultant with special skills and knowledge in the field of environmental consulting services. As a result of the RFQ, on -call agreements with the following firms were executed on January 1, 2014 in the amount of $25,000 each: 1) Rincon Consultants, Inc., 2) Dudek, Inc., 3) LSA Associates, Inc., and 4) TRC Solutions, Inc. Staff regularly requests quotes from the four consulting firms for environmental services. Based on previous history, Rincon Consulting, Inc. has been the most responsive and offers the most cost - effective services. Consequently, the Rincon Consulting, Inc. agreement only has a sufficient balance for one environmental assessment. On November 17, 2015, the City Council approved staff to initiate the administrative process to acquire real properties to provide for new open space using CDBG funds for the Raitt/ Myrtle Street and the 6th /Lacy Street park acquisitions. Staff requested quotes for environmental assessments from all four consulting firms currently under contract. In addition, staff outreached to two other environmental consulting firms due to the low response rate for the acquisition projects. The following responses were received: 25K -1 Amendment to Agreement with Rincon Consulting, Inc. December 15, 2015 Page 2 Consulting Firm Response Rincon Consulting, Inc. • Raitt /Myrtle project - $11,912 • 6th/Lacy project - $11,639 Dudek, Inc. • Raitt /Myrtle project - $24,750 LSA Associates, Inc. • No submission TRC Solutions, Inc. • No submission MDG Associates . No submission Placeworks • No submission Staff is requesting an increase to the Rincon Consulting, Inc. agreement to ensure sufficient funding is available to move forward with current and upcoming projects including: 1) Raitt and Myrtle Street Open Space Acquisition, 2) 6th and Lacy Street Open Space Acquisition, 3) Santa Ana Arts Collective Multifamily Housing Development, 4) approximately 15 to 20 single family rehabilitation projects, and 5) other currently unanticipated environmental assessment needs. Approval of this item will allow staff to move forward with environmental assessments required by the CDBG and HOME federal regulations. In addition, approval will ensure that the Raitt /Myrtle Street and the 6th /Lacy Street park acquisition administrative process remains on schedule for finalization of the acquisitions by March 2016. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #4 (Support neighborhood vitality and livability). FISCAL IMPACT Funds are available in various CDBG and HOME expenditure account (nos. 13518780 - 62300, 13518783 - 66220, and 13018780 - 62300) for anticipated expenditure in the current FY 2015/16. The expenditure plan for the additional $65,000 is as follows: Accounting Unit - Account FY 2015/16 FY 2016/17 FY 2017/18 13518780 -62300 $24,000 $9,600 $2,400 13518783 -66220 $14,000 13018780 -62300 $15,000 The expenditure plan is only as estimate and is subject to change pending the number of eligible CDBG and HOME projects, and anticipated expenditure amounts will be included in future fiscal year budgets. 25K -2 Amendment to Agreement with Rincon Consulting, Inc. December 15, 2015 Page 3 Kelly Reenders Executive Director Community Development Agency KR /JB /SV /sb APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez /,X, Executive Director a � Finance and Management Services Agency Exhibit: 1. Rincon Consultants, Inc. Amendment 25K -3 25K -4 THIS FIRST AMENDMENT TO AGREEMENT is made and entered into this 1V day of December, 2015, by and between Rincon Consultants, Inc., a California corporation (hereinafter "Consultant "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS A. City and Consultant entered into Agreement No. N -2014 -020, dated January 1, 2014, for a consultant having special skill and knowledge in the field of environmental consulting services ( "said Agreement "). B. In accordance with the terms and conditions of said Agreement, the Parties desire to add additional funds to said Agreement to ensure sufficient funding is available to move forward with current and upcoming projects. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions of said Agreement, except as herein modified, the parties agree as follows: /1/ Section 4, COMPENSATION, shall be amended to increase the compensation by an additional $85,000.00 such that the total sum to be expended under said Agreement shall not exceed $90,000.00 during the term of said Agreement. The compensation shall continue to be based upon the rates and charges identified in Consultant's Fee Schedule attached to said Agreement. Except as hereinabove modified, all terms and conditions of said Agreement shall remain in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to Agreement the date and year first above written. ATTEST: MARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: SONIA R. CARVALHO City By: Rya Ass RECOMMENDED FOR APPROVAL: KELLY REENDERS Executive Director — CDA CITY OF SANTA ANA DAVID CAVAZOS City Manager RINCON CONSULTANTS, INC. Stephen Svete Vice President 2 25K -6 RING ®N SERVICES Rincon successfully executes environmental consulting services by translating complex environmental issues into understandable concepts and recommendations. By assigning appropriate resources, conducting thorough and accurate assessments, and crafting appropriate solutions, our services streamline the function of government agencies every day. Our core areas of expertise are listed below: Environmental Planning • CEQA Compliance: Environmental Impact Reports (FIRS) Initial Steadies (N)/Mitigated Negative Declarations (MNDs) Categorical Exemptions — Mitigation Matiitoring Reporting Programs (MM12Ps) • NEPA Compliance — Environmental Impact ,Statements (EISs) — Environmental Assessments (],As) — Categorical Exclusions • Planning Services — General Plans and Specific Plans — Neigliborhood Planrdng arid Comniunity Involvement Programs — Contract Planning Services • Alternative Transportation: Pedestrian /Bicycle Planning • Corridor Studies: Rails to Trails, Roadway Widening and Utility Alignments • Caltrans Preliminary Environmental Analysis Reports (PEARS), Natural Environment Study (NES), Irdtial. Site Assessment (ISA) • Mitigation Monitoring Plan Implementation and Construction Monitoring • Storm Water Pollution Prevention. Plans (SWPPPs) • Noise Studies • Air Quality and Greenhouse Gas (GHG) Emissions Analyses • Water Supply Assessment • Peer Review of CEQA and NEPA Documents and Technical Studies Environmental Site Assessment and Remediation • Phase I and Phase 11 Environmental Site Assessments + Preliminary Endangerment Assessments • Hazardous Waste Characterization and Remediation: Soil and Groundwater Assessment, Groundwater Monitoring, Remedial Action Plans, and Closure Reports • Underground Storage Tank Removal and investigation + Site Remediation: Urban Redevelopment Remediation and Monitoring, In -situ Remediation System Design, and ConsLmiction, Monitoring acid Maintenance Health. Risk Assessments • Risk Based Corrective Action Modeling 25K -7 • Geological and Seismic Studies • Expert Witness / Litigation Support Biological Resources Assessment and Regulatory Compliance • Baseline Biological Resources Inventories and Vegetation Mapping • Rare, Threatened, and Endangered Plant and Wildlife Species Surveys • Wetland Delineations • Arborist Studies • Complete Regulatory Compliance and Mitigation Planning • Drainage /Wetlands Permits • Coastal Development and Grading Permits • Federal Endangered Species Act Section 7 Consultations and Section 10 Habitat Conservation Plans • California Endangered Species Act Permits and Natural Community Conservation Plans • Wetland, Riparian, and Upland Habitat Revegetation and Restoration. Planning • Construction and Mitigation Monitoring Cultural Resources • Cultural Resource Surveys • California Register of Historical Resources and National. Register of Historic Places Eligibility Evaluations: Archaeological Site Testing, Historic Built Environment Resource Evaluation • CEQA and Section 106 and 110 /Natural Historic Preservation Act (NHPA) Compliance Studies • Archeological Data Recovery Programs • Phase 1, 11, and III Paleontological Resources Analysis • Cultural Resources Construction Monitoring and Training • Native American Consultation Sustainability Services • Climate Action Planning • Sustainability Ordinance Development • GHG Emissions Assessment and Verification • LEED /Green Building and Neighborhood Consulting GiS and Graphics Resources • G19 Mapping and Data Management • Computer Aided Drafting (CAD) and Design • Grapluc Design and 3 -D Photo - simulation 25K -8 Rincon Consultants Standard Fee Schedule for Environmental Sciences and Planning Services Rincon Consultants' fee schedule is based on the time that is charged to projects by our professionals and support staff. Direct costs associated with completing a project are also billed to the project as outlined under Reiinbuesable Expenses below. The following sets forth the billing rates for our personnel. Expert witness services consisting of depositions and. in -court testimony are charged at a rate of $295 /hour. Photoconyin and Printim, Photocopies will be charged at a rate of $0.08 /copy for single -sided copies and $0.16 for double -sided copies, Colored copies will be charged at a rate of $1.00 /copy for single -sided and $2.00 /copy for double -sided or 11" x17" copies. Oversized maps or display graphics will be charged at a rate of $8.00/square foot. Reimbursable Expga es Expenses associated with completing a project are termed Reirrrbursable Expenses. These expenses do not include the hourly billing rates described above. Reimbursable expenses include, but are not limited to, the following. Y, Direct costs associated with the execution of a project are billed at cost plus 15% to cover General and Administrative services. Direct costs include, but are not Waited to, ldboratoni and drilling services charges, subcontractor services, authorized travel expenses, permit charges and filing fees, p'rinti'ng and graphic charges, mailings and postage, . performance bonds, sample handling and shipment, equipment rental other than covered by the above charges, etc. Communications charges and miscellaneous office, expenses (including PDAs, cell phones, phone, frtr, and electronic data transmittals, digital cameras, photo processing, etc.) are 'billed at 3% of total labor. 2. Vehicle use in company -owned vehicles will be billed at a day rate of $85 /day jbr regular terrain vehicle use and $135 per day far 4 -WD off -road vehicle rise, plus $0.851tuile for mileage over 50 miles per day. For transportation in eruployce- owned automobiles, a rate of $O,85 /mile will be charged. Rental vehicles will be billed at cost plus 15 %. 25K -9 25K -10 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: EL NINO EMERGENCY PREPARATION PLAN; URGENCY ORDINANCE UPDATING DECLARATION OF EMERGENCY PROCEDURES; PRE - QUALIFIED VENDORS FOR EL NINO RELATED EMERGENCY SERVICES {STRATEGIC PLAN NO. 1, 2E) -J- CITY MANAGER RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1a' Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER 1. Receive and file report on City's El Nino Emergency Preparation Plan for 2015 -2016. 2. Adopt Urgency Ordinance updating Santa Ana Municipal Code Sections regarding the City's emergency procedures and the declaration of an emergency. 3. Authorize the City Manager to approve up to $250,000 in expenditures for El Nino related services based on a pre - qualified vendors list, subject to non - substantive changes by the City Manager and the City Attorney. DISCUSSION NOAA, the National Oceanographic and Atmospheric Administration, is forecasting the arrival of El Nino weather conditions. Scientists predict that the El Nino conditions may: 1) produce rain generating water flow that will exceed the capacity of existing storm water infrastructure causing flooding; 2) create significant property damage; and 3) cause threats to health and safety. State emergency planning officials are encouraging cities to prepare for anticipated storms. City staff is preparing plans which will be described in a brief report to the City Council (Exhibit 1). In planning and preparing, staff reviewed the City's emergency procedures set forth in the Santa Ana Municipal Code. The Municipal Code provisions concerning the declaration of emergencies and emergency procedures should be updated to reflect modern emergency service planning and the current state of public safety staffing based on the City's contract with the Orange County Fire Authority and the relationship with an OCFA Division Chief responsible for the administration of emergency responses in the City. 50A -1 El Nino Plan, Urgency Ordinance, Funding Authorization and Pre - Qualified Vendors for Emergency Services December 15, 2015 Page 2 The City Council is asked to adopt the proposed ordinance (Exhibit 2) updating the Municipal Code. The ordinance will give the authority to the City Manager, followed by the Police Chief, and then the OCFA Division Chief in charge in Santa Ana to declare an emergency; it will remove the requirement for a Disaster Council; and the proposed ordinance will create efficiencies in the City's emergency planning and response activities. The proposed changes are intended to be an interim step in order to respond to El Nino. The City's emergency planning staff will propose a more comprehensive ordinance as they update the City's emergency plan. Given that El Nino storms may begin as soon as the end of December, the City Council is asked to adopt the urgency ordinance as provided for in Section 415 of the City Charter. "Any ordinance declared by the City Council to be necessary as an emergency measure for preserving the public peace, health, or safety, and containing a statement of the reasons for its urgency, may be introduced and adopted at one and the same meeting if passed by the affirmative votes of at least two- thirds (2/3) of the members of the council." Section 415 — S.A. M. C. For the reasons set forth in this report, staff recommends the urgency ordinance The Public Works Agency, Parks, Recreation, and Community Services Agency, the Community Development Agency, and Planning and Building Agency staff have all identified potential impacts of atypical rain events resulting in large amounts of rainfall in concentrated periods of time. Street flooding, tree emergencies, potential basement flooding in both public and private buildings are possible. Staff has identified service contractors that may be needed to respond to these rain and water related emergencies within the City. The City's Municipal Code allows for the City Council to dispense with public bidding procedures when it is in the City's best interests to protect health and safety, but this can only be done after the declaration of an emergency. Recognizing that an El Nino type of emergency can be better anticipated, staff and the City Attorney have prepared an alternative purchasing process involving the pre - qualification of vendors for the City Manager to authorize expenditures in advance of and related to El Nino event(s) for an amount not to exceed $250,000. By approving the pre - qualified list of vendors the City Council will expedite the purchasing process in the event of an El Nino emergency. The staff will be able to respond to situations prior to the formal declaration of an emergency by engaging those on the approved list and with funds authorized by the Council. The pre - qualified vendors will only be engaged to respond to El Nino related emergencies and only up to the amount authorized by the City Council. In the event that any expenditure exceeds the authorized amount, staff must follow the standard emergency purchasing procedures. The pre - qualification alternative is offered to increase efficiency and staff response time in the event of an El Nino emergency only. The list of proposed contractors and vendors is set forth in Exhibit 3. 50A -2 El Nino Plan, Urgency Ordinance, Funding Authorization and Pre - Qualified Vendors for Emergency Services December 15, 2015 Page 3 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #1 — Community Safety, Objective #2 (Broaden communications, information sharing and community awareness of public safety activities), Strategy E (Update the City's Emergency Operation Center (EOC) emergency preparedness plan to include a community evacuation strategy to respond to natural disasters.) FISCAL IMPACT Funding for El Nino related emergency events has been identified in the Catastrophic Reserve balance, in an amount not to exceed $250,000 for the period FY 2015 -2016 (December — June 30, 2016). If expenditures related to the El Nino storms are not incurred by the close of the fiscal year -end June 30, the assigned funds will be re- assigned back to the above - referenced account. Any future emergency related expenditures will be budgeted and available in the respective fiscal year during the budget process. While it is difficult to predict the extent of an emergency or whether El Nino storms will even materialize, staff believes it would be prudent to authorize the funding. APPROVED AS TO FUNDS AND ACCOUNTS: a Sonia R. Carval o Francisco Gutierrez City Attorney Executive Director Finance & Management Services Agency Exhibits: 1. City's El Nino Emergency Preparation Plan 2. Urgency Ordinance No. NS -XXXX 3. Pre - Qualified Vendors for El Nino related Emergency Services y (I J y' 1 I City of Santa Ana El Nino Emergency Preparation Plan The National Weather Service is forecasting a strong El Nino storm season approaching the 2015 -2016 winter months, which may bring heavy or sustained rainfall in the City of Santa Ana. Meteorological signs indicate some of the strongest El Nino conditions ever in forecast, stronger than the El Nino storms that occurred in 1982 -83 and 1997 -98, both of which produced flooding conditions in the region. It is possible that the City will experience double the normal amount of rainfall and intense storms which may overwhelm the City's drainage and flood control systems. In the event of back -to -back storm systems the weather conditions may not allow for normal maintenance and cleanup between storms, which may result in localized flooding or other emergency conditions. Multiple City departments along with the Orange County l=ire Authority and the County of Orange have undertaken several planning activities to prepare the City for the conditions that may be presented by El Nino. These efforts have been organized into three phases: 1) Mitigation /Prevention, 2) Preparedness, and 3) Response /Recovery. Mitigation and Prevention City departments have identified preventative measures that can be addressed now, before rain begins, which will minimize the effects of rainfall on the City's infrastructure and population to lessen the potential for danger to people or damage to public or private property. City's primary objectives for mitigation and prevention on public property include: • Continued or emphasized maintenance and cleaning of flood control channels and storm drain infrastructure; • Tree- trimming, debris /trash collection and related open or park space maintenance to minimize potential debris; and • Repairs, maintenance and protection of City buildings, particularly roofs and basements, ground floor or below- ground locations. City's primary objectives for mitigation and prevention on private property include: • Outreach to residents, businesses, homeless populations, local schools, and neighborhood associations to provide El Nino preparedness information and resources; • Urge that residential and business properties clear nuisances and trash to minimize potential debris; and • Outreach to commercial properties to prepare, inspect roofs and drainage systems, and remove potential debris items. Preparedness City departments have and will continue to respond to any hazardous rainfall event(s). identify, gather and organize resources to City's primary objectives for preparedness include: EXHIBIT 1 y Il • Accumulation and distribution of sand and sandbags for residents, businesses and City properties; • Locate and warn homeless populations residing in flood control channel areas; • Identification of supplies, equipment, vendors or contractors that may be required; • Identify any potential flood spots in the City using flood maps and past instances of flooding; • Prepare traffic detours and equipment for roads or intersections identified as potential flood areas; • Identify key staff for flood response and update of contact information; and • Formulation of a command structure, organization chart and activation triggers for any emergency response. Response and Recav®ry City departments have and will continue to further develop specific measures and procedures to respond to and resolve hazards once rainfall concerns occur. City's primary response and recovery objectives include: • Procedures to monitor and report weather forecasts; • Procedures to monitor flood control and storm drain infrastructure; • Pre - staging or callout of response staff and equipment; • Evacuation and /or warning of homeless populations residing in flood control channel areas; and • Creation of an Incident Action Plan to set priorities and develop response actions. For each objective, City Staff from one or more departments have been identified to take responsibility for creating a plan or gathering the resources to meet that objective. Several working group sessions have occurred and additional sessions will continue to occur throughout the winter months to fulfill these objectives and address any additional concerns that may arise. EXHIBIT 1 y 1 M SRC 12/15/15 ORDINANCE NO. NS -XXXX AN URGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA, CALIFORNIA, AMENDING DIVISION 3 OF ARTICLE IV OF CHAPTER 2 OF THE SANTA ANA MUNICIPAL CODE REGARDING EMERGENCY SERVICES WHEREAS, NOAA, the National Oceanographic and Atmospheric Administration, is forecasting the arrival of El Nino weather conditions in the winter of 2015 -2016; and WHEREAS, cities and counties throughout California are engaged in emergency planning in order to respond to the potential El Nino - related emergencies; and WHEREAS, in both the 1982 -83 and the 1997 -98 El Nino events, cities throughout the State experienced unprecedented property damage and many individuals sustained injuries, which in some cases resulted in fatalities; and WHEREAS, the City anticipates certain emergency situations in the event that the El Nino storms materialize as anticipated; and WHEREAS, Section 415 of the City Charter authorizes the City Council to adopt an Urgency Ordinance when it finds that the ordinance is needed to protect health and safety; and WHEREAS, the Council finds that based on the El Nino predictions and the anticipated consequences of storms this Urgency Ordinance is necessary; NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES HEREBY ORDAIN AS FOLLOWS: Section 1. Sections 2 -402 and 2 -403 of the Santa Ana Municipal Code are hereby deleted in their entirety. Section 2. The first paragraph of Section 2 -404 of the Santa Ana Municipal Codes is hereby deleted and replaced with the following, but all the subsections (1) through (9) shall remain unchanged: "The city manager shall be the director of emergency services. The fire chief shall be the deputy director, who shall act for the director in his absence. The director is empowered to:" Ordinance No. NS -XXXX Page 1 of 3 EXHIBIT 2 50A -7 SRC 12/15/15 Section 3. If any section, subsection, sentence, clause, phase, 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 hereby declares that it would have adopted this Ordinance, and each section, subsection, subdivision, sentence, clause, phrase or portion thereof, irrespective of the fact that any one or more sections, subsections, subdivisions, sentences, clauses, phrases or portions might subsequently be declared invalid or unconstitutional. Section 4. This Ordinance shall become effective immediately as an Urgency Ordinance under Section 415 of the City Charter. Section 5. The City Clerk shall certify the adoption of this Ordinance and shall cause the same to be posted as required by law. ADOPTED this day of 2015. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: `- 7 t " ")vA City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers Miguel A. Pulido Mayor EXHIBIT 2 y It m • Ordinance No. NS -XXXX Page 2 of 3 SRC 12/15/15 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana EXHIBIT 2 m • y Ordinance No, NS -XXXX Page 3 of 3 50A -10 Pre - Qualified Vendors for El Nino Related Emergency Services City Manager has the authority to approve up to $250,000 in expenditures for El Nino related emergencies based on this list of pre - qualified vendors. Vendor FM Thomas Air Conditioning Inc. JAC maintenance Chandlers Air Cond. & Refrid. AC repairs Marine Air Inc. AC repairs Bauco Access panels Powertron Battery Batteries Voice Shot Calls to 25,000 businesses West Coast Arborists, Inc. City Tree Service Darling International Inc. Clean up Starbucks Coffee Applied Technology Communications USMILCOM Inc. Communications Paulus Engineering Construction T E Roberts Inc. Construction Penhall Construction (Heavy) Ganahl Lumber Company Construction material Griffin Ace Hardware Construction material Home Depot Construction material Lowe's Construction material Woodward Ace Hardware Construction material Solario Construction Construction Services Orange Coast Hardware Construction supplies White Cap Construction Supply Construction supplies Dominguez General Engineering Construction& demolition Mariposa Landscape Debris Clearing & Cleanup Naranjo Landscape Inc. Debris Clearing & Cleanup American Wrecking Inc. Demolition Northstar Demolition & Remediation Inc. Demolition B & K Electric Wholesale Eclectic components County Circuit Breakers Electric components Curley Wholesale Electric Electric components Graybar Electric Company Inc. Electric components Williams & Maher Electrical Royal Wholesale Electric Electrical components Walters Wholesale Electric Electrical components R4 Electric Electrical Services Williams & Maher Electrician Eberhard Equipment I Equip Rental MT1 1 Pre - Qualified Vendors for El Nino Related Emergency Services Vendor United Rentals Equip Rental United Rentals Equip Rental Davis Tool Company Equipment & tools United Rentals Stores LLC Equipment rental Mardian Supply Equipment rentals McKong Printing Flyers for schools 65,000 Corner bakery Food Costco Food Domino's Pizza Food Sam's Club Food Smart & Final Food Subway Food FoodCraft Food services Papa John's Pizza Food services Sweinhart Electric Company Inc. Gas & Diesel engines JG Tucker and Son Inc. Gas detectors components NAKA General Contractor United Equipment Rentals General Equipment Bat Jac Glass Glass Bat -Jac Glass Glass McFadden -Dale Hardware Hardware & fittings McMaster Carr Supply Hardware & fittings Shamrock Supply Hardware and fittings Central Services, City of SA Homeless Information 1600 Flyers City of Santa Ana Central Services Homeless Information 1600 Flyers Orange County Hose Hoses and fittings ATI Insurance Carrier Belfor Insurance Carrier Ewing Irrigation Irrigation system components Imperial Sprinkler Supply Irrigation system components Fed Ex Office Laminate printing business card size Santa Ana Blue Print Laminate printing business card size Hills Bros Lock & Safe Lock maintenance & repair Connelly Machine Works Inc. Machining B & B Metals Metal supplies Southern California Edison Motor testing AMEC Foster Wheeler NPDES services All American Asphalt Paving Excel Paving Company Paving Hardy and Harper Inc. Paving Verizon Phone service Ryan Herco Products Corp. Plastics fittings Russle & Sons Plumber Coast Plumbing Plumbing 5LQA.r 12 Pre - Qualified Vendors for El Nino Related Emergency Services Vendor Cost Plumbing Heating I Plumbing supplies United Site Services Portable restrooms ePower UPS Services Power Services OC Pump Pump & Repair OC Pump Pump services Orange Coast Pump Pump services Orange County Pumping Pumping and Alleviating Flooding Talley Communications Radio system equipment Industrial Metal Supply Raw material Hertz Rental Generator Repair Repair Sery -Pro Restoration Restoration Services Cassidy Roofing Inc. Roof repairs Chapman Roofing Roof Repairs CIS Roof Repairs Riteway Roofing Roof Repairs TECTA Roof Repairs Broken Wheel RV RV rental & service Industrial Shoe Safety shoes Red Wing Shoe Safety shoes Waxie Sanitary Supply Sanitary supplies Cedelco Construction Secure /Board -Up of 10 Properties Real Estate Consulting & Services Secure /Board -Up of 10 Properties SLS Property Solutions, Inc. Secure /Board -Up of 10 Properties Civic Center Lock & Safe Security & locks G4S Security Security service G4S Secure Solutions (USA) Inc. Security services Houston and Harris PCS Inc. Sewer line repair EPL Solutions Inc. Sewer main service Alan's Lawnmower and Garden Center Small engine repair Ocean Blue Environmental Service Storm Drain United Storm Water, Inc. Storm Drain United Storm Water Inc. Storm water capture Hardy and Harper Street Repairs (Large) All American Asphalt Street Repairs (potholes) Athens Services Street sweeping Home Depot Supplier Irvine Pipe Supplier Irvine Pipe Supplier Walters Electrical Supply Supplier Walters Electrical Supply Supplier APR Consulting Inc. Support staff Applied Industrial Technologies Testing instruments Omega Industrial Supply Inc. ITesting instruments Grainger Inc. ITools & equipment 50AA 3 Pre - Qualified Vendors for El Nin "o Related Emergency Services Vendor California Barricade Traffic control California Barricades Traffic Control JCL Barricade Company Traffic Control Statewide Traffic Safety Traffic Control Cesar Vargas & Associates Translation Lisa Hall & Associates Inc. Translation services Certified transportation Transportation Great Scott Tree CO. Tree Company Pacific Coast Arborist Tree Company West Coast Arborist Tree Company J & G Industries Inc. Uniforms Underground Service Alert Utility marking United Water Works Water fittings Golden Meters Service Inc. Water meter repair General Pump Company Inc. Water pump repair Orange County Pumping Inc. Water pump repair Weber Water Resources Water pump repair Diamond Environmental Services Water pumping Ocean Blue Environmental Water pumping Orange Coast Plumbing Water pumping Double Barrel Environmental Water purification Clinical Laboratory of San Bernardino Water Quality Testing Hach Company Water Quality testing supplies HD Supply Water system components Irvine Pipe & Supply Water system components C Wells Pipeline Materials Inc. Water system fitting USA Bluebook Water system fittings Iwater Inc. Water systems mapping Waterline Technologies Water treatment chemicals Praxair Welding supplies 5LO rrrl4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE; ORDINANCE TO REAFFIRM A BAN ON THE CULTIVATION AND DELIVERY OF MARIJUANA (STRATEGIC PLAN 1; 3; 4; 5) CLERK OF COUNCIL USE ONLY: ;w•-• --F ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO lyl���1111i1:T Adopt an ordinance to reaffirm a ban on the cultivation and delivery of marijuana within the City of Santa Ana, DISCUSSION Both federal and California laws generally prohibit the use, possession, and furnishing of marijuana. However, the Compassionate Use Act of 1996 ( "CUA ") and the Medical Marijuana Program ( "MMP ") removed certain state law consequences from the ability of qualified patients to obtain and use marijuana for medical purposes. In 2013, the California Supreme Court held that cities could regulate or ban medical marijuana dispensaries. On November 4, 2014, the voters of the City of Santa Ana approved Measure BB (Ordinance No. NS -2864) to regulate the establishment, operation, and taxation of Medical Marijuana Collectives and Cooperatives. This Ordinance amended Chapter 18 of the Santa Ana Municipal Code and included sections that addressed operational standards, business taxation requirements, and enforcement regarding medical marijuana collectives. On October 9, 2015, Governor Jerry Brown signed three bills (AB 243, AB 266, and SB 643) that regulate marijuana from "seed to sale" in the state of California. Specifically, AB 266 provides local control to ban cultivation and delivery services of marijuana. For municipalities that elect to ban cultivation and delivery services, AB 266 requires that local government enact specific ordinances to ban the cultivation and delivery services of marijuana within their borders. The voter approved Ordinance NS -2864 addressed on -site cultivation and impliedly addressed delivery services of marijuana within the City. However, the language of AB 266 requires that cultivation and delivery services be expressly banned by March 1, 2016. 50B -1 Ordinance to Reaffirm a Ban on the Cultivation and Delivery of Marijuana December 15, 2015 Page 2 The proposed ordinance supports and reaffirms the objective of Ordinance NS -2864 and promotes the health, safety and welfare of the residents of Santa Ana. It is recommended that the proposed ordinance is approved. Failure of a local government to ban cultivation or delivery services would allow the State of California to allow such activity within that local government. STRATEGIC PLAN ALIGNMENT Approval of this Item supports the City's efforts to meet Goal #1 Community Safety, Goal #3 Economic Development, Goal #4 Government Financial Stability, and Goal #5 Community Health, Livability, Engagement and Sustainability. FISCAL IMPACT Approval of this ordinance will have no fiscal impact as there.,are no new associated costs. Hassan Haghan!, ICP Executive Director Planning & Building Agency Exhibits; 1, Ordinance Sonia R. Carvalho City Attorney City Attorney's Office 50B -2 SMS 12/15/15 ORDINANCE NO. NS - AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO REAFFIRM A BAN ON THE CULTIVATION AND DELIVERY OF MARIJUANA WHEREAS, in 1996, the California electorate approved Proposition 215, the Compassionate Use Act of 1996 ( "CUA"), which allows a patient, with a doctor's recommendation, to use marijuana for medical purposes without the fear of prosecution or arrest; and WHEREAS, in 2003, the California legislature passed Senate Bill 420 (Medical Marijuana Program Act [ "MMP "]) which amended the Health and Safety Code to permit the establishment of medical marijuana dispensaries for the distribution of marijuana for medical purposes; and WHEREAS, in 2013, the California Supreme Court held that cities could regulate or ban medical marijuana dispensaries; and WHEREAS, on November 4, 2014, the voters of the City of Santa Ana approved Measure BB (Ordinance No. NS -2864) to regulate the establishment, operation, and taxation of Medical Marijuana Collectives and Cooperatives. This Ordinance amended Chapter 18 of the Santa Ana Municipal Code and included sections that addressed operational standards, business taxation requirements, and enforcement regarding medical marijuana collectives; and WHEREAS, on October 9, 2015, Governor Jerry Brown signed three bills (AB 243, AB 266, and SB 643) that regulate marijuana from "seed to sale" in the state of California. Specifically, AB 266 provides local control to ban cultivation and delivery services of marijuana. For municipalities that elect to ban cultivation and delivery services, AB266 requires that local government enact specific ordinances to ban the cultivation and delivery services of marijuana within their borders; and WHEREAS, Ordinance NS -2864 addressed on -site cultivation and impliedly addressed delivery services of marijuana within the City; and WHEREAS, the City of Santa Ana has a marijuana is not distributed in an illicit manner, in and welfare of its residents and businesses, and within its borders; 50B -3 compelling interest in ensuring that protecting the public health, safety in preserving the lawful use of land Ordinance No. NS -XXX Page 1 of 3 SMS 12/15/15 NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA ANA DOES HEREBY ORDAIN AS FOLLOWS: Section 1. The City Council hereby adopts the recitals and findings set forth above and in the request for Council action -staff report prepared in connection with this ordinance. Section 2. Article XIII of Chapter 18 of the Santa Ana Municipal Code is hereby amended as follows: Chapter 18 ARTICLE XIII. MEDICAL MARIJUANA COLLECTIVES /COOPERATIVES 18 -620. Compliance with this article and state law (e) Cultivation of marijuana or medical marijuana is prohibited anywhere in the City. No person, including a qualified patient or primary caregiver, shall cultivate marijuana or medical marijuana in the City. (f) Delivery services of marijuana or medical marijuana are prohibited anywhere in the City. No person or business shall operate delivery services of marijuana or medical marijuana or mobile dispensaries within the City. Section 3. The City Clerk shall certify the adoption of this Ordinance and shall cause the same to be posted as required by law. ADOPTED this day of 2015. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney B, _ v- andra M. Schwarzmann ,k City Attorney Miguel A. Pulido Mayor 50B -4 Ordinance No. NSAXX Page 2 of 3 SMS 12115/15 AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA HUIZAR, Clerk of the Council, do hereby attest to and certify that the attached Ordinance No. NS -XXX to be the original ordinance adopted by the City Council of the City of Santa Ana on , and that said ordinance was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 50B -5 Ordinance No. NS -XXX Page 3 of 3 MEW R �` R A4111 \_ LOA 114 0 CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: CONTRACT EXTENSION FOR OFFICIAL DEPOSITORY SERVICES ( "BANKING SERVICES ") FOR SIX MONTH PERIOD COMMENCING JANUARY 1, 2016 RECOMMENDED ACTION CLERIC OF COUNCIL USE ONLY: APPROVED [] As Recommended ❑ As Amended ® Ordinance on 1®' Reading 0 Ordinance on 2nd Reading El Implementing Resolution 71 Set Public Hearing For CONTINUED TO FILE NUMBER 1. Adopt a resolution extending JPMorgan Chase Bank, N.A. ( "Bank ") as the officially designated depository for the City of Santa Ana for six months commencing January 1, 2016 through June 30, 2016, with an option exercisable by the City Manager and City Attorney for a further extension of six months. 2. Authorize the City Manager and the Executive Director of Finance and Management Services Agency to execute an amended agreement extending the existing Bank Depository Services ( "Banking Services ") Agreement (A- 2010 -204) for a six month period (January 1, 2016 through June 30, 2016), with provision for an optional additional six month extension (July 1, 2016 through December 31, 2016), exercisable by the City Manager and City Attorney, for an amount not to exceed $22,500 per each six month term, with provision for payment of claims for a six month period following the termination of said amended agreement. DISCUSSION The Treasury and Customer Services Division ( "Treasury Division ") of Finance and Management Services Agency is responsible for maintaining all banking transactions for the City, Successor Agency, and the Housing Authority. Banking Services utilized include, but are not limited to: daily deposit processing, check clearing, ACH, wire services and account reconciliation. The current contract for full banking services with Bank will expire on December 31, 2015. In order to ensure the City is keeping up with best practices as they relate to banking technology, banking services, and to assure competitive pricing staff recommends that the existing Banking Services agreement be extended for six months to afford the City the time necessary to comprehensively evaluate competitive offers for future banking services. 55A -1 Contract Extension For Official Depository Services ( "Banking Services ") December 15, 2015 Page 2 To that end the Treasury Division is in the process of preparing a Banking Services Request for Proposal ( "RFP ") for these services in March 2016. To allow for the possibility that the RFP selection process may result in the City selecting a new banking services provider, staff recommends that a six month extension of the proposed amended Banking Services agreement be accompanied by an option, exercisable by the City, for a further six month extension to permit a smooth transition to a new banking services provider, if necessary. The proposed amended Banking Services agreement shall be comprised of the Amendment to Agreement together with the following documents referenced as follows (collectively attached thereto and incorporated therein as Exhibit A): • The City's RFP 10 -018, issued March 31, 2010, as amended and supplemented by Bank's responses to such RFP, inclusive of all appendices other than the Account Terms and the Consolidated Service Terms contained in such response. • The Account Terms and the Consolidated Service Terms documents respectively signed by Bank and City on November 19, 2010, as each may have been subsequently amended by their respective terms. • Bank's City of Santa Ana account analysis statements for the month of September 2015 setting out all applicable bank fees. The recommended six month extension period will commence January 1, 2016, and subject to any early termination rights in the current Banking Services agreement, expires on June 30, 2016, unless the City exercises its option to extend the proposed amended Banking Services agreement for an additional six month period. During this extension period and any further optional extension period exercised by the City, the following would apply as continuations, modifications, and /or enhancements to the existing Banking Services agreement: All bank charges ( "Bank Fees ") will remain the same as those described in City of Santa Ana's account analysis statements for the month of September 2015 (subject to increases in deposit insurance assessments, which would be passed through as and when incurred). STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #4 City Financial Stability, Objective #1 (Maintain a stable, efficient and transparent financial environment). 55A -2 Contract Extension For Official Depository Services ('Banking Services ") December 15, 2015 Page 3 FISCAL IMPACT Monthly bank fee balances not offset by earning allowances on compensating balances maintained with Bank in accordance with Banking Services agreement will be deducted from interest earned on account balances deposited into account no. (09401001- 24000). Net Prior & Current Banking Services Bank Fee Costs (6 Month Period): Monthly Net Bank Fee Balai iscal Year Six Month Period 2013 -14 07/01/13 — 12/31/13 2013 -14 01/01/14 — 06/30/14 2014 -15 07/01/14 — 12/31/14 2014 -15 01/01/15 — 06/30/15 2015 -16 07/01/15 — 12/30/15 Bank Fee Costs $46,067 $38,311 $37,720 $35,645 (Anticipated) Net Future Banking Services Bank Fee Costs (6 Month Period): Fiscal Year Six Month Period Bank Fee Costs $0.00 $0.00 $0.00 $0.00 Monthly Net Bank Fee Balance 2015 -16 01/01/16- 06/30/16 $41,894 (Projected) 4iu.uu 2016 -17 01/01/17 — 06/30/17 $36,978 (Projected) $0.00 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance and Management Services Agency,�Vr WH Exhibits: 1. Resolution 2. Amendment to Agreement 55A -3 55A -4 RESOLUTION NO. 2015- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA EXTENDING THE DESIGNATION OF JP MORGAN CHASE BANK, N.A., AS THE DEPOSITORY FOR CITY OF SANTA ANA FUNDS, EFFECTIVE JANUARY 1, 2016, AND DESIGNATING SIGNATORIES AUTHORIZED FOR THE PURPOSE OF WITHDRAWAL OF SAID FUNDS BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1. The City Council of the City of Santa Ana hereby finds, determines and declares as follows: A. The City Council of the City of Santa Ana ( "City ") has declared a policy of designating a bank within the City to act as depository for the demand deposits of City funds. B. The City having previously designated JPMorgan Chase Bank, N.A., 1300 North Main Street, Santa Ana, California ('Bank "), as the banking institution that shall receive and act as depository for City funds and trust funds in control of said City, beginning January 1, 2011, and continuing for a term of three (3) years, plus two additional one year terms, hereby extends the designation of Bank, as the depository for City of Santa Ana funds through December 31, 2015, and thereafter beginning January 1, 2016 for an additional six (6) month term, with the option to renew for a further six (6) month period exercisable by the City Manager and City Attorney, unless sooner terminated. Section 2. The Executive Director of Finance and Management Services of the City is hereby authorized for and on behalf of the City, and as its officer and agent, to sign City of Santa Ana checks for the withdrawal of said funds so deposited, both by facsimile signature machine - imprinted upon City checks and by manually affixed signature upon City checks. Section 3. The Treasury and Customer Services Manager of the City and the Assistant Finance Director of the City are hereby authorized for and on behalf of the City, and as agents of the City and deputies of the Executive Director of Finance and Management Services to sign City of Santa Ana checks for the withdrawal of said funds so deposited by manually affixed signature thereon. Exhibit 1 Resolution No. 2015- Page 1 of 3 55A -5 Section 4. Said Bank is hereby authorized and directed to pay out from said City funds to the payees respectively designated on any City checks, signed in the manner and by either of the persons hereinabove authorized, in the amounts shown on the face of said checks. Resolution No. 2015- Page 2 of 3 'P�PM APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney Z Z — ByAK� Jt�-- Lisa Storck Assistant City Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY 1, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No.201 5-XXXto bethe original resolution adopted bythe City Council ofthe City of Santa Ana on Clerk of the Council City of Santa Ana 55A-7 Resolution No. 2015- Page 3 of 3 a y • AMENDMENT TO AGREEMENT THIS AMENDMENT TO AGREEMENT, is entered into on this 15th day of December 2015, by and between JPMorgan Chase Bank, N.A., (hereinafter "Bank "), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "City "). RECITALS: A. The parties entered into a banking services agreement (Agreement #A- 2010 -204) dated November 19, 2010 (hereinafter "said Agreement ") by which Bank has provided banking services to City. B. The term of said Agreement was three (3) years effective January 1, 2011 with an option, exercisable by City, to extend said Agreement for two (2) additional years ending December 31, 2015. C. In accordance with the terms and conditions of said Agreement, the parties wish to amend the term of said Agreement ( "TERM ") to provide for an additional six (6) month period ending June 30, 2016 with an option, exercisable by the City Manager and City Attorney, to renew said Agreement for an additional six (6) month period covering July 1, 2016 through December 31, 2016. D. In accordance with the terms and conditions of said Agreement, the parties wish to amend the compensation afforded Bank under said Agreement ( "COMPENSATION ") to cover the additional period ending June 30, 2016 and any additional optional period exercised by City. E. In accordance with the terms and conditions of said Agreement, the parties wish to amend the rates and charges ( "BANK FEES ") afforded Bank under said Agreement to reflect Bank's most recent City of Santa Ana account analysis statements. F. Amended Agreement shall be shall be comprised of the Amendment to Agreement as set forth herein together with the following documents referenced as follows (collectively attached hereto and incorporated herein as Exhibit A): i. City's RFP 10 -018, issued March 31, 2010, as amended and supplemented by Bank's responses to such RFP, inclusive of all appendices other than the Account Terms and the Consolidated Service Terms contained in such response. ii. Account Terms and the Consolidated Service Terms documents respectively signed by Bank and City on November 19, 2010, as each may have been subsequently amended by their respective terms. iii. Bank's City of Santa Ana account analysis statements for the month of September 2015 setting out all applicable bank fees. Exhibit 2 55A -9 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: Pursuant to said Agreement as hereby amended, "COMPENSATION" shall be as follows: City agrees to pay, and Bank agrees to accept as total payment for its services, the rates and charges ( "BANK FEES ") identified in Exhibit A. The total sum to be expended for the period from January 1, 2016 through June 30, 2016 shall not exceed $22,500.00. The total sum to be expended under the additional option period shall not exceed $22,500.00. 2. Pursuant to said Agreement as hereby amended, "TERM" shall be as follows: This Amendment to Agreement shall commence on January 1, 2016 and terminate on June 30, 2016, unless City Manager and City Attorney exercise City's option to extend the Agreement for an additional s i x ( 6 ) m o n t It period ending December 31, 2016, or unless terminated earlier in accordance with said Agreement. 3. Pursuant to said Agreement as hereby amended, "BANK FEES" shall be as follows: All bank fees will remain the same as those described in Bank's City of Santa Ana account analysis statements for the month of September 2015 (subject to increases in deposit insurance assessments, which will be passed through to City as and when incurred). {Signatures on following page} 55A -10 IN WITNESS WHEREOF, the parties hereto have executed the Agreement the date and year first above written: ATTEST: CITY OF SANTA ANA MARIA D. HUIZAR DAVID CAVAZOS Clerk of the Council City Manager APPROVED AS TO FORM: SONIA R. CARAVALHO City Attorney By:-Zr,° Lisa Storck Assistant City Attorney RECOMMENDED FOR APPROVAL: BANK Francisco Gutierrez, Executive Director Finance & Management Services Agency 55A -11 Kerwin Deese, Vice President Government Banking JPMorgan Chase Bank, N.A. Tax ID# 134 -99 -4650 55A -12 EXHIBIT A 55A -13 JT Morgan April :10.2010 Christine Duarte Treasury Manager City of Santa Aria 20 Civic Center Plaza, M16 Santa Ana, CA 92701 Subject: Response to RFp No. 10 -013 for Banking Services Dear Ms. Duarte, JPMorgan Chase Bank, N.A. ( "J.P. Morgan ") is pleased to submit our response to your Request for Proposal for Banking Services for the City of Santa Ana ("the City'). The intent of our response is to demonstrate our banking services expertise, service levels, and commitment to what we at J.P. Morgan refer to as the Government, Healthcare, and Not for Profit segment. As the City continues looking for ways to become more efficient and reduce costs, we understand selecting effective partnerships becomes increasingly important. Our focus and commitment to YOU is to deliver "Best in Class" products and services that not only meet, but exceed your expectations. Our approach is one of alliance and partnership. Our job, as we see it, is to bring value added solutions to complex treasury management issues, provide comprehensive support and technical assistance, and harness every appropriate resource our organization has to offer, as you need it. As you review the proposal response, we hope you will find that we have carefully reviewed your requirements and presented solutions that address your current needs. You will also observe that we have the flexibility to adapt to your anticipated needs, such as leveraging technology to incorporate more automated solutions. We believe a steadfast relationship can be built by understanding your organization and providing thoughtful advice. Regularly scheduled relationship reviews help to enhance working partnerships overall. We believe the following key elements set us apart from the competition in meeting the needs of the City of Santa Ana: Access to Expertise As a leading provider of cash management services to more than 3,700 public sector clients, we can leverage our in -depth industry experience, financial stability, and ongoing investment in technology to ensure our solutions meet your needs. By partnering with J.P. Morgan, the city will have access to accomplished leadership, exceptional bankers, and service professionals who have been serving the needs of this sector for several years. As you may note in the response, our leadership is evident in the comprehensive solutions customized for the government sector including automated clearing house transaction processing, aniline solutions, liquidity and short term investment solutions, and image technology solutions. 1'76 7 5%',rn Ka i n a i i A r eo,uz. I9aoi Ii i I IIC.( A4X;yCwS1 "re Ev1,hoi u,, 779- 83J -d73Q 55A -14 Dedicated Client Service Team: While we enjoy the benefits of a global organization, J.F. Morgan recognizes the importance of local delivery. As a J.P. Morgan client you will be served proactively by both a dedicated Banker and client service professional who will manage and respond to your day to day banking needs. Amy Rutz, your relationship manager and Georgina Gomez, your client service professional, are dedicated to the City's relationship and as such, your primary points of contact. Your treasury sales relationship manager is Manish Patel and is dedicated to the government segment in Southern California. Client satisfaction Is the key. We rank #1 among the top ten banks nationwide in customer satisfaction and #1 in turnaround hme for problem resolution. We also understand the importance of a smooth transition of the treasury management solutions discussed in this response. The City will have a dedicated project manager to facilitate the implementation of all services recommended in the proposal. In order to assist with the City's transition to J.P. Moraan, we will waive afl fees for the first three lull months of nankin services. Stability & Commitment: In these turbulent and uncertain times in the financial markets, it is important to do business with a strong and steady financial partner like J.P. Mdorgan. While our competitors are continuing to centralize banking service functions, we continue to maintain industry specific, dedicated support and expertise. Additionally, it is equally important to have a partner that consistently maintains client service resources and industry expertise. Investment in Technology: The financial strength of J.P. Morgan allows us to invest an average of $6 billion annually in technology, enabling our clients to achieve cutstainding operating efficiencies, improved accuracy, and enhanced operating margins. J.P. Morgan is among the leaders In leveraging full image technology across the organization as well as utilizing internet technology to facilitate payment processing. On behalf of your J.P. Morgan team, we thank you for this opportunity to submit our proposal. We are confident that we have presented a unique offering to help meet your overall treasury management objectives. We are available to answer any questions you might have about the technical capabilities, solutions, and pricing outlined in this proposal. We are eager to begin a relationship with the City of Santa Ana, Sincerely, pf M ` J Amy Rutz Vice President, Relationship Manager ,IPruorgan nhmv Bark, NA, 17875 Von Karma awm i. 1900, L A 9261 I,Jgh,w 949. 1$.,17:74 55A -15 ArqH M 2010 FOI R FTI � 0-0 13 55A -16 J.P.Morgyan Proaposa f for the City ox Santa Anal JP ora��an t._7 ", ,r,l ,i ,1 }f f ,., ,. ;It'll' r : U �i�)'f fi,?" This document was prepared exclusively for the benefit and internal use of the party to whom it is directly addressed and delivered (the "Agency") in order to assist the Agency in evaluating certain products or services that may lbe provided by J.P. Morgan. J.P. Morgan is a marketing name tar the Investment Banking.., Asset Management and Treasury & Securities Services businesses as well as the Commercial Banking, Mid Corporate and Real Estate client segments of JPMorgan Chase & Co. and its subsidiaries worldwide. Securities, syndicated loan arranging, financial advisory and other investment banking activities are performed by J.P. Morgan Securities Inc. and its securities affiliates. Lending, derivatives and other commercial banking activities are performed by JPMorgan Chase Bank, IN.A, ( "JPMorgan Chase Bank ") and its banking affiliates. J.P. Morgan deal team members may be employees of any of the foregoing entities,. All cash management arran,guments, including pool Implementations, are subject to the satisfaction of legal. and credit due dif genre, The Ardency will be required to sign an agreement. with J.P. Morgan. J.P. Morgan does not provide advice on the fiscal 'issues related to treasury structures and recommends that the Agency consult with Its legal and tax advisors prior to entering into any pooling arrangement. The Agency is responsible for it:s own independent assessment as to the suitability and appropriateness of the services hereunder for the needs and requirements of Its business. J, P. 'Morgan is licensed under U.S. Pat Nos. 5,910,988 and 5,032,137. This proposal is subject to and conditioned upon a mutually agreeable contract between the Agency and J.P. Morgan. J.P. Morgan also requires execution of all applicable product and service agreements. This document may contain information that is confidential and/or proprietary to JPMorgan Chase & Co. Such Information is marked "confident'ial" and may not be copied, published or used, In whale or in pad, for any purpose other than as expressly authorized by JPMorgan Chase Bank, N.A @2009 JPMorgan Chase bank, N.. A. All Rights Reserved. The following is required pursuant to regulations adopted under Section 326 of the Uniting and' Strengthening America by Providing Appropriate Tools Required to intercept and Obstruct Terrorism Act (USA PATRIOT Act) of 2061: To help the United States government fight the funding of terrorism and money laundering activities, U.S. law requires banks and certain other financial institutions to obtain, verify" and record information that identifies each client that opens an account. What this means for our clients: Before opening a new account, we will require you to provide name, address, taxpayer identification number, and other information and /or documentation that will allow us to Identify the account owner(s), as required by law J.P. Morgan supports sustainable business practices and adheres to the principles of Oil m environmental sustainability wherever possible.. IIWr 55A -17 June 15..2010 Christine Duartar Treasury Manager 20 Civic Center Plaza. M14 Santa ,Ana, CA 92702 Subject: 13CSt amid Final it"ponse to RFP No. 10 -013 for Banking Services Dear Ms. Duaote.. JPlvdaagtan Chase Bank ("LP. Wlerrprm -) is pleascitt to have the opportur ity to help Ole City of Santa Ana (ahp. "City ") achieve and tnniotaaan a W01 rld class treasury and finance optrauon. We know meeting these financial enanatgoincnt objecitves is critical to your nnission and to circling C(minituoii expccltttiCanti I'm set nice excellence, This teller 9.9rrs1nutes oar "Best and 1 "naB - rmvponere to tDae RL"f' No. l!)WUl3 air Ranking Sgrlacfas tM�..( e.(,� +,W�' Sa eta Ana. You mccy han,c noticed in out proposal drat we suggested aome new treasury services such as Remutc Deposit (check image d+absmisy as ss al as ;t laanchasing, cif d praagrant, The Cily will he ah'Ic to select and implement pnnducis and seasices front J.A. Morgan that we know are hoportaot to you. We will he proactive in I"icning to your needs and finding the. right answers. Willie Ihcnc solutions can be essential tools for many trf our clients. eve rely on in person assessnec.rti. work with your team To fully design the most ,approlaicdc hanking plalforan for your future. ;'Ina " "gr5itirtic as.tist Indic time City ar (Sania Aner's transition ta,., t.,Aiurguei_ we,wi! r>ffrr a conversion ul�wance efir al to j2 rarnndhs ae nrrou it analysis charges do d,AOO wily a 'rant nf�3q,GQtI r nnalb tJrt{ rst contract y„enr iii nffyet nlfy ro iaxcrarred in th races4, a�' "erunvigg' it ankin relationship to us. 'I "foe floor :unouni wile fic in p 1p we to ensure that tire ,S28,5W of conversion cusis cstiirnaied by the Ctty are covered fully. if the City incurs less than 530.000 of anraly vis charges in fire first contract year, the remaining balance of" conversion allowance will be carried over Ira�sa tl'uc hrsl year until S30,000 in charges is reacherd, We would also like to clarify lie terrn length odour pricing prolroaal that wvas vrigrnally offered. Inadd =luau to file a aKrtrarted tivee sears th¢�,Crcnag.g"f- '(&red an naar nrunn.t ll will raganln Jtm41y�a�,ged.rh,gpF p h dx�r? oneyear rcatevvn! onttrnrx. This will kick in the prolxascd pricing for five yetrs if the City choaa.ses to extend the relationship after the initial three Years contract. Alone with the adjusimesnts in the offered conversion allowwancle and the pricing contract length we would also like to extend an tnareased Earnings Credit Rate 1" F3CR -) to the Crty, 'M}'aurfgyvpyhifyi trrarrucad air _E @,R f 0.60%and wee are inner' rstng that to 0.70%. J.p Morgan values the .stable dop linory halanc es chat trunic'ipalities provide and svre believe last you should be uvnapcnsated for thasc halances. We hope that tine htghcr ECR helps to cover carsts incurred as it %1tIes to convmxine to J_F"Morgan along, w iRh the uforcmurCioncc] conversion alIo wan cc. Should you have gluestiane regarding Tate' Best and Hricil° proposal iesponsmr, please da licit hesnarc to contact us, We are eager ter, begirt a suceassful ruhuiouship with the City of Sanfe ,Ana. sincerely .fawn r •�d�y Amy kufz Vice President, Relationship Manager Manish Patel Vice President 1 f rasury Sables Manager 17r" Well Ki,—n Avenue, Irvine, ':".92614 Teter aline 949487 19 Fa sr i41-.949 833 4737 ny . 'zylpmCha5e.ttmn 55A -18 Jane 1 >, ?P71.(1 Christine Duarte Treasury Manager 20 Civic: Center Plaza. M14 Srtn of ATut, CA 92702 Subject: Bast and Final Ctesponsr W RF? No. 10-013 for Banking Services Clean Ms- Duarte, 31 "Morgan C'liase Bank (' J.P. Morgan ") 'Is plcaased to hose the opportrunhy to help the City of $.runs Area (the "C iW*) achieve and maintain a world rlass n:easory kind finance. operadan. We know incering these bnnncial nhanagument objeclises iv critiQal to your mission and to meeting constituent expectations fi,a surdice ex,cellence.. This letter constetaetes our "Best and Fine l espunse to the RFI'Nn 10.0 -3 )r Aarrking Services far th_, City.gJ Santee Ana. )'on may have noticed in our proposal that we sugtgestcd some new Creasury scevaccs such us Remote Deposit (check itnagu deposit) as well as a purchasing Crud program. The City will he aWe ter select and implement products and sm icev from J.P. Morgan that we know are Important to you, We will be pronome in Vistening to your needs and finding the, right answers. While these .solutions can be essential took for many erf our clients, wv rely on in- person asscssmona work with your scam Ro fuHy design the most apprupriare banking ploutorm for your future. In order to as!F.(yf with 7lag 'tt a Saxtta. Nua`s rmnyilion to J.P. fl ?brs_aaa,_yi will jir a conversion allowance �ev+urd to 12 morilhs a account atxa v c harl,et,i to µpith a our of $3F1,nf k &dng,the,Iixxt crontraciYear to o act avy cy, ;ts tat a Y.p{Jtjse„pTacesp. nJ Cw uyizg ,{sat In {l{.k_ulg,Lglxlltgnship Po, rc.s. '1 he noor amount will be in place to en.suic that the $29,5W of conversion costs estimnred by the City are covered fully. If the City incurs pens than $30,000 of :rnaly sls charges m the Jim contract year, then u�enenninee balance of conversion allowance will be carris:d over lro2ast tlrc first Veal until S30.000 in charges us reached, We would also like to clarify the term length of our pricing proposal thre was originally offered, In a dnigtt ta�ihe contracted three, years thefprrrctn�. +ljjere,l in Amer pro oval will rernnnt trnchan¢erI t/ r e 1 ar lee (wilt one yyye relooved _ X,iq,& 'llos will loco: in the proposed pricing, for fine years If the City chooses to Mend Ore. retoui +kinship alter the initial trice years contract. Alu7ng with qhe adlust.mcnts in the coffered cemvemon allowance and the pricing contract length was would also (tike to extend an increased earnings. Cre chi Raw { "NCR "} to the City, We art jtt,ggTdylt hrG,SFd aig d'C, ' of 0.60%and wq,r re increasing, Matto 07 ©"'Jo-,_ J.P.Mo ,an values the stable deposomr�} balances" that municitralines provide and w e helicve than you should lie compcnaawd for those batiances. We hope chat [lie higher LCR helps to cover costs incurred as it rel,ues to converting to J.P_Morgan along with the afoicnremioned ccnsersian allowance. Should you have questions regarding orn `Bc%t and Final" proposal response. picase do not hestuire ni contnet us. We are cargo to begin a successful rulanonshop with the City of Santa Ana. sincere]% r Aniv Rut e Vrace President. Relationship M:mager Mwa esli Patel Vice President, Iicasury Sales klauager 17875 Von M(: mi:'vn Avenue, luvine, i A 92614 Telephone. 944.83 '39 Fa,:an {m: 444.833 -4737 any .ucsw}ponchase.com 55A -19 Pwop osai for the C lty of S ar Nr Area JT iY orcya t'S Exhibit A - proposal for Banking Services... ... — ...... ... - .... 1 Core Banking Services ............................................................. ..............................2 Exhibit B - Consolidated', Bid Form ..... ..................... ,........... ,... ........ .......... ... ...... ..51 Community Improvement Statement for the City of Santa Ana.. ...................... 53 Community Reinvestment Act (CRA) programs .....-- .......... .............................54 RelationshipManagement ....................................................... .............................55 Firm /Financlai Information ..................................................... .............................58 Scopeof Services .............................. m.................................... .............................61 General provisions....... ......... _ ......... _.........63 Legal Requirements 63 Either Requirements 64 Alternatives and/or Options 67 Additional Banking Servlces 69 Exhibit C - Additional Insured Endorsement.... ......... ................................. 70 Appendices Appendix 1. Performance Monitoring Reports Appendix 2. Business Resiliency Overview Appendix 3. ;sample Accmint Analysis Reports Appendix 4. Sairnple J.P. Morgan ACCESS (Reports Appendix 5, Transmission Specifications Appendix 6. Sample Implementation Schedule Appendix 7, Sample Agreements Appendix 8. Proximity Study Appendix 9. Repurchase Agreement Sweep Overview Appendix 10. Alternative Services party~ ii 55A -20 EXHIBIT A PROPOSAL FOR BANKING SERVICES. City of Santa Ana Proposal submitted by: Array Rutz Bank: JPMorgan Chase Bank, N.A. Address: 17875 Von Karmen, Floor p1, Irvine, CA, 92614 This proposal contains all of the information requested in the Request for Proposal, including the f6lowing: 1. Completion of Core Banking Services Responses 2. Consolidated Bid Form for Banking Service Charges 3. Copy of Monthly Bank Statement, and Account Analysis Report 4. Bank's Financial Information 5. Personnel Information 6. Statement relative to current or proposed participation /support for community improvement in Santa Ana. 7. Reference list 8, Additional Insured Endorsement. i -r Y Book Signattu Anry Rutz. Typed Name Vice President, Public Sector Relationship Manager Title 949- 833 -4739 T;iephone Number 6 55A -21 PnnAosa0 tortheG/tyof Santa Ana ���� K�� �^][l��.,^uWn � J,P, Morgan ericcmirages fransparency and understands that connili'lunication � fire key to, healthy business relationships. As the City of Sanla Aria's Relationship Manager, Amy Rutz will work with the City tu schedule requeoils for data, audit confirmations and vn site visits. The City's Dedicated Relationship Team J.P. Mu'gao,000ynizos this importan000i providing premier client service. VVe lake a ounou|<advo.tom")aPp,nuohin building relationships with our clients. Pvrtoioorcommitmer$ishovinQ\heapproFna1mindividua]sassignedto1heCity xro|adonmUip team. A skilled relationship team, made up of professionals with a variety of experbse, will provide individual answers by taking hirne1n understand your business, listening carefully and promciive|y providing targeted ideas ioenergoo your business. Gomez damm/d, Oversee the overall relationship ^ @feroompefifive miles Provide relevant cradit oplions ^ Offer appropriate investment alternatives ���� ��� �� ��� r*qn2 oym/v~*/�x�*/�,`/rv�/oo/r/xo',m�/xm/�qu//p�', o'mo/�/wr,, J,P, Morgan ericcmirages fransparency and understands that connili'lunication � fire key to, healthy business relationships. As the City of Sanla Aria's Relationship Manager, Amy Rutz will work with the City tu schedule requeoils for data, audit confirmations and vn site visits. The City's Dedicated Relationship Team J.P. Mu'gao,000ynizos this importan000i providing premier client service. VVe lake a ounou|<advo.tom")aPp,nuohin building relationships with our clients. Pvrtoioorcommitmer$ishovinQ\heapproFna1mindividua]sassignedto1heCity xro|adonmUip team. A skilled relationship team, made up of professionals with a variety of experbse, will provide individual answers by taking hirne1n understand your business, listening carefully and promciive|y providing targeted ideas ioenergoo your business. Gomez damm/d, Oversee the overall relationship ^ @feroompefifive miles Provide relevant cradit oplions ^ Offer appropriate investment alternatives ���� ��� �� ��� r*qn2 Propcss:,ai'lrtis thrr City of Santa Arta J.I ?Morc;an Your Treasury Management Officer, Manish Patel, will Help to maintain an appropriate account structure Tailor solutions specific to the City, using our suite of cash management products and Services Introduce new products and services as they becor e available Your dedicated Client Service Professional, Georgina Gomez, will: Serve as your central porn[ of contact for any inquiries, research issues and status updates across all product lines ,P11 ?if /,(/ ,Y): nr,n,n (f; i t M I(I , r If, fl) .s ,, ,,il ✓.t . Yes. Recognizing the importance of providing prernier client service, J.P. Morgan is commlitted to delivering a quality of service that not only meets the City's expectations, but also exceeds industry standards. Your CSP — A single point of contact for day -to -day issues and inquiries ,f.P. Morgan uses a cross - product support approach to customer service. If Georgina is unable to resolve issues at the initial po4nt of contact, she will engage the appropriate J.P. Morgan departmi on your behalf. Our CST's consult with product and operations experts, as needed, to deliver appropriate and timely resolutions with respect to client requests, while our Operations experts are responsible for managing research functions for client investigation requests. As your dedicated CSIP, Georgina will be the primary contact for any inquiries, comments or concerns. She can be reached during business houirs at 520- 878 - 2318. r:w ,t,�W"I ;tc„ t , „ is 'If , Yes. Although all Inquiries can submitted via contact with your GSP, we also offer clienf service contacts specific to product. Contact information and hours of availability are outlined below. Contact numbers will be provided during implementation. Depository Service Cash Services — 6:00 a.m. -3:00 p.m. PT, Monday through Friday. Gash Letter Services — 7:00 a.m. -3:00 p.m. PT, Monday through Friday. Controlled Disbursement The primary treasury service contact is available during standard business hours. Our Treasury Services Solution Center's hours of operation are from 5:00 a.m. PT to 5:00 p.m. PT. ACH The primary treasury service contact is available standard business hours within each time zone. Our Treasury Services Solution Center's hours of operation are from 5:00 a.m. PT to 5:007 p.m. PT. Hours of the Tampa ACH client service team are 5:06 a.m. to 3:00 p.m. PT, Monday through Friday. 55A -23 pRopt)sa� for the City of Santa Ana JYMorgan Wires , The primary treasury service contact is available standard business hours within each tirrie zone. Our Treasury Services Solution Center's hours of operation are from 5:00 a.m. PT to Technical ` Our Technical Solutions Group JSG) is available to assist you with your J.P. Morgan ACCESS inquiries around the gibbe Sunday 5:00 p.m. PT through Friday 5:00 p.m. PT. mo/e'w, ',///, /�,/o om.*ne/o///`� xoI'v,,a'/y/mo'� /xm/ r '1/�,mv/m m'./wo/v////* *oww,'r/^, /xomaoa �11mm,nf �)/odmme4 xm/�,, Our goal is to have systems and products available to clients at all times. In some cases, circumstances will exist that work against this goal, Whenever an interruption io experienced ur expected, the City will bm notified online via postings toj-P. Morgan ACCESS orbytelephone contact from Your dedicated CSP Please refer !o Appendix 1 for sample reports nf performance monitoring, which outline the types and length uf service interruptions. o,, m,uo'mxnm"/v,,' runI " ./»/r ;1 1 'a//o� Please refer to Appendix 2 for a copy of our Business Resiliency Overview. /nooaoov1 1vm/m n.xr,"/vo�emuouomvoryou,s, ,,wf , J.P. Morgan continuously monitors the performance of the producls and services we offer, Many measures are reviewed and monitored by key managers and resolution leaders, including senior executives on a daily, weekly, and monli basis through a variety of performance management processes described previously, Berchmarking J.P. Morgan has established industry based benchmarks and standards for its Treasury Services. These service level commitments are primarily used to ensure performance results are in line with service standards and meet our clients' business requirements and expectations. Through our client level report cards and service plans, we vvnrk with clients to establish performance standards that are tailored to their needs and expectations. These report cards and service plans are generally provided monthly to the client, and highlight our performance against client specific service standards. Key Performance Measures Depositoi,y Service We monitor the performance of all of our service areas. We measure implementation time, inquiry resciution and professionalism for all services. In addition, we also monitor specific metrics for a given service orproduct tu help ensure quality levels meet company and client standards. Controlled Disbursement Among the key operahonal measures we track related to Controlled Disbursement Services, are the following, Controlled Disbursement Timeliness Rate — Final Presentment Controlled Disbursement Repcirling Accuracy Rate — Final Presentment Pago4 ���� ��� �� ��m� Proposal for the City of Santa Ana JTMororan Among the key operational measures we track related to Account Reconciliation Services, are the following: Full Account Reconcilement Accuracy Rate Full Account Reconcilement Timeliness Among the key operational measures we track related to Positive Pay Services, are the following. Positive Pay Accuracy Rate Positive Pay Reconcilement Timeliness ACH Among the key operational measures we track related to ACH .Services, are the following: Origination File Processing Timeliness Percentage of client service inquiries actioned same day Average resolution time for inquiries not resolved during initial contact_ (Mires Among the key operational measures we track related to Wire Transfer Services, are the following: Wire Transfer Accuracy Same -Day Notification Timeliness Wire Entry Speed of Answer Wire Entry Average Abandon Call Rate Measuring Client Satisfaction J.P. Morgan's client satisfaction program is a continuous process. It consists of determining client needs through the annual client satisfaction survey and other client feedback mechanisms, prioritizing the opportunities for improvement and setting up action teams to address key drivers of service quality. These action teams develop and implement specific action plans for the organization, with accountabilities to improve key driver scores in the next survey. Since 1992, we have combined traditional market research methodologies with direct client feedback to measure the client experience on a continuous basis. Our satisfaction measurement practices focus on three key processes: New Business Implementation Client Service Support. Operational Quality Following is a brief overview of our client satisfaction measurement process. Objective: Measure and Improve the Client Satisfaction with: End -ta -End New Business Implementation Experience Treasury Service Product Performance and Delivery Client Service Quality and Client Service Officer Support Identify key drivers of satisfaction and improvement opportunities Measure individual performance and drive behaviors based on direct client feedback p ai)e 'r 55A -25 proposal for LWhe City of Santa Aria JT orcyan Methodology Electronic/web based survey with email push are directed to clients who: Have Implemented new Treasury Service Products in the previous month Have had frequent /direct contact with their Client Service Officer for inquiry support Survey processes are closely monitored to ensure we receive value added input from our clients while limiting the frequency of these requests. What We Measure Client satisfaction measurements associated with New Business Set -Up fall into the following categories: Overall Implementation Experience Implementation Process Quality (Timely„ Accurate, As Expected) Project Management Effectiveness Implementation Manager /Consultant Support Quality Systems Implementation Support Quality Post Set -Up Now Service Quality Top Improvement Opportunities. Client satisfaction with Treasury Services Client Service fall In the following categories: Overall Client Service Professional (CSP) Support Quality CSP Accessibility and Availability factors CSP Case Management Effectiveness CSP Timeliness and Responsiveness CSP Knowledge factors Effecfive of Alternative Service Channels (Solution Centers, Back -Up Support etc). Product Quality Satisfaction is measured for all core cash management products including Controlled Disbursement, Account Reconciliation, and Positive Pay Services, focusing on product feature, tunctionality and operational delivery. Communicating Results Client Level Review and Follow -up Client feedback and evaluations of our performance are provided on a weekly basis to Service and Implementation and Production Managers across Treasury Services. Each client response is evaluated, and where required, TS management contacts the client to follow -up on feedback or ratings that may require immediate attention. in cases where results to do not meet expectations, our Service and Implementation Teams conduct root cause analysis, formulate improvement strategies, review with the client and implement agreed upon action steps.. Performance Analysis and Opportunity Assessment On a monthly basis our Treasury Services Performance Reporting and Analysis group, provides a comprehensive review of client feedback results. This analysis not only includes assessment of performance against satisfaction standards and benchmarks, but also identifies key opportunities to improve the client experience on an overall basis. These results are shared and improvement actions identified through the Performance Management processes detailed earlier. Through the F rayiie 6 55A -26 Propcis,<:tl for khe City of Santa Ann J PMor (yan feedback we received directly from clients and the results of our internal performance measurement and management review, we have introduces improvements that have: Increased Client Satisfaction with Inquiry Resolution Timeliness Reduced time required to implement services Improved Post Set -Up Product Satisfaction Reduced implementation rework and errors Simplified our on- boarding or set up process H; J.P. Morgan is committed to the delivery of superior financial services and solutions driven by in- depth knowledge of client requirements and a commitment to high quality execution. Our quality assurance practices include a disciplined approach to process management; performance metrics and satisfaction indicators that are linked to client priorities; and employee merit -based reward and recognition programs. We have a number of ongoing quality management and improvement programs in place for our Treasury Services, as detailed below. Measuring and Managing the Client Experience Our quality management practices and priorities are anchored by a number of programs designed to measure and manage the client's experience with J.P. Morgan, Through formal market research, sales feedback and client satisfaction measures we continuously validate our client- driven performance metrics, and quality management programs to ensure alignment with the current and emerging needs of our diverse client portfolio. A. Market & Client Feedback Communication with clients is the most valuable step in the process. Included among our client listening processes .are the following: Market Research Through syndicated and proprietary research, such as the Phoenix Becht. Cash Management Monitor, Ernst and Young Cash Management Survey, Greenwich Corporate Cash Management Study and targeted in- person interviews, we validate our performance against key competitors and ensure that business strategies are finked to trends within our target markets. Client Satisfaction Since 1992, we have combined traditional market research methodologies with direct client feedback concerning their experience relative to the implementation, servicing and ongoing operational delivery of our Treasury Services. Rank Report Cards, Service Plans and Relationship Reviews J.P. Morgan's Treasury Services (TS) continues to be a leader in the development of client - specific measures of service quality and relationship management. The value of these client specific performance reporting and analysis programs has been frequently cited as a key differentlator relative to our competitors. In addition to providing an ongoing view of our performance relative the client's expectations, these plans ensure ongoing communication between the bank and the client and continuous process improvement. B. Performance Measurement In 1982, J.P. Morgan's Treasury Services Group, developed one of the first comprehensive performance - measurement systems in the financial services industry. This commitment to Ppirle T 55A -27 Pioposal for the City of Santa Anna ,JTMorii Improvement through measurement continues today across the full array of Treasury Services. For each measure, we establish performance benchmarks and service quality standards to measure our progress towards clearly differentiated performance. Coupled with our performance management processes, our measurement system reflects our commitment to continuous rn prove ment and best -in -class performance. BAt Critical Quality indicators in addition to measuring trio efficiency and effectiveness in implementing, servicing and delivering Treasury Services, J.P. Morgan continues to measure the BAI Critical Quality indicators. These indicators were developed by the leading US cash management banks in cooperation with the AFP (TMA at the tirne these were developedf and Treasury Strategies. They continue to be an important way for us to evaluate our performance and ensure that we measure what our clients have told us is most important to them. Service Quality Practices - High Performance Culture J.P'. Morgan has an extensive operational quality improvement program for its Treasury Services. Commonly referred to as HPC (High Performance Culture), this program leverages key elements of traditional Six Sigma and TOM (Total Quality Management) to drive service quality management processes to the front line. Performance Management Practices A critical component of our quality system is the continuous review of performance results and prioritization of improvement opportunities. We review key indicators on a daily,, weekly and monthly basis. Following, are examples of some of our performance reporting, management and review processes. Daily Production Assurance Review Under the oversight of the Commercial Production Assurance Center, every morning key product delivery managers and front line supervisors report on specific operational "wellness" indicators to assure that no systemic barriers exist that will prevent: the delivery of high quality cash management services for that business day. Weekly Operations Review On a weekly basis senior leadership within our Treasury Services Operations. Groups review the week's key business indicators. This weekly review includes input from Treasury Client Services on client inquiry trends for the week, or emerging issues identified by client services leadership based on direct interaction with our clients. Critical issues are assigner) resolrtion owners and corrective actions taken as appropriate. Client Experience and Touch (Point Review The Client Experience and I ouch Point Review meetings are cross functional forums that serve as platforms to folntly review key performance Indicators, client specific satisfaction resuilts, upcoming changes and events and escalated issues or opportunities. On a monthly basis, senior and mid -level managers representing Treasury Services operallons, technology, product management, client services and implementation meet with one key objective, identification of opportunities that contribute to an improved experience for our clients. Client Care In Instances where clients experience systemic or recurring challenges relative to theiir Treasury Service products, the client's key relationship advocates may escalate resolution to our Client Care process. Through Client Care, we manage service recovery plans on a client - specific basis, assigning accountability to specific managers within the business to conduct f- agr' 0, 55A -28 Proposal tor flue City of Saii Ana K��� ����� ��^��l����� ~��� root cause analysis, develop recovery 5 trategieS or action plans and implement solutions that eliminate existing barriers to consistent, high quality service ciLfivery. Overall, the corribirration of Market Feedback, Performance Measurement and Continuous Improvement provides a holistic and continuous view of the end-to-end client experience. Our processes and dedicated, expart resources ensure a focus on excellence in approach and an ongoing commitment tu deliver the highest quality products, services and solutions inthe marketplace today. JIP Morgan accepts compensation in fees, balances or a combination of the two, There, is no difference in unit prices based un method nfnon)pennohVn Fee Compensation. Customers can generally earn higher rates an investments than banks can pay in earnings credit, If a company chooses the fee compensation plan, it manages its accounts to minimizo collected balances and does not use balances to offset any service charges. The total service charge wif be debited from the designated accounts. ^ Balance Cnnmpensmli Customers ohnnuo 1n leave balances in their accounts to n1txet service charges, Accounts earn service credits fEarning Credit Allowance), a soft-dollar credit based on account balances. If the average balances support the activity, then the earnings credit allowance offsets the service charge. When balances are, not smircient to support activity, the difference io charged tn the customer hy direct debit to the account or, mcertain cases, invoice,. The Earnings Credit Rate is the rate used to value your average investable balance. J.P. MnrDeo assigns this rate considering prevailing market and competitive rate conditions. The rate iubased on the average of the current month's weekly auctions of the 91 -day Treasury Bill rates and rounded down to the nearest five basis points, less management-determined basis points. p/owo�meemxsam,' e s`n /` urnxorganaoa/y^swarmn8scoouma Vx Credit Rate (ECR) as of March 2010 wa� D 600," Based on hislorical rates, our managed rate tends to be higher then indexed rates. J.T)I, �gan iis offering the premium managed earnings credit rate to Ina City. This is the highest earnings credit rate available to our clients. J.P. Morgan account analysis earnings credits are based on the investable balance in each account in the analysis relationship. The investable balance represents the average daily positive collected balance less the reserve requirement. Most often the positive collected balance ioequal to the collected balance and the exception is the less common instance when there are negative collected funds io the account The Earnings Credit Allowance i» calculated aofollows" Avg. Investable Balance x ECH x Actual Days in Cycle, / Actual Days in Year Earnings Credit Allowance Page9 ���� ��� �� ��� :'mu/no/o,/or�m/^/'oxmn`eo/m�vo/u�eo/o,~Cuxxoonmnymx'w/^p�nm /on,x/scua/,/sorr/.w/»,��I u m 1 ylo ' w.��.m/�.^,/mx/�u/*�///a///,nCxyn,x//nn'/~mm// o/`mnax c�o//,oc'/��.mvp/`��/evvmao'mov//x,o»u/m'mwx�n'nnm`�mmnuom.x��«v'^�o,,*mo/mv v , rmp'x�nx�x''�~z/�rvo//�m�v' or�o.a /`u/�u//��/^o JIP Morgan accepts compensation in fees, balances or a combination of the two, There, is no difference in unit prices based un method nfnon)pennohVn Fee Compensation. Customers can generally earn higher rates an investments than banks can pay in earnings credit, If a company chooses the fee compensation plan, it manages its accounts to minimizo collected balances and does not use balances to offset any service charges. The total service charge wif be debited from the designated accounts. ^ Balance Cnnmpensmli Customers ohnnuo 1n leave balances in their accounts to n1txet service charges, Accounts earn service credits fEarning Credit Allowance), a soft-dollar credit based on account balances. If the average balances support the activity, then the earnings credit allowance offsets the service charge. When balances are, not smircient to support activity, the difference io charged tn the customer hy direct debit to the account or, mcertain cases, invoice,. The Earnings Credit Rate is the rate used to value your average investable balance. J.P. MnrDeo assigns this rate considering prevailing market and competitive rate conditions. The rate iubased on the average of the current month's weekly auctions of the 91 -day Treasury Bill rates and rounded down to the nearest five basis points, less management-determined basis points. p/owo�meemxsam,' e s`n /` urnxorganaoa/y^swarmn8scoouma Vx Credit Rate (ECR) as of March 2010 wa� D 600," Based on hislorical rates, our managed rate tends to be higher then indexed rates. J.T)I, �gan iis offering the premium managed earnings credit rate to Ina City. This is the highest earnings credit rate available to our clients. J.P. Morgan account analysis earnings credits are based on the investable balance in each account in the analysis relationship. The investable balance represents the average daily positive collected balance less the reserve requirement. Most often the positive collected balance ioequal to the collected balance and the exception is the less common instance when there are negative collected funds io the account The Earnings Credit Allowance i» calculated aofollows" Avg. Investable Balance x ECH x Actual Days in Cycle, / Actual Days in Year Earnings Credit Allowance Page9 ���� ��� �� ��� Prop o« - ;a8 tour` ttre City of Sannli Ana ., � i, h '. . _ , I , 1, 1 "f9O/W ,. J.P.Mor (ran As of April 2009, Basic FDIC Insurance provides coverage of deposit accounts up to $250,000 through December 31, 2013, for which clients are charged 0.13 %, The current Deposit Insurance Fee of 0.13% is charged to customers via a monthly assessment based on the monthly average positive ledger balance. The charge may be offset with an Earnings Credit Allowance. The deposit insurance fee is calculated as follows: FDIC rate x Monthly Average Positive Ledger Balance x (Days in Cycle 1 Days in the Year) Deposit Insurance Fee n „ J.P. Morgan clients are usually billed monthly. Other billing periods are subxect to negotiation. Depending on your billing period, deficiencies are reflected on the account analysis monthly, quarterly, semi- annually, or annually. J.P. Morgan would be able to provide the City with an annual settlement period that is being currently utilized. „rr - ; ", „il:a t a , , , , Yes, The City of Santa Ana's Electronic Account Analysis Statement will be available online, via the J.P. Morgan ACCESS portal, on the seventh (7th) business day after month end. All sections of your account analysis statement may be viewed, printed and exported through the Electronic Statements module. Analysis statements will be available in PDF, Excel and CSV formats. The City will be able to group specific accounts and billing relationships together for online analysis purposes, and create user profiles giving access to specific accounts or billing relationships as required. Automated Transmission It you require an automated transmission of your account analysis statement, we can provide a monthly file in an ASC X12 EDI 822 format on the sixth (6th) business day of the month. J.P. Morgan will offer our fixed pricing to City of Santa Ana for initial term of the contract which we acknowledge to be for (3) years expected to commence no later than ,July 1, 2010, with the possibility of an additional (2') years thereafter. Any price increases after tfre initial contract term will be agreed upon by our firm and the City of Santa Ana. p � V iI>nrctn t cl 55A -30 proposal for line Cify of Sarita Ana ��M� 1��� �°.�^,r ua�� & o De�u/u1 �n�//mn/� /owm, �x ,om,cmu � �'xv/o,oh� ',0m 1 1/e'� �u/rpu"o J.P, Morgan charges for the use of daily uncollected funds by applying a variable overdraft rate (based onPhnnn). This iu calculated using the following formula: Avg, Negative Collected Bal. x OD Rate x Actual Days in Cycle / Days in Year Negative Collected Balance Fee Additionally, a daily occurrence fee of $50 is a5sessed on a per-occurrence basis. These ices may be offset by Earnings Credit AUo`mmnter Your Relationship Manager, Arry Rutz, will handle overdrafts caused by funding failures. She will act diligently to contact and work with the City of Santa Ana to help ensure the account is processed appropriately, The calculation above is good for the term of the contract. o�/m/nx,a/�mnyo�um,ummmo��um,mx���ou//��n�4mms/�u,mm,/ J.P. Morgan will prepare an Account Analysis invoice each month, identifying all services provided to the City of Santa Ana, along with any fees or costs incurred by the City, o///uno/ ////' m:'wW� 'vw ,///o/�'x,/*apr�,moo/ow8an��nou/y�.� e�remo`�«xn�mm'ox/'vmn"�no Please refer to Appendix 3 for a copy of our sample account analysis reports. Please refer tc Exhibit B — Consolidated Bid Form for information regarding speclic cost or fees P,omo�m��mu/*n�/o/n,ump �oyxnh/o,o/xo�// pO/C/"mon'm` Qaylight¢verdraffi J.P. Morgan does not charge for either intra-day credit (IDL) or intra-day liquidity (Fed daylight overdraft) usage u1 this time, which i^ current market practice. Overnight Overdraft is calculated as follows: Avg. Negative Collected Bal. x OD Rate x Actual Days in Cycle / Days in Year Negative Collected Balance Fee FDIC insurance fee is calculated as follows: FDiC rate x Monthly Average Positive Ledger Balance x (Days in Cycle / Days in the Year) Deposit Insurance Fee Service Charge Credit is calculated awfollows: Avg, Investable Balance x ECR x Actual Days in Cycle / Actual Days in Year Earnings Credit Allowance page 1 11 ��� �� �����U JYM o. v/,..m/z ",,`,,`�/o�o/oo,o,�/'`mxx''`'u/ The City of Santa Ana will have the. abilily to reirieve daily balance and transaction reporting, vn|ine. The City sprxnurymro,mmtiunrnporting and tnmoouc/iooi"kadkm too |vvNbeMle web 'based J P Morgan ACC[95xynom J.P. Morgan ACCESS iynvaikibk:24 hours per day, uovo:(7)days per week (excluding minimat inainanarcP periods) wnj is accessible using any windows-based computer with Internet capabi|1y UmngJP. Morgan ACCESS, the City will be able to retrieve daily electronic reporting of all account activity, with debits and credits separately reported by account. Information is able to be irrip"ed iintn alf con-innn spreadsheet and database prograrns and includes account balance-s. along with all pertinend float intonnahnn. J.P. Morgan ACCESS casiri reporting service,, provide balance, Iransactiort and other ireasury rnanag*nnont infnrmoiinnlnr DOA accounts a1JP Morgan, au well aoaoonun1oatnihor institutions. Both U.S. dollar and non-U.S. dollar information can bo consolidated for reporting purposes. Any transaction posted to your DDA is reported wilin associated reference numbers, float und descriptive text. �. ���� ��� ������ � Pog.|z Proposal for the City of Santa Ana .J.I'Morgan Dasigned to be etfiicfunt, convenient and user - friendly, the web -based J.P. Morgan ACCESS system will help streamline the City of Santa Ana's operations by allowing the City to perform, the following functions cruline: Retrieve balance and activity reports (Prior and Current -day) Receive Bank Statements and Account Reconciliation Reports online for seven (7) years Transfer funds between accounts Initiate ACH and Wire transfers Place or revoke stop payments Qlndivlduallly or by range with immediate confirmation) Process ACH payments Inquire on check activity (Full history of check statuses within retention period) Decision Positive Pay items using check images (Payee verification & Stale (Dating) - Receive daily email notification of exceptions ( "Push Notification ") Submit positive pay issue and void records online through key entry or file upload View images of paid checks online for seven years (standard) Data Availability J.P. Morgan ACCESS offers a standard 10 calendar days of account balance and transaction data, with either 45 calendar days, 90 calendar days or one year stored upon request. Previous day reports can be generated for every day, or a range of days, in the current month. We offer a long -term storage archive, which saves information for no less than seven ('7) years and up to 10 years. J -P, Morgan ACCESS provides both prior and current -day reports including, but riot limited to, the following: Prior-Day Reports Balance Report —dally balance information, including closing ledger, collected, same -day available balances and total amounts for debits and credits posted to the account tJ.P. Morgan and other financial Institution accounts worldwide) Balance and Transaction Summary Report- -daily balance information, including closing ledger, collected, same -day available balances and total amounts for debits and credits pasted to the account, followed by a listing of debit and credit activity for the day, with a brief description provided for each transaction (,J.P. Morgan and other financial institution accounts worldwide) Balance, and Transaction Detail Report -- -daily balance information, including closing ledger, collected and same -day available valances plus total amounts for debits and credits. In addition, rmonth -to -date, previous -month and year -to -date averages are provided. Detailed fisting of credit and debit activity for the day is provided. Detailed descriptions for each J.P. Morgan transaction are displayed and may also be included for accounts at other financial institutions it provided by that Institution. (J.P. Morgan and other financial institution accounts worldwide) Checks -Paid Detail Report - - -- primarily provides die detail view associated to the Controlled Disbursement Funding Report posted check, ACH, ad,yastments and late presentment activity for current -day and historical periods (,I.P.. Morgan controlled disbursement accounts). Also provides check detail view for non - controlled disbursement accounts. Reports may be sorted by ascending check number or descending dollar amount (U.S. -based accounts only). Page 13 55A -33 Pnraposaf for rht1 City of Santa Arno JTMorcran Account Summary Report — provides a statement -like rendering of all credits and debits broken down by account, including balances Wire Advice Report— provides detailed information an incoming and outgoing funds transfer Transactions Statement Report by Location— provides individual transaction Information based on client- specified locations in a statement -like format Statement Report by Cumulative Range -- provides individual transaction information based on client-specified locations in a statement -like format EDI Detail Report (U.S. Accounts only) — A text -based report that provides a full detail of electronic payments and remittance payments in a human- readable report EDI Summary(U.S. Accounts only) — A text -based report that provides a summarization of electronic payments and remittance payments in a human - readable report EDI X12 820 (U.S. Accounts only) — A text -based report that provides an export-only text file of electronic payments and remittance payments in ANSI X12 820 Returns and Exceptions Report (U.S. Accounts only — A special report that conveniently combines check returns, Autornated Clearing House (ACH) returns and ACH notification of changes )NOC) into one report.. Thss report includes flexible search filters for date ranges, status, return type, amount and has a Comma Separated Value (CSV) export option that enable you to better manage your returns. Investment Report (U.S. Accounts only) — provides investment activity for an account, including The invested /sweep amount, interest rate /yield information, and interest or dividends earned. Loan Summary Report: (U.S. Accounts only) . -- provides a preformatted view of your loan position and includes transaction activity for the past 10 days. Current -Day Reports All non- text -based reports listed above are available for current day reporting, in addition to the following: Controlled Disbursement Funding Report— Interim and final clearing totals for controlled disbursement sites and accounts. Detailed check listings are available. (U.S.-based accounts only) Controlled Disbursement High Order Prefix (HOP) Report— provides the same clearing totals found on the funding report but also includes funding totals at a division level. Customized Reports Customized reports can be created through a set of filter criteria (e.g., date range, accounts, reference numbers, check numbers, transaction types, etc.) that can be saved for repeated use. You can run, view and modify all saved reports and quickly access saved reports from the "My Saved Reports" screen. Please refer to Appendix 4 for a copy of our J.P. Morgan ACCESS reports rc� Yes. J.P. Morgan ACCESS provides current and prior -day balance reporting, along with investment reporting and rate information. Information is updated throughout the business day for established accounts. Fa9p tau 55A -34 Pmog�)os at four the City of Santa A,rIa J.I'Mororan The frequency of the current -day information is based on the operating area of the bank. For funds transfer, letters of credit, securities and deposit transactions, information generally is available within minutes of receipt or creation. Update Times The City will receive prVor - day infounation by 6:00 a.m. PT with historical Information available for up to 45 days. Reports can be viewed online, printed, downloaded (Pt7F or Excel) or exported in a BAI2 or CSV format. [Detailed information (by account) will be available by 1:00 p.m.. PT. For wire transfers, letters of credit, securities and deposit transactions, Information generally is available within minutes of receipt or creation. Current -day information for ACH transactions will be available by 6:00 a.m. PT. r` , 01 ( ,,,s ,J f. !),[,(n.rrioo !„f if( S)ifw k ',1n.,A I, " /, "(I,� J.P. Morgan ACCESS and its toels are entirely Internet - based, requiring only a PC with high- speed Internet access, Internet Explorer 6.0 (or above), Adobe Flash Player 9.0 (or above) and Sun Java 1.6 (or above).. For optimal performance, we recommend adherence to the following hardware and software standards. Microsoft Window OF XP (SP2) Microsoft Windows Vista Business (32 -bite Operating Recommended: Microsoft Windows XP (SP2) System Note: J.P. Morgan ACCESS does not support the use of Apple Macintosh Microsoft Internet Explorerryw, (IE:)'7'.0 and 6.0 browsers Browsers (128 -bit encryption level) Recommended: Microsoft Internet Explorer 6.0 with Windows XP Adobe* Acrobatir7 Reada r+ 6.0" and above. Reader is used tar the following products. Cash Balances and Transactions Reporting, Funds Transfer Reporting, eSarvo'n Receivables Edges" or Payables Web Services"'T'. Reeomrnended Adobe Acrobat. Reader 6.0.1" Sun JavaIm IPlug-un - version 5 (updates 6 thru 11) and version 6 (update 3'). Java is used for the following products: ACH File Warehouse, ACH Initiation, Accounting 4.1, Corporate Actions, eServe, Funds Transfer Initiation, Global ACH, Other Software Liquidity Initiation, Receivables Edge, Supply Chair? Finance, ITTAN Online and Transaction Initiation. Recommended: Sun Java plug -in version 6 (update 3)'" Adobe FlashO Player 7.0' or later for Online Training. Compression software (W inZipC), etc.) - for clients who have elected file export. Microsoft Excel0k 2003 or above for clients using Cash Balances and Transactions Reporting to export data using °CSV Unicode ", which supports multi -byte characters. 55A -35 Proposal for the Ciry a� Santa A,na U��� �°��l��porcyan o 4'n,n,n«. ,,»mx'x,/nc'mau:o` , rp"'��, *) n,n//nm/ , )'` ; jnwr// u, xI , uexm`�,/�e Yes, J.P. Morgan offers two (2) primary storage options for archiving data, 1. Online via J.P. Morgan ACCESS Your primary monnation-reporting system, J,P. Morgan ACCESS, serves as a portal into a web- based rocvno|}iatinntnn} Puy"b|mu Web Services (PYVG). P age 116 ��� ���-36 Processor Recommended I.2GH7. or higher 512 MB RAM (minimum) Physical RAM Installed ReQorrimended� 1 GB RAM or more 3DO MB available free space (minimum) Hard Drive Capacity Recommended: 500 MB Internet connection Communications Recommended: high speed Internet connection with company and�or personal firewall Resolution Please check with your cornpany's technical support department to ensure the following e-mail addresses are not blocked Spam Blocking For Payables Web Servicos� Positive Pay: P _o Reverse Positive Pay! Bove—rsoF�g-sLtl-vgEI-YPW—S2Lhase�—com Internet File Delivery OFU): ReconciliatignlaV�SAchaseL.-q2-m —user __J ­pMi s,tir-angly recomm-ends work's"t-a-tions, are regularly updated with Important Windows and Internet Explorer security updateis. Regular virus scarps should be _1_c=mpleteLi� Wall,— 4'n,n,n«. ,,»mx'x,/nc'mau:o` , rp"'��, *) n,n//nm/ , )'` ; jnwr// u, xI , uexm`�,/�e Yes, J.P. Morgan offers two (2) primary storage options for archiving data, 1. Online via J.P. Morgan ACCESS Your primary monnation-reporting system, J,P. Morgan ACCESS, serves as a portal into a web- based rocvno|}iatinntnn} Puy"b|mu Web Services (PYVG). P age 116 ��� ���-36 ��. Kb I I��D~—� m,�`m, "^^ � ^~" ,... �, I h.lo i Check riquiry lipatures onable authorized users to. Ra1hovo mwqescd paid checks Iii oo the status ofun individual or range oyuhooko P|uca and revoke stop, pay/naoiu U��� �]�|��U00°����� ° ���°*�� Check inages are, available frie, day witer the check is presented and stored for sevon (7) years. Adokiooaly`theCitywiVhnvrihanpnnrtunitytndiemsionPnohivePaydemuon|ine.uyioydhack irrageSr POShlVo cay, PIGILIC.fingi lrna(Je-based dpeisionlrig, is described in greater detail as part of fire D|obuoanoeinfs section, bmlnwr The One Image CD ROM isa convenient way tv retrieve, onmand oar*gunzo check images. |magoaof the frnn1 and back of paid checks are Copturod. 'is well aa reports arid deposit 1ickuio. and "k,rodnnCD- ROM ln/ easy online access and review ThoChymoy opt 8/ use the poin\`a|/d' click Interlace k/ access reconcilement reports and bank f4o statMe The City can use niuIrple levels of search criteria (such as dollar arnouni, serial nUrnbp� account number and paid date) and mrinediafely retrieve any cheok image on your imnirkstaflon using a ofriple, Windows-based, poiW-and-click inleilace, The Ohio Image CD-ROM a-iso gives users lile ability \o print copies of inrages, incorporate thenri into word processing applications or email', or ever) send thorn an foxes directly f,nmworkstations. The One Image CD-ROM Ixovides sharp images (slrarper than microfilrn), image irckatron, zooNn capabilities and reverse video pn0e17 ��� ���-3K Proposal for the City, of Santa Arm JTMor (yan. The City may opt to receive the CD based on a weekly, monthly, quarterly, or custom schedule. Other options include receiving a single set or multiple sets of a CD, and having a single account or multiple accounts on the same CD. Each CD can hold 20,000 to 25,000 check images (front and back). CD -ROMs are shipped within five business days after cutoff. ✓ i,c 4,, ,i {,✓ u,r W ' "1"i61 o' , n ✓), N11, ,,I 1,1(i, l, 1p 1�,wb,ili°. f11 , The following information is provided on incoming and outgoing wire transfers on either a current - or previous -day basis. Deceived from party (inccming) By order party (outgoing) Dollar amount Unique bank reference number Client reference number Paid to party F Beneficiary information (if available) Date and time of receipt of wire instruction Fed reference number Straight- through or repair indicator FED /CHIPS reference and sequence number FED /CHIPS sequence number Online Wire Reports In addition to the data offered via the Balance and Transaction module, J.P. Morgan ACCESS offers reports specific to Wire transfers. Status Report Same day and historical summary level transaction information based on transfer status -- Entered, Approved, Released Pending Approval Report: Summary -level transaction information for transactions with the status "Entered" Pending Release Report° Summary -level transaction information for transactions with the status "Approved" Transaction Detail Report: Sarre -day and historical wire transaction detail and status; confirmation number will be included for wires with the status "Released" Lines Report: Detailed information for established predefined (repetitive) transfer Instructions Incoming and Outgoing Wire Notification The full wire execution and confirmation process is able to be completed within minutes of initiation. When a transaction is successfully released, the J.P. Morgan mainframe returns a 12- digit CCN number and the status changes to Released. The Status and CCN indicate that the transaction has been released to J.P. Morgan. The FED, Book, and CHIP reference numbers from the wire clearing systems will be reported on the main Funds Transfer Initiation page and in Funds Transfer transaction reporting. Reference numbers will be reported after the transaction status is updated to 'Released'. Reference numbers are available in real -time after a transaction is processed by the back office. pmrla:r U3 55A -38 P,or�osa]fo the {lIynt SnntmAno A��� ����� `0���1�/�^'^� �*�� uiewmmuoadwm elm u,*y�mo av^,wm oov oPA*oonmom oxam 0e1m000e1 mmmu^ a«oou^a omv"x. DOMES nnwoxc/m^mue^ Smmw."tnwe Pay Method FED v«w^Dam owmouv"o r°v.+kew^vm oon /mo Summary Upiurnaft bane Oeho Bank WeIM4Mmy By O'd.R F ayment Details oWdifiona rwom 26922540 mmvn Relmed pao*,xow Fedmammx t,oaawemur o57 1wwo wow`moo*,o /nAwCDT LX5tApPV0qe& 6'714990 QOXW2009 10 47 AM CD I Tu check that mfondwtruos|e/ was released, select trip Transactions Released Today filter nn the Funds T,onofer Initiation main vx/e$o. i o check for rejeded trwisactions, select the Transactions Rejected rrr Today filter. You can operl and rnodify the Vallue Date for any fransaction that appears under the Transactions Rejected Today filter Proactive CwnflonatimnOptions |naddih//M the standard on|inerepody available via ./.P.Movy:n ACCESS, there aelvvo(2) pn/ducts tie City may uooto receive noliffiug\|*ncf incoming and Outgoing fundatransfem proactively via "push` anhno|oyyr L»mctDufiey Using Direct Delivery, notifications are available via itimlitiple methods including pager, fax, enurypladommi| and uoanoryp1odernai|, The City will ho able 10 choose to have details o(a single 1ransmchnnoem to multiple ndividon|"/oddroeu000rbynnu|hp|e mediums toffi*same persnn Themeoom0o for pager and unonnryptodornail is||mi1ud displaying debit urcredit, omount. dale, and last 4digksuf the account number. With enc,yptndernmi|.anauthorizudCity user will click on a link to log into a wobsite, to see fufll details of ff ie transaction. T lie mhurmu1inn displayed in the encrypted emui||o also displayed |n the fax. nDo,mo0otifica0onRequest Notification Request enair.des clienis to tacolve notilicatiort via any eiraii-enabled device,. It displays Umi1od information (debiior credit, amount, date. iimm,ruqucsl:nurnbn/.J.P. Morgan Reference Number, and last 3digitoof the account nornbar). riot fuU advise, information. The Qly ounyped(y1hoorilo'ia(or\henukifioo\ion.uuchuadoUarm)ng°.da1mrao8o,1r*noeohnnnumbor. lheCitynana|souhangethecd/mriau1unytirnaviae5nmemndcanhaYernu|Up|a/u|000e\upai any given finoo. pu9e u ��� ���-39 Propoma/fmrHheC]rynf Saone8nm U���^���l�K���K� `���l�/� � ^ � ����o � The City will have the ability k;doognmto the rights p| each user oo the J.P. Morgan ACCESS p|mth/rrn, Products or) the portal are designed to accornirriodate a wide range of security options, including requests for mulfilde transaction approvals, demands for separate "enter" and "release' functions for users, dualconfirol among users, along with daily or transaction flimos. The separation of duties and approval workflows provide mecinarrsniq clients can, rise to help onnvoe1ha8nopomvnne|cunpmhonn\nanomo|innnincnmn`i1hmudo/nornprornisethoin1egri1yvf the, entillerrient datar Client security administrators can assign these specific transaction initiation privileges tousers. J.P. Morgan ACCESS security architecture provide-, authentication as well as authorization to, ensure that each User is permitted access to only the applications and functions established and approved far their use. When highly sensitive (value-lbearing or administrative) data is being transmitted between the User arid J.P, Morgan, additional security in the fonnnfadigital signature is required to ensure integrity. All communications between the User and J.P. Morgan are secured using SSL protected sessions Basic Authentication / Single Sign-on |n order tu establish auouaioo. line User must supply a valid War |D and Password. T hiss validation io/n°nxgedby commercially available yinA|° sign-on uuihenticmt|nn software. Once m User sign-on is complete, entitlements arc, verified for each User. The User's J.P. Morgan ACCESS screen displays only functions and accounts, for 4Z) which ho air she has been entitled access. R&ASamx0(V Only certain functions within J.P. Morgan ACCESS will require, an additional level nfnenunty� Security Administrator functions and Transai initiation entitlements (i Transfer, ACH, and Liquidi1vmodulao),|nffiese cases, Hie User must use their GooudD device tv sign onarid release value hearing transactions, The SecurlD RSA token device is a small, hand-held device, that g0harates a six-cligit secunty code every 60 seconds. This is referred to as a "token code". For these User,,, the token code must be Supplied with their ID and Password at sign on and again at the point ot transaction release. SccurlID technology provides a high level Of SeGUrily by authenticating each user and digitally signing each transaction. All of this is done, without the need for locally installed software or hardware. Once a user has received their SecurlD device, the start-up process isqoioK arid easy. 'SeCUrID s a registered trademark or tradernack of RSA Security Inc. in the 'United States and/or o�ho,rounhiao. Administration The City's security administrators will maintain established authentication IDs and digrial signature authority, Additional users can he established and approved using the, online onh|enlenl feature. A4n standard practice, J.p. Morgan requires two security administrators tub° involved iouser metupuodmainienannek>he|pdien1ummixhainreenonab|eavUit"onkuls.Addbiona||&|foocuhty administrators are to have product functions, two other security administrators must prepare and approve the proclucl furiction entitlements. Security administrators cannot request or approve product functions (p,g_ cash reporting, wire initiation, eto.) for themselves unless anaulbo,iz*d company representative has signed aopyuim|waiver. One security administrator eatab|iohou users for accounts, services (ACHin||aHivn. wire ini1ia1iun balance ropo�iog.oicJ and funohono(toanoucdnniohio8inn.tronaacdunapproval, releaser ' reporting, e1G.), while a different security administrator approves the users for the accounts, servtces arid functions established by the first security administrator. PA(jn2^ 55A-40 U��� proposal for the ��ifyofSmn�a��na «�,��l��ornn All actions taken within the portal are date/time stamped and associated to the user who performed them, providing a complete audit trail, Encryption -S5L Traffic between the browser and J.P, Morgan systems in protected via 120'bit SET encryption. Traffic un internal networks in also protected- ,I df, /vv//u'x/'a'e"''zg//'n/'.�x)////// /m fo ./ov///;/nuoaa/"I/o�o/ umxco r,u,/uemo/o:o/,aoo/mo/,,�nc/,c/ooeo,/v8anm�'oox/*x///zn�°/�ceom'rm�xoxn/o*nn W/e( ome'ym,f, ycmsh Our Santa Ana branch, located at 1300 N� Main Street, is less than a mile away from City Hall, wv,mmn / ,//,� m w,*/ The City will recerve sarne-day ledger credit for any deposit made prior to established cutoff times. Cutoff Times for Same-Day Ledger Credit Same-day ledger credit is given to deposits received by the following cutoff times: Branch dopunitn - -Cutoffdnnnsfn,depnsits received "tbranches differ bylocation. Local branch maragernent will inform your local representative of all cutoff times during the initial set upo( your depository business. Los Angeles Vault -8:O0pm. local time " Electronic Check Deposits via |DD-7:00pm.PT Wire and ACH transactions are performed in real-time with funds received available for immediate investment. oe��,unmeaa/m�xenu�//,e,p//,m,m/x�/xc/uoaco�'n.� Ulf, M�xnx�/�e��xe�m�/�ewmo� (umo», uupuv//g)) xa,c,r VVu understand that each deposit is unique and that h may net always bo convenient tnorganize deposits ino set manner. Our ubiootivuisto remain flexible for the City. J.P.&1n,gmo'` currency and coin depository policies are outlined below, Currency J.P. Morgan does not require that cash be deposited in standard straps, however, we do provide price incentives based un how the deposit io prepared. J.P. Morgan provides a Cash Services Product Guide that clearly illustrates the most advantageous manner in which deposits may be propared.C|ientovvhomakohighquo|iiy.prnpedyprepareddnpusitsreoeivathemnm{ advantageous deposit processing p/ioing` Coin We accept loose and rolled coin for deposit at vault, banking center and night drop locations. Regular deposits can contain up to $5 in coin. We prefer that larger coin deposits (greater than $5) Uo\o our corporate vaults using the plastic bags specifically made tv accommodate large Gain deposits, The bags should weigh less than 5Opounds. There are price incentives for preparing standard coin bags (sorted hy denomination into Fed- standard dv||uramnunts).a!ihnughvvew/i||accoptmixudandpartia|baQuuovvo||. Pn$vu1 55A-41 Propomn|tor the CHym{ Santa Ana NTM tn Bags J.P. Morgan requires a tamper evident, Iwo-pciuch "cash and check" plastic security bag, with one pouch being re-sealable ond Ill other tarnp*r'ovidenL One side of the bag must be clear toverify the contents, and [he hag number must be bar-coded on tine OUISIde Of lhe bag. We also squire the rise oidiopoowh|*i coin bags for coin deposits greater than $5.0O. JR Moigan provides its dients witin access to our own deposit bag vendor at preferred client prices. We have inifterrienled a full-service progrann tot ordening, billing arid droid-shipping deli bags to, client locafions. Bags aray be ordered online at www,chasebags.cum Or by calfirig this vendor directly e|o66'458-8AGS(@58-458'2247)hnm5 00 am.{n4:00 p.ro.i Additionally, yaor treasury management officer or cliwit services officer can assist you it you have any questions. VVedo not require clients 10 use the bank's bags |fclionio choose to provide their own bags, our deposit bag specifications and standards of security, strength and durability must be met. Supply Fees Deposit hck*1a find o1hm supplies can bo ordered directly hnm.).P. Morgan, Deposit tickets, endomennen(siaropymnUdepoui,uryhmgteesanchond|odmsuoirecidebi|tnyouronnount,xxAi|e other depository supplies inay be charged through account analysis. Po�o22 55A-42 Proposal for the City of Sanla Ana JTMar an Bags J.P. Morgan levies no fees above those charged by the vendor. The cost of bags to clients is the same as that paid by J.P. Morgan branches and vaults. Monthly billing can be itemized by Location on your statement and billed directly to your account or charged to your credit card. Fees include the cost of the bag and standard delivery via UPS Ground. Only sales taxes are additional, where applicable. Prices depend on the size of bag ordered. ,., .. , , (a .,, .. � f J. ,.. v ,. 1, r. <•r f, n , cl , n :ur, ?p> yaw 0(' ^Ngji')Vvd is Yes. As a global leader in check processing, J -P. Morgan is commdtted to staying on the culling edge of product development and providing our clients with the latest innovations. As one of the largest providers of U.S. dollar check services, J.P. Morgan is at the forefront of Check 21 planning and execution. In September 2004, J.P Morgan became the first bank to conduct a live pilot of image exchange with another financial institution. Today, we offer both a remote capture and ACH clearing solution for eligible items. Image Deposit Direct fiDD) Image Deposit Direct (IDD) is our end -to -end hardware, software and processing solution for eliminating paper check payments at client locations, drop boxes, and internal retail and consumer lockboxes. Using IDD, The City of Santa Ana will have the ability to: (1) Scan checks (2) Securely store them at a Web- accessible archive (3) Convert checks into ACH transactions and submit the images to J.P. Morgan processing centers for deposit and clearing. Remote Deposit via IDD offers the City an opportunity to: Reduce costs and risks associated with the physical transportation of check items to depository institutions Potentially accelerate funds availability from consumer items clearing as ACH transactions Streamline the collection of returned checks, which results in lower returned check fees Streamline receivables workflow process to gain additional efficiencies Access extensive information reports and transaction detail online Collapse and consolidate multiple regional bank relationships, Consolidate check deposit business and reduce deposit, sweeps, and wires expenses Reduce bank procurement fees (IDD is a complete end- to-end hardware, software and processing sclution) Raw, 23.. 55A -43 Propnsm| for 1hw City cif San[foAnm JTMoruan In ,msw":v*/oew`o~wY'ome ^a III opt u,ii � ^m as*mwwo^ pv/~poa*ou"m^000A Irn (ucnyr /m'cliam,e, xcx xxc ,mm^|mmis"Icmm°« m*m/tw Cret 11ot, mMo*w ^ma:uw�,w`owcx^, /.^«r�ww,,Cxec,,m,"omu"om ool� " J I ov wvammm`«,mv ^wmmpd|' an, /mwu|u^vovmau �uxm^,/^v^o,um tit W f mx m | ( | PP oe��� Vd, �em*mu wm0��r4% � wn�noe,oup ^c"ew�n'o ! ^ mmm�w om,00m i wvxoonmvemxm, ����� �*/�umu�~s�n ^c»�,�,./epo,a~��x '«v�o«r"*�«� ^coa�`om coined, "mi^mo for �� vbv,v�.m f,hmjp^yt*mmeiru,m|t wo»*� /mo*,mrxoovP mom� be, ,n/�oo ^rx*tx^ux"a't'`h,eou,m twrkz/ onm,J'wi,uv" ao,eovueiom Remote Deposit Overview City paycpq Initiate the process by submitting payments via drop box (ernictied daily), office visit, u/U3.I(|uokhox) |o^pwmuo payments and person-not-present payments are endorsed and nun through tha scanner ^ Relevant user-defined remittance data is entered (o0° up 10 10 addhiuna| ho|do of ixfvnna8innuonfiAurab|etuuaohdont'srequi,emenin--aco*uotounob*r.ouaiomwrnmrno. e(oj " Acheckporoontndin-pmrnonisma*odoo1hoohockxoaonnibn,nooad.Thevo|dedchaukio handed back to q)e presenter, along wild a receipt validating their acceplance of this convo"uIon. Tho City 'oiaino another copy of the reoaipt, which has been signed by the consumer, (nrhwo years (in accordance with NASHAroqui,emon\o)L ^ The City lo||own the applicable dnovmmo|d^uinuo|ionpolicy: VVenes:urnmrndiho\ihe original paper checks bo destroyed after 14duyo� The Image repository holds the images for 13 months and is accessible via the infernet. 8emu can b� scanned, virtually encoded and uploaded nna24x7basis. IIDD Standard Account is credited on a same-day basis with availability assigned vIa the apy|ioob|o availability nrhodu|e IIDD with ACH — ARC-eligible checks and nonconveirtIldle checks are aggregated into a single deposit on next-day basis. ARC-eligible checks are available the next business morning, while the nonconvertible checks are available. based on the applicable availability sci-ecolis Pago24 ���� ��� �� �m�m� Pi loosat for the C'Hy^ cA Santa Ana .JT Mor( an An image quality analysis dOA) is performed on each item and includes tests for: dots per inch (DPI), document length, document height, missing corners, streaks, darkness, noise, brightness, contrast, focus, skew, integrity and MICR match. mages that fail the initial image quality test are deemed suspect. These items are manually reviewed to determine it the deficiency (e.g., too light, Palled contrast, unreadable signature, etc.) is within the guidelines of Check 21. We pass fie items back into the clearing process if the decision is yes, since these items have a high probability of acceptance at the paying bank. These items will incur an additional day of availability. Images that are unacceptable, nonconforming images (NCls) are entered into the deposit correction system. The City will receive an adjustment notice advice as you do now for paper deposit items. The City can then either rescan the item or submit the item via paper deposit. The data from the imaged checks are sent to J.P. Morgan for clearing optimization. Items drawn on image - exchangeable endpoints will be cleared via image exchange. Items drawn on non - image- enabled endpoirits wN be cleared via image replacement documents (il also known as substitute checks). Eligible items are cleared via ARC. J.P. Morgan employs some of the most advanced ACH- eligibility decision methodologies in the industry to decide the most effective means of clearing items. Zero Administrative Returns (ZAR); Nonfatal ACH returns will automatically be re- presented up to two times based on your account setup. Preemptive Processing Intelligence (PPI): Ineligible item database logic ensures clearing as a check via image exchange or IRD. Notification of Change (NOG): The NOC database enables repetitive payment processing edits to ensure ARC processing. Deposit adjustments and return items are handled the sarne as paper items, The City can use the existing current -day and prior -day balance and transaction reporting that we provide for paper cash letters. These reports can be accessed via our information reporting systems. Security Our Internet -based solution offers 128 -bit encryption and Secure Socket Layer (SSL) protocols with data encryption to keep your transactions secure. Administrative Control The City of Santa Ana may configure Image Deposit Direct specifically according to the City's needs. Set up users, define user IDs, passwords and assign /delete roles for staff scanning documents, Gast Differential This solution allows the City of Santa Ana to use an integrated capture system to improve their receivables management process. Image Deposit Direct (IDD) can be integrated with your accounts receivables system. Integration to back - office accounting systems its available to provide a seamless payment rapture system. IDD offers a significant cost reduction by utilizing electronic imaging verses paper check presentation. Savings will be evidenced on a per item basis with increased availability on items imaged. Additionally, the City of Santa Ana will reap soft savings that will help City ernployees reallocate time from processing and delivering deposits. P iglie Iii 55A -45 Proposal for the City of Santa stars .J PMor�an Availability for each item is determined by the drawee bank endpoint, the time the deposit is processed, the availability schedule (number of days and fractional, which are based on our image exchange and image replacement document (IRD) clearing strategy, outbound transportation routes and our extensive check-clearing dfrastructure) and possibly the dollar amount of the item in some markets. We are able to offer aggressive availability due to our extensive direct send network. Our high- speed processing equipment sorts the checks in your deposit by endpoint or drawee bank, eliminating the need for you to presort. Each check receives availability based on your assigned availability schedule and the time of deposit delivery. J.P. Morgan has invested well in excess of $100 million to enhance our image infrastructure and capabilities. In depositary services to make certain that we remain an industry leader. We are a leading industry provider of Check 21 electronic imaging sa0utiions, Therefore, we encourage the City to take advantage of our remote deposit options. Our primary remote deposit solution, Image Deposit Direct (IDD)�, is discussed above _. 'i„ Lib i - ri,„ ✓f, a ri ,Ui ,� '.0 . �,i1: ,!i i i " I We recommend the use of our Los Angeles Vault, located of 1929 West Pico Boulevard. Same -day ledger credit will be given to deposits received at the vault prior to 8:00 p.m PT. ,flc o- 4 i !i %„ 15r. i r'�t Ails,ehl it 1 rt Kr All discrepancies are identified. Our standard practice is to credit you for the dollar amount reflected on the deposit ticket or in the electronic file. If an adjustment is warranted once the deposit Vs verified, the adjustment amount will then be posted to your account. Cash and check adjustment notifications may be slightly diiterent, however each notification will outline the following data: account number, location number, deposit bag number, customer name and address, deposit date, credit date, verified date, declared deposit amount, verified deposit amount, adjustment amount, adjustment reason„ denomination breakdown, processiing location, processing teller ID number and the approver teller ID number. We internally manage adjustments below a predetermined sundry amount without pasting the corrected entries (and related fees) to your account. Branch deposits — all cash discrepancies are posted to your account Check deposits Chase Quick Deposit I linage Cash Letter (ICI..) — not applicable as deposit must balance to be processed Paper un- encoded checks discrepancies less than $110.00 are written off Paper pre - encoded checks —, discrepancies less than $50.00 are written off Vault deposits all cash discrepancies less than $2.00 are written off Documentation The City will receive adjustment notificationsladvices via US, mail. Adjustment advices will be malted within one business day of verification. Page i"i 55A -46 proposal trtr tide C ify of Manta Aiwa JYMorill The vault also offers the following notification options to supplement the paper advice: E-mail - - -- next -day notification for all deposits and adjustments processed during the prior processing day Fax — next -day notification for all deposits and adjustments processed during the prior processing day Phone -- richfication by noon the following day for all adjustments greater the $100 Receipt Mailer -- mailed next -day for all deposits, adjustments and change orders processed during the prior processing day The adjustment will also post to electronic information reporting and the bank statement as a cash credit or debit adjustment with the dollar amount, store location number, original deposit amount, original deposit date, processing vault ID and an adjustment reason. .I (", .' J ( , ' io ) . ;6, wil w , A di i t rfl I;J Li11Li ?}' 1 ' -.r: , ' r�, , s' '"ly.. u, �• „h' ,r3 „nr , dLe f„ 'J %Ib I.i vr7N fu i. I -drh L' nn J. P. Morgan rnainta,ins a comprehensive database that details your return item handling instructions. During the check clearing process, deposited checks imay be returned by the paying bank for a number of reasons, including nonsutficient funds (NSF), uncollected funds, stop payment, account closed, etc. Most returned items are routed through the Federal Reserve System to our regional return processing areas. After processing your return items per your handling instructions, the returns system will generate a debit to your designated demand deposit account (DDA). The actual return items are matched to a return item advice and mailed to you via First Glass U.S. mail to the DDA statement address. The return advice lists the dollar amount and the reason for return for each item. Items being re- deposited are assigned availability and re- entered into the clearing system, Typically, re- deposits are not posted to your DDA nor do they appear on the return item advice. J.P. Morgan can provide a variety of optional services for handling return items to meet your needs. Return Item Advice Options Advices are generated throughout the day and are sent to you via First Class U.S. mail. They also contain the actual return items. The advices contain the following information: processing date (debit date), advice number, deposit account bank number, deposit account number, alternate chargeleack account bank number (if applicable)" store /location /lockbox number (if applicable), dollar amount of each return, return reason for each return, maker name for each return (if applicable), internal bank sequence number for each return and total debit amount for the advice. We offer following advice options: Standard Advice The standard advice lists up to eight returned checks. It location (store or lockbox) processing is requested, advices are produced by location. If "maker name" has been requested, the maker's name (first 'initial and last name) will be included on the advice. IF'age tt'A 55A -47 Prolaosalll lwnr @tm City of Santa Arun > �i�uond, ��rWvmV rld/iilanrU6�G�in�li0��rod�� Ir,ron��/�i.�;lva"ia Nu,,�w i , 1 1 �i / ,i JPM'urgar, Cha.aa S.nk, N . A.. JYMorgan t REASON SEQ d ITEM MOUNT Cash (Letter Advice — this advice will list all return checks processed during the current cycle. Multiple. advices may be created during they processing day. Extended Data Advice it extended data is keyed, additional fields appear on advice. Single item advice — each return appears on a single advice. Return horn Posting Options Single Item Posting - -- each return is posted Individually your account. Advice -Level Posting - - -- the account is debited at the advice level. End -of -Day Posting - - -- all returns for the days processing are posted as a lump stem to the account. Centralized Returns Returns can he consolidated from mulltilple depository banks into one central account at J.P. Morgan. Checks are endorsed with a unique routing and transit number, which directs the paying bank to direct returns to J.P. Morgan, regardless of the bank of first deposit. Return debits, data and Information reporting is centralized into a single account. All other check return services identified in this section can be used with centralized returns. Eligible checks returned for the first tirne can kre automatically re- deposited. J,P. Morgan can redeposit all returned checks, only checks under a certain dollar amount, or only checks greater than or equal to a certain dollar amount. Collection float for the re- deposited items will post to your account. Redeposit Posting✓Notitication J.P. Morgan offers three options: I . The redep'osit does not appear on either advice or post to your account. P�I(jo 28 55A -48 Prmpnsa| for t lip City ofSanta An':� JTMorii 2, The /odopoyit appears uw advice and posts au debit and credit to your account 3. The /odopnVit appears uo return item advice but does not post to your account Re-presentment via ACH UCC guilddines specify that the redepcsit of a paper item May occur only once. J.P &4u,guo'o Re-presented Check (RCK) service allows up\utwmre-deposits of eligible force. Ro'doAoxi|on`ay0000rnn*iinnotypup°/unduoo1herhyACH.u|v|u1woACHpneoen|ments with no paper radepoait The GAy of Santa Ana will be able to choose the date of the first ACH debit (e.g., art the next buninesoday.^^0epii"ovmboro(dayoinihofuturo[upin30dmyx].axpo*iUcdayufth:muoflh [such au the 1n1or151h]ur the end uf thernni The ACt I processing unit will set up the ACH file and send out the ACH debits for processing on your behalfr If there are any items that are not paid through the ACH presentments, ACH will debit your account and wilt nctih' you oi those items. Online Reporting AU/oturndeb|tuareavai|ublou«Une.v|mJ.P. Morgan ACCESS. The data mvai|ob|e will depend un the posting option (single item or|urop SUM) selected by the City. Current Day Periodically throughout the day, We Will update your available balances to reflect the return and oo-dopooiiod items that wo have processed Your available balance will b* reduced 10 account for the end-of-day posting of returned items and for redeposit floal, Each item will be a reportable transaction and will contain summary information (transaction type, check nun`be, and dollar amount). Please! note that our Returns Units wiI0 process all ferins received during the day Therefore, sorne items may not be processed until after your business day is over. Prwr Day Those reports are typically available by <l00 eurn. PT. Single-Itern posting data will include tho dollar amount the return reason and, if enabled, the store/location number and the maker name. The following data, if available, will also be included: the check nUrnber, the original deposit amount and the ohqma| deposit date. Lump-sum posting data will include the dollar amount, the o1ora/ooaUun number (it aoab|ed), the advice number and the number /di terns that are iodododio the dobh� Prior-day returns data are also available via a BAI transmission. TP Morgan offers autornated coin and currency ordering services (charge order services). You may request change orders as the need for coin and currency arises or establish a standing ordof via the telephone using our voice response unit (VRUh or through the Internet, These options are available throughall od our vaults and branch network. As-needed change orders can b* setup 24 hours a day, seven days a week and tip k/14 days k advance of the requested delivery date. We guarantee that orders placed prior to 1:00 p.m. local time will be available for armored carrier pickup by the end of the business day in the, vaults or ready for pickup the following morning u1 the specified branch. rago29 55A-49 Proposal fo,r thmClty of Santa Ana l[�������{�����«� � ][��� u ^ m ���u Aatonding order iwan established, ne bell live order that is prepared for a predetermined amount and delivered an predetermined delivery days (e.g , every Monday and Thursday) The amounts may vary hy delivery day, and orders can bm delivered daily Sunday !hrou0h Saturday subject to armored courier service restrictions. Depending on your company's needs, you can use one or a combination of both, nf these types uforders. Change orders will only be released to an approved arnriored carrier if they are picked up at one of our vaults. You, tnust contract with a local armored carrier to act as your agent to transport your change orders. You will need to notify J.P Morgan "/ the specific armored carrier you m/i|| use for each of your locations. Change-order delivery is basedl on armored carrier commitments and is typically scheduled for the following day nr within two pr three days from when the change order was picked Lip mt our vau|1. Security begins with JP. Morgan issuing the City two unique, confidential $yaternaccess numbers for each nf your locations Access numbers should be kept ina secure place arid should bwrav*m|od only io authorized associates w/|thin your organization When needed, you can charge existing access numbers by contacting your client services officer. We also establish daily order limits both at the relationship and location level based on your credit risk rating Finally, we designed our blind-order-filling procedures to provide timeliness and accuracy in a highly controlled environment. The total amount of your change order processed through our automated system is debited from Your aCCOUrt at J P. Morgan on the day the order is provided to your armored carrier or the day before the scheduled branch pickup All fees related 10 the change order are NUed through our account analysis system f70,10� flnd,7he(Jdy/e('uveu/hm6oxh/nah/�amnmsep*/nft,ft)ndofvu/xx/ry/n[h0*,n�wn�oy Ax poo,er*qu//emmnm.wh/chis Wbpovo//ah/*vn ono t�/hnu/000�61Thp,�/(orf 0h,0/be �n /M /eNoo *//hoe/o/of,"x4Y^�j O/wconun( �, upon nr�Uc«of,hwCdyoyJhi/n�n�o�ed/equ//�m�x� JP Morgan will be able to provide a safe deposit box at a branch for the City of Santa Aria's flash fund. This Safe Deposit box can be utilized t" hold the cash bundles that have been described by the City. Two authorized personnel from the Santa Ana police department would have the ability \* access this safe deposit box for emergency situations J.P Morgan employees m/|||allow the personnel tn access the area where the safe deposit boxes are held for easy withdrawal bkntify��ts ki the O(V /al O/nyrngm)n There |a no, cost to the City for this program. Page 30 ���� �������� � P/wp*m*|fo/IheCbyc1GuntoAna � �� �.��1��.Or(ran Yns, TheFondo Transfer |miiolmn and RepaninA Module o|JP k&nrgan ACCESS oMo/s tire UexioU8y ofpuym~niini1iulioo Via Ole |rdurnmi, along with amu|i|myerououh{ysyo\nmtuprotect the privacy and outhentici\yof users, data arid |rmnoac1mnn. The J ransacroii Initiation inDdule of J.P Morgan ACCESS will allow �he City to: Create US Dollar and irriulticuirency paymont transactions using predefined irepelifive,) and hon torrn/nrmo\o for accounts atJ.P Morgan (arid other financier ms1i$/uono) |ohiutotrano(omuptu15buaioeoudayop/kn|othweVectivodatpwiihtheFuto,e-Da1e oapaN|ily Enter Fednlra. book |u^osfe/ and CHIPS p°y/voniinn\ruc\iono and dravvdovvoo through a oingl000r000 lmpon paonac6000 Iii City xncnuniing,yn\emsumng the Wire |noporlFaoiMy trial auppn8o cornrnm-delmi1od files for otroam|medirAegra|iun Create check anddsdfpaymontm Generate Urav«dn+vn!:unio0nin*tp.e-ou<ab||ohodaocouv& E»\ab|iohF0rmignnx�hnn8noxtUcrncnt'S System Controls User entjflernentu are established by the City s SYMBFri Admirrisiraturs. Users r-nay he authorized to add, modify, cle|etp, approve aird/or release W11re fiarisactions, User enfillements can everi differ for napo,ir\ivovn ion- repetitive transactions. These feuturea enable fihe City inhalanco\ho desi,ode8ioienuyagainxf the deu|,edxuokuk; for w process that n»ooihooUyoomsiio your policies and opu'utiuoa|needo Poqeu ���� ��� �� ��U Plolocisal for the City of Santa Ana JTMorcyan In Transactions can be entered as either freeform or repetitive lines. For freeform transactions, all beneficiary and bank routing information must be entered each time. Repetitive Imes contain the complete banking information and beneficiary name and only the payment amount and value date need to be entered. There are two types of repetitive lines, bank verified and customer verified. Bank verified lines are established on the bank's back office system. Typically these can be. established in 24 hours or less. The control benefit of bank transfers is that no changes can be made, to the bank routing information. Customer verified transactions are different in that past transaction routing Information is saved, but it can be altered. A customer verified line is lust a saved 'freeform' transaction. Separate controls and dollar thresholds can be established for control purposes when granting user privileges to tailor the user rights consistent with good internal control procedures. .,t f,i ( 'i,'l i,l it )fl 1 .e e ., ?oWw,,"', rte. In the unlikely event of a failed wire transfer, our service staff will contact you immediately to discuss the transaction. The City may send issue files via the Internet or direct transmission. Internet -Based Positive Pay As part of a complete range of disbursement services available through our web -based reconciliation system, Payables Web Services (PWS), J.P. Morgan offers Internet -based Positive Pay Services. Accessible using the J.P. Morgan ACCESS portal, the PWS Positive Pay Exception Processing module will allow the City to send positive pay issues files via the Internet. Using standard browser software, this Internet delivery channel provides a foundation for secure, automated and traceable communications between the City and J.P. Morgan. File Transmission Issue data can be simply and flexibly supplied to J.P. Morgan via file transmission, uploaded to PWS, or manually keyed into PWS. If the City opts to send issue files via direct transmission, we recommend reviewing the transmission specifications provided in Appendix 5. Technical Support The City of Santa Ana's primary contact will be Georgina Gomez, the City's dedicated Client Service Professional (CSP), is available during standard business hours at 520- 878 -2318. Our Treasury Services Solution Center's hours of operation are from 5:00 a.m. PT to 5:'00 p.m. PT. n[. a fd 11 I01i1F j , ., I rt J.P. Morgan offers one of the most complete Positive Pay solutions in the industry. Our Positive pay suite of services examines and addresses each component of the check presentment process. Pay,nerrr Verification — Provides protection against altered, counterfeit or unauthorized checks. Only those items listed by the City will be paid "Push " Technology — Provides daily notification of any exception items online, leaving the City free to manage other business activities Payee Name Verification - Reduces the risk of payee Mine alterations P a q r•.:i':7 55A -52 Prnpmom|fn,flherC8y*f Santa Ana ��0� �,��1��organ " Te0or Nip PooOve Pay ' provides protection before enumahman1ak the teller fine. Within one hour rif recelful of the City's issue ii1c, we will update our teller nssyn1om: When aohpckinp|eonn<ed for payment aiuChuoo teller window, the teller oyslero d~1rrrniveuthv validity nf the check issue prior |opuymant tomn not h/undasma1oh|nq open *okieauo the issue file will b`dumedLnoaoAmoot. -1 he City of Sania Ana will transmit derns issiried against a disbursemeiM aerOUnt to JI P Mnrgun, electronically. We will process the daily checks paid intwirtalion against yoLir input file and guoora\oanoxcophnnn,pnrtide"|i|y|oAu||itamuthu1mreethwrpaidvvilhnuAiosuon,�ai|tnnlainh thr information included in the issue file, The City may opt to include payee narne infornriallOr within lhe ssue file. Our advanced lochnn|^8ycuropu/aothenmn"eon1ho(ucaofihw:hed,ivihepmynonurnennUetoident8y exception |lemufy/ your /eview, �myeeverUh�o\�on YOU R CUSTOMER PAY ORDER OF VIM .MU �7 An�*.: oo�knu-,aise�1- kumuu^ Trmdi i(,�f I �u�it\v�, j�aV m|�Kvp/1 ( «aum/<o/ , ''urxuo/� // � ^�oouoou��v� While Positive Pay matches the MICR information of a presented check to the i*sue file Payee Vo'ifioatiuo\akoafheaddiUonu|uippodvulida:nytha$1hepayownamo/na1chon<heinuueNe payee information. Our Payee narne neview digitally inidi rogates up to 100 rharscters of payee, naine and also, looks for altLratiors Or additions above, doIOW, 01' to the right Of tilde Payee oaITIE Vial would charige the payee dentifivation, Vismalched iterns are visoally evaluated oehrnioate d|gita|in\orrnQcKhnruodingor/omandLhonmnn1inihodai|ypoah|voPay°xcmphvorepvVinBfvr depoinning, JP K4o'Ooo will review (o"/ob)Uai|y exceptions k/pnev»n1.nionod|ngo|dnUmrmmourtoorcheck numbers. Each (lay �e will deliver an e-mail notice indicating, whelher or nof there are exceldions for roviav, and i.leciwnning An embedded URLwKhin the e-moi|nodcewi|| provide, the City w/th quick and easy auuauytn the J.P. Morgan ACCESS |oOun screen, which serves ano portal 1oVhe Payublou Web Semicex(PVVS)Pvuiive Pay exception module. Front here, au|hnnze0 risers will he able |o review exception de1aieIffihmswoc|a8ad check images and make. pay/no pay decisions, on|nm. Pugw33 ���� ��� �� ���� P/op*na| for (he Ci|vofSar8aAim ������)�~K��iK� ~'"~,^�~`°~�7~~^~ XY2 COMPANY NEW YORX, kFW YORK SAMPLE VOHD wm/ r «",o/y":^ T lie CHly vvHll be made aware M any exce.ption illems, online by 8:001 a.m. FF. tho day loilowHing prasnnVnenL Prim to, Vie 1 00 p in, PT dpcjsion deadfine, the City vv[ll have Oie opportunity to revic,* any exception tems and ddermine, whotheu they should bp paid or telurned. ���� ��� �� ��m� Deg Type T lie CHly vvHll be made aware M any exce.ption illems, online by 8:001 a.m. FF. tho day loilowHing prasnnVnenL Prim to, Vie 1 00 p in, PT dpcjsion deadfine, the City vv[ll have Oie opportunity to revic,* any exception tems and ddermine, whotheu they should bp paid or telurned. ���� ��� �� ��m� Prnposa|,pr the Cbyo4 Santa Ana JK'Mor(ya0 AcOiarized users will simply click on the check number of each lem [a view lront Wid back clipck imugeo.on|octinU1hopayo/nnurnbuttonforaachi8*ron.ae|euiin8th*pmyaUnrr*\o,naU bu8on* The Cily will rece ive onfine confirmations indicating successful submissions. These, confirmations can ile saved electronically or printed for filhUre rpfaierice. No special software will bo needed |o'this [uo^tiona|ity JP�W1orqan retains phyoicauhaoko for 8O days hchore they are dostnoyed.keoouun: stored in house for three (3) to live (5) days, depending on the site, Find flien sent all site With the growth of li-nage. Replacement DOCUments and mage exchange, the payor bank no longer always 'e(oivwo1heo/igina| check back. jP Morgan receives over 85%Ofourinc\*arinbu as electronic files so few original &)ecks orimage repaicerueril doCUMentS are available for JR Morgan to store. I he bank raisins efectranic copies of paid forns for seven (7) years. Online Images mfPaid Items Your primary nform,ginn-repndin8 system, J.P Mo,ganACCES5.non/es ayopoAu| into aweb based roxnnn|ia1iuo tool 'Poyab|eo Web Services (i Pxg��S ���� ��� �� ��� PropummU�urtheC|tyof SaotaAno 8��� ������ ��^��1�/�`,v ���� In � Check inquiry features enable arrilhorizPcI users to Re1ievoimageucd paid ohnoKs |o4ui,euv|hodatuoo|^oi individual or range o!checks Place ard 'cvolke slop payments Cli images, are available, the day after the cireck is presented and mored tor seven (7) years. |n older k/ establish oJLF! Morgan ACCE8S session, authorized users oouS4 Supply o valid User D and Password. This validation is managed by commercially available single sign-on *oihonhcmhoonn#wmre. Once a User oiqvrnnin complete, on|iVornontsaro verified for 000hUno,, The User sJyh1nrgan ACCESS ^croenViopIayv only fvnc\ions and xncv"n�s tor which heCyr she has been approved P|o*^vrrfm,1v1h*pricing portion vf this /n,�yvnov for nnyinb/,mo1onpoAmloi^g\000M o,lees. Y0n IR Morgan has piovideU controlled disbu/yomonix°mireo{or Mots than SVynaro�CurnenUyvvo are the secrand largest nsirdrnJlerj disbursement product provider, maintaining relationships rAith app/ux|ma1elyO,9UOuuu/omx,u arid 15,UD0accounts Puyens ���� ������d� �� mo^ NO, CASH� o,w,VAK�19W VOA^^^ 111°"r.G61 ^,��u. Check inquiry features enable arrilhorizPcI users to Re1ievoimageucd paid ohnoKs |o4ui,euv|hodatuoo|^oi individual or range o!checks Place ard 'cvolke slop payments Cli images, are available, the day after the cireck is presented and mored tor seven (7) years. |n older k/ establish oJLF! Morgan ACCE8S session, authorized users oouS4 Supply o valid User D and Password. This validation is managed by commercially available single sign-on *oihonhcmhoonn#wmre. Once a User oiqvrnnin complete, on|iVornontsaro verified for 000hUno,, The User sJyh1nrgan ACCESS ^croenViopIayv only fvnc\ions and xncv"n�s tor which heCyr she has been approved P|o*^vrrfm,1v1h*pricing portion vf this /n,�yvnov for nnyinb/,mo1onpoAmloi^g\000M o,lees. Y0n IR Morgan has piovideU controlled disbu/yomonix°mireo{or Mots than SVynaro�CurnenUyvvo are the secrand largest nsirdrnJlerj disbursement product provider, maintaining relationships rAith app/ux|ma1elyO,9UOuuu/omx,u arid 15,UD0accounts Puyens ���� ������d� �� Prngazrsaf for tfae City of (:;tarots Sfmt;Cre .JTMorga(n Designed to maximize funds availability, our contrailed disbursement services help to control this flow of checks through the banking systern in order to best meet your funds management and investment needs. The City is notified of daily clearings via two (2) daily presentments - an interim notit'ication at First Presentment and a final notification at Final Presentment. Within minutes of receiving Bearing information from the Fed, we deliver presentment totals online. Our controlled disbursement services allow the City to: Cain early knowledge of disbursement totals for capitalizing on loan or investment opportunities Maximize control over daily cash position with same -day, early - morning notification Minimize your exposure to check fraud with the most advanced fraud prevention and technology available Harness the power of our sulte of disbursement services to manage your accounts and improve your cash position Location The processing and capture of the physical items is performed by our Circteville check processing center in Columbus, OH. The posting of the 'items occurs In our centralized Virtual Processing Center, Reporting Times Designed to maximize funds availability, our controlled disbursement services help to control the Plow of checks through the banking system on order to best meet your funds management and investment needs. The City is notified of daily clearings via two (2) daily presentments - an interim notification at First Presentment and a final notification at Final Presentment. First presentment 5:30 a.m. PT Second presentment 7'.00 a.m. PT r ,.,,f , ( ,i ur,,- yes. Within minutes of receiving clearing information from the Fed, we deliver presentment totals online, 55A -57 Proposal for the, Cityof Santa Ana KPM C,Igh kepollmc Cm^/*us*ipommwR.Pw" e"mo^°^uow'oxvv"v� ^°^/noF, ,p"°«"* �+ ry", ^" " °— In**I OW ``M1*ouvmp^'ovw,p*"�*muwp*m �ur*^~°~�""�°"..^,~"�^~p°*"�°`oom aaeel_ y.umxc o.c,x�omao��uucc x^�W`�uau, V ^,I fzpocoI rucw rowmwaocuwmemE,w^5o,"v w, uAmcoog!� D17 40*,11°.10104mm `1 soo ^ �u �pzo �m �m .yom 7 500 00 Daiyirdu,oa|mn,epo8inOivavailable, viaJ.P. Morgan ACCESS. CnrdrWlndUISbumnnxeN Funding Rupor--int~run and Unu|deuhnUWtab for tor&oXled dinbursomenisi\an unV accounts. bu!h Summary and dolai|e0xhock |iv\iogo are available. (U3 ,haxnd accounts nn|y)� Cuntru|ed Dbbumemi High Order Prefix (HOP) Rnport -- provides the aomc clearing Mal', fOL)Iid on the lunrling report but also includes lii tolals at a division level Yes Mir oui/en[oun\ro||eddiobu'oompniservices no|odo. and mrotomp*iiW"wi1h.ar,ount reconciliation and pvoNvepay , v/."/�m `mx`"', w/' //o`'`no "m'x'.//v,00x,vmo/�` The City's second and final presentment will onnur prior �o7()Oa.mPT. Pkeaoe rotor |u Appendix 4 for u copy of our IP Morgan ACCESS sample reports Please refer to the pricing comporbent M this response for any informatim pertaining to cost or /wos T-he City will �sue instnjc\ions at implementation to handle the processing of stale-dated ilerns� VY^ will store ihnueioul/uodunu and refer book k/tharo,uuneeded. ���� ��� ���8 ploposo� for 111i Cill of Santa Ana JYM� WP make the stop payment process easy, maintaining two primary options IOT the City of Santa Ana 10 issue requests. Qnlin�via J.^\ Morgan ACCESS I ho City wi0b" able tu initiate arid rvvuke stop payment requests onin8j.P Morgan ACCESS. Online stop payments are completed inrea|-tinoa. �------ r�^^^~.�^,°,°.�jm2umP ^mmow" � '~ —ccJ Telephone Your Dedicated Client Service Professional (CSP) The City may opt to ssue stop payment reqnests via tolephone to your dedicated CSi Georgina 8nr:oz.Thorosab available du,ingxo,mml business home u1520'078'2318 Whether periorMed online or via telephoned request to your GSP, stop payments adhere to UCC regulations, reonuinio effect |nr one (1) year and are renewable for six (6)yoar& Yes, A Stop payment can b* cancelled or) the same day ISoumd. �m/m�,ou�vv,nn/��ympo Stop payments rnudbe placed byb:0OPm PTtotalkeeifer that day for checks being paid through the c|awhn9oyrionn Stop payments placed electronically via Payah|** Web 8en/icn*are eff eciiive within Chase, branches within one hour, It a stop is placed and the check is cashed the bank will research the timing arid work with me City of Santa Ana or) a resolution J.P.&1v/Aoo'swilandardFu|AocountHaonnci|m|konaodPosNvaPaysoni*e*n&}i|uuorubhi1D excepiiooi|omn dally to, correct encoding errors and only report those exception |1*mswoare, unable, to repair and/or do, not have an issue no file ayexceptions, ���� �������� � Propcma| tor 1heOtyo(GanilwAna K�N� ����� �� ��1xyK��u - �^`^^ lit fraud m suspected on a J.P. Morgan account, fhe City will be sent documentation (Frzax:! Packet) that wilt iwedt*oomp|e1od and ,o\vrnod. Your Relationship &1anago/.AmyRuiz handles nvn,d'uto caused by(undixghai|uoau She mil act diligenfly to conlact and work with you to help onsure the account is processed appropriately. Jf Margan diarges for the use of daily uncollected funds by applying a vaiiable ovendrah ralcl Avg. Negative Collected Bal x OD Rile x Actual Days in Cycle t Days in Year NrAohvr Collected iFee Additionally, a daily occurrence fee of $50 is assessed on a per-occurience basis. These fees may Vo offset hy Earnings Credit Allowance. /o�o^//c,ro//�y,o//,,� The City of Santa Ana's omploymen will boable to request the au1uma8iu electronic payments 10 their designated checking or savings accounts via .J.P. Morgan's eleCtIrDue funds liansfer sysern ChnrQedin Oil y'u designated account Fit J.P. Morgan onihr same buoinuxu day, Oh~fiuiu processod*ith|hotn1a|amnvntpnide|odroni,oUyt*ih^*nnp|oyomv'designai°400covnt normally w/i|hio two (2)n/1h/on(3) business days mhorsubmission. J.P. Morgan can warehouse ACH direct deposit transactions for upto90days Fries will hm processed and transactions w/iUpoMusof the setUm/npnL date designated per transaction ���� ��� �� ���� Proposal for fie City of Santa Ana JPMororan We can accept PPi7 payroll files for next day credits, However, for erployees to receive funds as available balances for withdrawals at ATMs on payday, the City must deliver the tole to J.P. Morgan no later than 7:00 p.m. PT two (2) business days prior to the settlement date. For example, for employees to receive funds as available balances on Friday, the City must deliver the file to J.P. Morgan no later than 7:00 p.m. PT on Wednesday. This allows the bile to be processed in the earliest ACH processing cycle so that the receiving depository financial institutions can post the credits to the employees' accounts by open of business on Friday. Pre - notes are no longer required. It is the originators choice as to whether pre-notifications are necessary. However, J.P. Morgan recommends use of pre notifications if the City has time to respond to correnons or errors generated by a notification of change on the pre - notification and correct the information prior to the first payment. J.P. Morgan recommends that pre -notes be originated at least six banking days prior to live - doilar origination but can accommodate any timing scenario. , � 11 rl, " Notification of change and returned Item advises can be transmitted to the City via CPU to CPU, rroainframe to fax and mainframe to PC. Advises can also be retrieved using the J.P. Morgan ACCESS Information Reporting module,. The Information will be available for the, City's use on posting day. The City may also opt to use eServe for ACH. eServe provides a search feature tot review of return items. E -mail notification of returns, notifications of change and redeposits will are also available. Return files will be available for the client shortly after the open of business, Monday through Friday. The information available includes the original date of settlement and the return date„ as well as the return reason code and any information included with the original transactions, such as a client idenfiifier. .. , , , , 11 .�.. r r f''( ) l, iI .,:1 q1 r,f;I,I li7I It' Using any number of industry standard applications, the City will be able to create a transaction file in standard NACHA format. The City will simply transmit the file to J.P. Morgan through a. common protocadl such as F'TP, Transmissions will be encrypted and sent to J.P. Morgan for finial ACH processing. Once raceivod, J.P. Morgan has automated tile- scheduling packages to help ensure data is not lost, and file edit checks to identify potential duplicate tiles. J.P. Morgan wrlll provide a transaction journal within two hours of receipt of the ACH file initiation transmission. Item Count and dollar amount will he included in the acknowledgement. J.P. Morgan will maintain an Internet facing FTP server with a "drop box" directory on the server for the City. The server will be mirrored for disaster recovery. For data inbound to J.P. Morgan, the City will have the ability to push the data files to the directory. The City will maintain responsibility for initialing the FTP session to push and pull data files. .., , f,( '.1,, , f , , . el I f I . Yes. Chase at Work provides City of Santa Ana employees with a robust package of desirable benefits at no cost to the City. It is another way to help the City attract and retain high - quality, motivated employees. Page X91 55A -61 Puopmum|Yu/thw(;|{ycd Santa Arm ���� �oan �� "���1�& � A corripTehensive financial progrann, Chase at Work will provide City employees with a corrrp�ele financial nn|v|ionhy bundling ,v/m| products and services with financial oduomtinn. The Chase a1 Work program is available to employees who have direct deposit of payrolIl o,r other payments fhroughJR Morgan accounts. Your payday just got even better vv�|ce,,uo`a�r�.vvm� cmt mow,rvo o* _---- o=.m, rIn uoma��v. ' x�zuumw I All, ' ^`u'° Outlined below are somp of the features available to Chase at Work parbcipants: Free financial pnofiUe Free full service cracking account *i1hdinecl doyositmndfreefi/u\u/de/of5Uchecku Payroll ca/d* for direct deposit for employees who do not quality for park accounts Numinimuro balance requirements, &O needed tn open ac»ouol ` Unlimited check wrd|o�j arid unlimited 1P Morgan ATM usage " Unlimited transactions with Ilia Visa check card from J.P. Morgan 1hai works mywoATM arid oheoKcard ���� ��� �� ���� 10.4 off Safe Deposit Box Free online bunmng/ Free 0n|inoBill Pay and Free. Phnno Bank 24 lours A Day Installment loan discount 25"/.w4h ^uiunxalvc payment— Equity LinoofCnudi1:fioJymm,annvol teawmlved^^ Nn Closing Cost uo1o< Lon Horner Equity Loan~' J.P. Morgan Foreign ATM fees waived twice monthly Pugw^2 tot ttio City of Santa Ana �� ��� � . w �w=� m, ;moy ,n/ex,�o�*wm/mxpnv.noxm'noor//u�m�rn�ps� 'o�/m//,wm�vuoxmm/aa`uon.p*uo J.P. Morgan afters Iwo options for initiating tax payments. raxPoymont Swrwicesil TIPS allows clients using arnuch-\000 telephone n, Internet browser tu pay Federal, state arid municipal business tax payn,eotuelectronically, 8y accessing the Web n/ making a phone call and following simple voice prompts, clients can avoid the time consuming process o{completing forms, writing checks and making unnecessary visits to the banking center, In addition TPS allows clients to be, fully compliant with government mandates for electronic filing without giving thm government access 10 their account numbers n,funds. J.P. Morgan ACCESS ACH J.P. Morgan ACCESS offers comprehensive ACHfunctionality, Including: Electronic Federal Tax Payments (U*nenc format also avmi|ab|*> State tax payments (generc format also available) Payroll transactions J.P. Morgan account funding Cash Concentration and Cash Disbursement xCH investigations (inifia<ion and mnnrtnring) ACH reversals and reclarrations Vendor payments Oooaum*' credits and debits Access receiving bank information ACH|mpo8& Validation feature supports no|omn,odonnnma'da|imhnd,tab'do|imknd,arid One Or two day settlement from single or multiple accounts may be established, based Oil the &CH transaction types selected when creating abatch. Process Thn1P.MnrQaoACCESSACHmuJu|eisin\eAudedvvitha(uUoump|enoan1of/nde/a|un6u|aAy tax templates that are accessed initially through the Internet and then available to access as needed in real iime. Templates are updated online in conjunction with changes made bytaxing authorities. JP. Morgan ACCESS ACH also offers generic tax tmnop|okau. ( I^,o ,*nI 'x :" , , , n, mo,, I^x,^,o�,vom,e,u/», ' Yes. Internet The jP. Morgan ACCESS ACMmodule is integrated with a full complement cV federal and state tax templates that are accessed initially through the Internet and then available tu access us needed in real time. Templates are updated online in conjunction with changes made by taxing authorities, J.P. Morgan ACCESS AOM also offers generic tax 1erop|adot. Phone Tax Payment Services (TPS) allows clients using a touch-tone telephone or Intern et browser to puyFodnnu|^o1aioondrnuninipa|bunineootaxpayn`aolan|ac\/onicaUy.Ryaccesxing\heVVubnr Pago 43 ���d�� ���-63 Proposal fop the City of Santa Ants ,.J.d' Morgan making a phone call and fallowing simple voice prompts, clients can avoid the time - consuming process of completing forms, writing checks and making unnecessary visits to the banking center. to addition, TIPS allows clients to be fully compliant with government mandates for electronic filing without giving the government access to their account numbers or funds. ,r , (r, , rfr r , f , ,k .� ='r;. r ✓ r ?'r J,, rnd,,y 1, 1 V", Ea „r f ;J ,Jl J,f ', „n �J If <. I,f ?,f 1; I 'v, 1 1 ,rrf ( ,., ff fw, J.P. Morgan will work with the City to resolve any situation where a Bank System failure caused the City to absorb penalties and interest. In the rare cases that this would occur, J.P. Morgan would cover the City for these losses. ,V /,, tlOf;; Ur, r,flrrF.s„(- n,r'(;o,,n .ar. Isf.1 f,frr riff ,. {^ ur �f�Iry r' f rt rJf nr ^A Gur ,f, I uH R t I f I ft .If f ,r4l.If, "f, I '-f f`• I , q1 • fl« N,f Wrr? J.P. Morgan's cutoff times for customer initiation of ACH transactions by input method for day cycle, night cycle and same day book transfers are shown in the table below. Touch -tone phone (cash concentration) 3:00 p.m. PT 3:00 p.m. PT 9:00 p.m. PT Terminal (cash 3:00 p.m. PT 3:00 p.m. PT 3:00 p.m. PT concentration) PC (client/channel access 6:00 p.m. PT 6:00 p,m. PT 6:00 p.m. PT solutions) Direct Transmission _ 7:00 p.m. PT 7:00 p m. PT ._7! 00 p.m. PT Yes. Same —stay transfers are permissible if instructions are received prior to the applicable deadlines listed above. rfI k If 1, rYr 1 4f” -[f ft'! f. ffile 1 iir.rin ';9 of uu fi0'Ju,J if” Ili, ,esf r i fiIif f ,I( rrl -lI /I a I °=U' Using any number of industry standard applications, the City will be able to create a'transac'tion file in standard NACHA format. The City will simply transmit the file to J.P. Morgan through a common protocol such as FTP. Transmissions will be encrypted and sent to J,P. Morgan for final ACH processing. Once received, J.P. Morgan has automated tile - scheduling packages to help ensure data is not lost, and file edit checks to identify potential duplicate files. J.P. Morgan will provide a transaction journal within two hours of receipt of the ACH file initiation transmission. Item count and dollar amount will be included in the acknowledgement. J.P. Morgan will maintain an Internet facing FTP server with a "drop box" directory on the server for the City. The server will be mirrored for disaster recovery. For data inbound to J.P Morgan, the City will have the ability to push the data files to the directory. The City will maintain responsibility for initiating the FTP session to push and pull data files,. Page ,44 55A -64 Proposal fear, tf ie City of Sartta Ana ,J.PMorcran Please refer to the pricing portion of this response for any information pertaining to cost or fees. Note: J.P. Morgan does not distinguish between high and low volume. Al II• f „1', ( "r 7 i i, „u .v. , , �,Jz, .,r� ,i .,r 1 ., f& In 1PC v n f: Nf,fIIfi I . u uir ',�1F flrny'M n .. b(I l , ., rl N I ;, r 1, r 1 ifj", "r r it Gil I f 1 r( °f1 )Ii Jf "I,. fir. rtSl ,i, f u 1 .,?. r, �'i ,i "rl Iru,j I r r, I I I n i fy if 1, 'ril„"i 11 ,,s.afr' u,r L f- .rofrlir lrrla ac, rf I., I ul i i, fh !fl Irtr f, .,city.:, V; 1 ilu ni,rll', r.rri i.'f)EL, IBIS rf =(ipfn ,r,',_ f,N;olPfJI (a , � t , y :,, u) l" .PJ r(( J.P. Morgan retains physical checks for 30 days before they are destroyed Items are stored in- house for three (3) to five (5) days" depending on the site, and then sent off site, With the growth of Image Replacement Documents and image exchange, the payor bank no longer always receives the original check back. J.P. Morgan receives over 95% of our inclearings as electronic files, so dew original checks or image replacement documents are available for J.P. Morgan to store. The bank retains electronic copies of paid items for seven (7) years. Reconciliation Suite of Services J.P. Morgan otters a full suite of reconciliation services, including full, partial and deposit reconciliation. Full Reconciliation Full Reconciliation is the most comprehensive service, providing details of paid, stopped, canceled and outstanding items. Information and reports are available online, as well as via data transmission, CD -ROM and paper. Partial Reconciliation Partial Reconciliation provides clients with details of their paid, stopped and canceled items. Information and reports are available online, as well as via direct transmission, CD -ROM and paper. /Deposit Reconciliation Deposit Reconciliation provides a deposit detail report and a summary report totaling deposits by location for a predetermined length of time,. The City can use deposit reconciliation to retrieve a detailed listing of deposits by location or department. J.P. Morgan assigns Unique Location Identification Numbers ( "ULID ") within an account to segregate deposits by location or departmenf. These codes are printed on the deposit slips. Transactions can be queried and sorted by ULID for reporting purposes in J.N. Morgan ACCESS. The reconcilement of deposits by ULID number enables the City to use a single account for all entities. In this way, the City is able to minimize account fees and retain the accessibility of totals by department, while saving time and reducing the expense associated with reconciling multiple statements. t1nge pa 55A -65 P/rhpocso|inrthe Chyof Santa /\no 0��� �m Furthermore, the City oan save $14 U0duUam per transaction ny opting tn use nn!iooimage retrieval over photocopies, PhWouopy"oqueuio will be, charged $16.0U per transaction Versus Q1,O0 per iimage re1/iov*d s 1 o'1�1 w^m^^,xI xm' m,/o,r' � mn»r.xx/r/ny/m' Our nofl-nat tariraWLind time (Irorri stateirient crA0 to receipt of account stanaments, checks and full reconcilement information) spans up{n five buamm`sclays, Please note fliaf turnaround times are monitored frorn receipt oll issue files �or luilt reconciliation Bank Statements and Account Peconciiiation Reports wil� be stored online for seven �7� years, Paid check innagoo are uvuikahlie online via PYVS check inoago service (uornmoUoke rhruughthe J.P. Morgan ACCESS poda|) The City will bo able ru retrieve chcokirnagns for oUapplicable omunuMawhhnv1 waiting �orapholncopynr CD-ROM ivarrive. Authorized useo can enter various search criteria and cut and paotapeidohook nna0om,Th° so|udona|sun!fnmunumhn,*lv|ew|ngfunuiiono(ie..ftnrOandbaok`znom.n{c,),|nnsgnooao he printed individually orin batches via o paginated PDF tile, Additionally, n"agoo can bo requesled online to of,, �axed or malled out tiorr J.P. Morgan to whatevpc address the City requests. ' rem�x/�ovec�c/ 0I�6��W�-« � � m Fr Images aroev*Uuhlio the same day ffim check iu presented lot payment. For nun'cunL/o||ed oiahumeooenta000un1o,ima8eo are available rho next bv"iv°vo day. Check irnmgow are /e4in*d Grjjrrje �cj seven years standard, and 10 years by recUeSt. Petiom ��� �� ������ 000095300, G10100008� robe "Uur�034$1166,e ' rem�x/�ovec�c/ 0I�6��W�-« � � m Fr Images aroev*Uuhlio the same day ffim check iu presented lot payment. For nun'cunL/o||ed oiahumeooenta000un1o,ima8eo are available rho next bv"iv°vo day. Check irnmgow are /e4in*d Grjjrrje �cj seven years standard, and 10 years by recUeSt. Petiom ��� �� ������ Propostlij foo the City of Santa Ana JYMoril c/,vor�a/xp� 2��2�����r����I�����8[&������1��'����'���V f /V g 4au'cu��. poo*{c4/p//m:�k/'�m/� o,;p rmo�m�///m,�,/p,n,ox�A,vmeoo,��s�ovnuv�n:ne�mx�b fo,n�/�e�, LA.I.F. Transfers will be performed online, using the ACH Initiation and/or Electronic Funds Transfer modules nfJ, P. Morgan ACCESS (iz,8CH and/or wire t/unafaro). J,P. Morgan employs a sophisticated authentication and encryption system to maintain the security of all value-bearing data, J.P. Morgan policy requires authentication or encryption to help ensure the integrity of these transactions. Authentication relies on encrypted key technology to provide a safe, cost-effective way to help ensure the validity of financial transactions that are transmitted electronically. This system, comprising both computer hardware and software, confirms that none of the message elements iou transmission have been altered. To authenticate items processed by the dien|.JP Morgan proposes the following 1h,e*'cvrn pone ntny"\enmun authentication unit (sometimes called a black box), an authentication key and a crossover switch u )DU/x'v/('//,y/a/'x^'o/�/n/,/,o,� Yes. JR Morgan has an office in Sacramento that maintains a direct demand deposit relationship with the State Treasurer's Office and the State Controller's office. We would be able to assist the City io expediting receipt /d warrants issued by the State Controller's ofMoo, The City will be assessed a $2.0D fee per transfer to and frorn the LAIF agency. These transactions will bo done electronically and considered book transfers. Yen. Using the finds transfer nnodu|e(wirm) ofJ.P. Morgan ACCESS, the City will b* able ioinih^8o transfers unhn1S business days prior to the effective date, J.P. Morgan can help facilitate and expedite the deposR of suavention payments from the State Controller's office. The warrants can be collected and processed in Sacramento with funds made available tn the City 000m//rusmnn/o//ano,~o�mx m,omno/»,�a�r/n`,o/m�mvmw,nn,n,'a»on�or/'xmmpmomnemu:"e/m'/*�*pr,x//�ce'`vv�e ^ oo I ^ y I I'ns^/v�'m/cu',vw»/m,/o/ov, on o1,'ox�, From the moment the City of Santa Ana awards business to J.P. Morgan, our commitment is to seamlessly integrate our products into your organization in a timely manner. Page '17 ��� �� �����K Propos,M ko clim City A S'aimit Aii JPMoro,an mm -Frame Idea op, -AS ,ess C nce pt -Valiclate Scope We are commilled to. -Design Spe( J/ll W;oos A, Nro Wf c De� iqy? .T� �I plcw -Build $,i )qilipon Too Mon '" odwow" v opt�, ujsohs� TimnoqMotosoA Clearly understanding your needs and requests Simplifying communicafion between our organizations -Launch -Ptcxhi� Wn Rvadv -Maintain .Nonfoy F uiw( siham emurih .Pc,((oi mance AIM cS Providing clearly defined imperneniation plans and startup golds Coordinating the installation and setup of our products Acsurninq ierqmnsiWity for your satisfaction throughout the implementation process Conversion Lead Times Once the City and ifte Bank have executed an agroernent, the expected Lead times for irripiernanlatioi i of the requested services are shown iin the toRowing table! nn Service Expected Lead T finne" Critical Factors lnclvjde. . . ........... Account Opening Up to three days Receipt of completed setup docurnerhafion Due to the U.S. Patriot Act and "Know the Customer" regulations, we must receive all required ciocurnertation, property and fully completed, boilore we. can open an account. Flaqv 4H, 55A-68 ilropos,n[ for the City of Sartia Ana ���� �^��1��organ m Please refer to the pricing portion of this response for any information pertaining to cost or fees. u//xu,m�ocxm User manuals are available on-iine lor viewing and download in Adobe Acrobat PDF former, These manuals are searchable and can be printed depending on the needs of the City, These manuals are updated whenever functionality of the ^yo!omchanges. Only the most recent version of the manual in available on|ine. There iunu additional charge. f 'y'o//p`x /'v//,er ,m«/v/eu,n'/^)f mw:wm"o/� ym/,,�"oy //`o� Although m*do not maintain a formal Treasury Services user group, JP. Morgan does value, and encourage, client feedback. Consistent communication provides opportunities for the Bank to identify areas of concern and constantly improve services. Included among our client listening processes are the following: Ctiont Satisfaction Since 1992, we have combined traditional market research methodologies with direct client feedback concerning their experience relative to the impiennentation, servicing and ongoing operational delivery of our Treasury Services, paye 4o ��� �� ������ Servoe Expected Lead Time' Critical Factors |mC|vdoc Depositary Services Branch, Vault and " Two to four weeks '' Level o|resources the City commits Paper Check \o the p,nj*ot and whether anoutside Depository h vendor io used for dopostickets " Standard Check Two tn four weeks , 3uccasofo||y send/receive the fi|e(s) Returns and the connectivity solution -----'----��-' --�-------------r-���---'-����-'---�-- Disbursement ---'-��- Upio2Sbusiness Detailed transmissions \U8|2.issue, Services days' check returns, o1o.>are dependent on the connectivity solution selected ACHSmrxic*s Three '» six weeks ^ Successful connectivity testing ^ Successful file ,wooiVl and return item file receipt by the City Wire Transfer Two to five business Receipt of completed setup Services days upon the receipt documentation of completed setup documentation Completeness and accuracy of contracts, setup forms and information; ^ Use of standard contracts information Reporting four to 10 days Client's environment and staff availability Complex arid/or large implementations may take longer than described above 0-1 0-4 /gnou,°�v�/.�»�//�� Please refer \n Appendix 5 for m sample implementation schedule. Upon award, your Implementation Manager will refine nnirnp|emeo\a1iun plan for the Ciiy'* specific requin°men\a. Please refer to the pricing portion of this response for any information pertaining to cost or fees. u//xu,m�ocxm User manuals are available on-iine lor viewing and download in Adobe Acrobat PDF former, These manuals are searchable and can be printed depending on the needs of the City, These manuals are updated whenever functionality of the ^yo!omchanges. Only the most recent version of the manual in available on|ine. There iunu additional charge. f 'y'o//p`x /'v//,er ,m«/v/eu,n'/^)f mw:wm"o/� ym/,,�"oy //`o� Although m*do not maintain a formal Treasury Services user group, JP. Morgan does value, and encourage, client feedback. Consistent communication provides opportunities for the Bank to identify areas of concern and constantly improve services. Included among our client listening processes are the following: Ctiont Satisfaction Since 1992, we have combined traditional market research methodologies with direct client feedback concerning their experience relative to the impiennentation, servicing and ongoing operational delivery of our Treasury Services, paye 4o ��� �� ������ Prop osall for the City of Santa Anna J.P.Mor (ran Sank Report Cards, Service Pians and Relationship Reviews J.P. Morgan's Treasury Services (TS) continues to be a leader in the development of client - specific measures of service quality and relationship management. The value of these client specific performance reporting and analysis programs has been frequently cited as a key differentiator relative to our competitors, in addition to providing an ongoing view of our performance relative the client's expectations, these plans ensure ongoing communication between the bank and the client and continuous process improvement. Market Research Through syndicated and proprietary research, such as the Phoenix Hecht Cash Management Monitor, Ernst and Young Cash Management Survey, Greenwich Corporate Cash Management Study and targeted in- person interviews, we validate our performance against key competitors and ensure that business strategies are linked to 'trends within our target markets. Touch Paint Reviews The Client Experience and Touch Point Review meetings are cross functionai forums that serve as platforms to jointly review key performance indicators, client specific satisfaction results, upcoming changes and events and escalated issues or opportunities. On a monthly basis, senior and mid -level managers representing Treasury Services operations, technology, product management, client services and implementation meet with one key objective, identification of opportunities that contribute to an improved experience for our clients. =h, a M , th. 'l '? w v, N , n n u ^0 iM oolaf "" Prior to implementation, the City will be required to execute documents that address account opening and the specific services that the City will use. Please refer to Appendix 7 for samples of applicable agreements. I i I I With the exception of printing new check stock, which will be coordinated with your client service professional, there will be no charge for any of the items listed above. Check stock can be printed through our vendor to help improve accuracy and guarantee competitive pricing for the City. Pane 50 55A -70 EXHIBIT B .... . .......... Approximate Monthly ---- --- - Bid -Charge Monthly Service Bank Depository Sorvicas volume Per Item Charges Account MainleflanCe 3 .. 3,50 ......... ......... 10.50 z8I a rAast_er"Ma,mL I 2 00 2 00 -- ----- 76 6�ioj Z66 fredits . . . . ............ . . 150 .............. .. .. . .. 020 .......... ......... — 30,.00 ...... .................. ..... . . . ....... Frmsirnhhe Transmission 5 — - - ­- ­ 0,75 3.75 ------ ------- ------- -- ... Photocopies ........... . ..... .. .............. . ...... . W 1.00 10,00 Rannng Center Deposir - CA 5 0.75 3.75 Currency /Coln 0epn$f00-8KG Cnt,F 5 . . 2.50 . . ................ ...... . 12,50 C,unercyXcin DepeC,)0-0IK)-ND_ ...... ..... 50 2,56"" - ------ 125,00 Unange Order 3KG C7 'R -CA 5 -- ---------------- 2�00 ..... . 10,00 - ­ -­­­---- Coin SupipliediRoIII CTR-CA - - --------- ------- - - 5 - . . .............. . .................. . .. 0.05 025 Currency 5Upi1$10(ABKG •R -GA 50 025 - — -- ­­­- � ervrot Deposit _CA 4D . .......... ... 0.55 22,00 CurrJColn Qcpi$-IQQ ALT . . . ................... ___ 900O Gi 0016 . . . ........ 14.4,0 Coin eirosin Non Stol 6aq VLT CA ­1111111111, _f____ Z 03 -6 ___ __ Corr DeposO.STID bag-VU -CA 13D . .............. 1.00 ------ 130.00 ------ Currency Suppd$100-S T D-VLT CA ........... - - — 25 — ........... ,2 5" 2­5_­ ---------- e Order Vauft-CA ... . . . ... ....... - ------ --- - - ------- 6 . ............ 2.00 10,00 ........... . T r SuptsRoll Box-VIA" CA ..... . . ......... . 125 . ........ ... .............. 0,48 10.00 -- -- -- --- ---- -- Vault Depost-E.Jendt,d H.L1,CA - . . . ............ 20 . . . (b %5 15 t70 -- - ------ - Drish Loiln' ter, P,.e Deposits 030 10.50 . . ................. ..... . . . .. P.5 1 125 050 — -------- ­­ ......... . ... 62.50 ---------------- Checks Deposited CA ...... ......... E000 0,04 . ....... ..... 24000 (R:D Depodted I erns h2fi 0,05 6,25 rrsq. 'a n 48000 c'K ........... —Cor-rinconmCaVi tan 2_,00" 200-00 ----- -- Deposit ­CWi 5 2,00 1000 Voposit C-o-7ection�N-pn -, 10, 200 2000 — . ... .............. . ... . . . ....... .......... — ­­-- - 4 5"0_0"­_ .. — ---- ----- 0-03 135.00 Direct Paid Item equity ..... . 20 - ----- - - - -­ - 2.00 .................... 40,00 -- - ------ ­­ - Stop Pay AulamaticdrI2 M�crsh ... .... - ------- 2.00 2000 — ------ - - ------- - --- CO ROM Maintenance, — - -------------- - ---- - 1 ...... 10.00 10,00 Par 4sw 0.02 00.00 ...... ........... Image Retrieval EA evert ............ . . . 14 1.00 --------- - 115,00 rU ROM 11.1, a ------- 10 00 ..--- ____ . .......... 1000 20,04 20,00 Check ISGUO . InpUtJr�r.,scon Medea r 2. 04 .. .... ....... 12 1" Sank Depository Services Approximate Monthly Bid Charge Monthly Service I$ 55A-71 (Coniinued) .. .....mm..�� 4alumo Per item Charges Puii Poeitive Pay Irop0 Pei Perm Transnnisaian 45QC 0.03 135.00 _ __ ._......_, ..._.._ ACH Momtnor Mslntenence ___ ..... ......... a ... --- --._........_ -- --- 10.60 ---- 20M ACI -I LW- Moriihly Melntenance 1 10.00 10= Consumer On Us Credo(v 2 0,04 Consumer Off Us Cretltll'; 5 0.04 0,20 ACI t Blocks AUih ln$UoCtrons 5 0,20 1.00 ACN Debit Rec", Vem Item 15 0,04 0,60 ACH GPetllt Received Iltelm ......... I',35 . .......... ...... ......... .... ._. .. . 0.474 ______ .... 5,40 ACH klpu't TaYn Vll sewn 5 200 10.00 ........�-- ._...... ......... Acct . OC ke Aat'h Me ntenance ........._ + �............_.........,.___ i� 3.00 .......... .. 3 00 WireCutCornes'eC Elec Cw t5 5.C)0 j 9000 ..._ ....................... ''I [lectMnlc Wlre CuPB4ok Ce ...-.--- _.. -...__ - .. --- -_ 5 2.00 If _ -__- 1..0,00 - rncmrnlrlquc,m,eSi,cWre - - - -- - -- - -- - - - - -- atl 6.00 60,00 __....._.. Cust mcli teroramc5 lanvplat'e 5tonape B - 0 -- - - - - -- 0 __LI4.... __. ____ ,.._.....�.........._.... redl Wire Mamenance Fee ...... 1 ....................... 0 _....____ 0 _...._ cc.___...__, _..._. pXrcci Rrevfoun Cloy Aa;cvuret Fae . +^. m.. --- 8..........,_ $,00 _____ ............. 16,00 Dana nrevimus Day Cnt Item 425 ���� 0,05 21.25 Deect Pre+uous Day'STIL) lieu 225 0.05 11.,25 _.. ._..._. .._.. ..... Diraot Prccvious Cay Maims _ _.__. .....�._ '! __ _________ 25.00 _ _. _ ___ –_ 25.00 ..... ........ .............__ ..._ Auto, Repo lInvestment .... _...........,.,...,— t .___._. - -- ------------ 50.00 _. _.... -------------- 50.00 19 55A -72 F "moos id fa.>r the City of Santa lute rJT Mor(;an ( ,,', rl i Ir'3 l "itIit Y ftn1,.1i": "ll',' "t,l. `e"f ("i' "r "r "`F" f " Y k 171 [jlt;, ",f %d c: f r ir,(IuI Ana, Within the Mast three years, J.P. Morgan originated more that) $46 million in community development Moans in and around the City of Santa Ana, California. J.P. Morgan has continued to maintain excellent responsiveness to the community development needs of its assessment area thirough, its significant level of qualified community development investments. J P. Morgan makes substantial Investments In how - income Housing Tax Credits which help finance the creation of law- or moderate - income affordable housing. The Bank made $7 million in new investments in and around the City of Santa Ana, over the last three years.. A perennial Deader In community development lending, J.P. Morgan provides financing for affordable housing and economic development projects in low- and moderate- income communities. In the last three years„ the bank made over 1,800 mortgage loans totaling more than $760 million in the City of Santa Ana, of which 23% were made to low- or moderate - income (LMI) borrowers and 56% were made for homes located in law- or moderate - incomes communities. The bank is also a market leader in fire area of small business lending, making available a full range of competitively priced products designed to meet the needs of small businesses and their owners. These products include business installment loans, revolving credit liners, commercial mortgages, letters of credit, SBA - guaranteed Moans, and business credit cards. For most products, ban size ranges from $0,000 to $250,000, with larger amounts considered under programs Nike the commercial mortgage and SBA programs. Our branch network provides banking services and sales support for small business lending customers. A small business Roan Is defined as any (loan in the amount of $1 million or less provided to a business far business purposes. During the specified three -year period, the bank made more than 3,600 small business loans totaling $44.6 million in the City of Santa Ana, of which, 56.5% were made to businesses located in law- or moderate- incorne communities. r o("Jpe fn3 55A -73 airoriorsnal for the City of Saanin Ana, JP Cv orcran 4. .. .r n,%..,' r ,, is i ;)n,,; i.. JPMorgan Chase Bank, NA (JPMC) has a proven history of commitment to the goals of the CRA, and to community service. This commitment is exemplified by the consistent rating of outstanding compliance with the Community Reinvestment Act (CRA), in its past examinations by the Federal Reserve Bank of New York, and most recently with the Office of the Comptroller of the Currency. A n v A ow, r,�r,,,A G a On Its most recent federal CRA performance examination, """"""'" "'"`"""" 4. P. Morgan earned the highest uossible GRA rahrtg of J. F�! Morgan "Outstanding" for the er bLV consecutive Bone,_ We have long supported economic development, affordable housing, support services, education, and other community development initiatives by providing grants to not- for - profit organizations and financial intermediaries devoted to these areas. In addition, the bank has been a leader in designing and fostering innovative programs to moet the changing needs of its communities. In 2004, JPM..organ Chase created the Homeownership Preservation Office. We were the first financial institution to create such an office, and are recognized as an industry leader in foreclosure prevention. The Homeownership Preservation Office helps families stay in their homes whenever possible by connecting homeowners with counselors through a national help line and leading foreclosure- prevention workshops and local training programs for community leaders, housing advocates, public officials and investors, Families from the City of Santa Ana at risk of losing their homes to foreclosure have utilized the national help Vine with the assistance of nonprofit housing counselors. Paricr 54 55A -74 Propuuu|for the, Cully of Santa Ana ���� ����� � ]�l�� ^ , � ���� J.P, Morgan recognizes thmim0urt aoo+of providing pxnnip/diani service. vVe take a consultative, sea,n approach to building ro|a|iunuhipa With our oliCn1u. Part of our cor"irrifteni is having lhe approphate individuals assigned to the City's relationship learn A skilled relationship team, made Lip of professionals with a vanery of expertise, wilt provide indlvriva| answers by taking time to understand your business, listening carefully and proac -fively providing �argeled ideas 1u energize your business. OR Roles and Responsibilities The City's Relationship Manager and Banker, Amy Ruiz, will, , Oversee the overall relationship ^ Offer competitive rates ^ Provide relevant credit options " Offer appropriate nvaotmonl�alternatives ���� ��� � ���K� Pm8oss preapo aai fora' tfre City (if `:w<arnt.a Awn JT Moro n t Predict Consuftatron anrJ ManatCemenC your Treasury Management Officer, Manish Patel, will: Hello to maintain an appropriate account structure Tailor solutions specific to the City, using our suite of cash management products and services Introduce new products and services as they become available Client Service Your dedicated Client Service Professional, Georgina Gomez, will: Serve as your central point of contact for any inquiries, research issues and status updates across all product lines Credentials and Related Experience Office Address Phone Fax 1,7875 von Kerman, Floor 01 Irvine, GA, 92614 ..._...949 -833- 4739 __.. ... 949-833-4737 . E.maiB amy.rutz@chase.com Ms. Amy Rutz will serve as the primary relationship manager for the City. Ms. Rutz leads the public sector baniking team in Southern California and serves as an industry expert and resource for public sector organizations. She is committed to fully understand all of the City's banking needs and future plans to make sure J.P. Morgan dedicates all of the right resources. Ms. Rutz has more than 12 years of commercial banking experience, spending the majority of that time working with the public sector. She received her Bachelor's Degree in Business Administration from the University of Wisconsin - Milwaukee and an MBA at Marquette University. Office Address 17875 Von Karman, Floor fit Irvine, CA, 92614 Phone 949 -833 -4763 Fax 949- 833 -4725 E -mail manish.m.patel Ojpmchase.com Manish is a Sales Otficer for the Treasury Services Organization within J.P. Morgan Chase. Manish leads the sales efforts focused on Government client segments within the state. He has over 8 years experience in the banking industry with the majority of that time spent focusing on Cash Management, A graduate of the University of Wisconsin - Madison, Manish holds a BS in Economics and received his MBA from the University of Wisconsin- Milwaukee. He is a Certified Treasury Professional, jCTPj as recognized by the Association for Financial Professionals. Poqe 56 55A -76 rcrt>poS al Ilraa 1f e City aat Santa Ana JPMor un .. Office Address 1725 E Skyline Drive, Floor 01 Tucson, AZ, 85716-1162 Phone _ 520-878-2318 Fax 520- 876-23DB E- mail georgrna.g. gem ez@chase,com Georgina Gomez has 25 years of banking experience, primarily in Commercial Banking Providing superior customer service is such an important aspect in maintaining and building lasting relationships with clients, she is pleased to be part of a team that recognizes the irnponance of customer service and works together to strengthen current relationships and build future relationships with clients. Page, 57 55A -77 c � 1,3l1 r l�(�1 i D J.PMorcfan po`v/xem�am,��co//,x�mov�onn»eu�/:m`V(�vn���/s�p/ o�/'/aox�vn�o/ow,/muc,//cn Moody's, Standard & Poor and Fitch routnely rate J.P. Morgan. We consistently earned above average ratings. Our current ratings as of April 1, 2010 are shown in the following table, J.F.Nk`rgu//s historical and updated financial reports and updated rredIt rating information, are conveniently ovai{oWe online a6 . om // 'nm//o'm/xuoe�mrv/, J.P. Morgan has been a leader in the markets wm serve for more than 20* years. Our roots trace back to our earliest predecessor, the Manhattan Company, founded n1799, RivIorgan Chase Bank, N.A. 1 17875 Von Karman, Floor of Irvine, CA, 92614 Rlvlorgan Chase Bank, N.A.is a subsidiary of JPMargan Chase & Co,, a holding company JPMorgan Chase & Co., a financial holding company, was incorporated under Delaware law in 1968. J.P. Morgan hiairtams a full service location within the City of Santa Ana, Our Santa Ana branch, located at1V0ON. Main Street, is less than o mile away from City Hall. Please refer la the Proximity Study included as Appendix 8, which includes vault information. pnVe58 ���� ���-��K8 Proposal for the^ City of Santa Ana The Treasury Services business of J.P. Morgan is a top - ranked, full- service provider of innovative payment, collection liquidity management, trade finance, commercial card and information solutions to corporations, financial services institutions, middle market companies, small businesses, governments and municipalities worldwide. With more than 50,000 clients and a product capability presence in 39 countries, J.P. Morgan Treasury Services 6 the world's largest provider of treasury management services. JPMorga.n Leadership in Treasury Services: ✓ #1 - ACM Originations #1 -Same Day Transfers ✓ #1 - Payroll Cards ✓ #1 - Information Reporting - Internet Accessed Accounts Ernst d Young 2009 Cash Management Survey Within the Treasury Services business, the public sector is a key industry segment In which J -P. Morgan continues to invest and enjoy ongoing growth. Our Public Sector Division supports 3,800 public sector clients at the Federal, State, and municipal levels with solutions for tax processing, electronic benefits transfer, unemployment insurance, workers compensation and general banking services. J.P., Morgan is one of the best - capitalized financial services firms in the country. Our financial standings allows the flexibility to pursue technological enhancements and capital investments that are necessary to anticipate the market's needs. With our dedicated nationwide focus on the public sector, we are able to draw from best practices and create high - quality solutions for most any given need. Y " m W­ „ , ' ,f 'nr r 1 , t i.. 'h, ' "H f(w f "; ( f!r I', [ ,.Wo )"f J.P. Morgan currently has 10 local government relationships in Southern California. ' , i I if J i ,, . ,)fi if o.11 Jr P,7 u(fl >1,1 f (1 d f, ,; n . rl rf ¢ , f , , I i', hui;, /l� f T, N{. a(wV lrtivy(no "'f aI, R f t,ft f, ,fi* r , (r Ill I ' I )'y' i /f! l' 0 G.f1 ; 1 .f. If, i. '... Ms.. Susan Christensen, Contact Name, Title '... Assistant Controller -. 20 East Main Street, Suite 350 Address '' Mesa, A2.8529 9 ''....... Telephone Number 480- 644 -2581 J.P Morgan is the City's contractual Servicing. Bank Daily City deposits Services Provided (high volume checks and currency). Both A1P and payroll checks.. Initiates various ACM collections and disbursements. Securities safekeeping and over - night investment sweeps. Length of Service Since May, 1952 Contact Name, Title .,. Ms. Karen Huffman Controller Address 20 East Sixth Street _... Tempe,. A7 8528 Partf , t,9 55A -79 FIi (aca6ztN for the City of Santa Ana JTMor(;�am Telephone Number 480 -550 -8526 ,f, P. Morgan is the City's contractual Servicing Bank. Dally processing; j of all City deposits consisting of both checks and currency; Lockbox Services Provided services for the City's Utility and Tax 8. License payments. Both A/P and payroll checks, and various ACH collections and disbursements. _.. Securities custody and safekeeping for the City's investments Length of Service Since January, 1983 lIII%%���v16'N1Gl91�! Iry�Flk.IffP /� / /I;r %!4'/)fAJIIIPIIIiY/�L�d //VWI,� i Contact Name, Title '.. L-auren Hobbs 201 W. Colfax, Dept 1010 Address ......... Denver, CO 80202 .... .,._ '... Telephone Number 720 - 913- 9361 . The City and County use ZBA, branch and vault services, retail and Services Provided wholesale lackboxes w /Edge, ]DO, CDA, full PWS services,. ACH deed block, Check block, ACCESS (IR, AT', F 11, ACHY, as well as a. Direct - ACH file, PayConnexion w /Point Of Sale Length of Service Since April 1, 2004 '. Page 61.6 55A -80 Pnapmmn|0crlibp City mfSmnlim/\nm ���� K�� �.]�i9&`,�(yan In ) nm,,o/,/ mrm//o`wn9�nwx�/gao,v,�oowm�e "vny,v^.x/omm^um/�a»n`,wp//moe�w/w�,�exoq,/�omgmox�a/vomv�e/r/����»*,"�u,nmo/ /,/ 0z,I Iyy/ p o/� I I*/mo I, fl, ;ao eo The City's balances will be fully collateralized by J.P. Morgan as required. a oxnxy// if, umm/'I ^enp//onm,/m,c./I /,ox,m'�ooaw///o'i s://on,� inv,/°an ,yu"nmoo,*� J.P. Morgan shall assist the City obtain an exemption from the Cash Transaction Reporting requirements established hy the Bank Secrecy Act of1Q7O.ao allowed under the Money Laundering Suppression Act uf1894(h1LGA)� C rooC//ypno/�//", X, ;1,1 ',yi,y A, cvv/x: )xu xf)exxy m�xx'/r.oxouo/x//��.on`vo�em/"/���coun�m/oem,»e/*udovoxooeu�anv�omnwmo�u9 nvn/Vo'vo,e' )*pW ,xm,n/I"vm,um,/a/^ �u/'x,u»/�*uven,mmmeoxo�o�va�^un/o,,����oxuxo»'ownxx/o/oo'*aum'.000*x'/' un/,m/,o coe:xfnO m /mo��,v"�4�ep�,an,acoouo/'�,o�u�e�/o,/x,Q/y uCom,n/»xmy 'ocm//xw'x//v0^av^�p,,,p�uru»sy»asu,n��uoor/,'wvy^ea/o,/ v,c»a)moixnx /, �xp'aoc-mey, �/om,,il:/f * , xm� ,/,0�t//m,I ; fl, C(,j umnyAgo/fl, l, f m« my 1; n1) /mr»mI Im mo,x/n,/t�Cavv o�xo/,cmn^^cox'x J.P. Morgan will support the City's current account structure, and will support changes tvthe account structure should potential improvements to the structure be identified. u xme(,,voo",/un xnI 'rvm/,ua///ono/x� ( vun/: �mvwo xunx8mo///oo/x^,/mvoo//n'y oD/ne,xno//�xowx, Of e/ I i*ow'm*oso nxmvo���w��/� We will provide consultative support and targeted recommendations throughout the Ife of our relationship with the City, 0onx/m/a,urxu/�/nn,ov'o�'o/»/e�/eaox',0,00mo�a�/,yx/»nvp/nex�exsu//aq*o�/ m�xx'/r.oxouo/x//��.on`vo�em/"/���coun�m/oem,»e/*udovoxooeu�anv�omnwmo�u9 �u/'x,u»/�*uven,mmmeoxo�o�va�^un/o,,����oxuxo»'ownxx/o/oo'*aum'.000*x'/' v,c»a)moixnx /, �xp'aoc-mey, �/om,,il:/f * , xm� ,/,0�t//m,I ; emoIx"'I8� ,xoo� enpd//o///vml ,0 �,� I AvI, xu:/ J.P. Morgan is able to comply with all of the City's requirements on a repurchase agreement ovvonp. The repurchase agreement sweep earns interest each calendar day on an actual /DGUdaybaoio(principu|xuonuu)peruen1agerata/O60)und|upaidintotheQDAthc following business day. A detailed description of our Repo Sweep product is included as part of Appendix 9. eo'/�m,w/upx� /o/u � I xno/u",, ,/xv»v,/� � /u//mo",^x�I ,^un/f ( om/hnSrm,no�Cnfi/o,o/ao,' oo.zx/,,on/,mn/'ymo:/zv`uvu'ouow I Ix, 711 'n,mwvmnun//uni i x"uyvammee vm , ,/�ova//a' o,m,xovo xo J.P Morgan has availability toaccept these deposits homtheGtatcof California and from the Local Agency investment Fund. Page 6 � ���� ��� � -��U Proposal for the City mfSwntaAna J.PMoV(ya8 � n�po� Recognizing the City's credit standing and reputation, ^n appropriate intraday credit |iooAwill be made available to help ensure transactions flow smoothly and efficiently through our systems. This limit is electronically verified by our Funds Transfer Balance Control System. Payments within the limit, plus the current cash position in your account, will inrtantly flow through \p the appropriate execution mechanism. Pagcoz ���� ��� -8�� � Proposal for the City ol Santa Ana JPMorcran tn I ; r r i I , N , q 1, 11 f ( - nr i , , i , , � , 1; fW J. f," pf, G iw I ff WVff, ;w' d 'H, f" V 'W f ro 9.A it {hw F f . 1L� ,f, , /'.f i, i,ilr f MO pj '? �Ij 10 J.P. Morgan complies with Title 5, Division 2, Chapter 4, Article 2, (Sections 53630-53686) of the Government Code in the pooled collateral system administered by the State of California. P'lge, 61 55A-83 Proposal for the Ci1yof Santa: A�na (]�! f (",r[ � f !" " �U|ri:�[����:, ���� ����� "�.����/�`x� ���� `~ � n!/ wwo'a I m»muoo'` �m`u/mu) nx, 1, w,/vmrCxr JPMorgan Chase Bank, N.A. is a national banking association, organized and existing under the laws of the United States pursuant to a charier issued by the Office of the Comptroller of the Currency. Deposits in J.P. Morgan are insured by the FDIC as required by law and regulation. 8 nu,ua,^my,/``/m if, nmm:11 o/o/:,«Frnf m/ j, Ie:�,mvoS,womon, I (m,g/mveof c�, ;� m»//p" ,u ( ue oo/v/reI /e ! �o/m o 'f a ,ymr/u^�"y:�m���,e/�u//o��� ko,cw{,xonu,/n�/�mnv",ny�x,e/ya/`»cvuo�`�/se,momne/c� J.P. Morgan is a member of the Federal Reserve System with access to all Federal Reserve System services, c /000a"m,,a./mwxmn�/m//ur/nco /m/a/»»//rmye/o,u'a ~a",nc� m(I), f Ionro pno�y�u» f n/uIV o:x°m/c/oonxbo u/'nu Ix�/v »o,�/�*memo/�nup�v'���/x�vo'mo/nuv/vy/am�rv'�v:,mvoorxvv,nvo,��o/��m,ue,m /*cn,�o///�»vxoxmv�ow/u��000m*,xx,n//na/nvomrc ,m '/`ns,'on/xm :,~oxxx/nomn//u/'onx�ovo/°cmoov`/m/xm,o,/no^p/of fos*/wo , f»m I?�� vv ovom( f n//nS«om f J.P. Morgan and our local predecessor, Washington Mutual Bank (Wamu), have shown a sustained commitment iu the City of Santa Ana and the surrounding community |ovarious J.P. forms, including grants, lending, and horneownership preservation programs, Community Development Grants Morgan has long supported economic development, affordable housing, support services, education, and other community development initiatives hy providing grants tonot- for-profit organizations and financial intermediaries devoted to these areas. }n addition, the bank has been a leader in designing and fostering innovative programs to meet the changing needs uf its communities. For example: ^ |n July 2OOV.TP. Morgan provided $85.0UV8) the Neighborhood Housing Services o/ Orange County (NHS0C). who develops and finances affordable housing and strengthens neighborhoods in partnership with residents, local government, financial institutions and the business community. The funding ia benefiting the HonnmAgnin program whose goal is to return vacant distressed properties to affordable homes for families. The pilot program is now being expanded to address the current foreclosure crisis in, Orange County. NHS OC will undertake the acquisition, rehabilitation and disposition n|[vr*"|*o*d residential properties, With this support, the Hv,oeAnain Program will purchase and rehabilitate 40 foreclosed properties and sell 30 of the properties to low- and moderate -income borrowers. In addition, NHS OC will leverage other funding sources for o total of $3 million k` expand the HnnoeAgoin program primarily focusing on low arid moderate income neighborhoods in the central portion of the county which includes (but not limited to) the cities of Anaheim, Fullerton, and Santa Ana, The organization, self reports that 80% of the individuals who will benefit from this program are low- ormodorate'ioouroo. " |o November 2008,vvo provided o$45.000 grant k/ Pivot Learning Partners for their Instructional Leadership initiative in Santa Ana Unified School District (SAUSD), nvni Learning Partners seeks to transform schools into vital places to learn and to teach. They work with educational leaders in both schools and districts to develop, assess and use ���� ��� � -��m� Propnsa| for ime City of Santa Ana ���� ���1�8���r�� ^ ����°� the knowledge needed for schools 10 engage inm systematic and sustainable improvement process. Funding will help Pivot Learning Partners to provide Santa Ana Unified School District with a suite of district-level support services totaling $150,000, including coaching with the Superintendent, Cabinet members, and instructional services leaders to promote coherence, consistenry and focus for increased student learning. They want to deepen their partnership further by extending district-level and principal support to provide direct school level coaching to secondary prin6pals in order to improve teaching and learning in Algebra 1 classes for 8th and 9th grades. B0% of the students in Santa Ana School District receive a free ur reduced lunch. |n December 2008.Jr Morgan provided m$4O.0O0 grant tn Jamboree Housing Corporation for their Community Development initiative. Jamboree Housing Corporation i has strengthened communities by developing quality affordable housing and resident services for low-income families, seniors and individuals special needs residing in Southern California. JHC will provide revitalization and redevelopment of the blighted commuNties in the Santa Ana and San Bernardino areas. Through their Community Development Initiative, they will rehabilitate foreclosed homes for affordable resale and develop quality multifamily rental properties. In San Bernardino, JHC will target and acquire 24 single family homes. JMC will rehab the properties, and then sell them to low- Income {omi|ieoaucovanantreotrirtedoffnrdab|ohnua|ngAnag/nemen\ioinp|munwitb NFIS Inland Empire to provide Homebuyer Education. Families may reside in one of the affordable housing clevelopmentsawned by JHC, be community residents or be enrolled inwhonoobuyer education program. |n Santa Ana, JMS will identify and acquire 2Osingle family homes from the bank's HEO inventory as well as one multi-family housing development that will consist v<2U to, 4U housing units The organization self reports that 100% of those who will benefit from this initiative are low- or moderate-income. Community Development Lending J.P. Morgan has distinguished itself as a national leader in community development lending, The bank provides financing for affordable housing and economic development protects in low- and mode rate- n"omocommunities. For example, io January 201O'J.P.Morgan originated a $500,000 loan for M David Breaux apartments. The M David Breaux apartment complex io comprised oi10 units, and ia located iomow'intor" community io Santa Ana, Loan proceeds were used for the acquisition of the property and all of the units are affordable to low and moderate -income families. By providing financing, we are helping to preserve the availability of affordable housing for low- and moderate-income households. Community Development Services The Homeownership Preservation Office (HPO) is a department within J,P, Morgan that provides g central point of contact for legal aid groups and affordable housing advocates tn work with Chase Home Finance, the bank's mortgage affiliate, to address specific issues to help sustain homeownership. This department was established in July 2004 and provides services, including: (1 t Helping victims of fraud or other abusive mortgage practices; (2) Restructuring mortgages to help keep victims in their homes, (3) Selling or donating other real estate property to minimize community impact; and (4), Providing loss mitigation seminars tn community groups t* help them work with clients iv mortgage default, Page 85 ���� ��� � -��� ii for the Clitymf Santa Ana U�N�� �°]�1��.,r(yan � The HPO has a toll-free help line for affordable housing nonprofit organizations and hcusing advocates to foster communication between the bank and these organizations in an effort to facilitate successhil worlkout loans and prevent home foreclosum. Since its inception, the HPO has handled many thousands of calls over this help line. Additionally, the HPO delivers foreclosure prevention training sessions across the country to affordable housing nonprofit counselors and housing advocates. The HPO staff is bilingual which affords enhanced service to the nonprofits utilizing the Help Line. Additionally, an Outreach Travel Team now travels across the country 1V attend borrower outreach events. The Outreach Travel Team provides face to face interviews with distressed borrowers to discuss options (including Making Home Affordable) and collect documentation to begin the loss mitigation review process. |n the last two years, whether through a customer outreach event cv through the national help line, numerous families from the City of Santa Ana at risk of losing thev homes to foreclosure have utilized our HPO with the assistance of nonprofit housing counselors. n,waa ; //'`v/I , rve/`n/neumf g no/mo��yo��oun/ amm 'xoo//`uxovoo,x»`x , *uoo�o/ J.P, Morgan has identified pricing for services in the Cost Proposal. If the City,chooses to add addilional services outside of what is currently utilized then applicable fees will apply. � a,o/x/m'n'vx,'s^( m,w,ao( ,', /,� p'vnv//yxa'nnpn 'n*y"'oe,o//^auo/iy n/ e" m//f ,n,unomx/, ouoxo/xS;/ onuu^umV»e/arLv//(xmx�x A v,opore,nYf 1 6 `nax,''.f,^e ^ I0nomv/nn�oy»mxooI �(ou �xmn�oou///p'n/'nm,�om,�o,�e/,a,,//va/oo�o�/m'�vu/,o�/v',xo(sxx/uxclr^oyo/�p mcx/�onm/o^pm'xmouro,/'�'/�V/aay"/,,^/m`/ f e//ao '^ vxeono wm�o n`m// u* f / Jr; o(I i�jmam)o'/^n»nwr///»z on/pv/wm�o/�oczmno�w'mIl,r/,m'ruo p( If ux /"mpCeny ,ev//"ou,ao�� om»�ov�mmvmmmx�'�ox,oa�e*ou'�nm/x�Ionx�:o�/o'�:uuoe��nKx/x/q /hv /mmnw xw/no/n'pnuoavn,,nmuau//ux/'e/n,n'ou/fx/,no exo, !//1"np'w�oou uuIya/moo/ , I/m*�/',( �u/ )If no/r, o:vn/',Y '( ")oo/uu',�'wn IIs*n,novo JPm|orgao Chase will not ho able k/ agree to the final sentence, ao the naming ofo^ additional insured does not create a contract between the additional insured and the insurance company, which thereby limits the obligations of the insurance company regarding notification. Upon award, JPMorgan Chase WI be pleased to discuss notification in the event of cancellation, PA qp, 56 ���� ��� -8d� �� Prralao:sap foi fftry Cu'ty of Santa Anna a 'J- .lrr.lif -,� Y' dill r jphf,sl f =, J:I ?Moryan. rt( `i, r 1 , , ;r ri' -FV w ; J.P. Morgan is pleased to present optional services for review and consideration by the City of Santa Ana. These services are proposed to augment and complement the requirements included in the RFP. Each of these services is incremental to the solutions presented in the body of our response. Pricing for these services will be provided capon request. Commercial Cards The J.P. Morgan Commercial Card is ideal for organizations Booking to streamline their purchasing and travel card programs. The J.P. Morgan program competes in the commerciall card market with our real - time program management capabilities, enhanced data (including hotel folio data and enhanced merchant reporting), and superior global acceptance levels through MasterCard and Visa. Clients also have access to J.P. Morgan's industry - leading PaymentNet system, which offers daily reporting, transaction and card management, expense reporting, and electronic payments to help organizations improve monitoring and control, streamline processing of expenses, and negotiate better terms and conditions with vendors. Merchant Services Use our "one-stop" processing solution for retail, card - not - present, E- Commerce, debit /check card and check transactions. Chase Paymentech, a wholly owned subsidiary of J'.P. Morgan, is a global leader In payment processing and merchant acquiring, capable of authorizing transactions in 130 currencies. The company's proprietary platforms provide access to a wide variety of payment methods, such as credit cards, debit cards, prepaid stored value cards and electronic check processing. Offering secure payment solutions, improving cash - flow management, mitigating risk and accelerating funding — Chase Paymentech's consultative approach helps today's small and emerging businesses become tomorrow's industry leaders. On the Internet or at the point of sale, Chase Paymentech's unique combination of outstanding service„ innovative solutions and financial strength offers solid benefits to companies both large and small. Chase Paymentech's customer base includes more than 200,000 merchants with more than 400,000 locations, including many of the top brands. Chase Paymentech has more than 2,400 employees and operates a portfolio of proprietary (payment platforms, products and services. The company's executive team consists of professionals with an average of more than 19 years experience in the industry. In addition, our employees participate in and influence the payments industry through representation on the boards of the primary payment brands and networks. We also host an independent Merchant, Advisory Group to advance and evolve the interest of our clients. Orderto Pay J.P. Morgan's Order -to -Pay solution is an electronic service for business -to- business commerce that streamlines accounts payable yA /P), provides efficient order management, and expands opportunities for managing liquidity in the supply chain. Order -to -Pay has a number of components that enable the system to integrate easily into existing ERP systems and also provides a modular solution the City of Santa Ana can grow into over time as requirements and business objectives change. 55A -87 ���� proposal for the City ufSnm!a��nm «�,��1�/]yorgan The J.P. Morgan Order-to-Pay solution is a hosted software application, coupled with J.P. Morgan powered supplier enablement, training, and technical support services- all designed 1n eliminate paper from your accounts payable process. Paper invoices, paper checks, and even taxed POs can be inigrated to electronic transactions. The solution is entirely browser based and is designed to bring compete transparency and clarity to both parties involved in the settlement process, Pay Connexion Our government e-payment solution, Pay Connexion, offers a comprehensive payment gateway, including a wide range of features. Pay Connexion is a secure, multi-lingual (English-Soan�ti highly available, fully-bank hosted, Level 1pC|'OSG compliant molti'chwvou| electronic payment platform that supports credit and J"bi1 card, am well aoACH/o'oh*ck payment methods. Because Pay Conn°xiuniu feature rich and highly configurable, it can support the City's electronic payment needs now and as they evolve in the future. Pay Connexion is made available to the City as separate components, Internet or tcuch-lone telephone, or as a seamlessly integrated suite of services. Pay Connexion is typically available seven (7) days a week, 24 hours a day. Any scheduled or dark window maintenance occurs Saturdays o. Sundays between the hours ofRO0 am, ET and 2:0Oa.rn.PT. Please refer to Appendix 10 for additional information on each of the aforementioned products. Pagp08 ���� ��� -88 Propo5al fop, the City c,ef Swita Ana JPMoricyan tn 11, b'?r4w q If Q. . . . . . . . . I w ¢ Agreed. Plaqe Gc� 55A-89 ADDITIONAL INSURED ENDORSEMENT Insurance Company Park Assurance Company -- . . ....... . -- This endorsement modifies such insurance as is afforded by the provisions of Policy 9 015 relating to the following: EXHINT C 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 on 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 iis 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 cancelled, or materially reduced in coverage or limits except after thirty (30) days written notice has been given to the City of Santa Ana, 20 Civic Center Plaza, Santa Ana, California 92702 (Completion of the following, including countersignature, is required to make this endorsement effective.) Effective April 30, 20'Y0 Policy # this endorsement form as part of Issued to JPMorgan Chase & COr and any Subsidiary Company Named Insured Countersigned Authorized Representative 20 55A-90 Performance Monitoring Depository Services Cash �nd Vault Services Overall] F -_--_--- - - - JPMorgran Chase Critical Quality Measures ------ Previous Previous Three Years YTD 2009 Months {Pull _or _. _ jE'ye j . ...... . ........ _CqspDepository Measures Deposit Verification Accuracy* 2008 OrD965 0W70 Nov 09: 0.045 (Commercial Deposit Error Hatej* 2007 0,1554 Oct 09! 0,072 Definition: Measures number of errors in the 2008: 0,0527 Sept 09: 0,065 handling of coin and currency deposits including failure to deposit funds into the correct account, miscount of number of bills which results in crechfing the account for an incorrect dollar amount, or failure to follow agreed upon procedures in notifying customers of cash discrepancies Performance MAP+: 0.0680 Errors/1,000 Performance Target: 0,0670 Errors/1,000 Deposit Credit Timeliness 2008 51Z 99.990% Nov 09: 100% Definition. Measures percent of deposits received 2007 99.9790 o Oct 09: 10D% prior to cut -off that are credited to the customer's 2006: 99-992% Sept 09: 100% account on same-day basis -- Performance MAP+: 99,98% -- Performance Target: 99,98'/ Deposit Verification Timeliness 2008:99.993% 100% �0/6 Definition: Measures percent of deposits receiving 2007: 99.947% Oct 09, 100% provisional credit that are verified within 48 hours of 2006: 91,999% Sept 09' 100% receipt Performance MAP+: 99,92% r7 Performance Target: 99 93% — Cash Disbursing Measure 2008: 0.0618 0.0763 Nov 09:11,1201 Cash Order Error Rate per 1,000* 2007; 0W70 Oct 09: 0.0471 Definition: Measures number of errors in filling 2006: 0.0704 Sept 09; 0. 1145 orders for strapped currency and/or wrapped coin to include incorrect denominations and strap count errors Performance MAP+: 0.2530 Errors/1,000 Performance Target: 0.2500 Errors/1,000 Cash Order Timeliness (F A :00% Definition: Measures percent of coin and currency 2007: 99.997% Oct 09. 100% order requests received prior to a stated cut-off that 2006: 99.999% Sept 09: 100% are released 10 the CUSIpfflefST carriers at the schieduled time Performance MAP4: 99,97% -- Performance Target: g 97% - - -------- ..... ... ....... ..... .... .... . 55A-91 Wires Domestic Wire Transfer Services (Global Clearin ......... JPMorgan Chase Critical Quality Measures Previous Previous Three Years YTD 2009 Months Full Year _..... Wire Transfer Accuracy 2008:: 23.24 Oc109 °. 0.0'11 Definition: Measures errors iin the processing of 2007: 0.17 Sep09: 0.007 domestic wires that negatively impact incoming, 2006: 0.30 Aug09: 0.029 outgoing or internal transfer payments for customers '.. -- Performance MAP +: 6.0 Errors /10.000 Performance f'arceL:.40 f-rrors /10.,000 Same -Day Notification Timeliness 2008: 44.45K Oot09: 11.i 1 % Definition: Measures percent of wires received prior 2007: 69,58% Sep09: 13.77 /o to cut -off receiving same day notification through 2006: 01.23! Aug09: 15 -:02 ai Information Reporting Platforms -- Performance MAP +: 95.01Ye -- Performance Target: 97.0% Wire Entry Speed of Answer 2008: 22.44 sec. Oct09: 9 Sens Definition: Measures Accessibility of Wire Transfers 2007: 16.25 sec. Sep05: 21 Secs Personnel based on speed of call pickup 2006: 38.67 sec. Aug O9: 20 Sees -- Performance MAP +: 40 Seconds (sec.) Performance Target: 20 Seconds 4secy _,.__- _ -...., . � ................ Wire Entry Average Abandon Gall Rate 2008:2.45% Oct09: 1.2444, Definition: Measures the percent of incoming calls to 2007: 2.47% Sep09:. 2.52% tho W lre Entry that are abandoned prior to call 2006: 3.24% Aug09:. 2.62% pickup -- Performance MAP +: 4.0% -- Performance Target: 3.0% Straight-Through Processing Rate 200F,. 97,10% 0ct09: OS% Definition: Measures the percent of items processed 2007: 96J9% Sep09: 97.11 % straight through the system, i.e., less total repair AugO9: 97.02'M volume -- Performance Target: 97.50% +MIr}Y(nLlM .i cc Etabfe PerfOornance" DornWrrpQuahtyMelrlcs Overall 10/10 109 55A -92 October 2009 The information rontained in this document is confideni:W and proprietwy to Jp0or8mn Chase dCo. The business [esi|iency plans nfJPh\n,gan(howc6 Co, arcsubiectinthwnge without notice and dnnot guarantee that for every disaster o/business disruption: (i) SUCh plans will be Fuc(,e$$fLrlly implemented; or (ifl SLidr plans, if implemented, Yvik be sufficient and appropriate to avoid, deter or rnitigate the disaster u/ business disruption. �2009 iPMorgw{hia�e8CnA8 rights reserved, ������ ���-93 cowr|n ENT |^L Business Resiliency P|aDDiO@ Recovering from ur even avoiding a service disruption, whether a component fnibreorz full- scale disaat*r'depeods^aacvnnprrhenshpandet[ecUvecoutingencyandbu»inr#,wuov*ry planning process combined with experienced people to execute the plan. J,P. Morgan's business/edUencyptxnsmddresso8ya/tso(\hebm^iocoinc(odingemp\oycc:,fadKries, sy*\,n^*,te(ecommunicadnnsandchentz.OurbuoinessresiUeocypinnxaroUvingdoc000eois that are updated on an ongoing basis to incorporate lessons learned and tested regularly to validate the effectiveness and completeness nf the plans. Business Resiliency plans are c(assified as "company confidential" and cannot be disclosed or shared with external entities. For informational purposes, this document provides an overview of the Business Resiliency planning, testing and implementation approach in place for ],P.mnrgan's Treasury EtSecurities Services tine ofbusiness. J. P0\o/ganvsesanintegratedBusinessKcsi|iencystrategy1hat addresses both the disaster recovery and business continuity planning required to resume operations from a disruption and provide for continuing operations over the course of a business interruption tasting up to 30 days, J,P, Morgan's firm-wide Business Resiliency program complies with all applicable guidelines from The U.S, Office of the Comptroller of the Currency (OCC), the U.S. Federal Financial Institutions Examination Council (FF|EC) and the interagency White Paper on Sound Practices to Strengthen the Resilience of the U. S. Financial System. There are approximately 100 guidelines worldwide for resiliency and our Corporate policies and LOB guidelines were documented to account for the various global regulations and are subject to country audits. Recovery strategies and piuns are documented to account for the worst-case scenario, involving loss o( life and widespread geographic interruption, The firm's Treasury 8: Securities Services line of business maintains a dedicated staff responsible for providing Business Resiliency services to at[ business units. The BR professionals provide governance, oversight and compliance functions for business and technology subject matter experts, The team is responsible for ensuring that corporate, regulatory and country- specific requirements are met. Disaster recovery strategies and plans (also known as information technology recovery plans) address the recovery "f critical systems and applications from un interruption t*normal processing cycles. A full range of technical solutions are used, with the specific technologies appiied to each apptication/f unction depending on the criticality and recovery time objective of the specific application. Mainframe data centers use real-time disk mirroring and redundant hardware. Server-based applications can also use disk mirroring, clustering, geographically dispersed systems, and o/bite tape backups, depending un the criticality and recovery window o[ the ^pp|icnbnn(s). Documented business continuity strategies and plans address the recovery uf functions and/or people to one or more viable alternate recovery sites. When similar processes utilizing like systems are performed atmultiple locations, the use ofa sister site o. distributed operating model 1s generally the preferred recovery approach. A sister site is defined asa facility that performs like processes, using sirnaiar systems and equipment, and where local management possesses expertise on the processes to be recovered at that location. In situations where only workspace or access to remote applications is required, other J.P. Morgan locations outside the production site zone are the preferred approach. JYM0ro*an ��� �� �����m� CON r|oEmi|xL Plan, Development J.P. Morgan uses a formal Business Impact Analysis (BIA) process and a standard tool, to gather and analyze data with each business unit. For consistency of process and content, a Business Resiliency Ana�yxt works with the business unit staff tn conduct. this assessment. The 0A rneasuf es the potential impact of diSrUption to clients, as weR as legal, regUlatoryand financial impact ho the firmif the business process is not able tofuncdno. The business unit then establishes a recovery window for processes and supporting nif rastructure. I he recovery window range begins with intraday recovery and extends out based on the criticality and time- sensitivity uftheprocess, Output frorn the BIA is used to define and develop a preferred recovery strategy corrsistort with the specified recovery .vindn.v, Standardized methodologies, templates and tools provide consistent reporting mechanisms, helping to ensure that the selected strategy and the detailed plan address aii relevant aspects nf the FME[ guidelines. All business continuity plans ai e required to incorporate arid satisfy specific critical elements, incluchng: o Recovery Strategy ~ Employee Call Tree + Customers/Vendors ° Recovery Time Objective w Damage Assessment * Equipment/Software ^ Emergency Notification * Recovery Procedures * Telecommunications Recovery site setecLioo includes evaluation of sites that wU not likely heimpacted by the same event considering regional geography and critical infrastructure that supports The process. N many cases, alternate J.P, Morgan �ocabnnsor sister sites are the primary recoverycte, Select business units have established hot site locations for business and tochnotogy recovery white others have contracts with third party vendors to piovide and support business and system, recovery, Where applicable, business resiliency plans reference command centers, assembly sites, ofbite storage and recovery sites A formal process to document and approve recovery sites is in place to help avoid the potential dOUble-booking or business unit overlap at recovery sites. Additionally, support groups, such as Real [state and Desktop Support, ensure recovery sites cart be utilized effectively at the time of an interruption and that ti\ans are established to provide required infrastructure within allowable tirrieframe5, Testing, Training and Education All plans must compty with the firms' corporate testing policy and test cycle. Each le5iltivncy plan is tested annually. Exercises can inciude� F), NotificadnnProcedure`(i.e. C^UT/**^):xn unplanned and unannounced exercise ufo documented call tree. sil Walkthrough of Resiliency Plans: An exercise that validates that the resiliency plan incorporates all crihcai processes and identifies gaps or, other weaknesses requiiog remedration, It also familiarizes the business unit or support group staff with the plan and their rote in its execution. Waukthroughs can be combined with I-able Top or full physical tests as part of test preparation. W Table Top Testing� An exercise to validate a Resiliency Plan's assumptions including those related to dependencies, Support grOLIPS', outside. service providers' and vendors' ability to provide support. are sound and known by the other parties. x, FuKPhysica| Testing: An exercise that validates the Plan's ohihtyto recover business units, processes, applications, and infrastructure within the established recovery time uhjecbve without dependency oo the primary site. A-' -_-���~^ ���� ��� � -���� cOwr|ncxr|A' Resiliency plans supporting critical business processes are updated annually or when there are significant changes in the environment. Plan maintenance sessions are typically one on one sesoions,withiheb"doessvniLtoiormaUyreviewmiiaspcctsuftheresd|encyplanundn`ake Updates asnecessary, Where applicable, v/e educate each shift. of the general employee population on how to respond to an event at their facility, in addition to the earployees that will be directly involved with a recovery effort, |o addition, JP. Morgan has a/unna\, centrally managed, vahdadon process to evaluate the adequacy of security, disaster recovery and business continuity controls in place at critical vendors, A critical vendor is described as one who provides a unique, time critical service that is riot eodiy reproduced o,replaceable. Business Resiliency plans are Subject Lo reviews hvJ.P. Mm,gan"s Internal Audit Department and the Resiliency Risk Management group, which acts xs the firm's governing body for 8uSin*sske+iU*ocymca,ores,Thepiansmustnddrsusandcomp|yvithducuroeoUed orgu"izadon*(/olui/omonisAUfindjngsaree»caia\edinthchuoinessunits,Rjsk Management and division execuUve for review. Event Management, Escalation and Response, ].P. Morgan has regional crisis management teams in place to address emerging risks and respond tu actual oeCovw,y issues. Within each line u/ business, a crisis management framework isin place tn manage business units and customers through a potential n/actual ho»ino»Sinicrruphnneveot,Thisprocessb\+stcdonareguinrbosisandhasbcensuccessfuUy used to manage dn ough a multitude of planned and unplanned events including hurricanes, floods, snowstorms, terrorist attacks, technology interruptions and power outages. The following areas ire addressed: � Notification nf employees arid activation o( the plan ,// Damage assessment u| facility, technology and ,vnrkin'progress KU Evaluation and impactuf established service level agreements fx, Communication with key support provider s and customers m Recovery nfv/nrk-in-pruQrrss 7f, Recovery site activation fff, Impact un support groups and interdependent processes fK, Movement of work and people m Business unA and technology recovery m Restoration of the process back to the origmai production location J.P, Morgan is a large, geographically dispersed financial institution with the ability to manage complex events. Two-way pagers, e mail, instant messaging, and teleconference bridge ines are used to communicate and coordinate activities across all business units and support g,nupa� in an actual business disrUP11011, it can be critical to determine accurately the extent of dmrna�e and the resources .equi/ed to resume and maintain operations. Damage Assessment is comprised of three cornoonents, coordinated by groups knowledgeable in their established dis"pLioe the Facilities and Critical Infrastructure Group evaluates the facility and select supporting infiastructuie; business unit managernent evaluates the impact of in-progress and expected wm'kload and determines the appropriate level of response; Global Technology infrastructure evatLiates the impact on electronic equipment, including computers, network and servers, ���� m.��/v�ou�y�x�u ��� �� ������ cowr|ocwTI A k Within each line of business at each location, a senior individual, is appointed to represent the business aC the J. P.0\organ'sfirm wide Crisis {unnnnand Center. |n the event ufabusiness disruption, J, P, Mcrrgan will activate the Command Center in order to determine the scope of the disruption, the effect un the business and un Our xUcnto� When activated, the Crisis Command Center is staffed 24 hours a day with semor representatives from Facilities, Security, 'Technology, infrastrUCtUre, Risk Management, Lega(lComptntrice, Jnsurar, nce, Audit, MumanResources,Corpnrate{omrnunicadons/Marhphng,Nnanceandeachhnenfhusiness, Tv keep dients informed during aVusines� disruption J.k Morgan relies *n both written arid verbal communications, We provide clients with i egutar updates SUrrmarizing the Status Of the Situation and the impact toclients. Depending nn the nature of the disruption and the number nf clients impacted, the firm may use direct telephone calls, conference caib,t- mails, faxes, recorded messages, and other means to disseminate information, When applicable, communications, may indude contact information for those areas operating (At contingency locations, Minimizing Likelihood and Extent of ADis[uptio0 J.P. Morgan's extensive global footprint provides built-in redundancy for many core processing, operations and service delivery functions J,P, Morgan has Strategically located data centers and operation centers throughout the world. This geographicd1stribuLion hnlp, to reduce the impact of a local disruption on cur business. Each location has at least one defined and tested recovery site with connectivitytn applications and. a ce`tcd plan for retocating to the Mternate site arid resurnirip business. Further minimid^8 the likelihood ofa full scale business disruption, j.P. Morgan'sdata centers arid data storage pfocedUres have been designed to minimize tire likelihood of a diSoupdnnin the event ofa disaster, as described below, Ks Data centers have on-site backup processing I to address local equipment issues, f#',, Data centers arid I operations facilities are designed to receive electrical power front two separate ohUny providers arid are a|so equipped with backup power generation, and surgc Suppression systems. vc Buildings feature StdnI physical Security, using highly sophisticated systems to prevent against and detect fire, smoke, water and intrusion, These measures help to reduce the risk and minimize the consequences Of these events, Each building is sccurcdatLhwmainontraoce.n,qui/inge\ectromc|Ucardsfnracceo,|naddiUun'a trained and equipped security staff provides l4'huurcoverage. vw k\ major fadUUns.telephone service is delivered from two Separate switching stations and delivered to the building so that an interruption to one of the switching stations would not affect the entire building's workspace, .J.P. Morgan maintains a proprietary telecommunications network across nor global operating facilities and data centers, whid-i is designed to maintain communications in tire event ofa disastef, We have redundant components for each connection (e.g., routers, switches, etc,) which allow uu<o immediately correct device failures, Wc have configured our network *it�h mwKipie diversely routed paths that allow uscu.e dkec( traffic io the event u�adisruption This enables uSto revert io additional options io the event nfa provider nutager JTMOrgan ���� ��� �� ��K COwr|n[wTiA L Wide-scale Staff Disruption (including PaAdeNNiC Preparedness) Based on the World Health Organization's pandennic model, lP. Morgan has prepared a process for creating layers of defense to prevent virus transmission and a work around for the possibility of mass employee absenteeism. Our plans not only address a pandemic, situation but would serve US for other wide-scale staff disruptions. Planning incorporates preparedness and expertise from all areas of the firm. Consideration has been given !uthe unavailability of the workforce or closing of locations over extended periods of time, J. P� Morgan will exercise commercially reasonable efforts to ensure that the firm will meet fts obligations \o you and tn all of our customers. Contact Information For further �nformation on the J.P. Morgan Business Resiliency program, please contact� Mavreen81ich Vice President T\5|nformadon Risk Manager Telephone: 302 634 7496 |�M� w�x.m�ororan � ���� ���-���8 Portrait Fonru'IL 03M =0 55A-99 'S U 'h., ��" �I c "i hr J) f y » �..Y �„ 4.4 t 4' I �4 'V t• I� "r .. pp pp�� f , 'tl II��,,,,� W, Q. This guide is intended to provide information to help you understand each section of your Account Analysis statements). All balance terms, column headings and summary line. items are defined in detail with cleat cross references. Information About Statements Each month, you will receive a detailed Account Analys'i's statement for your account. It Von have multiple accounts, you will receive a summary A(co rut Anaiysis statement for your entire biping, relationship in addition to a detailed Account Analysis statement for each individual account. Detailed Account Analysis Statement The Beta fled Account Analysis statement Contains three sections: • Balance Analysis A conefse monthly and average year- tlo-dade summary of your average balances, service charges, and earnings allowance. fblis summary provides a step-by-step review of how your investable balance and earnings allowance were calculated, • Service Analysis A review of all services used during the month and the resulting service charge and halance equivalent, Senfices are grouped by product famNy. • Adjustment Pages To provide summary and detailed information related to your historical adjustmentsand finarn al impacts to your hill Summary Account Analysis Statement The summary Accormt Analysis Statement contains tour sections. In addition to the gala rice Analysis, service Analysis and Adjusorri Analysis se(6wris, the summai v Account Analysis statement also contains a Relationship Account Summary, which is a fist of all accounts. Included in your relationship summary. Account Analysis Definitions and Formulas 55A -100 S) S Summarizes your average monthly and year-to-date balances, service charges and earnings allowance. It provides a step-by-step review of I-Tow your investable balance and earnings allowance were calculated. hit the following descriptions, the term "month" refers to the number of calendar days the account is open within the month.. 0 Account Number/Group Account Number. The demand atelcoslt account (DDI number for flinis StAh.411prut. For r,,roient, flip ri number devniiah,c] in iopiosont 11 group of cvcc)riqs in a relatiomilip 0 Page Numbers: Pac h i of Ote analysis is numbered conesclifivoly and also reflects the total number of ii in trip entire statement, 0 statement Period; The lreginlnirvg. and enchric darn or the stroeirrient. 0 contact: Year LiMo(zan Chase relationship naina?cni department managing your relationship 0 Account Number! 1he nnirnircr of fliv Individual or group DUA covered by rhN Balance Analysis section. Average Ledger Balari Hie net sum of the daily hoOlve and negative ledger harancot for flip rnanIih, divided by the number of days in the Inonflic The balance of fins fast preceding business day Hs i for weekends and hcdhdays. Ili Less Average Fri difference h,w,,n tale average ledger bar,ince and average collected balance for Lie mordfi. PiVorgan Chase assigns Fear on deposited Kerns based on our Published avaiial 5diedcres 0 Average Collected Balamee: t he net rum at the dally Positive and negative wilecred cdlarc.e5 loi the rnwith, divided by i number of days in the month. Average Negative Collected Balance: The surn of the dairy negatives. collected balances forttue month, divided by The number of dcvs fin this month r This trAirline , n S Used I determining the negative cu(leaud bdi'Ince fee, Willich also appears in the 5ervidpfiknatycfs section oryour scalencent. Average Positive Collected Balance; 0 The SLIM of the, doully TI c011ecOnd bularices far the month, divided i the number of days In the north, (D Less Reserve Requirement: fire portion of trip DDA bolinkoc that must be set aside by the bank to inech reserve requirements. This account Is net available, to offset service r u,es, Average Investable Balance: The wrn of the average i collected baninces, less roseive requlrierecrnts (ress Loan coaddensating barances, it applicathe). This is the balance on which the vaiiI credit role (FiCk) is applied, Net Collected Balance Position: ifi• list Collected da[anc4, Position 1" the Burn of dreI rovemable baloney aod the reserve adjirsftnenit. For exn osc tannin Ps, These Positive ccolneLed funds are aviflable to yowl conipdriv In invet othrnL twidowte oar;,,aIlors for deficit bahtcnce�,, this is the additional] positive collecled halsvu,n requified to nffwt all service climrgcs, 0 Earnings Credit Allowance; 1ho calculated value or rtes mainlinnoft bridling the rrounth, which can be uwd to Lffliset bodance bawd servlcM charges. The i is disproved on each ronesponding detailed DATA statement. Balances Not Eligible for Earnings Total Charge for Services: The snnn Allowance; the edition of the of Ore charges for roorvicps reiI investable balances that does not This steMnar is dei in fli Service receive earl rr5ehfil, Analysis section, will be 6hhei r Hatences Eligible f©r earnings Allowance: fllw portion of dre Inve"table hataii that receives e ao6ngs credit. Less Balance Required: Balance cequired to Li the current month's balance r-based service charges. i (Dogi Investable Balance; llae excess or deficit in halini nerniirl acte.ir the harancec required to offset OM current nionhh's baence based service charges have been deducted. Reserve Adjustment Collecharl The reserve adjustment us used ion diciernninninp the (ohfi,(Fed balance position after offso of qPrvhP, cbartps. For excess investable balances, the res(ave, adustmeni represents SUrprus resorye4 based on e.,00es5 collected balances. Fx dtffict Investable halances, flip reserve adjustment rebm-cercs additional reserves based on deficit collected balances. 55A-101 A. Net Charge for Services: Apnouirl due for services after dectuding The local charge for serve es hom the earnings credit allowance where the result is nelsarive, B. Net Service Credit: Ani of excess credit remaining after the Wind charr,e for 5eivicn s has been deducted firom the earinings credit allowance where the i is Positive. Service Charge Amount: Net charge (total 5PIrViCe charge Ater offset of earning allowan(ah, which will or,, dobhod front DDA Vou have specified (on invoiced, if applicable). 3 55A -102 Jis"MorganChase ABC:' 0AAI- AfvY 123 MAIN ST CIIYST ZIP ..... . . ......... 1""AA 0 NOV I 11h,.,qh NOV 30 2006 0 (�t' : ath Account Analysis Statement .PA V, ....... . ... Balance ... . ... ....... Analysis I. Average 0 AYKNage Ledci(o 8all 73e,81J 1.19 739811 19 0 Los Aveiage Float 231,849 F3 -23184B 63 0 Average Collected Balamce v079G19& 5p7,981.58 0 Avg Negauve CoWected Balance 18;59'1 16 - 10,333.14 ID Awj P➢SItMt CollOCIFA Aal,wLe 524,34'272 12 524 342 Y2 JD Less Reserve Requirernew 52,434 24 -52434.24 Average Invs-,14qbjB Dalailce 471- 908,48 ---- -----471 908 48 Sal Not Ellgpble EFng Allow 200 000 to 20000000 Be] ElOible Emnings Allow 271,90848 271 908,48 Less Sclaime Required 2,614424 63 - 2,0'14,424 53 (D Exf:eW(Defidt Investable Balance �2 142 515 15- .. .... 7,142 916 15 Rescm, ACjji4rtjje3rjt-Coltl 238 057 35 -2380573,5 NO rollk7Ucd Balance Posicu, -2, -13fi—q 13 55 - 2,380 913 60 Service Charge Calculation Farnerte CIV,0, Allowaice 715 72 71572 riv Total ChA,p rai Seivices 4,107 87 -4 107 87 Nei Chwqe i(n �,urviccxs 3 397. 1 5 3,362 15 Service Charge Amount 3,392.16 Seovice Cfiafgea Wild Be Debited Frarn Ascouill 3 55A -102 'X rv'c' e hv' Provides a review of all services used during the month, product volumes, and the resulting service charge and balance equivalent. Services are grouped by product family. 0 Ar.couint Number /Group Account Number: The DDA Mannar for this statement. For groups, the account ninrub(n designated to represent a group or accounts In a relationship. Page Numbers: Each page of the anaysr5 is numbered consecutively and also reflects the tcloi ruirniner of pagi?s in the statement Statement Period: The bepuning and ending date Or the 5lacennent. Account Number; The number of the individual at group DDA covered by lihi5 Service Analysis section. 0 Service: This column rsts all services 0 used during the month, Sefvice5 are grouped by product family. 0 Number of units: This column displays total VOILIMP for each service Used. 0 Unit Price (Si: dhe price per unit Of service is displayed. if wCounts Within a relationship analysis have diffe(Onat pricing for the I;Iaie service, the services will be listed at each price for that service. IW Charge for Service ($): Tli clisplaVs the total charge for each Service. 55A -103 Balance Required: (U'rhe balance required to offset the current muilkh", balance-based service charges. This amount is calculaned by dividing the total chance for services by the E(R, then multiplying by the nornber of days in the year, anct dividing by the number of days in the month, a i Total Charge for SerViOe$ (5),: This api represents the sum of at charges for services rendered duling the month.. SummaryofAccounts: The r5l of atlt accounts included an your relationship, JPMorganChase 0 P.,,- 2 rf G7 JPMorganChase 0 fl"Ifil,m, { s B( ... - N A PacVr.4 .1 NOVI through NOV 30, 2006 (1) Summary of Accounts included In Analysis iii YhM�AII 17A 111 , I() I I 2'Il A, III U IV,j 11; 1 i'l I I I,l Z°4 ('18" l Il 3.)h7 H16 k47 "I III , 1 :-O, , i 1,1,11 W?t 114 HXII 55A -104 JPMorganChase Se rvic AM kl-,, N A Genj 0 NC 1 A,I,w� AO CMOAN, Add tvi 0 14,6 '�W NOV 1 011.,igh NOV 30 2006 i Depr — 1).Pci Service Analysis P` I Service Nut,rbv, Uuil CI ... g 0 B,da a Of LUIS 4) PricIe C) Service 0 1.11"ed Uep OF -"p MI Automated Clearing House Cn,drt, W H C ... fit 31 J 2000 I, 2C 1945 93 .J,,p Hq ACH ROI M'W11 1l 0.2(7170 40 155 746 AUI NJOO ... J), ke""dI 9 003176 Ul,7 14183 Pj la, 20 SI ame IGO K 8954429 Who L9.06139 X" 'I S46 C4 M B MI M.13 7), VA -5 (I Reconciliation Services R, I C41 v,!,M M"MiI, i 'D 0000 411 00 31622 14 14 rI CD rA,,)M Mewrww, 5", jf)fx 10 QC "'!.522614 M ki ki Cl Y 4"ec, 8WO,,, 1 562 0 04M 01248' 39 "34 95 Dish Information services C'It n C M nIvp I,,, 000c, L iuil P .11,fj Pl CrOl VvUeI.,l 1 23 01JUIJ 925.00 19 55315 UW Rpt/Iddl A,,,,,i v vS 000C rib 00 1',,,021 81 GloW I i Total Charge for Services 4,107,97 2,614,424.63 JPMorganChase 0 fl"Ifil,m, { s B( ... - N A PacVr.4 .1 NOVI through NOV 30, 2006 (1) Summary of Accounts included In Analysis iii YhM�AII 17A 111 , I() I I 2'Il A, III U IV,j 11; 1 i'l I I I,l Z°4 ('18" l Il 3.)h7 H16 k47 "I III , 1 :-O, , i 1,1,11 W?t 114 HXII 55A -104 il�,' d jt,t s t rr � °k:, ni t P;,i g e s Summarizes your financial impacts related to adjustments processed during this period, as well as re•states your balance analysis post the adjustments processing. 0 Deposit/Group Account Number; The demand deposit account (DUA) for this staternerro. Forgroups, this is the account designated to poresprito gloup of accounts In a �ei'l .... o'M, 0 Page Numbers: Each pace. of The analysis is numbered consecutively and also reilects the total rruuaber of pages in the entire statement. 0 Statement Period: The 1) eginning and ending date of the statement. Financial Recap: This section wifl list, any historical pencils that Were impacted by adjustments and Net A0jusinneirl Amount, 6 0 Billing Account: The DDA account number that is assessed with the net service charge amount. 0 Cycle Date: The nronriand year of the adjusted historical period. 0 Settlement Date: The date the service rhavges were due. 0 Previous Net Charge for Service: The service charge amount test assessed for the reported period. 0 Adjusted Net charge for Services: The service charge amount after the achushment is applied, 55A -105 Net Charge/Credit for Service Adjustment Amount: This difference between the previous and adjusted Net Charge IV Serrvices Historical Adjustment Surnionsweir Peter to page 2 for descriptions of each field, This section will chow year previous Wance. Informafion .v, word as your adjusted batance info u,ation. which o after all adjuw.i were processed for this CV(der AUC COMPANY Adjustment Pages 0 Final Recap 0 ffilhingAccountl 111,1234567890 0, Q y t& settlernord Dale AUG 2000 as 31 -20011 SF. SF. F "t 2006 09 -30 -2006 TOTAL 0 G.* Acco,,t lil 1?345678;dol 0 Flage 26 0 27 0 NOV 01 leroregi, NQV M 2006 0 Precious Net Charge for Adjusted Net Chance for Sm.ue. services (D Historical Adjustment Summary G,o.p Account I l I DDA t2345678901 AUG01 through AUG. 31,2006 pg cojefiory net. previously Reported A,o,E,yup Ledje, f3alarc. Less AmQcaga, F fvia A,&,age Collor,i.d Le" Aewve Requluument A,,.,.Ue I n,.,trW. lt.la.. I eF'a D.quiod Fxce.'F� (Dafibl) Invest Bel Arlp.le,.ni 0.11,,.1 ed NO CoHoCted Bahr,,.c Fc&lr, Sarviice Charge Calct0alion k arni,,gsGe(1,t Afrse.n,o I tat Charge for Se"Gres Ne(Ghur,jv for Services &Q_JnBTE0 ACCOUNTS INCLUDED 111 DOA 12,'145678901 Histoncol Adjustment Summary 5ruup Account I 11 DDA 12045678901 SEPT 01 lka�qh SFP1 30 2006 Des.,gotion R.I. P,.y .... IV Reported A,*,Age Led%ev Oaladlce Less Average 9 lo.1 Aywaljo C*lluctstl ffaano Less Rcsolve. Hcquire"Ielt lot urtable Balance Less Balance Haqpired L xoats l0ekilf invest Dal HaseNe Adjurle'sKII C.lerlsd Net Collected Bala,,rx, Prrsiwo, Service Charge C.I.W.h.r, i a ... once Cretin Allowaorce I alal Charge for Servicas (Yet Credit for Serv,co. ADJ05TED ACCOl LN%kME—Q 3,446 1? i) CC) Balance Information Previously Nnqrted 3;14,912.38 303 534_sO .30353.48 �5) 3 ii1 to 090 543,17 92r, JET - 91.7116:87 91 7,068 14 1 120,39 4 b65,h I) ,j,446. 1 2 Balance Information I'Myl Luwx—R jJ -qR2K!2 366,9399.18' ..........._48,708.03_. $19.2611.5 31,828 10 266,483 03 .%31,5F4 26 t54,888 71 1'7,209.88 172 09B,fifl 962.94 -4413() 519 $4 55A -106 IA,449 69 () 00 Net Charge / Credit for Se"loes AdJustalAnTount 357 a 00 3,57 Rate Adjusted Balance Information AWPOrled Ad yg!lto,Ropotad ;324,912.38 .312 377 e@ 3D2 ,524,90 30 2b,3 48 212,28 1 4 -- t 093 l 12 CQ - 91,243,48 9'12.054$6 1 11682 3 449 fir) Rate Adjusted Balance offemodar 366'd89.1 a 49,208,03 717 „781, 15 -31 178,10 9'86'0a3 05 f 18,688 25 9x9..49 4!o2. oo 50 1 fJ - 7 W 's Details your balance and volume/pricing adjustments. Information includes dhange to original transaction and iiiinpact to charge for service. Deposit/Group Account Number: The demand derostaccount lDDA) for this statement. For 900Lads, lhy5 is Ifif? account desjgmlted to top resent a gaup Of pr(OiLhote in a iel�inonsrrip. Page Numbers; Lade page Of the analysis is numbered Cons(ICUOPPY and ai5o� reflects the total number K) f pages in F hie eni i Q e bF a e ro ent - 0 Statement Period: The beginning and ending date of the Statement. Adjusted Cycle Date: The north and Wear at the adristfrol historical period. 0 Account Number: the Dup to which a balance WjUshment has twer alorslred. Date Posted: Flip code we processed the balance adjustment. M 0 Start Date: The first date, dUthnig the month reported that the li adjustment is ei 0 End Date: the fast date during, the month reported that the balance adjustment is Ofective 0 Cotlected Balance Adjustment Amount: The dollar amount Of the balance adjUSl1i 4De impactto Average Balance: The balance adjustment amount multiplied times the number of PffecTive days than divided by the total numoer of days in the period. impact to Earnings Allowance: The amount that is added or sohtowrld horn the Elanhng, Allowance as a re'SiAlf of this balance adiustri This amount does net reflect reserve requirements. 55A -107 IS impact to Net Charge/Credit for Services: The amount that is added or Subtracted from the, Net Charge,(Crecit for Services as Z3 ce5UH Of 1111h M12M(� achusiricern. This aprouni does not reflect Msetliv 1@qUirpicients. Product Family(origin Code and sershme the product rairrily or tockbnx number, doppficableand the splrvice description. Unit Price. The price per unit of service is displayed, (D Number of Unics: the eclat vWHirre fol each service. Charge. for Services: fine kitaf Charyl, for each service JPMo� rganChase 0 WIMortlaro CljflSts N.A. Ar C COMPANY 0 Group Are (ru 1 t 1 1 7 J) Page 27 of 2'7 4D NOV 01 through NOV 30 2,00,6 Balance Adjustment Detail 0) Impact to 0 AUG 01 through AUG ", 2006 Earnings ChargOCrodi& 0 0 0 for Services Q) Date Posted start Date Ernd DAte Collected Balance Impact to Average Adjustment R&gneg Amw,t !I 0 111 DDA 12345678901 11- 101 - '20061 08-01 -2005 08- 31 -200F9 -1,W0 00 Total AUG 2006 SEP 01 through SEP 30, 2006 TLa—tePqs!.qd §LaftDAJR End Eate. Collected Balance Impact to Average Adjustment Balance -Amq-Lt.n i l 11 IDUA 1234557390 I 1'1 -'10 -2:106 09-01-2006 09 30-20106� - 1,000.00 total SEPT 2006 Volume/Pricing Adjustment Detail SEP 01 through SEP 30, 2006 (D Product Famil6) y/069in Code Unit Pligg &Ild Seryn; 0 111 DDA 1234567b901 Account 1362✓ ]CPs 0 0) Impact to Impact to Net Earnings ChargOCrodi& A112w Angg for Services 3.57 -3.57 -3,45 -3.57 Impact to Impact to Net Earnings ChargeXredit AdIpwanme LQLagrvqgs, -3.46 -3 45 -3,45 4) 0 tLy_mber A�of 9L1a-r9_e!-0r-$-Pty1rcS-$ Checks Paid 6000 10 4000 10 Impact to Net Charge/Creclit for Services is 1X00 Account MlifltOnacCe 40 (39�00 1 40 6000 2 hipad po Net Charc CJJt Ior Services iis 10.00 rQTAL SEP 2006 55A -108 Original AdjugIvI 00 10,0'0 Onginll 20.00 Adjustied 10,00 9.00 9 . cou9 0t AneAhN sVs De& in I10onC'I and Ir a_�d+�v,bI vlL� �f'�a,r:;f This listing of terms and defirtitwans is provided so that you can easily review how the Account Analysis figures were calculated. Average Collected Balance: The net sum of the dallq ending positive and nrgatilve, collected balances for the rnwrth, divided by the number of [days in the rmonth. The average collected balance tls the average Ie% „er balance, lass average hbaR. Average Float: 'ffre difteranc'e be wovn the average ledger balance and the average roIpected balance far ^the month I Fria nrgan chase assigns float on deposited Items based on our published availability srhedules. Average Investable Balance: The average positive; collected balance, less reserve requirement (less loan compeeahng/ halanres, if applicable), This is the balance on which the ECR is applied_ Average Ledger Balance: The net sun of the culy positive and negative ledger balances for the month, divided by the number of days in the month. Average Negative Collected Balance: The early negative collected balances for the month, divided by the number of days rn the month. This balance is used in determining the negative collected balance fee. Average Positive Collected Balance: The daily positive collected balances fog the month divided bathe number of days in the month. Average Year to Date: The balance analysis lino tale, ulations averaged for the calendar year. When an account is opened during the year, this column represents th�c average since the account was opened. Balance-Based Service Charges: Service charges that can be offset by the ear nings ¢redllt allowance. 10 Balance Required: Balance required to offset the current month's balance based service charges. This amount is calculated by dividing the trial charge f' err services by the ECR, their multiplying, by the number of days in the year ainadl dividing by the nurnber of days in the month. Balances Brought Forward: For accounts on a settlement cycle other than monthly, this represents the excess balances carded over from prior goners to be accumulated Within the current month. Balances Taken Forward:: For accounts on a settlement cycle other than monthly, this represents the excess balances accu nulated within thennalysis cycle, which wif be carried omertothe next month. Charges Brought Forward: For accounts on a settlement cycle other than monthly, this represents the amount of service charges carried aver from prior months to be accumulated within the analysis cycle. Charges Taken Forward: For accounts on a settlement cycle other than monthly, this represents the amount or service charges m( Militated within the analysis cycle, which will be carried over to the next month. Collected Balance: Ledger ha,lance less float. Credit Requirement: If required, the collected balance that must be maintained for credit services. The balance has been adjusted by the LIA reserve am¢unt- 55A -109 Earnings Credit Allowance: Calculated value of balances maintained during the month, which can be used to onset balance -based tervae charges, This, anerunt 15 calculated by multiplying, the ,ave,rave investable balance. time tht; F.C10, Times the number of days in the month, divided by the number of days in the Tear. Earnings Credit Rate: The mate used to value your average Investable balance. Excess (Deficit) Earnings Allowance: Difference between the earnings t:redit allowance and the balance- based service fringes. Excess (Dell Investable Balance: Tine excess or deficit In balances remaining after the balances required to offset the current month's ba me -based servkp charges have barn deducted. FDIC Assessment: A pass-through fee based on each $1,00o of the monthly average ledger balance, times the current Premium rate. Fee -Based Service Charges: Service charges that cannot he offset by the earnings credit allowance. Impact to Average Balance: The balance adjustment amount mullipfcvcl hnaes the number of effective days then dlvidlerl by the total number of days in the period. Impact Earnings Allowance: The amununt that is added or subtracted frorn the E'arning's Allowance as a result of balance adjustments. (c .o n t n ued) JPMorgan Treasury Services Jpnaurgaan.com /Cs The &,, v aC'wgeY(OnlllRChI(% the d( l count 'anlalosl1 Statemflts In the ZU' JP a le III,Aoid'4i iuuslTih,vR purpI Ond m, difloi I, lmry( w vs a C1 u I (,,m, a'0 IWm'(8, b)20"IPM)Ep CI,,,$C All tPl,,rtpa MfllL 55A -110 IPM.,gal Ctrava 8, n, N A. Membx,Mir N#df NOV 21 �111 NO Document Checklist | JP'IMORGAN CHASE BANK, N,A. Robert Donahue 949w71-9869 Robert. Donahue@chase.com Attn: Christine Duarte CITY DF SANTA ANA 2V Civic Center pLZ Santa Ana, CA02TD1401O Dear Christine, For your convenience, ow the following page ism listing nVdocuments contained |n this package that pertain to the prod ucts/services you have requested, with instructions for each document. Please review the list for accuracy and contact us immediately ifyou have questions o,concerns Any modifications bo the attached documents, including but not limited tn any changes, amendments, deletions and/or additions, will not bebinding upon uoun|ewoouohmodifications are acknowledged and agreed 1nin writing hymm officer of JPyNu/gan Chase For Your protection, where documents in this package are being sent as e-mail attachments and have been pre-filled, the account and/or SSNITIN number has been truncated to the last 4 digits, or the documents have been encrypted and may require a password toopen. If you require specific information regarding your account, please contact your Service Representative. PN: 350914 55A-1 11 IIN.- 350914 POCIP: 0 55A -112 Page 2 oj'51 1 1111111 Certificate Regarding Accounts v1.4 02 »jo |wstwu*o*"s: Complete all relevant spaces with the requested information vs applicable m the type of organization. Obtain dgnatomo; certifying signens) at the conclusion of the Certificate, HEADING Customer Rome: CITY OF SANTA ANA Tax Identification Number 956000785 ("Client Entity") Business Name Jurisdiction of Organization CALIFORNIA Type of Organization [I Corporation n Sole Proprietorship El Trust El Unincorporated Association (Check One) [I Limited Liability Company [I Partnership lincluding Llmiled Liability Partnership) [] Business Trust �under Delaware or Massachusetts raw onli [I Joint Venture 0 Governmental Entity sperity type): MUNICIPALITY E1 Ofber—_ * DESIGNATION OF DEPOSITORY. This Certificate Regarding Accounts (this ^ComWcmtm~}is provided ^o any bank subsidiary rJ.P. Morgan Chase &o,x "Bawk") with respect to any and all deposit accounts, related products and all Treasury Services products or services, that Customer currently has or may open in the future with Bank (collectively, the "Accounts") P CERTIFICATION (as applicable to Type of Organization) 1, Corporation, Limited Liability Company, PartnershipILLP, Unincorporated Association, Business Trust, I am an officer member, manager, dklm general partner (or person amhmritwdtorepresent the member, manager, director ugenem| pmoner).ms applicable, mcus�ome,rY Certify /n Bank that life governing body of Cvmo/no/hasadnptedmoo|otionn»umo,omgau actions and agreements described inthis Certificate. Those mmvk*ioo* were adopted in accordance with all nq:|wmwmudrev and of Customer's organizational documents, have been entered u the regular mio*le books *Y Customer, have not been rescinded, or nodiffed, and are now in full force and effeCtr z Governmental Entity |am either the custodian m, the official records v/Cuumme (the "Certifying Miur),ur the public official authorized by law to espilb4sh and administer the financial rarOUntS of Customer (the "Financhd Offiver") and authorized to take all actions described in this Cedificate Bank has been designated a depository for funds of Customer in the manner incurred by applicable law. I county to Bank that the governing body Of ClU$tUrner, f any, has adopted resoititions authorizing all actions and agreements described in this Certificate Those resolutions were adopted in accordance with all requirements of law and of Customer's organizing statutes, charter, by-laws, ordiriarmes, or other applicable laws and docornerns have been entered in the regular nonirre books DfOustamer, and arp view in full force and effect y Trust. I01mer than a business nuno:am (we are) all u/ the duly appointed and acting uumow<}n/ the trust |mm> certify mBank friar trusl agreement arid all other governing documents luthanze the nustees to take all actions and enter into all agreements described in this Certificate, arid: that such authorcrafion is in accordance with all requirements of law now io full force and effect * Joint Venture. We are ai| the joint venturers nf Costume; We certify m Bank that the joint venturers o/ Customer have aoi"'.zed all actions and agreements described in this Certificate, and that such authorization s now in frill force and affect 55A-1 13 5 Sole Proprietor. I arn the CuidDirpep, and I individually am the sole owner of the Business, The Business is hot a corporation, partnership, limited liability company, or any other form ,f business entily | his Certificate constitutes o durable power r|attorney appointing agents, each acting singly, to take any and ail action arighollized under this Certificate of any other document described in this Ce*0cm/,, This power *Y attorney will *vmivw my Incompetence, incapacity, or disability "Atticurney-fin-Fact" means any of file following listed persons, acting singly unless otherwise provided in this CenfinaW C AUTHORIZATIONS (applicable w all Types vyOrganizations) 6 Account Opening. Earn Account Manager is authorized W open one v, more Accounts from time to time with Bank "Account Manager' means each person xo|diogan officer title with Customer |f Customer |sm/imiwnu|inmmy company or partnership, 'Account Manager' means any member, manager, general banner, v, trustee (or auVro'iz*j official Wa member, manager, general partner, nr trustee) o' Customer. However, N any names or titles are listed |mthe following line, "Account Manager" means only this following listed persons: I If Customer is a sole proppieter, 'Account Manager" means only Customer individually <| the owner vr the Business) or an Aftorney-lin-Fact, if designated by Customer If Customer is a trust (other than a business trust), 'Account Marniger" means only each individuW trustee and each person authorized to act on behalf of any entity trustee of Cuirtminer. If Customer is a joint venture, 'Account Manager' means only each joint venturer and each person authorized to act on behalf of the joint venture. If Customer ps a governmental entity whose financial affairs are directed by a Financial Officer "ACCOUnh Managier' means only The Financial Officer, If Customer is a governmental entity whose financial affairs are directed by a governmental body, ''Account Manager" means only the Ceptifying Official. Opening any Account wilp coniciffirithe Customer's agreement to be bound by all of Bank's account terms, orindhons, documents, and agreements (as they may be amended from line to time) executed or delivered in connection with the Account Banking: Services, "Authorized Person" means any Account Manager a* designated above |o Section C6 Am Authorized Person may perform any n, all of the functions listed Wow. Subject to any written agreement (and other forms applicable mhm products and »,wiceW, between Customer and 8am" any one Authorized Person i* authorized W(1) sign checks, d,aftm, notes, acceptances and other i*utmxnenm n:xffleciavery /m|e',edt^ao°I^mmm"),[2>,akomoxmcbnwenu/urviveininstmn/ions)owrihon.verbaUy,w|nctmnico|yo, vmomiso,<"oowtjrwctronx`}a» provided m the account terms m other between Customer and Bank, and V$identify, implement and contract with Bank for cash management product and services relating to an Account anchor other general banking services fop the benefit of Customer, Inducing without limitation electronic funds transfer services, electronic information Servoeer automated clearinghouse services, $*kboxservices, fraud prevention services, "rduoawnmed sweep investment services. Use of any such service will constitute Cus,mnor'magreement to Bank's standard agreements applicable ,o the crackpots o'services III Changes &wmo�z����m Persons. The Secretary, any Assistant Secretary, p any Account Manager instwctBank m add, delete m otherwise make changes h/ Authorized Persons byv written notice tv Bank ('^Chw"W*N.Uce^') The Change Notice w,outd identify all changes to Authorized Persons, including persons added o/ deleted, certify the name, hire, and signature vf each adu|hvna| Authorized Person, and set forth any limitations to, the authority ofAuthorized Persons. 9 0*pwwo*, Bank is authorized to accept for deposit, credit, collection, or any other purpose items or electronic deposits payable to (1> Customer hy any trade name ox style used hy Customer o'(2> any owner, shareholder, partner, member, manager, trustee, or vwmu^*,of Customer ("Ovawlo,(3) more than one, Owner, either jointly v.in the alternative All Items moyhe deposited many Account with or without endorsement r unnfinucrileffectiym«ss. This Certificate win continue in fruil force and effect urtil Back actually receives written notice from Customer revoking "q this npmnca*e and Bank has tied a reasonable opportunity to act on it Bank may conclusively presume that this Certificate io|o effect and that the persons Identified from /i.ne tv time woAccount Managers *r Authorized Persons by this Certificate, any signature card, or any Cluinge Notice have been duly elected or appointed and continue to field such positions Customer releases Bank from any liability and will Indemnity Bank against any loss, liability, or expense arreng from Bank s reliance orn this Ceirlificane or any oVier certification or instructions brovded by the Secretary, any Assistant Secretary or any Account Manager. D ADDITIONAL PROVISIONS <owly applicable toTrust or Governmental Entity 1p� Delegation of Authority Per Trusts. If Customer is a trust (other than a business each, expressly /op/ooanuo that the delegation o(authority provided m this Certificate is for the ministerial act ur executing Instruments payable by, providing instructions to, or making deposits in Bank with respect to trust assets in an Account, which are authorized by the trust instrument Birk is enutled to pely on this prepresentabon in conducting any business rotating to any Account of the trust 55A-1 14 III W11 f11N11II 12, Death, Resignation, or irebrifty of Trustee to, Act. If Customer is a trust lather than a business trust) and any trustee dies, resigns, declines to serve, or is unable to act as trustee, each surviving trustee or successor trustee is obligated to nottly Bank and to provide Bank With a new Certificate authorizing Bank to ad on the order or instruction of any newly appointed trustee M Authority of Governmental Entity. It Customer is a governmental entity and Bank at any time determines that Customer is not authorized, or may not be authorized, under applicable law or its organizational documents to open any Account or to engage in any transaction or purchase any services relafing to the Accounts. Bank may demand conclusive evidence of Customer's authority. Notwithstanding any agreement to the contrary, it Customer tails to provide conclusive evidence of its authority upon demand. Bank may immediately and without prior notice terminate any Account or service provided to Cuslorner, and Bank will not be liable to Customer for any damages in connection with that termination E CERTIFYING SIGNATURES I Applicable to all Types of Organizations EXCEPT Governmental Entity Certifying uipnature Certifying Sginalulve - pi�li�,KWre ­­__­ ­­_ ­­ - ----- — c7p­uclymoe . . .................... E Mari Address ............ - Phone Wum6er Executed this ----day of I 55A -115 11N., 350914 DOCID: / Page 5 q/ 51 IIIf11111WNIII 2 Applicable ONLY to Governmental Entity a) Certifying signer is: Financial Officer ❑ Certifying Official] FRANCISCO GUTIERREZ ..... . . . .... ...... . . ..... . EXECUTIVE DIRECTOR, FINANCE & MANAGEMENT SERVICES AGENCY . .............. . FGUTIERREZ@SANTA-ANA.ORG 714-647-5420 E-Mail Address Number For a Governmental Entity certified by a Financial Officer, the following must also be completed by an official! other than the Financial Officer I certify that the Financial Officer named above holds the office indicwedi i!P the foregoing Ceitricate, and is authorized by law to establish and administer the Accounts of Customer and to take ad actions and enter into all agreements described in the foregioing Cedificapt, I further certify that the sugnature set forth above is the Financial Officers signature x C/2 CHRISTINE C. DUARTE Printed Name TREASURY MANAGER yttin-- ------------ ---- ................... . . . . . ....... . . ................... CDUARTE SANTA-ANA.ORG 714-647-5335, .... ... ... .. . Address rn6ne Nurnbef Executed this day of 55A -116 PN.- 350914 DOCI& I Page 6 of 51 1 1111111 CRA Instruction Sheet HEADING | Jw,isdicdonofOvoaoizadon - This is the state, territory, v/ country where the entity was organized 2 Tax Identification Number - Used by Internal! Revenue Service <lRS) in the adminstrabon of tax laws 3 Business Tm.ot-A 'business trust" os used i"this Certificate (CRA) is a legal trust set up for the purpose of business in Delaware and Massachusetts. The purpose o+a business trust .«to operate a profit venture for the beneficiaries vf file dust 4 Governmental Entity (specify type) - Examples of governmental enfides include municipality, county, state, government agency, school board, etc. This is a statement regaining the purpose of this Certificate (CRA) B CERTIFICATION - By Entity Type i Corporation, U*NbidUwbiNwCnwpm"uPmmaer*hipiuoimo^xp*,m/odAssvciao|*u.u,ouaiwousTruoo-TheappmP/ia*o officer must certify the governing body "YN"Custvmmhu*mdnptndwmdutionoeuthmizing&mactioomandn8mements described |o this Certificate {CR*>. After reading this paragraph, proceed tv Section c, 2 Governmental Enti There are types *| officials who may make the codifications inthis Certificate (CRA) for agovernmental entity, either a Ceffifying Official, or a Financial Officer ~ C°ufyiognffioa| -This is a person who has been elected,irippoineWcharged with the responsibility for the official records of the governmental entity that they represent, and holds an office comparable to a corporate secretary, a g for example, the Town ur County Clerk, the Secretary v, the School Board ^ Financial Officer ' This mused for persons holding a specific governmental office which has been aufficrized by law to establish and administer Accounts forthe governmental entity they represent, a 9 State Treasurer After reading this paragraph, proceed to Section C 3 Trust ~v)fher than * lousiness trust) The trustee v.u"sitew* must certify that all actions and agreements uescnbemmthis Certificate (CMA> are m accordance with all requirements oY law and of the Customer's trust agmmm*nt and all other governing d*cum^ms After reading this paragraph, proceed xa Section m. 4 Joint Venture - Each joint venturer mus! certify that alll actions and agreements described in this Certificate iCRA) are allthorqed After reading this paragraph, proceed to Section C. u Sole Proprietor -This section indicates who may take the actions described in this Certificate on behalf of the Owner of the sole proprietorship. |( any person will ooauthorized to act on the behalf ov the sole proprietor, they must mo designated .nthis C*nac*m <rnx} This person will be known uo voamey'm'pad` x sole p/op|u/o/io not required ,n have ao"*ffmn,ey-|n'pan"After reading and filling in this paragraph, If applicable, proceed to Section C, C AUTHORIZATIONS (Applicalohe to all Types of Organizations) (5 Accouird Opening - This section kleaffies those persons VAccoubt Managersi who will have authority to open Accounts for tire entity described in this Certificate CRA), 'ribvabon. Unincorporated Association Any person holding air officer title a|mCuamme, LLC, Partnership UF Any member, manager, generat partner, or trustee, as appflcable of Customer Sole Proprietor The Cuslomei individually i e , Vie owner of the Business) or an Aucirney-in-Faiit, if designated by the owner of the business I rust (Other than a Rosiness Trusq Earn individual trustee of as specified in tire Irust agieernenli Joint Venture Each joint venturer Governmental Einfirly . R Customer is a governmental entity whose financial affaus are directed by a I'manicial Officer, "Account Manager" means only the Financial Officer . It Customer e; a governmental entity whose financial aflabrs are directed by a governmental body, "Amount Manager" means only the Cerlifying Official M, 350914 DOCIP: I Page 7 o('51 CRA Instructions/Explanations Account Openjorti, continued: If paragraph 6 is filled in with one or more specific pocifion Itiesgundficins, such as "vice president or controller", then only those persons holding that title and/or function will be allowed Loopum Accounts for Customer If paragraph 6 is filled in with homes of specific individuals, then only those individuals will be allowed to open Accounis for Customer Banking Services - Describes persons who are authorized 0, perform banking transactions for Customer and what those transactions may entail. "Authorized Persons"f"Accounh Managers' are designated in section C6 of this Certificate lCRA). 8 Changes to Authorized Persons - Describes how changes, additions, or deletions to those who are named as Authorized Persons may be made 9 Deposits - Describes what Customer is authorizing Bank to do with deposits made into its Accounts. 10 Continued Effectiveness - Describes the borers Linder which this Ceirfificate (CRA) will remain in full force and effect D, ADDITIONAL PROVISIONS (Only applicable to Trust or Governmental Entity) I Delegation of Authority for Trusts (Other titan Business Trust) - Declaration of the trustees as to the purpose of the delegation of authority described in this Certificate (CRA) 12 Depth, Resignation or inability of Trustee to Act - Describes the obligations of the trustees in the event that any trustee is unwilling or unable to perform his or her role, 13, Authority of Governmental! Entity -- Describes what actions Bank may take should Bank determine that Customer is not or may not be authorized to open Accounts or transact banking business, E CERTIFYING SIGNATURES lWho can sigh the Certificate lCRA)) 11, 1111 111 1 1 1 Jig i Corporation, Licilled Liability Company, Unincorporated The CEO, CFO, COO, President, Vice President, Treasurer li Association, Business Trust Secretary or Assistant Secretary of the organization or other equivalent officer Only I signature is required, or as specified in the curitoiner's orgariyzational documents Partnership, Limited Liability Partnership Managing partner or each Pairtrior, it a Managing Partner has not been designated Trust (Olney than susiness"l-rusi) All trusiects) or as specified in the trust agreement JDjnt Venture Joint Verfuner(s) Each Joint Venturer eiourd sign Governmental Entity represented by a Financiiiii Officer Financial Officer accompanied by a second official signer who authorized by law as described in these instiuctions page 1, cerfifies that the person signing holds the office indicated section B2 Governmental Entity represented by a "Certifying Official' as .................... . Certifying Official described in these didrucfions� page 1, section B2 Sole Proprietorship Owner 55A -118 11N., 350914 DOCI& I Page 8 01,51 Account Terms V2,210222m INTRODUCTION This document (the "Account Terms"), contains the general terms and conditions and other disclosures for the accounts and services which the Customer may select, and constitutes aoagreement between the Bank and Vie Cu*/omo'Refeences,u"tneaaox.whnoonodintho Amount Terms, shall mean JPMorgan Chase Bank, N,&, arid any of its affiliates of subsidiaries, as applicable References to the "Cumnwmr^i^ the Amount Terms mean the governmental, nonfirriffir or business entity to which the Bank provides accounts arid services, All accounts subject t* the Account Terms are, regardless ,f their location, referred Lv"n this document as'Accnvms ^ The Account T*nnomay be supplemented or amended by existing or future agreements terms and conditions, and notices, indurtfirg, but not firmled to any terms contained in an account application, signature card or similar doeurnent for an Accourat or arrangements regarding specific types of Amounts of services ("Services") offered by the Bank as described herein or which by their terms ("Service Terms") are subject to the Amount Terms By signing the signature card, account application or Moular document or by using or continuing to use any of the Accounts or Services, the Customer agrees to the Amount Terms and such supplements, amendments agreements, terms and Conditions, notices or Service Terms, as applicable The Accounts established with the Bank are sublecii to the Amount Terms and relevant Account documentation [Acm /o natio The Customer shall not transfer any of its rights and obligations ma: Account mwith respect m a Service, n, create any form 'fsecurity interest over such rights and obligations or in an Amount, without the prior written consent of the Bank Authorized Persons. ,/ The Bank a authorized w rely upon any document that indicates the person authorized to act on behalf of the Customer ("Authorized Person"i with respect to the Accounts and Services,, until the authority for the Authorized Person, is withdrawn by the Customer upon written notice to the Bank, and the Bank has a reasonable opportunity to act on the herminahon instruction. rhe Customer will provide specimen signatures to the Bank, in the mariner requested by the Bank 1 2 Each Authorized Person, subject to any written limitation received and accepted by the Bank, is authorized on behalf of the Customer to: open, operate and close Accounts; overdraw Accounts as permitted by the Bank, appoint arid remove Authorized Persons� execute or otherwise agree to any form of agreement reliffing to the Accounts of Services, including, without limitation, Account Crocunnenftkhon� execute guarantees, indemnities or other undertakings to the Bank in relation to guarantees, letters of credit or other financial transactions, or in relation to missing clocumenrs� draw, accept, endorse or discount Checks, drafts, bills of exchange, notes and other financial instruments 11terns'�, receive resisters related to security procedures; and give instructions (`Inrriruolionrc�, inducing, without limitation, requests and payment orders, by means other than the signing of an literor with respect to any Account transection. Without linistafflon, such Instructions may be given singly or othemilve reqrfrding� (1) the payment, transfer or withdrawal of fuinds by wife, Computer or other electronic mearls, or otherwise, In) money, credits, items or property at any time field by the Bank for amourn of file Customer; or (H) any other transaction of the Customer with the Bank 1 3 if the Customer Bank with facsimile signature specimens, o'if the Customer issues Items with * facsimile signature 000ne occasions, at moire the Bank | authorized uo pay Items signed by facsimile signature (ioduuioV but not limited to, compvte'gwow/*wd signatures) .f the adva/vr purported f*rwmne* urb, regardless rr how */*; whom affixed, resembles the specimens filed with the Bank by the CUldomerr or resembles a specimen facsimile signature otherwise employed for the Customer's benefit 1 * The Customer represents that, prior u`»umnmmg any document which designates the persons mxxo,izmoto act ox the Customers behalf, the Customer shall obtain train earn individuall referred to in sucu document air necessary consents to enable the Bank to process the data set out therein for ffre purposes of providing the Service Instructions; Security Procedures, 1| The Bank and the Customer may from time mtime agree upon u security procedure wbwfollowed by the Customer the issuance of an Instruction arl by the Bank upon the receipt of an Instruction, so as to enable the Bank to verify that such Instruction is effective as that of the Customer A security procedure may require the use of algorithme at other codes, identifying words or numbers, encryption, call back procedures or sinAar security devices. It is understood that such security procedure is designed to verity the authenticity of, and not to detect errors in, Instructions The Coolorner agrees to safeguard shelf security procedure and to make it available only to authorized persons Any Instruction, the authenticity of which has been verified through such security procedure, shall be effective as that of the Customer An authenticated SWIFT message issued to the Bank in the name of the Customer shall be deemed to have been given by an Authorized Person The Customer shall be, bound by and Cohere to the mconly procedures for use of the Service orivised to, it in writing W electronically by file Bank, as may be revised from time to time upon ounce to the Customer ?z The Bank is not obligated /o confirm any Instructions |f the Customer, other m^nwith respect `n security procedures, chooses m confirm an Instruction, any confirmation must be clearly mwked as such, and. if there is any discrepancy between an Instruction and a confirmation, the terms of the |oahnchon shall prevail. Subject the Bank may,g its Option, Use ally means mCmmUmom corhy any request or Instruction, even ff any agreed security procedure aperture to have been followed |f the Bank |u not satisfied with any confirrination or Clarification, it may decline to rarer the Instruction ���� ���� ���U U�� � 'I Deposits. 3 t All Items deposited or cashed are received for collection only, and are ter:eVved subject to final payment. The Bank may return or refuse to accept all or any part of a deposit or credit.. to an Account at any time and will not be liable to Customer for doing so even if such action causes outstanding Items to be dishonored and returned. Returned or refused deposits (or the legal equivalent of the deposited) ltemM will be returned to Customer. The Bank may agree with other banks and clearing houses to vary procedures regarding the collection or return of Stems„ and deadlines to the extent permitted by applicable law or practice. The Bank chooses the method of collecting Items and may use other banks in the process, The Bank will present Items In accordance with the cnrstoni and practice of the turisdichon in which the Items are collected. The Bank is not responsible for actions taken by other banks, nom for the loss or destruction of any Item in the possessions of other banks or in transit The Customer agrees to use reasonable efforts to assist the Bank in locating or obtaining replacements of Items lost white in the Bank's possession. 3.2 Credits and deposits to an Account will be availabie in accordance with the Bank's availability policy and in accordance with applicable laws- If the Bank credits an Account (r) in contemplation of receiving funds for tire Customer's credit and those funds are not actually received by the Bank, or (ti) in reliance on a transaction which Is subsequently returned reversed set aside or revoked, or if the Bank does not receive funds for the Customer's credit for value on the date advised by or on behalf of the Customer, or if fiinal settlement is not received Iby the Bank for any reason, then the Bank shall be entitled to debit any Account of the Customer with the amount previously credited andt'or with any other charges incurred., even if doing 5o creates or increases an overdraft 3 3 If the Customer sends an Item to the Bank on a collection basis., the Bank may defer credit or payment for a reasonable time, in accordance whin its practices, without dishonor, and the Bank shall not be obligated thereon until it has remifted final payment. The fofieweng provisions in this section 3 apply to Accounts to the United States, and to, Services provided In connection with such Accounts. p,d The Bank fray provide or make available upon request a receipt or similar document for certain deposits to your Account, However, the amount on such receipt or similar document is based satiety on the deposit ticket. Credits for all deposits whether or not accompanied by a deposit ticket, including bulk deposits, are subject to verification. The Bank reserves the right to make adjustments to the Account for any errors, including any errors appearing on the deposit ticket, occurring during processing or otherwise, but the Bank has no, obligation to do so for de minmis discrepancies. 3 The Bank may accept Items drawn on a non-U.S. bank or Items payable in a foreign currency on a collection basis, not for deposit, even if the Bank has taken possession of the Items as part of a deposit. Therefore, the Customer may not receive provisional credit for such Items, or 4 provisional credit has been given the Bank may revoke It. The actual credit for Items payable in a foreign currency will be at the Bank's exchange rate, for the Account credited, in effect at the time of final collection in U.S. dollars. 3_F The Customer must place Its endorsement on the back of a check only in the area within 1.5 inches front the trailing edge of the check, The trailing edge of the check is defined as the left side of the check looking at it from the front. If the Customer is authorized In writing to endorse checks on the Bank's behalf, the Customer agrees to comply with the endorsement standards of the Bank and of Appendix D of Regulation CC of the Federal Reserve System favaidablie through the Customer's Bank repmesentattve). :1.7 If the Customer pre - encodes Items, the Customer should not use barrier documents (items placed inside envelopes) tin either high- speed forward or return cash letters. If the Customer does send carrier documents in either high -speed forward or return cash letters, the Customer shall be saledy responsible for any losses or claims related to doing so, including, without limitation errors in the amount of the ftern, delays in processing or claims based upon poor image quality, and shall indemnify and had the Bank harmless from and against any and all claims resulting directly or indiredly from processing the carrier docun'ients- ,330 If the payer bank, drawer or payee on any Item returns the Item to the Bank or makes a claim against the Bank based on an asserted unauthorized signature or endorsement or an asserted ateratlon, the Bank may accept that return or pay that ciaim and charge the Custarites Account for all or any paid of the amount of the Item, even if the claim is made after the payer bank's return deadline.. If the Customer deposits or cashes an Item drawn on the Bank and the Item or any endorsement is asserted to be forged, unauthorized or altered, the Bank may charge back all or any part of the amount of the item, even if the charge back Is made after the Bank's midnight deadline. 3.9 The Customer agrees that the Bank may collect any deposited Item by electronic means. The Customer will not deposit any substitute chiecks (that are not returned Items) unless the Bank specifically agrees to accept such deposit. In the event the Bank processes any substitute checks for deposit, without a specific agreement, the Customer agrees that the processing of it shall riot be deemed to be the Bank's agreement to accept any substlute checks for deposit arid that time Customer' will be solely responsible for any loss or liability in connection with the deposit. 3. td If the Customer uses any of the Bank's night depositories, the Customer does so solely at its own risk. The Bank is not liable for any deposit in the night depository until the Bank issues the. Customer a deposit ticked or other' receipt acknowledging the deposit. Any Bank employee may open and count the money deposited in any night depository, and that employees determination of Vie amount of money will Itre conclusive. The Customer is solely responsible for any loss incurred from the disappearance, duet, or loss of aoy envelope, bag, or money before the Bank verifies the contents of the deposit. <,t t If the Customer deposits a remotely created check ( "RGC "), as soon term is defined in Section 226.2(ffo of Federal Reserve Regulation CC, the Customer warrants to the Bank., with respect to each RCC, that the person an whose account the RCC is drawn authorized the 55A -120 PN :350914 DOC'TI): 2 Page 10 of 51 issuance nf such RCC.o the amount and tv the payee stated an the RCGAnRCC includes annCC that has been reconverted toa substitute check. The Customer authorizes the Bank mdebit the Curnome/oaccount for aov claim *r return based upon aw onoumorb*dRCC and the Customer agrees tv indemnify and hold the Book and its mgo*x,, employees, ^ffem/o and directors, harmless rorn and against any and all claims, umna8vo demands, judgments, liab.*iem.coytsandexnanpes(iodmomnoxomoyo' fees) resulting directly v' indirectly from any breach o{ the foregoing warranty. All other terms, rules and regulations governing m check will apply tva^ 312 The Bank may allow certain vnrmammns using a Bank owned automated teller machine |o connection w0h Accounts hyissuing one of more commercial ATM cards and personally identifiable numbers or PINs ("Carols)") to Cusionner's employees mVeom Customer agrees to use, and cause its employees and agents ,ouse the Cards only wt ATMs owned hy the Bank and Customer oxa||bn responsible and liable for each Card and any transactions initiated using such Card The Customer agrees that the types of transactions offered through the use of the Card may he|imitod by the 8mnk|n the Bank's sole discretion The Bank has the right to coovp| any Card at any time and for any reason, and will notify Customer of such cancellation, |»ov event shall the Bank hr responsible for the sec"�r.tyo[ the Cards, All ATM transactions are Subject to verification. Any transaction not made o*a business day o, made after the Ba/ril designated cut-off mn* will beprocessed ou the Bank's next business day. The Customer agrees <v obtain possession and return <* the Bank *, destroy all canc^|ed Cwrdo�I/ the Customer believes m Card or PIN has been |cono'stolen, the Customer should immediately contact the Bank's ATM call center. 4 Payment orItems «1 The Bank is authorized to pay any Item drawn on the Account, in accordance with the Bank's usual procedures, including, without Imitation, any item that purports wbwasvbsthvmchock.Thw8mnkismmbwrizadtodo^htomxccv"o\nowmich the Item b drawn on the day the |twmispresented, certified o. accepted, w,mt soon earlier time that the Bank receives notice hy electronic n' other means that an Item drawn on an Account has been deposited for collection. The Bank may determine Account balances invr**' to decide whether /^ dishonor wo Item for insufficient fonds m, any time between receiving cull presentment o/ notice and the time o/ the return n, the ftem, and need make no more than one such determination. 4 2 The Book is authorized to pay all Items presented mit or cashed at the Bank, regardless of amount and without inquiry asmthe ocummannesc* issue, negotiation v. endorsement urastu the disposition m proceeds, even n drawn, endorsed o, payable mcash, baser or the order of the signet or any Authorized Person or to a lender in payment of that individual's obligations t2 The Customer Customer shall not use its Account to allow any third party no issue checks or otherwise use the Account unless specifically agreed to in writing by the Bank. The Customer sloall not issue Hours that are post-dided, and the Bank shall not be liable for any damages caused by premature payment or certification of a post-dated Item Further, the Customer shelf not put any condition, restriction of legend on any flem, and the Bank is not required to comply with any such condition, restriction, or legend 4 4 The Bank may process any uemhy electronic means All Items the Customer draws against any Account must comply with, the Bank's check sVmoNcmuono and image standards, published from ,"num time, and md"*ry standards The Rmok may refuse m process ally Item that is presented to it in a to" that cannot be imaged or processed through its normal systems The Bank shall] not bv|iab|*for damages v. losses due t* any refusal \o process vr delay o, failure |/` procuring, collecting ^/ paying Items not conforming to such specifications o,su:uams, except m the extent such losses wdamages are the result n, the Bank's gross negligence o/xwifu| misconduct, The following provisions in thus section 4apply to Accounts a the United States, and m Services provided In connection with such ^u The, Bank may, in no, discretion, cash Items drawn on its Account when presented by the holder. 11 9 payee who m not the Bank's deposit account customer presents an hear drawn on the Account for casin, the Bank may refuse to cash the Item or may charge the payee a fee for caching the hem 46 K the Customer establishes un Account which purports to: (V require two m more signatures oo any Items drawn on the AoC*umro/(It, III the maximum amount for which any person can sign an, litem, the Customer acknowledges and agrees that any such requirement |* solely for the. Customer's own Internist control vU/Pv$°*r The Customer agrees that os long mo the Bank follows its usual and customary procedures for processing and paying Items, the Bank will not be liable for paying any Item la) lacking the moored number v/ signatures, or (b) in an amount exceeding the maximum III astogned to the signer. 4 r The Bank offers the Customer m"icesreasonably desqmgwhelp prevent check fraud and if the Customer fails to, utilize those now|onntha/h,.ummionvstitmmCvstomw/oonligeococonrioutiogw,homaWngofanonnmhorizeVsigomwmandmoCoowmwrvw|| assume the risk that checks p/d,*k* presented against its Account may be forged rrwfte"°u, no the ex/mxmw the services the Bank offered may have prevented any loss |nmeavem|*eMankoeosleasu'is*resenteuw.m|temne»u*app*arh/be duplicates v»each other, then the Bank may return one or more of such items. 4o The Customer "**,mw*all responsibility and liability for any claim or loss that the Customer or the Bank rnay suffer as a result of Ole Customer's: (I) issuance of a check in such a manner that information, marks or bands on fire back of the check obscures endorsemeni or ri> placement of ain endorsement on the back of the dieck which obscures other endocemeni and which thereby causes a delay .x the forward processing ao4w' return processing u the check. Tire Bank vma.* the right w refuse x/ accept acheck for deposit when the back nf the check iu unreasonably obscured ���� ���� �� �U "��U 1 11(11 4v If an ftern issued' by the Customer is transferred or negotiated outside a the United States and is mibsequenly sent to the Bank for deposit, collection o, payment in the United States, the Customer shall W»doomed tv Make, ho the Bank, the transfer and presentment warranties under the Uniform Commercial Code, as if such Item were negotiated or otherwise hamijerfed irr the United Slates * If) Astop payment instruction from the Customer will mveffective on an Item if: (I) the Bank receives the Instruction reasonable opportunity to act on such Instruction, which shall be at least one (1) full Business Day following the Business Day of the Bank's confirmed receipt of the Instructions at the applicable Bank locarom (10 the Instruction contains all information concerning Pie Item that the Bank requires, and is in Pie form required by the Bank; and dfi) the Item is not yet paid or cashed For purposes of this Section, "Buorriess Day" means a day on which the Bank is generally open, for business in the jurisdiction where the Account is maintained. Stop payment Instructions on Items, unless otherwise provided, will be valid for one (1) year and will coutomaticalty renew up to six (6) addifionjoi years unless the Bank confirms receipt of the Cuslorner's revocation of a stop payment Instruction. The Customer may request, through the Bank's call center brother authorized representative, a non-renewable stop payment, which will be effective for a 180-day period. The Bank shall not be liable for any Item properly paid or cashed prior to the effective date of a stop payment request Stop payment Instructions on Items are effective in having the hern returned unpaid by the Bank. However, stop payment Instructions have no effect on the rights of a holder in due course of the Item to make a claim directly against the Custerner. 5 Funds Transfer Instructions s l The Customer may issue funds transfer Instructions against Accounts, subled to the Bank's acceptance Funds transfer Instructions will be received, processed and transmitted only on the Bank's funds transfer business days, and within the Bank's established rut-off hours v^suohdayo. Communications requesting cancellation u,amendment of payment crows must be received aim time and `nmmanner affording the Bank m reasonable opportunity /v act "n the communication The Customer may reverse, amvod, cancel n/ revoke any Instructions only with the consent wV the Bank arid the beneficiary's bank The Bank will debit the Account for the amount s/ each funds transfer Instruction accepted by the Bank, and the Customer authorizes the Bank to debit the Account for all fees associated with any funds transfer Instruction, Including debit and credit processing charges, *rt, otherwise deduct such fees from the amount n{the payment order, In processing the funds transfer, other banks may deduct fees from the payment order issued to them. No restrictions opoo the acceptance cf funds transfer Instructions by the Bank v/ upon the Accounts that the Bank may debit shall b* binding unless agreed tohy the Bank mwriting The Bank shall not bvreq*..nd t. Inquire into the dmun`o{a/`ponof any transaction 52 Noxwiffidundmg any instructions by the Customer 1* the contrary, the Bank reserves the light ,v use any funds transfer system and any intermediary bank iothe execution of any funds transfer Instruction and may otherwise use any means of executing the funds transfer Instruction which the Bank deems reasonable in the circumstances. 5 3 In connection with any funds transfer, the Bank and other financial nustiturfens May rely upon the identifying number of the beneficiary, the beneficiary's bank or any intermediary bank included in the foods frainsfer Also, the beneficiary's bank in the funds transfer Instruction may make payment on the basis of the identifying number even though it identifies a person different from the named beneficiary Accordingly, the Customer shall be responsible for the consequences of any inconsistency between the name and identifying number, as instructed, of any party in such a funds transfer Instruction 5 4 In accepting a funds transfer Instruction issued |n the Customer's name for payment in currency other than the currency uf this Account, the Bank i* authorized m debit the Account for the equivalent amount o( the foreign currency transferred: ut the Bank's w*valioy rate nf exchange ora^ otherwise agreed. m the nook accepts funds transfer Instructions Issued ioa foreign currency where the Customer io the beneficiary, the Bank may convert the funds |uthe currency o, tire Account a| the Bank's applicable currency exchange rate and charge the Customer m fee for such currency conversion w accepting o funds transfer instruction issued i" the Customer's name for payment wo receiving bank located outside of the United States, the Customer agrees thatavbjmctmaoymsuictionsuodemwv|icawn law or regulations, the Bank May convert the funds to the local currency of file location of the receiving bank at the Bank's then prevahng rate of excharfge The Book may deduct its fee for such corrvertsion from the payment ameount. Notwithstanding any prior action or course o[ dealing, m applicable law and regulations the Bank has nooNifa000mcancel reverse or otherwise boy back foreign currencies purchased by the Customer under a Service arid, the Bank makes fro commitment u buy back curnencss The Customer acknowledges that it may not be able to sell back certain foreign currencies once purchased a5 x the Customer elects to settle foreign exchange transactions by draft, the Customer acknowledges and agrees that in the event it* draft b not presented for payment within one hundred eighty ()8V}calendar days from the dale «.issoaoocr the Bank, subject many restrictions tinder applicable law or regulations, thall have the right to cancel the draft, and the Customer authorizes the Bank to reconvert the funds into the original currency at the then current rate, and m^vwdothe C*vtrume/* Account U the '*mkm/is^o longer a customer of the Bank, the Bank may, in its discretion, transfer balances to an unclaimed moneys account, or issue a cashrer's check sending it tv the address ofthe Customer oo fire books and records of the Bank. |n the event that the payee, holder or other third party claims against the Bank an a cancelled draft, the Customer agrees that it shall be responsible for any losses in connection with such cancellation, including any amount recreated w otherwise paid to the Customer. The Customer acknowledges and agrees that applicable service charges and expenses, including payment and pofiodic maintenance fees, may bocharged tothoCu,mme/, Account or otherwise deducted from the ammunt to be paid no the C ustoniv 5 c Unless the Customer and tire Bank have agreed in writing to an alternate Security PROcedurer the authenticity at oral or wirition, �ujjcludrng those transmitted by facsimile) funds transfer Instructions may, at the Bank's discretion, be verfad by telephonic call-back confirmation with an Authorized Person The Customer agrees that this security procedone is cornmeroWly reasonable for such In5ftUCtdr&r The Customer further agrees to be bound by such funds transfer Instructions, whether or not authorized, if issued in the name of the Customer usinig such security procedure ���� ��� ��� �U �� PN: 350914 DOC 1& 2 Page 12 of 31 The following section 5.7 applies ,o Accounts in the United Sta***.Wto Services provided in connection with such Accounts. �7 All ACHentries received for an Account will be received by the Bank subject to the rules of the National Automated Clearing House Association and any other applicable &CH rules. The Customer agrees m be. bound by such ACH wileo Any credit given by the Bank to the Customer for ao^co entry shall b* provisional until the Bank receives final o,ffim,*o/,x the Bank does not receive final settlement, tlhe Bank may revoke the pmvisiona|credit and charge back the amount oo the Account *, obtain u refund from the Customer, m which case the originator o/tire credit oa'r' shall not veu**mwu /o have paid tire Customer the omowo/of such entry The Bank shall not be obligated to notify the Customer of the receipt of a payment order or ACH entry for creditor deal to an Account. Inonr*o«Foos;Twxos. 6 1 The Bank may pay interest dminNtem Accounts ata rate determined ^y the Bank The Bank may adjust interest paid (or principal, x permitted hy law) stroller impose any charges on time deposit Accounts v/fixwd term Accounts (Tom which withdrawals are i prior to maturity 02 The Bank may impose, charge, pass-through charges for Accounts and Services provided by the Bank, including, but not limited to, transaction, maintenance, bmlanmpumocmooy, and service fees and other charges, inducting those levied by any governmental authority (collectively "Fees"). The Customer wilt pay all Fees, The Bank may debit any Account for Fees, whether or not such debit may result i"mn overdraft vf the Account. All Fm msm@maaok shall bwin full .without set-off urovumwrchum.and free of any deduction or withholdlings, related to any tax or other claim. 63 The Customer will pay ormknbomo the Bank far any taxes, levies, impacts, deductions, charges, stomp, transaction and other duties and withholdings pogmt*or with any related interest, W* fines and expenses) m connection with the Account mServices (including tor,nnpipm tnv*AccvunV except i, imposed onmeovera:no/mcvmwn+i:eRank The Customer will provide the Bank such documentation, declarations, cenficoftions and information as the Bank may require io connection with taxation, warrants that such information m true and correct in every respect and shah immediately notify the Bank i any information requires updating or Account Statements. /1 The Bank will issue Account statements cvnhnna$vnw or adi mu"} at the frequency and ~ the insurer advised m the Customer from time m time The Customer is responsible for ensuring Anal au Authorized Person promptly examines each Account Statement and any accompanying Items which it receives or are made available to it by the Bank, and reporting any inpAo|ud/iws to the Bank in writing inducing any claim nf improper or unauthorized funds transfer activity The Bank shall not be responsible for the Customer's reliance m, balance, transaction m related information that is subsequently updated n/ corrected u/for the accuracy timeliness of information supplied by any third party to, the Bank Internet Account Statements or ellectionic Account Statements, i, applicable, shall bm deemed ty the Customer and Ilia Bank |ouvavailable tn the Customer when the Account Statements are posted ^n the Internet and the Bank sends anelectronic mw|| notification of availability tv the Customer, w/ when the Bank sends title electronic Account Statement b, the Customer. For purposes W determining when un Item is sent |umo Customer, *n image nrnoRem or information identifying the Item (I a Item number, amount and date of payment) is a sufficient substitute for the actual Item. The fellowhwg provisions in this section 7apply to Accounts in the turned States, and m Services provided in connection with such /u The Customer must notify the Bank in writing of any unauthorized, irripopel, or missing theforsements within six (6) months after the Account Statement is mailed, transmitted or made available to the Cuslomerr The Customer must notify the Bank in writing of any other enors, discrepancies or irregularities in any Account Statement, or in Hie Items and documents summarized or detailed in the Account Statement, or of the non-receipt of an expected Account Statement ("Error") within sixty (60) calendar days after the Account Statement !is mailed, transmitted or made available to the Customer The Customer must provide the Bank with all information necessary for the Bank to inveshi the alleged error, discrepancy or irregularity, arid most provide at] supporting affidavits and testimony that the Bank requests Failure to report an Error within the nme frame set forth above shall be deemed conclusive proof that Customer failed to report such Error within such time frame, and that Customer failed to exercise reasonable care and promptness in examining the hems and statement and notifying Bank of the Error Customer agrees that such Error shall therefore be fully enforceable against Customer and Customer shall have no claim against Bank for sauric and shall be barred from bringing any action against the Bank that is in any, way related to the Error. 7 f If the Bank is safekeeping or trimicating checks or deposit slips, the Customer agrees that caricefled checks or deposit ships M111 not be returned in the Account Statement and that the original cancelled checks or deposit slips may be destroyed in accordance with, the Bank's applicable record retention schedules. The Customer acknowledges and agrees that the Bank's retention of checks doe.s not alter or waive the Customer's responsibility to examine its Account Statements arid report to the Bank any errors or discrepancies in wrifing within the time scrod set forth above. 74 The Bank strictly prohibits the use of any account w conduct transactions <| ipt of credit of other receipt Of funds through or) electronic funds transfer, or by check, draft m similar instrument, or the proceeds Of any of the foregoing) that are related, directly or indirectly, to unlawful Incrinet garribling. The orm 'unlawful, Internet gambling " as used in this section, shall have its meaning set forth in l2 C.F.R. Section Pan 233, Section 132 2fldb� Tlhe Customer agrees not to ronduct any ���� ��� �� �U ����� transactions through the a="nt him directly w indirectly involve m are related m unlawful Internet gambling, including, without fiffirtation the acceptance or rerompt of any funds or deposits in connection therewith Overdrafts. 8 � The Bank may debit the Account even though the debit may bring about or increase an overdraft Unless otherwise agreed in wwrinig, any overdraft shall be immediately due and payable by the Cusionier to the Bank. If the Bank permits air ovwdvalI the Bahk is authorized to charge interest on the amount of the overdraft as long as #is overdraft is ouNtranding, at the rate determined by the Bank, up to the maximum rate permitted by Jaw at the thmeof the overdraft or at the specific rate agreed in writing between the Customer and the Bank Whether or not the Bank pays at) Iters that brings about or increases an overdraft, the Bank may deduct the applicathe overdraft fees and expenses from the Account without notice Unless agreed in writing, the Bank Is under no obligation to permit any overdraft or to cornmue to permit overdrafts after haiting permitted an overdraft, notwithstanding any prior action or MUrse of dealing o2 When Items and other debris h the Account are presented m the Bank hw payment oothe same day and! there are insufficient available funds |o the Account uu pay a||n/ these transactions, the Bank may choose the order |n which it pays transactions, including, without firmhuron, fine largest transaction first or any other order determined by the Bank, in its sale discretion Afm,ts�Information. The Customer authorizes the Bank t, retain pn agent \o perform data processing, rollectJon and other ra** trial the Bank considers necessary or desirable and to modify or fifornmad Vie Barka arrangements with the Bank's agents at any time. The Customer agrees that requests, Instructions, and information with respect to Accoums, the Customer itself, of transactions to be disclosed in accordance with the Account Terms, may be transmitted acroars national boundaries and through networks, including networks owned and operated by third parties. The Cushomer authorizes the Bank to disclose information with respect to any Account and Service, the Customer itself, or any transaction in which: (I) the disclosure, in the Bank's opinion, is necessary or desirable for the purpose of allowing the Bank to perform Its duties and to exercise its powers and rights hereunder ho the disclosure is to a proposed assignee of the rights of the Bank� (in) the disclosure is to a branch, affiliate, subsidiary, employee of agent of the Bank or to its auditors, regulators or legal advisers, hih the disclosure is to the auditors of the Cushomenj or tv) the disclosure is permitted or required by law, regardless of whether the disclosure is made in the country In which the Customer resides, in which the Amount is maintained, or in which the transaction is lQ Liability Limitation; Force Majeure 101 The Bank, its agents, employees, officers and directors, shall not be liable for any damage, loss, expense or liability of any nature which the Cuslixiner lady suffer or incur, except to the extent of direct losses or expenses attributable to the gross negligence or wilful misconduct of the Bank, its agents, employees, officers or directors The Bank, its agents, employees, officers and directors shall not, in any event, be liable for indirect, special, consequential or punitive loss or damage of any kind �inclrndmg, but not limited to lost notes), whether or not foreseeable, even if the Bank, its agents, emplovLes, officers or directors have been advised of the likelihood of such loss of damage, and regardless of whether the claim for loss or damage. is made in negligence, gross neghtgereer for breach of contract or otherwal provided, however, that the foregoing shall not apply to the extent such loss or damage is caused by fraud on the part of the Bank, Is agents, employees, officers or directors. 10 P Neither the Bank nor the Customer shall he liable for any loss or damage to the other for its failure tv perform *r"ay in the Podomoewcoof its vN.gat.o" resulting from m" act r( God, act of goverrimental authority, us inne o/de facto, legal constraint, war, ,o,,o,.om, catastrophe, fire, flood or electrical, computer, mechanical or telerommunicanions failure, or failure of any agent w correspondent, or unavailability of a payntent systenn, of any cause beyond its reasonable control. |1 |ommmmoy. The Customer agrees to indemnify ndhold/h Bank, arid its agents, employees, officers and directors, harmless from and against any and all claims, damages, demands, Judgments, liabilities, losses, costs and expenses (including attorneys' /oeq resulting directly or indirectly from (V the Bank's acceptance v/ execution r, any request nrdirection, including, without omituom, Items and instructions issued |o the name o("" Authorized Po.*vm"r(i|) the Bank's payment vf any taxes, interest w penalty othowv.o* due from the Customer paid on the Customer's behaff, or for which the Bank has no responsibility under the Account Terms, 12 Notices. All Account Statements and notices may be sent to the Customer by ordinary mail, courinrt facsimile transmission, olemmow meo»m.00ion (including but not limited m, SWIFT "vmmo"icmioV, through inner net sites, Such other means wo the Customer and the Bank agree upon from time |ofine.at the address ,f the Cusimneno the books and records o/ the Bank Unless otherwise arranged, all notices ° the Bank must *: sent |v the Bank W the officer v/ service representative managing the xo*pw^i and most hw sent by ordinary mail, by courier, by facsimile transmission, by electronic transmission or by such other means an the Customer and the Bank agree UpOrr from time to firne The Bank shall have a reasonable hme to act on any notices ressived. 13 Termination. Unless otherwise agreed, either are Bank ur the Customer may close an Account or terminate a Service h hi the other party not less than thirty 130) calendar days' prior wrtnen noric f t')X follo24 terminate, Notwithstanding the foregoing, either party may 11 11 (oil terminate an Account or a Service upon wriffert notice to the other party in the event of n) a breach of the Account Terms or Service Terms by the other party; (it) the other party's inability to meet its debts as they become due, receivership, administration, liquidation, or voiuntary or invohuntary bankruptcy; or the institution of any proceeding therefor, any assignment for the benefit of the other party's creditors or anything analogous to the foregoing in any applicable jurisdiction, or a determination in good faith by the terminating party that the financial or business condition of the other party has become firnpaired; hill) a determination by the terminating party, in its scue opinion, that termination is necessary or required by law or regulation Of a$ 0 result of a court ar regulatory agency order or proceerfirI or (IV) a good faith bei by the terminating, party that the other party is engaged in activities that are inconsistent wrib the terminating party's policies. The Bank shall have a reasonable opportunity to act upon, any termination request The Bank may ibut shall not be obliged to) complete all requests and instructions received by it prior to receipt of the ternmation request, in addition to any request or instruction accepted on the day liumination * to become effective. Nolvinthstanding anything to the cointrary in any Service Terms, upon the closing of an Account, all Services linked to such Account are sirnuflarteousitv terminated (unless otherwise specifically agreed' to by tile pradves) and the Bank's obligations in respect of such Accerunt or Services will terminate However, any such closing or termination shail not affect the Customer's liabilities to the Bank ariving prior to, or on, such closing or termination, all of which shall continue in full force arid effect. In the absence of instructions from the Customer, the Bank may transfer balances to an unclaimed moneys account, or issue a casiffer's check, sending it to the address of the Customer on the books and records of the Bank I I Account Disclosures. 14 1 The Bank may return refuse to accept all or any purt ofu deposit orcredit bep^ Account, at say time, and will net bw liable mthe Customer for doing so, even if such action causes outstanding Items to be dishonored arid returned, or payment orders to be rejected Refused deposits will be returned to the Customer. 1v2 The Bank may refuse w allow a withdrawal from any Amount m certain cases including, but not xmord to, cases whi if) deama dispute about the Account (unless a court of other competent authority has ordered the Bank to allow the withdrawaili dr) a legal garnishment or attachment is served, including, but not limited to, a levy, restraining notice or court orvkv" (m) the Account is being used ov collateral to secure m debt, <i"} Account Documentation ties not been p/wnmn/ed�o/(x) the Customer fails /n pay o Bank loan o/other debt or obligation to the Earink art time 14 14 3 Any amount standing mthe credit of any Account with life Bank is payable exclusively at tire branch at which the Account is beli however, payment may be suspended from time to time in order to comply with any law, regulation, governmental decree or similar order, in any jurisdiction, for the fine being affecting the Bank, Its officers, employees, affiliates, agents or correspondents The Customer acknowledges that deposits held in a branch of the Bank located outside the United Staaos� in are not insured by the Federal Deposit Insurance Corporation or aniy other United States governmential agency� in are subject to cross-border rrskrs� and (dh have a lesser preference as compared to deposits held In the United $fares in the event of a liquidation of the Bank. The following provisions in this section y$ apply m Accounts for the United States, arid mServices provided in connection with such 144U S. federal numbero/ pre-authorized mautomatic transfers or withdrawals ortewpx*n|0*leq,^ic|osto*tiino* (including check, draft, debit card or similar order payable to third parties) that can be made from a, savings account (including noame,doponi, account) toa total nf six (6) per calendar month v/ statement cycle */wimi|n.Wd*d The Comomn/ agrees tv comply m, aonmes with umhresvictions Exceeding these withdrawal limits may msuuin the Bank converting the savings account into anv» interest bearing demand deposit acno"on, with any *,w"amni changes inp,o|"gand account terms and cu^ditionsFonmmr. the Bank .o required h'U 8 law to, and hereby does reserve the right to require o,least seven <7) days notice prior ton withdrawal from asavings account The Bank does not presently exercise this right 14 5 The Customer, if eligible, may open an interest bearing checking account I''NOW Account"). The Bank is required by U,$. law wand hereby does reserve the right to require at least seven <7) days nefee prior to a withdrawal from a NOW Account. The Bank does hot presently exercise flis right, 1*6 The Bank bmuW`dzedfor regulatory reporting and internal amounting purposes, to drvide an Account: (i in the case of a demand deposit chei Account, into a non-interest bearing demand deposit sub-account and a non-interest bearing savings sub-accounn; (n) in the case of a NOW Account, into an interest bearing NOW sub-account avid an interest bearing savings sub-acaount,, and, in both cases, to transfer funds between these subaccmnts in accordance with U 8 law at no cost to the Customer The Bank will record the sub-amounts and any transfers between them on the Bank's books and records onty The sub-accounts and any transfers between them will not affect the Account number, balance requirement or use of the Account 14 7 The Bank, for !its administrative purposes may designate a branch of the Bank as the branch of record of an Account which may be m0emnhnmmebmxcha|*hxm^hexccnunmnpevea This designation requires noacion the part o/ the Customer and will not change the Bank's operations, Services ur customer support, 15 Governing Law. 15 1 The Account Terms, the relevant Account Documentation and the rights and irelfgations of the Cu5bime( and the Bank in respect of each Account shalk be governed by and construed in accordance wrPit the laws of are country in which the branch holding the relevant Account is located With respect to Accounts maintained in, the United States, the Account Terms, the Account Docomemation and the rights and obligations of the Customer and: this Bank in respect of each Account also shall be governed by and construed in accordance with the taws of the $lrne of Califorma, United States (without regard to its conflicts of law rules). Unless otherwise specified in the 8*wiceTomi the rights arid obligations o, the C ���W� der any saw�v7wmmsxW/heAovwmedoy and cnno�ood �������� ���� "��� 1 11(11 in accordance with the laws of the State of California, United States (withoarewad to its conflicts of law rules) For purposes ohbrity, unless otherwise specified In, the Service Terms vr Account Terms, for Accounts maintained |" the United States and! for aft Services such governing law shall include V 3 federal laws and regulations, Federal Rmu*mn Bank rules and Operating Cimv|«m, clearing house rules, aubmated clewing house rules and general cominercel bank practices applicable to the type of Account and Services provided to the Customer |152 The Customer and the Bank hereby irrevocably waive aU right to, and *@i not seek trial jury in or momomaim, of whatever type or nature, arising out of those Account Te the relationship established o clismin connection with Accounts which are the subject ,/these Account Terms, un|roaa shorter period of time is expressly provided, must hm brought against the Bark within two (2) years of the incurrence of the cause of notion, except as prohibited by applicable law, 15J|n reindict k/ each Account, the Courts vfthe country or state !in which the branch vy the Bank m( which the relevant Account is held shall have exclusive jurisirfiction to settle any disputes that arise out of or are connected with the Account Terms, the relevant Account Documentation uo4/w, the relevant Account This section W for the benefit oY the Bank only arid does not prevent the Bank from taking proceedings in the courts of any other country or state with jurischionrit including, to the extent allowed by |awcmnuursn/ly|nvnv number ov countries orstates. 16 Miscellaneous. /61 If the Account Terms, Account Documentation, including, limitation, Rwmow Terms, are translated into, o/ appear iomlanguage either than English, the English language version shall control I62 The term Bank shall include any W the Bank including, without |koicah^o,ao assignee of JPMerguer Chase Bank, N A. or any affiliate or subsidiary of such bank or any person who, under the laws of the jurisdiction of incorporation or domirale, has assumed the rights and obligations v/ the Bank, affiliate o/ subsidiary hereunder or/v which under such laws the same have been 16 J The Account Terms or SeNire Terms may vary applicable law or regulation to the maximum extent permitted under any such law or regulation Any pravrew, of applicable law or regulation that cannot be varied shall supersede any conflicting term of the Account Terms of Service Terms Any terms of any supplement,, annendment, agreement, Service Terms or notice that are inconsistent with a provision of the Account fernns shall supersede the Account Temnsprovision for purposes of the barki account or Service which is the superd thereof. The Account Terms supersede and replace any other account condruci inevrously sent to the Cuserner. 16 4 Section heading, are for convenience 0 the Account Terms. If any provision v/ the Account Terms shall be held to be illegal or unenforceable, the vandrity of the remaining porrons of the Account Terms shall not be affected. 16 6 The Customer represents and wanranks that it shall comply with all applicable laws and regulations The Bank will not be obligated to execute payment orders meffect any other transaction hereunder where the beneficiary *r other payee isw person mrentity with whom the Bank is prohibited to do business by any law or regulation applicable to the Bank in any junsdirfion Occluding without imitation, applicable taws and regulations regarding mmewm`chmayhe sublect moanctmnm> in where onmp|mmwe would, m the Bank's opinion, conflict with applicable law vr banking practice v, os own policies and o/vc*4".eo, Where the Bank does not execute a payment order w effect a transaction for such reasons, the Bank may also take any other stxh action as is required under any law or regulation applicable to the Bank in any jurisdiction including, without liminturon, freezing or blocking of funds. 16 6 The Bank may change, or update the," Account Terms or impose other restrictions on the Accounts 0' SennrxiSr ati the Bank deems necessary in the course of its business, at any time, by the sending of notice by means of ordinary mail or through electronic channels Changes to the Account Terri which are required by law may be implemented immediately or as required by law, The Bank may waive any of these Account Tairms, but such waiver shall apply only on that occasion, Soch waiver shall Pot constitute a waiver of any other provision of the Account Terms. 1o7Yn the extent that tire Customer has o' hereafter acquire any immunity (mduoioyoovm/ngo crown ^rumna/ immunity) from /urodic8ono| any 000*, suit or legal process (whether from service of notice, injunction, airrachment, execution or enforcement of any judgmentorotherwise) the Customer !irrevocably waives and agrees not to claim such mimunity 16o The Customer agrees at its sole ex @t advise each mits employees, officers, t other persons accessing any Service by or on behalf of Customer ("Usets''i of their obligations tinder the Account Terms or under any SeNice Terms or ant;jIlary Service material, including, but not liniffied to, the obligation to refrain from, using the Service via the namet in the countries identified by the Bank, and (dri to provide the Bank with all information reasonably necessaty to setup arid provide Services for the Customer, including, but not limited to, advising the Bank of the countries from which Uses will access any Service via the Internet. Customer shall promptly provide line Bank with a notice of any claims it receives regarding a Service /s» The Bank m the Cuommm.at its sole discretion, may make recordings arid retain such recordings ofmlem^vn* conversations between the Customer and the Bank, 16 TDAII payment instructions, whether Rems, payment orders or otherwise, are subjectio applicable law and payment systern rules. I h,,r The Bank may retain copies 0mvmr,electronic m items relating w the Accounts and Services invto" preserving art image of any such documents or Its gi girs, or a regular business record one discard the originw PN.- 350914 DOC'11): 2 11116 of 51 documents ornmmn The Customer hereby waives any objection \v the use v/such records in lieu p[ their paper equivalents for any p"9xow and .o any forum, venue or jurisdiction, including, without fridartion, objections arising from the Bank's role or acquiescence in the destruction Of the Otil 16 12 All intellectual properTy rights in or relating to a Service, including any trademarks, seNice marks, logos, and trade names used in conjunction with a Service we the property of the Bank or its licensors and are protected by applicable copyright, patent, trademark and other Intellectual property law Except as provided herein, the Customer shall riot reproduce, transmit, tell, display, distribute, erathish any hyperlink to, provide access to, modify, or commercially exploit in whole of in part any part of a Service, without the drior written consent of tire Bank Is1slo assist i institutions to obtain, verify, and record information that identifies each person who opens an account. What the means for the Customer, When the Customer opens an account, the Bank may ask for the Customer's name, address, date of With (for individuals),, andror other information and documents that will allow the Bank to identify the Customer. The Customer agrees that the Bank also may request and obtain certain information from third parties regarding the Cufforner. For purposes of this provision, the Customer, to the extent required by law or regulation, shall include any signatory on in Account. If the Customer falls to provide or constant to the provision of any such information, the Bank may close any Account or discontinue providing any service without further notice, 1a1+rxe Customer agrees that the Bank may derw:,, make mvm/oblenoum' make accessible terms and conditions applicable mAccounts and Services m the Customer via electronic means and channels (including but not limited mhy posting such terms vna Bank w*ol The Bank may request that the Customer "cUcx'ks approval of such terms Subject tv applicable law and regulations, the Cull agrees that the adr/'duAking Its approval (or any s|mi|ar act which has the same wH*d> with respect to any such terms will be evidence of Customer's acceptance of the applicable terms and conditions, to the same extent, and with the "line force and effect, avff Customer had manually executed a written version of such terms and conditions. The following section 17.15 applies to Accounts In, the United States, and to Services provided in, connection with such Accounts. 1ov6K the Customer isa foreign bank v, financial institution, it shall not permit its customers m conduct banking transactions in the United States through the Customer's Account, and shall not provide its customers with check stock, drafts, wire transfer capabilities ,,any other means h which its customers is able tn draw vn the Customer's Account. These types nfarrangements are typically called "Fmyabhr through accounts' and are. probibiled under these Account Terms The Customer arknavidedgilis that the sale of *S dollar checks or drafts to third parties is explicitly prohibited without the express written approval of the Bank 17 Disputes over Account Funds. The Bank may refuse w pay out any money from an Account until any dispute over the deposits u/ funds (indudmq, without limitation, any dispute over what persons are authorized m represent *r act for the Customer) has been resolved by a court, vr^y agreement n| the parties that io documented 10 the Bank's satisfaction, The Bank may file an action inintornleoda/with respect to any money where the Bank has been notified o| disputed claims m that m,",« If any person asserts lhat admpo*o exists, this Bank is not required m determine whether that dispute has merit |oorder to refuse to pay funds or|n/nnv|cad the funds 18 Provisional Recrodit. to connection with any dispute regarding an Account, the Bank may choose to credit the Account pending completion of the Banks investigation of the dispute. It the Bank determines that the Customer is not enlitled to such seen, then, the Bank may reverse the provisional recredu to the Account, even if that reversal results in, an overdraft, The following sec6onzd applies /o Accounts a the United States, and ho Services provided /o connection with such Accounts. `i� Abandoned *r Inactive Accounts- In thwevomnmUao^ismqvmdmremhbmuotomnyotateamabaodooedpro»orty.nmxvc"uuxmybodoagmd|o/fews in remitting funds m that state. In addition, the Bank may charge fees in connection with Is handling of dormant funds and accounts These charges are not rrmnoam*r|f air Account has opuui,ilv other than changes assessed *, interest credited by the Bank for a period ofut least six (6) months, the Bank is not required to provide an Account statement until the Account has additional activity. If an Account has no, aofivily other than charges assessed or interest credited by the Bank for a period of at least twelve 112> months, the Customer may bw unable r" access the Account until appropriate contact m made between the Customer and the Bank. ���� ��� ��� �U �K 1 1,1(11 JI)MORGAN CHASE BANK, N.A. CITY OF SANTA ANA Print Name: Manish Patel Print Name: FRANCISCO, GUTIERREZ -- - --------- - -------- - ------------ Title: Date: // / / I EXECUTIVE DIRECTOR, FINANCE & Title; MANAGEMENT SERVICES AGENCY Z' 0 d () Date: (second authorized signer iif required) Signature: . . . . ...... Print Name: CHRISTINE C. DUARTE Tftle: TREASURY MANAGER ..................... . . ------- - — — ------ ---- Date:, , I bv/ (additional authorizqd signer i requIrpd) Signature: Print Name: David N. Ream Title: City Manager APPROVED AS TO FORM Date: Stilt crap. City A 55A -128 PN: 356914 DOC 10: 2 Pug e 18 of 51 111, AkNlll 2�., FOR ACCOUNTS MAINTAINED IN THE U,S, The Bank's policy is to make funds available to the Customer on the same, next or second business day after the day of deposit depending on the type of deposit and when the deposit is made as described below. If the Cuslorner will need the funds from a deposit immediately, the Customer should ask the Bank when the funds will be available A, Determining the Day of a Deposit. If a deposit is made to an account on a business day before this Bank's cutoff time established for that location (which will be no easier than 2 em, local timop However, it a deposit is made after the cutoff trure or on a day that * not a business day, then the Bank will consider the deposit to have been made no later than the next business day, For determining this availability of deposits, every day is a business day, except Saturdays, Sundays, and federal holidays. Availability with respect to any deposit will be determined by the location of the banking center or other facility where the deposit was received, For deposits made at the Bank's automated! teller machines (ATMs the cutoff time is 111 p or Eastern Time unless otherwise noted on the ATM screen B Same Day Availability. Funds from the following deposits made at a banking center or at an ATM that do not require deposit envelopes will be available on the business day the Bank determines the deposit is made: . Cash; . Wire transfers; and . Electronic direct deposits to an account C Next Day Availability. Funds from the following deposits are available on the first business day after the business day the Bank determines the deposit is made: U S Treasury checks that are payable to the Customer Checks drawn on a Bank affiliate that fields the applicable account (excluding a Controlled Disbursement site), and At least, the first $100 from a day's total deposits If the deposit is made in person to a Bank employee, funds born the following deposits are also available on the first business day after the business day the Bank determines the deposit is made State and local government checks that are payable to the Cusiorner, if a special deposit slip, available upon request at any Bank banking center is used; Cashier's, cerfified, and teller's checks that are payable to the Customer, if a special deposit slip, availlible upon request at any Bank banking center, is used, and Federal Reserve Bank checks, Federal Home Loan Bank checks, and postal money orders, ff these items are payable to the Customer If a special deposit slip is not used, availability of funds from these deposits will follow the schedule identified in the Availability of 01her Check Deposits section below. 1) Availability of Other Check Deposits. Generally, funds frorn all other deposits of cinecks, drawn on banks (as defined in Federal Reserve Regulation CC) will be available no later than the second business day after the day of deposit Checks that require special handling may receive delayed availab,illity. The amount of funds available to the Customer will be reduced by this amount of any deposited check that is returned unpaid If the hank reprocesses the check, the funds will become available no later than the second business day after the business day in which the check is reprocessed E Longer Delays May Apply. In some cases the Bank may not make all of the funds that are deposited by check available. Depending an the type of check deposited, funds may not be available as set'. forth above However, the first $100 of the aggregate deposit will be available on the first business day after the day of deposit. if the Bank is not going to make all. of the funds from a deposit available at the times shown above, it will notify the Customer and specify when 'the funds will be available. If a deposit is not made directly to a Bank employee, or if the Bank decides to take this action after the Customer has left the premises, the Bank will mail or otherwise send the notice to the CLencareir by the business day after the daiy of deposit. Funds deposited by check may be delayed fur a longer abuse under the toli oncumstances The Bank believes a deposited check will not be li Deposited checks for all of the Customer's accounts total more than $5,000 in any one days 55A -129 PAY. 350914 iO0C'1D: 2 Puge, 19 of 5 1 I � 11, 1(11I'I The Customer redeposited a check that has been returned unpaid The Customer has overdrawn one or more of its accounts repeatedly in the last six months; or There is an emergiency, such as failure of communications, or computer equipment. In such circumstances, funds wiill generality be available no later than the seventh business day after the dray of deposit. Inclement weather or transportation problem's may lead to additional delays under certain availability schedules. Customer may have specific availability sehedutes related to a banking service, F *. Special Rules for New Accounts. If the account Is a new account, the faNlowBng special rules may apply during the first thirty days the account Ys open: Funds from deposits of the first $'5,000 of that day's total deposits of cashier's, certified, fellers, traverers, and federal, state and local government checks will be available on the first business day after the day of deposit if the deposit meets certain conditions. For example, the checks must be payable to the Customer. The excess over $5,0300 will be available no later than the ninth business day after the day of deposit. If the deposit of checks (other than U.S.. Treasury checks) is not made in person t© one of the Bank's employees, the first $5,000 may not be made available until the second business day after the day of deposit.; and Funds from all other check deposits will be made available no Wafter khan the fifteen business days after the day of deposit This Availability Policy and availability schedules may be changed without nothoe. ®r 2010 JPMorgan Chase & Co, All rights reserved, JPMorgan Chase Bank, N.A. Member FDIC. 55A -130 I' ]I lu'll Funds Transfer Security Procedure Agreement v,.20406(1105) Commercial Banking The undersigned (the ''Customer") (including any amendments thereof, 'payment ^oW^rs"l with respect ,n its accounts w Ipwmrgan Chase Bank, m,* (the ^manx7m writing, hy fax, electronically v,orally, as from time mtime permitted »y the Bank This sets forth the agreement between the Customer and the Bank with respect /u the security procedures which the Bank will follow with respect m such payment orders This agreement applies tv any nf the Customers a=wns currently aod/v. subsequently maintained at the Bank, The aigreed-upon security procedure for the verification, of payment orders is callback verificatOn. The Bank will verify the authenticity of any wall o/ written (Including whingsumumniftmd by facsimile) payment orders, which exceed dollar thresholds from time b time established by Bank, issued in the name vf the Customer, by obtaining confirmation from any person whv",, according t" the Bank's records, the Customer has designated as J(or any other person which the Bank otherwise reasonably believes to bw>|authorized to Issue instructions ^rpayment orders or to verify payment orders on any of the Customer's accounts with the Bank at the telephone number in the Bank's records. Changes m callback information must ba provided m the Bank in writing b@n authorized person |n certain other circumstances ("4 repetitive payment orders the Customer is the beneficiary), the Bank may elect not m obtain callback verification. The Bank may elect, but i* not obligated, tp follow any other o/ additional verification procedures in its discretion All payment orders are subject uo the Bank's acceptance and, without limiting the generality *[ the foregoing, the Bank will riot ho obligated m accept a payment order which has not been confirmed by callback The Customer agrees to be bound by any payment order, whether or not authorized, issued in its name and accepted by the Bank in accordance with the security procedures described herein |,i*understood that these security procedures aedeo0medm verify the authenticity, and not the correctness, of payment orders The Customer hereby ratifies and confirms its agreement t, the Bank's account terms and conditions and funds transfer service terms, a»in effect nn the date hereof and opp|irahfe/o the Customer's accounts ut the Bank and ov may b: amended from time '*time C;oUemivay, Vie 'Account Te,mo'}.|o the event *ym conflict between this m m*nte"dtooAwcountTomm.tmoagmumm`t shall control. This agreement shall be governed u and construed a accordance with the laws of the State m California. Each party hereby represents and warrants wthe other that the person executing and delivering this agreement on such, partys behalf is duly authorized and empowered to do so The Customer EXECUTIVE DR gTOR MQMi.A-C2I1M—qY-- By TREASURY MANAGER Date T�e fiank JmM0RGAN CHASE BANK, N.A 55A-1 31 M 3.50914 DOCIM 3 Page 21 of St VC2103 .10.-lU J.P. Morgan Chase provides an array of treasury services to meet YOUr bUsiness needs. This booklet contains in'iportwit infoirnation about J.P. Morgan Chase Solutions that we provide. If you would like to add a service that is covered in this booklet, please contact your Commercial Banking Representative Courtercial Bank rl 55A -132 PN: 350914 DOCID: 4 Page 22 q.t"51 F Welcome to JPMorgan Chase Bank, National Association ("J P. Morgan", "Chase", or "Bank"). We are pleased that you have decided to maintain a banking relationship with us, This Consolidated Service Terms booklet ("Booklet") contains the terms and conditions for certain cash management services ("Service Terms") J.P. Morgan may provide to you. By executing the Account Terms Acceptance Letter, Certificate Regarding Accounts, Business Signature Card, service implernentation form or similar document, or by using or continuing to use any of the services referenced herein after receipt of this Booklet, YOU agree that the Service Terms included ins this Booklet, in addition to the Account Terms and such supplements, amendments, notices and additional service terms provided to YOU from time to time wilt govern your existing and future deposit accounts maintained with us, in addition to those services that the Bank provides to YOU, as applicable. Part I includes Treasury Services Service Terms applicable to all Commercial Banking customers. Part 11 includes Service Terms for additional services that the Bank may provide to you. Part Ill includes Service Terms applicable for Liquidity Solution services which the Bank may provide to you All Service Terms are subject to the Bank's Account Terms. Any modifications to this Booklet, including but not limited to any changes, amendments, deletions, and/or additions, will not be binding upon the Bank unless such modifications are acknowledged and agreed! to it writing by an officer of JPMorgan Chase. We look forward to serving your business needs and thank you again for choosing Chase, I. SERVICES FOR COMMERCIAL BANKING CUSTOMERS A. ACH Origination.... .................................. ........ ........... Br ACH Debit Block and Transaction Review ..... ....... C. USD Funds Transfer. ..... r ..... ..... ............... ........... ...... ...... D. USID Funds Transfer By Check ........................................ ...... E. Lockbox.... ........................... ....... . ............... __ F. Coin & Currency ............. .............. ......... _ .... ... .... ...... ........ ......... G Positive Pay, Reverse Positive Pay & Payee Verification........ ........ H. Controlled Disbursement.., ..... _ ..... ..... ......... ................. ...... 1. lmag:e Cash Letter .................... ....... ................ ...... iCheck Printing ................................................ ...... ... ............ K. Telephone Tax Payment ......... ....... ..... ........... ___ ......... L Client Access.. ....... .................... . .......... ----- _ ........... 111. ADDITIONAL SERVICES FOR COMMERCIAL BANKING CUSTOMERS 3 5 6 7 8 ....... 10 ­11­ 11 ..... 12 13 14 A. Multicurrency Deposits & Collections ......... ... ....... .... _ 18 B International Cash Letter .. ..... ..... ............. .............. ....... .... ..... .. 19 C. Foreign Exchange Payment,._......_..... .............................. .......... _ ... ...... _ ................ 21 LIQUIDITY SOLUTION SERVICES FOR COMMERCIAL BANKING CUSTOMERS A. US Cash Concentration Service Terms (Single Entity) .............. ..... ........ ... ....... ... _ 23 B. US Cash Concentration Service Terms (Multi Entity) .. . ............. ... 23 C. Cross-Border (U.SJUX.) Concentration Service Terms (Single Entity) .................. ........... 24 D. Cross-Border (U.S./U.K.) Concentration Service Terms (Multi Entity) ...... 25 55A -133 1'.N :35/1914 00C' & 4 Page 23 of 51 I I'll ill The services described herein (each a ''Service") are subject to Pie Bank's Account Terms (as may be arnended from finle to hn/a.whJcb are hereby Incorporated byre4xn»nno into each Service Terms. 8y using any mf the Services described hereunder, the CUtdorner acknowledges that it has received and agreed to the Account Terms, a% supplemented by those Service Terms Capitalized terms in the Service Terms, unless otherwise defined herein, shall have the meanings set forth in the Account Terms Part k Service Terms — Consolidated Service Terms Booklet The Automated Clearing Mvv (ACH) is a batch processing payment system trial U S. banks use to exchangie and settle credit and debit transactions on behalf of their clients or themselves Tire origination ofACH Entries and the transmission and issuance of related transactions and information will be pursuant to these terms and the Operating Roles and Guidelines (collectively the 'Rules") of the National Aulornated Clearing House Association Capitalized terms used In this subpart, unless otherwise defined in this subpart shall have the same meanings as set forth in the Rules. The Customer and the Bank agree to comply with and be bound by the Rules as in effect from time to fund, inctuding without limitation, the provision making payment of a Credit Entry by an RDF1 to the Receiver provisional until receipt by the RDIFI of final settlement for such Credit Entry and the Customer acknowledges that it has received notice of such rule and of the fact that if such senjement is not received, the RDFI will be enflided to a refund from the Recewer of the amount credited and the Customer will not be deemed to have paid the Receiver the amount of such Credit Entry Service. The Bank provides ACN origination Services that will enable the Customer md d the Yvo ACH Debit Enlries� (2) originate ACH Credit Enhirds: and (3) issue paper drafts in lieu of ACH Debt Entries i"Drafa'� In conjunction with originating Entries or Drafts, the Customer may instruct the Bank to issue or transmit pre-norifirations, requests for reversal or return, notifications of change or other information pertaining to the Entries Origination of ACH credit Entries and origination of ACH Debit Entries jor Drafts) are two separate Services add approval or setup of one ACH Service does not automatically create the ability to utilize the other It is the Cusonmhs responsibility provide Entres and instructions to the Bank with all the necessary Information to complete the Customer's requested (m000dmoo. The Bank may reject w delay processing transactions or Information if instructions are not complete or are inaccurate, contain an inactive Company ID or otherwise do not meet the criteria the Bank specifies for acceptance. wl|oohudmnnto&e Bank must be received by the Bank before the Bank's established cutoff time in order for processing to cwnm*ocwoo that ACHprocessing day Ainy hushuchoo that is incornipliele or that the Bank finishes receiving after the relevant cutoff time will bo processed mvthe Bank un the nmu,daythe Bank processes ACW transactions All transactions are subject <vacceptance by the Bank. The Bank will notify the Customer of any transactions of other transmissions that are nelrcmdm returned. || the Customer wants the Bank to reprocess those transactions or transmissions, the Customer must correct them and resubmit them The Customer agrees m furnsin the Bank with copies of any authorizalions or noirficationSr if requested Security arid Data Protection Procedures; Examination. K the Bank follows agreed upon nma/my procedures, the Bank may process and transmit *aosac$vn*m information in the G"stvw*/sname Unless the Customer and the Bank otherwise agree, transmissions to the Bank will be authenticated andlor encrypted using commencially reasonable security technologies meeting .standards acceptable m the Bank x the cmnoner uses a security procedure other than as described |^ the preceding sentence, the Customer acknowledges that the Customer chose cvr:ot,`*rvwvo",y procedure after the Bank offered, and the Customer dod.omd, the option of authenticating or encrypting and the Customer to be bound by any tiransaction, whether or not authorized, issued in the Customer's name and accepted by the Bank in compliance with the security procedure the Customer chose, If the Customer elects not to utilize lecommended message aurtriernication and/or encryption technology, the Customer assumes all responsibility for unauthorized disclosure. or unauthorized access to the Customer's data that occurs, during transirrisson or whtle such data is in starage The Customer shall provide the Bank with ongoing access .atBank a request, m all Originators' files, purtom, upon notice from Bank, the Customer shall provide such auditors and other Bank personnel oo Bank may, from time wtime, designate m writing with reasonable access at all reasonable firres, to the Customer's farrilities, data arid records relating to the inducon of Entries for the purpose of performing audits ao verify the Customers compliance with these Service Terms and the Rules The Customer shall provide and shall cause its subcontractors toprovide, such auditors and personnel airy assistance trial they may reasonably require Settlement arid Exposure Limits. Subject b,firs subpart, vo the settlement dale, the Bank will credit the Customer t account with the Bank that the Customer specifies for the total ot(,) the Customer s debit Entries that the Bank processed for settlement that dey, (a cwMo issued for deposit to|h*C*nmm*rowscovnt on that day' and (3xeyxxomaun,mvmrmedCm*itEntrmm The Bank may ummy the *vW|:W||ty*fmod* deposited into the Customer's account d~Mt Entry *r draft until those transactions cannot bo reversed |o accomance with the Rules or applicable law I he Bank will debit the Customer a Account with the Bank that the Customer specifies for the total of credit Eum*» processed iotire Customers name and for any returned Debit Entries and Drafts. i he Bank may require the Customer to pay the Dank the amount of ��� ��� ����U �m� any credit Entries mo the date *| m the Bank *, otherwise, prior m the settlement date. The Batik also may require the CLhaonner to maintain collateral with the Bank in air amount the Bank specifies, T$oRank may from time to time establish or revise maximum dollar limits for the total value of all outstanding files at credit Entries anchor debit Entries and Drafts that the Bank will release air the Customers behalf. The Bank may change o, cancel the limits at ally time without prior notice to the Customer, although the Bank will try to notify the Customer before the Bank does that Warranties; |nWowni|y. Except aospecified below, the Customer will bo deemed m make the smme warranties m the Bank mothe Bank makes pursuant to the Rules In the ease of an Entry originated to another account with the Bank, warrandes will mn deemed to be given as of the time the Bank first processes the Entry. The Customer will not be deemed to warrant the power m the Bank kinder applicable law to comply with the requirements of the Rules or the conformity of Entries and other data the Bank transmits to the file specifications contained m the Rules. The Customer further represents, warrants and acknowledges that each Entry and Draft i/ originates will comply with all applicable U.8, laws and equations and acknowledges that Entries may not beiN|wwd that violate the laws of li, United States The Customer agrees m.ouemw*y the Bank and the Bank's employees, officers, directors and agents and hold all of them harmless from and against any and all claims, demands, assers, xammma w expenses (including and costs) resulting directly or indirectly from (1) the Customer's breach vY any warranty made order this section and (2)compliance by Bank and the RDF| with any request the Customer makes for a cancellaborr, stop payment, reversal or recMl of any Entry. Stop Payments; Reversals and Recalls. Customer's instruction to cancel, step payment of, reverse or recent one or more Entries must be received by Bank in such time sort m*wnw,"s Bank *,+r0u* Bank will pwca*t, these transactions in*oc*rd,"*w with Qa"Ks procedures advised to Customer Entries r, other instructions may not ue amended u,modified Third-Party Semice Providers. The Customer may choose to use a third-party service provider of service bureau to issue Entries or other instructions, handle returned Eol at perform other functions for and on the Customer's b*hwlf. If the Bank accepts such Entries or other motmchmni the Customer will b* bound by them. The Customer ., responsible for ail actions taken vr not taken bythe Cuslorner's provider, and the Customer is responsible for all costs and expenses of the Customers provider Tm,d'Pai*y Sender, If tile Customer is a Third-Party Sender, as such term is hereafter defined, (a) the Customer warrants that the Originator has be bound by the Rules and has satisfied the obligations of an Originator under 8mMo (b) in any case where me0riginattor fa4s; to perform its obligations tinder the Rules as an, Originator, the Customer shall indenturry, defend and hold the Bank hamnless front and against any and all claims, dernands, losses, liabilities and expenses, including attorneys' fees and costs, that resuh directly or indirectly from the failure of the Originator to perform its obligations as an Originator under the Rulea� (c) the Customer agrees to cooperate with the Bank regarding any request for information concerning the identify of any Crrgirraftir� slid (d:) the Customer represents, warrants and covenants that neither these Service Terms nor anydring related to the ACH Origination Services violates, contravenes or is inronsistent with any of the terms, conditions of provisions of any agreement, understanding or arrangement between the Customer and fire Originator Further, the, Book will rely on the Cushomer to evaluate the legitimacy of the Orginalars, and their transactions originated by the Customer and for ensuring that instructions do not nvc4ve iille,gall activities, The Customer hereby represents and warrants to Bank that Customer (a) conducts due diligence on each Originator for which the Customer is furbaling Entries in accordance with "Know Your Customer' policies and procedures maintained by Customer that provide for the gathering of information relating to the origunikers principal business activi6es and geographic location and verification that the Originator is operating a legitimate business and q) regularly monitors its Originator's ftansactionis for suspicious activities Upon request by the Bank, the Customer shelf promptly provide to the Bank Customer's written due diligence heirctes and procedures and results of monitoring activities The Curnerner must notify the Bank immedi of an Originator that the Customer believes may be of an illegal or illegitimate nature or that involves the proceeds of illegal activity or that was conducted, in part or wirde, for the purpose of disgulsingi the source of funds. The Bank will be enfifled at any time upon notior to the Customer to decline to provide the ACH Origination Services, or terminate the provision of ACH Origination Services, for ally Originator oil whose behalf the Customer is originating Entries if the Barilk determines thru there are excessive reunns of reversas of Entries originated on behalf of such Originator or H the Bank becomes aware of any information indicating suspicious, fraudulent or illegal activity related to such Originator or for any other reason. Customer strall provide the Bank with arguing access, at Bank's request, to all Originates' files Furtheir, upon refuse from the Bank, the Customer shelf provide Such auction and other Bank personnel as fire Bank may, from thus to time, designate n writing with reasonable access at all reasonable times to the Cusiormer's facilities, data and records relanfing to the trifiaien, of Entries for the purpose of performing audits to verify the Customef's coluipliallice with this section As used herein, "Third-Pauty Sender'' shall mesh a person who is not an Originator, who has authorized an ODFI or another Thire-Party Sender to transunt for the account of the Timin-Parly Sender at another Thod-Party Sender, (!I a credit entry to the account of a Receiver with an RDIFI, or if the Recerver is also the RDFl, to such Receiver, in order to effect a payment from the Originator to the Receiver, or tin) a debit entry to the account of a Receiveir, or if the Receiver is allso, fire RIDIFI, to such Receiver, in order to affect a payment from the Receiver to the Originator IAT Entries. If Cusemer is originating Enfires that are required to be formatted under the Rules omfAJEoiCowhmor will comply with all applicable Rides relating bolero, and Customer will originate such Entries only through one nf Bank's ACH origination channels that support mrorigination Some of Bank's ACH origination channels do not accommodate LAT Entries, upon request, tile Bank wiill advice Customer as to which of Ban�k's Aai ariginationchannels can be used for IAF origination ���� ��� ��� �U ��� If a foreign currency conversion is performed by Bank in connection with an IA,I Entry, Customer acknowledges that the foreign currency exchange rates ttucfuate, and accepts the risk of such fluofoatlon, Including fluctuations in rate between the time Customer submits the Entry Data Instructions and the time the transaction is executed and/or reversed, returned or recalled.. Any payment . returns and/or reversals will he credited to Customer's amount In the currency in which Customers account is denominated. and Customer is responsible for any rate fluctuations. In the event of an erroneous or duplicate NAT Entry originated for payment to a receiving bank outside the United States„ the rights of Bank and Customer with respect to reversal or recall of such Entry are subject to the laws„ regulations and payment system rules of the receiving bank's jurisdlchon. Customer acknowledges and agrees that IAT Entries may be delayed in processing or posting due to the Bank's or RDFI's review of such Entries for OFAC compliance. Further, Customer understands and acknowledges that ruoll'ke RED Credit Entries there is no requirement under the Rules that 1647 Credit Entries that are made available to err RDFI by is ACH coveter by 5M pm on the banking day prior to the Settlement Date be made available to the Receiver at the opening of business on the Settlement Date; cleared IAT Credit Entries must be made available no later than the Settlemeot Date of the entry, but funds are not required to be available at openlnig of business on the Settlement Date. ACIH Debit Black is a Service that allows a customer to return .ACH debit entries originated to the Customer's account with the Bank ACH Transaction review allows the Customer to review ACH debit and credit entrr'es originated and posted to the Customer's account with the Bank and to instruct the Bank to return some or all of these transactions. ACH Debit Bieck¢ (a) SeMre. The Customer can select from a variety of anthurization or btocking criteria and advise the Bank In a manner and form acceptable to the Bank. The Barak will return any blocked transaction indicating that the ACH debit was not authorized. (b) Company ID Numbers. If the Customer elect's an option that blocks or allows ACH beads from specified companies, the Customer must supply the Bank with the applicable ACH Company ID Number of the Originator as it appears on the CompanylBatch Header Record. The Company ID Number will be the sole criterion for blocking Debit Entries (unless Customer has also set maximum dollar limits) and Bank will have no obligation to take any other steps to determine the Identity of the Originator_ The Customer will be solely responsible for obtaining the correct Company ID Number for each such Originator, The Customer understands that Company ID Numbers are not unique and that a Company ID Number may identity more than one Originator and one Originator may have multiple Company ID Numbers. The Customer understands that Company ID Numbers are not a perfect filter and that transactions from Originators may be blocked or allowed if the Orginator uses a Company ID Number other than tlhe one Customer identifies. The Bank will not be responsible for transactions blocked or allowed m accordance with the instructions the Customer provides for the Company ID Number. (LI Debits Nor Affected by Blacking. ACH debit blacks do not apply to Certain transactions. The following types of ACH- ralated debits will not be blacked, • debits to the Customer's account to offset any ACH credit Entries originated by the Customer through Bank, • reversals of previously received ACH credit Entries, • returns or reversals by the RDFI of ACH Debit Entries originated by the Customer through the Bank; • Reclamahen Entries, • debits to the Customer's account initiated by the Bank or Bank's agent to correcu processing errors, effect back valuations, make other adjustments or for fees., charges or other amounts the Customer owes the Bank; and • debits to the Customers account that the Bank posts pursuant to Its internal procedures in order to comply with appticable, law„ regulations or payment system rules or guidance. 2. ACH Transac'hoin Review: (a) The Customer shall use filter criteria available through the service to select the types or categories of incoming ACH debit and/or credit transactions to be reviewed or the Customer may elect to review all inimmingi ACH transactions subject to Section 2(r.1p below (b7 Based upon the filter onterra selected by the Custurner, ACH transactions meeting that criteria will be made available for the Customer to review net later than a designated time on the banking day following the day on which the transactions we,, poster/ to the Customer's account the details provided by the Bank for each Entry will include account number, dollar amount, company ID, receiver's name, standard entry ease code and settlement date. (r„ The Customer shall advise fire Bank by means of an agreed upon transmission method not later than the Bank's designated cutoff ' time on the same day as transaction information is made available for those transactions, d any,. that are unauthorized and that 55A -136 PN:35//914 DO('//),, 4 Page 26 qf 51 the Customer wishes to return_ The Bank Is drifted to rely on arty Instructions that A receives and that it reasonably believes to be genuine. The Bank shall return all such transactions and make corresponding adjustments to the Customer's account to which the transactions had been posted. Aft transactions reported to the Customer as to which Bank does not receive a timely return instruction from the Customer will remain posted.. (el) The following types of ACH transactions will not be made available for the Customers review ands decisloningr debits or credits to the Customer's account to offsel any ACH Entries originated by the customer through the Bank; reversals of previously received ACH Entries; returns or reversals by the RDFI of ACH Entries originated by t'hie Customer through the Bank, Reclamation Entries, dlebits or credits to the Customer's account initiated by the Bank or Bank's agent to correct processing errors, effect beck valuations, make other adjustments, or to comply with legal reuluirernerris or for fees or charges the Customer owes the Bank; and if the Customer is also subscribing to the ACH Debit Block service, any transactions blocked and returned pursuant to that service. (e1 Certain transactions reviewed and approved by the Customer may nevertheless be re'Gurned by the Bank. This will happen if 0) there are insufficient funds in the Customer's account to cover the amount of an ACH debit or other charge, lily a stop payment was previously placed on the transaction or (iii) the Bank determines the transaction must be returned for legal or regulatory reasons. Certain transactions that the Customer advises should be returned may neverttreleas be posted by the Bank, these Include ACH debits or credits to the Customer's account that the Bank posts pursuant to its Internal procedures in carder to comply with applicable law, regulations or payment system rules or guidance,. C. U.S. Funds Transfer J,P. Morgan 's Funds Transfer Service enables the electronic transfer and settlement of funds between the Customer and a beneficiary of the payment .. to destinations around the world. Customers use USD funds transfer services (as opposed to checks or ACH payment services) when they seek same -day settlement with intraday finality and irrevocability of payments. 11 Service, The Customer may issue payment orders against its accounts with the Bank by means of SWIFT, electronically, by telephone or by such other method as the Customer and the Bank may agree upon. All funds transfer inshructioris sent to the Bank shall be in the format specified by the Bank and must be received by the Bank no later than such time as may be established by the Bank upon notice to the Customer, The Bank will determine the order In which It processes payment orders. if the Customer's payment order beers the eodeword "PRIORITY' or 'TIMED" in such field as the Bank specifies, the Bank will use reasonable efforts to move such payment, order to the front of the Bank's processing queue, and such payment shall be handled in accordance with the Bank's procedures for processing such payments 2',. Security Procedures. All payment orders and communications requesting amendment of payment orders issued in the Customer's name are subject to verification by the Bank in accordance with the security procedures agreed upon between the Customer and the Bank. Such security procedures may be set forth in written agreements between the Customer and the Bank. 1 Advises. The Customer may subscribe to Bank services for the delivery of account related activity and information (sAlvmces' "i, to a party designated by the Customer, including but not limited to information relating to credits and debits to a Customer account,, and the return or rejection of certain payments. Advices may be sent via SWIFT or to devices capable of receiving text massages, such as alphanumeric pagers and cellular phones, or as otherwise agreed upon by the parties.. The Customer is responsible for maintaining the accuracy of lire information that is required to deliver such Advises, educing but not limited to the address and/or telephone number of the recipient and, if applicable, the messaging components and conditions that will trigger the transmission of the Advices. 24. Processing. The Bank reserves the right to use any funds transfer system and any intermediary bank in the execution of any funds transfer Instruction and may otherwise use any means of executing the funds hansfar Instruction which the Bank deems reasonable in the circumstances The Bank and other financial institutions may rely upon the identifying number of the beneficiary, the beneficiary's bank or any intermediary bank included in the funds transfer. Also, the beneficiary's bank in the funds transfer Instruction may make payment on the basis of the identifying number even though I identifies a person different from the named beneficiary.. 5.. Sarno -Diy Amenrtrrruit and Cancellation Service. The Customer may subscribe to a service to enable sarne -day amendment and cancellations of payment orders. Once the Bank has expressly approved the customer's use of the service, all cancellation .. or amendment messages sent to the Bank shalt., be in the format specified by the Bank and moist be received by the Bank no later than such time as may be established by the Bank upon notice to the Customer e. Reference Pattern Search, The Customer may subscribe to a service to enable the Customer to instruct the Bank to repair information on incoming and outgoing payment orders, . and to perform additional services related to beneficiary deduction services. The Customer shall comply with such formatting requirements specified by the Bank in connection with such services. In connection with beneficiary deduction services, the Customer represents and warrants that it has obtained all necessary aufharlxal'lons to enable the Bank to deduct transaction charges horn the funds transfer amount payable to the beneficiary. 55A -137 PN:350 %t 4 talc' fdi: 4 Page 27 of 51 D. U.S. � � Transfer ����� � "�. w,^w,^o������o����~oo«�����»�mo���m J.P. allows the Customer ,o instruct the Bank fee agent) m draw U S, dollar checks ('Disbursement Checks'") payable to the order of payees and in amounts designated by the Customer for distribution Requests for Disbursement Checks. Ali requests for Disbursement Checks must be Vaosartedw the Bank via authenticated SWIFT transmission, o' one n( the Bank's proprietary access nuirchanisms. The Customer ohao transmit the requests in such format o« the Bank specifies from lime to time The Bank may b.o shall have ov obligation o}process requests that do not conform tvthese Service Terrins and may impose additioned fees for such processing. % Issuance Unless the Customer specifies a future issuance date in the Customer's request, each Disbursement Check will be issued within one banking day of the day oil which the Bank receives the issuance request Tlhe Bank will not honor requests to draw Disbursement Checks to any person or entity with whom or with which the Bank is prohibited to do, business by law or regulation, or in any case where compliance would, in the Bank's judgment, conflict with applicable law or good banking practice. Disbursement Checks will be signed by the Bank on fine Customer's behalf substantially as follow& 8» JPMorgan Chase Bank, NrA as Agent for the Above-Named Drawer Asvrthe day a Disbursement Check b issued, the Bank will debit the Uunnmwro designated dmma^d deposit v*co,m|o the xw°*mof the issuance instruction. x, Stop Payments Orders. The Customer may issue u stop payment order in respect of any Disbursement Ch**konly byamessage sent via auffienticated SWIFT to a Bank location to be designated by the Bank and in the format designated by the Bank from time to lime. Any stop payment order must include the reference number assigned by the Bank to the Customer's request for the issuance of such Disbursement Check. The Customer shall pay a service fee for each stop payment order io the amount then io effect mt such time the Customer issues the stop payment request E. K ��� �" ���m�ox Lockbox is a remittance processing Service offered to customers to support their accounts receivables business needs. The Costomer's remittance deposits are sent to a Post Office Box and picked up by the Bank and delivered to or via courier for further processing and posting to the Customer's deposit amount. Service, The Bank will maintain the Post Office Box for the Customer's 'umidancis and will have unrestricted and exclusive access w the Post Office Bair while providing the LnckbuxService, Customers featuring Caller Service v/ Business Reply Mail Service for remittance cohection must obtain prior approval from the Bank. Upon approval, the Customer will secure such services directly with the United States Postal Service (the l%SpS1 and ensure. the Bank is authorized *` collect the mail The Bank shall not »o responsible for delays iv processing due t" the Customer's failure t* pay the, V8P8 for such services *, any other action taken v/ not taken hvfile USPS The Customer is responsible for ensuring their customers' remittances are properly addressed in order to prevent delays in processing 2. Deposit; Endorsement. The Bank will collect all mail delivered to the designated Post Office Box, arid will open Vie mail, process the checks eligible for this service (the 7ems') and credit the funds u. the Customer account *r process for collection the Items received except: o Items first the Customer has instructed the Bank in writing, and the Bank has received not tn process; it) Items that the Bank believes should receive the Customer's special aftentbn� fin Items for which the, Customer is nor the payee, unless the Cusholner has provided proper authorization to process for credit or collection of such Items, and ii any other Tracer of merchandise received. The Bank will not process such excepted Items v, other matters v, merchandise but will forward them ,o the Cu,tv"ne/unprocessed The Bank assumes no responsibility for the inadvertent processing of Items excepted from processing The Bank will process credit card payments w* point ,f sale transactions, obtaining authorization p,required by applicable card n|m^�provided, however, the Bank will nor place phone calls for authorization of referrals ^/ process credit transactions T»o Bank shall not h:doammdmmerchant pmomouw and ohu| not ho liable for any data entry errors v/ any h -hacusmw8aokanovp0000|iwh./ityfn,aoymwtto,o'merchaodiww received through the Post Office that ix not ado»oo4ubmItem, including cash Any failure by the Bank tupmm»noan Item other than ao provided herein does not constitute a failure hy the Bank mexercise ordinary care. The Customer shall m: ||omo to the 8mmmoo general endorser on all Items processed by the Bank u Differing Amounts. If the omunt ofan Item written i words and figures differ, and tire Item is accompanied by an invoice or statement and the amount ,n the statement matches Vie amount written | processed for the amount written w ngu,na (n the event the Bank processes the Item for the amount w/uuenin figures, the Customer inuem/onwy the Bank for any claim that may m,*e from that action 4, Foreign before ���� ��� ���U ��8 PN.- 350914D(IC'11): 4 ]al lvof 51 �l��9�i�1I10 ('ivy Canadian Item Processing, Unless the Bank has agreed otherwise" the Bank will submit both U.S.. Dollar and Canadian Dollar items for processing through correspondent banks in Canada. The Customer must maintain an adequate tine of credit to cover the totall value of all outstanding Canadian Items in order to avoid Canadian items being processed for Collection. The Bank assumes no liability for delays in processing due to an insufficient credit line. Additional fees may apply for items handled through Collection Canadian Dollar checks drawn on banks in Canada will be deposited to the Account unless otherwise agreed to by the Bank and the Bank will subsequently make any adjustments to the Account for the currency difference and the currency exchange rate tee. The Sank will credit the Customer Account for Items processed for collection as set forth in the Bank's collection policies as amended from time to time, less all fees and charges. The Customer bears all risk of any fluctuation In currency exchange rates. (cry All 0mcr Foreign Items, Unless the Bank has agreed otherwise, the Bank will process for collection any foreign Items received, in accordance with the Bank's usual collection procedures for such items. The Bank will credit the Customer Account for Items processed for collection as set forth in the Bank's collection policies as amended from fame to time, less all fees and chharges.. The Customer bears all risk of any fluctuation In currency exchange rates. 5, Returned Items; Re- presentment, if any Item is returned to the Bank unpaid for any reason or there is a claim involving an hem deposited to the Customer Account. the Bank will charge back, that Item, together with any fees or other amounts allowed on such claims or for returned Items, against the Customer Account, regardless of whether such debit causes an overdraft to the Customer Account if, however. the Bank has been instructed in writing by the Customer to re- present Items that have been dishonored or returned to the Bank unpaid for reasons other than account closed, the Bank may do so automatically and without notice to the Customer, and the Bank reserves the same rights to debit the Customer Account should any such Items remain unpaid after the re- presentment 6. Security for imaged Items. The Bank has specified Security Procedures for receiving and accessing images of Items ( "Item Images '), images of Documents ("Document Images') and lockbox transaction data The Bank, is not obligated to send any images or data or allow access through the Delivery Media to any images or data that are not requested or accessed in accordance with the Security Procedures. The Customer acknowledges that CD- ROIMIs are not encrypted and that once a CD- ROM'.... as received by it, or it has received or accessed images by any Delivery Media, persons having access to the Customer's computers and image archives may have access to the Item images„ Document Images and tockbox transaction data:. The Customer also acknowledges that CD -RCMis delivered ... to an unintended recipient could '... be viewed by that recipient. 71 linage Option. If the Customer elects and this image option is available at the designated the Bank processing location. the Bank will provide Item Images received together with Document Images, through the media ( "Delivery Media"'t and at the intervals agreed upon between the Bank and the Customer. Th1e Customer may receive additional service material, including user guides, software licenses and other terms In connection with the selection of this option. 8 Original Documents; image Storage. Unless the Bank has agreed otherwise. the Bank will image all Items and associated remittances and retain originall documents on site for no longer than 14 days. All original documents will be destroyed 14 days after processing. If the Customer uses the Bank's Regional! Retail Lockbox product, associated original documents are retained on site no longer than 7 days, The Bank wills store Item Images for a period of seven f7) years from the date of the applicable transaction uegardless of any additional imaging service requested by the Customer, if the Customer elects storage of Document Images, the Bank will store Document Images for a period of thirty i days GSlhorl -"term Storage) to ten ('10) years (Long -Term Slorage;p from the date of the applicable transaction, per the Customer's selection If the Customer elects to image and not store Document images with the Bank, such images will be delivered! to the Customer via daily Direct linage Transmission Accuracy; Legibility. The information delivered to the Customer through the Delivery Media will be the same as the information in tine data entry file provided to the Customer for the applicable fimme period if the data entry file oontadnsarrors, those errors will also occur on the Delivery Media. The Bank will provide images that are as legible as possible given the legibility of the underlying remittance documents and the selected Delivery Media. The Bank has no liability or responsibility for the condition of the odpinal remittance Poems provided to the Bank, and d reserves the right to review and approve sample remittance items for leyitallif'y prior to providing this service. The Customer is responsible for reviewing images obtained through the Delivery Media and to promptly notify the Bank of any images that are not clear, 110. Disclosures. As between the Customer and the Customer's clients, if applicable, certain payments collected hereunder may be subject to various cutoff times and payment deadlines (the "'Disclosures'). The Customer acknowledges and agrees that the Bank has no duty to inquire as to the content of any such Disclosures, is not bound by them, and makes no representations w warranties, explicitly or implicitly, regarding same. The Customer is responsible for ensuring that the processing and payment cutoff times established by the Bank are in compliance with the Disclosures and Customer's responsibilities under applicable laws and regulations. The Customer further acknowledges and agrees that the data processed by the Bank belongs to the Customer or the Customer's clients. F. Coin& Currency Coin. and Currency Services, also referred to as Cash Vault Services„ provides coin and currency delivery and deposit services to companies that use large quantities of cash. With a nationwide vault network, Customers Can place orders for currency, make deposits 2417 and track activity by location through electronic recording options,. 55A -139 M 350914 POCH): 4 Page 29 of 51 JKLI 1 Cash Orders. The Customer may issue wifften instructions for tire Bank to deliver coin and currency to an armored courier service as designated by the Customer ithelCovrie/") in accordance with the Bank's guidelines (^CasbOrde,l.The Customer acknowledges ohat orders for cash can b* transmitted ,o the Bank only during such time ayset forth .n the Cash Order Th®r Bank |* authorized \^debit the Customer's designated account for the amount set forth ,nthe CuohO/de/(the"CasK) |! the Bank has agreed |n such ao arrangement, the Customer may also place a Cash Order directly at one of its branch locations b9 issuing * check to debit the Cushorner's account at the Bank or as a cash for cash" exchange. The Bank and the Customer may agree to a limit on the amount of Cash that may be delivered pursuant to a Cash Order ("Cash Lini 2� Cancellations and Amendments. A Cash Order may be cancelled by the Customer orally, telephonically, electronically or in writing bya person the Bank reasonably believes tobo authorized ,n act for the Customer and wily if the cancellation isreceived within reasonable lime before the Cash |»delivered m the Courier ^ Cash Order may only ho amended orally u, telephonically and the Bank will not bpresponsible for any change inm Cash Order it has received Any attempt {o amend aCash Order electronically may result in duplicate Cash being delivered or other error, at the sole risk of the Customer 3. Notice of RejermunaExsxuumn, N the Bank rejects a Cash Order request, it will promptly notify the Customer o/ the reason. The Bank will notify Abe Customer when k has executed a Cash Order Unless, within three i business days after receipt r( notification rfthe execution vf* Cash Order, the Customer notifies the Bank inwriting lost m Cash Order was unauthorized v/ otherwise unenforceable against the Customer, tire Barilk shelf not be liable for executing the Cash Order as notified, Including any loss of inharest. 4. Security Procedure, The Bank must receive a Cash Order using a touch-tone telephone, or other electronic communications device mutually agreed upon by the Curcomw and the Bamir based open codes assigned by the Bank to the Customer that idenI4 the Customer and the location (collectively "Cycdeya`�. The Customer agrees that (a) use of Codes consfibries a Security procedure for venifying the authenticity of a Cash Order as being that of the Customer ("Security Puacedure`)� and (b) the Customer is bound by any Cash Order, the authenticity of which is verified as being that of the Customer by the Bank using the Security Pmcyacfilre� and any Cancellation, The Customer and the Bank will maintain reasonable securry, and control of the Codes The Bank is not responsible or liable for detecting any error in the transmission or content of any Cash Order or Cancellation and the Security Procedure is not intended to detect any such error No agreement or Instruction of the Customer restricting accordance of any Cash Order or Cancellation is binding on the Bank, except as set forth in these Service Terms of in a wrri jilgried by the Customer arid the Bank. These Security Procedures do not apply to Cash Order requests made by the Customer at one of our branch locations when, the Customer is making a "cash for cash' exchange Or issuing! a chook to detirt the Customer's account at the Bank Courier Service. The Customer may deliver and pick uy shipments of cash w checks wm from the Bank hy using the services ofa courier that has been authorized by the Bank, who will act solely as the Cmnommhsugent-Thoomm:/mustrumv|wit:/hoBaoxs guidelines, as amended hour lime to time, and must maintain all licenses and permits required by law in addition to adequate insurance {u cover its liabilities i providing courier services The Bank may refuse to pernit courier to enter its promises with orwithout cause, in which case the Bank will use reasonable efforts to promptly notify the Customer Deposit P ntmmmupnocesonAVxwhmadmdepooitsmdrmmdtoon*o/the8anKsvyult areas, the Customer must deliver deposits in sealed tmmpw,pmo plastic security deposit bags first ,^wat the w*ndwNv described in this Bank's guidelines and contain only cash, coin and checks The bags may also contain food stamps if the Customer prowdes proof satisfactory to the Bank of the Customers authority to redeem food stamps. The Back wilf open the bags and process the deposits (ri) Delivery to Vault K the Bank agrees m accept the Customer deposits ute vault location, the Bank will provide a receipt indicating the number r/ bags k has received This receipt * not vn acknowledgment v|the contents v{ any bagr nor % any telephonic ^r other acknowledgment nfadeposit, (v) Delivery Brrinch m Delayed Processing mma Bank agrees m accept om Customer deposits mu bra rich location, the Bank v°x not verify the amount m the deposits m|he»meo,emeip but will provide the Customer with a receipt showing the amount indicated |o the Customer's deposit slip This receipt io not mo acknowledgment ,d the contents nf any bag (4 Delivery wUvammxi*o Facility It the Bank agrees ,o allow the Customer n use one d the Bank's unattended favxtins(indvdin# but not limited ,w* night depository o,cromme,6m|&TM). the Bank May wvid|he Customer (such as a key o/ card that may require » personal Identification number ('P|N`> The Customer must return all access devices /o the Bank upon request We will process any deposits delivered to an unattended facility as provided for in the Bank's guidelines Nmo Customer receives a receipt from an unattended facility, the receipt is not an acknowledgment of the contents of any bag or of The receipt vf any bag While the Customer *. the Customer's Courier b physically present wt one vf the Bank's unattended t**io//**, the Customer isa licenses only and the Bank ties nn responsibility for the safety of the Cmgwnaror its Courier whUwm|such Discrepancies All deposits are subject mverification n there are differences between the amount credited b the Bank and The amount showy) vnthe deposit slip prepared by the Customer or the receipt provided to this Customer or its Courier upon initial presentment, the count will be recounted. I fie Bank's determination and records as to As receipt o( any bag and msto the contents of any bag is conclusive and binding on the Customer, and the Bank may correct any credit made to the Customer's acorrunit The Bank will notify the Customers representative designated in the service implemenlation questionnaire if the difference is more then the minimum amount specified in the Bank's guidelines. All Cash, Orders Must be validated by the Customer within 24 hours of isceirr, If a currency strap, coin bag or wrapped coin difference is Identified, contact Cash Services Customer Support at 888-872-0517 to request a Cash Order Claim Form The completed form and proper documentation must be postmarked which 48 hours of ryaonbt of ���� ��� ��Um�� �� 11N; 350914 DOC 11): 4 Purge 30 of 51 the Cash Order Any claims postmarked after the *x'howrperiod will h* denied and Customer will have "*,ilmm*umgorreceive an adjustment after such hime period, n, Relationship upon Delivery odmm Until the Bank recounts the contents of the bags and enters a final credit m the Customer's account m» provided in these terms, the Bank is not responsible for any authorized contents o/ the v,|ue*f any such authorized contents based upon any deposit ticket included with the bag. 9. Lialpffity at Unattended Facility. The Customer assumes all risks of using any onadended facilities, including i of Inch, robbery and personal injury, m" Bank wnor responsible if a facility rate property | including failing to open, close, look or unlock It is the Customer's responsibility to verify that As bags have dropped down completely into the facility, and the Customer agrees that it will not leave any bags in any facility that does not appear to be operating properly. The Bank will not be rablis to the Customer if any unattended facility, tele-entry or online system is closed or otherwise unavailable for use at any time. Positive Pay, Reverse Positive Pay and Payee Verification services help prevent check fraud oo Customers accounts hyidentifying discrepancies between checks presented tn the Bank for payment and those checks issued h@ Customers With Positive Pay, the C"slowe/ sends check issuance Information uv the Bank and the Bank Compares Such Information to checks being presented for payment. VVithReve,se Positive Pay, the Bank sends the Customer information nn checks being presented for payment and the Cust does its own comparison. Payee V*/ifiuv$on*ao enhanced feature for Positive Pay h,*uy/h*Cvm*."*'in*|*dw^pmv*r"amein1h,mannnond/hmBmokcum*a/ws such information against the payee names no checks being presented, Aua condition precedent for receiving Payee Verification, tile Customer must be receiving Positive Pay In connection with the savre Account. ` issuance Information. The following Information !is defined as "IssuancePormation" for each Item: VAccount numbi lj�Item serial numti III) dollar amount; iv) issue date (for Positive Pay and Payee Verification sell and v) the payee name [for Payee Verification For Positive Pay nd Payee Verification, the Customer will provide the Bank the issuance Information uY tire Banking Day *" which Vie Customer issues Iterns, by means of a mutually agreed upon transmission method the Issuance Information. The Bank wslI compare the Issuance |nmomativn with the Items presented w the Bank for payment uguina,,haA«coon For Reverse Positive Pay, the Bank will send the Customer the Issuance Information and the Customer will compare such information with the checks they have iissuied 1 Discrepancies, For Positive Pay and Payee Verification, if Items are presented */ the Bank for *$ichif has not received ,imwlly Issuance Information o; containing information different from the Issuance Information for that /|ono tire Base will notify the Customer hymrmw,pfmmvuaNy agreed upon method, the Banking Day following the Banking Day the Item is presented The Customer shall advise the Bank hy means ofammuo||y agreed upon method uy the designated time ^n that *om* Banking Day whether any such Item is authorized for payment ('Presentment Decipion') In the event that the Customer fails to timely Inform the Bank about any Item for which a Presentment Decision is requested, as required above, the Bank is authorized mreturn such Item unless otherwise agreed by the Customer and the Book, For Reverse Positive Pay, the Bank will |provide Issuance Information to the Customer nv Items presented for pann,/ha0tom*,**ax,dvi»* the Bank by means vya mutually agreed upon method h@ the designated Banking Day whether any such Item is authorized for pavmeotand in the event that the Customer falls to timely inform the Bank as required, the Bank is authorized to pay such Iterms) unless otherwise agreed by the Customer and the Bank. The Batik is entitled to rely oin any instructions that it receives and reasonably believes to be gramune Payee Verification Additional Tenors. For Payee Verification, Customer acknowledges that Items that have been converted to ACH firancarrions prior to being presented for payment will not be eligible for this service and the payee name Information will not be compared tv the Issuance Information for Items ma/ have been converted toACH transactions, it the Customer fails to provide the Issuance Information in the fille format required by the Bank, the Bank will nor be liable for not detecting dispoponcy between the Item and the |000amoo Information o/ for processing such Item The Bank reserves the right to set a threshold amount for Items (as may be revised by the Bank from time m time) bbe reviewed under the Payee Verifimhon (thie "-threshold Amourn") The Items below the Threshold Amount wilt be handled according to the standard Account DOGUMentartion governing me Customer's Aooprmi� however, the ClUstomer will not be liable for such Items it the discuepancy would have Otherwise been detected under this Service. With regard to payee name comparison, the Bank will compare the payee name provided in the Issuance Into uarfien to the payee lines in the nameraddress, block identified on the Item presented as provided for in the Bank's setup requirements and will be finnited to those parameters specifically agreed to by the Customer and Bank Voided Items, The Customer agrees m place a void unan Item a the Issuance Information only with respect m Items that are mmm cimwlginnx\upC*mome/wmmswstoppayooachncktha,heob000io»owd, the Customer b required m issue any Stop paymvm request pursuant t* the Back's Account Terms outside *{ these services Item Payment. The Bank is not obligated to maintain for the Account and whether or niot the Book does maintain such signature cards, in no event shall the Bank be obligated to inspect any check for the presence or aullienfirsity, of any signature or to deermine whether ally signature is oullhorl Tire Customer acknowledges that the, Bank's adherence to these procedures in these hamns, in lieu of signature examinshon, will constitute the exercise of good faith and ordinary care by the Bank In handling fterins presented for payment against the Account. 55A-141 Over the Counter Presentment. The Bank may, without liability m the oustume refuse tv pay :em presented for oncshvmnt at any of the Bank's branch locations. If an Item is presented for enicashmi at one of the Bank's branch locations at the teller line the Coo,omorawmoriz*s the Bank m pay such Item based upon the Positive Pay information wt Ore sister line The Book may charge m person who cashes an Item drawn on the Customer's Amount a fee at the time of encashimern. H. Controlled ��" � � ,x. ���������������s Controlled Disbursement Accounts disbursement process m gain control over idle balances and , Controlled Disbursement Account, Each controlled disbursement accosim, except as set Loch herein, shot be opened and maintained in accordance with the Bank's Account Documentation, The Customer agrees that if it fails to utilize one of the Bank's positive pay w*/v|re*ontheC*ofr"ned Disbursement Account, that failure will constitute fire Cus/m*r/vnegligence contributing tothe making o[ any unauthorized signature and the Cusume, assumes the risk that Items presented against the ctxx|dDisbursement Amount may bo forged oraltered, to the extent that the positive pay semces the Bank offers may have prevented any ba"r The Book will have ^o liability for any loss ,w|okvd/^anItem presented against the Controlled diohumwnnen| Account which would otherwise generally have been returned under such positive pay services Z will advise the Customer nf the total amount o[ Items drawn against the Controlled Disbursement Accounts that are presented for payment, vn that d *` the Bank ¢yw Federal Reserve Bank wanother depository institution pursuant to same-day settlement arrangement The Bank will honor checks or drafts (`.1wms"] that are property payable but shall have nvwNrgm,i"nt* pay any Item should sufficient immediately available funds to cover such Items riot bo flansferred to the Controlled Disbursement Account in accordance with these Service Terris and applicabre Implementation form t Over-ffpr^Counter Presentment. The Bank may, without liability to the Customer, refuse to pay any Item presented for ancasitiment at any of the Bank's branch locations. 4� Funding Account for Con*nN+dDisbursement. The Customer will maintain with tire Bank a designated account for purposes of funding the C000nleW Disbursement Acoo"^s,'x the funding account may b* maintained ,u^w affiliated book */ other financial institution <the "Funding A*nouw,^}. The Customer authorizes the Bank ,odebit the Funding Account for Vie total amount nf the Items presented and any funds transfers against the Controlled Disbursement Account, and to promptly transfer such amount to the Controlled Disbursement Account even though such a debit may bring about or increase an, overdraft *o funds transfers from the Funding Acsouolto the Controlled Disbursement Account sliall be in immediately avaflable funds. The Customer will nesintarn sufficient available funds in the Funding Account w cover Items and funds transfers presented against the Controlled Disbursement Amount, and the Bank shall have nnobligation to transfer funds, process fears for payment nr complete any funds transfers unless there are sufficient available fonds in the Funding Account The Bank is authorized wdebit the Funding Amount for any obligations owed directly vr indirectly of) the Controlled Disbursement Account. The Bank shall not be liable for sailure to pay any Item presented for payment against any Controlled Disbursement Amount due to insuffident funds in the Funding Account ii, Media, The Bank will trnoim the Customer by the transmission method ^rmedia agreed wby the Customer and the Book information regarding the Customer's Controlled Disbursement Account 6 Routing Transit N*mbwr. The Customer agrees to use the designated controlled disbursement account routing transit number onthe items h issues from the Controlled Disbursement Account The cumo"ne/*vkvvw smwif./fa|wtoum*»unoueo|gnated controlled disbursement account routing honest number the Bank is authorized to terminate this Service o/ any Service feature upon notice w the Customer r Financial Condition. In the event of the material claterjoration of the finaincuil condition of lure Cusionner, as cleamuned in meannk"p reasonable sole div*miro"shw8mokm*y|wm*d|atw0iwrmi^ate,\h*S***w, any Service feature anchor may convert any C*"oNfeel Disbursement Account 1oo stand-alone demand deposit account without prior notice to the Customer U , U rnage Cash Lette r The Image Cash Letter Senuce allows the Customer to make certain deposits electronically by using a capture device to create an electronic image rfa paper check and transmit 4 and related data w the Bank, *, part vf the Service, the Customer must use software and hardware provided uyo/ acceptable t* the Bank Transmission and Processing. The Custrrnexsluall provide through Its own rrethods or devices the captured check mai and check data, including the magnetic ink character recognition formatting (MICR) information through electronic tmosmissioo$(tho ^Trunomisu|nns")m the formal and specifications required hy the Bank's File Standards and within the cutoff times provided hythe Bank The Customer authorizes the Bank to process the Transmissions as Substitute Checks Electronic Images o/ Photos in Lieu, oa may h*oppricaW* for further clearing through o/ with any other financial motii clearinghouse m Federal Reserve Bank if this Customer has chosen tn have name processed wnxCx transactions, the Bank will convert eligible ue/nm,o ARC or POP entries, a» defined and provided for in the ACH Origination Service Terms The Customer agrees that it is salary responsible for the creation and sending of these Transmissions to the Bank if any Transmission lincluding any source document for purposes of these Service Terns� ���� ��� ��Um�� �� 11N.- 350914 DOC ID: 4 Page 32 oj'51 111, 1911 does not meet the Bank's m any transferee's standard requirements for processing, the Custanner assumes all risk ofloss or delay in, processing such Transmission and authonzas the Bank to either fa> return the Transmission to the Costorner without further processing, hat process the Transmission ^* sent from the Customer, (:)process the Items mo photocopies !o lieu of the original's o/(d) repair or attempt to repair the Transmission for further processing, linage Cash Letter File Deposit Time. The Transmissions most hm sent m the Bank prior m the deposit deadline Any Transmission will mn deemed ou have been renewed when the entire file has been, written onto the Bank's system and made available for the Bank to validate, Based upon the size *f the Transmission file, there m;y***significant delay between the time Cu*icw`*, begins to send the file arid the completion of the transfer as stated above. As a result, the Customer will make every effort to send the Transmission file m* early uo possible Fihwth*wwmcw**AaN*rwdwyo^itdwnd||*ww1||h**onoWomddeposilem*s,f the next deposit deadline, r,nm,suing famwmoWfuodmoxai|abi\i/ywiUheassmsaedbaoedoo|hedepmsitdeadUoethatismet 3, Customer Responsibility. The Customer shall be solely n any Transmission for which the 0usuommr has been given provisional credit is returned or reversed, and neither the Bank nor its subcontractofs shall be liable o' responsible for same The Customer acknowledges that all credits received for deposit are pmvis.000|, suMomtoverification, final settlement nrreturn Information and data reported hereunder to) may bwmoeivwd prior m final posting and o»ofinnodvo and .a subject \n correction and �4 /u for informational purposes only and may not ke relied upon, The Customer agrees that the Bank shall have no liability for the content of paymont'e|a,o�diofonnmnon, The Comomar shall be solely responsible for the original checks, including storage and retrieval. The Customer agrees to provide a legible copy of an image or the original check if requested by the Bank within five (5) business days nf Such request. �x the Customer in unable |o provide the original o, legible copy, the Customer shall bvliable for any associated loss v, claim involving the check 4. Suspems|u"/uaocoUation*fService. The Bank reserves the right to suspend or terminate the Service, in whole or in part if the Bank b*||vvvs Customer |sm breach of these Service Terms vrb otherwise using o, accessing the service in a manner Inconsistent with the rules and regulations relating to the service being provided and such breach. Further, this service mi|mu/ommticm|\ytenninuta0me Customeir'r account with the Bank is closed for any reason, Filter party may terminate the service upon thirty l3f) days' prior written notice to the other pm/1y� provided, however, that the terms of Section 10 will apply to any termination prior to the time period set forth in the pricing schedule. (0)cvStomw,wa,,Joty The Customer warrants arid represents to the Bank thaL is), each Transmission contains accurate and legible images of all W the information ^o the front and back *Ythe originM checks ot the time each check was truncated; (h) such Transmission also contains a record of all applicable micro-fine information required for a substitute check and the accurate amount of the check; tic) each Transmission complies with the technical standards for an electronic form under Regulation J Federal Reserve Operating Circulars 3and 5, and for a substitute check Linder Federal Regulation CC� (d) no person will receive a transfer, presentment ,r return of, vr,toemv.»eho charged for, tire check (drifter the original check, urm paper o/electronic representation of the original such that the person will be asked to make payment based upon a check it has already i (u) the Customer will riot m,m*pvni, through this service any transmission representing a check previously deposited and returned to the Customer; (fj the Customer will employ commercially reasonable security measures and firewalls sufficient to protect the Transmissions and storage to ensure no unauthormend access to or use of the original checks or duphi prasenftrrent� and (g) the Custorner will only create transmissions for checks (hat originated as paper checks, (o>|/the Customer is a financial .o*dukvnv,m otherwise transmitting hems payable mthird parfies, mCuommo,a|soepmomots and warrants mme Bank that: (1}|n connection with each Item deposited through the service, the payee of the Item has authorized the m|ow,on|* transmittal vf the Item for deposit (*Cvwop*/o account, ff the Customer |o^^u"oiog Items fi*n`o location outside of this United States, such authorization covers the cross-border transmittal of the hem� and (2) the Custorner has established an anti-money laundering program in compliance wir"i anfi-money laundering laws and regulations applicable ,v|\and such a"ti-mw"wy laundering program includes policies, pwc*dunmo*dr*mms designed m detect arid prevent money laundering, including "know your customer" policies arid procedures, monitoring of transactions for suspicious acilvdies and reporting v, suspicions activities, which the Customer believes effectively prevents the opao( the Customer's operations, personnel or facilities for money laundering purposes. (ci The Bank and its subcontractors make no representations or warranfies, whelder express, implied or statutory regarding or relating to any of the technology of senrice "Nor access to of use of the service or technology provided to the Customer hereunder, The Bank and its subcontractors specifically disclaim any arid all implied warranties of merchantability fitness for a particular purpose and noninfringament The Bank and its subcontractors also do not gualarfiee that the Custorner's access to the service provided under these terms will be uninterrupted, error free or secure Third-Party Service Provider The Customer may choose to use a m"u-vauy service provider m service bureau msumnnn*msor perform other functions for and on the Customer's behalf If the Bonk accept,, such Ilems or other rosiruction5 from the Cuslorriev's provider service bureau, the Customer will be bound by them. The Custorner is responsible for all actions taken or riot taken by the Customer's provider including all costs and expenses incurred by the Customers provider. Pricing Schodule0Vvwmei, The Bank and the, Customer may agree wa pricing schedule hicorporaired herein bwmfewnc*rincluding the kingth of time the service will be provided, the charges,(feers and the volumes, as may be stated in the pricing schedule ��� ��� ����Um�� AV: 350914 DWID: 4 11aAm 33 of 51 1110 ip'll 8. Limitation of Lvabrfity�hno event will the Barka liability under these terms for any damages of any kind exceed an amount equal to the fees the Customer paid the Bank for the service during tire twelve (12) months preceding the date on which the Customer made the corresponding clam, If the Customer makes a claim during the first twelve (12) months of the servIce, the Book's liability will be limited to the average monthly fee the Customer paid during that time multiplied by 12, This limitation of liability is in addition to, the terms set forth in the Account Terms. v, Indertunfication. The Customer agrees to indemnify the Bank for any loss or expense resulting Form breach of any of the warranfies made hy the Customer pursuant tv/mesnswrvicn,enn;or the Account D000mon�adnn�any claim pvnaining,v any Warranty *, |odem,ity that the Bank makes with respect /v gin Item under the Check Clearing for the 21"` Century Act, Federal Reserve Board Regulations CC and J and all other laws, regulations and industry and clearinghouse rules applicable (o Items. These |^d*mnifi*s are in addition to those fin the Account Terms and relevant Service Terms 10, Miscellaneous. The provisions a Sections 3, 5, 7, 8 and 9 shall survive termination n{ these Service Terms. JI" Check Printing ng The Check Printing Service enables the Customer instruct the Bank to issue checks and/or documents on behalf of the Customer , Payment Orders. The Bank will execute each payment order issued by the Customer which is iece.vaubf the Bank ma manner described in these Service Terms o/ao otherwise provided hy the Bank Vr*/}Paym*mVrdnmmwy include printing oxuoo'psyn/ent documents {'oocuments?if agreed muy the Bank based upon these Service Terms, 2, Cancellations. A Payment Order may be cancelled by the Customer if notice of crincellathon is received by the Bank in writing from u person |\reasonably believes |s authorized 10 cancel the Payment Order for the Customer (Caopo|m"i*n"). provided, however, that a Cancellation will not bm effective unless and until it is received hy the Bank su that the Bank has a reasonable time w act upon such Cancellation arid that the related Payment Order has not already been accepted by the Bank or the related check has not already been |ssv*4by the Bank wPvym*ot Order may not bv amended vrmindiowd The Bank has "* obligation mmctuslv, stop payment o/ posting ofa Payment Order h has accepted n. Receipt ^f Payment Orders arid Cancellations. Customer shall transmit Payment Qn1eo m the Bank tn the location and " compliance with the formatting and Other requirements id io the operating procedures prepared for the Customer. The Bank may effect any Payment Order that does not comply with this Section 4. Identifying Number- The Customer acknowledges that (a)ira Payment Order identifies its beneficiary "/specifies the owner ,fthe account tnmu debited, as applicable, by both a name arid aoIdentifyiogm bank account number and the name and number identify different persons, execution, or transmittal of the Payment Order, payment to the beneficiary or debt to the av*o",, t,bo debited may um made solely on the basis o/ the number, and <b)x a Payment Order identifies any bank both by a name and an identifying number and the number identifies a person different from the bank dentifted by name, any bank may rely solely on the Identifying northern, 5 issuance o/o,'moxuo,ucom*nts. For each Payment Order accepted hy the Bank, the Bank will: Is) rouse * check \obe printed and completedI (b) cause a laser facsimile signature authorized by the Customer to The placed on the check�(c upon, cause other Documents tomeoon*o/e¢ and (u> mail the check o,send the check by courier along wiK/ any Document au agreed upon (collectively, "Issue") The Customer exprersly grants the Bank the auffecrity to Issue each check and Document, a Notice of Rejection. The Bank will promptly notify the Customer if a Payment Order is rejected by the Bank and wilt advise the Customer aow the reason The notice nr advice shall bw deemed commercially reasonable if made available through the Service u, given electronically, orally, h/ telephone */ facsimile transmission r Control. The Bank i m rapperanbe or liable fo the defection of errors contained m any Payment Order as received from Customer and is entitled to rely on the information contained therein. No agreement or nishruclikin of the C,a stricung acceptance of any Payment Order is binding on the Bank, except as set torth in these Service Terms or in a writing signed by the Customer and the Bank and the Bank has had a reasonable opportunity to act before any affected Payment Order is executed, made or tranismsted by the Bank u, Reliance Upon Instructions. The Customer is responsible ^,,andmw8ankmaxoa|xopon, the contents o| any notice m ms^mo,iono that the Bank believes in good faith to be from the Customer without any independent Investigation The Bank shall have no duty to inquire into the authority vf the .oximftm| giving such notice o/instruction m the event that the Bank receives conflicting notices n, instructions, the Bank can act on either notice orimmmolonor can refuse 'oact. Customer shall indemnify the Bank, Its officers and employees and hold it and mvr, formless for arid from any Ind all cimi"m, losses |am|h*s and expenses m.a"qor resulting from actions taken o,not hilikenuv the Bank in conformity with the notice p, instruction it receives from Customer li Limitation of Liability, The Bank will exercise reasonable care in the performance of the Service The Bank shall not ho liable 10 Customer, other than as imposed by law or by these Service Terms for failure to act in accordance with reasonable commercal' standards in tire banking industry. Reasonable care in providing these Check Print Services shall be measured by the relevant provisions *f any service levels vr business requirements and the standard 'a reasonableness *, the procedures established for the vo^*ami,olomvm*d Mere inadvertence v/ w, honest m�ivoxoo,/v40m*nx shall nvtc*oWl a failure 'v perform such vNiVa,i*"*v,* ���� ���� ��� � Um�m� 11,N: 350914 Digi4 PaAe 34 off 51 II�1if lIIl failure to exercise reasonable care and in no case wilt, be deemed wrongful Thee Bank shall not be hable for consequential, indirect or special damages even if it has been advised of the possibility of them, K. Telephone Tax Payment The Telephone Tax Payment Service is a Service whereby the Customer can direct the Bank, via torchinne telephone, ho drall w broWSerr based plaffomi, to make tax payments via ACTH from an account with the Bank that the Customer specifies. The Bank may Pay taxes from the Customer's account in accordance with any instructions issued in the Customer's name that the Bank verities pursuant to the security procedures specified to these Service Terms The ACH Origination Service Terms are incorporated Into these Service Terms by reference. Receipt of instructions and Cancellations. 'rhe Customer may send instructions and! cancellations only during servikae hours the Bank specifies. The Bank may change the service hours upon prior notice to the Customer The Bank must receive instructions not later than the cut-off time the Bank establishes. The cut-off time will be on or before one or two banking days, depending upon the type of tax payment, prior to the banking day the appropriate taxing authority is to be paid The Bank must receive any cancellations by the cut-off time the Bank establishes for cancellations on the banking day prior to the scheduled posting of the debit to the Customer's account, The Customer may only cariced a tax payment instruction before the Bank processes it Cancellation instructions must be received through this tax payment seii If the Customer missed the cut-off time but still] wants to cancel a tax payment, the Customer must communicate the request directly to the Bank's Customer Service area The Bank will request a return of (lie tax payment from the taxing authority. The taxing authority may assess a penalty for processing the return. 2. Tax Payment Security Procedure, Instructions or Cancellations may he initiated only by entering, via hauchbone telephone, be dial-up or browser-based plafforre, a user ID, password and/or other access code met the Bank assigns to the Customer or that the Customer selects using the parameters the Bank specifies Cancellations irtay also be initiated by contacting the Bank's Customer Service area and providing the Customer's valid user ID, password andlor other access code. 3, Funding, The Customer authorizes the Bank to debit the Customer 's applicable account for the amount of each tax payment and for any applicable bank fees and charges when due In the event the Customer does not have sufficient funds in the Customers applicable account to cover the amount of a tax payment, the Bank shall have no obligation to make the tax payment for the Customer I if the Bank does, the Customer agrees to reimburse the Bank immediately. Funds the Bank receives and hold pursuant to this service shall be held as a deposit liability to the Customer and not in trust for theCustorner or the taxing! authority. 4. Limitation of Liability. If because of the Bank's negligence or willful misconduct the Bank falls to make the Customer's tax payment in a timely manner and that directly results in the Customer being penalized or owing interest, the Bank's rnaxinnum aggregate habilly shall be the amount of any penalty or interest actually imposed by the applicable taxing authority. The Customer agrees to reasonably cooperate with the Bank in the Bank's attempts to peel the taxing authority to abate any penalty or interest L. Client Access Client Access provides for electronic access to the Customer's aCCOLim information, reports and ) data gcollecl "Data") and for the electronic transmission to the Bank of rnessages, service requests, and payment and nonpayment instructions (each an 'lindrucfion` , The Bank reserves the right to modify the applications and products ieach an "Application"), available via the Service, upon hence to the Customer Security Procedures: i,a) A Bank issued or approved security device (a 'Security Device") is required to access the Service The Customer shalt be bound by and adhere to the security procedures for use of the Service advised to it in writing through any medium by the Bank, as may be revised from time to time upon notice to the Customer, t0urding without limitation the procedures set forth herein. The Customer shall notify the Bank immediately of loss at theft of a Security Device, any unauthorized use of a Security Device or any other breach of security. The Bank may dishonor or disable any Security Device at any time and will victor the Customer of the same, The Customer agrees that any use of the Service with a Security Device is deemed to be carried out directly by and on behalf of the Customer The Customer agrees to safeguard all Security Devices and to instruct each Authorized User, as defined in Section 2.3 below, to do the same, The Customer will be, responsible for secured that the Security Devices are known to and used only by Authorized Users (v) The Customer shut designate security administrators who shall have equal authority in accordance with the administrative connol procedure for each Application The Customer agrees to notify the Bank 'of any change in security administrators in the miurner and form designated by the Bank Any such changies shall be effective at such time as the Bank his received such notice and has had a reasonable opportunity to act upon it 55A-145 PN:350914 DOCID., 4 11uge35 q/'51 (c) The security administrators shall be responsible for a� designating individuals as users ("Authorized Users'> {i.>Wemxfling the functions n< the Service that each user may access, (i1j) requesting, creating, controlling, disseminating &x canceling onu,mmen,s�(iv) receiving and distributing materials, notices, documents end correspondence relating uthe socvri,yp,a;edo,no� and (v} advising each user ^fisW1h*r obligations hereunder o,,n**, any v,the applicable Account Documentation, ww defined in Secton 5 below. The security adminGtrators shWI provide to the Bank, upon the Bank's nequetil, a list of Authorized! Users. In the absence rfm valid designation / a seruirity administrator at any time, the Bank may deliver Security Devices and materials wany person authorized tn act o^ behalf or the Customer with respect tuthe oncu,om Open Network Access; Equipment. Tn*CvW~mv that there are certain seanily, corruption, transmission error and access ova||ammyrisks associated with using open networks such as the Internet, and the Customer assumes all such risks. The Customer shall make a^independent assessment o/ the adequacy v/the Internet and the guol security procedures The Customer further acknowledges that the selection and use by it of any lhird-party security and communications software and third-parly ermuce providers is the sole responsibility of the Customer, and the Bank discharris all risks related therato, notwithstanding that the Bank may recommend certain security stupor Communications software and services, The Customer agrees, at its sole expense, to procure and maintain all hardware, browsers, software and /r|wcnmmumomdvnsequipment necessary m access the Service m accordance with the Bank's recommended system configuration. |wm/oudnnw; Data: ia) the Customer shall be solely responsible for the genuineness and accuracy, both as to content and form, of all Im4mmwou property received by the Bank ii)) The Cossomey acknowledges that UaW may not have been reviewed hy the Bank, may uw inaccurate, and may be periodically updated and adjusted The Bank is not obligated to assure the accuracy of Data and will not be liable for any loss or damage arising out of the inaccuracy of Data. Further, the Bank shall have no liability for the receipt or viewing by any party of Data sent to the destinations designated by the Customer, including but not limited to e,majI addresses and tax and telephone numbers (qThwCv*Wmer acknowledges the Secure efulail Application is not intended for the transmission of Instructions to transfer cash, securities m other assets, The Customer shall not ^mnmnR, and the Bank shall have oovhxymovo,v act upon, arty such Instructions transmitted through Secure eMall � C"wtvrnw"Wa,rand+n. The Customer and warrants m the Bank that: 0 prior msumm Authorized Users, the Customer shall obtain front eacth individual referred to in such document all necessary consents ^n enable the bank tw process the data set out therein for the purposes n(p/vvNiny the Smwic*�(n) the Customer ties accurately designated io *Ming the geographic location ox its Authorized Users and shall provide all updates m such information; and (i access the Service from any jurisdiction trial the Bank hfonnuthe Cu°ton,r,pr where tire Cu*tmn*,tim*knowledge that the Service io not authorized. The Customer hereby represents and: warrants m the Batik that these Service Terms constitute Its legal and binding obligations enforceable in accordance with its terms. Jurisdiction Specific Provisions Exhibit to Client Access Service Terms The additional jurisdiction specific provenons, set forth below are applicable to the Customer based on the dornicile of the Customer m/^wre any local laws or regulations of any jurisdiction apply as a resulf of the Customer's users accessing the Service from such jurisdiction v/aoa result of the location, of such accounts in such jurisdiction, the jur edictional specific provisions of that Punsdiction shwl apply to the use *fthe, SeNieby such users X Australia & New Zealand — See further Paragraph L herein, The Bank's UaWWyw the Customer for loss nr damage n/ any kind incontract, tort (Including oogligonco, tinder any statute oxotherwise arising from m relating i" any way mthis Customer andlor its subject matter, is reduced to the extent that Customer caused ancPai contributed to life loss of damage, Fees Tn the extent that for the purposes o< the Australian Goods and Services Tax, or that goods and services tax underthe New Zealand Goods and Servrces Tax Act 1985 is payable in respect of any supply under this License Agreement, (`GST')r the fees payable in respect of trial taxable supply I'miginal amount") will be in"mwwvd by the ^mmumvrBST payable h respect m that /axahle.sunnily Customer must pay the increased amount at the same time and in the same manner as the original amount Consumer Warranties! t xostm|m The following isbm applies if, despite the terms o, these Service Terms and the Account Documentation nm applicable ^nthe services provided under these Service Terms the proper law of this Agreement is the awm force ur an Australian jurisdiction ��� ��� ����Um�� 11N,-330914 DOC ID: 4 PaAye 36 o,1"51 The Warranty and Limitation o/ Liability provisions m these Service Terms and the Account Documentation awapplicable tv/h* services provided under these Service Terms are subpect to the following and only apply to the extent permitted by law Notwithstanding this Agreement, consumers may have tire benefit °fcertain rights arid remedies pursuant #a the 'Trade Practices Act 1o/4(cm) and similar stale laws in, Australia io respect of which liability may not h* excluded If so, thert to the maximum wm*otpe,mNmd by mw, such liability is limited, at the Bank's option, in tire case of goods to either bV replacement of the goods� or (b> correction of defects in the goods: and in the case of services to either lad re-supply of the services; or lb} the cost of re-supply n[ the oomiowx," 2 New Zealand V the C is acquiring software N New Zealand, the Customer c*oWm"«kis acquiring the software for the purposes n|a business (as that term is defined in the Consumer Guarantees Act 1993), and that the Consumer Guarantees Act does not apply ,o the software Miscellaneous. The following provision shall apply if, despite the terms of there Service Terms and the Account Documentation as applicable to the services provided under these Service Terms, the proper law ,[ these Service Terms is the law )o force |nuo Australian jurnuhidiron: The Limitation W Liability provisions o/ these Service Tamo and the Account Documentation ns applicable mthe services provided under these Service Terms are subirart to the following arid only apply to the extent permitted by low, 'Notwithstanding anything in these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms, a customer may have the benefit of call rights arid remedies pursuant to the Trade Prartfices Act (Gin) and similar state laws In Australia in respect of which liability may not be excluded If so then to the maximum extent permitted by law, such liability is firnited, at the Bank's option to (a) re-supply of the Service� or (b) the cost of re-supply of the Service " B, Crunbodur — See former Paragraphs 1, and M hetern. C Peoples Republic of China — See further Paragraphs L and M herein The Customer agrees that. {i/ the Bank shall m,|iableonly for direct damages that are the result v| its failure to exercise ordinary care m its wiNo|miroondom; and m the maximum extent permitted by law, (i the not moliable for incidental, indirect, special "r consequential damages, regardless of the form of action and even if the Bank ties heart advised of the possibility of such damages Nothing |o these general terms shall limit any parry's lialsility for death or personal injury caused by negligence of that party W its enriployeres or for fraud Notwithstanding any other provision to the contrary, where an overdraft condition may exist, to the extent founnuted by law (including the law where the Customer w.op pe4}thw8mmkmayd"bit tire Cugvm*r Account even though the debit may bring hvv increase an overdraft o| any debit to the Customer Account brings about or increases an overdraft, such: overdraft shall ue immediately due and payable, to the extent permitted by law (including the law where the Customer is incorporated), without further notice or demand The Customer represents mm prior mwl:m&ng any document man designates the persons autionzed m act on the Customer's behaV. |no|o*ng, but not limited x/a security administrator resignation form, the Customer shall obtain from each individual referred mmsuch document all necessary consents to enable the Bank to process the data set out theneirt for the purposes of providing the Service Rules, not having the force of law, including without inination rules from firoe to time made by the People's Bank of China and all deenminabutis made thereunder) from time to time appillyring or relating to any or all of tire Accounts andlor deposits the Customer may place with or through Vie Bank The Bank has the vighl, without pilot noses, to the C usiomer (or upon notice, it a pror notice is required by law), to do such acts, deeds and things and adopt such practices as the Bank may in its absolute dirscrabon consider nernessiry at appropriate to ensure due compliance with or implementation of any of all of such laws, rules and regulations notwithstanding any contrary provisions of the Account Terms and the Account Application forms. The Customer further agrees to abide by arid comply with such prairrifices(s) as the Bank may from time to time in its absoline discretion adopt in connection with such compliance or implementation D Hong Kong — See twiner Paragraph L herein. Nothing in these Service Terms kall hirril any party's |iabil injury caused hy negligence of that party u/19 employees or for fraud, Any cormactual limitation of rablidy shall be modified so that mich provision shall be applicable to the services provided hereunder to the maximum extent permitted by law The Customer represents that prior that designates the persons authorized w act art the Customer's behalf, including but not limited ma security administrator uonignamvform, the Customer shall obtain from each indivd"m| referred uoinsuch document all accessory consents to enable the Bank to process the data set out therein far the purposes of providing the Service E India ~ See further Paragraphs L and mherein ���� ��� ���� Um�K graphs L and IN herein The Bank and the Customer agree that, for the effectiveness of any termination of these Service Terms of the Services provided hereunder, they hereby waive any provisions, procedures and operation uYany applicable law w tire extent a court order is required f*r the termination o/ these Service Terms and! the Account Documentation as applicable to the services provided under these Service Vo the maximum extent permitted by law, the Bank may, at its sole discretion, make recordings and retain such recordings mtelephone conversations and data transmissions between the Customer and the Bank. 0 Malaysia, - (it The following terms sharl apply in relation to the Service where it is provided in relation to accounts in Malaysia snorer where the SeNiCe is provided in Malaysia ii) Paragraph L and Id shall apply (m Any references m the Service Terms m the term '8mnk,` shall mean JP Morgan Chase Bam8emad. (r;) The Bank shall give prior notice to the Customer of any change to these terms (d) The Customer acknowledges that i| may, through it security administrators, create maximum |r^ils(at a user entitlement |wveV io relation oo funds transfers that be nddvdusing the Service, m limit d`o Customers risks Notwithstanding uoymmg m the contrary io these terms, the Customer shall not b* liable for any loss which |n not attributable ,uorCvn{up"nedr*bythe Customer. ie) The Service Terms shall be governed by and construed inlaccordammwith the laws dMalaysia twilhoW reference wthe conflict oY laws rules them*V (ill K the Service is t*be accessed hya Customer (1} who is domiciled m incorporated m Malaysia, o/12}/oMalaysia, thatCuumno, undertakes not m access ormUizmnr attempt m access 'xum|be the Service provided hyJP Morgan Chase Bank 8*rh"dtmmuo$ H. Philippines ~ See further Paragraph Lherein Subject to giving reasonable notice m writing the Bank, may ennead the Account Documentation The Customer will ** deemed tohave agreed to any such amendment, if the Customer fails to obiect thereto within five (6) days from receipt Of such notice L Singapore ~See further Paragraph Lhereio Nothing in these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms shall limit any party's xoN|oy for death *r personal |nju caused by ^ of that party or its employees m for fraud For the avoidance of doubt, to the maximum extent permitted by law, the Customer hereby expressly agrees that nothing done or emitted to be done by tire Ban:k pursuant to this agreement shail amount to a breach of the Bank's obligations under tire bank decrecy laws of any jurisdiction, The provisions i» Paragraph L.ammpgHcmble to Singapore, ha0he without prejudice arid m addition m any other right m the Bank to disclose any informalflon on the Customer tinder any applicable taw. JI, Republic of China (Taiwan) - See further Paragraphs L and IN herein. 'the C*monmr hereby acknowledges that the Account Documeni and other related documents have beet) delivered to the Customer for review far a period nfat least five oxmommo. The Customer executes and delivers the AnCoum Application uber fully understanding the content of the above documents avid hereby agrees |o comply with the terms and conditions contained therein, K� Thailand - See &ux"'Pa/aVmPhoLand Ih*wi* Wring on these. Service Terms and the Account Documentation as applicable to the services provided under these Service Terms shafli %mil any party's indlifily for gross negligence of that party or its employees or for fraud ���� ��� ��� �Um�� L. The following provisions are applicable to Customers (or, where applicable, Authorized Users) located in the, following jurisdictions, Australia, Cambodia, Peoples Republic of China, Hong Kong, India, Indonesia, Japan, Korea, Malaysia, Pakreatir Philippines, Singapore, Sri Lanka, Republic of China, Thailamd and Vietnam. The Customer hereby consents to the disclosure of any information relating to the Customer to ill any bank exanifirler(S)r the Bank's head-office arid other branch offices, its affiliates and associates, assignices or prospective assignees, fin the Bank's auditors, counsel and other professional advisers and (ill) any other Bank's subcontractors or agents, in each case whether in India or elsewhere, mr the Bank may, in good faith, consider necessary or desirable, including without lintitition I for the collation, synthesis, processing and management of date and the sterling of data relating Nany Accounts held mtransactions undertaken by the Customer, z the reporting of transaction details and other postomer+w|ated information for g|whn| risk management, MIS and regulatory reporting and monitoring, � the monitoring vf the Bank's global credit exposure mits d|w^w and others, 4 for effecting any instruction by the Customer or any transaction for the benefit or the Customer, or effecting any disclosure that may be required "y the Bank hy any such pany� 5 enhanced operational, technology, finance and other support function efficiencies, or " m° they be required hy law, regulations o/ legal process, provided that the Bank shall take such measures "*|, considers reasonable tn preserve the noofid*o(ia|flyv/such information air documents, The Bank shelf a, all times maintain |n confidence all confidential intormalon, and documents relating to the Cusuniter that are in the Bank's possession subject to the Bank's right to disclose such information and documents. M, The following provisions are applicable to C*^wm.mkx, where applicable, Authorized Users) located |n the following jo,i*dictivn* Cambodia, Peoples Republic of China, India and Thailand Any dispute arising out of of in connection with the services provided pursuant to there Service Terms, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by ansuration in Singapore in accordance with the Arbitration Rules of the Singapore International Arbitration Centre for the time being in force, which rulas are deemed to he incorporated by reference in One clause The international Arbitration Act (Cap 143A) shall apply. The tribunal shall consist of a single arbitrator to be appointed by the Chairman of the Singapore International Arturnabor) Centre. The affilfiral proc-eedings shall be conducted in the Enghsh language arid any award or awards shall be rendered in English The award of the arbitrator shall be final and rocinclusive and binding upon the parties, arid line parties shall be entitled (but not obligerd) to have judgment The arbitrator shall in all instances be required to apply the substantive law W the State o| Ohio, United States n/ America (without reference to the conflict cf laws rules thereof) and w enforce and apply the terms of these Service Terms and the Account Documentation as applicable to the services provided under these Service Terms. Under no circumstances shall the arbitrator be permitted m`w"nd.0vuoNN*dumogw*�,/ Ill) damages of any nature N excess *f the amount dwirnmd|n addition, all #oola*ri Intonation that would be applicable in aniy court proceeding involving the same subject matter shall apply in any arbitration proceeding bxwgvh**voVer Nothing in this clause o:m||be deemed moxo|uum the right of either party m apply for interim |4"om|w* relief xvvthe State or Federal courts of the State of New York, United States of America, provided that any court proceedings shall be restricted to uumhvurn000uno|y,on|000/h*pawinsagreoutn*mviso Notwithstanding the above, any disputes related solely to a Customer Account opened and maintained in a state or jurisdiction other than New York shall be governed by the laws of that state or jurisdiction, �wlthorq reference to hi, conflicts a#: law rules thereoft N The following provisions areopnxcablemCvmomemm�wwm*owp||camo,AmhoozedVoaus�muobminmnfoxnwiull|ur|su.mmrn� Indonesia and Republic of China Jarwarn. Notwithstanding anything to the contrary contained |othese Service Terms and the Account Documentation as applicable m Pie mwIrces provided under these SeNice Terms, the Bank shalll have the right to proceed against the Customer in any other competent court in any other Jurisdiction Where the Cuy*me/^ assets are situated oomfimo m time and the Customer agrees to submit to, the jurisdiction o/any court so chosen u/ the Bank, The Custpmlu/ further agrees w waive any objections ,o the Wound *[ venue m0wm nor) *iverlenor, any similar ground. The taking of proceedings in any jurisdiction shall not preclude the taking of proceedings in any other junninfic1pon whether ocuricurrenflyor The C irrevocably the choice of venue of any legal action arising out of or relating to these Service -terms and the Account Documentation as applicable to the services provided tinder these Service Terms. The Customer also agrees that a final judgment against it in any such legal achon stiall be final and 0. European Union ��� ��� ����Um�� I The Customer acknowledges that it is not a "consurnar" for the purpose of the European Union's Elerwouc Commerce Directive j"ECID'f fir a , that it is not an individualf and agrees that file Bank shall not be required to make any disclosures or do any other thing that a non- consiumer may agree not to require under the U K rules and legislation inliblemenbrig tire ECD. For further information on the Bank, please see 'Notice. regarding EU e-commerce information" in the Terms & Conditions on hi ft PWwvvjprnmpirincom. I The Bank will collect information about the Customer and the Customer's employees and agents (such, as, without limitation, authorized signatory details) that may constitute personal data for the purposes of lie Data Protection Act 1498 lthe 'Act") and other relevant data protection leocalron. Such personal data may be collected by or on behalf of tire Bank in a number of ways (the 'Collection Methods''), including via documentation relating to the provision to or use by the Customer of electronic banking services, or via the Customers use of such electronic banking services, and via other correspondence or communications between the Customer and the Bank. 2 The Bank will use personal data collected by it or on its behalf via the Collection Methods for the following purposes (the "Purposes'), namely for the purpose of providing the services to the Customer in accordance with these Terms and the Product Terms, for the Bank's internal administrative purposes, for contacting they Customer about products and services that the Bank or other members 0 the Bank's group offer, which the Bank believes may be of uni to the Customer, and as may be otherwise required by law or applicable regulatory or governmental authorities, and such purposes may include transfer of such personal data outside of the European Economic Area to the Bank's subsidiaries or other connected companies or to other organizations as may be required by law or other applicable regulatory or governmental authorities. The Customer shall ensure that any disclosure of personal data made by it or by its employees or agatils via the Collection Methods that relate to the Customer's employees or agents is only made following notification by the Customer to data subjects of the Purposes for which their personal data may be processed by or on behalf of the Bank, and is offivansise fair and lawful. A. Multicurrency Deposits& Collections Mullicuirency Deposit & Check Collection Services enable the Customer to accept checks drawn in a wide variety of currencies from its own deposit customers, sending them do a single bcation and receiving ledger credit or final payment to the Customers LSD account at the Bank in a cost-efficient inanner, eliminating the need for the Customer to hold correspondent accounts w0h, a multitude of banks in a multitude of locations. The Baink can handle a number of currencies on a deposit basis (see appendix A below) and other currencies wilt be accepted but will be processed on a Collection basis directly with the paying banks Checks Processed on a Multicuriency Cash Letter Basis; (a) Deposits will be posted with ledger credit (uncollected dndspon the processing date with forward value applied according to the availability schedule listed below, The Banks cutoff time for same-day processing is 2 00 p.m, CT Processing of checks through this service is subject to the Bank's credit risk review. Checks received through this Service that are ineligible for rush letter processing will be handled on a collection basis. Any return items wills be debited to Customer's account using the FX rate applied by the paying bank on the date of return (bl The information reporting on items processed through the Multicurrency Cash Letter services other than Canadian deposits will appear as available on D+3 and Will continue to roll for one day until colected and is limited to the country of ongin as listed in Appendix A. (c) Canadian deposits wilt receive availability D+3, (d) The Bank will process checks under the Multicuirency Cash Letter services by following the Bank's own internal policies as to the method of collection. 2. Checks Processed on a Collection Basis: Oj A check wilt be processed on a collection basis if - requested by the Custorner - denominated in a nonstandard currency (not one of the listed currencies handled on a cash letter basis) the check is I "third - country cheqwe' (denominated in a currency other than the national currency of the country where the drawee bank is localux:h or 55A -150 AN: 350914 13t it' 4 11age 40 of 51 1110111 1 . the check is ineligible for cash letter processing for credit risk issues The Bank will not process a check under !6'M USD or equivalent, because the total charges for such processing may exceed the Value of the check Proceeds will be credited to the Customers account in U.S. currency within two banking days from; receipt of good funds from the paying bank. Checks will be sent to the paying banks directly in accordance with the Bank's own internal policies. If payment is not received from the paying bank, the Bank will send the first tracer after three weeks and subsequent tracers may be sent at two-week intervals Collection cases will typically be closed after two months and the Customer will be advised of the closure in writing. Core funds are credited to the Customers account, such ofedir will not be reversed except in situations where a claim is made due to fraud or that the check was not authorized Miscetlansous The Customer agrees that any losses resulting from rate fluctuations associated with adjustments or exception processing will be absorbed by the Customer. The mailing address for this Service is: JPMorgoo Chase, Collection Department, 1111 Fannin St., Houston, TX 77002. Appendix A Cash "ll Cislabreles PW11114tol J141104111F Collected Funds AUD Dollar D+ ID ............. CAD ....................................................... . . . .............. Canadian ................................................................................................. D+ 3 . . . . CHF . .. ............... . . ......... ...... Franc . . . . ............... . ............................. . .............. D +147 ...................... . . . . .. ............... .. . .... DKK Krone D4 ID BUR .. .................................................. burs ... .......... ................... . . .. .. . . . .... .. .... . ................ D47 GBP Pound D +'7 HKD Dollar D +' ID NOK Krone D+ 10 . .......... . . .. .... NZD Dollar D + 10 SEK Krona D + IS SGD . . . . . ......... .. . .................... . Dollar . .. . .......................... . .............. .......... . 1) -P 907 . ......................... .. .. .......... . . .......... .... - ... . .... .. B. International Cash Letter International Cash Letter is a Semice wherein the Bank provides the Costori with U S dollar check deposit, processing and clearing services (the "'Service " j, The Service shall also be subject to the operating procedures contained in the Bank's International Deposits Packaging Procedures t. Eligible Ilterns: The forming fems are the only items eligible tor transport via the Service (Eluglible hems"), Cash Lefte; Checks and drafts drawn in U.S. dollars on, or payable through, banks located in the United States, (including Puerto Rico, Guam and the W.S. Virgin Islands), endorsed for deposit to the Customers account at the Bank Such items shall not be considered deposited to the Customer's account until received and processed by the Bank "s United State's location responsible for processing deposits to the Cu'stomer's account Check Collec ionr. Checks and drafts submitted for clean collection and endorsed for deposit to the S account received at the Bank's United State's location for check collection services 55A -151 11N.- 350914 DOC 1D., 4 Page 41 oj'51 Should the Customer indude for cartage any documents or dome that are not Eligible Items, Pria Customer agrees that the Bank has *, responsibility o, obligation with regard tu^u000uo'E|ig|beuemmmnuaV/mo*mhom{xw8°nkmavnleo*«*manmagainstaUv*innmo/obm|uiws relating in say way to such non-Efigible Items 2, picw�op[xoiK the parties otherwise agree, the Bank they arrange with u designated courier h pick wPBgble Items from the Customers specified location at specific hours and deliver such Eligible Items to a Bank location for processing, arid credit |ospecified the Customer u000uo�<y)ooeo agreed schedule, 3. Appointment of Agent: If the parties otherwise agree, adesignated courier may be selected by the Bank acting as the Customer's agent with regard Nsuch cvvrerr the Customer acknowledges and agrees that the C"*mmo/ has the authority toand does amhmizm the Bank toselect arid appoint tNscoo"n/mauchcapacit'/ocarrvBighle|temsioucuxrdan*sw.uhmese8wmice Terms The Bank will notify the Customer pronally of any subsequent replacement of the courier *1 Trdhwry of Chdcks� The Custromerwill either deliver Eligible Items to the Briok at the designated locations using Customer's own courier n/ deliver Eligible Items *o the Bank via the designated courier adsuch address oo the Bank advises Customer from time ,o s Processing the Customer's Cash Letter: The Bank will receive and process the Customer's In accordance with the normal U.S. Bank Check Clearing Guidelines Processing am foreign branch location may include receipt dthe original checks, scanning and e|euion|c transmission m the check information and check images tn the Rank's processing location .n the United States as well as the retention and destruction of the original checks, o nemm^umnu: The Bank will notify the Customer promptly of all Return Items for Eligible Items received arid processed under this service. The Bank will advise the Customer's designated office via SW| IF T *r other agreed upon method of all Eligible Items vy $24nn and over Meu/m Items vfless than $2,600 will |hw advised .w the Customer via mail. |Y the Customer desires, the Bank will advise the Customer or all Return Items regardless n/ the amount 6 the Eligible m xu Return Items will he delivered mthe Customer's designated location and may include substitute checks or imaged copies and nor the original checks 7. Lost Items: The Customer agrees to maintain copies of both sides m all items sent m the Bank under this Service and agrees to furnish the Sink with such copies upon request, m the absence msuch copies Customer agrees w maintain detailed records wsuch items and to provide them to the Bank upon request If Customer is unable for any reason to provide such copies or records, the Bank will ba unable /u facilitate reconstruction ,r collection "/ cases ^f lost °' stolen items and the Customer agrees that the Bank will have no frability or responsibility in Rich situations with regard to such items 81 kmumn*o K the Bank acts as agent for the Customer with regard tvmlaonwJ the designated courier ao stated N paragraph 3above� the Bank will obtain horn the designated courier limited insurance coverage to reimburse costs n/ reconstructing a lost cash letter (up (o VV$Z50D) and consequential interest expenses (up /*8VS1n0,UV0) o" the Customer's behalf fi"`h*evon^o{|v^ovYu cash |exw,hv the designated courier, the Customer will receive this insurance for so long as such insurance is in place The Bank does ontassure that <1>u will "oohnoe*o maintain such coverage during the entire term ^r this Service v/ for any period, (2>it will purchase insurance a, any other rate than currently offered! v,<3>that the designated courier remains the p/ovido'of courier nwwi000m the Customer hereunder 9 Limitation of Liability: Unless resulting directly from Ilia Bank's failure to exercise ordinary care or lack of good faith, the Bank not its branches, surisidianes w affiliates will be liable to the Customer for loss, destruction, damage, miisdelivery, thefl, unexplained disappearance, confiscation or seizure ic� governmental or quasi governmental authorities, or for delay in transmittall of any felh, transmitted by, or for only matter in connection with the Service even though consolidation of the Customer's sending may have been aourimplished within a Bank continued location, The Customer acknowledges that the coulter may employ subigants in connection with the courier service, and that neither the courier nor its subagentis will be table for confiscation or seizure by governmental or quasi governmental authorities, or for delay in transmittal of any item delivered to them unless directly resulfing from center's or its subagent's negligence or lack of good faim. 110� Representations and Wa,mo.mw The Costvmor represents and warrants *x the Bank, its foreign branches, ovboid|aheo and u00aleo d1oc (w In connection with each item delivered to the courier, that transmittal by courier of such items has been expressly authorized bv tile owner Wtile item, and the Customer agrees to indeminify and hold the Bank harmless against any l nMit|o*, claim~, damages or expenses of whatsoever kind, including reasonable attorney's fees festiling froin unauthorized transmittal, The Customer will not use the courier service fw any Purpose prohibited by foreign exchange regulations, post| regulations, any other treaty, statute, regulation ov authority and will, riot send viia, the Courier »ow|oo any oon-e|gible Item mmoelynegotiable item via this Service, (c) I be Custorner has established air anh-money laundering program, in connichance with anti-money laundering laws and regulations applicable mh arid such anti-money | dv.oApmgn»m~muue000laie*,pwcedmresmnom,otrmouaw8oemmoetemmwu [xev*o\ money laundering that the Customer believes effectively prevents the use n, the Customer's operations personnel or Nurtures for money wuwue/mApwp0*wu ���� ��� ���U ��� � 111 1111 11, Amendments: These Service Terms and any processing and packaging |:mmumions may o* amended by the Bank mt any time upon 15 days' polar notice to the Customer. The Bank will provide prompt notice of any amendment, 12. 7erminawumeSusvenya/n: The Cv»tamer may uvmooate the Service m any time upon wnften notice / the Bank The Service Terms will continue to apply to all items processed under this Service If the Bank decides to terminate this Service, the Book will send the Customer nence thirty 130), days' prior to the discontinuance of the Service, The Bank agrees to notify the courier if the courier was arranged by the Bank of such nomination Notwithstanding the foregoing, the Bank may immediately suspend the Service for so long as required to strange substitute courier sennCes, if necessary or if the Service under existing terms becomes at any time contrary to applicable law, regulations or order in any jurisdiction where the Bank is required to act The Bank will give prompt notice of any Suspension 11 Choice o/Law: Jurisdoti"m These Service Terms will he governed and construed in accordance with the laws o| the, State of California, without regard ov its conflicts oy laws provisions. Both the Customer and the Book irrevocably consent m the nonexclusive jurisdiction of the courts of the Slate of Cafirfomra and Unued States Federal Courts in connection with any suit, action or proceeding arising out of or relating to the Service Terms C. �� ^ Exchange Payment ,� n��������� " �n Foreign Exchange FX) transactions are payments and receipts where the currency of the transaction is d0A.em from the currency ,fPie underlying Tlhe funds transfer of more than one transaction in order to move funds from an originator's account to a beneficiary's account. The FX Payment Service allows the Customer to purchase or sell foreign currency as principal or agent I"Trader Contracts') and to include related settlement instructions by means of an electronic communication system or a Bank access system (each an Access System'). As used hei "Vilue Date'" means the date specified in each Trader Contract few the delivery of the currency to be bought or sold Trading Curnerickis. Trader Contracts will be limited to the sale or purchase of the lawful Currency Of Such countries Of any COMPOSIte currency as the Bank shall determine and advise the Cusemer from time to time. The Value Date may not be more than one year after the date ox which the Customer enters into the Trader Contract If the C"wewme, chooses to make payment by checks toh*issued with respect to the settlement of Trader Contracts, such checks shall be limited to such currencies as tire Bank may announce to the Customer from time to trme� and such currencies are subject to change or lamination without prior notice (W Data input, The Customer shall enter into each Trader Contract by following the procedures set forth in Ilia Service Material and by otherwise following the instructions provided through the Access System when using the Service. "Servirie Material' shall mean any administrative rules, clearing house rules, payment system rules, service terms or service guides, software license,-,, Internet "click wrap" terms or disclosures, user guides or implementation forms that may cori operating procedures, savorily procedures, specifications or other neqUirements applicable to the Services. W)Co^tremRa,eThwBan4miton«ledaow$io*u@|mederninmaUs*es4uoleuuymwowmxmmvg»meA Such rates are based on various factors, including m*mo"formmio°aodimvxuaii000unc*m.ogth*Custom*xaodIlicpmpossd Trader Contract The Bank shall have no obligation to quote a rate based on any partimilar rate existing in the market or by ining any parl formula, (c) Offer by the Customer 1 For iowactNw services, the Bank and the Customer agree that the information displayed through the Access System, relating m the contract rate dra||h° deemed air invitation by the Bank m the Customer /o submit ao offer mthe Bank tn enter into m Trader Contract |f the Customer wishes tv make such an offer tv the Bank, the Customer will enter the required information prior to the expiration time set for the quoted rote 2 For straight-through process services, the Customer shall enter into each Trader Contract by following the procedures set for in the Documentation for that Service The Bank and the Customer agree that when the Customer electronically transmits the instructions specified in the Documentation to the, Bank, and in the m,anneir and format specified in the Documentation the Customer will be deemed to have made an irrevocable offer to the Bank to enter into a Trader Contract at such rate as is applied to thal transacuen by Vie B@nk (d �ou:nxna,moT:wounkmavbutnhm|mnb*mquiomo\uooapt any Customer solely by Ira risniftfing to the Cu5iomer through the Access System a confirmation (the Confinnialon"). At the mornem the Bank transmits (as evidenced by its records) the Confirmation, the Bank and the Cushorner vfill have entereal into the Trader Contract The Confirmation will be sent to the Customer's terminal (which depending on the Servicia used by Customer could be by return coinfirmatJon file), and the Customer may print the Confirmation, p,u~uwu,^mweve', that the Trader Cvn|roo, will br valid notwithstanding the failure or the Customer ,, receive o/ print aConfirmation Each nad*r Contract will give rise man obligation for the Cuommouo buy from the Bank, and for the Bank io sell tr the Customer, the currency shown by the Confirmation "s being Pmdhm*wdhy the Com*arw,,r, for the Bank vo buy from the Customer, and tire Customer to sell to the Bank, the currency shown by the Confirmation as being sold by the Customer on the ternns shown in Pie Confirmation, for satildrient on the Value Date. (n) Buy Back of C"oe"ry Trader Contracts once entered into, are fio"|and irrevocable, The Customer acknowledges and agrees that the Bank has noobligation to consist, o, otherwise buy back foreign currencies purchased »v the Customer under the Service, The Customer acknowledges that xrnay not hv able m sell back cauu|o foreign Currencies once purchased (w,w�ow/via ���� ��� ��� �U ��� the Client Access Systeim telephone with Bank representatives or otherwise) Although the Bank may elect to facilitate huy back of certain major currencies (m the Banks sole discretion), the Bank makes no commitment to buy back currencies notwithstanding any prior action or course of dealing. 3. settlement; (a) Processing Settlement histiuctiion�s. The Customer shall provide settlement instructions for each T- raider Contract no Later than 5:00 p.m. Eastern Ttme on the Value Date. If the Customer fails to provide settlement instructions by the Value bate as required herein, the Bank reserves the right to reconvert the currency into the original currency and the customer will bear the risk of any change of currency rates. The Customer will enter settlement instructions pursuant to the procedures set forth In the Service Material and as provided to the Customer through the Access System. As a condition precedent to using this Service, the Customer is required to complete documentation provided by the Bank applicable for each service used for settlement. (rr) Funding Currency Trans;rdlOns, Whenever purchasing a currency pursuant to a Trader Contract, the Customer sh'ail make the requisite amount of available funds being .. used to make such purchase available to the Bank by depositing such funds into an account. designated by the Bank, no later than close of business for the currency being sold on the Value Date. Whenever selling currency. the Customer shall deposit such currency to an account designated by The Bank no later than close of business for the currency being sold on the Value Date. The Bank is authorized to reverse any payment orders transmitted by the Bank with respect to any Trader Contract if the Customer flails to deliver full and final payment to the Bank by the Value Dale. Notwithstanding anything to the contrary in this Agreement, the Bank's obligation to (process settlement !instructions for purchases of currency In advance of the Bank's receipt of full and final payment from the Customer is subject to the limitation that the aggregate dollar value of Trader Contracts for purchases having the same Value Date shall not be in excess of an amount established by the Bank, for the Customer from time to time; such amount shall be subject to revision or cancellation by the Bank at any time without prior notice, although the Bartk will endeavor to notify the Customer prior to any revision or cancellatiion. (c) cash Basis Customer. customers who are established by the Bank, as "Cash Basis" Customers may only execute spot transactions for the purchase of the lawful currency of such countries or any composite currency as the Bank shalt/ de o"une and advise the Customer from time to tpme,. The spot transaction will have a Value Date one or two business days from the "Tr'ansaction Date" (the date the Trader Contract is entered into) for most currencies, as esta fished by the Bank. Cash Basis Customers will be debited on the Transaction Date instead of the Value Date. If the Customer's account does not have sufficient funds available to cover the Trader Contract on the Transaction Date, the Bank, on the following business day, will cancel the Trader Contract and any associated payment order. The Bank shall have no liability to the Customer in the event the Bank cancels a Trader Contract due to the Customer not having sufficient funds available to cover the Trader Contract on the Transaction Date,. (d) Payment In Spechod Currency. The receipt or recovery by either party of any amount in respect of an obligation of the other lot a currency other than that specified for payment hereunder, whether pursuant to a judgment of any court or pursuant to a separate closeout agreement or otherwise, shall discharge such obligation only to the extent that on the business day immediately following such receipt, the recipient shalll be able, in accordance with normal banking procedures, to purchase the relevant currency specified for payment in the amotunt specified with the other currency so received. If the amount of the relevant currency specified for payment hereunder or under a Trader Contract so purchasable shall be less than the amount specified hereunder of such obligation, the obligor shalt, as a separate obligation and notwithstanding any judgment of any court„ Indemnify the recipient against any loss sustained by it The obligor shall in any event 'indemnify the recipient against any costs 'incurred by it in making any such purchase of the relevant currency specified for payment. (e) settlement by Draft. For all Trader Contracts that the Customer elects to settle by draft, the customer acknowledges and agrees that in the event the draft is not presented for payment within one hundred eighty (idly days from the date of issuance, the Bank shall) have the right to cancel fire draft, arid the Customer authorizes the Bank to reconvert the funds into The original currency at the then - current rate and recredit the Customers Account. If the remditer is no longer a customer of the Bank,. the Bank may, in his discretion, transfer balances to an unclaimed monies aecount cr issue a cashiet's check, sending it to the address of the Customer on the books and records of the Bank in the event that the payee, holder or other thud-party claims against the Bank on a cancelled draft, the Customer agrees that it shall be responsible for any losses in connection with such cancellation, including any amount recurcit'ed or otherwise paid to the Customer The Customer acknowledges and agrees that applicable service charges and expenses, including step payment and periodic maintenance fees, may be charged to the Customer's Account or otherwise dedlucted from the amount to be paid to the Customer. 4. 'General Provisions:, (al Repinsouatloms and Wi, rra robes'_ The following representations and warranties shall be deemed to be roads and repeals by the Customer upon entry into any Trader Contract. The Customer represents and warrants that a each Trader contract or other Bank currency contract is entered into by the Customer for the purpose of ranging its exposure to currency fluctuation and not for purposes of speculation, and I'u) the Customer has sufficient knowledge and exper'ienc'e to be able to evaluate the merits and risks of entering into each Trader Contract or other Bank currency contract, is acting In light of its own judgment or upon professional advice it obtained independently of the Bank or any agent of the Bath as to those merits aril risks including.., where relevant, its own judgment of the correct tax and accounting treatment of the "trader Contract or other Bank currency contract and if Is not rely i upon the view or advice by the Bank. 55A -154 PN.* 350914 POC ID: 4 Page 44 erf'SI' in 11 (b Master Foreign Exchange Agreements R the Customer and the Bank have entered or hereafter enter trito arty rnaster agreement relating to foreign exchange contracts, Trader Contracts shalll be subject to the cancellation and closeout provisions of any such agreement providing for liquidation of foreign exchange contracts upon the occurrence of specified events jincluding those provisions relating to closeout netting), but shalt not be subject to the other provisions of such aWeennent such is those relating to the creation of foreign exchange contracts and (unless othenwise agreed) payment netting. 55A -155 PA'.- 350914 DOC ID: 4 Page 45 of 51 I III f1iiii Pad III Liquidity Solutions Service Terms - Consolidated Seril Terms Booklet 11111111 :''! 11111111121111 Jill imilit III III iiiiiiiii Service. JlRyforgan Chase Bank, N A (the "Bank") will provide the customer iffre "Cusionni with its Cash Concentration Service (the '$ommo')^y which the Bank wit automatically transfer funds |r the amounts and i;n accordance *wx the instructions and selections set forth in the service implementation form vrschedule for the Service \"Schodo|oAJ,o and/or from, the V$, dollar demand deposit accounts maintained m, the Bank in the 88 and listed on Schedule A(`Costmmr,Avcoum,7.The provisions of the Bank's account documentation, including terms and conditions governing the operation vf accounts and services ("Acomun/Docvm*n,otimf),are orated into these Service Terms hv reference Capitalized terms used .n these Service Terms, unless mhnnmi»n defined |^these Service Terms, shall have the same meanings an set forth mthe :cwoymDocumentation Gy signing the Schedule A for the Service *. bv using m continuing m use the Service the Customer agrees to these Service Terms, z. Balances. The Customer shall maintain sufficient balances in the Customer Accounts to cover any amounts scheduled to be transferred The Bank may refuse or reverse any|mosfmKth*mmei^moffidentba|encest000ectuuchtnaoa0o/mit»omcezuo&mo overdraft. ;f the Bank effects a,,aosh:, that causes o/ Increases uo overdraft ma Cu,t*m*rxp;o"l such overdraft ohm||h* immediate|ydue and poyab,why the Customer, without h'rm*v notice o/ demand, together with interest thereon for the served o/the 000mmft. 3. Representations. The Customer represents and warranits� (I) that each Customer Account is not restricted in any way, and is owned and held outright uyueCosmme.and<ifh»*h|iAmtinnsundartxese8amicoTexnsa,wlega|.wuxuaoubind|n0.anaenfonceable° accordance with their terms 4� Authorized Changes. ThwCustomer may, upon reasonable notice m the Bank, and consented /nhy the Bank, authorize a#ditionu, deletions w changes to the Schedules, which notice shall extend the representations, acknowledgments and trnv*"( this Service Terms |v such changes. s Intercompany Reports. If the Customer selects, as a feature of the Service, the Intercompany Reporting Service feature (the"'Imerco pomom^>, that selection and affected Customer Account shall hv specified on Schaal A for the Service. Under the |nwnCoFeature, the Bank will provide the Customer with (sports, for the Customer Accounts, delaitinI (rt a tracking of accumulated inter-account tmll'moNim and (III tion of imotoompany earnings and borrowing charges. |naddition, the Bank, through the i^w.Cv Feature, will promme the Customer with ouimnatpdposting, to the affected Customer Accounts, o{applicable |nxanomvunynummgm and borrowing charges. a Required FDIC Uiackil In the event of"&iNre of the Bank, hllw"osfened as part of" Service will h* considered deposits of the account In which the funds are held, as reflected oo the Bank's od ledger balance, hy the Federal Deposit |nso,mnu* Corporation after completion m/ all transactions related ,o the Service and will bm insured by the Federal Deposit Insurance Corporation under its apuil insurance rules and fil t 7°nw`Tw,mini These Service Terms shall The in effect asvfthe date v| the applicable Schedule and shall remain ineffect unless and until terminated These Service Terms may be terminated by the Customer by sending written notice to the Bank Any notice *f termination sent m the Bank shall only *eeffective when actually received by the Bank and after the Bank shall have a veasonmbile lime /n act vn such notice. These Service T*mm may b*tonmoamdhy fire Bank, effective imxn«dri upon the sending oY written notice to the Customer, n� wnficwa�Ak notices to the Bank, Service, PMo Chase Bank, m A. IJ Technologies Corporation — Liquidity Management Operations, 1o400 Highland Manor n/mn— 2nd Floor Tampa, Fi33610,All notices to a Customer shall be sent to the Customers last known address on the, Bank's books and records w. Governing Law. These Service Terms strait be governed by and construed in accordance with the laws of the Caml without reference to the conli of laws provisions thereof. B. US Cash Concentration Sendc*'Terms(MUU0I Entity) Smvrue, J113110orgart Chase Bank, N.A. Ahe "Sank") will provide the customers (each a 'Customer" or selectively the ''Customers') With Its Cash Concentration Service (the "Service") by which the Bank wilt automatically transfer funds in the amounts and in accordance with the instructions arid selections set forth in the service implementation form, or schedule for the Service ('Soheuo{eA'),oeou/o/ from the U8 dollar demand deposit accounts maintained at the Bank, in hm:W,S , and listed vnSchedule A<`C*$imerxccp"mts^> The p/ov|si000nf tire Banks account documentation, including terms arid conditions governing the operation of accounts and services Documentativi are incorporated Into these Service Terms by reference Capitalized terms trised in these Service Terms, unless otherwise defined i* these Service T arms, shall have the same meanings asset forth m the Account Documentation By signing the Schedule A for the Service or by using or continuing to use the Service the C ustomer agrees to these Service Te mi ���� ��� ���U �d� �� PN: 350914 DOC 11): 4 Page 46 of 51 II 'NI1i tlll Balances. The Customer's shall maintain sufficient balances in the Customer Accounts to cover any amounts scheduled to be transferred. The Bank may refuse or reverse any transfer if there are insufficient balances to effect such transfer without creating an overdraft. If the Bank effects a transfer that causes or increases an overdraft to a Customer Account, such overdraft shall be immediately due and payable by the Customer, without further notice; or demand, together with interest thereon for the period of the overdraft. Representations. Each Customer represents and warrants, with respect to itself: (it that each of As Customer Accounts Is not restricted In any way, and is owned and held outright by the Customer, and hn that its obligations under these Service Terms are legal„ valid and binding and enforceable in accordance with their teams. Service (Requirements. Qq) The Bank will provide the Service to the Customers only if each Customer is an affiliate of the other Customers (an "Affiliate "), "Affiliate" means an entity controlling, controlled by, or under common control with each Customer.. lb) Each Customer appoints the Affiliate identified in Schedule A as its agent tthe "'AgenPy for the purpose of IT representing it with respect to any matter arising under these Service Terms, and (ih executing and signing any agreements, documents or amendments on its behalf (x) in order to effect the transaction or notions contemplated by or (y) related to any matter arising under the Service Terms. S. Authorized Changes. The Agiunt with respect to any Customer.. may, . upon reasonable notice to the Bank and consented to by the Bank, authorize additions, deletions or changes to the Schedules, which notice shall extend the representations, acknowledgments and terms of these Service Terms to such changes for the affected Customer. S. Intercompany Reports.. if the Customer selects, as a feature of the Service, the Intercompany Reporting Service feature (the''InterCo Feature ") provided by the Sank, that selection and affected Customer Accounts shall be specified on Schedule A for the Service. Under the InterCo Feature. the Bank will provide the affected Customer with reports, for the Customer Accounts detailing lit a tracking of accumulated inter' - account balance 'transfers; and (il) a calculation of intercompany or intracompanyy, earnings and borrowing charges. In addition, the Sank, through the IroterCo Feature, wilt provide the Customer with automated posting, to the affected Customer Accounts, of applicable intercompany and inteacompany earnings and borrowing charges. 7. hndemnity. Each Customer, jointly and severally, shall indemnify and hold the Bank harmless from and against any and all claims, damages, demands, Inabilities, losses, costs andl expenses (including reasonable anorneys' fees and claims caused by overdrafts In Customer Accounts), arising under these Service Terms, except and to the extent directly caused by tire negligence or willful misconduct of the Bank.. 0, Set Off. Each Customer agrees that the Bank shall) have lie unrestricted night, at any time, without notice. to (0 set off, in whole or ill part, any funds in any Customer Account, against any overdraft in any other Customer Account, and (li) transfer or otherwise apply, in where or in part, any overdraft in any Customer Account., to any other Customer Account, even if so doing places .such other Custorrrer Account into or further into an overdraft. 9. Required FDIC Disclosures. IIn the event of a failure of the Bank, funds transferred is parr of a Service will be considered deposits of the account in which the funds are held, as reflected on the Bank's end -of -day ledger balance, by the (Federal Deposit Insurance Corporation after completion of all iransachons related to the Service and will be insured by the Federal Deposit Insurance Corporation under its applicable insurance rules and limits, 10 Term; Termination. These Service Terms shall be in effect as of the date of the applicable Schedule A, and shall remain in effect unless and until terminated, 'These Service Terms may be tennlnaled by any one Customer with respect to itself, or by the Agent Willi respect to any one Customer, by sending written notice to the Bank. These'' Service' Terms may be terminated by the Agent one behalf of all of the Customers by the sending of written notice to the Bank., Any notice of termination sent to the Bank shall only be effective when actually received by the Bank and after the Bank shall have a reasonable time to act on such notice. These Service Terms may be terminated by the Bank, with respect 'to any one Customer, or with respect to all Customers, effective immediately upon tine sending of written notice to the affected Customer or the Agent. 11. Notices. All notices to the Bank, pertaining to the Service, shall be sent to JPMorgan Chase Bank, N.A. Go JPMorgan Treasury Technologies Corporation — Liquidity Management Operations, 10420 highland Manor Drive -- 2nd Floor, Tampa, Fl, 33610. All notices to a Customer shall '. be sent to the Custornerss Vast known address on the Bank's crooks and records. 12.. Governing Law. These Service Terms, shall be governed by acrd consurie t in accordance with the laws of the California, without reference to the conflict of laws prcnirsions thereof, 55A -157 .Fn1Vr -'350914 d)OC' 119: 4 Page 47 (?f 51 wl�'�I�W�YIIII JPMORGAN CHASE BANK, N.A. CITY OF SANTA ANA: Print Name: Manish Patel Tifle: /// ?"'o 11`eke Print Name: FRANCISCO GUTIERREZ EXECUTIVE DIRECTOR, FINANCE & Title: MANAGEMENT SERVICES AGENCY . . . . . .... . . .................... . .................... w (second authorized signer if required) Print Name: CHRISTINE C. DUARTE Title: TREASURY MANAGER bate: w /' 55A -158 11N.-359914 DOCID 4 Page 48 of 51 V1.7_03_2S JC CHECK Signatures for New Accound(s) Addhional Signatures for Roplpca Signatures on Card lot Y ONE : AcCOU.rml a ACC ©and 8 Client NamefAccount Holder. CITY OF SANTA ANA (For Sole Proprietor or Disregarded Entity, intrinsic the name ut the owher. Account Title: CITY OF SANTA ANA Address: 20 CIVIC PLZ CITY, State, Zip SANTA ANA.. CA 92701.4e10 USA Account Numberdoc 9353099500, 935309377,9353O9427 Telephone Number: (7 14 W-5420 Tax ID Number'. (For Sole Proprietor or. Disregarded Entity, indicate TIN of owner.' 1 9'56000785 INSTRUCTIONS: Uss L� ACK OR t3. LUu ink. (Race lire Manuel or Facsimile at nature wrolino the box boundaries only Do N overlap srgoatures. Indic he if the operators is Manual or a Residents, In the "PRINT NAME" box When providing a F`acslrndPe Signature, provide a Manual Sgnaluse, too. For your seccurity, crosscut all unused e uhnarree boxes before sinning the signature card below, FRANCISCO G't1TIlERREX CPolli FRANCISCO GU'TI'ERREZ. E,'manual CHRGSTINE: C. DU,AR'FF. Dis annual EXEOUTIVE DIRECTOR, FINANCE R MANAGEMENT AGENCY 714- 647-5410 FXEC:UTIVE:E. (DIRECTOR, FINANCE X MANA'GEMENTAGENCY TREASURY MANAGER W jr he undaraigined airy Ruiz +oi ced repiesentubve Of the AGnOtrot Holder. fAM,fves 'Met ntrshe ties reviewed the information contained In this Signature Caud. the Cultdficcate Regarding Accounts, andJOr any other account armhoriaantr n dcirob nl and ends it a0ruhh6, on this dater The Account Holder has received and agrees to be sorrier by the devils and Wnr i governirvg, the operation of accounts and arirwuces provided by dPMorean Chase parak, Nalio nar Association, ( "'ilia Banal,'), Includling the Account Te'ms end Service Tiomar„ as they" may he anrenderl or supt'emmened foam inno W time The undersigned is authorized to certify the names, tides, and signatures of aurthardsed signers our IhrdSrOhr, yr, aGoi uniel pursuani: to he GlerirtiCate Regarding Acc'oun'ts tar, if applicable another' account authorization document In st a "Torade resoiralprun, podneesreiln l gei & security n,gi'aennLi-it or a limited liability company' letter & secuhily agneooniant), '1 the undersdpred cerbfafs that due (Na) 2 signatures messit r•d on these binges are time signatures of Farmers authorized to sign and mperwVSe act on behalf of the Account Holder with respor t to his alx;uurit point baukmg fxansac9nns or ser"oes. 'lane pant, n ool died to rely on the ermine; rdty of ore Tax ID Number Certification - Under pensine3 of perjury, I comity that 1. The rnumbes shown our this form is iney Corn tawpmfcl Idenufloabon number oar fart waiting fur a number tla be issued to rnep, and Z 1 am not sabpurd to thritkup whhholyddng bacause, (a) I am examnpt tram backup withhori ing, or (b) I have not been portend by the kr erial Revenue 8ewice, yllv,9 that 1 one subJlect to backup Withholding, as maulR Ufa talirare to report an interest or dividends, or (C) the IRS has refined one that I am longer subject to backup Withholding, and 3- 1 her a N S CRizen of other U S. person las defiinedl in the IRS Form W-9 Inshuctlons), Certification Instructions. You roust crews out item 2 above df you have loven notified by the IRS that you are currently subject to beckon wilhhordldng because you have felled to report all reveal and dividends on your taw return.. Sen trig IRS Form W -R Insdruahons for additional Information, © The Account Holder is a nonresident often or foreign entity, avid therefore the cartiflCbitph above does not apply. Tine Account. Hurrahs foreign status lies been certified to the Sepik on the appropHat9 Ford$ Willi I The IRS does not require your corp en'f to anp`ylnydglsion cgt,'Ani6 document other than the connotations required to avoid backup withholding. 11 55A -159 55A -160 PN. 350914 DOCIP: 5 Page 50 of 51 11 V, � 11mil Certificate of Incumbency I JPMorgin Chose Bank, WA, V1102 19 110 [] Check Jbelow signatures are applicable ^oa Lender or Secured Patty of amuli Blocked Agreement Two undersigned certifies tha/r Pam art authorized official o[ (Lwnuevl8ncvzodradyand that the persons named below are mw q; the offices set forth opposite mo, respective signatures below and each such signature b his m her genuine signature, and waich are authorized uv act on beholf of the LendertSecuired Party, The undersigned cerlifies that I are an auilyorized official of City of Santa Ana, dully organized and existing under the laws m the State ofCmxhmim, ('oqanmm,mol that the information presented below is correct and the persons named below are presently holding the offices set forth opposite their respective signatures below, and each such signature is his or her genuine signature. 1111111 kwit bignartures If, Pease sign Inside the MOX) Phone and Fox IFRAN ISGUTIERREZ_ 71111411 64,17 5420 (Title) lFax� IEXECUTIVIE DIRECTOR, FINANCE & MANAGEMEUTAGENCY E-Mail Address CHRISTPNE C, DUARTE 714-647-6336 MANAGER E-Mail Address (Narne� (Phone) DAVID N REAM (Title) 7114-647-52DO tFax) CITY MANAGER 714-647-6954 E-Mail Address DR SANTA ANA ORG E-Mail Address In Witnesj Whereof, I have hereunto subscribed my name and affixed the seal n4 the Organization, ifawp|lcuh|e.this ' 8y� - MARIA D. HUJZAV Print Name. Title ny� Signature Ptint Name FORM U /IN. 350914D0C&D�6 v ~°"~°~,^"+°°v»« PitgxoJ1«/51 JP.14organ JPMORGAN CHASE BANK, N A, P.O. BOX 659732 SAN ANTONIOTX 78265 -9751 97824 LCC 193 934 27915 -NN 19/98/2915 CITY OF SANTA ANA GENERAL ACCOUNT AND /OR CRA OF SANTA ANA 20 CIVIC CENTER PLZ M -13 SANTA ANA CA 92701 -4058 PAGE 1 OF 24 55A -162 This Page Intentionally Left Blank PAGE 2 OF 24 55A -163 07824 Lcc 788 884 27915 - NN J..P.Morgan CITY OF SANTA ANA GENERAL ACCOUNT AND /OR CRA OF SANTA ANA 20 CIVIC CENTER PLZ M -13 SANTA ANA CA 92 701 4058 ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 SUMMARY OF ACCOUNTS BALANCE AND COMPENSATION ANALYSIS 07824 LCC 703 034 27915 - NN PAGE 1 OF 6 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 OFFICER CONTACT'. KERWIN DEESE (949) 8334061 OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 AFP CODE DESCRIPTION BALANCE INFORMATION COMPENSATION INFORMATION 000000 AVERAGE NET LEDGER BALANCE 18,933,415 0.00 000030 LESS AVERAGE FLOAT BALANCE 580,360 0.00 000010 AVERAGE NET COLLECTED BALANCE 18,353,055 0.00 000011 AVG POSITIVE COLLECTED BALANCE 18,353,055 0.00 000420 LESS DDA DAL RESRVE REOUIRMENT 0 0.00 000040 INVESTABLE BALANCE 18,353,055 0.00 000400 DAL EOUIVLNT -TOT SERVICE CHRGS - 10,365,635 0.00 000410 EXCESS/(DEFICIT) INVESTBLE DAL 7,987,421 0.00 000240 EARNINGS ALLOWANCE 0 10,559.28 000331 DAL COMPENSABLE SRVC CHARGES 0 - 5,963.79 000241 EXCESS/(DEFICIT) EARNING ALLOW 0 4,59549 000245 EXCESS CREDIT BROUGHT FORWARD 0 57,821.22 000244 TOTAL NET SERVICE CREDIT 0 62,416.71 000246 EXCESS CREDIT TAKEN FORWARD 0 62,416.71 000314 SERVICE CHARGE AMOUNT 0 0.00 ACCOUNTS INCLUDED IN SUMMARY 703 000000000453817962 703 000000000651962875 703 000000000935309427 703 000000000935309500 PAGE 3 OF 24 55A -164 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 SUMMARY OF ACCOUNTS ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN 19.0c `Pl =6 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 4 OF 24 55A -165 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) ACCOUNT SERVICES ACCOUNT MAINTENANCE 01005 010000 3.5000 4 1400 24,333 0.00 CASH CONCENTRATION MAINTMASTER 07856 010020 2.0000 1 2.00 3,476 0.00 CASH CONCENTRATION MAINT SUB 07857 010021 2.0000 1 2.00 3,476 0.00 DEBIT - POSTED ELECTRONIC 07635 010100 0.2000 414 82.80 143,914 0.00 CREDIT POSTED- ELECTRONIC 07634 010101 0.2000 486 9720 168,943 0.00 STATEMENT CYCLES 01010 010307 0.0000 2 0.00 0 0.00 STATEMENT CYCLES ENHANCED 01015 010307 0.0000 2 0.00 0 0.00 POST NO CHECKS MAINTENANCE 03499 1500= 3.0000 1 3.00 5,214 0.00 SUBTOTAL 20100 349,357 BANKING CENTER SERVICES BRANCH CREDITS POSTED 01306 100000 0.7500 41 30.75 53,446 0.00 BRANCH ORDER CURRENCY STRAP 01319 10004A 0.2500 9 2.25 3,911 0.00 BRANCH ORDER PROCESSED 01333 100040 2.0000 3 6.00 10,429 0.00 SUBTOTAL 39.00 67,786 VAULT SERVICES VAULT DEPOSIT 01310 100100 0.5500 155 8525 148,173 0.00 VAULT DER PARTIAL OR MIXED BAG 01506 100111 1.0000 291 291,00 505,786 0.00 VAULT DER NON STD STRAP- NOTE 01486 100114 0.0016 15,321 2451 42,601 0.00 VAULT DEPOSIT STD STRAP NOTE 01482 100115 0.0060 7,400 4440 77,171 0.00 VAULT ORDER CURRENCY STD STRAP 01497 10014A 0.2500 15 3.75 6,518 0.00 VAULT STANDARD ORDERS 01495 100141 2.0000 3 6.00 10,429 0.00 VAULT ORDER - COIN ROLL BOX 01477 100146 0.0800 100 8.00 13,905 0.00 VAULT ORDER CURB NON STD STRAP 01499 100148 0.0250 110 2.75 4,780 0.00 VAULT DEPOSIT ADJUSTMENT 01617 100501 5.0000 1 5.00 8,690 0.00 SUBTOTAL 470.66 818,052 DEPOSITORY SERVICES CREDITS POSTED 01305 010101 0.2000 149 29.80 51,795 0.00 ICIF DEPOSIT STANDARD 00756 100200 0.3000 12 3.60 6,257 0.00 ICIF DEPOSIT EARLY 00759 100200 0.3000 113 33,90 58,921 0.00 CHECK DEPOSITED -ONUS 00501 100220 0.0400 218 8.72 15,156 0.00 CHECK DEPOSITED TRANSIT 00513 100224 0.0600 1,339 80.34 139,639 0.00 RETURN ITEM 01435 100400 4.0000 46 18400 319,810 0.00 RETURN DETAIL REPORTING 01448 100411 0.3000 46 1380 23,986 0.00 RETURN - EMAIL NOTIFICATION 01452 100419 1.0000 46 4600 79,952 0.00 PAGE 4 OF 24 55A -165 07824 LCC 703 034 27915 - NN ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 PAGE 3OF6 GROUPACCOUNT'. 703 000000000935309500 J.BMOrgan SUMMARY OF ACCOUNTS PRODUCTION DATE 10062015 SETTLEMENT DATE'. 12 -31 -2015 CITY OF SANTA ANA ACTIVITY SUMMARY PAGE 5 OF 24 55A -166 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) IMAGE GROUP ONE 00519 999999 0.0300 6,625 19875 345,446 0.00 ON US STANDARD 00520 999999 0.0300 44 1.32 2,294 0.00 IRD PERIOD ONE 00521 999999 0.5000 1 0.50 869 0.00 FILETRANSMISSIONREC. -VPN 00524 999999 0.0000 125 150.00 260,714 0.00 IMAGE GROUP TWO 00526 999999 0.0300 1,975 5925 102,982 0.00 IMAGEGROUPTWO -TIER2 00528 999999 0.0300 869 2607 45,312 0.00 ON US PREMIUM 00746 999999 0.0500 1,723 86.15 149,737 0.00 IMAGE GROUP ONE PERIOD TWO 00751 999999 0.0300 1,843 5529 96,099 0.00 IMAGE QUALITY SUSPECT ITEMS 00757 999999 0.2500 20 5.00 8,690 0.00 NON CONFORMING IMAGE ITEMS 00758 999999 2.0000 143 28600 497,095 0.00 SUBTOTAL 1,26849 2,204,756 DISBURSEMENT SERVICES CHECK /DEBIT POSTED 02285 010100 0.0300 1,612 4836 84,054 0.00 STOPPAYMENT- ELECTRONIC 06639 150410 2.0000 7 1400 24,333 0.00 CHECK CASHING NON ACCT HOLDER 01321 150501 0.0000 8 0.00 0 0.00 STOP PAYMENT AUTOMATIC RENEWAL 02338 150510 2.0000 20 40.00 69,524 0.00 PWS EXCEPTION NOTE ACCT 06625 150721 0.0000 2 0.00 0 0.00 IMAGE STORAGE PER ITEM 03495 151300 0.0200 1,852 3704 fi4,379 0.00 PWS CHECK INQUIRY MAINTENANCE 06618 151710 0.0000 2 0.00 0 0.00 DATA DOWNLOAD 06641 200201 0.0000 3 0.00 0 0.00 PWS RECON REPORT /STMT SAINT 06620 200306 0.0000 2 0.00 0 0.00 SUBTOTAL 13940 242,290 RECONCILIATION SERVICES POSITIVE PAY MAINTENANCE 03262 150030 0.0000 2 0.00 0 0.00 EXCEPTION ITEM 03263 150300 2.0000 4 8.00 13,905 0.00 IMAGE CAPTURE PER ITEM 03386 151351 0.0500 1,852 92.60 160,948 0.00 CD ROM 03384 151353 10.0000 1 10.00 17,381 0.00 CD ROM MAINTENANCE 03385 151353 0.0000 1 0.00 0 0.00 FULL RECONCILEMENT SAINT 03207 200010 20.0000 2 40.00 69,524 0.00 FULL RECONCILEMENT- PERITEM 03205 200110 0.0300 1,612 4836 84,054 0.00 DATA ENTRY - MANUAL 03294 200210 2.0000 4 8.00 13,905 0.00 OUTPUT FILE 03291 200301 0.0000 22 0.00 0 0.00 SUBTOTAL 20696 359,716 FUNDS TRANSFER SERVICES ELECTRONIC FED DEBIT S/T 05824 350104 6.5000 17 110.50 192,060 0.00 ELECTRONIC BOOK DEBIT S/T 05822 350124 2.0000 1 2.00 3,476 0.00 FED CREDIT S/T 05887 350300 7.0000 15 10500 182,500 0.00 PAGE 5 OF 24 55A -166 07824 LCC 703 034 27915 - NN ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 PAGE 4 OF GROUPACCOUNT'. 703 000000000935309500 J.BMOrgan SUMMARY OF ACCOUNTS PRODUCTION DATE 10062015 SETTLEMENT DATE'. 12 -31 -2015 CITY OF SANTA ANA ACTIVITY SUMMARY PAGE 6 OF 24 55A -167 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) REPETITIVE INSTRUCTION STORAGE 05882 350551 0.0000 8 0.00 0 0.00 SUBTOTAL 217,50 378,036 AUTOMATED CLEARING HOUSE ELOCKBOX MAINTENANCE 05489 050030 50.0000 1 50.00 86,905 0.00 ELOCKBOX TRANSACTION RECEIVED TA90 050300 0.1000 3,131 313.10 544,198 0.00 ELOCKBOX TRANSACTION REFORMAT TA91 050311 0.0500 3,131 15655 272,099 0.00 TRANS REVIEW MAINTENANCE 02237 250000 12.0000 2 2400 41,714 0.00 ACH MAINTENANCE 02695 250000 10.0000 1 10.00 17,381 0.00 JPM ACCESS ACH MAINTENANCE 02746 250000 10.0000 5 50.00 86,905 0.00 DEBITORIGINATED- JPMACCESS 02744 250100 0.0400 16 0.64 1,112 0.00 CREDIT ORIGINATED- JPMACCESS 02742 250101 0.0400 4,553 182.12 316,542 0.00 ADDENDA RECORD ORIGINATED 02796 250120 0.0300 28 0.84 1,460 0.00 DEBIT RECEIVED 02717 250200 0.0400 347 1388 24,125 0.00 CREDIT RECEIVED 02716 250201 0.0400 471 1884 32,746 0.00 RETURN ITEM 02720 250302 4.0000 5 2000 . 34,762 0.00 RETURN NOTIFICATION - ONLINE 02729 250400 1.0000 5 5.00 8,690 0.00 NOTIFOFCHANGE- ONLINE 02730 250400 0.0000 2 0.00 0 0.00 DEBIT BLOCK MAINTENANCE 02860 251050 3.0000 2 6.00 10,429 0.00 ACH ADA AUTHORIZED ID 02861 251051 0.2000 20 4.00 6,952 0.00 NOTIFICATION OF CHANGE 02722 251070 4.0000 2 8.00 13,905 0.00 ELOCKBOX FILE PROCESSING 02732 259925 10.0000 21 210.00 365,000 0.00 SUBTOTAL 1,072.97 1,864,924 JPMORGAN ACCESS CLIENT MAINTENANCE 06040 409999 40.0000 1 40.00 69,524 0.00 ACCOUNT MAINTENANCE 06041 409999 350000 4 140.00 243,333 0.00 TRANS REPORTED -45 DAY 06043 409999 0.0500 2,896 14480 251,676 0.00 EXTENDED TRANSACTION DETAIL 06053 409999 0.0000 8,641 0.00 0 0.00 SUBTOTAL 32480 564,533 PREMIUM ASSESSMENT FEE PREMIUM ASSESSMENT FEE 00035 000230 130000 18,933,414 2,02301 3,516,184 0.00 SUBTOTAL 2023,01 3,516,184 TOTAL CHARGE FOR SERVICES 000300 5,96379 0 TOTAL FEE BASED CHARGES 000330 0.00 0 BAL COMPENSABLE SRVC CHARGES 000331 - 5,963.79 0 BAL EQUIVLNT -TOT SERVICE CHRGS 000400 0.00 10,365,635 PAGE 6 OF 24 55A -167 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 SUMMARY OF ACCOUNTS RELATIONSHIP BALANCE COMPENSATION HISTORY 07824 LCC 703 034 27915 - NN GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 7 OF 24 55A -168 BALANCE EXCESSI BALANCE EXCESSI AVERAGE NET AVERAGE NET EQUIVALENT (DEFICIT) EARNINGS COMPENSABLE (DEFICIT) LEDGER COLLECTED INVESTABLE TOTAL SERVICE INVESTABLE ALLOWANCE EARNINGS SERVICE EARNINGS BALANCE BALANCE BALANCE CHARGES BALANCE RATE ALLOWANCE CHARGES ALLOWANCE MONTH (A (A (A (A (A ( %) (A (A (A JAN 19,501,957 18,980,884 18,980,884 - 26,662,679 45,643,563 11,285 - 15,852 27,136 FED 11,449,936 16,830,097 16,830,097 10,108,525 6,721,572 9,038 5,428 3,609 MAR 18,516,596 17,828,311 17,828,311 10,256,399 7,571,979 10,599 6,098 4,502 APR 18,003,660 11,513,641 11,513,641 10,121,067 7,392,114 10,076 5,823 4,253 MAY 17,675,279 17,135,315 17,135,315 9,386,942 7,748,373 10,187 5,581 4,607 JUN 16,320,197 15,607,750 15,607,750 9,807,132 5,800,617 8,980 5,642 3,337 JUL 16,987,075 16,500,247 16,500,247 9,145,049 7,355,198 9,810 5,437 4,373 AUG 20,614,641 20,169,635 20,169,635 10,070,484 10,099,151 11,991 5,987 6,004 SEP 18,933,415 18,353,055 18,353,055 10,365,635 7,987,421 10,559 5,964 4,595 JAN -SEP 18,222,529 17,657,689 17,657,689 G&U,264 AVERAGE JAN -SEP 106,320,648 92,525 30,108 62,417 NET PAGE 7 OF 24 55A -168 This Page Intentionally Left Blank PAGE 8 OF 24 55A -169 PAGE 6 OF 6 07824 Lcc 788 884 27915 - NN 07824 LCC 703 034 27915 - NN OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 BALANCE AND COMPENSATION ANALYSIS EARNINGS ALLOWANCE RATE'. 0.700% MULTIPLIER'. $1,73809000 AFP CODE ACCOUNT ANALYSIS STATEMENT PAGE OF COMPENSATION INFORMATION 000000 FOR SEPTEMBER 2015 318,561 0.00 000030 LESS AVERAGE FLOAT BALANCE GROUPACCOUNT'. 703 000000000935309500 J.P.MoIg6LT1 AVERAGE NET COLLECTED BALANCE PRODUCTION DATE'. 10 062015 000011 AVG POSITIVE COLLECTED BALANCE SETTLEMENT DATE'. 12 -31 -2015 CITY OF SANTA ANA LESS DDA DAL RESRVE REOUIRMENT 0 0.00 COMMISSARY ACCOUNT DETAIL OF ACCOUNT 703000000000453817962 OFFICER CONTACT'. 0.00 20 CIVIC CENTER PLZ DAL EOUIVLNT -TOT SERVICE CHRGS KERWIN DEESE 0.00 SANTA ANA CA 92 701 4058 EXCESS/(DEFICIT) INVESTBLE DAL (949) 8334061 0.00 OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 BALANCE AND COMPENSATION ANALYSIS EARNINGS ALLOWANCE RATE'. 0.700% MULTIPLIER'. $1,73809000 AFP CODE DESCRIPTION BALANCE INFORMATION COMPENSATION INFORMATION 000000 AVERAGE NET LEDGER BALANCE 318,561 0.00 000030 LESS AVERAGE FLOAT BALANCE 370 0.00 000010 AVERAGE NET COLLECTED BALANCE 318,191 0.00 000011 AVG POSITIVE COLLECTED BALANCE 318,191 0.00 000420 LESS DDA DAL RESRVE REOUIRMENT 0 0.00 000040 INVESTABLE BALANCE 318,191 0.00 000400 DAL EOUIVLNT -TOT SERVICE CHRGS - 244,393 0.00 000410 EXCESS/(DEFICIT) INVESTBLE DAL 73,798 0.00 000240 EARNINGS ALLOWANCE 0 18306 000331 DAL COMPENSABLE SRVC CHARGES 0 - 140.61 000241 EXCESS/(DEFICIT) EARNING ALLOW 0 4245 000245 EXCESS CREDIT BROUGHT FORWARD 0 22542 000301 CHARGES BROUGHT FORWARD 0 1122 000244 TOTAL NET SERVICE CREDIT 0 25665 000311 CHARGES TAKEN FORWARD 0 -11.22 000246 EXCESS CREDIT TAKEN FORWARD 0 267,87 000314 SERVICE CHARGE AMOUNT 0 0.00 PAGE 9 OF 24 55A -170 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 DETAIL OF ACCOUNT 703 000000000453817962 ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN PAGE 2 OF 4 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 10 OF 24 55A -171 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) ACCOUNT SERVICES ACCOUNT MAINTENANCE 01005 010000 3.5000 1 3.50 6,083 0.00 DEBIT - POSTED ELECTRONIC 07635 010100 0.2000 1 0.20 348 0.00 CREDIT POSTED- ELECTRONIC 07634 010101 0.2000 32 640 11,124 0.00 STATEMENT CYCLES 01010 010307 0.0000 1 0.00 0 0.00 SUBTOTAL 10.10 17,555 VAULT SERVICES VAULT DEPOSIT 01310 100100 0.5500 23 12.65 21,987 0.00 VAULT DER NON STD STRAP- NOTE 01486 100114 0.0016 118 0.19 330 0.00 SUBTOTAL 12.84 22,317 DEPOSITORY SERVICES CREDITS POSTED 01305 010101 0.2000 23 4.60 7,995 0.00 CHECK DEPOSITED -ONUS 00501 100220 0.0400 3 0.12 209 0.00 CHECK DEPOSITED TRANSIT 00513 100224 0.0600 48 2.88 5,006 0.00 SUBTOTAL 7.60 13,210 DISBURSEMENT SERVICES CHECK /DEBIT POSTED 02285 010100 0.0300 100 3.00 5,214 0.00 CHECK CASHING NON ACCT HOLDER 01321 150501 0.0000 8 0.00 0 0.00 STOP PAYMENT AUTOMATIC RENEWAL 02338 150510 2.0000 1 2.00 3,476 0.00 PWS EXCEPTION NOTE ACCT 06625 150721 0.0000 1 0.00 0 0.00 IMAGE STORAGE PER ITEM 03495 151300 0.0200 123 2.46 4,276 0.00 PWS CHECK INQUIRY MAINTENANCE 06618 151710 0.0000 1 0.00 0 0.00 DATA DOWNLOAD 06641 200201 0.0000 1 0.00 0 0.00 PWS FLOGS REPORT /STMT SAINT 06620 200306 0.0000 1 0.00 0 0.00 SUBTOTAL 746 12,966 RECONCILIATION SERVICES POSITIVE PAY MAINTENANCE 03262 150030 0.0000 1 0.00 0 0.00 EXCEPTION ITEM 03263 150300 2.0000 4 8.00 13,905 0.00 IMAGE CAPTURE PER ITEM 03386 151351 0.0500 123 6.15 10,689 0.00 FULL RECONCILEMENT SAINT 03207 200010 20.0000 1 2000 . 34,762 0.00 FULL RECONCILEMENT PER ITEM 03205 200110 0.0300 100 3.00 5,214 0.00 DATA ENTRY - MANUAL 03294 200210 2.0000 4 8.00 13,905 0.00 OUTPUT FILE 03291 200301 0.0000 22 0.00 0 0.00 PAGE 10 OF 24 55A -171 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 DETAIL OF ACCOUNT 703 000000000453817962 ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN PAGE 3 OF 4 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 11 OF 24 55A -172 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) SUBTOTAL 45.15 78,475 AUTOMATED CLEARING HOUSE TRANS REVIEW MAINTENANCE 02237 250000 12.0000 1 1200 . 20,857 0.00 JPM ACCESS ACH MAINTENANCE 02746 250000 10.0000 1 10.00 17,381 0.00 DEBIT ORIGINATED - JPM ACCESS 02744 250100 0.0400 1 0.04 70 0.00 CREDIT ORIGINATED - JPM ACCESS 02742 250101 0.0400 1 0.04 70 0.00 ADDENDA RECORD ORIGINATED 02796 250120 0.0300 1 0.03 52 0.00 DEBIT RECEIVED 02717 250200 0.0400 1 0.04 70 0.00 CREDIT RECEIVED 02716 250201 0.0400 32 1.28 2,225 0.00 SUBTOTAL 2343 40,724 PREMIUM ASSESSMENT FEE PREMIUM ASSESSMENT FEE 00035 000230 130000 318,561 3403 59,147 0.00 SUBTOTAL 3403 59,147 TOTAL CHARGE FOR SERVICES 000300 140.61 0 TOTAL FEE BASED CHARGES 000330 0.00 0 BAL COMPENSABLE SRVC CHARGES 000331 - 140.61 0 BAL EOUIVLNT -TOT SERVICE CHRGS 000400 0.00 244,393 PAGE 11 OF 24 55A -172 This Page Intentionally Left Blank PAGE 12 OF 24 55A -173 PAGE 4 OF 4 07824 Lcc 788 884 27915 - NN ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 CITY OF SANTA ANA FLEX BENEFIT SPENDING ACCOUNT DETAIL OF ACCOUNT 703 000000000651962875 FLEX BENEFIT SPENDING ACCOUNT 20 CIVIC CENTER PLZ SANTA ANA CA 92 701 4058 BALANCE AND COMPENSATION ANALYSIS EARNINGS ALLOWANCE RATE'. 0.700% MULTIPLIER'. $1,73809000 07824 LCC 703 YR 27915 - NN PAGE 1 OF 2 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 OFFICER CONTACT'. KERWIN DEESE (949) 8334061 OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 AFP CODE DESCRIPTION BALANCE INFORMATION COMPENSATION INFORMATION 000000 AVERAGE NET LEDGER BALANCE 269,462 0.00 000030 LESS AVERAGE FLOAT BALANCE 0 0.00 000010 AVERAGE NET COLLECTED BALANCE 269,462 0.00 000011 AVG POSITIVE COLLECTED BALANCE 269,462 0.00 000420 LESS DDA DAL RESRVE REOUIRMENT 0 0.00 000040 INVESTABLE BALANCE 269,462 0.00 000400 DAL EOUIVLNT -TOT SERVICE CHRGS - 73,643 0.00 000410 EXCESS/(DEFICIT) INVESTBLE DAL 195,818 0.00 000240 EARNINGS ALLOWANCE 0 15503 000331 DAL COMPENSABLE SRVC CHARGES 0 -42.37 000241 EXCESS/(DEFICIT) EARNING ALLOW 0 112.66 000245 EXCESS CREDIT BROUGHT FORWARD 0 73828 000244 TOTAL NET SERVICE CREDIT 0 850.94 000246 EXCESS CREDIT TAKEN FORWARD 0 850.94 000314 SERVICE CHARGE AMOUNT 0 0.00 PAGE 13 OF 24 55A -174 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 DETAIL OF ACCOUNT 703 000000000651962875 ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN IVde1i`PIi9 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 14 OF 24 55A -175 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) ACCOUNT SERVICES ACCOUNT MAINTENANCE 01005 010000 3.5000 1 3.50 6,083 0.00 DEBIT - POSTED ELECTRONIC 07635 010100 0.2000 24 4.80 8,343 0.00 CREDIT POSTED- ELECTRONIC 07634 010101 0.2000 3 0.60 1,043 0.00 STATEMENT CYCLES 01010 010307 0.0000 1 0.00 0 0.00 SUBTOTAL 8.90 15,469 AUTOMATED CLEARING HOUSE DEBIT RECEIVED 02717 250200 0.0400 24 0.96 1,669 0.00 CREDIT RECEIVED 02716 250201 0.0400 3 0.12 209 0.00 DEBIT BLOCK MAINTENANCE 02860 251050 3.0000 1 3.00 5,214 0.00 ACH ADA AUTHORIZED ID 02861 251051 0.2000 3 0.60 1,043 0.00 SUBTOTAL 4.68 8,134 PREMIUM ASSESSMENT FEE PREMIUM ASSESSMENT FEE 00035 000230 130000 269,461 2879 50,040 0.00 SUBTOTAL 2879 50,040 TOTAL CHARGE FOR SERVICES 000300 42.37 0 TOTAL FEE BASED CHARGES 000330 0.00 0 BAL COMPENSABLE SRVC CHARGES 000331 -42.37 0 BAL EOUIVLNT -TOT SERVICE CHRGS 000400 0.00 73,643 PAGE 14 OF 24 55A -175 07824 LCC 703 034 27915 - NN OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 BALANCE AND COMPENSATION ANALYSIS EARNINGS ALLOWANCE RATE'. 0.700% MULTIPLIER'. $1,73809000 AFP CODE ACCOUNT ANALYSIS STATEMENT PAGE 1 OF 2 COMPENSATION INFORMATION 000000 FOR SEPTEMBER 2015 0 0.00 000030 LESS AVERAGE FLOAT BALANCE GROUPACCOUNT'. 703 000000000935309500 J.P.Morgan AVERAGE NET COLLECTED BALANCE PRODUCTION DATE'. 10 062015 000011 AVG POSITIVE COLLECTED BALANCE SETTLEMENT DATE'. 12 -31 -2015 CITY OF SANTA ANA LESS DDA DAL RESRVE REOUIRMENT 0 0.00 HOUSINGACCOUNT DETAIL OF ACCOUNT 703000000000935309427 OFFICER CONTACT'. 0.00 20 CIVIC CENTER PLZ DAL EOUIVLNT -TOT SERVICE CHRGS KERWIN DEESE 0.00 SANTA ANA CA 92 701 4058 EXCESS/(DEFICIT) INVESTBLE DAL (949) 8334061 0.00 OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 BALANCE AND COMPENSATION ANALYSIS EARNINGS ALLOWANCE RATE'. 0.700% MULTIPLIER'. $1,73809000 AFP CODE DESCRIPTION BALANCE INFORMATION COMPENSATION INFORMATION 000000 AVERAGE NET LEDGER BALANCE 0 0.00 000030 LESS AVERAGE FLOAT BALANCE 0 0.00 000010 AVERAGE NET COLLECTED BALANCE 0 0.00 000011 AVG POSITIVE COLLECTED BALANCE 0 0.00 000420 LESS DDA DAL RESRVE REOUIRMENT 0 0.00 000040 INVESTABLE BALANCE 0 0.00 000400 DAL EOUIVLNT -TOT SERVICE CHRGS - 32,989 0.00 000410 EXCESS/(DEFICIT) INVESTBLE DAL - 32,989 0.00 000240 EARNINGS ALLOWANCE 0 0.00 000331 DAL COMPENSABLE SRVC CHARGES 0 -18.98 000241 EXCESS/(DEFICIT) EARNING ALLOW 0 -18.98 000301 CHARGES BROUGHT FORWARD 0 93,04 000244 TOTAL SERVCE CHARGES 0 - 112.02 000311 CHARGES TAKEN FORWARD 0 - 112.02 000314 SERVICE CHARGE AMOUNT 0 0.00 PAGE 15 OF 24 55A -176 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 DETAIL OF ACCOUNT 703 000000000935309427 ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN IVdeli`PIi9 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 16 OF 24 55A -177 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) ACCOUNT SERVICES ACCOUNT MAINTENANCE 01005 010000 3.5000 1 3.50 6,083 0.00 CASH CONCENTRATION SAINT SUB 07857 010021 2.0000 1 2.00 3,476 0.00 CREDIT POSTED- ELECTRONIC 07634 010101 0.2000 2 0.40 695 0.00 STATEMENT CYCLES ENHANCED 01015 010307 0.0000 1 0.00 0 0.00 POST NO CHECKS MAINTENANCE 03499 1500= 3.0000 1 3.00 5,214 0.00 SUBTOTAL 8.90 15,469 RECONCILIATION SERVICES CD ROM 03384 151353 10.0000 1 10.00 17,381 0.00 CD ROM MAINTENANCE 03385 151353 0.0000 1 0.00 0 0.00 SUBTOTAL 10.00 17,381 AUTOMATED CLEARING HOUSE CREDIT RECEIVED 02716 250201 0.0400 2 0.08 139 0.00 SUBTOTAL 0.08 139 TOTAL CHARGE FOR SERVICES 000300 18,98 0 TOTAL FEE BASED CHARGES 000330 0.00 0 BAL COMPENSABLE SRVC CHARGES 000331 -18.98 0 BAL EOUIVLNT -TOT SERVICE CHRGS 000400 0.00 32,989 PAGE 16 OF 24 55A -177 20 CIVIC CENTER PLZ M -13 SANTA ANA CA 92 701 4058 BALANCE AND COMPENSATION ANALYSIS EARNINGS ALLOWANCE RATE'. 0.700% MULTIPLIER'. $1,73809000 07824 LCC 703 YR 27915 - NN PAGE 1 OF 6 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 OFFICER CONTACT'. KERWIN DEESE (949) 8334061 OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 AFP CODE ACCOUNT ANALYSIS STATEMENT BALANCE INFORMATION FOR SEPTEMBER 2015 JP.14organ AVERAGE NET LEDGER BALANCE CITY OF SANTA ANA 0.00 GENERAL ACCOUNT AND/OR CRA OF SANTA ANA DETAIL OF ACCOUNT 703000000000935309500 20 CIVIC CENTER PLZ M -13 SANTA ANA CA 92 701 4058 BALANCE AND COMPENSATION ANALYSIS EARNINGS ALLOWANCE RATE'. 0.700% MULTIPLIER'. $1,73809000 07824 LCC 703 YR 27915 - NN PAGE 1 OF 6 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 OFFICER CONTACT'. KERWIN DEESE (949) 8334061 OTHER CONTACT'. EDGARDO AUSTRIA (213) 621 -8680 AFP CODE DESCRIPTION BALANCE INFORMATION COMPENSATION INFORMATION 000000 AVERAGE NET LEDGER BALANCE 18,345,392 0.00 000030 LESS AVERAGE FLOAT BALANCE 579,990 0.00 000010 AVERAGE NET COLLECTED BALANCE 17,765,402 0.00 000011 AVG POSITIVE COLLECTED BALANCE 17,765,402 0.00 000420 LESS DDA DAL RESRVE REOUIRMENT 0 0.00 000040 INVESTABLE BALANCE 17,765,402 0.00 000400 DAL EOUIVLNT -TOT SERVICE CHRGS - 10,014,609 0.00 000410 EXCESS/(DEFICIT) INVESTBLE DAL 7,750,793 0.00 000240 EARNINGS ALLOWANCE 0 10,221.19 000331 DAL COMPENSABLE SRVC CHARGES 0 - 5,761.83 000241 EXCESS/(DEFICIT) EARNING ALLOW 0 4,459.36 000245 EXCESS CREDIT BROUGHT FORWARD 0 57,200.29 000244 TOTAL NET SERVICE CREDIT 0 61,659.65 000246 EXCESS CREDIT TAKEN FORWARD 0 61,659.65 000314 SERVICE CHARGE AMOUNT 0 0.00 PAGE 17 OF 24 55A -178 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 DETAIL OF ACCOUNT 703 000000000935309500 ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN IVdeli`PI =6 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 18 OF 24 55A -179 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) ACCOUNT SERVICES ACCOUNT MAINTENANCE 01005 010000 3.5000 1 3.50 6,083 0.00 CASH CONCENTRATION MAINTMASTER 07856 010020 2.0000 1 2.00 3,476 0.00 DEBIT - POSTED ELECTRONIC 07635 010100 0.2000 389 7780 135,224 0.00 CREDIT POSTED- ELECTRONIC 07634 010101 0.2000 449 89.80 156,081 0.00 STATEMENT CYCLES ENHANCED 01015 010307 0.0000 1 0.00 0 0.00 SUBTOTAL 173.10 300,864 BANKING CENTER SERVICES BRANCH CREDITS POSTED 01306 100000 0.7500 41 30.75 53,446 0.00 BRANCH ORDER CURRENCY STRAP 01319 10004A 0.2500 9 2.25 3,911 0.00 BRANCH ORDER PROCESSED 01333 100040 2.0000 3 6.00 10,429 0.00 SUBTOTAL 39.00 67,786 VAULT SERVICES VAULT DEPOSIT 01310 100100 0.5500 132 72.60 126,186 0.00 VAULT HER PARTIAL OR MIXED BAG 01506 100111 1.0000 291 291,00 505,786 0.00 VAULT HER NON STD STRAP- NOTE 01486 100114 0.0016 15,203 24,32 42,270 0.00 VAULT DEPOSIT STD STRAP NOTE 01482 100115 0.0060 7,400 4440 77,171 0.00 VAULT ORDER CURRENCY STD STRAP 01497 10014A 0.2500 15 3.75 6,518 0.00 VAULT STANDARD ORDERS 01495 100141 2.0000 3 6.00 10,429 0.00 VAULT ORDER - COIN ROLL BOX 01477 100146 0.0800 100 8.00 13,905 0.00 VAULT ORDER CURB NON STD STRAP 01499 100148 0.0250 110 2.75 4,780 0.00 VAULT DEPOSIT ADJUSTMENT 01617 100501 5.0000 1 5.00 8,690 0.00 SUBTOTAL 457,82 795,735 DEPOSITORY SERVICES CREDITS POSTED 01305 010101 0.2000 126 2520 43,800 0.00 ICIF DEPOSIT EARLY 00759 100200 0.3000 19 5.70 9,907 0.00 CHECK DEPOSITED -ONUS 00501 100220 0.0400 215 8.60 14,948 0.00 CHECK DEPOSITED TRANSIT 00513 100224 0.0600 1,291 7746 134,633 0.00 RETURN ITEM 01435 100400 4.0000 46 18400 319,810 0.00 RETURN DETAIL REPORTING 01448 100411 0.3000 46 1380 23,986 0.00 RETURN - EMAIL NOTIFICATION 01452 100419 1.0000 46 4600 79,952 0.00 IMAGE GROUP ONE 00519 999999 0.0300 934 28,02 48,701 0.00 ON US STANDARD 00520 999999 0.0300 4 0.12 209 0.00 FILETRANSMISSIONREC. -VPN 00524 999999 0.0000 125 150.00 260,714 0.00 IMAGE GROUP TWO 00526 999999 0.0300 276 8.28 14,391 0.00 PAGE 18 OF 24 55A -179 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 DETAIL OF ACCOUNT 703 000000000935309500 ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN IVdel=Nl =6 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 19 OF 24 55A -180 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) IMAGEGROUPTWO -TIER2 00528 999999 0.0300 117 3.51 6,101 0.00 ON US PREMIUM 00746 999999 0.0500 245 1225 21,292 0.00 IMAGE QUALITY SUSPECT ITEMS 00757 999999 0.2500 20 5.00 8,690 0.00 NON CONFORMING IMAGE ITEMS 00758 999999 2.0000 143 28600 497,095 0.00 SUBTOTAL 85394 1,484,229 DEPOSITORY SERVICES / 71464754 42 ICIF DEPOSIT STANDARD 00756 100200 0.3000 12 3.60 6,257 0.00 ICIF DEPOSIT EARLY 00759 100200 0.3000 94 2820 49,014 0.00 IMAGE GROUP ONE 00519 999999 0.0300 5,691 170.73 296,745 0.00 ON US STANDARD 00520 999999 0.0300 40 1.20 2086 , 0.00 IRD PERIOD ONE 00521 999999 0.5000 1 0.50 869 0.00 IMAGE GROUP TWO 00526 999999 0.0300 1,699 50.97 88,591 0.00 IMAGEGROUPTWO -TIER2 00528 999999 0.0300 752 22.56 39,211 0.00 ON US PREMIUM 00746 999999 0.0500 1,478 7390 128,445 0.00 IMAGE GROUP ONE PERIOD TWO 00751 999999 0.0300 1,843 5529 96,099 0.00 SUBTOTAL 40695 707,318 DISBURSEMENT SERVICES CHECK /DEBIT POSTED 02285 010100 0.0300 1,512 4536 78,840 0.00 STOPPAYMENT- ELECTRONIC 06639 150410 2.0000 7 1400 24,333 0.00 STOP PAYMENT AUTOMATIC RENEWAL 02338 150510 2.0000 19 3800 66,048 0.00 PWS EXCEPTION NOTE ACCT 06625 150721 0.0000 1 0.00 0 0.00 IMAGE STORAGE PER ITEM 03495 151300 0.0200 1,729 3458 60,103 0.00 PWS CHECK INQUIRY MAINTENANCE 06618 151710 0.0000 1 0.00 0 0.00 DATA DOWNLOAD 06641 200201 0.0000 2 0.00 0 0.00 PWS FLOGS REPORT /STMT SAINT 06620 200306 0.0000 1 0.00 0 0.00 SUBTOTAL 13194 229,324 RECONCILIATION SERVICES POSITIVE PAY MAINTENANCE 03262 150030 0.0000 1 0.00 0 0.00 IMAGE CAPTURE PER ITEM 03386 151351 0.0500 1,729 8645 150,258 0.00 FULL RECONCILEMENT SAINT 03207 200010 20.0000 1 2000 . 34,762 0.00 FULL RECONCILEMENT PER ITEM 03205 200110 0.0300 1,512 4536 78,840 0.00 SUBTOTAL 15181 263,860 FUNDS TRANSFER SERVICES ELECTRONIC FED DEBIT S/T 05824 350104 6.5000 17 110.50 192,060 0.00 PAGE 19 OF 24 55A -180 CITY OF SANTA ANA ACCOUNT ANALYSIS STATEMENT FOR SEPTEMBER 2015 DETAIL OF ACCOUNT 703 000000000935309500 ACTIVITY SUMMARY 07824 LCC 703 034 27915 - NN IVdelaBl =6 GROUPACCOUNT'. 703 000000000935309500 PRODUCTION DATE'. 10- 062015 SETTLEMENT DATE'. 12 -31 -2015 PAGE 20 OF 24 55A -181 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) ELECTRONIC BOOK DEBIT S/T 05822 350124 2.0000 1 2.00 3,476 0.00 FED CREDIT S/T 05887 350300 7.0000 15 10500 182,500 0.00 REPETITIVE INSTRUCTION STORAGE 05882 350551 0.0000 8 0.00 0 0.00 SUBTOTAL 217,50 378,036 AUTOMATED CLEARING HOUSE ELOCKBOX MAINTENANCE 05489 050030 50.0000 1 50.00 86,905 0.00 ELOCKBOX TRANSACTION RECEIVED TA90 050300 0.1000 3,131 313.10 544,198 0.00 ELOCKBOX TRANSACTION REFORMAT TA91 050311 0.0500 3,131 15655 272,099 0.00 TRANS REVIEW MAINTENANCE 02237 250000 12.0000 1 1200 . 20,857 0.00 ACH MAINTENANCE 02695 250000 10.0000 1 10.00 17,381 0.00 JPM ACCESS ACH MAINTENANCE 02746 250000 10.0000 4 40.00 69,524 0.00 DEBITORIGINATED- JPMACCESS 02744 250100 0.0400 15 0.60 1,043 0.00 CREDIT ORIGINATED- JPMACCESS 02742 250101 0.0400 4,552 182.08 316,472 0.00 ADDENDA RECORD ORIGINATED 02796 250120 0.0300 27 0.81 1,408 0.00 DEBIT RECEIVED 02717 250200 0.0400 322 12.88 22,387 0.00 CREDIT RECEIVED 02716 250201 0.0400 434 1736 30,173 0.00 RETURN ITEM 02720 250302 4.0000 5 2000 . 34,762 0.00 RETURN NOTIFICATION - ONLINE 02729 250400 1.0000 5 5.00 8,690 0.00 NOTIFOFCHANGE- ONLINE 02730 250400 0.0000 2 0.00 0 0.00 DEBIT BLOCK MAINTENANCE 02860 251050 3.0000 1 3.00 5,214 0.00 ACH ADA AUTHORIZED ID 02861 251051 0.2000 17 340 5,910 0.00 NOTIFICATION OF CHANGE 02722 251070 4.0000 2 8.00 13,905 0.00 ELOCKBOX FILE PROCESSING 02732 259925 10.0000 21 210.00 365,000 0.00 SUBTOTAL 1,044 78 1,815,927 JPMORGAN ACCESS CLIENT MAINTENANCE 06040 409999 40.0000 1 40.00 69,524 0.00 ACCOUNT MAINTENANCE 06041 409999 350000 4 140.00 243,333 0.00 TRANS REPORTED -45 DAY 06043 409999 0.0500 2,896 14480 251,676 0.00 EXTENDED TRANSACTION DETAIL 06053 409999 0.0000 8,641 0.00 0 0.00 SUBTOTAL 32480 564,533 PREMIUM ASSESSMENT FEE PREMIUM ASSESSMENT FEE 00035 000230 130000 18,345,392 1,960.19 3,406,997 0.00 SUBTOTAL 1,960.19 3,406,997 PAGE 20 OF 24 55A -181 07824 LCC 703 034 27915 - NN ACCOUNT ANALYSIS STATEMENT BANK FOR SEPTEMBER 2015 PAGE 5OF6 GROUPACCOUNT'. 703 000000000935309500 J.P.Morgan PRODUCTION DATE'. 10- 062015 DETAIL OF ACCOUNT 703 000000000935309500 SETTLEMENT DATE'. 12 -31 -2015 CITY OF SANTA ANA BALANCE FEE BASED ACTIVITY SUMMARY PAGE 21 OF 24 55A -182 BANK AFP SERVICE SERVICE UNIT SERVICE BALANCE FEE BASED PRODUCT LINE AND DESCRIPTION CODE CODE PRICE ($) VOLUME CHARGE ($) EQUIVALENT ($) CHARGES ($) TOTAL CHARGE FOR SERVICES 000300 5761,83 0 TOTAL FEE BASED CHARGES 000330 0.00 0 BAL COMPENSABLE SRVC CHARGES 000331 - 5,761.83 0 BAL EOUIVLNT -TOT SERVICE CHRGS 000400 0.00 10,014,609 PAGE 21 OF 24 55A -182 This Page Intentionally Left Blank PAGE 22 OF 24 55A -183 PAGE 6 OF 6 07824 Lcc 788 884 27915 - NN Terms Account Analysis Definitions and Formulas Definitions and Formulas 07824 LCC 703 084 27015 - NN ALP Code Codes developed by the Association for Financial Professionals to stsuma Mize the reporting of Account Analysis data, Average Float Balance Average Net Ledger Balance- Average Net Collected Balance, Average Negative Collected Balance Sum of the daily ending Negative Collected Balances tlivitletl by the number of days in the analysis period. Average Net Collected Balance Average Net Ledger Balance- Average Float Balance, Average Net Ledger Balance Sum of the daily ending Ledger Balances (positive and negative) tlivitletl by the number of days in the analysis period, Average Positive Collected Balance Sum of the daily Positive Collected Balances tlivitletl by the number of days in the analysis period. Balance Compensable Service Charge Total dollar amount of Service Charges that can be offset by the Earnings Allowance, Balance Equivalent Total Service Charges Balance that is required to offsetthe Balance Compensable Service Charges in the analysis period, (Balance Compensable Service Charges x Multiplier) Charges Brought Forward For accounts on a settlement cycle other than monthly, this represents the amount of service charges carried overfeed prior months to be accumulated within the analysis cycle. Charges Taken Forward For accounts on a settlement cycle other than monthly, this represents the amount of service charge accumulated thus far which will be carried over to the next month. DDA Balance Reserve Requirement That portion of the Demand Deposit Account Balances that must be set aside by the bank to meet reserve requirements. Earnings Allowance The value of balances maintained during the analysis period which can be used to offset Balance Compensable Service Charges. (Investable Balance x Earnings Allowance Rate x (Days in Month i Days in Year)) Earnings Allowance Rate The rate used to value your Average Investable Balance. Bank designates the rate based on prevailing market and competitive rate conditions. Excess Credit Brought Forward For accounts on a settlement cycle other than monthly, this represents the amount of excess earnings credit carried over from prior months to be accumulated within the analysis cycle. Excess Credit Taken Forward For accounts on a settlement cycle other than monthly, this represents the amount of excess earnings credit accumulated thus far which will be canned over to the next month. Excess /(Deficit) Earnings Allowance The difference between the Earnings Allowance and the Balance Compensable Service Charges. (Earnings Allowance - Balance Compensable Service Charges) Excess i (Deficit) Investable Balance The excess or deficit in balances remaining after the Balances Required to offset the current analysis period's Balance Compensable Service Charges have been deduced, (Investable Balance - Balance Equivalent of Total Service Charges) Investable Balance The balance on which the Earnings Allowance Rate is applied, (Average Positive Collected Balance - DDA Balance Reserve Requirement) Multiplier The balance required to offset $1.00 of Balance Compensable Service Charges atthe prevailing Earnings Allowance Rate. (($1 00 x Days in Year) i (Earnings Allowance Rate x Days in Month)) Service Charge Amount Net charge (total Service Charge after offset of Earnings Allowance) which will be debited from your account (or invoiced if applicable). Unit Price Price per unit of service. PAGE 23 OF 24 55A -184 This Page Intentionally Left Blank PAGE 24 OF 24 55A -185 07824 Lcc 788 884 27915 - NN 55A -186 # 0 0 immuam CITY COUNCIL MEETING DATE DECEMBER 15, 2015 TITLE: APPROPRIATION ADJUSTMENT, RESOLUTION AND AGREEMENT ACCEPTING 2015 COPS HIRING GRANT FUNDS {STRATEGIC PLAN NO. 1, 3B; 1, 1F} u, r __. W - - RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY; ❑ As Recommended ❑ As Amended ❑ Ordinance on 1®' Reading ❑ Ordinance on 2 "d Reading ❑ Implementing Resolution ❑ Set Public Hearing For® CONTINUED TO 1. Approve an appropriation adjustment recognizing $1,250,000 in 2015 COPS Hiring Grant funds in revenue account (no. 12714002 52001), and appropriating same to expenditure account (no. 12714409 - various). 2. Adopt a resolution allocating ten new Police Officer positions to the FY 2015 -16 Police Department budget. 3. Authorize the City Manager and the Clerk of the Council to execute a three -year agreement with the U.S. Department of Justice, for the period of September 1, 2015 through August 30, 2018, for the 2015 COPS Hiring Grant in an amount not to exceed $1,250,000, subject to non - substantive changes approved by the City Manager and City Attorney. DISCUSSION In June of this year, the Police Department applied for a competitive 2015 COPS Hiring Grant made possible through the U.S. Department of Justice, Office of Community Oriented Policing Services (COPS). The grant is designed to assist state and local law enforcement agencies in the hiring and retention of police officers. The COPS Office reviewed 1,103 applications ultimately awarding $113,743,485 through the COPS Hiring Program (CHP) by way of 209 grants nationwide. The Santa Ana Police Department received notification that it has been awarded a 2015 grant for ten police officer positions in the amount of $1,250,000 over a three -year grant period. This is the second year in a row that the Police Department has received this highly competitive grant. The Police Department received a similar grant award in 2014 for ten officers. 55B -1 2015 COPS Hiring Grant December 15, 2015 Page 2 The Police Department plans on using these additional officers to enhance Community Policing initiatives by increasing frontline law enforcement staffing, which will allow officers much needed time to more positively engage with the community. The ten new officers will help further advance the Police Department's beat policing program, and provide some of the line -level staff needed to establish the Department's Community Relations Division. The grant allows for a cost sharing partnership with the federal government where the grant funds approximately 30 percent of the associated costs and the City General Fund covers the remaining 70 percent. The grant requires that at the end of the three -year performance period, the City must retain these 10 additional police officer positions for a minimum of 12 months, over and above locally- funded positions that would have existed in the absence of the grant. STRATEGIC PLAN ALIGNMENT Approval of these items assists the City in meeting Goal #1 - Community Safety, Objective #3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), Strategy B (promote ongoing efforts to obtain grant funding for activities that will assist in preventing, enforcing and reducing criminal activity and traffic collisions); and Goal #1 - Community Safety, Objective #1 (Modernize the Community Policing philosophy to improve customer service, crime prevention and traffic / pedestrian / bicycle safety), Strategy F (enhance the Police Department's community policing philosophy to balance both traditional policing and problem solving strategies to address and reduce violent, property and gang related crimes). FISCAL IMPACT The appropriation adjustment will recognize $1,250,000 in COPS Hiring Grant funds in revenue account (no. 12714002 52001), and appropriate same to expenditure account (no. 12714409 — various). Matching funds will be identified in the Police Department Field Operations account (no. 01114420 - various) at year -end for FY 2015 -16, and appropriated as part of the FY 2016- 17, FY 2017 -18, and FY 2018 -19 budget processes. Grant and general fund match amounts are projected for the following fiscal years as follows: 1,250,000.00 3,014,054.62 55B -2 COPS Grant City Match FY 2015 -16 332,546.67 801,851.05 FY 2016 -17 413,531.86 997,126.09 FY 2017 -18 431,379.62 1,040,161.40 FY 2018 -19 72,541.85 174,916.08 1,250,000.00 3,014,054.62 55B -2 2015 COPS Hiring Grant December 15, 2015 Page 3 APPROVED AS TO FUNDS AND ACCOUNT: Francisco Gutierrez, ljv • Executive Director Finance and Management Services Agency 55B -3 55B -4 LAR 12115/15 RESOLUTION NO. 2015 -XXX A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO AMEND THE CURRENT ANNUAL BUDGET TO ADD TEN FULL TIME POLICE OFFICER POSITIONS IN THE POLICE DEPARTMENT. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1; The City Council hereby finds, determines and declares as follows: A. On July 7, 2015, the City Council passed and adopted Ordinance No. NS -2878, establishing the City's Budget and authorizing position allocations for Fiscal Year 2015 -2016. The Ordinance also sets forth the requirement that alterations in the allocation of authorized positions be reviewed and approved by the City Council. B. On March 18, 2014, the City Council adopted the 5 -year Santa Ana Strategic Plan. This plan established specific goals, objectives and strategies to guide the City's major efforts during the next five years. C. To assist the City in meeting Santa Ana Strategic Plan Goal #1 Community Safety, Objective #3 (promote fiscal accountability to ensure financial responsibility at all levels of the organization), and Strategy B (promote ongoing efforts to obtain grant funding for activities that will assist in preventing, enforcing and reducing criminal activity and traffic collisions), the Police Department applied for and received a grant award from the Office of Community Oriented Policing (COPS) Hiring Program in the amount of $1,250,000. The terms of the Grant contain numerous guidelines and requirements with which the Department must comply. D. The Police Chief proposes to add ten (10) full time Police Officer positions to the Police Department's budget to comply with the requirements of the COPS Hiring Program Grant, E. It is now desired to amend the Adopted Budget for Fiscal Year 2015 -2016, as amended, to effect this change. Section 2: That Ordinance No. NS -2878, the Annual Budget for Fiscal Year 2015 -2016, as amended, shall be further amended by adding ten (10) full time Police Officer positions in the Police Department, at the monthly five -step salary rate range as indicated: Resolution No. 2015 -xxx Page 1 of 3 55B -5 5 -Step Salary Rate Range Effective 07/01/15 Monthly Salary Classification Title SRR Minimum - Maximum Police Officer 695 $6200 - $7535 Section 3: That except as amended by this Resolution, all other provisions of Ordinance No. NS -2878 setting forth the Annual Budget for Fiscal Year 2015 -2016, as amended, shall remain in full force and effect. Section 4: This Resolution shall be operative from and after January 14, 2016. ADOPTED this 15th day of December, 2015. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Laura A. Rossini Senior Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT: Resolution No. 20'15 -xxx Page 2 of 3 Councilmembers Councilmembers Councilmembers Councilmembers 55B -6 CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2015 - to be the original resolution adopted by the City Council of the City of Santa Ana on December 15, 2015. Date: 55B -7 Clerk of the Council City of Santa Ana Resolution No. 2015 -xxx Page 3 of 3 55B -8 ��` C,lfi l)>a�.xitra.rrs�r^t ar lvs�rr4z� OS OPPIcu 017 COMMUNITY OILKI ltTm) ikat.lclxc, Ss+t vices frRIXmI 145 N 5' e c, N 1i„ \Uwl]ingcozi,l)C ZO$SO w _ Y0 Award Document COPS Hiring Program CFDA - 16.710—Public Safety Partnership and Community Policing Grants Treasury Account Symbol (TAS) 15X0406 d Grant Number: ORI Number: OJP Vendor Number: Applicant Organization's Legal Name: DUNS Number: Law Enforcement Executive: Government Executive: Award Start Date: 09/01/2015 Full-Time Officers Funded: New Aires: 10 Co Rehires - Previously L,ait Award Amount: 9721MIAOLOM t 2015ULWX0003 a- CA03019 V 95600078%,, Santa ia, Clty n 083153 . 0001 C( of Police Carlos Rojas Yfanager David Cavazos a'Award End Date: 08/31/2018 Rehires - Scheduled for Lay -Off: 0 IN 2015 COTS Hiring PeogKg jrj 'y &) Provides reading directly to law on£or orient agencies to hire and /or rehire career law enforcement officers in nn effort m Increase t Wcommwl I typo licing capacity and crime prevention efforts. CHIP Grants provide till to 75 polecat of the approved carry - lave] salaries and fringe benefits of full -thee offices for a 36 -month grant period, with a minimtun 25 percent ]coal cosh match raqulrement and a maximum federal share of $125,000 per officer position. The Financial Clonraneo Moiniol ldnm (FCM), included in your award package, is Incorporated by reference fill. this Award Document and shall becomo part of thin Award D.cnment. By signing this Awiv I Document, the grantee agrees to abide by all FY 2015 COPS Hiring Program Grant Terms and Conditions; the approved budget Iu the FC.M; and if applicable, the Special Award Conditions and(er High Risk Conditions in ilia Award Document. Ronald L. ❑uvfs Director Carlos Rojas Signature of the Law Epromement E.xeootive /Agency, Gzeeulive David Cavazos Signature of the Ooverntnenl Executive /Fivaaoial Officer APPROVED AS TO FORM D.te. 0912212015 Laura A. Rossini Senior Assistant City Attorney 10 /efi/20 i s Data 10/06 /2015 Date False statements or claims mere In comwetian with COPS glints nmy rosult in fines, bnpdsenment, debarment front porilcipadng in federal grmns or coatifte s, and /or any remedy available by law to the Fedmnl floveramont. .ADVANCING PUBLIC SATI T`t! TtiRC7UGH COMMUNITY ITY R OLCING 55B -9 U. S. Department of Sustico OJ,J7ce afCornmvnity Oriented Policing Services 201.5 COPS Hiring Program Grant Terins and Conditions Ely signing the Award Document to accept this COPS I firing Program (CHP) grant, the grantee agrees to abide by the following grant terns and conditions i, Grunt Owner's Mall aaL'Tbe grantee agrees to complywith the terms and conditions fu tine 2015 COPS If rang Program Oraut Owner's Mamlal; COPS statute (42 U.S,C, §. 3796dd, etseq.); therequirenients oft U.R. Part 200 (UNtbnn Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards) as adoptocl by the DOpnnntrun of Justice in 2 CER if 2800.101; 48 CFR Part 31 (PAR Pal 31) as applicable (governing cost principles aid procedures); representations rruule in tine C11P grant application; and all otiwr applicable program requirements, laws, orders, regulations, or circulars. 2. AsslrrauSos and Certnlealious. The grnea acknowledges its agreement to comply with the Assurances mad Certifications farms that were signed as pat of its CHP application. 3. A,Ilowubla Casts. The (trading under this project Is for the payment of approved fill] -time entrydevcl salaries and fringe benefits over three years (for a total of 36 months of holding), ap to a maximum federal share of $125,000 per officer position for career law enforcement officer positions hired author rehired on or after the official grant award stmt date, Any salary mad fringe benefit costs higher than ormy-0evel that your agency pays a CHP - landed officer most be paid with local funds. Your agency is required to use CLIP grant funds for the specific hiring categories awarded. Funding under this program may be used for the following categories: a, Hiring now officers, which Includes filling existing officer vacancies that are no longer limited in your agency's budget, b. Rehiring officers laid off by mayjurisdlntion as a result ofstite, local, or Bureau of Indian Affairs (BIA) budget reductions; and/or e. Rehiring officers who were, at the time of grant application, scheduled to be laid off (by yeuriarisdietlon) on a specific future date as a result of stole, local, or BIA budget reductions. If your agency's local fiscal conditions have changed and your agency needs to change one or more of the funded hiring categories, your agency should request a post - award grant modification and receive prior approval before spending Cl IP ftmdung under the now category. The Financial Clcaaice Memorandum (FCM), included in your award package, specifies the anoint of CHP fluids awarded to your agency. You should carefully review your PCM, whieb contains the flued officer salary and itt'inge benefit categories and amounts for which your agency was approved, Music note Chat file salary and hinge benefit costs requested fn your CHP application may hove been adjusted or removed. Your agency may only be reimbursed For the approved east categories that are documented within the FCM, up to the amounts specified in the MA. Year agency may act nse CHP funds for any costs that are act Identified as allownble in the Fhmncial Clearance Memorandum, Only actual allowable costs incurred during the grant award period will be eligible for reimbursement and drawdo m If your agency oxpocionce$ any cost, savings over the course of the grant (for example, your grant application overestimated tile total entry-level officer salary and @Inge benefits package), your agency may not use that excess funding to extend the lougth of tire grant beyond 36 months. Any funds remaining after your agency has drawn down far the costs of appmvcd salutes and tiugo benoflts floured for Ouch awarded position during the 36- nionlh tntdmg period will be doobligated during the closeout process, and should not be spent by your agency, 4. Local Maters. Orainces are required to contribute a local match of at least 251aoreem: towards the meal cost of the approved grant project, unless waived In writing by rite COPS OfYleo, The local match must be a cash match from funds not previously budgetod for law o foreement purposes and must be paid during Clio grain award period. The local match contribution must be made on an increasing basis durtrg each year of the three -year grant period, with the federal share decreasing accordingly. 5, So molemeritil rtj;, Not SaUrinntine. ,State, local, or BIA ftmds budgeted to pay for sworn olYcer positions irrespective of the receipt of CHP grant fimdv may not be reallocated to other purposes or rcibnda its a result of a CHP gi mil being awarded Non- Pederal funds must remain avallable for and devoted to filet pnpose, with CHP funds supplementing these non-federal (Lads. Funding awarded cannot be obligated until after die grant mvard start date. This means that CHP limits cannot be applied In any agency cost or obligation incurred prior to die await start date. In addition, your agency must take active and timely stops pundmnt to its standard procedures to Tully flmdlew enforcement costs already budgeted as well as fill all locally - funded vaeanof" rosalt ig'0'om atsition doting the life of the grant. 6. Retention, At the tulle of great nppliodion, your agency committed to retainhugill[ sworn officer positions awarded under Clio CHP grant with state and /or local finds fSor a minis me. of 12 aaonths following the conclusion of 36 mouths of federal hording for each position, over and above the number of locally -traded sworn officer positions that would have existed ht the absence of the grant. Your agency camrm satisfy the relcntionregnircment by ailing CHP- funded positions to fill locally -ftmded vacancies resulting fiont attrition, 7. 14.1tall2long. Your agency may Wiliest an extension of the grant award period to receive additional time to hnplement your grant program. Such extensions do not provide additional fording, Grants may be extended a maxitaama of 36 months beyond We initial award expiration dale. Any request for an extension beyond M moaGas will be evaluated on a erase -by -case basis. Only those grantees that call provide a reasoanblejuatiEicmion for delays will be granted no -cost extensions. Rouonable JadtlBaflllons pray iucludo iflMd ltios in filling COP$- tuulad positions, officer turnover, or other circumstances that interrupt tie 36 -month green trading period. Am extension allows your agency to compensate for such delays byprovidtng additional time to comptce, the tilt 36 utolth; of'lunding for each position awarded. h4tcu.sion requests maul be received prim• to the end dam orthc award. S, iVEodlficailons. During the CHP grant awardpermill if may become necessary for an agency to modify its CIfP grant award due to changes in all agency's fiscal or law enforcement situation. Modification requests should be submitted to the COPS Office when as ngency determines tint it will need to shift i fFicer positions awarded in cue hfrill6 onfegory into a digbiw t hiring category, reduce the fond number of positions awarded, shift funds among benefit categories, anVor reduce the enty -level salary and t'infle benefit amounts, Far example, an agency may [lave been awarded CLIP grant thrilling for fen new, additional full-time sworn officer positions, but due to severe liquid, diatresa /constraints, the ngency determines it is unahle to sustain all tell positions and must reduce its request to five full -lime positions; or an agency may have been awarded Cl IP grant funding for two new, additional sworn officerposiiinns, but duo to fiscal distress /eostrainrs the agency needs to change flue hhhag category fi'um the new lire category to the rehire category for ofi7eers laid off or scheduled for lay -off on a specific future date post. application Gran) nnodffications under CHP are evaluated on it case -by -case basis. The COPS Office will only consider a modification request after an agency mains Page '1 of5 55B -10 U. S, Department of Justice Office ofCompiroalty Oriented Policing Services 2015 COPS Hiring Program Grant Ternis and Conditions final, appfnved budget andftrr personnnl decisions. An agency may implement the modified grant award following written spill oval from the COPS Office, Milan be aware that Cho COPS Office will not approve any modiflearfon request that results in an Increase of federal funds. 9, Evalaatlorm The COPS Office may conduct monitoring or sponsor national evaluations of the COPS filling Program. The grantee agrees to cooperate with the monitors and evaluators, 10. Reoerts/Performa ice Goals, To assist the COPS Office It monitoring and hacking the performance of your award, your agency will be responsible for submitting quarterly proinguri etc progress reports that describe proj set activities during the reporting period and quarterly Federal Financial Reports using Standard Form 425 (SF -425), The progress report is used to it your agency's progress toward fmplemcntirtg cotmnmrity policing strategies and to ooilect data to gauge the effectiveness of increasing your ngcncy's corm vanity policing capacity through COPS fording. 11. Filters Civil Rich is Laws, As a condition of recolltt of fedend financial assistance, you acknowledge and agree that you will not (and will require any subgrntoos, contractors, successors, transferees, and assignccs nor to), an the grounds of race, color, religion, national origin (which includes providing limited - English proficimrt persons meaningftml access to your programs), sox, disability or age, unlawfully exclude any person horn participation in, deny the benefits nf, or employnwnt to any person, or subject any person to discrhnlnalton in contraction with ary programs or activities funded in whole or in pat with federal Ponds, These civil rights requirements are found in tiro riot- discrimination provisions of Title VI of the Civil Rights Act of 1964, as amended (42 U.S.C. § 2000d) ; the Omnibus Crime Control and Safe Streets Act of 1968, as amended (42 U.S.C. § 3789d); Section 504 of the Rehabilitation Act of 1973, is umended (29 US, C. § 794) ; the Age Discrimination Act of 1975 (42 U.S,C. §6101, of seq.); Title IX of the Education Amendments of 1972, as amended (20 U.8,C. § 1681, at seq.); and the corresponding DOI regulations implommuril g those statutes at 28 G.F.R. Part 42 (subparts C, D, E, G, and 1). You also agree to comply with Executive Ogler 19279 Equal Treatment for Faith. Based Organizations and its Implementing regulations at 28 C.F.R Part 38, which requires equal treatment of religious organizations in the trading process and non - discrimination ofbeaeficbmics by Faith -Bused Organizations on the basis of belief or non - belief, 12, lkaaat 6mnlnvmart ponornmity Plmt (ELtOP). All recipients of funding from the COPS Oman must comply Willi the fi dmal regulations pertaining to file development and Implementation of ar Equal Employment Opportunity Plan (28 CX.R, Pan 42 subpart E). 13, Grail t.Mo nit oring Activities. Federal Iaw requires that law erfirocmcrt agencies receiving federal funding front the COPS Office must be monitored to ensure court)]] shoe with their grant conditions and other applicable statutory regulations. Tire COPS Office is also Interested in tracking the progress of our programs and the advancement of cornmmty policing, Both aspects of grant implementation— mmplianco and programmatic benefits —are part of the irtoaitoring process coordinated by [he II. S, Depar'nment of Justice, Grant monitoring activities conducted by the COPS Office include site visits, o1Boe -based grant reviews, alleged noncompliance reviews, fimurcial and programmatic roporting, and audit resolution. As a CPIP greaten, you agree. to cooperate with and respond to any requests for Information ponalning to your grant. 14. lfm nlnvmcnC L'lieibility. Thn grantee agrees to complute andkeell on file, as appropriate, a Bnrnau of Citizenship and Immigration Services Employment Eligibility Vadrnndon Form (I -9). Tlils form Is to bn owed by reolpienrs oCCederal fonds to verifj+ that porxoms are eligible to wok in don UnlCed Slol:as. 15. Canummity i'aliniue Community policing moivitics to be luitiated or enhanced by you agency and the otYicers finnled.by this gnurt progrann wcr'a idauiflud and described in your CHI' grant applicator. In Sections VI(A) and (B) your agency developed a community policing plan for the CHP grant with specific reference to a corral or disorder problem and the following elenlems of oommllaity policing: u) problem solving —your agency's plan to assess and respond to the Is oblan Identified; Ill crumnunily partnerships and support, including related govcramontal slid community initiatives that complement your agony's proposed use ofCHP funding; and c) organizational tratslormat9orn —how your agency will use the funds to reorient Its mission to community penning or enhance its involvatnent in and commitment to community policing, Vi o rghout the CI IP grant period your agency is required to implement the community policing plan it act forth in the ChlP ill out application. The COPS OtBoe Julies community policing as a philosophy that promotes organizational strategies, which support the systematic use of pmtn nslilps unit problenr- solving techniques, to proaetvoly address Clio immediate conditions; tint give rise ro public safety Issues such its crime, social disorder, and fear orarime, CHP grants through the specific Difieers funded (or am equal number cfrodoployed veteran officers) must be used to initiate or enhance community policing activities, All newly hired, additional or rohired o Ricers (or an equal number of redophoyed veteran effects) funded under CHP must Implement your agency's approved continuity policing plan, which you described to your grant application. 1.6. Community Policing Self Assessment Tool(CP -SAT) 'fire COPS Office will require youragency to complete the Community Policing Sol fAssessment Tool (CP -SA'P) twice within the grant period, at the beginning aid aguhh towards the cull of your grant period, 17, Contrads with turner Jurisdictions Grantees tmtprovido hov enforcement senders to anottierjurisdiotlon Ihrough a cornnatnnust ensure tart officers funded trader this great dal not service the o licrjurislifemm, but will only be involved in activities orperforn services that exclusively benefit line graVUC's owujur'isdicton. 18. fnim Statements False statements Orel Rulas made ht connection with COPS grants may resrdt in face, huprisommcnt, or debarment from participating in federal grants or contracts, anti r any other tonicity available by law. 19. Additlaunl Tii¢lr -Riot Grautao Reaah•emenrs The recipient agrees to comply wall any additional requirements that may be initialed during the grant performance purled if tire sniveling agency deterailnes that the recipient Is a high -risk grantee (Uniform Administrative Requironlonts, Cost Principles, and Audit Requirements for Federal Awards, 2 C.F.R. §200,207 as adopted by tine Depaauom of justice in 2 C,F.IL § 2800.101). 20. Svstnr h fm' Arva •d hLumucmamt (SA�•t) a and fniv'rsnl ItIC tffi r Reanirenxnfs. The Of cs of Management mid Budget requires federal agencies to hncludo the following standard award form in all grants air([ coop iativo agr'eoments tide on or sttor October 1, 2010: Page 2 of 5 55B -11 U. S. Department o'l'Justice Office of Community Oriented Policing &mlce•s 2015 COPS (Hiring Program Grant Terms and Conditions A. Ragutrement jar S)AStam for Rrrardlvfanagemsnt (SAW) Rsgistrauon Unless you arc exempted train :his requirement under 2 C.P.R. Pmt 25,110, you as the recipient must mahrtain the currency of your information in the SAM until you submit the final thnaicial reportrequired under this award or receive the final payment, whichever is lann.9'his requires that you review aid opdnte the information at lust annually alter the initial registration, and more frequently if required by changes in your information or another award ecru. 13. Requoereent,for Data ZbvwxsaMumber•ing Salton; (DUU,S) Mumbore, If you are authorized to rake subawards raider tits award, you: I, Most notify potential sobrecipients that no entity (see definition fn paragraph C of this award term) may receive a subaward Sam you unless the entity has provided its DUN$ nrnnber to you. 2 May not make a subaward to all entity unless the Catty his provided its DUNS number to you. C. Deflnrilons For purposes ofihis awnrdlerm: 1. System far Aruard Mormgenaeru (SAM) me its tine federal repository into which an crafty must provide information required for the conduct of business its a recipient. Additional information about regishvdon procedtnas nay be thud at the SAM Internet site at ytww.sr m.auv. 2. Data Universal d'a nhering System (DUNS) rnunber• means tire rate- or thJrtun -digit niauber established and assigned by Dun mid Bradstreet, too, (D &B) Co uniquely identify basilicas entities. A DUNS number may be obtained Rom D&B by telephone (currently 866.705 5711) or the Internet at Iytjrgl(Ig_Igov., c m mw^ flit, 1 Rnaty, as it is used In this award Carol, mans all of die following, as defined at 2 C.F.R. Part 25, subpart C: a. A governmental organization, which is a slate, local government, or Indian Tribe; b. A foreign public entity; c. A domestic or foreign nor -profit organization; d. A domestic or foreign fur -profit organization; and e. A federal agency, but only as a sdrrecipient under an award or subasard to a non - federal eably. 4. Suboward• a• This term means a legal hhst'nuront to provide support for the performance orally portion of the substantive project or program for which you received this award and that you as die recipient award to all eligible subreeiptent, b. Tile term door not include your procurement of property and services needed to carry out Uto project or program (for farther explanation, see Sec. ___210 of the attachment to ONIB Circular A -133, "Audits of States, Local Government, and Non - Profit Organizations "). c. A subaward may be provided through any legal agreement, including tin agreement did yet otaiddar a contract 5. Subreciptani means an entity that: a. Rucivee it subaward from you nmler this award; mid b. is accountable to YOU for Clio use of the federal Raids provided by rte subaward. 21. R C2m•tine9nbg,Lvgrd and Exceuiive Comnens don- Tile Office of Management and Budget requires federal agencies to Include tie'dellowing standard award term in all grants mid cooperative agreements made on or after October 1, 2010: a. Reporthtg oflh•.st -Nw, suAnrvareli. 1.. Apialiccrbillry. thdess you are exempt as provided in paragraph d, of this award term, you must report each action Ihat obligates $25,000 or more in federal Rods that does not include Recovery Raids (as defined in section 1512(x)(2) of the American Recovery mid Reinvestment Act of 2009, Pub, L, i 11 -5) for a subaward to an entity (see definitions in paragraph e, of this award tens). 2. killers and wham to ml »rr, I . You must report each obligating action described In paragraph a.i. of this award tells to www 6 s.gy_v. _ if, For submamd information, report nn later than the end of the mouth followhrg the month in which the obligation was made. (For example, lithe obligation was outdo on November 7, 2010, the obligation rust be reported by na later than December 31, 2010.) 3, What ro raporl. You must repot the intbnnadon about each obligating action that Clio submission habitations posted at w Ny_SIc,,Wvspechy. h, Repor ing Total Cantpmnatlan ofRec4aiertt Executives. 1. Applicability and wlmi to report. You limit report total compensation for each of your Five most highly compensated executives Run the proceeding completed fiscal year, if- — I the total faderni funding mdlmrized to date under this award is $25,000 or more; ii, in the preceding fiscal yen, you received — (A) 80 percent or mare of your annum gross revenues front federal procurement contracts (and subcontracts) mid federal financial assistance subject to We Transparency Art, as defined at 2 C.F.R. Part 171.320 (:md subawmits); and (B) $25,000,000 or more in annual gross revenues from fedent procurement contacts (and subcontracts) and federal financial assistance subject to die Translucency Act, as defined at 2 C.F.R. Pat 170.320 (and subawrds); and iii. The public does not have access to hrformalon about the compensation of the executives through periodic reports filed under section 13(a) or 15(d) oftte Seorites Exchange Act of 1934 (15 U.S.C. 78ni(a), 78o(d)) or section 6104 Orthe Internal Revere Code of 1986, (To detestable Ifthe public hits access to (Ila eompmuatou information, see tine U.S. Security and Exchange Commission total compensation filings at]vrvw ,"r toot Qfyg} o •s c r .Ira mJ 2. hYJsera mid uJren fa rapm•i. You most report executive btnl eompcnsatnn described In paragraph b.] of tints ascend( teen: Page 3 of 5 55B -12 GC S• Department. of Justice Office gfConvouril(F Oriented Policing Services 2015 COPS Hiring Program Grant Ternns and Conditions L As part ofyour registration pre.file at)yAAs rtt,gov,. R. By Ore and orthe month following the month in which this award is made, and atmually Uievnflor. c. Reporting of Total Compensallon ofsah,ctplerrt Rvacativev. I. Appllcability and what io report unless yon are exempt as provided in paragraph d. of this award tern, for each fro -tier subrecmpeart under this award, you shall report the names and total compensation of each of the subrecipient's five most highly compensated executives for the subreoipient's preceding completed fiscal year, if- — i. in the subrccipiem's preceding iiscnl your, die snbrecipient received — (A) 80 percent or more of your annual gross mvenues train federal procuremore conducts (and subcontracts) and federal financial Assistance subject to the TrAnsparwicy Act, as defined at 2 C.F.R. Port 170.320 (and subawards); and (B) $25,000,000 or store in annual grass revenues train fbdeiat procurement contracts (and subcontracts) and federal financial Assistance subject to die Transparency Act, as defined at 2 C.F.R. Part 170,320 (surf snbawards); and ii. The public does act have access to Information about the compensation of the executives through periodic reports filed tinder section 13(a) or 15(d) of the Sccarities Exchange Act of 1934 (15 U.S.C. 78m(a), 78o(d)) or section 6104 of tire internal Revenue Carle of 1985. (To detennive if the public has access to the compensation inirotnratton, see Cite U.S. Security and Exchange (iommisslon total compensation dhAgs at www sec aovhmsviarslox4comn�Ixiin) 2. Whets- and when to report. You most report subrmiplom executive total compensation described ur paragraph a. 1. of Ills award term: i, To the recipient. ii. By tire end of the month following the month dui Ing which you make the sulxaward For example, if a subaward is obligated on any date during the month of October of a given year (ix., bebveen We Aber I and 31), you must report may required compensation Information of the subrecipienl by November 30 of that year, d. r-ranrpgous if, in the previous tax year, you lied gross income, from alt sources, under $300,000, you are exempt front the requirements to report: i. Subawards, and ii. The total compensation of the five most tlgldy compammodexcoutives of nay snbrecipient. e, AcJlnf Ions, ror Purposes of this Award term: 1. Hot* mans all of the ibllowhrg, as defined in 2 C.P.R. Part 25: i. A govormimatal organization, which is it suou, local Bove luncal, or Indian Tribe; ii. A foreign public emity; di. A dommslic or foreign non - profit organization; Iv. A donnesticor foreign far - profit mgmazation; v. A {federal Agency, but only ors a snbrecipient tinder in award or snlaward to a non - federal entity. 2, EAecuhve motors officers, managing paltMe, m any other employees in management positions. 3.5ubarrard: i, lids term Arcane a legit mail nnncer to provide support for the portal manca of any portion of t o substantive projector program for which you received this Award mid that you as Tire recipient award to an eligible snbrecipient. ii. The team dons not include year plvmiretnent' of property and services needed to carry out the project at program (far Oirthor "education, see Sec.__,_•210 of the adachllent to OM8 Circular A -133, "Audits of States, Local Govenunents, end Non -Profit Orgatdzatiotns "). nil. A snhnwmri Wray be provided through any legal ngreeneu, including an agrwment that you or a subracipiom annul .18 a contract 4. Submciptent moats an artily thus i, Receives fl subaward lPotn yon (the recpiern) under this award; mid fl, Is accourrtablo to you for die nee of the federal funds provided by die subawar(1, 5. Total cmnpelusltlwr means the cash and moncash dollar Val no eats nod by tits execolve during the recipient's or subrecipient's preceding fiscal year mid includes the following (for more information sec 17 C.P.£d. Part 229.402(c)(2f: i, Salwy mud bomrs. Anvm•ds ofstock, stock optiomr, andstonkoppreclation rdghis. Use the dollar amount recognized for financial statement reporting purposes with respect to ate fiscal year to accordance with the Statement of Financial Aocounbtg Standards No, 123 (Revised 2004) (FAS 123R), Slmad Based Payments. iii, i:arnings far services under nor- equi0v incentive pans, This does not include group life, health, hospitalization or medical vemburseneut plans dint do not discriminate in favor of executives, and az available generally to all Balm ied employees. iv. Change In penstmr vcrtuo. "ills is the change in present value of defined benefit and aem:uba pension plans. V, Above- ararkat earnhlyv err dy/arrad con pmxrattnn that is not tesv- ryuexlUircL vi. Other oompeisnrimn, irthe aggregate vnhre of all such other compensation leg severance, termination payments, value of lifb insurance paid on behall'of the employee, perquisites or property) for the executive exceeds $10,000. 22. Debarmmrt and Suspension Tire recipient agrees not to award Federal fiords under this progran to any petty which is &Nmed or suspended from participation in Pedeal assistance programs. 23. DuRlicative Fall(Iine.'fho recipient unde'stands and Agrees to notify tae COPS Office {fit receives, Frain airy other icing frnrding for the same item or service also fiaded under this award. Page 4 of S 55B -13 11. S. Department of Justice Office of Community Oriented Policing5•ervice,s 2015 COPS 111rhig Progrnsn Grant Terms and Conditions 24. FVhistlablower Protection. The recipient agrees not to discharge. demoio, or otherwise diserhuinare against an employee as reprisal foa'the employee disclosing information that he/she reasonably believes is evidence of gross mismanagement of a Federal contract or grail, a gross waste of Federal fiords, an abuse of authority relating to a Federal connect or grant, a substantial and specific danger to public health or sanity, or a violation of law, rule, or regulation related to a Federal contract (including the competition for or negotiation of a contract) or grant. Thu recipient Sham agrees to provide to their employees in writing (In the predominant native language of the workforce) of the rights mid remedies provided in 41 US.C. § 4712. Please see Appendix Fin flee Grant Owner's Memel raja till text ofthe statute. 25. Mandatory Diselm a� Recipients and subrucipioms most timely disclose in writing to the COPS Office or pass- tivuugh entity, as applicable, all federal criminal law violations involving fnmd, bribery, or gratuity that may potentially affect the awarded federal faid ng. Failure to make required disclosures can result in any of the remedles, including suspension mid debarment, described in the Uniform Administrative Requirements, Cost Principles, and Audit Requlrzoems for Federal Awm'ds, 2 C.P.R. § 200.338 ns adoptecl by the Department ofJustico in 2 C.P.R. § 2800.10(. 26, CmaDlcf ot'Inknrest Federal awardees and subavmrdees mast disclose In writing to the COPS Oftice or pass - through entity, to applicable, any potential conflict of interest affecting the awarded federal running iu accordatwe with the Unil'omr Administrative Requh'ements, Cost Principles, and Audit Requirements for Federal Awards, 2 C.F.R. § 200.112 as adopted by the Uepnrtuent ofJusdcc hr 2 C.F.R. §2800,101, 27. Contrail: Provisions All counsels made by the rempienis under the Federal award must comaur the provisions required under 2 C.F.R- Part 200, Appendix It hr Part 200— Contract Frovim(HIS for Neu- Federal Pertity, Contracts tinder Federal Awards, as adopted by the Department orJustice in 2 C,F,R, § 2800.101. Please sec Appendix G m the Grind Owner's Manual for a full text of the conhmclprovisions. 28, Restrictions oil internal Conndenliutity Amraenrents No recipient or subreoipiant under tlds awm'd, or entity that receives a contract or subcontraetwtth any foods under this award, may require any employee or contractor to sign all internal wufldentiaWy mincemeat or statement that prohibits m otherwise rom cads the 1a vfid repeating of waste, O'aud, or abuse to mr investigative or law enforcement representative era fedorat department or agency nuthorizod to receive quell information, Page 5 of 5 55B -14 Award Document Supplement 2019 COPS hiring Program (CUP) By signing the Award Document to accept this COPS Hiring ;Program (CIIP) gran(, the grantee agrees to abide by the following Special Award Conditions and /or High Risk Conditions: Special Award Conditions Advancing Department of Justice Priority Crime Problem Awards Your agency has been selected for a. COPS Hiring Program (CHP) grant to address a particular Department of Justice priority crime probleln /focus area, based specifically on your CHI) grant application's community policing strategy to improve your agency's public safety response to the critical issues of School Based Policing through School Resource Officers (SRO), Gun Violence, Homeland Security, Building Trust or Homicide Reduction, Please be advised that, in accepting this grant, your agency is agreeing to this Special Condition to its CHI' grant award that requires your agency's COPS-funded otii,cers (or an equivalent number of locally- funded officers) to initiate or oultanoe your agency's community policing strategy to address one of the priority crime problem identified above. By signing the 20t5 CHP grant award, your agency understands and agrees to the followhng: • You' agency will implement the ane specific community policing strategy identified in Your CHP grant application; • Your agency will address its specific priority crime problem throughout the entire CHP grant period; • Your agency will implement any organizational changes identified in its CHP grant application in Section 6B, Questions 1.2 and 13; • Your agency will cooperate with any grant monitoring by the COPS Office to ensure that it is initiating or enhancing its community policing efforts to address its priority crime problem, which may include your agency having to respond to additional or modified reporting requirements, _Memorandum of Understanding Requirement (School Based Policing through School Resouree Officers Focus .Area. Only) By signing the 2015 CHP grant award, grantees using CHP funding to hire and /or deploy School Resource Officers into schools understand and agree to the following: • Your agency must submit a signed Memorandum of Understanding (MOU) between the law enforcement agency and the school partner(s) to the COPS Office, The MOU "lust be submitted to tho Cops Office within 90 days of the date shown on the award congratulatory letter. • Your agency's MOU must contain the following information: 55B -15 • The purpose of the MOO • Clearly defined roles and responsibilities of the school district and the law enforcement agency, focusing officers' roles on safety • Information sharing • Supervision responsibility and chain of command for the SRO • Signatures Note: please refer to the MOU Fact Sheet for a detailed explanation of the requirements under each of the bullets. Your agency's implementation of the CHIP grant without submission of the required MOU within the 90 day timeframe may result in expenditures not being reitnbursed by the COPS Office and /or award de- obligation. 4PMOVED AS TO WORM A. pm Laura A. Rossini anior Assistant City Attornc. 55B -16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: AMENDMENT TO EXECUTIVE MANAGEMENT CLASSIFICATION AND COMPENSATION PLAN {STRATEGIC PLAN NO. 7, 6) RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED 0 As Recommended © As Amended ® Ordinance on 15' Reading © Ordinance on 2ne Reading © Implementing Resolution ❑ Set Public Wearing For CONTINUED TO FILE NUMBER Adopt a resolution that reestablishes the Basic Classification and Compensation Plan for classifications of employment designated as unrepresented Executive Management and amends the Fiscal Year 2015 -16 Annual Budget. DISCUSSION During the course of this year, the City has engaged in contract negotiations with all five bargaining units of represented full -time employees. In each case, settlements resulted in two year agreements, with a 2.5% salary increase granted to employees on July 1, 2015 and on July 1. 2016. It is the City's desire that unrepresented Executive Management (EM) classifications receive the same adjustments in wages and benefits as are provided to represented employees of the City of Santa Ana. Therefore, the City Manager is proposing a 2.5% increase effective July 1, 2015, and a 2.5% increase effective July 1, 2016, for each of the eight executive management job classifications. These compensation adjustments will extend the City's ability to attract and retain the highest quality executive managers. Pursuant to paragraph 2. Compensation, Section 2.1, Salary, of the City Clerk's employment contract, the COLA increase will apply to that position as well. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #7 — Team Santa Ana, Objective #6 - (Provide a positive workplace environment that supports the health of its employees and celebrates its success and Goals). 55C -1 Amendment to Executive Management Classification and Compensation Plan December 15, 2015 Page 2 FISCAL IMPACT This agreement will result in a cost of $37,379 during fiscal year 2015 -16 and a cost of $74,758 during fiscal year 2016 -17 for a total cost to the City of $112,137. Funds are available in the salary accounts of the various agencies with executive management employees. 1. w Gt Raya Executive Director Personnel Services Department Exhibit: 1. Resolution 55C -2 APPROVED AS TO FUNDS AND ACCOUNTS: Francisco Gutierrez Executive Director Finance & Management Services Agency LAR 12/8115 RESOLUTION NO. 2015- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO AMEND RESOLUTION NO. 2015 -026 TO AMEND THE CITY'S BASIC CLASSIFICATION AND COMPENSATION PLAN FOR CERTAIN CLASSIFICATIONS OF EMPLOYMENT DESIGNATED AS UNREPRESENTED EXECUTIVE MANAGEMENT. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1: The City Council hereby finds, determines and declares as follows; A. Section 1004, Article X of the City Charter of the City of Santa Ana requires the City Manager to prepare, install and maintain a position classification and pay plan subject to civil service rules and regulations and the approval of the City Council. B. On June 16, 2015, the City Council passed and adopted Resolution No. 2015 -026 amending and re- establishing the Basic Classification and Compensation Plan for all Full -Time and Part -Time Classifications of Officers and Employees of the City of Santa Ana. Attached hereto and marked as Exhibit "1" and incorporated by reference is Resolution No. 2015 -026. C. The City of Santa Ana's Basic Compensation and Benefit Plan for classes of employment designated as Unrepresented Executive Management (EM) as set forth in Resolution No. 2015 -026, is attached to Exhibit 1" as Exhibit "A" to the City's Resolution No. 2015 -026. D. The City Council has amended and reestablished the Basic Classification and Compensation Plans on numerous occasions since adoption. E. The City Council has approved Memorandum of Understanding with several represented bargaining units to provide across -the -board base salary increases during Fiscal Years 2015 -2016 and 2016 -2017. Specifically: On August 4, 2015, The City Council approved Memorandum of Understandings with the Santa Ana Managers Association, the Confidential Association of the City of Santa Ana, Service Employees International Union, Part -Time Civil Service Unit, and Police Management Association which provided for a 2.5% salary increase on July 1, 2015 and July 1, 2016; Resolution 2015 - Page 1 of 4 55C -3 b. On November 3, 2015, The City Council approved a Memorandum of Understanding with the Police Officer's Association which provided for a 2.5% salary increase on July 1, 2015 and July 1, 2016; and On November 17, 2015, The City Council approved a Memorandum of Understanding with the Service Employees International Union which provided for a 2.5% salary increase on July 1, 2015 and July 1, 2016. It is the City's desire that unrepresented Executive Management (EM) classifications shall continue to be subject to the same adjustments in wages and benefits as are provided for represented Full -Time Employees of the City of Santa Ana. It is the City's desire to: Adjust the base salaries assigned to unrepresented Executive Management classifications by the same percentage, on the same dates and in the same manner as provided represented Santa Ana Management Association (SAMA), Police Management Association (PMA), Service Employees International Union, Local 721 (SEIU), Police Officers Association (POA) and Confidential Association of Santa Ana (CASA) employee classifications as shown below: July 1, 2015: 2.5% July 1, 2016: 2.5% This base salary adjustment will also apply to any other employees within the City with an Executive Management "me too" provision in their employment contract, specifically, the City Clerk. c. It is now desired to amend Council Resolution No. 2015 -026, as amended, and the Annual Budget for fiscal Year 2015 -2016 as set forth in Resolution No. 2015 -2878, as amended, in order to effect these changes, as shown below: Section 2: The Santa Ana City Council amends Resolution No. 2015 -026 (Exhibit "1" to this Resolution), Exhibit A, Section 1, Paragraph B entitled Schedule of Salaries, to adjust the salary rate ranges for classifications of employment designated as unrepresented Executive Management (EM) as set forth below: Classification Title 15 -Step Salary Rate Range (SRR) Effective 7/1/15 FROM Monthly Salary TO Monthly Salary SRR Min -Max SRR Min -Max Assistant City Manager (EM) EM -39 ($11271 - $15925) EM -39 ($11553- $16324) Chief Technology Innovations EM -35 ($10213 - $14427) EM -35 ($10469- $14788) Officer (EM) Resolution 2015 - Page 2 of 4 55C -4 Deputy City Manager (EM) Police Chief (EM) Executive Director of Community Development (EM) Executive Director of Finance and Management Services (EM) Executive Director of Parks, Rec and Community Services (EM) Executive Director of Personnel Services (EM) Executive Director of Planning and Building Safety (EM) Executive Director of Public Works (EM) Special Assistant to the City Manager (EM) EM -41 ($11843- $16733) EM -41 ($12140 - $17152) EM -47 ($13732 - $19405) EM -47 ($14076- $19891) EM -33 ($9719- $13732) EM -33 ($9962 - $14076) EM -37 ($10729 - $15159) EM -37 ($10998- $15538) EM -37 ($10729 - $15159) EM -37 ($10998 - $15538) EM -33 ($9719 - $13732) EM -33 ($9962- $14076) EM -42 ($12137- $17152)EM -42 ($12441 - $17581) EM -38 ($10996 - $15538) EM -38 ($11271 - $15927) EM -37 ($10729 - $15159) EM -37 ($10998- $15538) Section 3: The City Council amends Attachment 1 to Exhibit A of Resolution No. 2015 -026 (attached hereto as Exhibit "1 ") to reflect the Schedule of Salary Rate Ranges for Unrepresented Executive- Management Classes of Employment Effective 7/1/2015 attached hereto and marked as Exhibit "2." Section 4: That except as amended by this Resolution, all other provision of Resolution No. 2015 -026, as amended, shall remain in full force and effect. Resolution No. 2015 - Page 3 of 4 55C -5 Section 5: This Resolution shall be operative immediately upon adoption by the City Council. ADOPTED this 15th day of December, 2015, Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R. Carvalho City Attorney Aq� By: tGZ /t �4ru Laura A. Rossini Senior Assistant City Attorney AYES: NOES: ABSTAIN: NOT PRESENT: Cou Councilmembers Councilmembers Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2015 - to be the original resolution adopted by the City Council of the City of Santa Ana on January 14, 2016. Date: Resolution 2015 - Page 4 of 4 55C -6 Clerk of the Council City of Santa Ana RESOLUTION NO. 2015-026 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA TO AMEND AND REESTABLISH THE CITY'S BASIC CLASSIFICATION AND COMPENSATION PLANS TO EFFECT CERTAIN CHANGES, AND TO RESCIND RESOLUTION NOS. 2015 -001 AND 2015 -008. BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SANTA ANA AS FOLLOWS: Section 1: The City Council hereby finds, determines and declares as follows: A. Section 1004, Article X of the City Charter of the City of Santa Ana requires the City Manager to prepare, install and maintain a position classification and pay plan subject to civil service rules and regulations and the approval of the City Council. B. On January 20, 2015, the City Council passed and adopted Resolution No. 2015 -001, modifying, reestablishing and delineating the Basic Compensation and Benefit Plan for classes of employment designated as Unrepresented Executive Management (EM). C. The City of Santa Ana's Basic Compensation and Benefit Plan for classes of employment designated as Unrepresented Executive Management (EM), is attached hereto as exhibit "A," and is made a part hereof. D. On February 17, 2015, the City Council passed and adopted Resolution No, 2015 -008, amending and reestablishing the Basic Classification and Compensation Plan for all full -time and part -time classifications of employment, excepting Executive Management. E. The City of Santa Ana's Position Classification and Pay Plan for all full - time and part -time classifications of employment, is attached hereto as exhibits °B" through "I ", and is made a part hereof. F. The City Council has amended and reestablished the Basic Classification and Compensation Plans on numerous occasions since adoption. G. With the adoption of the Annual Budget for Fiscal Year 2015 -2016, the City Council authorized certain organizational, staffing, and compensation changes which affect a number of classification titles in the City's Basic Classification and Compensation Plans. Resolution No. 2015 -026 Page 1 of 7 55C -7 H. Aligned with the goals of restructuring the City's current Information Services organization to reflect a progressive and responsive structure that is focused on enhancing service delivery and reflects industry best practices, the City Manager proposes the City's IT Assessment Steering Committee recommendations to add the full -time classification title of Chief Technology Innovations Officer (EM) (see Exhibit A) in the Basic Compensation and Benefit Plan for classes of employment designated as Unrepresented Executive Management (EM), and to add the full -time classification title of Project Management Officer (AM) (see Exhibit E) in the Position Classification and Pay Plan, to advance the City's IT vision and support the Information Technology Strategic Plan (ITSP) 5 -year Roadmap. I. To assist in focusing our resources towards programs and activities with the greatest potential to successfully achieve our budget vision and purpose, the Executive Director of Finance and Management Services proposes adding the full -time classification title of Budget Supervisor (AM) (see Exhibit E) in the Position Classification and Pay Plan. J. To increase communication and effectiveness with risk management, the Executive Director of Personnel Services proposes adding the full -time classification title of Risk Management Coordinator (UC) (see Exhibit B) to the Position Classification and Pay Plan, to provide a level of analysis and technical expertise beyond the scope of the City's current job classification assigned to coordinate liability claim investigation and resolution functions, insurance procurement and loss control activities. K. In order to enhance project and service delivery and achieve operating efficiencies through improved alignment between titles and evolving business processes throughout the Public Works Agency, the Executive Director of Public Works proposes adding the following full -time classification titles to the Position Classification and Pay Plan; 1. Community Liaison (see Exhibit F) will interface with the public and with property owners /occupants affected by infrastructure projects to ensure timely notification, substantive consideration of project impacts to commerce and quality of life, feasible mitigation of impacts, first point of contact for responsive review and resolution of public concerns relating to Public Works projects and programs; Resolution No. 2015 -026 Page 2 of 7 55C -8 2. GIS Systems Analyst /Programmer (see Exhibit F) will collaborate to develop and implement Citywide Geographic Information Systems (GIS) standard operating procedures for recording and maintaining spatial data with reference to City assets, public infrastructure, and patterns of use and points /areas of interest to the general public, Council and staff. This position will also ensure data quality and timely updates and provide geospatial analysis for policy and project development and review; 3, Maintenance Enterprise Administrator (AM) (see Exhibit E) will participate in and oversee Maintenance Division organizational studies, budget development, administration and forecasting with broad responsibility for operational, fiscal, and human resources process optimization; 4. NPDES Manager (see Exhibit F) will coordinate intergovernmental relations, including permit terms and program funding, to ensure long- term alignment of City /Agency efforts with applicable mandates and community interest relative to the National Pollutant Discharge Elimination System (NPDES); 5. Public Works Project Manager (see Exhibit F) will serve as the single primary point of contact and coordination for all phases of Public Works projects, relieving engineers of most project management duties and ensuring timely and efficient completion of Council - approved projects; 6. Safety Coordinator (see Exhibit F) will create and maintain safety - oriented loss minimization plans, identify and coordinate job, location and task - specific training to Public Works staff; deliver and /or coordinate safety training and report regularly to and collaborate with the City Safety Committee on agency- specific and citywide opportunities for worker health and well -being through workplace safety; and, 7. Senior Water Services Supervisor (see Exhibit F) will oversee field maintenance personnel and activities for Water and Sewer systems service, maintenance, and improvement. L. In keeping with the City's practice to assign job titles that reflect the duties and responsibilities of the classification, and are consistent with other classifications within the City's organization structure, the Executive Director of Finance and Management Services recommends job classification titles in Fleet Services be changed, with no change in Resolution No. 2015 -026 55C -9 Page 3 of 7 compensation, in the Position and Classification Pay Plan (See Exhibit F) as follows: 1. Fleet Equipment Supervisor to Fleet Services Supervisor; 2. Fleet Equipment Technician I to Fleet Services Technician I; 3. Fleet Equipment Technician II to Fleet Services Technician II; 4. Fleet Equipment Technician III to Fleet Services Technician III; and, 5. Senior Fleet Equipment Supervisor to Senior Fleet Services Supervisor. M. In keeping with the City's practice to assign job titles that reflect the duties and responsibilities of the classification, and are consistent with other classifications within the City's organization structure, the Executive Director of Parks, Recreation and Community Services recommends job classification titles in Park Services be changed, with no change in compensation, in the Position and Classification Pay Plan (See Exhibit F) as follows; 1. Park Maintenance Inspector I to Park Services Inspector I; 2. Park Maintenance Inspector 11 to Park Services Inspector 11; 3. Park Maintenance Supervisor to Park Services Inspection Supervisor; and, 4. Senior Park Maintenance Supervisor to Senior Park Services Inspection Supervisor. N. In keeping with the City's practice of assigning job titles that reflect the duties and responsibilities of the classification, and are consistent with comparable job titles in the current labor market, the Interim Community Preservation Manager recommends the Community Preservation Division of the Planning and Building Agency be renamed the Code Enforcement Division and that the job classification titles in that division be changed, with no change in compensation, in the Position and Classification Pay Plan as follows: 1. Community Preservation Coordinator to Code Enforcement Coordinator (see Exhibit E); 2. Community Preservation Inspector to Code Enforcement Officer (see Exhibit F); 3. Community Preservation Manager to Code Enforcement Manager (see Exhibit E); Resolution No, 2015 -026 Page 4 of 7 55C -10 4. Community Preservation Technician to Code Enforcement Technician; and (see Exhibit F); and, 5. Senior Community Preservation Inspector to Code Enforcement Supervisor (see Exhibit F). 0. In keeping with the City's practice of assigning job titles that reflect the duties and responsibilities of the classification, and are consistent with comparable job titles in the current labor market, while ensuring that the compensation properly aligns with the compensation of other middle management classifications in the City and in the labor market, the Executive Director of Personnel Services recommends changing the job classification title of Information Services Manager (MM) to Information Services and Network Manager (MM) and adjusting the compensation (see Exhibit E). P. It is now desired to rescind Council Resolution Nos. 2015 -001 and 2015 -008, reestablish the City's Basic Classification and Compensation Plans, and affect the aforementioned changes. Section 2. That Resolution Nos. 2015 -001 and 2015 -008, as amended, are hereby rescinded in their entirety. Section 3. This Resolution is operative from and after July 1, 2015. ADOPTED this 161h day of June, 2015. APPROVED AS TO FORM: Sonia R. Carvalho City Attorney By: 0(/t k- Sonia R. Carvalho Resolution No. 2015 -026 55C -11 Page 5 of 7 AYES: Councilmembers: Amezcua, Benavides Martinez Pulido, Reyna, Sarmiento Tinalero (7) NOES: Councilmembers: None (0) ABSTAIN: Councilmembers: None (0) NOT PRESENT: Councilmembers: None (0) CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, .do hereby attest to and certify the attached Resolution No. 2015 -026 to be the original Resolution adopted by the City Council of the City of Santa Ana on June 16, 2015, Date: 60%I-a2 fs'— Resoluilon No. 2015 -026 Page 6 of 7 55C -12 --,�'' �"�'`�'�`-�✓� / 1'��� fir'_ Clerk of the Council City of Santa Ana PLEASE SEE LASERFICHE FOR RESOLUTION NO,2015 -026 EXHIBITS A -I Resolution No, 2015 -026 Page 7 of 7 55C -13 EXHIBIT A THE BASIC COMPENSATION AND BENEFIT PLAN FOR CLASSES OF EMPLOYMENT DESIGNATED AS UNREPRESENTED EXECUTIVE MANAGEMENT (EM), Unrepresented Executive Management (EM) Basic Compensation and Benefit Plan Effective July 1, 2015. Section 1. Executive Manaaement (EM) Classifications and Compensation Plan. A. Unrepresented Executive Management (EM Fmoloyee Classifications Assistant City Manager (EM) CHIEF TECHNOLOGY INNOVATIONS OFFICER 711/15 Deputy City Manager (EM) Police Chief (EM) Executive Director of Community Development (EM) (EM) — NEW TITLE EFFECTIVE Executive Director of Parks, Recreation and Community Services (EM) Executive Director of Personnel Services (EM) Executive Director of Planning and Building Safety (EM) Executive Director of Public Works (EM) Special Assistant to the City Manager (EM) B. Schedule of Salaries, A schedule of salaries showing salary rate ranges for classifications of employment designated as unrepresented Executive Management (EM), Is attached hereto as attachment "1" and made a part hereof as though set forth in full herein. The schedule for unrepresented Executive Management (EM) classifications and effective dates is listed as follows: Salary Schedule Assistant City Manager (EM) EM -39 02/01/2015 CHIEF TECHNOLOGY INNOVATIONS OFFICER (EM) EM -35 07101/2015 Deputy City Manager (EM) EM -41 02101/2015 Police Chief (EM) EM -47 02/01/2015 Executive Director of Community Development (EM) EM -33 02/01/2015 Executive Director of Finance and Management Services (EM) EM-37 02/01/2015 Executive Director of Parks, Recreation and Community Services (EM) EM-37 02/01/2015 Executive Director of Personnel Services (EM) EM -33 02/01/2015 Executive Director of Planning and Building Safety (EM) EM -42 02/01/2015 Executive Director of Public Works (EM) EM -38 02/01/2015 55C -14 Special Assistant to the City Manager (EM) EM -37 02/01/2015 The unrepresented Executive Management (EM) salary schedule contains numerous salary rate ranges, each range comprised of fifteen (15) separate rates of pay shown in monthly amounts. The rate ranges are Identified by a two -digit number preceded by the capital letters "EM" for Executive Management. The separate rates of pay or steps within each salary rate range are identified by the numbers "1" through "15" inclusive, with Step "1" being the lowest or minimum rate of the range, Step "8" the middle or midpoint rate of the range, and Step "15" being the highest or maximum rate. Terminal Classifications, The capitalized letter "'T" shown within parenthesis [i.e., (T)] next to a classification title signifies a position classification that has been designated as "terminal" by formal City Council action and, as such, will be deleted from this classification and compensation plan for unrepresented Executive Management (EM) classifications of employment when vacated by its last remaining Incumbent. No new appointment may be made to a classification that has been designated as terminal. Section 2. Special Pay Additives and Additional Compensation Provisions. Bilingual Skill Pair. Qualified employees who are assigned to positions involving the regular and frequent use of bilingual all in both English and either Spanish, Vietnamese or any other language designated by the City Manager will be paid in the highest amount as available to represented management employees. Incumbents of positions where bilingual proficiency is essential to the performance of duties and responsibilities of a critical and /or emergency nature, or of positions where bilingual public contact is a major, essential or integral element of the work being performed, will be paid in the highest amount as available to represented management employees. Section 3. Administration and Applicability of the Compensation Plan A. Unless specified otherwise herein, unrepresented Executive Management (EM) employees will be subject to the same changes in compensation plan provisions, including but not limited to, sick leave maximum accrual; bereavement leave; holidays; longevity vacation cash out; health and dental insurance; access to participation in the City's Vision Plan; retirement; Retirement Health Savings Plan; and work week schedule, as provided in the highest amount as available to represented management employees on or after January 1, 2015. B. Compensation Plan Implementation, Upon implementation of the basic salary schedule set forth In Sub- section 1.B, of this Resolution, a current incumbent of an Executive Management (EM) classification listed herein above will be placed at the monthly rate in the assigned salary rate range which matches the incumbent's assigned base monthly salary rate on the day preceding the effective date of this Resolution. C. Hiri_„ cPa_y Poles, A newly hired Executive Management (EM) employee will be compensated at a monthly rate within the lower third of the salary range (Steps 1 through 5) for his /her job classification as authorized by the appointing authority. When economic conditions, unusual employment conditions, or exceptional qualifications of a candidate for employment indicates a higher rate would be in the City's best interest, 55C -15 the City Manager may authorize compensating the new employee within the middle third of the salary range (Steps 6 through 10) but the higher starting salary will generally not be above Step B. D. Rates of Pay for Temporary„ and Part -Time Work. When an employee is Hired in an Executive Management (EM) olassification on a temporary basis, which is defined as employment with an anticipated duration of less than six (6) months, or an employee is hired in an Executive Management (EM) classification on a part -time basis, which is defined as employment of forty (40) hours or less per semi - monthly pay period, the employee will be paid at a rate per hour for actual time spent in the duties of his or her employment, Rate per hour will be computed to the nearest whole cent by dividing the classification's standard monthly rate of compensation by 173.33, A computation resulting in exactly one -half (1 /2) cent will fix the rate at the next higher whole cent, E. Service. The word "service" as used in this Resolution will be deemed to mean continuous, full -time service in the classification in which the employee is being considered for salary advancement, service in the higher classification or service in a classification allocated to the same salary rate range and having generally similar duties and requirements. Employees hired after the first (101) working day of the month will not be credited with "time in service" for that month when determining the length of service required for salary step advancement, A lapse of service by an Executive -Mann ge ment -(E M)- employee -fara- period -of-ti me-lo ng e rthan-te n -(1-0 )-cal en d ar-daysby- reason of resignation, quit, or discharge, will serve to eliminate the accumulated length of service time of such employee for the purpose of this Resolution. P. Appointment or Promotion of Current Employee, An employee who is appointed or promoted to an Executive Management (EM) classification from a represented management or non- management classification of the City service will be placed at a salary rate in the Executive Management (EM) salary rate range which provides a minimum of a five percent (5 %) pay increase. G. Reduction in Pay. An Executive Management (EM) employee may receive a reduction in salary on the basis of unsatisfactory work performance, conduct or other reasons at the discretion of the City Manager. H. Temporary Upgrade to an Executive Management (EM) Classification. Regular employees of the City who are incumbents of classes of employment not included in this Resolution and who are temporarily upgraded to an Executive Management (EM) classification will receive a five percent (5 %) increase or the minimum rate of the Executive Management (EM) salary range, whichever is higher, In accordance with current upgrade provisions. L Reallocation, of Salary Rate Ranges, When an employee is in an Executive Management (EM) classification which is reallocated from the current salary rate range to a different salary rate range, the employee will retain the same salary stop he or she held prior to the reallocation. The employee will retain credit for length of service in such salary step towards advancement to the next higher salary step, 55C -16 J. YY- mating, in special circumstances the City Manager may approve compensating an employee in excess of the salary range of the classification to which he or she is assigned by "freezing" the employee's salary at the current rate. In such cases, incumbents will not receive step increases or current and future general "across - the- board" salary adjustments scheduled for other classes until the salary level is equal to or greater than the "frozen" salary for the assigned classification. K. Z- Ratina, A Z -Rate is a special salary rate established by the City Manager which allows an employee who has been reclassified to a classification at a lower salary rate range to be paid at a rate of pay higher than that assigned to his or her reclassified position title for a specified transition time period. Section 4. Health and WBenefits, The following optional insurance benefits available to Executive Management (EM) employees are provided through a cafeteria plan adopted in accordance with the provisions of Internal Revenue Code § 126. The City will contribute to the cafeteria plan in the highest amount as available to represented management employees. Since the City contracts with CaIPERS for medical Insurance, the amount described above will include the CaIPERS statutory minimum paid by the City. A. Medical insurance. Eligible Executive Management (EM) employees may select any of the medical insurance plan options offered by CalPERS. B. Dental insurance. Eligible Executive Management (EM) employees will have the ability to select either an HMO or PPO dental insurance plan. C. Vision insurance, Eligible Executive Management (EM) employees will have the ability to select vision insurance coverage through the City's insurance provider, D. Cash In -Lieu of Benefits. Executive Management (EM) employees will be eligible to receive cash (subject to taxation as wages) through the cafeteria plan If they either opt -out of receiving one of the optional benefits provided through the plan or if they choose optional benefits that do not cast as much as the maximum dollar amount they receive through the plan, E. Employee Contributions for Benefits. if an Executive Management (EM) employee chooses optional benefits whose aggregate premium cost exceeds the maximum City Contributions to the Cafeteria Plan, the City will automatically deduct the excess premium amount on a pre -tax basis from the employee's regular paycheck. F. Disability Insurance, The City will pay one hundred percent (100 %) of the premium cost for a long -term disability insurance plan under the policy it maintains on behalf of its employees in order to provide Executive Management (EM) employees a monthly benefit of sixty -six and two- thirds percent (66 2/3) of base monthly salary (insured payroll), less offsets contained in the existing plan, to a maximum monthly benefit of $5,000. 55C -17 G, Life Insurance and Accidental Death & Person 1jp AD &P--L - 1. Th e City will pay one hundred percent (100 %) of the premium cost for term life and AD &PL insurance coverage under the policy it maintains on behalf of its employees in order to provide Executive Management (EM) employees with life and AD &PL insurance coverage In an amount equal to three times the employee's annual rate of salary to a maximum of $300,000 provided Executive Management (EM) employees can provide evidence of insurability for coverage above $150,000 if so required by the terms and conditions of said term life and AD &PL insurance policy. In the event an Executive Management (EM) employee is determined to be ineligible for said insurance coverage, the City will attempt to provide as much coverage as may be obtained at a reasonable cost without having to provide evidence of insurability, Section 5. Leave Accruals and Cash -Out Provisions. A. Paid Holiday Time Off. Executive Management (EM) employees are not required to appear for work, except in emergencies, and will receive payment at his or her current base salary rate for the following twelve (12) holidays during each year: January 1st; third Monday in January; third Monday in February; last Monday in May; July 4th; first Monday in September; November 11th; Thanksgiving Day and the day immediately-frrllowing- (Friday); C- hristmas- Day; tha -iast- working - day- before-Ctrristmas Day (unless Christmas Day falls on Thursday, In which instance the day following Christmas Day will be observed) and one (1) floating holiday. Any holiday which falls on Sunday will be observed on the following Monday and any holiday which falls on a Saturday will be observed on the Friday preceding the holiday, B. Vacation Time Off, Executive Management (EM) employees will be granted regular and longevlty paid vacation leave on the same basis as provided to represented employees of the City, with the exception that such affected employees will be granted: 1, Regular vacation with pay at the annual rate of fifteen (15) working days for each of his or her first and second completed year of service. 2. An additional five (5) working days per year over the regular and longevity vacation accruals applicable to represented employees of the City, Affected Executive Management (EM) employees must take at least five (5) consecutive days of vacation leave each year. C. Lon evit Vacation Credits for Newl Hired Executive Management (EM) FmylcyE es. The City Manager is authorized to grant to a person newly hired by the City to a position designated as Executive Management (EM), longevity vacation credits In the form of years of service to the City up to a maximum of 20 years. The credits will be counted as completed years of service with the City for the purpose of calculating longevity vacation accrual only. The longevity vacation credits will be added to the years of service actually completed with the City of Santa Ana by the employee to establish total years of service for the purpose of calculating longevity vacation. 55C -18 D. on evil and Vacation Pay Option. Once per fiscal year, Executive Management (EM) employees will be given the option to receive cash compensation, computed on a straight time basis, in lieu of up to five (5) working days of earned, unused vacation benefits set forth in Section B, E. Sick Leave Credits for New Hires. The City Manager is authorized to grant a newly appointed Executive Management (EM) employee sick leave credits up to an amount equal to any earned but unused sick leave credits available to such appointee at the time of his or her separation from his or her most recent previous employer. F. Payment for Unused Sick Leavq, Executive Management (EM) employees will be granted payment for unused sick leave on the same basis as provided to Santa Ana Management Association (SAMA) represented employees of the City. G. Paid or unpaid Administrative Leave Policy. The City Manager is authorized to grant, at his or her discretion, paid or unpaid leave for Executive Management (EM) employees, Section 6. Retirement Plan Contributions. A. The terms of the existing contract between the City and California Public Employees' Retirement System (CalPERS) governing the City retirement benefits of Executive Management (EM) employees covered by this Resolution are incorporated by reference herein. The City will make contributions to CaIPERS in accordance with its contract with CWPERS for employees covered by said contract as amended, B. 2.7% at 55 Service Retirement Benefit for Classic Miscellaneous Members. The City agrees to provide Executive Management (EM) employees covered by this Resolution, and who are defined as Classic Miscellaneous Members under the California Public Employees' Pension Reform Act (PEPRA). of 2013 (AB340), with the 2.7% at 55 Service Retirement benefit, C. Payment of 2,7% at 55 Service Retirement Benefit. Classic Miscellaneous Executive Management (EM) employees covered by this Resolution will contribute eight percent (8 %) of CalPERS reportable compensation toward the employer cost of the 2.7% at 55 enhanced retirement formula. This payment will be implemented as cost - sharing pursuant to Government Code Section 20516(f). Pre - Taxable Benefit. To the extent permitted by CalPERS and Internal Revenue Service regulations, this eight percent (8 %) employee contribution will be implemented through payroll deductions on a pre -tax basis. D, 2,0% at 62 Service Retirement Benefifi for New Miscellaneous - embers. The City agrees to provide Executive Management (EM) employees covered by this Resolution who were appointed to their classification on or after January 1, 2013, and who are defined as new members under the California Public Employees' Pension Reform Act (PEPRA) of 2013 (AB340), with the 2.0% at 62 Service Retirement benefit. E, Pay_menf of 2,0 °(fit „,62 Service Retirement, Benefit, Executive Management 55C -19 (EM) employees defined in 6.D. (above) will contribute at least 60% of normal cost of the 2.0% at 62 retirement benefit, Pre - Taxable Benefit. To the extent permitted by CaIPERS and Internal Revenue Service regulations, the City will make the above employee deductions pre-tax contributions. F. 3% at 60 Service Retirement Benefit for Classic Safety Members, The City agrees to provide Executive Management (EM) employees covered by this Resolution, and who are defined as Classic Safety Members under the California Public Employees' Pension Reform Act (PEPRA) of 2013 (AB340), with the 3% at 50 Service Retirement benefit. G. Payment of 3.0% at 50 Service Retirement Benefit, Classic Safety Executive Management (EM) employees covered by this Resolution will contribute nine percent (9 %) of CaIPERS reportable compensation toward the employer cost of the 3.0% at 50 enhanced retirement formula. This payment will be implemented as cost - sharing pursuant to Government Code Section 20516(f), Pre - Taxable Benefit. To the extent permitted by CalPERS and Internal Revenue Service regulations, this nine percent (9 %) employee contribution will be implemented through payroll deduction on a pre -tax basis, provide Executive Management (EM) employees covered by this Resolution who were appointed to their classification on or after January 1, 2013, and who are defined as new members under the California Public Employees' Pension Reform Act (PEPRA) of 2013 (AB340), with the 2.7% @ 57 Service Retirement benefit. I. Payment of 2.7% at 57 Service Retirement Benefit. Executive Management (EM) employees defined in 6.1-1. (above) will contribute at least 50% of normal cost of the 2.7% at 57 retirement benefit, Pre - Taxable Benefit. To the extent permitted by CaIPERS and Internal Revenue Service regulations, the City will make the above employee deductions pre -tax contributions. J. Final Compensation for Pension Calculation. Final compensation for Classic Safety and Classic Miscellaneous Members will be based on the highest annual average compensation earnable during the 12 consecutive months immediately preceding the effective date of his or her retirement, or some other 12 consecutive month period designated by the member. Final compensation for Safety and Miscellaneous Members who are defined as New Members under PEPRA will be based on the highest annual average compensation earnable during the 36 consecutive months immediately preceding the effective date of his or her retirement, or some other 36 consecutive month period designated by the member. K. Military Service Credit as Public Service, An Executive Management (EM) employee covered by this Resolution will be permitted to purchase up to four (4) years of service credit for any continuous active mllitary or merchant marine service prior to 55C -20 employment, The cost to purchase this service credit is subject to CaIPERS Regulations and calculated using a present value method. L. Deferred„ Reliremgnt_for Classic Safety and Classic Miscellaneous Mem ers as defined in Section B and F (above , The City will continue to make payments to CaIPERS on behalf of each eligible affected employee in an amount necessary to pay one hundred percent (100 %n) of his or her individual retirement contribution which is equal to eight percent (8 %) of reportable compensation for Classic Miscellaneous Members and nine percent (9 %) for Classic Safety Members. Such payments will be credited to the individual employee's CaIPERS account. Such payments are not an increase in base salary and no salary rate range applicable to any of the employees covered by this Resolution will be changed or deemed to have been changed by reason thereof. As a result, the City will not treat these payments as ordinary income and thus will not withhold federal or state income tax from said payments. The City previously received a ruling from the Internal Revenue Service confirming that such payments are deferred compensation and not ordinary income. In the event that the City receives a new ruling from the Internal Revenue Service that such payments are ordinary income of the employees Instead of deferred compensation, the City's obligation to make such payments will discontinue and in place thereof the reportable compensation of each Classic Miscellaneous Member eligible for the 2,7% at 66 Benefits Formula will be increased by eight percent (8 %) and each Classic Safety Member eligible for the 3% at 50 Benefits Formula will be increased by nine percent (9 %). For the purpose of reporting an employee's compensation to CalPERS, the City will include these payments as if they were a part of the employee's reportable compensation. Section 7. Tuition Relmbyrsement. Executive Management (EM) employees are eligible to participate in the Training and Education Assistance Program provided for all regular, full -time employees of the Clty. Reimbursement will be based on the cost of tuition, required enrollment/registration fees, miscellaneous fees (health, parking, student union fees, etc.) and all required texts, eBooks and related material for each course. Maximum tuition reimbursement will be paid in the highest amount as available to other represented employees. Section 8. Medical Retirement Subsidy Plan, A. The City's current annual contribution towards the Medical Retirement Subsidy Plan for Executive Management (EM) employees covered under this Resolution is 1.76% of the base salary, which is based on the first payroll period in October and deposited no later than October 31't of each year. B. The plan will be administered by the City, at no cost to Executive Management (EM) employees pursuant to the written directives of Executive Management (EM) employees. The funds contributed by the City will be maintained in such a manner as to ensure that the funds are invested in a reasonably secure plan that bears a reasonable rate of interest/growth given current financial markets, For purposes of this Resolution, 55C -21 investments made pursuant to the then current Statement of Investment Policy for the City of Santa Ana, will be deemed to meet the requirements of this section. This program is for medical insurance premium reduction only. C. Effective November 28, 2011, the City adopted a resolution authorizing implementation of the "Vantage Care" Retirement Health Savings Plan (RI-IS), which designated ICMA -RC as the administrator of the plan. 1. The City agrees to amend the current contract with ICMA -RC to allow unrepresented Executive Management (EM) employees to participate in the Retiree Health Savings Plan upon approval of the majority of Executive Management (EM) employees. 2. Upon establishment of the RHS and adoption of the RHS plan by Executive Management (EM) employees, and upon instructions from Executive Management (EM) employees the City's annual contribution of 1.75% deposited in the Medical Retirement Subsidy Plan will cease. Concurrently with said cessation, the City will increase the base pay of each Executive Management (EM) employee by 1,25% with said amount being deposited into employees' Individual RHS accounts each pay period. This 1.25% increase in base Is In -lieu of the Annual City Contribution of 1.75% paid to the Medical Retirement Subsidy fund in October each year. 3. If said RHS Plan is established after the annual payment of 1.75% into the existing Medical Retirement Subsidy plan has been made, the salary adjustment and deposit into the RHS of the 1.25% described in paragraph 8.C.2. above will be effective July 1, 2015. 4. Upon approval to participate in the RHS, Executive Management (EM) employees will determine how the existing Medical Retirement Subsidy Plan funds will be distributed among Its membership and, if applicable, its retired members. Executive Management (EM) employees will dissolve the existing Medical Retirement Subsidy plan by June 30, 2016, unless said deadline has been extended by mutual agreement of Executive Management (EM) employees and the City. Section g. Auto Allowance. With the exception of the Police Chief who receives a City vehicle, the City will contribute five hundred dollars ($500) per month to each Executive Management (EM) employee to offset reasonable and necessary expenses for the operation, maintenance and Insuring of an automobile. in lieu of receiving five hundred dollars ($500) per month, the employee may request and be provided with an optional vehicle. This provision is in accordance with and as specified in Section 2 -300, Division 1, Article IV, Santa Ana Municipal Code. Section 10. Referred Compensation. The City has established and maintains a deferred compensation plan pursuant to the provisions of Section 457(b) of the Internal Revenue Code. Executive Management (EM) employees covered under this resolution, at his or her sole discretion, may defer to have deposited into the City's 457(b) plan a portion of his or her compensation up to the maximum amount permitted by law. 55C -22 The City is desirous of establishing a 4,01(a) deferred compensation plan, As permissible by law the City will establish a 401(a) deferred compensation plan at a future date. Executive Management (EM) employees covered under this resolution, at his or her sole discretion, may defer to have deposited into said 401(a) plan upon its establishment a portion of his or her compensation up to the maximum amount permitted by law. All contributions into the 457(b) and 401(a) plan are voluntary employee contributions and will meet the requirements of the Internal Revenue Code. Evaluation System. The provision of the unrepresented Executive Management (EM) performance -based evaluation system are as follows: 11.1 Purpose. The basic purpose of the performance -based evaluation system is to help attract, retain and motivate highly competent Executive Managers and to provide them with a strong incentive to excel. 11.2 Specific Compensation Determination. A. The City Manager is hereby given the authority to set the individual compensation, to make adjustments thereto and to make appointments at any salary within the established range for all executive positions except the City Manager, the City Attorney, and the Clerk of the Council, which will be made by the City Council. B. The City Manager will establish performance criteria and appraisal guidelines to be utilized in setting Individual compensation for Executive Management (EM) employees. C. After the salary of an employee has been first established and fixed under this plan, salary advancement through the remaining steps of the 15 -step salary rate range will be based on the results of an annual performance evaluation. 11.3 Evaluation Svstem Component s. The evaluation system will be comprised of the following components: A. Annual Objectives. The system will include a list of outcome- based, measurable objectives to be achieved which have been mutually agreed upon between the appropriate appointing authority and each individual manager subject to his or her authority. A relative weight will be assigned to each objective listed with a minimum weight of 10% and all must total 100 %. B, Managerial Behaviors. In addition to his or her performance in achieving agreed upon objectives, each Executive Manager will also be evaluated for his or her managerial behavior performance, including such behavior as communication (oral or written), analysis and problem solving, decislon- maldng and judgment, planning and organization, management control, leadership, interpersonal relations, time- management, technical knowledge, handling of stress, etc. 55C -23 11.4 Performance Evaluation Gui elines. A. The City Manager will annually evaluate the performance of each of his or her Executive Management (EM) employees annually to determine their individual eligibility for a performance increase and how much, if any, increase will be given. Such annual performance evaluation will occur once a year and will cover the twelve month period preceding that date, Additionally, at least one informal mid -year progress review will be held between the City Manager and each of his or her Executive Management (EM) employees. B, Performance Ratings, Each manager's performance in relation to his or her agreed upon annual objectives and managerial behaviors will be evaluated according to the following performance rating scale: Point Ratinq Performance Levels S Significantly Exceeds Expectations: Consistently exceeds all objectives requirements and expectations by a wide margin. 2 Exceeds Expectations: and exceeds several, Meets Expectations: Meets objectives and requirements. g Below Expectations: Fails to meet some objectives and requirements. 1 Unacceptable: Performance is significantly below the minimum required. 11.5 Performance -Based Salary Adjustments, Each Executive Management (EM) employee may be eligible to receive an annual performance - based, in -range salary increase and /or one-time monetary payment based on a percentage of current annual rate of base salary, or be subject to a performance -based salary reduction, In accordance with the following: A. For overall performance rated as "Significantly Exceeds Expectations," either step increases or one -time monetary payment or a combination of step increases and one -time monetary payment not to exceed seven and one -half percent (7.5 %) In Coto. B. For overall performance rated as "Exceeds Expectations," either step increases or one -time monetary payment or a combination of a step increase and one- time monetary payment not to exceed five percent (5 %) in toto. 55C -24 C. For overall performance rated as "Meets Expectations," a one -time monetary payment in an amount up to but not to exceed two and one -half percent (2.5 %) of current annual rate of base salary or advancement of one step (2.5 %) within the salary rate range, D. For overall performance rated as "Below Expectations," no performance salary increase or monetary Incentive payment, E. For overall performance rated as "Unacceptable," no performance salary Increase or monetary incentive payment. Additionally, any Executive Management (EM) employee who has received such a rating and who is being paid at a step higher than the minimum rate of the salary rate range, may be reduced by one or more steps at the discretion of the City Manager. 8ppljcatlon of Guidelines. 1. If an Executive Manager who is recommended for a performance increase is at the maximum of his or her salary rate range, then the entire performance Increase must be awarded the equivalent amount in a one -time monetary incentive payment. 2. Any one -time monetary incentive payment granted under this plan Is not an Increase in base salary and no salary rate range applicable to any management employee covered by this Resolution will be changed or deemed to have been changed by reason of such payment. 3. The City Manager will be responsible for the development and administration of detailed administrative procedures and guidelines for the consistent and effective application of the unrepresented Executive Management (EM) performance -based evaluation system. Such procedures and guidelines will define how performance objectives, measures and standards are developed; when and how performance reviews are to be carried out; how performance component ratings and composite ratings will be scored; and how performance salary Increase and monetary incentive payment options are to be exercised. Section 12. Miscellaneous Provisions A. Catastrophic Leave Donation, Executive Management (EM) employees will be eligible to donate and receive catastrophic leave donations as provided to ail other represented employees. B. Electronic Device Stipend. Executive Management (EM) employees who use their own personal electronic devices for City business in Ileu of receiving a City owned device will be eligible to receive a stipend at a level matching that received by SAMA employees. C. Other Ui e) esentoi 6Clitiye Management (EM) Employee Rights and Privileges. Each employee in a classification of employment designated in Sub - section 1.A, of this Resolution as unrepresented Executive Management (EM) will continue to 55C -25 enjoy the same rights and privileges to which they were entitled under Resolution 91- 066 unless otherwise amended, altered or eliminated herein. 55C -26 `LID 6i N ct R M 0 N 1{2 M R 4 R LO eRey R O P� �l�+f'}i M N If) C.� d' fil Ypwy� M W ^ N M M w 6) O O r r r r I N N M m t0 M w ( a M r Mp d Mc�• R edy pp h N 4 ••h� M O W Q r N V hr 4 N V h m N N W M d h R M M o N MRU OA N ON MN r M O d h Mh N � � Np �•.� �dp d• (N� M Nr� a� < Qa a 0 a 0 O O O 0 vN- �� N N N In q M d Y' dR' n LO t() tM0 c~p f� h oM' M W 0(•� In 0) N In M w W M R h N t� dR M m M tf� tt7 M N O b fM/1 ^N„ W CM 6J b O .N- N N N M CM+) Ch? 'd d' V` N tMfJ N N W OM W W Co � U � M ��,pp M BMW N OM h v d N dd• h.. Oh NMy M N�� M� Md Q O tt�� MM O N d• R tP N d' R m N N 0 0) W a § b CY P O T .In- alf)- tb N� r c Mr MW r N O m p Np (� V m N fd0 N N t(j M O M1 O M r O Nc� W N NM M N M to O� w M w OY Oi 0) 0) Q) tl tl 0 O "I `"r' N� M r T � 3 .�U �' d MOM f0 SD O M N r.() M d Nd•• a (b M R h N N ddR•• M a w th M M N In i Q 15 O rW P W MA -0 N a N m O CS RG 4 N M IN N N M M M q0 d V 0 m W W r LL O M O O (0 ID b M a 0 M M O) W M M R dd• h N tf) 4R M a M N N m IQ O N M w w W a a 0 Ohl 00J b h0 Q r r N N M M M 'd' 'tl' d' If In w to W O M R r M rn w o `N �I' (ri N d' N N tUCi M d' IMF• Chi M 1`M• o "N�' `� tf Cn M N ti M M M 0 01 m 01 01 O O O 0 r '+- <' N N N M M d' CO N N fC) Ln M- fA [n (0 �v� 4 d• 0 0 O W M M (o N 001 F M dM' 4R+J to I< W M n N M N M N M N R R M m O p Np t(5 (tlPl I0 r h m W W O OZ ONi p hl O 0 r0 x0•- l� r (M� eN-• r wN^ i� aM••• w�•. ems- ��p pC�r} M� V rM- 0 N 0 ti N M M d• 0 R 6Ri m r N OJ 40 M In `cb" w a bi a m a o n CN") ttYY rn MM tt�0 ��pp O dd�� O n O CO N h W W w M M dr g— N O O b O h r In r N d N•• N f7 M M) d' tl 4? N R N 2 R M N l0 M r d h V h O NNNE ttt3 h h W �a�,(� r0 Npp uNJ •CcO� � W N�N c��Uyy N 0 h UM'> w ChY dµ in P. oMf M `rn. N � � M1 � h � r. W N M p7 W 61 (n 6 � O O 6 � r .r- � rN^ h� N +M- C sM-• � � c M m b N M d• 1,() SO h (71 O N N N N N N N N N V W W w W W w w w w w w w w w w w W LU w w w w w w w w w w w w w 55C -27 EXHIBIT B CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES REPRESENTED BY THE CONFIDENTIAL ASSOCIATION OF THE CITY OF SANTA ANA (CASA) CLASSIFICATION TITLE BUDGET AIDE (UC) BUDGET ANALYST (UC) COUNCIL SERVICES SECRETARY (UC) EXECUTIVE ASSISTANT (UC) EXECUTIVE SECRETARY TO THE POLICE CHIEF (UC) FINANCE EXECUTIVE SECRETARY (UC) FINANCIAL ANALYST (UC) LEGAL OFFICE ASSISTANT (UC) LEGAL SECRETARY (UC) 6 -STEP S&M RATE RANGE EFFECTIVE 10101/14 SRR' Monthly, Salary Minimum - Maximum 642 $4847 - $6186 668 $5602 - $7024 589 $3741 - $4777 645 $4919 - $6278 620 $4350 -$5657 616 $4268 - $5449 663 $5370 - $6853 544 $3002 - $3831 588 $3722 - $4753 LIABILITY-CL-AIMS-PROCESSOR (UC) 593 — $351 87 ` LOSS CONTROL ANALYST (UC) 663 $5370 - $6853 LOSS CONTROL TECHNICIAN (UC) 642 $4847 - $6186 MANAGEMENT AIDE (UC) 042 $4847 -$6186 MANAGEMENT ANALYST (UC) 668 $5502 - $7024 MANAGEMENT ASSISTANT (EXEMPT) (UC) 668 $5502 - $7024 PARALEGAL (EXEMPT) (UC) 623 $4415 -$5639 PAYROLL SYSTEMS ANALYST (UC) 708 $0689 - $8536 PAYROLL TECHNICIAN (UC) 622 $4393 - $5611 PERSONNEL ANALYST (UC) 663 $5370 -$6853 PERSONNEL EXECUTIVE SECRETARY (UC) 610 $4142 - $5291 PERSONNEL SECRETARY (UC) 689 $3741 - $4777 PERSONNEL SERVICES RECEPTIONIST (UC) 571 $3423. $4371 PERSONNEL SERVICES SPECIALIST (UC) 581 $3594 - $4590 PERSONNEL TECHNICIAN (UC) 622 $4393 . $5611 POLICE PERSONNEL SERVICES SPECIALIST (UC) 602 $3984 - $5089 RISK MANAGEMENT COORDINATOR (UC) - NEW TITLE EFFECTIVE 711115 648 $4930 • $6291 RISK MANAGEMENT TECHNICIAN (UC) 622 $4393 - $5811 SECRETARY TO THE CITY MANAGER (UC) 666 $5449 - $6955 SENIOR BUDGET ANALYST (UC) 697 $6338 - $8089 SENIOR FINANCIAL ANALYST (UC) 707 $6650 -$8494 SENIOR LEGAL MANAGEMENT ASSISTANT (EXEMPT) (UC) 697 $6338 -$8089 SENIOR LEGAL OFFICE ASSISTANT (UC) 671 $3423 - $4371 SENIOR LEGAL. SECRETARY (UC) 610 $4142 - $6291 SENIOR MANAGEMENT ANALYST (UC) 697 $6338 - $8089 SENIOR MANAGEMENT ASSISTANT (EXEMPT) (UC) 697 $6338 - $8089 55C -28 EXHIBIT B Cont'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES REPRESENTED BY THE CONFIDENTIAL ASSOCIATION OF THE CITY OF SANTA ANA (CASA) CLA551FICATION TITLE SENIOR PARALEGAL (EXEMPT) (UC) SENIOR PAYROLL TECHNICIAN (L1C) SENIOR PERSONNEL ANALYST (UC) SENIOR PERSONNEL RECEPTIONIST (UC) SENIOR PERSONNEL SERVICES SPECIALIST (UC) SENIOR PERSONNEL TECHNICIAN (UC) SENIOR RISK MANAGEMENT TECHNICIAN (UC) SENIOR WORKERS' COMP. CLAIMS ASSISTANT (UC) SENIOR WORKERS' COMP. CLAIMS EXAM. (UC) SENIOR WORKERS' COMPENSATION SYSTEMS TECH (UC) TRAINING COORDINATOR (UC) WORKERS' COMPENSATION CLAIMS ASSISTANT (UC) WORKERS' COMPENSATION CLAIMS EXAMINER (UC) WORKERS' COMPENSATION SYSTEMS TECHNICIAN (UC) 6 -5.TEP SALARY RATE RANGE 642 EFFECTIV /01114 SRR Monthly Salary 617 Minimum • Maximum 663 $5370 -$6853 642 $4847 -$6186 707 $6656 -$8494 589 $3741 -$4777 602 $39$4 -$5089 642 $4847 -$6186 642 $4847 -$6186 617 $4289 -$5476 682 $6891 -$7520 627 $4504 -$5749 707 $6656 -$8494 593 $3812 - $4870 652 $5089- $6495 603 $4003 -$5114 Footnotes Effective 10/1/14, SRR obsolete due to 1,25% Increase In-lieu of Medical Retirement Subsidy. '(UC)" is the parenthatical identiflor used to designate classification titles as Unaffillated Confidential. Somalia and cony pensallon provisions For classification titles represented by CASA are by Agreement, and are outlined In the Memorandum of Understanding established between the City and the Bargaining Unit. This ClassiFlcatlon and Pay Plan was adopted through Resolution on 6/16/15, effective 7/1115, 55C -29 EXHIBIT CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA POLICE MANAGEMENT ASSOCIATION (PMA) SWORN CLASSIFICATION TITLE POLICE CAPTAIN (RM) POLICE LIEUTENANT (RM) NON -SWORN CLASSIFICATION TITLE JAIL ADMINISTRATOR (RM) 4 -STEP SALARY RATE RANGE EFFECTIVE 711113 SRR Monthly Minimum - Maximum M834 $12223- $14150 M800 $10360- $11982 5 -STEP SALARY RATE RANGE EFFECTIVE 711113 SRR Monthly Sala (t4I01mum - Maximum M813 $110$1 - $13409 rl !- I ✓"PkVIVIIMQ I r I IV C IVIHIN 1Qmrx in vq IVI / U4 sp o6.oa • �p 1 0000 POLICE COMMUNICATIONS MANAGER (RM) M739 $ 7685 -$ 9342 POLICE SYSTEMS MANAGER (RM) M777 $ 9280 - $11254 Footnotes * "(RM)" Is the parenthetical Identifier used to designate classlfcatlon titles as Represented Management. '* Benefits and compensation provisions for classifcalion titles represented by PMA are by Agreement, and are outlined in the Memorandum of Understanding astabiished between the City and the Bargaining Unit. "* Thls Claesifoatlon and Pa. y Plan was adopted through Resolutlon on BI18/15, effective 711/15. 55C -30 WIBIT D CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA POLICE OFFICERS ASSOCIATION (PDA) SWORN CLASSIFICATION TITLE POLICE OFFICER POLICE SERGEANT NON -SWORN CLASSIFICATION TITLE ANIMAL SERVICE OFFICER I ANIMAL SERVICE OFFICER II BACKGROUND INVESTIGATOR COMMUNICATIONS SERVICES OFFICER CORRECTIONAL OFFICER CORRECTIONAL SUPERVISOR CRIME RESEARCH AIDE CRIME RESEARCH ANALYST EMERGENCY OPERATIONS COORDINATOR FIREARMS EXAMINER FORENSIC SERVICES SUPERVISOR FORENSIC SPECIALIST I FORENSIC SPECIALIST II PARKING CONTROL 01 -FICER POLICE ATHLETICIACTIVITIES LEAGUE ASSISTANT DIR POLICE COMMUNICATIONS SUPERVISOR POLICE COMMUNITY SERVICES SPECIALIST POLICE EVIDENCE AND SUPPLY SPECIALIST POLICE EVIDENCE AND SUPPLY SUPERVISOR POLICE INVESTIGATIVE SPECIALIST POLICE PI -IOTQ /VIDEO SPECIALIST POLICE PROPERTY AND EVIDENCE SUPERVISOR POLICE RECRUIT POLICE SERVICE OFFICER POLICE SERVICES DISPATCHER 55C -31 5 -STEP SALARY RATE RANGE EFFECTIVE 7/1113 SRR Monthly Salar,� minlmum - Maximum 690 $6050 -$7355 733 $7463 -$9073 6 -STEP SALARY RATE RANGE EFFECTIVE 7!1113 SRR Monthly Salary Minimum - Maximum 626 $4426 -$5382 656 $5126•$6230 641 $4764 -$5790 621 $4317 - $5252 641 $4764 - $5790 690 $5050 - $7355 652 $5026 - $6110 678 $5706 - $6937 710 $6670 -$8109 697 $6260 - $7609 728 $7283 -$8853 652 $5026 -$6110 671 $5515 -$6702 591 $3728 -$4533 620 $4296 -$5226 086 $5934 - $7211 641 $4764 - $5790 624 $4382 -$5330 644 $4834 -$6876 641 $4764 - $5790 621 $4317 - $5252 644 $4834 -$5876 650 $4978 -$6050 621 $4317 -$5252 646 $4882 -$5934 EXHIBIT D Cont'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA POLICE OFFICERS ASSOCIATION (PDA) NON -SWORN CLASSIFICATION TITLE RANGEMASTER SENIOR PARKING CONTROL OFFICER TRAFFIC SERVICES SPECIALIST S -STEP SALARY RATE RANGE EFFECTIVE 711113 SRR Monthly Salary Minimum - Maximum 621 $4317 -$5252 611 $4111 -$5002 641 $4764 -$5790 .Eootnotes " Benefits and componsatlen provisions for classifloetion titles represented by POA are by Agreement, and are ou0lhad in the Memorandum of Understanding cstabll shed between the City and the fdargaining Unit, "* This Classification and Pay Plan was adopted through Resolution on 6110/15, effective 7/1/15. 55C -32 EXH. IPIT E CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA MANAGEMENT ASSOCIATION (SAMA) 6 -STEP SALARY RAPE RANGE EFFECTIVE 10/01/14 17 -STEP SALARY RATE RANGE §M Monthly Salary ADMINISTRATIVE MANAGEMENT CLASSIFICATION TITLE SRR* Minimum - Maximum APPLICATIONS SYSTEMS MANAGER (AM) AM774 $9231-$11226 APPLICATIONS/TECH SUPPORT MANAGER (AM) AM784 $9697 -$11786 BENEFITS AND COMPENSATION SUPERVISOR (AM) AM734 $7593 - $ 9231 BENEFITS SUPERVISOR (AM) AM723 $7196 -$ 8749 BUDGET AND RESEARCH MANAGER (AM) AM764 $8792 - $10690 BUDGET SUPERVISOR (AM) EFFECTIVE 711115 AM744 $7973 -$ 9697 COMMUNITY PRESERVATION COORDINATOR (AM) - TITLE MM-26 $ 9164- $13601 CHANGED TO CODE ENFORCEMENT COORDINATOR (AM) MM -26 $ 9164 - $13601 EFFECTIVE 7/1115 AM725 $7266 -$ 8884 CORRECTIONAL MANAGER (AM) AM737 $7704 -$ 9366 MAINTENANCE ENTERPRISE ADMINISTRATOR (AM) . NEW MM -26 $ 9164- $13601 TITLE EFFECTIVE 711115 AM760 $8621 - $10479 PRINCIPAL MANAGEMENT ANALYST (AM) AM734 $7593 -$ 9231 PRINCIPAL PLANNER (AM) AM760 $8621 - $10479 PROJECT MANAGEMENT OFFICER (AM) - NEW TITLE EFFECTIVE 7/1/15 AM784 $9697 - $11786 SUPERVISOR OF INSPECTIONS (AM) AM746 $8012 - $ 9745 WORKERS' COMPENSATION SUPERVISOR (AM) AM723 $7196 - $ 8749 17 -STEP SALARY RATE RANGE 55C -33 EFFECTIVE 10/011)4 SRR* Mon Sala MIDDLE MANAGEMENT CLASSIFICATION TITLE Minimum - Maximum ACCOUNTING MANAGER (MM) MM -25 $ 8940 - $13272 ADMINISTRATIVE SERVICES MANAGER (MM) MM -22 $ 8303 - $12324 ASSISTANT CITY ATTORNEY (MM) MM -22 $ 8303-$12324 ASSISTANT DIR OF COMMUNITY DEVELOPMENT (MM) MM -26 $ 9164 - $13601 ASSISTANT DIR OF FINANCE AND MANAGEMENT SVCS (MM) MM -28 $ 9627 - $14292 ASSISTANT DIR OF PARKS, REC, AND CMTY SVCS (MM) MM-26 $ 9164- $13601 ASSISTANT DIR OF PERSONNEL SERVICES (MM) MM -26 $ 9164 - $13601 ASSISTANT DIR OF PLANNING AND BUILDING (MM) MM -28 $ 9627 - $14292 ASSISTANT TO THE 01 -TY MANAGER (MM) MM -22 $ 8303 - $12324 BUILDING SAFETY MANAGER (MM) MM -26 $ 9164- $13601 CHIEF ASSISTANT CITYATTORNEY(MM) MM -30 $10115 - $15015 CITY ENGINEER (MM) MM -28 $ 9627 - $14292 55C -33 EXHIBIT E Cont'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES REPRESENTED BY THE SANTAANA MANAGEMENT ASSOCIATION (SAMA) COMMUNITY PRESERVATION MANAGER (MM) TITLE CHANGED TO CODE ENFORCEMENT MANAGER (MM) EFFECTIVE 7 /1/15 MM -26 $ 9164 - $13601 COMMUNITY SERVICESMANAGER.(MM) 5 -STEP SALARY RATE RANGE $ 8303 - $12324 EFFECTIVE 10/01/14 MIDDLE MANAGEMENT CLASSIFICATION TITLE SRR* Monthly Salary CITY TRAFFIC ENGINEER (MM) MM -25 $ 8940 - $13272 COMMUNITY DEVELOPMENT MANAGER (MM) MM -22 $ 8303- $12324 COMMUNITY PRESERVATION MANAGER (MM) TITLE CHANGED TO CODE ENFORCEMENT MANAGER (MM) EFFECTIVE 7 /1/15 MM -26 $ 9164 - $13601 COMMUNITY SERVICESMANAGER.(MM) MM -22 $ 8303 - $12324 CORPORATE YARD FACILITIES /FLEET SVCS MGR (MM) MM -22 $ 8303 - $12324 COUNCIL SERVICES MANAGER (MM) MM -22 $ 8303 - $12324 DEPUTY BUILDING OFFICIAL /NEW CONSTRUCTION (MM) MM -22 $ 8303 - $12324 DEPUTY BUILDING OFFICIAL/PLAN CHECK (MM) MM -25 $ 8940 - $13272 DEPUTY CITY ATTORNEY (MM) MM -12 $ 6484-$ 9627 DEPUTY CITY -ENG.I N.EER-(MM) MM-25 $- 8940--$1 -3V-2 ECONOMIC DEVELOPMENT MANAGER (MM) MM -22 $ 8303 - $12324 FACILITIES MAINTENANCE SUPERINTENDENT (MM) MM -18 $ 7522 - $11164 HOUSING DIVISION MANAGER (MM) MM -22 $ 8303 - $12324 INFORMATION SERVICES MANAGER (MM) TITLE CHANGED TO MM -25 $ 8940 - $13272 INFORMATION SERVICES AND NETWORK MANAGER (MM) TO TO EFFECTIVE 7/1115 MM -22 $ $303 - $12324 LIBRARY OPERATIONS MANAGER (MM) MM -17 $ 7338 - $10893 PLANNING MANAGER (MM) MM -26 $ 9164- $13601 PRINCIPAL CIVIL ENGINEER (MM) NIM -25 $ 8940 - $13272 PUBLIC WORKS MAINTENANCE MANAGER (MM) MM -24 $ 8720 - $12947 RISK MANAGER (MM) MM -23 $ 8508 - $12633 SENIOR ASSISTANT CITY ATTORNEY (MM) MM -28 $ 9627 - $14292 STRATEGIC COMMUNICATIONS MANAGER (MM) MM -10 $ 7708 - $11443 TRANSIT PROGRAM MANAGER (MM) MM -25 $ 8940 - $13272 TRANSPORTATION MANAGER (MM) MM -25 $ 8940- $13272 TREASURY AND CUSTOMER SERVICES MANAGER (MM) MM -22 $ 8303 - $12324 WATER RESOURCES MANAGER (MM) MM -26 $ 9164 - $13601 ZOO MANAGER (MM) MM -22 $ 8303 - $12324 Footnote " Effective 1011/14, SRR obsolete due to 1.25% Increase In -Ilea of Medical Retirement Subaldy. ** "(AM)" Is the parenthetical Identifier used to designate classiflcation titles as Administrative Management. *'* "(MM)" is the parenthetical identifler used to designate coaslficatlon titles as Middle Management, Benefits and oompensalion provisions for classification titles represented by SAMA are by Agreement, and are outlined In the Memorandum of Understanding established between the City and the Bargaining Unit, This Classification and Pay Plan was adopted through Resolution an 6/16115, effective 711/15. 55C -34 EXHIBIT F CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 1839/ SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 55C -35 7-STEP SALARY RATE RANGE EFFECTIVE Zl1113 SRR MonthlYSalary FULL-TIME CLASSIFICATION TITLE Minimum •Maximum ACCOUNTANTI 634 $4601 -$6170 ACCOUNTANTII 662 $5278 -$7073 ACCOUNTING ASSISTANT 583 $3586 -$4810 ACCOUNTING ASSISTANT /SYSTEMS TECHNICIAN 583 $3586 -$4810 ACCOUNTS PAYABLE SUPERVISOR 537 $4671 -$6260 ACTIVE. TRANSPORTATION COORDINATOR ** 673 $5569 -$7463 ASSISTANT BUYER* 598 $3861 -$5176 ASSISTANT ENGINEER 702 $6415 -$8599 ASSISTANT ENGINEER II 716 $6869 -$9205 ASSISTANT FLEET EQUIPMENT TECHNICIAN 578 $3507, -$4694 ASSISTANT INSTRUMENT TECHNICIAN 609 $4074 -$5461 ASSISTANT LIBRARIAN 592 $3747 -$5026 ASSISTANT PARK$ /LANDSCAPE PLANNER 643 $4810 - $6446 ASSISTANT PLAN CHECK ENGINEER 702 $6415 -$8599 ASSISTANT PLAN CHECK ENGINEER II 716 $6869 - $9205 ASSISTANT PLANNER 1 643 $4810-$6446 ASSISTANT PLANNER II 663 $5304-$7107 ASSISTANT TRAFFIC OPERATIONS ENGINEER 716 $6869 - $9205 ASSOCIATE PARKAND LANDSCAPE PLANNER 693 $6140 -$8229 ASSOCIATE PLAN CHECK ENGINEER 731 $7391-$9906 ASSOCIATE PLANNER 693 $6140 -$8229 BIBLIOGRAPHIC TECHNICIAN 582 $3568 -$4787 BUILDING INSPECTOR 643 $481D -$6446 BUILDING MAINTENANCE AIDE 561 $3221 -$4317 BUILDING MAINTENANCE SUPERVISOR 653 $5051 -$6768 BUILDING MAINTENANCE TECHNICIAN 601 $3915 - $5252 BUILDING TECHNICIAN 595 $3803 -$5101 BUSINESS TAX COLLECTOR /INSPECTOR 607 $4034 -$5408 BUYER 647 $4906 -$6574 BUYER /SYSTEMS TECHNICIAN 647 $4906 -$6574 CENTRAL SERVICES SUPERVISOR 607 $4034 -$5408 COMBINATION BUILDING INSPECTOR 643 $4810 -$6446 COMMUNITY DEVELOPMENT ANALYST 658 $5176 -$6987 COMMUNITY DEVELOPMENT COMMISSION SECRETARY 579 $3519 -$4718 COMMUNITY DEVELOPMENT DISTRICT MANAGER 713 $6768 -$9073 COMMUNITY DEVELOPMENT TECHNICIAN 612 $4132-$5542 55C -35 EXHIBIT F Cont'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) FULL-TIME CLASSIFICATION TITLE COMMUNITY EVENTS SUPERVISOR' COMMUNITY LIAISON - NEW TITLE EFFECTIVE 7/1115 COMMUNITY PRESERVATION INSPECTOR -TITLE CHANGED TO CODE ENFORCEMENT OFFICER EFFECTIVE 7/1115 COMMUNITY PRESERVATION TECHNICIAN -TITLE CHANGED TO CODE ENFORCEMENT TECHNICIAN 7-STEP SALARY RATE RANGE EFFECTIVE 711/13 SRR Monthly Salary Mlnlmum - Maximum 668 $6494 -$7283 664 $5330 -$7141 643 $4810 - $6446 COM MUN ITY SERVICES SU PERVISOR 683 $5847 -$7837 COMPUTER OPERATOR 607 $4034 -$5408 COMPUTER PROGRAMMER 650 $4978 -$6670 COMPUTER SYSTEMS ANALYST /PROGRAMMER 670 $5488 -$7355 CONSTRUCTION INSPECTOR 643 $4810 - $6446 CONSTRUCTION INSPECTOR II 653 $5051 -$6768 CONTRACTS ADMINISTRATOR 643 $4810-$6446 CORRECTIONAL RECORDS SPECIALIST 544 $2965 -$3974 CUSTODIALAIDE /PORTER 506 $2463 °$3302 CUSTODIAN 536 $2853•$3822 CUSTODIAN SUPERVISOR 588 $3676 -$4930 CUSTOMER SERVICE REPRESENTATIVE 591 $3728 -$5002 DATA ENTRY OFFICE ASST 561 $3221 -$4317 DATA ENTRY OPERATOR 552 $3082 -$4132 DATA ENTRY SPECIALIST 561 $3221-$4317 DEPUTY CLERK OFTHE COUNCIL 602 $3935 -$5278 DOWNTOWN DEVELOPMENT LIAISON* 664 $5330 -$7141 ECONOMIC DEVELOPMENT AIDE 612 $4132 -$5542 ECONOMIC DEVELOPMENT SPECIALIST 1 663 $5304- $7107 ECONOMIC DEVELOPMENT SPECIALIST II 693 $6140 -$8229 ECONOMIC D EVELOPMENT SPECIALIST 111 723 $7107 -$9529 ELECTRICAL INSPECTOR 643 $4810 -$6446 EMPLOYMENT SERVICES FISCAL SPECIALIST 634 $4601 -$6170 ENGINEERING AIDE 597 $3841. -$5151 ENVIRONMENTAL COORDINATOR 693 $6140 -$8229 EQUIPMENT OPERATOR 602 $3935 -$5278 55C -36 EXHIBIT F ConYd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) FULL-7IMg CLASAUgAIPRIM EQUIPMENT OPERATOR - WATER SERVICES EXECUTIVE SECRETARY FACILITIES SUPERVISOR FLEET EQUIPMENT SUPERVISOR - TITLE CHANGED TO FLEET SERVICES SUPERVISOR EFFECTIVE 7/1115 FLEET EQUIPMENT TECHNICIAN I - TITLE CHANGED TO FLEET SERVICES TECHNICIAN I EFFECTIVE 7 /1,/15 FLEET EQUIPMENT TECHNICIAN II - TITLE CHANGED TO FLEET SERVICES TECHNICIAN If EFFECTIVE 7 /1 /15 FLEET EQUIPMENT TECHNICIAN III - TITLE CHANGED TO FLEET SERVICES TECHNICIAN III EFFECTIVE 7/1/15 FLEET PARTS SPECIALIST GENERAL MAINTENANCE AIDE GENERAL MAINTENANCE LEADER GENERAL MAINTENANCE SUPERVISOR GENERAL MAINTENANCE WORKER GIS ADM INISTRATOR GIS SYSTEMS ANALYST /PROGRAMMER - NEW TITLE EFFECTIVE 7/1/15 GRAPHICS DESIGNER I GRAPHICS DESIGNER II HOUSING AUTHORITY AIDE HOUSING AUTHORITY ANALYST HOUSING AUTHORITY COORDINATOR HOUSING AUTHORITY INTAKE SPECIALIST HOUSING AUTHORITY OPERATIONS SUPV. HOUSING PROGRAMS AIDE HOUSING PROGRAMS ANALYST HOUSING PROGRAMS COORDINATOR HOUSING SPECIALIST I HOUSING SPECIALIST II INFORMATION SERVICES REPRESENTATIVE INSTRUMENT TECHNICIAN INTAKE SPECIALIST LANDSCAPE DEVELOPM ENT ASSOCIATE 55C -37 7 -STEP SALARY RATE RANGE $4810 -$6446 EFFECTIVE 711/13 SRR Monthly Salmi $3221 -$4317 Minimum - Maximum 607 $4034 -$5408 600 $3896 -$5226 653 $5051 -$6768 667 $5408 -$7247 608 $4054 $5434 628 $4470 -$5992 643 $4810 -$6446 618 $4257 -$5706 561 $3221 -$4317 622 $4339- $5818 653 $5051 -$6768 601 $3915 -$5252 688 $5992 -$8029 670 $5448 -$7355 604 $3974 -$5330 624 $4382 -$5876 534 $2824 -$3784 660 $5226 -$7005 723 $7107 -$9529 549 $3040 -$4074 681 $5790 -$7761 572 $3398 -$4556 681 $5790 -$7761 723 $7107 -$9529 582 $3568 -$4787 606 $4014 -$5382 596 $3822•$5126 623 $4360 -$5847 549 $3040 -$4074 693 $6140 -$8229 EXHIBIT F Cont'd CITY OF SANTAANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL-TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE: EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) FULL-TIME CLA§SIFIC6110N TITLE LEAD ACCOUNTING ASSISTANT LEAD CORRECTIONAL, RECORDS SPECIALIST LEAD POLICE RECORDS SPECIALIST LIBRARIAN LIBRARY AIDE LIBRARY SERVICES ASSISTANT LOAN SPECIALIST MAIL CLERK /MESSENGER 7 -STEP SALARY RATE RANGE 556 EEFg„T(VE 711113 SRR Monthly Salary $3467 -$4648 Minimum - Maximum 617 $4236 -$5578 586 $3640 -$4882 596 $3822 -$5126 632 $4556 -$6110 489 $2268-$3040 534 $2824 -$3784 633 $4579 -$6140 515 $2574 -$3449 MAINTENANCE WORKER 556 $3144 -$4215 MAINTENANCE WORKER If 576 $3467 -$4648 METER READER COLLECTOR 582 $3568 - $4787 MICRO SYSTEMS PROGRAMMER 678 $5706 - $7647 MICRO SYSTEMS TECHNICIAN 612 $4132 -$5542 NEIGHBORHOOD IMPROVEMENT PROJECTS SPECIALIST* 663 $5304-$7107 NETWORK ENGINEER 718 $6937 -$9296 NETWORK SPECIALIST /WAN SYSTEMS ADMINISTRATOR 678 $5706 -$7647 NPDES MANAGER - NEW TITLE EFFECTIVE 7/1/15 703 $6446 - $8641 OFFICE ASSISTANT 534 $2824-$3784 OFFICE SPECIALIST 509 $2500 -$3352 OFFICE SUPERVISOR 603 $3954 -$5304 PARK MAINTENANCE AIDE 434 $1734- $232.2 PARK MAINTENANCE INSPECTOR I - TITLE CHANGED TO PARK SERVICES INSPECTOR I EFFECTIVE 7 /1/15 561 $3221 - $4317 PARK MAINTENANCE INSPECTOR 11- TITLE CHANGED TO PARK SERVICES INSPECTOR II EFFECTIVE 7 /1115 605 $3994 - $5356 PARK MAINTENANCE LEADER 605 $3994 -$5356 PARK MAINTENANCE SUPERVISOR - TITLE CHANGED TO PARK SERVICES INSPECTION SUPERVISOR EFFECTIVE 7/1/15 653 $5051-$5768 PARK RANGER 622 $4339 -$5818 PARKING METER OPERATIONS SUPERVISOR 615 $4194 -$5623 PARKING METER TECHNICIAN 1 565 $3285 -$4404 PARKING METER TECHNICIAN II 595 $3803 -$5101 PERMIT PROCESSOR 581 $3550 -$4764 55C -38 EXHIBIT F Cont'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 55C -39 7-STEP SALARY RATE RANGE EFFECTIVE 711113 SRR MonthlvSalaa FULL-TIME CLASSIFICATION TITLE Minimum Maximum PERMIT SUPERVISOR 663 $5304 -$7107 PERMIT TECHNICIAN 633 $4578 -$6140 PLAN EXAMINER (T) 662 $5278 -$7073 PLANNING ASSISTANT 623 $4360 -$5847 PLANNING COMMISSION SECRETARY 600 $3896 -$5226 PLUMBING INSPECTOR 643 $4870 -$6446 POLICE FISCAL OFFICER 681 $5790 -$7761 POLICE FISCAL SERVICES SUPERVISOR 650 $4978 • $6670 POLICE RECORDS SPECIALIST 554 $3113-$4173 POLICE RECORDS SUPERVISOR 621 $4317 -$5790 POLICE SYSTEMSSUPPORTANALY5T 698 $6291- $8431. PRINCIPAL LIBRARIAN 652 $5026 -$6735 PRINCIPAL PROGRAMMER ANALYST 718 $6937 -$9296 PROGRAMMER ANALYST 678 $5706 -$7647 PROJECTS MANAGER 703 $6446 -$8641 PROPERTY CONTROL SPECIALIST 582 $3568 -$4787 PROPERTY REHABILITATION ASSISTANT 582 $3568 -$4787 PUBLIC WORKS DISPATCHER 566 $3302 -$4426 PUBLIC WORKS PROJECT MANAGER - NEW TITLE EFFECTIVE 7/1/15 754 $8269.$11086 PUBLIC WORKS PROJECTS SPECIALIST 663 $5304 - $7107 PURCHASING ASSISTANT 572 $3398 -$4555 PURCHASING SPECIALIST 583 $3586 - $4810 PURCHASING SUPERVISOR 692 $6110 $8189 RECEPTIONIST 549 $3040 -$4074 RECORDS SPECIALIST 577 $3484 -$4671 RECREATION LEADER 522 $2663•$3568 RECREATION PROGRAM COORDINATOR 602 $3935 -$5278 REPROGRAPHIC EQUIPMENT OPERATOR 541 $2921 -$3915 RESIDENTIAL CONSTRUCTION SPECIALIST 643 $4810 -$6446 REVENUE AND CONTRACT COMPLIANCE AUDITOR 662 $5278 -$7073 REVENUE AND CONTRACT COMPLIANCE EXAMINER * "" 662 $5278 °$7073 REVENUE PROCESSING ASSISTANT 552 $3082 - $4132 REVENUE SUPERVISOR 637 $4671 -$6260 SAFETY COORDINATOR- NEW TITLE EFFECTIVE 7/1/15 690 $6050 -$8109 55C -39 EXHIBIT F Cont'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL.TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) JLINIVf DU I LVI IN U 11wimuiVlt 7 -STEP SALARY RATE RANGE ?.>IU4 ^y7 /AU! SENIOR CIVIL ENGINEER EFFECTIVE 7/1113 $8269- $11086 SARR„ Month Sala FULL -TIME CLASSIFICATION TITLE SENIOR COMMUNITY DEVELOPMENT ANALYST Minimum_- Maximum SANITATION INSPECTOR 592 $3747 -$5026 SANITATION INSPECTOR 11 633 $4579 -$6140 SECRETARY 579 $3519 -$4718 SECURITY ELECTRONICS TECHNICIAN 656 $5126 -$6869 SENIOR ACCOUNTANT 681 $5790 -$7761 SENIOR ACCOUNTING ASSISTANT 598 $3861 -$5176 SENIOR ACCOUNTING ASSISTANT /SYSTEMSTECHNICIAN 598 $3861 -$5176 SENIOR ASSISTANT ENGINEER 731 $7391 -$9906 JLINIVf DU I LVI IN U 11wimuiVlt OD] ?.>IU4 ^y7 /AU! SENIOR CIVIL ENGINEER 754 $8269- $11086 SENIOR COMBINATION BUILDING INSPECTOR 663 $5304 -$7107 SENIOR COMMUNITY DEVELOPMENT ANALYST 687 $5963-$7989 SENIOR COMMUNITY PRESERVATION INSPECTOR -TITLE CHANGED TO CODE ENFORCEMENT SUPERVISOR EFFECTIVE 711/15 663 $5304 -$7107 SENIOR CORRECTIONAL RECORDS SPECIALIST 571 $3381 -$4533 SENIOR DEPUTY CLERK OF THE COUNCIL 632 $4556- $6110 SENIOR ELECTRICAL INSPECTOR 663 $5304 -$7107 SENIOR ELECTRICAL SYSTEMS SPECIALIST 663 $5304 -$7107 SENIOR ENGINEER 754 $8269 - $11086 SENIOR FLEET EQUIPMENT SUPERVISOR -TITLE CHANGED TO SENIOR FLEET SERVICES SUPERVISOR EFFECTIVE 7/1/2015 687 $5963 -$7989 SENIOR GRADING SPECIALIST 663 $5304 -$7107 SENIOR HOUSING SPECIALIST 544 $4834 -$6478 SENIOR LAND SURVEYOR 764 $8683 $11640 SENIOR LIBRARIAN 637 $4671 -$6260 SENIOR UBRARYTECHNICIAN(T) 592 $3747 -$5026 SENIOR OFFICE ASSISTANT 561 $3221 -$4317 SENIOR OFFICE SPECIALIST 534 $2824 -$3784 SENIOR PARK MAINTENANCE SUPERVISOR -TITLE CHANGED TO SENIOR PARK SERVICES INSPECTION SUPERVISOR EFFECTIVE 7/l/15 683 $5847 -$7837 SENIOR PLAN CHECK ENGINEER 754 $8269•$11086 SENIOR PLANNER 713 $6768 -$9073 55C -40 ,FXIWpff F Cohfd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 1939/ SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) FULL -TIME CLASSIFICATION TITLE SENIOR PLUMBING INSPECTOR SENIOR PLUMBING /MECHANICAL SYSTEMS SPEC. SENIOR POLICE RECORDS SPECIALIST SENIOR PROGRAMMER ANALYST SENIOR RECEPTIONIST SENIOR RESIDENTIAL CONSTRUCTION SPECIALIST SENIOR SYSTEMS ADMINISTRATOR SENIOR TRAFFIC ENGINEER SENIOR TRANSPORTATION ANALYST SENIOR WATER SERVICES SUPERVISOR - NEW TITLE EFFECTIVE 7/1/15 SENIOR WATER SYSTEMS OPERATOR STOCK CLERIC STOREKEEPER STORES AND CITY YARD PROPERTY SPECIALIST * ** STORMWATER COORDINATOR STREET LIGHTING MAINTENANCE WORKER S"T"REET MAINTENANCE SUPERVISOR STREET PAINTER SUPERVISING ACCOUNTANT SUPERVISING BUYER SUPERVISING LIBRARYSERVICES ASSISTANT SUPERVISING PARK RANGER SURVEY PARTYCHIEF SURVEY PARTY TECHNICIAN I SURVEY PARTY TECHNICIAN II SYSTEMS ADMINISTRATOR SYSTEMS SUPPORT ANALYST SYSTEMS TECHNICIAN TELECOMMUNICATIONS COORDINATOR TELECOMMUNICATIONS CUSTOMER SERVICE REP. TENANTSERVICES TECHNICIAN TREASURY SERVICES SPECIALIST * **** TREASURY SERVICES SUPERVISOR TREE MAINTENANCE SUPERVISOR 55C -41 7 -STEP SALARY RATE RANGE 688 EFFECTIVE 7/1113 SRR Monthl Sala 577 Minimum • Maximum 663 $5304 -$7107 663 $5304 -$7107 581 $3550 -$4764 698 $6291 -$8431 579 $3519 -$4718 663 $5304 -$7107 670 $5488 - $7355 754 $8269- $11086 754 $8269 - $11086 688 $5992 -$8029 643 $4810 $6446 577 $3484 -$4671 612 $4132 -$5542 612 $4132 -$5542 673 $5569 -$7463 612 $4132 -$5542 653 $5051 -$6768 596 $3822 -$5126 703 $6446 -$8641 677 $5678 -$7609 566 $3302 -$4426 647 $4906 -$6574 676 $5650 -$7571 612 $4132 -$5542 643 $4810 - $6446 638 $4694 -$6291 698 $6291•$8431 578 $3501 -$4694 680 $5762-$7723 591 $3728 -$5002 579 $3519 - $4718 622 $4339 -$5818 637 $4671 -$6260 653 $5051 -$6768 EXHIBIT F Cont'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR FULL - TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 1939/ SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) WATER SERVICES SUPERVISOR 7 -STEP SALARY RATE RANGE $51.76 -$6937 WATER SERVICES UTILITY INSPECTOR EFFECTIVE 7/1113 $4694 -$6291 SRR Monthly Salary FULL -TIME CLASSIFICATION TITLE WATER SERVICES WORKER II Minimum - Maximum TREE TRIMMER 596 $3822 -$5126 UTILITIES BILLING /SYSTEMS TECHNICIAN 591. $3728 -$5002 VIDEO TECHNICIAN 634 $4601 -$6170 WATER SERVICES CREW LEADER 627 $4448 -$5963 WATER SERVICES METER REPAIRER 586 $3640 -$4882 WATER SERVICES METER REPAIRER II 606 $4014 -$5382 WATER SERVICES QUALITY COORDINATOR 678 $5706 -$7647 WATER SERVICES QUALITY INSPECTOR 638 $4694 -$6291 WATER SERVICES SUPERVISOR 658 $51.76 -$6937 WATER SERVICES UTILITY INSPECTOR 638 $4694 -$6291 WATER SERVICES WORKER 561 $3221.$4317 WATER SERVICES WORKER II 581 $3550 -$4764 WATER SYSTEMS OPERATOR 1 589 $3695-$4954 WATER SYSTEMS OPERATOR II 609 $4074 - $5461 WATER SYSTEMS OPERATOR 111 623 $4360 - $5847 WEB SYSTEMS TECHNICIAN 578 $3501 -$4694 WEBSITE ENTRY SPECIALIST 552 $3082 -$4132 WORK CENTER COORDINATOR 723 $7107 -$9529 WORKFORCE SPECIALIST 1 578 $3501- $4694 WORKFORCE SPECIALIST II 603 $3954 -$5304 WORKFORCE SPECIALIST 111 623 $4360 -$5847 WORKFORCE SPECIALIST IV 678 $5706 -$7647 YOUTH SERVICES TECHNICIAN 572 $3398 -$4556 ZOO ANIMAL REGISTRAR 583 $3586 -$4810 ZOO CURATOR 632 $4556.,$6110 ZOO CURATOR OF EDUCATION 632 $4556 -$6110 ZOO EDUCATION SPECIALIST 583 $3586-$4810 ZOO KEEPER AIDE 493 $2311 -$3098 ZOO KEEPER 553 $3098 -$4152 ZOO KEEPER II 583 $3586 -$4810 * TItIelSalary createdlchangod effective 4/01/14. *` Title /Salary created /ohanged effective 5/20/14. " *• TItIelSalary created /changed effective 7101114. 55C -42 Tltle /Salary created effective 2117115. Title /Salary created effective 311195. benefits and compensation provisions for full -time olassiflcalion titles represented by SEIU are by Agreement, and are outlined In the Memorandum of Understanding established between the City and the Bargalning Unit. This Classiflcatlon and pay flan was adopted through Resolution on 5/15/15, offecllve 711115, 55C -43 EXHIBIT G CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART -TIME CIVIL SERVICE EMPLOYEES IN FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) -STEP SALARY RATE RANGE fAoolQ IHiNI F'IWHXMCf H ILV EFFECTIVE 7/l/13 ASSISTANT FLEET EQUIPMEN "f TECHNICIAN STiF� Monthly Salary FULL.TIME CLASSIFICATION TITLE 619 Mlnlmum . Maximum ACCOUNTANTI 644 $4834 -$6170 ACCOUNTANT II 672 $5542-$7073 ACCOUNTING ASSISTANT 593 $3765 -$4810 ACCOUNTING ASSISTANT /SYSTEMS TECHNICIAN 593 $3765-$4810 ACCOUNTS PAYABLE SUPERVISOR 647 $4906 - $6260 ACTIVE TRANSPORTATION COORDINATOR'* 683 $5847,. $7463 ASSISTANT BUYER* 608 $4054 - $5176 ASSISTANT ENGINEER I 712 $6735 -$8599 fAoolQ IHiNI F'IWHXMCf H ILV ?1414- '?VLua ASSISTANT FLEET EQUIPMEN "f TECHNICIAN 688 $3676 -$4694 ASSISTANT INSTRUMENT TECHNICIAN 619 $4278 -$5461 ASSISTANT LIBRARIAN 602 $3935 -$5026 ASSISTANT PARKSILANDSCAPE PLANNER 653 $5051-$6446 ASSISTANT PLAN CHECK ENGINEER 1 712 $6735 -$8599 ASSISTANT PLAN CHECK ENGINEER II 726 $7211 -$9205 ASSISTANT PLANNER 653 $5051 -$6446 ASSISTANT PLANNER II 673 $5569 -$7107 ASSISTANT TRAFFIC OPERATIONS ENGINEER 726 $7211- $92.05 ASSOCIATE PARKAND LANDSCAPE PLANNER 703 $6446 -$8229 ASSOCIATE PLAN CHECK ENGINEER 741 $7761-$9906 ASSOCIATE PLANNER 703 $6446-$8229 BIBLIOGRAPHIC TECHNICIAN 592 $3747 -$4787 BUILDING INSPECTOR 653 $5051 -$6446 BUILDING MAINTENANCE AIDE 671 $3381 -$4317 BUILDING MAINTENANCE SUPERVISOR 663 $5304 -$6768 BUILDING MAI NTENAN CETECHNIC IAN 611 $411.1 -$5252 BUILDING TECHNICIAN 605 $3994 -$5101 BUSINESS TAX COLLECTOR/INSPECTOR 617 $4286 -$5408 BUYER 657 $5151 -$6574 BUYERISYSTEMS TECHNICIAN 667 $5151 -$6574 CENTRAL SERVICES SUPERVISOR 617 $4236 - $5408 COMBINATION BUILDING INSPECTOR 653 $5051 -$6446 COMMUNiTY DEVELOPMENT ANALYST 668 $5434 -$6937 COMMUNITY DEVELOPMENT COMMISSION SECRETARY 589 $3695-$4718 COMMUNITY DEVELOPMENT DISTRICT MANAGER 723 $7107 - $9073 55C -44 EX, HISIT G Cont' CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART -TIME CIVIL SERVICE EMPLOYEES IN FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 10391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) FULL„ -TIME CLASSIFICATION TITLE COMMUNITY DEVELOPMENT TECHNICIAN COMMUNITY EVENTS SUPERVISOR*** COMMUNITY LIAISON - NEW TITLE EFFECTIVE 711115 COMMUNITY PRESERVATION INSPECTOR. TITLE CHANGED TO CODE ENFORCEMENT OFFICER EFFECTIVE 711115 COMMUNITY PRESERVATION TECHNICIAN -TITLE CHANGED TO CODE ENFORCEMENT TECHNICIAN EFFECTIVE 711116 COMMUNITY SERVICES SUPERVISOR COMPUTER OPERATOR COMPUTER PROGRAMMER COMPUTER SYSTEMS ANALYST /PROGRAMMER CONSTRUCTION INSPECTOR I CONSTRUCTION INSPECTOR II CONTRACTS ADMINISTRATOR CORRECTIONAL RECORDS SPECIALIST CUSTODIAL AIDE /PORTER CUSTODIAN CUSTODIAN SUPERVISOR CUSTOMER SERVICES" REPRESENTATIVE DATA ENTRY OFFICE ASST DATA ENTRY OPERATOR DATA ENTRY SPECIALIST DEPUTY CLERK OF THE COUNCIL DOWNTOWN DEVELOPMENT LIAISON` ECONOMIC DEVELOPMENT AIDE ECONOMIC DEVELOPMENT SPECIALIST I ECONOMIC DEVELOPMENT SPECIALIST II ECONOMIC DEVELOPMENT SPECIALIST III ELECTRICAL INSPECTOR EMPLOYMENT SERVICES FISCAL, SPECIALIST ENGINEERING AIDE ENVIRONMENTAL COORDINATOR 55C -45 6 -STEP SALARY RATE RANGE EFFE91VII /1/13 SRR LIgnthhtSalary MlnlmLjM ^ Maximum 622 $4339 -$5542 678 $5706 -$7283 674 $5596 - $7141 653 $6051 -$6446 605 693 617 660 680 653 663 653 554 516 546 598 601 571 562 571 612 674 622 673 703 733 653 644 607 703 $3994 -$5101 $61.40 - $7837 $4236 -$5408 $5226-$6670 $5762 -$7355 $5051 -$6446 $5304 -$6768 $5051 -$6446 $3113 -$3974 $2587 -$3302 $2995 -$3822 $3861 -$4930 $3915 -$5002 $3381 -$4317 $3237 - $4132 $3381 -$4317 $4132 -$5278 $5596 -$7141 $4339 - $5542 $5569 -$7107 $6446 -$8229 $7463•$9529 $5051 -$6446 $4834 -$6170 $4034..$51.51, $6446 -$8229 EXHIBIT G Confd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART -TIME CIVIL SERVICE EMPLOYEES IN FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 1939/ SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 6 -STEP SALARY RATE RANGE SERVICES TECHNICIAN 11 EFFECTIVE 7/1/15 638 EFFECTIVE 711/13 FLEET EQUIPMENT TECHNICIAN III -TITLE CHANGED TO FLEET SRR Monthl Sa ar FULL -TIME CLASSIFICATION TITLE 653 Minimum - Maxlmum EQUIPMENT OPERATOR 612 $4132 - $5278 EQUIPMENT OPERATOR -WATER SERVICES 617 $4236 -$5408 EXECUTIVE SECRETARY 610 $4091-$5226 FACILITIES SUPERVISOR 663 $5304 - $6768 FLEET EQUIPMENT SUPERVISOR - TITLE CHANGED TO FLEET 611 $4111 -$5252 SERVICES SUPERVISOR EFFECTIVE 7/1115 677 $5676•$7247 FLEET EQUIPMENT TECHNICIAN I - TITLE CHANGED TO FLEET SERVICES TECHNICIAN I EFFECTIVE 7 /1115 616 $4257 -$5434 SERVICES TECHNICIAN 11 EFFECTIVE 7/1/15 638 $4694 -$5992 FLEET EQUIPMENT TECHNICIAN III -TITLE CHANGED TO FLEET SERVICES TECHNICIAN III EFFECTIVE 7/l/15 653 $5051 -$6446 FLEET PARTS SPECIALIST 628 $4470 -$5706 GENERAL MAINTENANCE AIDE 571 $3381 - $4317 GENERAL MAINTENANCE LEADER 632 $4556 -$5818 GENERAL MAINTENANCE SUPERVISOR 663 $5304 -$6768 GENERAL MAINTENANCE WORKER 611 $4111 -$5252 GIS ADMINISTRATOR 698 $6291 -$8029 GIS SYSTEMS ANALYST /PROGRAMMER - NEW TITLE EFFECTIVE 7/1/15 680 $5762 -$7355 GRAPHICS DESIGNER 1 614 $4173 - $5330 GRAPHICS DESIGNER II 634 $4601 -$5876 HOUSING AUTHORITY AIDE 544 $2965 -$3784 HOUSING AUTHORITY ANALYST 670 $5488 - $7005 HOUSING AUTHORITY COORDINATOR 733 $7463 -$9529 HOUSING AUTHORITY INTAKE SPECIALIST 659 $3192 -$4074 HOUSING AUTHORITY OPERATIONS SUPV. 691 $6080 - $7761 HOUSING PROGRAMS AIDE 582 $3568 -$4556 HOUSING PROGRAMS ANALYST 691 $6080 -$7761 HOUSING PROGRAMS COORDINATOR 7$3 $7463 -$9529 HOUSING SPECIALIST 1 592 $3747 - $4787 HOUSING SPECIALIST II 616 $4215-$5382 INFORMATION SERVICES REPRESENTATIVE 600 $4014 -$5126 INSTRUMENT TECHNICIAN 633 $4579 -$5847 INTAKE SPECIALIST 559 $3192 -$4074 55C -46 EXHIBIT G Cnnt'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART -TIME CIVIL SERVICE EMPLOYEES IN FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 6�STEP SALARY RATE RANGE PARK MAINTENANCE SUPERVISOR -TITLE CHANGED TO PARK SERVICES INSPECTION SUPERVISOR EFFECTIVE 7 /1/15 663 $5304 -$6768 PARK RANGER 632 $4556 - $5818 PARKING METER OPERATIONS SUPERVISOR 625 $4404 - $5623 PARKING METER TECHNICIAN 1 675 $3449 - $4404 PARKING METER TECHNICIAN II 605 $3994 - $5101 55C -47 EFFECTIVE 711113 SRR Manthly Salary FULL -TIME CLASSIFICAIIQN XITL E Minimum - Maximum LANDSCAPE DEVELOPMENT ASSOCIATE 703 $6446 -$8229 LEAD ACCOUNTING ASSISTANT 627 $4448 -$5678 LEAD CORRECTIONAL RECORDS SPECIALIST 596 $382Z-$4882 LEAD POLICE RECORDS SPECIALIST 606 $4014- $5126 LIBRARIAN 942 $4787 -$6110 LIBRARY AIDE 499 $2381 -$3040 LIBRARY SERVICES ASSISTANT 544 $2965 - $3784 LOAN SPECIALIST 643 $4810 - $6140 MAIL CLERK/MESSENGER 525 $2703-$3449 MAINTENANCE ASSISTANT 546 $2995.$3822 MAINTENANCE WORKER 1 566 $3302 - $421.5 MAINTENANCE WORKER II 586 $3640 -$4648 METER READER COLLECTOR 592 $3747 -$4787 MICRO SYSTEMS PROGRAMMER 688 $5992 - $7647 MICRO SYSTEMS TECHNICIAN 622 $4339 -$5542 NEIGHBORHOOD IMPROVEMENT PROJECTS SPECIALIST* 673 $5569- $7107 NETWORK ENGINEER 728 $7283 -$9296 NETWORK SPECIALIST/WAN SYSTEMS ADMINISTRATOR 688 $5992 -$7647 NPDES MANAGER - NEW TITLE EFFECTIVE 7/1/15 713 $6765 - $8641 OFFICE ASSISTANT 544 $2965 -$3784 OFFICE SPECIALIST 519 $2626 - $3352 OFFICE SUPERVISOR 613 $4152 - $5304 PARK MAINTENANCE AIDE 444 $1820 - $2322 PARK MAINTENANCE INSPECTOR I -TITLE CHANGED TO PART( SERVICES INSPECTOR I EFFECTIVE 7 /1/15 571 $3381 -$4317 PARK MAINTENANCE INSPECTOR II -TITLE CHANGED TO PARK SERVICES INSPECTOR II EFFECTIVE 7 /1/15 615 $4194 - $5356 PARK MAINTENANCE LEADER 615 $4194 -$5356 PARK MAINTENANCE SUPERVISOR -TITLE CHANGED TO PARK SERVICES INSPECTION SUPERVISOR EFFECTIVE 7 /1/15 663 $5304 -$6768 PARK RANGER 632 $4556 - $5818 PARKING METER OPERATIONS SUPERVISOR 625 $4404 - $5623 PARKING METER TECHNICIAN 1 675 $3449 - $4404 PARKING METER TECHNICIAN II 605 $3994 - $5101 55C -47 EKWBI7 G jq n CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART-TIME CIVIL SERVICE EMPLOYEES IN FULL41ME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) FULL-TIME CLASSIFICATION TITLE PERMIT PROCESSOR PERMIT SUPERVISOR PERMIT TECHNICIAN PLAN EXAMINER (T) PLANNING ASSISTANT" PLANNING COMMISSION SECRETARY PLUMBING INSPECTOR POLICE FISCAL OFFICER 6 -STEP SALARY RATE RANGE EFFECTIVE 711/13 S„RR Monthly Salary mIaImmmjk4axImum 591 $3728 -$4764 673 $5569 -$7107 643 $4810 -$6140 672 $5542 -$7073 633 $4579 -$5847 610 $4091 -$5226 653 $5051- $6446 691 $6080 -$7761 POLICE RECORDS SPECIALIST 564 $3269 - $4173 POLICE RECORDS SUPERVISOR 631 $4533 -$5790 POLICE SYSTEMS SUPPORT ANALYST 708 $6606 - $8431 PRINCIPAL LIBRARIAN 662 $5278- $6735 PRINCIPAL PROGRAMMER ANALYST 728 $7283 - $9296 PROGRAMMER ANALYST 688 $5992 -$7647 PROJECTS MANAGER 713 $6768 - $8641 PROPERTY CONTROL SPECIALIST 592 $3747-$4787 PROPERTY REHABILITATION ASSISTANT 592 $3747 -$4787 PUBLIC WORKS CREW LEADER 632 $4556 -$5818 PUBLIC WORKS DISPATCHER $76 $3467 -$4426 PUBLIC WORKS PROJECT MANAGER - NEW TITLE EFFECTIVE 7/1/15 764 $8683- $11086 PUBLIC WORKS PROJECTS SPECIALIST 673 $5569 - $7107 PURCHASING ASSISTANT 582 $3568 -$4556 PURCHASING SPECIALIST 593 $3765 -$4810 PURCHASING SUPERVISOR 702 $6415 -$8189 RECEPTIONIST 559 $3192 -$4074 RECORDS SPECIALIST 687 $3658-$4671 RECREATION LEADER 532 $2796 -$3568 RECREATION PROGRAM COORDINATOR 612 $4132-$5278 REPROGRAPHIC EQUIPMENT OPERATOR 551 $3067 -$3915 RESIDENTIAL CONSTRUCTION SPECIALIST 653 $5051- $6446 REVENUE AND CONTRACT COMPLIANCE AUDITOR 672 $5542 - $7073 REVENUE AND CONTRACT COMPLIANCE EXAMINER "' 672 $5542 - $7073 REVENUE PROCESSING ASSISTANT 662 $3237 -$4132 55C -48 EXHIBIT G Cnnt'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART -TIME CIVIL SERVICE EMPLOYEES IN FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 1938/ SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 6 -STEP SALARY RATE RANGE SENIOR FLEET EQUIPMENT SUPERVISOR - TITLE CHANGED TO SENIOR FLEET SERVICES SUPERVISOR EFFECTIVE 71112015 697 EFFECTIVE 7/1113 SENIOR GRADING SPECIALIST SRR MgpthlYSaI9U FULL -TIME CLASSIFICATION TITLE 664 Minimum - Maximum REVENUE SUPERVISOR 647 $4906 - $6260 SAFETY COORDINATOR - NEW TITLE EFFECTIVE 7/1/15 700 $6353 - $8109 SANITATION INSPECTOR 1 602 $3935- $5026 SANITATION INSPECTOR II 643 $4810 - $6140 SECRETARY 589 $3695 -$4718 SECURITY ELECTRONICS TECHNICIAN 666 $5382 - $6869 SENIOR ACCOUNTANT 691 $6080 -$7761 SENIOR ACCOUNTING ASSISTANT 608 $4054 -$5176 SENIOR ACCOUNTING ASSISTANT /SYSTEMS TECHNICIAN 606 $4054 - $5176 SENIOR ASSISTANT ENGINE ER 741 $7761 -$9906 SENIOR BUILDING INSPECTOR 673 $5569 -$7107 SENIOR CIVIL ENGINEER 764 $8683 - $11086 SENIOR COMBINATION BUILDING INSPECTOR 673 $5569 -$71D7 SENIOR COMMUNITY DEVELOPMENT ANALYST 697 $6260 - $7989 SENIOR COMMUNITY PRESERVATION INSPECTOR -TITLE CHANGED TO CODE ENFORCEMENT SUPERVISOR EFFECTIVE 7/1/15 673 $5569 -$7107 SENIOR CORRECTIONAL RECORDS SPECIALIST 581 $3550 - $4533 SENIOR DEPUTY CLERK OF THE COUNCIL 642 $4787 - $6110 SENIOR ELECTRICAL INSPECTOR 673 $5569 -$7107 SENIOR ELECTRICAL SYSTEMS SPECIALIST 673 $5569 - $7107 SENIOR ENGINEER 764 $8683 - $11086 SENIOR FLEET EQUIPMENT SUPERVISOR - TITLE CHANGED TO SENIOR FLEET SERVICES SUPERVISOR EFFECTIVE 71112015 697 $6260 -$7989 SENIOR GRADING SPECIALIST 673 $5569 -$7107 SENIOR HOUSING SPECIALIST 664 $5076 -$6478 SENIOR LAND SURVEYOR 774 $9117 - $11640 SENIOR LIBRARIAN 647 $4906 -$6260 SENIOR LIBRARY TECHNICIAN (T) 602 $3935 -$5026 SENIOR OFFICE ASSISTANT 571 $3381-$4317 SENIOR OFFICE SPECIALIST 544 $2965 -$3784 SENIOR PARK MAINTENANCE SUPERVISOR - TITLE CHANGED TO SENIOR PARK SERVICES INSPECTION SUPERVISOR EFFECTIVE 7/1/15 693 $6140 -$7837 55C -49 EXHIBIT G Cant'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART -TIME CIVIL SERVICE EMPLOYEES IN FULL -TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19301 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 6 -STEP SALARY RATE RANGE JCINIVINJ I Q I CMo Y1 IV111V1O I1 IuR UOU EFFECTIVE 7/1113 SENIOR TRAFFIC ENGINEER SRR Monthly Sala FULL-TIME CLASS IFICATION TITLE 764 Minimum - Maximum SENIOR PLAN CHECK ENGINEER 764 $8683 -$11086 SENIOR PLANNER 723 $7107 -$9073 SENIOR PLUMBING INSPECTOR 673 $5569 -$7107 SENIOR PLUMBING /MECHANICAL SYSTEMS SPEC. 673 $5569 - $7107 SENIOR POLICE RECORDS SPECIALIST 691 $3728 - $4764 SENIOR PROGRAMMER ANALYST 708 $6606 -$8431 SENIOR RECEPTIONIST 689 $3695 - $4718 SENIOR RESIDENTIAL CONSTRUCTION SPECIALIST 073 $5569 -$7107 JCINIVINJ I Q I CMo Y1 IV111V1O I1 IuR UOU aO /OL - ?iODD SENIOR TRAFFIC ENGINEER 764 $8683- $11086 SENIOR TRANSPORTATION ANALYST 764 $8683 - $11086 SENIOR WATER SERVICES SUPERVISOR - NEW TITLE EFFECTIVE 7/1/15 698 $6291 -$8029 SENIOR WATER SYSTEMS OPERATOR 653 $5051-$6446 STOCK CLERK 587 $3658 - $4671 STOREKEEPER 622 $4339 -$5542 STORES AND CITY YARD PROPERTY SPECIALIST *'* 622 $4339 - $5542 STORMWATER COORDINATOR 683 $5847 - $7463 STREET LIGHTING MAINTENANCE WORKER 622 $4339 - $5542 STREET MAINTENANCE SUPERVISOR 663 $5304 • $6768 STREET PAINTER 606 $4014 -$5126 SUPERVISING ACCOUNTANT 713 $6768..$8641 SUPERVISING BUYER 687 $5963 - $7609 SUPERVISING LIBRARY SERVICES ASSISTANT 576 $3457 - $4426 SUPERVISING PARK RANGER 657 $5151- $6574 SURVEY PARTY CHIEF 666 $5934 - $7571 SURVEY PARTY TECHNICIAN 1 622 $4339 -$5542 SURVEY PARTY TECHNICIAN II 653 $5051 -$6446 SYSTEMS ADMINISTRATOR 648 $4930 -$6291 SYSTEMS SUPPORT ANALYST 708 $6606• $8431 SYSTEMS TECHNICIAN 588 $3676 -$4694 TELECOMMUNICATIONS COORDINATOR 690 $6050 -$7723 TELECOMMUNICATIONS CUSTOMER SERVICE REP. 601 $3915 -$5002 TENANT SERVICES TECHNICIAN 689 $3695 -$4718 TREASURY SERVICES SPECIAL .IST*" 032 $4556 - $587.8 55C -50 EXHIBfj G ConYd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR PART -TIME. CIVIL SERVICE EMPLOYEES IN FULL�TIME CLASSIFICATION TITLES REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 55C -51 6 -STEP SALARY RATE RANGE EFFECTIVE 711/13 SRR Monthly Salary FULL -TIME CLASSIFICATION TITLE Minimum . Maximum TREASURY SERVICES SUPERVISOR 647 $4906 - $6260 TREE MAINTENANCE SUPERVISOR 663 $5304 -$6768 TREE TRIMMER 606 $4014 -$5126 UTILITIES BILLING /SYSTEMSTECHNICIAN 601 $3915 -$5002 VIDEO TECHNICIAN 644 $4834 -$6170 WATER SERVICES CREW LEADER 637 $4671 -$5963 WATER SERVICES METER REPAIRER 1 696 $3822 -$4882 WATER SERVICES METER REPAIRER 11 616 $4215 - $5382 WATER SERVICES QUALITY COORDINATOR 688 $5992 - $7647 WATER SERVICES QUALITY INSPECTOR 648 $4930 -$6291 WATER SERVICES QUALITY SUPERVISOR 668 $5434- $6937 WATER SERVICES SUPERVISOR 668 $5434 - $6937 WATER SERVICES UTILITY INSPECTOR 648 $4930 -$6291 WATER SERVICES WORKER 1 571 $3381 - $4317 WATER SERVICES WORKER 11 591 $3728 - $4764 WATER SYSTEMS OPERATOR 1 599 $3880 • $4954 WATER SYSTEMS OPERATOR II 819 $4278 - $5461 WATER SYSTEMS OPERATOR 111 633 $4579 - $5847 WEB SYSTEMS TECHNICIAN 588 $3676 - $4694 WEBSITE ENTRY SPECIALIST 562 $3237 -$4132 WORK CENTER COORDINATOR 733 $7463-$9529 WORKFORCE SPECIALIST 1 588 $3676 • $4694 WORKFORCE SPECIALIST II 613 $4152 -$5304 WORKFORCE SPECIALIST III 633 $4$79 -$5847 WORKFORCE SPECIALIST IV 688 $5992 -$7847 YOUTH SERVICES TECHNICIAN 582 $3568-$4556 ZOO ANIMAL REGISTRAR 593 $3765 � $4810 ZOO CURATOR 642 $4787 -$6110 ZOO CURATOR OF EDUCATION 642 $4787 - $6110 700 EDUCATION SPECIALIST 593 $3765 - $4810 ZOO KEEPER AIDE 603 $2427 - $3098 ZOO KEEPER 1 563 $3253 - $4152 ZOO KEEPER 11 593 $3765 - $4810 55C -51 rootnotes * Title /Salary created effective 41DV14. Title /Salary created effective 5120/14. Title /Salary created effective 07101/14. Tltle/Sefary created ol'foctiva 2/17115. Title /Salary created effective 311/15. "' " """ Benefits and compensation provisions for part -time ovtl service classification titles represented by SBN are by Agreement and are outlined In the Memorandum of Understanding established between the City and the Bargaining Unit. **"* This Classiflcation and Pay Plan was adopted through Resolution on 6/16116, effective 7/1116. 55C -52 EMU CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES FOR REPRESENTED CATEGORIES OF NON -CIVIL SERVICE PART -TIME EMPLOYMENT REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 1939/ SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) CLASSIFICATION TITLE ACCOUNT" CLERK I ACCOUNT CLERK II ACCOUNTANT ADMINISTRATIVE AIDE ANIMAL KEEPER I ANIMAL KEEPER II BUILDING MAINTENANCE ASST. CASHIER CLERICAL AIDE CLERICAL. ASSISTANT CLERK TYPIST I CLERK TYPIST II COMBINATION INSPECTOR COMMUNITY CENTER AIDE COMPUTER TECHNICIAN CUSTOMER SERVICE CLERK DATA ENTRY CLERK EQUIP. SVC. ATTENDANT GENERAL- ASSISTANT GRAPHICS AIDE HOUSING AUTHORITY ASST, JANITOR LIBRARIAN (PART -TIME) LIBRARY ASSISTANT LIBRARY CLERK I LIBRARY CLERK II LOSS CONTROL OFFICE ASST. MAINTENANCE AIDE I MAINTENANCE AIDE II MEDIA RELATIONS SPECIALIST MOBILE LIBRARY CLERK MUNICIPAL UTILITY READER/COLL. PAGE PAINTER 6 -STEP BASIC HOURLY WAGE RATES EFFECTIVE 8111/14 Hourly Satan Minimum - Maximum $18.56 - $22.53 $20.53 - $24,95 $31.53 - $38.33 $23.53 - $28,60 $11.56 •$14.04 $13.41- $16.28 $20.22 - $24,57 $11.34 - $13.80 $13,27 - $16,14 $ 9.09 - $11.04 $14,59 - $17.73 $17.14 - $20.81 $28.74 - $34.95 $17.52 - $21.31 $18,70 - $22.76 $19.28 - $23.43 $15.98 - $19.45 $17.99 - $21.86 $ 9,09 - $11.04 $13.11 - $15,95 $20.70 - $25.18 $14,74 - $17.93 $21,44 - $26.07 $18.05 - $21.96 $15.03 - $1.8.26 $16.65 - $20.22 $18.61 - $22,62 $ 9.09 - $11.04 $10.07 - $12.28 $18.61- $22.62 $18.32 - $22.29 $18.44 - $22.41 $ 9,09 - $11.04 $17.47 - $21.23 55C -53 EXHIBIT H Co t'd CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES FOR REPRESENTED CATEGORIES OF NON -CIVIL SERVICE PART -TIME EMPLOYMENT REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 1939/ SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) -STEP BASIC HOURLY WAGE RATE CLASSIFIC&JION TITLE PARK MAINTENANCE ASST, PARK RANGER (PART TIME) PARK SECURITY GUARD PARKING METER MAINTENANCE AIDE PERMIT PARKING AIDE PLANNING TECHNICIAN POLICE RECORDS CLERK I POLICE RECORDS CLERK II PROGRAM COORDINATOR PROGRAM LEADER PROGRAM LEADER II PUBLIC WORKS RECORDS ASSISTANT PURCHASING AGENT PURCHASING CLERK RIGHT OF WAYTECHNICIAN SENIOR ADMINISTRATIVE AIDE SENIOR CLERICAL AIDE SENIOR PROGRAM LEADER SPECIAL EMP. COUNSELOR I SPECIAL EMP. COUNSELOR II SPECIAL EMP. COUNSELOR III SPECIAL EVENTS LEADER I SPECIAL EVENTS LEADER II SPORTS ATTENDANT SR. LIBRARY ASSISTANT SR. MAINTENANCE AIDE I SR. MAINTENANCE AIDE If SR. MAINTENANCE WORKER SR. SPECIAL EMP. COUNSELOR SR, TUTOR STORES AIDE STRUCTURAL PLAN EXAMINER I STRUCTURAL PLAN EXAMINER II 55C -54 EFFEgWE 8111114 curl 5alar Mini $1.5.62 _$19.01 $25.93 -$31.54 $18.70 - $22.76 $16.97 -$20.63 $19.89 - $24.19 $23.64 • $28,74 $16.06 - $19.53 $17,47 - $21.23 $15.18 - $18.48 $ 9.09.$11.04 $10.48 - $12.72 $22.16 - $26.95 $29.32 - $35.62 $18.49 - $22.46 $14.87 - $18.07 $25,90 - $31.45 $15.03 - $18.26 $12,41- $15.05 $ 9.95 - $12,09 $12.24 - $14.87 $13.78 - $16.74 $12.09 - $14.69 $14.74 - $17.93 $ 9.09 - $11.04 $19.16 - $2128 $11.50 - $1195 $13.03 - $15.86 $16.35 - $19,86 $14.87- $18.07 $14.52- $17,67 $17,16 - $20.84 $31.54 - $38.33 $33.77 - $41.03 EXHIBIT H Cont "d CITY OF SANTA ANA. POSITION CLASSIFICATION AND PAY PLAN FOR CLASSIFICATION TITLES FOR REPRESENTED CATEGORIES OF NON -CIVIL SERVICE PART -TIME EMPLOYMENT REPRESENTED BY THE SANTA ANA CITY EMPLOYEES, CHAPTER 19391 SERVICE EMPLOYEES INTERNATIONAL UNION LOCAL 721 (SEIU) 5-STEP BASIC HOURLY WAGE RATES EFFECTIVE PIJ11 (iauriv Salary CLASSIFICATION TITLE Minimum - Ma iimum SUPERVISING PARK RANGER (PART TIME) $29.29 - $35.62 TUTOR $12.24- $14.87 Footnotes ` * ** This Classification and Pay Plan was adopted through Resolution on 6/16/15, effective 711115. 55C -55 90_81r 1 CITY OF SANTA ANA POSITION CLASSIFICATION AND PAY PLAN CLASSIFICATION TITLES FOR SEASONAL AND OTHER UNAFFILIATED CATEGORIES OF NON -CIVIL SERVICE PART-TIME EMPLOYMENT CLASSIFICATION TITLE ADMINISTRATIVE INTERN ANIMAL CONTROL OFFICER BACKGROUND INVESTIGATOR BUDGETINTERN COLD CASE INVESTIGATOR CORRECTIONAL SERVICES OFFICER ENGINEERING IN"T"ERN FINGERPRINT EXAMINER FORENSIC BALLISTICS TECHNICIAN 5 -STEP BASIC HOURLY WAGE RATE EFFECTIVE 1111109 Hourly Salary Minimum . Maximum $12.29 -$14.88 $23,96 -$29.13 $28,45 - $34.60 $16.18 - $19.66 $28.45 - $34.60 $20.01 -$24,32 $16.16 - $19,66 $29,88 - $36.32 $24.56 - $29.87 LAW CLERK $15.10- $18.35 MANAGEMENT INTERN' $15.68 - $19.61 POLICE CADET $1019 - $12,4.3 POLICE RESERVE LEVEL 1 *' $29.16 POLICE RESERVE LEVEL 2`* $20,83 POLICE RESERVE LEVEL 3 ** $16.56 POLICE RESERVE SERGEANT ** $32.08 POLICE SPECIAL EVENTS OFFC. $18,51. - $22.53 POLICE TRAINING FACILITATOR $22.21- $27.00 PROFESSIONAL STANDARDS INV $28.45 - $34.60 REDEVELOPMENT PROJECT COORD $42.06 - $51.11 SR. ADMINISTRATIVE INTERN $14.72 - $17.89 STUDENT INTERN * *' $ 9.00 - $10.93 Footnotes Two Stop Wade Rates. Ono Step Wage Rate. «.« Minimum Wage Step Increase Effective 411114. This Classification and Pay Plan was adopted through Resolution on 6116115. effective 7/1115. 55l REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: ANNUAL REVIEW OF COUNCIL COMMITTEES AND APPOINTEES (STRATEGIC PLAN NO. 5, 11 l CITY MANA R RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: F—ANJUITOMWC ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s' Reading ❑ Ordinance on 2 I Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER 1. Review current list of established Council Committees and make any changes, as needed. 2. Review current list of appointees to Council Committees and make changes, as needed. DISCUSSION On January 22, 2013 the City Council adopted Resolution No. 2013 -002 to restructure the Council Committees and establish five standing committees. Currently, we have the following committees, appointees, and standing meeting schedule: COMMITTEE MEMBERS': ' MEETING SCHEIi1JLE and Transportation Benavides :Martinez Quarterly Jan., April, July, Oct. Committee .Martinez •Sarmiento* "Thursday, Thursday, 5:00 p.m. Code of Ethics and Conduct • Amezcua* BI-Annual Meeting .Tinajero Spring and Fall, Thursday, 5:30 p.m. Parks, Recreation, Education & .Amezcua Quarterly Youth (PREY) . Reyna Jan., April, July, Oct. & Joint Santa Ana Unified School District Council Committee ** . Tinajero* n 4 Monday, 5:30 p.m. Public Safety/ . Amezcua Every other Month Neighborhood Improvement /Code • Benavides* Jan., Mar., May, July, Sept., Nov. Enforcement (NICE) . Tinajero 41h Tuesday, 5:30 p.m. Every other Month Finance, Economic Development • Sarmiento Jan., Mar., May, July, Sept., Nov. and Technology • Martinez* 2ntl Monday, 5:30 p.m. 65A -1 Annual Review City Council Committees December 15, 2015 Page 2 G6MIVIITt E ° MEMBERS MEETING SC -17iI 1LE Quarterly Legislative Committee • Sarmiento* Mar., June, Sept., Dec. • Martinez 4th Wednesday, 12 noon Note: *Chairperson * *Joint SAUSD Council Committee to meet twice a year in April & October The City Council recommended periodic review by the City Manager and the City Council to ensure that the diverse issues and challenges facing the City are adequately addressed. In the past, the Council established single purpose citizen committees, such as the Charter Review Committee, to address topical issues. The review of social service programs for Community Development Block Grant funds is also an example of a task that could be performed by a citizen committee appointed on an annual basis. Council has the discretion of revising the standing committees and /or recommending changes to appointees. The 2016 calendar of standing meetings for all committees is attached for your information (Exhibit 1). The calendar will be posted on the City's website to better inform the public of upcoming meetings. City Council Committee Meetings are held at City Hall, Ross Annex, Room 1600, 20 Civic Center Plaza, Santa Ana at various times and as posted on the agenda. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this action. Maria D. Huizar, Clerk of the Council Exhibit: 1. 2016 Calendar of Regular Meetings 65A -2 Santa Ana Council Committee Meetings Schedule 2016 FEBRUARY MARCH S M T W T F 5 5 M T W T F S 1 2 3 4 5 6 1 2 3 4 5 7 8 9 10 II 12 13 6 7 8 9 10 11 12 14 15 16 17 18 19 20 13 _ 15 16 17 18 19 21 22 23 24 25 26 27 20. 21 22 _ 24 25 26 28 29 27 28 29 30 31 APRIL MAY JUNE 5 M T W T F S S M T W T F S S M T W T F S 1 2 1 2 3 4 5 6 7 1 2 3 4 3 4 5 6 7 8 9 8 = 10 11 12 13 14 5 6 7 8 9 10 11 10 11 12 13 14 15 16 15 16 17 18 = 20. 21 12 16 14 15 16 17 18 17 18 19 20 21 22 23 22 23 24 25 26 27 28 19 20 21 = 23 24 25 24 = 26 27 28 29 30 29 30 31 26 27 28 29 30 S M T W T F S ® 2 3 Ir.! "' 5 6 7 8 9 10 12 13 14 = 16 17 18 19 20 21 22 23 24,o 27 28 ® 30 31 AUGUST SEPTEMBER S M T W T F $ $ M T W T F $ 1 2 3 4 5 6 1 2 3 7 8 9 10 II 12 13 4 ® 6 7 8 91-� 10 14 15 16 17 18 19 20 11 13 14 15 16 17 21 22 23 24 25 26 27 18 19 20 21 22 a 24 28 29 30 31 25 26 Z7,., 29 30 OCTOBER NOVEMBER DECEMBER S M T W T F S S M T W T F S S M T W T F S 1 1 2 3 4 5 1 2 3 2 3 4 5 6_ 8 6 7 8 9 10 11 12 4 5 6 7 8 9 10 9 10 11 12 13 14 95 13 = 15 16 _ 18 19 11 12 13 14 15 16 17 16 17 18 19 20 = 22 20 21 22 23 24 25 26 18 19 20 21 22 23 24 23 _ 25 26 27 28 29 27 28 29 30 25 M 27 29 30 31 30 31 _ HOLIDAY - CRY HALL CLOSED _ CRY HALL CLOSED -9/130 WORK SCHEDULE Council Committees - $funding Meetings D., & Trans,. Council Committee - Meets Qu.ri JANUARY _ PREY - Meets Quarters _ Finance. Econ. Dev.. &Tech Committee- Meets Every other Mo. _ Legi,eive Committed - Meets Quaderly M ' Meetings fisted on calendar are REGULAR meetings. Special Meetings may be W T S 1 2 3 4 5 6 7 8 9 10 = 12 13 14 15 16 17 18 19 20 21 22 23 24 = 26 27 28 29 30 31 FEBRUARY MARCH S M T W T F 5 5 M T W T F S 1 2 3 4 5 6 1 2 3 4 5 7 8 9 10 II 12 13 6 7 8 9 10 11 12 14 15 16 17 18 19 20 13 _ 15 16 17 18 19 21 22 23 24 25 26 27 20. 21 22 _ 24 25 26 28 29 27 28 29 30 31 APRIL MAY JUNE 5 M T W T F S S M T W T F S S M T W T F S 1 2 1 2 3 4 5 6 7 1 2 3 4 3 4 5 6 7 8 9 8 = 10 11 12 13 14 5 6 7 8 9 10 11 10 11 12 13 14 15 16 15 16 17 18 = 20. 21 12 16 14 15 16 17 18 17 18 19 20 21 22 23 22 23 24 25 26 27 28 19 20 21 = 23 24 25 24 = 26 27 28 29 30 29 30 31 26 27 28 29 30 S M T W T F S ® 2 3 Ir.! "' 5 6 7 8 9 10 12 13 14 = 16 17 18 19 20 21 22 23 24,o 27 28 ® 30 31 AUGUST SEPTEMBER S M T W T F $ $ M T W T F $ 1 2 3 4 5 6 1 2 3 7 8 9 10 II 12 13 4 ® 6 7 8 91-� 10 14 15 16 17 18 19 20 11 13 14 15 16 17 21 22 23 24 25 26 27 18 19 20 21 22 a 24 28 29 30 31 25 26 Z7,., 29 30 OCTOBER NOVEMBER DECEMBER S M T W T F S S M T W T F S S M T W T F S 1 1 2 3 4 5 1 2 3 2 3 4 5 6_ 8 6 7 8 9 10 11 12 4 5 6 7 8 9 10 9 10 11 12 13 14 95 13 = 15 16 _ 18 19 11 12 13 14 15 16 17 16 17 18 19 20 = 22 20 21 22 23 24 25 26 18 19 20 21 22 23 24 23 _ 25 26 27 28 29 27 28 29 30 25 M 27 29 30 31 30 31 _ HOLIDAY - CRY HALL CLOSED _ CRY HALL CLOSED -9/130 WORK SCHEDULE Council Committees - $funding Meetings D., & Trans,. Council Committee - Meets Qu.ri Public Safety Committee- Meets Every other Mo, _ PREY - Meets Quarters _ Finance. Econ. Dev.. &Tech Committee- Meets Every other Mo. _ Legi,eive Committed - Meets Quaderly _Code of Conduct - Meets M- Annuals ' Meetings fisted on calendar are REGULAR meetings. Special Meetings may be scheduled 24 -hours in advance Jos permitted by the Brown Act). For a copy of Agenda and meeting bcalion. pleasereferto CitY's viebsito at: hit,:// ww. vsanta- ana.arg /cac /granicus.osp 65A -3 65A -4 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: REVIEW OF REGIONAL BOARD APPOINTEES {STRATEGIC PLAN NO. 5, 1) CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1s` Reading ❑ Ordinance on 2ntl Reading ❑ Implementing Resolution ❑ Set Public Hearing For CONTINUED TO FILE NUMBER Review the regional board appointment list and recommend changes, as necessary. DISCUSSION The Mayor and City Council represent the City's interest in regional issues by serving on a number of regional boards which make public policy decisions in the areas of transportation, water resources, fire services, and government facilities. The City Council recommended annual review of appointees and at their discretion make necessary changes. Exhibit 1 attached is a list of current representatives, meeting dates, compensation and other pertinent information on each board. For discussion purposes, the following is a list of regional boards and appointing authority. ■ Metropolitan Water District A board member is appointed by the majority of the City Council (member does not have to be elected official). • Newport Bay Watershed Executive Committee A board member and alternate are appointed by the majority of the City Council. ■ Orange County Sanitation District (OCSD) Board A board member and alternate are appointed by the majority of the City Council. • Orange County Fire Authority (OCFA) A board member is appointed by the majority of the City Council. Selection must be authorized by resolution. 6513-1 Regional Appointments December 15, 2015 Page 2 of 2 ■ Transportation System Improvement Authorities - Orange & Tustin (TSIA) A board member and alternate are appointed by the majority of the City Council for each of the two (2) Authorities. • Southern California Association of Governments (SCAG) District #16 A board member and alternate are appointed by the majority of the City Council. Mayor may nominate representative. ■ Transportation Corridor Agencies (TCA) — Foothill /Eastern A board member and alternate are appointed by the majority of the City Council. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities). FISCAL IMPACT There is no fiscal impact associated with this action. ��z rte, 1 N�2.,chi Maria D. Huizar, Clerk of the Council Exhibit: 1. List of Current Representatives 65B -2 m m � N 00 D D ODCl) to V1 en W DO O O m 0�+ ��+ <y0 a a v a �� n n ;0 »(D os O O S _I 3 7 (j) N —.0 `a s 7 N C C O 7 7 r = 0 0-0 S', _ 7 1 (D < -I 'i (D m O c c c n W w i1 to fn \ I n n D a a »O CD M. ' ' 0 M �> 0 CL v0 o o (Dw w� m O v m O (Q. 7< S S m CD CD CD :3 FD's m� D <° CD CD CD cD N N O0 (D O0 N CD N ± l 0 }f3'�r}1!Sfi�r m m D D D (D , , ra Y CD (DD (D _0 0 0 o a a a a ;xc N N N) s O i O (J1 1 O V V til Ul (Jl (11 OA N N —r a•t gar: r tez ffl 'O 0a)- A () 3 3� N 3 K N Z O N ��51"' N (n 3 N .0 (D N O X O (D X (D X O 3 3 O O y 0 0 W O O O D� N w N (D w Z-1 NO 69 W"00 �(T N �CP ID �Cc0 N � .! (� (D �> _,E ON 0O �O <N N N a y O O O 0(D F r ¢k (D (Q (O O= 0x (3D sr at '` x x a F C7 C1 Z 0 n n n n 0 0 0 n z `+ 0 0 o v o 0 0 0 o O o 0 0 Ofi c c 0 3.< c 0 c 0 c 0 c 0 c 0 c 0 c 0 c 0 c r 0 0 — 0 .0 0 — 0 — 0 — 0 — 0 — 0 — 0 — 0 — 0t` — g4 D) gp 0 n n n n n n Dnvcn 4 ' 0 o w o rt o 0 0 0 0 0 0 0 �o m c 0 c 0 < 0 m C 0 c 0 c 0 c 0 O c 0 0 0 0 0 ' 0 0 10 0 0 0 0 0 0 0 0 0(D �. -I 0 Z ° o Wm iWCD 3cN -om-0CD < 0-m =r CD j00 N m3�v ' O (D N O (D Ul (D 3 to m CD C (D (n O CD N x N 30 7 (D 30 7 Q rt �v .< - c (n - c N 0.0 O 0.0 0 S CW� < O N O_ -0w ! O- O� yr ii rhr T I W rn v m 0 0 7 0 0 7 0 0 O'< v v �(o r � Oo a a 0 (D 0 (D wzr v .� m m o(D (D (D o v o v 0 0 o CL 3 S O Z5 S v S (D (p (D C (D `e^ t j N —I —I O O O O ?n a c c 3 3 0 3 m a a CD SU N O N v N v6 B3 < ,p SU 3 O v w O N O 61 a Z O rD WZ OD v D m 3 W m N Lt m I REQUEST FOR COUNCIL. ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: APPROVED ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2 "0 Reading ❑ Implementing Resolution ❑ Set Public Hearing For® CONTINUED TO FILE NUMBER 1. Conduct a public hearing to consider all protests regarding the intention to levy an assessment for 2016 for the Downtown Santa Ana Business Improvement District. 2. Review any written protests filed prior to the close of the public hearing and determine whether they constitute a majority protest. 3. If the Council determines that no valid majority protest was lodged, adopt a resolution confirming the Assessment Report and levying the assessment for 2016. DISCUSSION On November 17, 2015, the City Council approved the 2016 Assessment Report and budget for the Downtown Santa Ana Business Improvement District (BID). In addition, the City Council adopted a resolution of Intention to Levy the 2016 assessment pursuant to California Streets and Highways Code section 35600 et seq. and scheduled the public hearing to consider protests to this action for its regular meeting of December 15, 2015. Business owners affected by the 2016 annual BID assessment may present written and /or oral protests during this public hearing. If written protests are received from business owners within the Downtown Santa Ana Business Improvement District (which will pay 50 percent or more of the proposed assessments and the protests are not withdrawn so as to reduce the number to less than 50 percent), the Council will be precluded from taking any action to levy the 2016 assessment. Any written protests filed and not withdrawn must be reviewed to determine if they meet certain qualifications; this review will include a comparison of names and business owners with official City records. If it is determined that less than a majority protest is filed, the adoption of the 75A -1 PH — 2016 BID Assessment December 15, 2015 Page 2 subject resolution will confirm the 2016 Assessment report for the BID and levy the assessments for 2016 (Exhibit 1). The 2016 Assessment Report includes a description of the BID assessment formula, where certain business classifications are charged 25 %, 100% or 150% of their business license fee as their BID assessment. This formula was established in 1984 and remains unchanged. To ensure full understanding of how the assessment formula is applied to each business, attached as Exhibit 2 is a listing of all businesses which would be subject to the 2016 BID assessment showing which charge would apply to each business. 13107_119 *el LO UA_1ki W_14'EelzIJ,14kik Approval of this item allows the City to meet Goal #3 Economic Development, Objective 4 (Continue to pursue objectives that shape downtown Santa Ana into a thriving, culturally diverse, shopping, dining, and entertainment destination), Strategy F (Partner with downtown business and merchant associations to program events that showcase restaurants, shopping and entertainment venues). FISCAL IMPACT There is no fiscal impact associated with this action. The City only serves as a pass- through for BID revenue in accordance with the Assessment Report and any approved operating agreements. Kelly Reenders Executive Director Community Development Agency VN /SG /sb Exhibits: 1. Resolution 2. List of Businesses Subject to Assessment 75A -2 ROH — 11/17/15 RESOLUTION NO. 2015- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA DECLARING ITS INTENTION TO LEVY AN ASSESSMENT FOR THE DOWNTOWN SANTA ANA BUSINESS IMPROVEMENT— DIS-TRI-C-T —FOR 7HE YEAR 2016 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. By Ordinance No. NS -1715, adopted February 6, 1984, the City Council of the City of Santa Ana established the Downtown Santa Ana Business Improvement Area pursuant to sections 36500 et seq. of the California Streets and Highways Code; and B. As provided in Ordinance No. NS -1715, the City Council is authorized to levy an assessment in the following amounts for the improvements and activities of the Downtown Santa Ana Business Improvement Area: (a) For amusement services; pawnbrokers, service stations, retail sales of goods, hotels, motels, theaters, food establishments: an assessment in an amount equal to one and one -half (1.5) the annual business license fee, (b) For commercial and residential rental property: an assessment in an amount equal to one - fourth (0.25) the annual business license fee. (c) For all other businesses: an assessment in an amount equal to the annual business fee. Section 2. The improvements and activities for which the assessment revenues may be used in the Downtown Santa Ana Business Improvement District pursuant to Ordinance No. NS -1715 are as follows: (a) Decoration of any public place. (b) Promotion of public events. Resolution No. 2015 -XXX Page 1 of 3 EXHIBIT 1 75A -3 (c) Furnishing of music in any public place. (d) The general promotion of business activities. Section 3. The Downtown Santa Ana Business Improvement District is located as shown on Attachment A, attached hereto and incorporated herein. Section 4. An assessment report is on file with the Clerk of the Council to which reference may be made for a full and detailed description of the improvements and activities to be provided for the year 2016, the boundaries of the area, and the proposed assessments to be levied upon the businesses within the area forthe year 2016. Section 5. A public hearing shall be held by the City Council at the City Council Chambers, 22 Civic Center Plaza, Santa Ana, California at its regular meeting of December 15, 2015, at 5:45 p.m., or as soon thereafter as the matter may be heard, for the purpose of determining whether to impose the above said assessment for the year 2016 for the improvements and activities described in the report. Section 6. At the public hearing, written and oral protests may be made in accordance with sections 36524 and 36525 of the California Streets and Highways Code. A protest may be made orally or in writing by any interested person. Any protest pertaining to the regularity or sufficiency of the proceedings shall be in writing and shall clearly set forth the irregularity or defect to which the objection is made. Every written protest shall be filed with the Clerk of the Council at or before the time fixed for the public hearing. Each written protest shall contain a description of the business in which the person subscribing the protest is interested sufficient to identify the business and, if a person subscribing is not shown on the official records of the city as the owner of the business, the protest shall contain or be accompanied by written evidence that the person subscribing is the owner of the business. A written protest which does not comply with this section shall not be counted in determining a majority protest. Section 7. This Resolution shall take effect immediately upon its adoption by the City Council, and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. Resolution No. 2015 -XXX Page 2 of 3 75A -4 ADOPTED this day of 2015. Miguel A. Pulido Mayor APPROVED AS TO FORM: Sonia R gprval4p, City Attorney Attorney AYES: Councilmembers NOES: Councilmembers ABSTAIN: Councilmembers NOT PRESENT: Councilmembers CERTIFICATE OF ATTESTATION AND ORIGINALITY I, MARIA D. HUIZAR, Clerk of the Council, do hereby attest to and certify the attached Resolution No. 2015 -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 -5 Resolution No. 2015 -XXX Page 3 of 3 rt c rD 0 Ln MIN 0 3 (D ul r+ D ATTACHMENT A FLOWER 5T z+ MAIN SIL BUSH ST F-1 lot F1 Ln li 4 —1 71 F ST. SYCAMORE ST. FIFEIF ILI F� C1F]❑ 5PUROCON 7 ❑❑ 75A-6 7 FRINCH 57, MORTIMER 51 DATA AS OF 1111 512 01 5 Intent to Levy BID Assessment List Welghted Protest Value Number Business Name Business Address BID Area BID EIIaIble P% of 100% Total) 1 PEP BOYS, THE- MANNY /MOE /JACK 120 E IST ST UNIT# A Yes Yes 0.710248% 2 PEP BOYS, THE- MANNY /MOE /JACK 120 E 1ST ST UNIT# B Yes Yes 0.300174% 3 SANTA ANA EXPRESS CAR WASH 202 E IST ST Yes Yes 0.412930% 4 NUNEZ AUTO REPAIR 219 E IST ST Yes Yes 0.054473% 5 ABBA AUTOMOTIVE, LLC 224 E IST ST Yes Yes 0.140564% 6 PURPLE PENUMBRA LLC 224 E 1ST5T Yes Yes 0.017428% 7 _ MCDONALDS RESTAURANT 301 E ISTST Yes Yes 0.977662% 8 MCDONALD'S USA LLC 301 E 1ST ST Yes Yes 0.046188% 9 G S C PRESTON, LLC 302 E 1ST ST Yes Yes 0.017618% 10 DOWNTOWN GLASS 302 E IST ST Yes Yes 0.089900% 11 ROIL SANTA ANA, LLC (301, 307, 407, 419, 423, 431) 307 E IST ST Yes _ Yes 0.151325% 12 SPORT PLUS _ 307 E IST ST Yes Yes 0.247415% 13 GUADALU PANA M ED ICAL G ROD P 307 E IST ST U N IT# 1C Yes Yes OA87614% 14 _ T -M OBI LE WEST LLC 307 E IST ST U NI T# I E Yes Yes 0.75538B% IS T- M OBI LE FI NANCIAL LLC 307 E IST ST U NI T# I E Yes Yes 0.987376% 16 T- MOBILE 307 E IST ST U NI T# lE Yes Yes 0.283985% 17 T- MOBILE LEASING LLC 307 E IST ST UNIT# 1E Yes Yes 0.238844% 18 JUGOS ACAPULCO 307 E IST ST UNIT# B Yes Yes 0.511401% 19 KALI BOTANICA LATINA 312 E IST ST Yes Yes 0.047617% 20 TELE MAX TV 314 E IST ST Yes Yes 0.085138% 21 FOOD 4 LESS 382 315 E JET ST Yes Yes 5.559132% 22 ACE AUTO CARE, LLC. 401 E IST ST Yes Yes 0.172181% 23 PAYLESS SHOE SOURCE #1011 407 E IST ST Yes Yes 0.298270% 24 DON ROBERTO JEWELERS 407 E IST ST UNIT #2D Yes Yes 0.315983% 25 PROCESSING CENTER OF ORANGE COUNTY /VIGO 407 E IST ST UNIT #2E Yes Yes 0.092566% 26 ILUSION SANTA ANA 407 E I5T ST UNIT #2F Yes Yes 0.119422% 27 TACO BELL #3434 411 E JET ST Yes Yes 0.561684% 28 MARSHALLS #1220 419 E 1ST ST Yes Yes 1.105084% 29 MICROCOMPUTERS 200 W IST ST UN IT# 104 Yes Yes 0.071234% 30 MARYU RI MELISSA CARRE NO 200W IST ST UN IT #105 Yes Yes 0.071425% 31 96 CENT PLUS DISCOUNTSTORE 200W IST ST UNIT #106 Yes Yes 0.112565% 32 PROFESSIONAL SERVICES CENTER 210 W IST ST Yes Yes 0.054473% 33 MOHALE, MICHA 210 W IST ST Yes Ves 0.046759% 34 BROADWAY FAMILY DENTISTRY 210 W IST ST Yes Yes 0.095614% 35 GONZALEZ AUTO INSURANCE SVCS 210 W IST ST Yes _ Ves 0.112375% 36 NUTRICION TOTAL 210 W IST ST ON T# 107 _ Yes Yes 0.084567% 37 OMALEXA'S BEAUTY SALON 210 W IST ST UN T# 108 Yes 0.061711% 38 MOBIUS PRINT &SIGNS 210 W IST ST ON T# 109 _Yes Yes Yes 0.183990% 39 ANTOJITOS CLEMENTE 210 W IST ST UN T# 111 Yes Yes 0.142850% 40 BEAUTY CLAM ACADEMY 210 W IST ST UNIT# 212 Yes Yes 0.159230% 41 TU CENTRO MOBILE 220 W IST ST UNIT #101 Yes Yes 0.119422% 42 _ ADOBE MEDICAL GROUP, INC. 220 W IST ST UNIT# 102 Yes _ Yes 0.1036149. 43 828 PHO 220W1STSTUNIT#103 Yes Yes 0.178276% _ 44 BROADWAY ARCO /AFGHANI FAMILY 302 W IST ST Yes Yes - _ 0.929474% 45 MYERS, GARY L( +101 S BIRCH ST) 310 W IST ST Yes Yes _ 0.008190% 46 CASTELLON, A_LFREDO_ 312 W IST ST Yes Yes 0.028189% 47 SANTA ANA SENIOR HOUSING LP 401 W IST ST Yes Yes 0.214560% 48 TEKCHANDANI, NARAIN ( #F201) 601 W IST ST Yes Yes 0.006095% 49 GONZALEZ, ALFONSO /ALICIA(F105) 601 W IST ST Yes 0.006095% 50 MOHAMMAD, MOBIP INCH, DAVINDER _ 601 W 1ST ST UNIT# F101 _Yes Yes Yes 0.006095% 51 WU, HONG 601 W IST ST UNIT #F204 Yes _ Yes 52 KIMBERLY ANNE LLC 611 W IST ST U NIT# E 102 Yes _0.006095% 0.006095% 53 QIAO, LI Q(A109/E103) 611 W IST ST U N IT# E 103 __Yes Yes Yes 0.006095% 54 SADEG HI, MITRA &AAIAM 611 W IST ST UNIT# E202 Yes Yes 0.006095% 55 ANDRA, KISHOREV 611 W IST ST UNIT#E203 Yes Yes 0.006095% 56 WU, HONG 611 W IST ST UNIT #E204 Yes 0.006095% 57 DAMANIA, MANEK 611 W 15T ST UN 1 20 _-Yes Yes 0.006095% 58 GAO, QUANYIN & YANG, ZUIRONG 621 W IST ST UNIT# D102 _Yes Yes 0.006095% 59 GO PRINTING AND SHIPPING CENTER 104W SHED ST Yes Yes 0.089138% 60 RUNNING WITH SCISSORS HAIR STUDIO 106W END ST Yes Yes 0.047617% 61 JAY'S CATERING, INC. _ 207 W 2ND ST UNIT #A Yes Yes_ 0.156944% 62 RO REINS N EST WI N E BAR &BISTRO 207 W 2ND ST UN IT #B Yes Yes 0.253701% 63 LOIAGASPAR 211 W 2ND ST Yes Yes 0.590254% 64 THE COURT AT ARTISTS VILLAGE 301W 2ND ST Yes Yes 0.210370% EXHIBIT 2 7SA:4 Intent to Levy BID Assessment List Weighted Protest Value Number Business Name Business Address BID Area BID Eligible I% of 100% Total) 65 R01150FTWARE LLC 301 W 2ND ST UN IT #413 _Yes Yes 0.049902% _ 66 _ _ IN STYLE SA_L_ON 103 E 3RD ST Yes Yes 0.081900% 67 THE POINTE SHOP 200 E 3RD ST Yes Yes 0.238844% 68 BUTTE RFI ELD, LE E C /FESTIVAL 210 E 3RD ST Yes Yes 0.012952% 69 TAPIA, CANDEL_ARIO 216 E 3RD ST Yes Yes 0.011809% 70 FESTIVAL HALL 220 E 3RD ST Yes Yes 0.163991% 71 ROMYS BEAUTY SALON & SUPPLY 109 W 3RD ST Yes Yes 0.055759% 72 COMPAX 170 W 3RD ST Yes Yes 1.008708% 73 CALIFORNIA TEAM REALTY 190 W 3RD 5T Yes Yes 0.055616% 74 DOWNTOWN SUGAR 218W 3RD ST Yes Yes 0.127993% 75 SANDYS BEAUTY SALON 305 W 3RD ST Yes Yes 0.060568% 76 DOWNTOWN DONUTS, LLC 307 W 3RD ST Yes Yes 0.238844% 77 EQEIKO CAFE 309 W 3RD ST Yes Yes 0.084567% 78 ACE MESSENGER& ATTORNEY SERVICE 310 W 3RD ST Yes Yes 0.080377% 79 MY OFFICE r 310 W 3RD ST Yes Yes 0.054473% 80 LAWOFFICES OF LOIDA D TELLEZ 315 W 3RD ST _ Yes Yes 0.087614% 81 LAW OFFICES OF CHRISTOPHER P. RU IZ 315W311O ST Yes Yes _ 0.263224% 82 HARRIS TAYLOR MANAGEMENT INC 315 W 3RD ST Yes Yes 0.162658% 83 EAST SECOND STREET LLC 315 W3RD ST Yes Yes 0.111613% 84 BETA HOLDINGS LLC 322 W 3RD ST Yes Yes 0.022475% 85 WMC INSURANCE SERVICES_ _ 322 W 3RD ST _ Yes _ Yes 0.531400% _ 86 INTEGRITY ADVISORS 322W REST Yes Yes _ 0.055235% 87 PM INSU RANCE SERVICES, LLC. 322 W 3RDST Yes Yes JYes 0.195037% 88 C &S INTERGRATED INSURANCE SERVICES, INC, 322 W 3RDST Yes 0.0887575S 89 PACIFIC DIAMOND INSURANCE SERVICES , LLC. 322W3RDST Yes Yes 0.110851% 90 HAKIMI, FARZIN 600 W 3RD ST UNIT #A103 Yes Yes 0.006095% 91 ONTIVEROS, ANGELICA 600 W 3RD ST UNIT #A104 Yes Yes 0.006095% 92 _ NGUYEN, JULIE _ 600 W 3RD ST UNIT #A -105 Yes Yes 0.006095% 93 NGUYEN, TYLER J. 600 W 3RD ST UNIT #A106 Yes Yes 0.006095% 94 CHO, SUNG HWAN 600 W 3 RDSTU N IT# A111 Yes Yes _ 0.006095% 95 _ OLAR INVESTMENTS 600 W 3RD ST UNITY A113 Yes Yes D.006095% 96 CERRUTI- TIPITTO, PATRICIA 600 W 3RD ST UNITY A118 Yes Yes 0.006095% 97 1 K LVICTORVILLE LLC 600 W 3 RD ST U N IT# A210 Yes Yes 0.006095% 98 MAHTANI 2011 600 W 3 R ST UN IT #A212 Yes Yes 0.006095% 99 IABRA, CLAUDIO( #X216) 600 W 3RD ST UN IT #A216 Yes Yes 0.006095% 100 FTI HOLDINGS, INC. ( #A218 /8109/8116/8306) 600W 3RD ST UNIT14 A218 Yes Yes_ 0.009238% 101 TEKCHANDANI, NARAIN( #8104) 600 W 3RD ST UNIT #A219 Yes Yes 0.006095% CORDOVA, MARIANO( #A219) 600 W 3RD ST UNIT #A219 Yes _Yes 0.006095% _102 103 KATO, MAKOTO MART( (14201 -13) 600 W 3RD ST UNIT #AZ19 Yes _ Yes 0.006095% 104 TOBINA LLC 600 W DID ST UNIT #A302 Yes Yes 0.006095% 105 PHAM, THOMAS 600 W 3RD ST UNIT #A305 Yes 0.006095% 106 CREEK ROSEDALE LLC 600 W 3RD ST UNIT #A306 _Yes Yes Yes 0.006095% 107_ TUCKER, GARY 600 W 3RD ST UNIT #A308 Yes Yes 0.006095% 108 _ DESAI M V ( #A310/C205) 600 W 3RD ST UNIT# A310 _ Yes Yes 0.007142% 109 _ HONLYNX CAPITAL, LLC 600 W 3RD ST UNIT #A311 Yes Yes 0.006095% 110 HECTOR &ELVA CORTES 600 W 3RD ST UNIT #A313 Yes Yes _ 0.006095% _ 111 MATINPOUR FAMILYTRU J ST 600 W ERG ST UNIT #A318 Yes Yes 0.006095% 112 PHAN,QUAN 600 W 3RD ST UNIT #6105 Yes Yes 0.006095% 113 SAN JUAN INVESTMENT CO., LLC(BI06 /8212) 600 W 3RDST UNIT #8106 Yes Yes 0.007142% 114 _ HANG, YIHAI /SHI, RU 600 W 3RD ST UNIT #B108 Yes Yes 0.006095% 115 CHAHNOUI, ­MOHAMMED GHASSEMI 600W 3RDSTUNIT# B113 Yes_ Yes 0.006095% 116 TTCHENS, DEAN AND MARIA 600 W 3RD ST UNIT# 8114 Yes Yes 0.006095% 117 WU, HONG(A122/A304/B208/C302) 600 W 3RD ST UNIT #8208 Yes Yes 0.009238% 118 HAIDER,RICHARD &SAM 600 W ERG ST UNIT #B230 Yes_ Yes 0.006095% 119 YANG, JENNY & YINGER, CLANG 600 W 3RD ST UNIT #B213 Yes Yes_ 0.006095% 120 YANG, TONY /HOU, NANCY 600 W 3RD ST UNIT# 8217 Yes Yes 0.006095% 121 PACIFIC HEIGHT HOLDING CO., LLC 600 W 3RD ST UNIT #B221 Yes Yes 0.006095% 122 HONG, ROBERTO 600 W 3RD ST UNIT# B301 Yes Yes 0.006095% 123 NGUYEN, VIET &VC, YVONNE 600 W 3RD ST UNIT #8302 Yes Yes 0.006095% 124 _ DETMERS, ERNESTJ & MORALES,V 600W3RDSTUNIT #8304 _ Yes Yes 0.006095% 125 TESSER, PABLOJOSE 60DW 3RDSTUNIT #B312 Yes Yes 0.006095% 126 SHEN, EDWARDTTRUSTEE 600W3RDSTUNIT #B314 Yes Yes 0.007142% 127 TAING, WILLIAM _ 600 W 3RD ST UNIT #C301____ Yes Yes 0.006095% 128 MINI MAX GROUP LLC 600 W 3RD ST UNIT #C104 Yes _Yes 0.006095% 129 HONLYNX CAPITAL LLC 600W3RDSTUNIT #C202 Yes Yes 0.006095% 130 IIANG,YIHAI 600W3RDSTUNIT #C206 Yes Yes 0.0060955i 131 IKHORRAM, SHANIA /JAFERKHANI, MEHRI 600W3RDSTUNIT #C207_ Yes Yes 0.006095% Page 2 of 9 75A -8 Intent to Levy BID Assessment List Weighted Protest Value Number Business Name Business AdcI BIDArea BID Elieible 1% of 100%Tntall 132 AZVES LLC 600 W 3RD ST UNIT #C304 Yes Yes 0.006095% 133 PRIMAVERAS BRIDAL 102 E4TH ST Yes Yes 0.071425% 134 ACAPULCO TRAVEL 102 E4TH ST Yes Yes 0.145516% 135 YANEZ, RAUL 102 E4TH ST UNIT #2ND FL Yes Yes 0.017618% 136 _ DENTAL4 102 E4TH ST UNIT #2ND FL Yes Yes 0,183609% 137 JOYERIA ACAPULCO 102 E4TH ST UNIT #2ND FL Yes Yes 0.071996% 138 VALNER SERVICES 102 E 4TH ST UNIT# 2ND FL Yes Ves 0.119994% 139 VALNER INSURANCE SERVICES, INC. 102 E 4TH STUNIT #2ND FL Yes Ves 0.082662% 140 _ FOIGELMAN, NORBERT 104 E 4TH ST _ Yes Yes 0.031617% 141 RANCHO DE MENDOZA 104 E 4TH ST Yes Yes _ 0.315983% 142 RASPADOS EL SUR 104 E 4TH ST UNIT# 8 -PE Yes Yes 0.241130% 143 FRUTAS LA PLACITA 104 E 4TH ST UNIT# PE Yes Yes 0.241130% 144 MILLER- BURG -DU PONT, INC.(102 -106) 106 E 4TH ST Yes Yes 0.045712% 145 RHODES JEWELRY & LOAN y 106 E 4TH ST Yes Yes 0.482260% 146 YANEZ, RAUL& GILDA 108 E 4TH ST Yes Yes 0.025237% 147 NANA FASHION 108 E 4TH 5T Yes Yes 0.202275% 148 NANA FASHION 110 E 4TH ST Yes Yes 0.251415% 149 ANTIQUE TIME 110 E 4TH ST Yes Yes 0.054092% 150 HOLIDAY TRAVEL &TOURS 110 E 4TH ST Yes Yes 0.079615% 151 GAZGA, ERENDIRA 110 E 4TH ST UNIT #103 Yes Yes 0.027046% 152 IRMA SALON 110 E 4TH ST UNIT #205 Yes Yes 0.047617% 153 VERONICA'S BRIDAL 110 E 4TH ST UNIT #207 Yes Yes 0.084567% 154 R & Q ENTERPRISES, LLC _ _ 112 E 4TH ST Yes Yes 0.021999% 155 LA ZAPATERIA MEXICO _ 112 E4TH ST Yes Yes 0.185133% 156 SEGURA JEWELRY REPAIR 112 E 4TH ST UNIT #200 Yes Yes 0.059425% 157 START COMPUTER REPAIR 112 E 4TH ST UNIT #200 Yes Yes 0.159230% 158 E.C. SERVICES 112E 4TH ST UN T# 200 Yes Yes 0.159230% 159 TEAS FABRIC 114 E 4TH ST Yes Yes 0.012952% 160 TELAS FABRIC 114 E4TH ST Yes Yes 0.079996% 161 ALVAREZ CH ECK CASH I NG 116 E4TH ST Yes 0.047617% 162 CEBALLOS, JOSE /AURORA 116 E4TH ST Yes _Yes Yes 0.016571% 163 CW CELUULAR, INC 116 E 4TH ST Yes Yes 0.076948% 164 BANDOLERO WESTERN WEAR, INC. 116 E4TH ST Yes 0.104566% 165 E.S. DOCUMENT SERVICES 116 E 4TH ST UNIT #F _Yes Yes Yes 0.056378% 166 RUIZ PAWN SHOP 118 E4TH ST Yes Yes 0.482260% 167 BEAUTY SALON NUEVO GUADALAJARA 1181/2 E 4TH ST Yes Yes_ 0.121517% 168 _ YANEZ, RAUL (318N BUSH) 120 E 4TH ST Yes Yes 0.009047% 169 UA MODA 120 E 4TH ST Yes Yes 0.158849% 170 BLENDS 200 E4TH ST Yes Yes 0.194275% 171 AZUCAR _ 201 E4TH ST Yes Yes 0.071425% 172 LUNCHBOX BY PLAYGROUND 201 E4T_H ST Yes Yes 0.337696% 173 SALSA BANDOLERA 201 E 4TH ST Yes Yes 0.037141% 174 SHORT LIST FOODS LLC 201 E4TH ST Yes Yes 0.056568% 175 EAT GOOD FOOD MAR LLC 201 E 4TH ST Yes Yes 0.081710% 176 BEST GUMBO IN THE HOOD /ANGELA'S LA GUMBO 201E4THST Yes Y. 0.073710% 177 DOMONIC _ 201 E 4TH ST Yes Yes 0.073710% 178 CONTRA COFFEE & TEA 201 E 4TH ST Yes Yes 0.187419% 179 4th STREET MARKET _ 201 E4TH ST Yes Yes 0.235416% 180 ELECTRIC CITY BUTCHER 201 E 4TH ST UNIT# 104 Yes Yes 0.114851% 181 _ CHUNK -N -CHIP _ 201 E 4TH ST UNIT #107 Yes Yes D.104566% 182 FIESTA MARKETPLACE PARTNERS 201 E 4TH ST UNIT# 109 Yes Yes 0.020951% 183 THE STOCKYARD SANDWICH COMPANY 201 E 4TH ST UNIT #116 Yes Yes 0.237130% 184 FRONT PORCH PDPS/TDRCH SMORE 201 E 4TH ST UNIT# 121 Yes Yes 0.083424% 185 RADICAL BOTANICALS _ 201 E 4TH ST UNIT #121 Yes Yes_ 0.109137% 185 INK WAFFLES _ 201 E 4TH ST UNIT #125 Yes Yes 0.107423% 187 PORTOLA COFFEE LAB 201 E 4TH ST UNIT #132 Yes 0.109137% 188 KTCHN DTSA 201E 4TH STUNIT# 136 __Yes Yes Yes 0.273128% 189 DOS CHINOS 201 E 4TH ST UNIT #139 Yes Yes 0.088567% 190 CAREER COLLEGE OF CALIFORNIA _ 201 E 4TH ST UNIT #200 Yes Yes 191 RIVAS FOOD 202 E 4TH ST UNIT# PE _ Yes Yes _0.500164% 0.241130% 192 C A SANTA ANA LLC 204 E 4TH ST UNIT# B Yes Yes D.071425% 193 BOBBY'S SKIN CARE CLINIC 204 E 4TH ST UNIT #D _ Yes Yes 0.047617% 194 CLUB OE NUTRICION DE HERBALIFE 204 E 4TH ST UNIT# G Yes Yes 0.086281% 195 COLORWAYSTUDIOS 204 E 4TH ST UNIT #N Yes Yes 0.067044% 196 PACHANGA DJ, INC. 210 E 4TH ST Yes _ Yes _ 0.137136% 197 _ _ FOURTH DTSA _ _ 210E 4TH ST UNIT# A _ Yes Yes 0.238844% 198 PHOUNSACIK CHANTHAPANY 216 E 4TH ST Yes Yes 0.014380% 7 yge of-w Intent to Levy BID Assessment List Weighted Protest Value Number Business Name Business Address BID Area BID Elialble (% of 100% Total) 199 AL'S SHOP 216 E 4TH ST Yes Yes 0.186276% 200 TOPAZ JEWELRY REPAIR 216 E 4TH ST UNIT #B Yes 0.059044% 201 FAINBARG, ALIAN TR 219 E 4TH ST _Yes yes---- Yes 0.025713% 202 STYLE WORLD 219 E 4TH ST _ Yes Yes 0.342267% 203 4TH STREET MARKET 219 E 4TH ST yes Yes 0.08D377% 204 RIVAS FOOD 219 E 4TH ST UNIT# PE Yes Yes 0.241130% 205 _ THE PLAYGROUND 220 E 4TH ST Yes Yes 0.874810% 206 FIESTA IMPERIAL 220 E 4TH ST UNIT #101 yes Yes 0.117137% 207 GALES BTEEN 220 E 4TH ST UNIT# 101A yes Yes 0.083996% 208 CARRETONES FIESTA 220 E 4TH ST UNIT #PASEO Yes Yes 0.090852% 209 RANGEL, RAYMOND (300 -308) 300 E 4TH ST Yes Yes 0.025142% 210 IA N_UEVA REYNA DE MICHOACAN____ 300 E 4TH ST Yes Yes 0.241130% _ 211 LA PIZZA LOCA, INC __ 300 E 4TH ST UNIT# 103 Yes Yes 0.247987% 212 _ R &RSPORTWEAR 300 E 4TH ST UNIT# 106_ Yes Yes 0.222274% 213 LA FIESTA SHOES /BOOST MOBILE 300 E 4TH ST UNIT #107 Yes Yes 0.353695% 214 TAQUERIAS GUADALAJARA REAL MEXICAN FOOD INC 305 E4TH ST Yes Yes 0.499402% 215 FIESTA MARKETPLACE PARTNERS 305E 4TH ST Yes _ Yes 0.023713% 216 MARCAS GALLERY 305 E 4TH ST UNIT# 103 Yes Yes _ _ _ D.077710% 217 WURSTHAUS 305 E 4TH ST UNIT #106 Yes Yes 0.346267% 218 _ NATIVE SON ALEHOUSE 305 E 4TH ST UNIT #200 Yes_ Yes 0.255986% 219 _ QUERETARO CASTING & DESIGNER 312E 4TH ST Yes _ Yes 0.092566% 220 _ CATANO INSURANCE BROKERS 312 E 4TH ST UNIT #A _ Yes Yes 0.078091% 221 _ MEXICANA TRAVEL 312 E 4TH ST UNIT #A Yes J Yes 0.064758% 222 AB COMPUTERS 312 E 4TH ST UNIT #B Yes Yes 0.095423% 223 CEBALLOS, JOSE 314 E4TH ST _ Yes Yes 0.017332% 224 99 CENT AND MORE 314 E 4TH ST UNIT #B Yes Yes 0.081710% 225 CHARLIE FIESTA MUSIC & WIRELESS 314 E 4TH ST UNIT #B Yes_ 0.083996% 226 FIESTA MARKETPLACE PARTNERS II 316 E 4TH ST _Yes _ Yes Yes 0.030665% 227 CHARLIE'S TATTOO SUPPLIES /BODY JEWELRY /BOOTS 316 E4TH ST Yes yes 0.135993% 228 DAME ELEGANTE 318 E 4TH ST Yes Yes 0.110280% 229 _ AMERICAN BARBERSHOP DTSA /AMERICANBARBERSHOP 320E4THSTUNIT #A Yes Yes 0.047617% 230 AGUILAR,JONATHAN 320E4THSTUNIT #A Yes Yes 0.057140% 231 MEGA INDUSTRIES INC 400 E4TH ST Yes Yes 0.316_555% 232 GON -REY LP 409 E 4TH ST Yes Yes 0.047902% 233 NORTHGATE MARKET 48 409 E 4TH ST Yes Yes_ 4.292343% 234 NORTHGATE FINANCIAL 409 E4TH ST Yes 0.222464% 235 MERCADO, LYDIA MAE 410 E 4TH ST _Yes _ Yes Yes 0.006095% 236 NGH IEM, MIN H THU 450 E 4TH ST UNIT #137 Yes Yes 0.006095% 237 SAN JUAN INVESTMENT CO. LLC(133/134/341/406/433) 450 E4TH ST UNIT #141 Yes Yes __ 0.010285% 238 MAHTANI 2011( #120 /146/201) 450 E4TH ST UNIT #146 Yes Yes 0.008190% 239 HEATON, DAVID &JAN 450E4THSTUNIT #149 Yes Yes 0.006095% 240 TAN, PAUL &JOYCE 450 E4TH ST UNIT #237 Yes yes 0.006095% 241 NGUYEN, HONORA 450 E4TH ST UNIT #240 Yes Yes 0.006095% 242 EONGRACIA LLC 450 E4TH ST UNIT #243 Yes Yes 0.006095% 243 WILLIAMS, JOHN 450E4THSTUNIT #245 Yes Yes 0.006095% 244 LEE, DR. YEE LEAN 450 E4TH ST UNIT #247 Yes Yes 0.006095% 245 SHARMA, SUDHEEP 450 E4TH ST UNIT #337 Yes Yes 0.006095% 246 TRISNO, STEVEN 450E4THSTUNIT #338 Yes Yes 0.006095% 247 PANDIT, EVELINA 450 E4TH ST UNIT #348 Yes Yes 0.006095% 248 JAFARIMOJARROD, ELHAM LIVING TRUST 450 E 4TH ST UNIT #438 Yes Yes 0.006095% 249 OROZCO, JESU_SA 450 E 4TH ST UNIT #439 Yes Yes 0.006095% 250 _ WAVY, BRIAN 450 E 4TH ST UNIT# 441 Yes Yes 0.006095% 251 HERNANDEZ, CARMEN 450 E 4TH ST UNIT #446 Yes Yes 0.028189% 252 1 K L VICTORVILLE LLC _ 450 E 4TH ST UNIT #449 Yes Yes 0.006095% _ 253 _ ZUI<ERMAN, RIVI(A 101 W 4TH ST yes Yes 0.048759% 254 THE IRVINE TRAVEL CO., INC. 101 W 4TH ST UNIT #200 Yes 0.175991% 255 WORLDVIEW TRAVEL 101 W 4TH ST UNIT# 400 _Yes _ Yes Yes 0.964901% 256 FRUTAS L4 PLACITA 101 W 4TH ST UNIT# PE Yes Yes 0.241130% 257_ DORA ORLANDI VALUTA SANTA ANA 1O2 4TH ST Yes Yes 0.071615% 258 CORN E RSTON E STU DIOS IN C _W 106 W 4TH ST Yes Yes 0.207227% 259 G LORAL ENVIRON M E NTAL N ETWORK 1O6 W 4TH ST Yes Yes 0.057521% 260 ALFA INSURANCE SERVICES 106 W 4TH ST UN IT #300 Yes 0.049521% 261 SOUTHWEST HERITAGE CONSTRUCTION W 4TH ST UNIT #312 _Yes Yes Yes 0.096376% 262 _106 SARAKKI ASSOCIATES, INC. 106 W 4TH ST UNIT# 511 Yes Yes C.0476M 263 P & 0 ENTERPRISES, LLC 108 W 4TH ST Yes _ Yes 0.017904% 264 CHIA, WON 108 W 4TH ST Yes Yes 0.011904% 255 DIVA'S FASHION 108 W 4TH ST Yes Yes 0.106851% Page 4 of 9 75A -10 Intent to Levy BID Assessment List Weighted Protest Value Number Business Name Business Address BID Area BID Eligible ( % of 100X, Total) 266 TNTTOURS &TRAVEL 108 W4TH ST Yes Yes OA73520% 267 CONTI N E NTAL HALL 108 W 4TH ST UNIT #A Yes Yes 0.059806% 268 BUFFCO INVESTMENTS, LLC. 109 W 4TH ST Yes Yes 0.028570% 269 COLLEEN O'HARA'S BEAUTY ACADEMY 109 W 4TH ST UNIT #B Yes Yes 0.367980% 270 SOUTHWEST FAMILY 2004 TRUST 110 W 4TH ST Yes Yes 0.017713% 271 CAPILIA LAS ROSAS WEDDING CHPL 11D W 4TH ST Yes Yes 0.140564% 272 LA MODA 110 W 4TH ST Yes Yes 0.216750% 273 CHANTHAPANYA,PHOUNSACI((112 -116 112 W 4TH ST Yes Yes 0.032570% 274 _ BANDOLERO 112 W 4TH ST Yes Yes 0.109137% 275 VCU LLC 113 W 4TH ST Yes_ Yes 0.011904% Z]6 MINA BRIDAL LLC 113 W 4TH ST Yes Ves 0.114280% 277 HISPANOAMERICAN SERVICES 113 W 4TH ST UNIT #A Yes Yes 0.073520% 278 CASSANDRA'S BRIDAL BANQUETS 114 W 4TH ST Yes Yes 0.100566% 279 SERVI CENTRO 114 W 4TH ST Yes Yes 0.059806% 280 WDJRC, LLC 115 W 4TH ST Yes Yes 0.016666 % 281 H L MULTISERVICES & 115 W 4TH ST _ Yes Yes 0.060949% 282 DOLEX DOLLAR EXPRESS INC _ 115 W 4TH ST Yes Yes 0.075805% 283 CENTRO LATINO 116 W 4TH ST Yes Yes 0.052569% 284 VALENCIA JEWELRY (202-204) 116 W 4TH ST Yes Yes 1.181651% 285 GUSTAVOS PRODUCTION & DESIGN 116 W 4TH ST UNIT# 10 Yes Yes 0.047617% 286 PRODUCTOS VIENESTAR HERBALIFE 116 W 4TH ST UNIT #12 Yes Yes 0.083424% 287 ALPHA INCOME TAX FINANCIAL SERVICES 116 W 4TH ST UNIT #14 Yes Yes 0.067806% 288 ALPHA WIRELESS SERVICES 116 W 4TH ST UNIT #14 Yes Yes 0.078853% 289 REVOLUTION BEAUTY SALON 116 W 4TH ST UNIT# 7 Ves Yes 0.059806% 290 VALENCIA & ASSOCIATES APC 116 W 4TH ST UNIT #A Yes Yes 0.199608% 291 FAINBARG V LP 117 W 4TH ST Ves Yes 0.018570% _ 292 I(IDAVENUE 117 W 4TH ST UNIT #102 Ves Yes 0.153706% 293 YOM RESTAURANT SERVICES GROUP, LLC 117 W 4TH ST UNIT #200 Yes Yes 0.087614% 294 SANTA ANA SALON 118 W 4TH ST Ves_ Yes 0.071996% 295 FRUTAS LA PLACITA 118 W 4TH ST UNIT# PE Ves yes 6.241130% 296 BMA INVESTMENT LLC _ 120 W 4TH ST Ves Yes 0.029332% 297 DON ROBERTO JEWELERS _ 120 W 4TH ST Yes _ Yes 0,455404% 298 FAINBARG & FRIEDMAN I, LP 201 W 4TH ST Yes Yes 0.037522% 299 FALLAS PAREDES, #105 201 W 4TH ST Yes Yes 1,038230% 300 _ COCTELES HUERTA 2D1 W 4TH ST UNIT# PE Yes Yes 0.241130% 301 _ CM PROPERTIES (202 -212) _ 202 W 4TH 5T Yes Yes 0.025142% 302 _ DANIEL'S JEWELERS (#239) 202 W 47TH ST UNIT #PE Yes Yes 0.071425% 303 D & D SNACK FOOD 202 W 4TH ST UNIT# PE Yes Yes 0.241130% 304 RHOMBUS INDUSTRIES 2D6 W 4TH ST UNIT #201 Yes Yes 0.349696% 305 GRACE'S ENTERPRISES 206 W 4TH ST UNIT #203 Yes Yes O.D70095. 306 A.L. DRAFTING SERVICES 206 W 4TH ST UNIT# 217 Yes Yes 0.052569% 307 POMADE, INC. 206 W 4TH ST UNIT #220 Yes _ _ Yes 0.130850% 308 PRINCESS BRIDAL 208 W 4TH ST Yes Yes 0.092566% 309 LA PALOMA FASHIONS _ 208 W 4TH ST Yes 0.081710% 310 N & M CORP. BET. PLAN ONE (209 -211) _ 209 W 4TH ST _Yes Yes Yes 0.029998% 311 FIESTA JUICE 209 W4TH ST Yes Yes _ 0.214274% 312 LEMUV SHOP 209 W 4TH ST UNIT #A_ Yes 0.122279% 313 _ MI CELLULAR 209 W 4TH ST UNIT #A Yes _Yes Yes 0.085138% 314 1 & F CALIFORNIA MULTISERVICES 209 W 4TH ST UNIT# D Yes Yes 0.047617% 315 _ _ CHRISTIAN& MARISOL FLOWERS &GIFT SHOP 209 W 4TH ST UNIT #G Yes Yes 316 LAS ILUSIONES BRIDAL 211 W 4TH ST Yes Yes 0.089138% 317 COLLATERALNOW 211 W 4TH ST Yes Yes 0.241130% 318 JESSICA'S BRIDAL _ 212 W 4TH ST Yes Yes 0.110280% 319 ANGELS 213 W 4TH ST Yes Yes - 0.165134% 320 SHE LSY'S BRIDAL _ _ 214 W 4TH ST Yes Yes 0.098280% 321 DUEL, EBRAHIM M.D. - INC _ _ 214 W 4TH ST_ Yes Yes 0.0245]0% 322 ROBBINS, ROSALIND K (215 -217) 215 W 4TH ST Yes Yes 0.019523% 323 LA PARISINA 215 W 4TH ST Yes Yes 0.147421% 324 CASTRO PRODUCTION 218 W 4TH ST Yes Yes 0.074853% 325 HISPANOAMERICA JEWELERS (102) 218W4THSTUNIT #A Yes _ Yes 0.273700% 326 219 W 4TH ST TRUST 219 W 4TH ST Yes Yes 0.017142% 327 VIANNEY CATALOG LLC 219 W 4TH ST Yes Yes 0.153706% 328 HWANG, THOMAS D. 220 W4TH ST Yes Yes _ 0.013237% 329 ELIAS, JOSEPH 221 W 4TH ST Yes Yes 0.014952% 330_ BOTANICA LATINA _ 222 W 4TH ST Yes Yes 0.082853% 331 HOLIDAY TRAVEL &TOURS II 222W4THST Yes Yes 0.080377% 332 CHAPALA'S BEAUTY SALON 222 W 4TH ST UNIT #A Yes Ves 0.04]997% 75A 0 1 Intent to Levy BID Assessment List Weighted Protest Value Number Business Name Business Address BID Area BID Eligible IN of 100-A Total) 333_ ALFA INSURANCE SERVICES 222 W 4TH ST UNIT #A Yes Yes 0.053330% 334 _ 51GUE CORPORATION 222 W 4TH ST UNIT #A Yes Yes 0.086091% 335 FRUTAS ACAPULCO 222 W 4TH ST UNIT #PE Yes Yes 0.241130% 336 VALLEJO, ANTONIO(223 W 4TH ST & 409 N BROADWAY ST) 223 W 4TH ST Yes Yes 0.031046% 337 TERESA'S JEWELERS _ 223 W4TH ST Yes Yes 0.432548% 338 STARBUCIKS COFFEE #8941 301 W4TH ST Ves 0.522258% 339 PHILLIPS HUTTON PARTNERS LLC 301 W 4TH ST Yes _Yes Yes 0.033332% 340 LEDWIN,BRUNO &MQUEL(302 -306) 302 W4TH ST Yes Yes 0.023046% 341 RIA TELECOMMUNICATIONS INC 302 W 4TH ST _ Yes Yes- 0.145516% 342 PANAMERICANA TRAVEL #665 - W 302 4TH ST _ Yes _ Yes 0.075805% 343 CARTER BOWL 302 W 4TH ST UNIT #PE Yes Ye, 0.241130% 344 FIESTA LUGGAGE & PARTY SUPPLY 304 W 4TH ST Yes Yes 0.080567% 345 AI(ORN ENTERTAINMENT LLC 305 W4TH ST Yes Yes 0.193133% 346 LAURA'S PLACE 306 W 4TH ST Yes Yes 0.080567% 347 MO'S DISTRIBUTORS_ LLC /KEBAB PLACE 3_06 W 4TH ST Yes Yes 0.238844% 348 TODO SERVICES 308 W 4TH 5T Yes Yes 0.056378% 349 _ HUGO'S BEAUTY SALON 30 81/2 W 4TH ST __ Yes Yes 0.065520% 350 RISE, INC. 309 W 4TH ST Yes Yes 0.528734% 351 THE GOOD BEER COMPANY, INC. W 4TH ST Yes Yes 0.086472% 352 NI ELSEN & ASSOCIATES 310 W 4TH ST Yes Yes 0.159611% 353 U.S. FINANCING 312 W 4TH ST Yes Yes _ 0.072377% 354 DOWNTOWN J &L _ 312 W 4TH ST Yes Yes 0.051426% 355 CHA, WON (310 -318) 312 W 4TH ST Yes Yes 0.020094% 356 DOWNTOWN JEWELRY AND-LOAN 314 W 4TH ST Yes Yes_ 0.482260% 357 U.S. FINANCING 314 W 4TH ST Yes Yes 0.159230% 358 VELIA BRAVO PROFESSIONAL SERVICE _ 316 W 4TH ST UNIT #237 Yes Yes 0.052569% 359 LA CASA DEL DIAMANTE 318 W 4TH ST Yes Yes 0.091995% 360 MONTE DE PIEDAD_ 318 W 4TH ST _ Yes 0.238844% 361 CM PROPERTIES (322 -326) 322 W 4TH ST -Yes Yes Yes 0.010857% 362 CAFE CALACAS 324 W 4TH ST UNIT# A Yes Yes 0.142850% 363 _ THE BARREL ROOM 324 W 4TH ST UNIT #B Yes Yes 0.140564% 364 GUNTHER'S 324 W 4TH ST UNIT #E Yes Yes 0.107994% 365 RASPADOS ESTUO JALISCO 324 W 4TH ST UNIT# PE Yes Yes 0.241130% 366 FLEENOR'S RESTAURANT, LLC 400 W 4TH ST UNIT #A Yes Yes 0.238844% 367 BARBERIA EL CATRIN, INC. 400 W 4TH ST UNIT #B Yes Yes 0.047617% 368 THEATRE OUT 402 W 4TH ST Yes Yes 0.098852% 369 BROADWAY IMPROVEMENT CO_ INC 404W 4TH ST Yes Yes 0.027141% 37D ASAP LEGAL SOLUTION 404 W 4TH ST UNIT# B Yes Yes 0.391979% 371 HAIR ATELI ER BY KARLY GISELLE 404 W 4TH ST UNIT #E Yes Yes s 0.055235% 372 CAllELL& ASSOCIATES, ATTORNEYS 406 W 4TH ST Yes Yes 0.079615% 373 REED, KENNETH ALAN AM AT LAW 406 W 4TH ST Yes Yes 0.087614% 374 OASIS DENTAL SANTA ANA 408 W 4TH ST Yes Yes 0.103614% 375 CRAVE 410 W 4TH ST Yes Yes 0.606825% 376 BELLA'S GRILL 411 W 4TH ST Yes Yes 0.089710% 377 LFT PROPERTY MANAGMENT, LLC 414 W 4TH ST Yes Yes 0.035331% 378 DOWNTOWN 414 414 W 4TH ST Yes Yes 0.228559% 379 _ 5HOFFNER, GARY E 414 W 4TH ST UNIT# A Yes Yes 0.079615% 380 _ PREMIERE ASSOCIATION MGMT 414 W 4TH ST UNIT #0_ Yes Yes 0.047617% 381 _ VELVET LOUNGE 416 W 4TH ST _Yes Yes 382 _ CO PETE LAW FI R _ 450 W 4TH ST U NIT #250 Yes Yes 383 RAMONA BUILDING LLC (118 -120) 118 W 5TH ST Yes Yes 384 ESPORTS ARENA 120 W 5TH ST UNIT #100 _ Yes Yes q0.240559% 385 IZALCO RESTAURANT 300 W 5TH ST Yes Yes 386 _ BROADWAY IMPROVEMENT CO(300 -322) 306W 5TH ST Yes Yes 387 NINIAS WITH APPETITE 318 W 5TH ST Yes Yes % 38B MILJUG05 320W 5TH ST Yes _ Yes 0.160563% 389 ACE PARKING MANAGEMENT 405 W 5TH ST Yes Yes 0.121136 %I, 390 405 WEST FIFTH STREET HOLDINGS, LLC 405 W STH ST Yes _Yes 0.127327% 391 CM PROPERTIES 313 N BIRCH ST Yes Yes 0.027713% 392 MATTING LEY, Nall RE 1055 BIRCH ST Yes Yes 0.006095% 393 CASA LINDA FURNITURE NC 116 N BROADWAY ST Yes Yes 1.852473 %I 394 H ELLE R, RE N N ETH B TRUSTE E 117 N BROADWAY ST Yes Yes 0.038569 %'I 395_ DEARDEN'S 117 N BROADWAY ST Yes Yes 1.246791 %', 396 H & R BLOCK ENTERPRISES INC 117 N BROADWAY ST Yes Yes 0.061711 %' 397 VIAJES DEARDEN'S 117 N BROADWAY ST Yes Yes 0.097138% 398 IJONES, ERIC LEONARD 125 N BROADWAY ST Yes Yes 0.028189 %. 399 HIPCOOKS 125 N BROADWAY ST UNIT #C as Yes 0.099995% Page 6 of 9 75A -12 Intent to Levy BID Assessment List Welghted Protest Value Number Business Name Business Address BID Area BID Elielble I% of 100% Total) 400 GYPSY DEN 125 N BROADWAY ST UNIT #D Yes Yes 0.357124% 401 C4 DELI 200 N BROADWAY ST Yes Yes 0.307412% 402 LUNA KUT51 201 N BROADWAYST Yes Yes 0.238844% 403 EMPIRE BUILDING LLC 204 N BROADWAY ST Yes Yes 0.037331% 404 LENTZ MORRISSEY ARCHITECTURE, INC. 204 N BROADWAY ST UNIT #F Yes Yes 0.079615% 405 HAL BRISCOE FINE ART 204 N BROADWAY ST UNIT #M Yes Yes 0.071425% 406 CAMPSITE MEDIA HOUSE _ 204 N BROADWAY ST UNIT #N Yes Yes 0.159230% 407 SANTORA GROUP LLC 207 N BROADWAY ST Yes 0.047426% 408 ATILANO SALON 207 N BROADWAY ST UNIT #IDD Yes Yes 0.049902% 409 CALENDAR FACTORY INC dba TETHOS CREATIVE 207 N BROADWAY ST UNIT# A Yes yes 0.190847% 410 GENE, ARTIST STUDIO /GALLERY 207 N BROADWAY ST UNIT# B11 Yes Yes 0.073710% 411 THE ARTBAR 207 N BROADWAY ST UNIT #B6 Yes Yes 0.096566% 412 TWEENA'S TU NES 207 N BROADWAY ST UNIT #E Yes Yes 0.062854% 413 LAW OFFICES OF FERNANDO LEONE 207 N BROADWAY ST UNIT #F Yes Yes 0.079615% 414 LAW OFFICE OF ROBERT N EWMAN 207 N BROADWAY ST UNIT #K Yes Yes 0.087614% 415 CRESCENDOH, LLC 207 N BROADWAY ST UNIT #L Yes Yes 0.071425% 416 ESPARZA,ROSE MARY J LAW OFFICES 207 N BROADWAY ST UNIT #N Yes Yes 0.087614% 417 DEELUX 209 N BROADWAY ST Yes Yes 0.238844% 418 CLLCTIV, CORP. 210 N BROADWAY ST Yes Yes 0.148564% 419 BLACKMARKET BAKERY SA LLC 211 N BROADWAY ST Yes _ Yes 0.071425% 420 CORBIZ LLC 214 N BROADWAY ST Yes Yes 0.047617% 421 FRANCO, VANESSA A. _ 214 N BROADWAY ST Yes Yes 0.028189% 422 _ ELITE FITNESS DOWNTOWN, LLC 214 N BROADWAY ST Yes Yes 0.063616% 423 PROOF 215 N BROADWAY ST Yes Yes 0.391979% 424 ARTISTVILLAGE HAIR STUDIO BY BREJHON 217 N BROADWAY ST Yes Yes 0.062092% 425 JANET'S BIKE SHOP 219 N BROADWAY ST Yes Yes 0.085710% 426 SUBWAY 426294 220 N BROADWAY ST Yes Yes 0.322269% 427 _ AKINSPARIKER CREATIVE, LLC 225 N BROADWAY ST Yes Yes 0.551590% 428 THE COPPER DOOR BAR ^_ 2251/2 N BROADWAY ST Yes Yes 0.071425% 429 THE COPPER DOOR 2251 /2N BROADWAY ST Yes _ Yes 0.047617% 430 RUMORZ KUTZ 225 N BROADWAY ST UNIT #203 Yes _ Yes_ 0.057521% 431 THAD VU PHOTOGRAPHY, LLC 225 N BROADWAY ST UNIT #204 Yes Yes 0.057140% 432 MENARCH 225 N BROADWAY ST UNIT #213 yes Yes 0.079615% 433 CHAPTER ONE: TH E MODERN LOCAL 227 N BROADWAY ST Yes Yes 434 B &B TAX SMART SOLUTION 300 N BROADWAY ST Yes Yes _0.845669% 0.053711% 435 GILMAKER, DEBORAH (300 -306) _ 300 N BROADWAY ST Yes Yes 0.011904% 436 COSTA AZU L TRAVEL #418- J 300 N BROADWAY ST Yes Yes 0.048759% 437 MI MODA 304 N BROADWAY ST Yes Yes 0.144564% 438 CENTRO NATURISTA _ 310 N BROADWAY ST Yes yes 0.094281% 439 _ _ FANTASY BEAUTY SALON 312 N BROADWAY ST Yes Yes 0,059806% 440 IN H NITE BO UTIQU E 323 N BROADWAY ST U N IT #B Yes Yes 0.238844% 441 CENTRAL TRAVEL &TOUR SERVICE 324 N BROADWAY ST Yes Yes 0.075805% 442 SAADI, JOSEPH 1 _ 325 N BROADWAY ST Yes Yes _ 0.023237% 443 THE NORTH LEFT 400 N BROADWAY ST Yes Yes 0.299413% 444 _ RED LIPS MAKEUP BOUTIQUE 4051/2 N BROADWAY ST Yes Yes 0.051426% 445 GENISES BRIDAL BOUTIQUE 405 N BROADWAY ST UNIT #A Yes Yes 0.113137% 446_ THE DEW SALON 405 N BROADWAY ST UNIT #D Yes O.D55235% 447 PRIVILEGE PHOTOGRAPHY 405 N BROADWAY ST UNIT #F Yes _Yes Yes 0.061711% 448 MANUELJ. PENA CONSULTING (#E) 407 N BROADWAY ST Yes Yes 0.054854% 449 HECTOR'S #3 409 N BROADWAY ST Yes Yes 0.086281% 450 UNISEX BEAUTY SALON _ 413 N BROADWAY ST Yes Yes 0.070472% 451 FAINBARG, ALLAN 413 N BROADWAY ST Yes Yes 0.012761% 452 RIVAS FOOD CO. _ 413 N BROADWAY ST JNIT# A Yes Yes 0.227416% 453 BEATNIK BANDITO MUSIC EMPORIUM 417 N BROADWAY ST Yes Yes _ 0.089138% 454 _ LEO'S WATCH 8, JEWELRY REPAIR 4171/2 N BROADWAY ST Yes Yes _ 0.090281% 455 MACRES FLORIST 419 N BROADWAY ST Yes _ Yes 0.223417% 456 TRUTH &ADVERTISING 454 N BROADWAY ST Yes Yes 0.521877% 457 RAGS 454 N BROADWAYST UNIT #100 Yes Yes 0.105137% 458 RICARDO'SAUTO REPAIR 119 N BUSH ST Yes Yes 0.092186% 459 _ STANDARD REBUILDERS 119 N BUSH ST UNIT #B Yes Yes 0.091043% 460 ROAM INTERNATIONAL 202 N BUSH ST Yes Yes 0.118851% 461 _ AFFORDABLE VIDEO PRODUCTIONS, LLC. 204 N BUSH ST__ Yes _ Yes 0.082281% 462 HACOM 205 N BUSH ST_ Yes Yes 0.273700% 463 SPLITENDS SALON 207 N BUSH ST Yes Yes 0,058664% 464 AN IDEAL WORLD 209 N BUSH ST Yes Yes 0.199989% 465 KICKER FISHING BRAND 213 N BUSH ST Yes Yes 0.185704% 466 _ IPROMETHEAN GAMES, INC. 1226 N BUSH ST Yes Ves 0.050664% 75i 7 13 Intent to Levy BID Assessment List Weighted Protest Value Number Business Name Business Address BID Area BID Eligible I% of 100% Total) 467 DONALD KROTEE PARTNERSIHIP_I_NC 230 N BUSH ST Yes Yes 0.127612% 468 THEMGOODS DISTRIBUTION 243 N BUSH ST Yes Yes 0.073901% 469 FORKAN, JOE A. 265 N BUSH ST Yes 0.028189% 470 _ BARBARINO, RICHARD 265 N BUSH ST I~ _Yes Yes Yes 0.006095% _ 471 _ IMPACT POWER _ 269 N BUSH ST _ Yes _ _ Yes 0.1592309N 472 PARKING CO OF AMER CAL 300 N BUSH ST yes _ Yes 0.051807% 473 LA CASA BLANCA BEAUTY SALON 300N BUSH ST Yes Yes 0.054092% 474 PARKING CO OF AMERICA /CAL 3D2 BUSH ST yes Yes 0.013333% 475 ELMA'S BEAUTY SALON 308 N BUSH ST _ Yes Yes 0.079996% 476 JALISCO BRIDAL FOLC &VIDEO 310N BUSH ST Yes Yes 0.086281% 477 CASUELAS PANCHITO 312N BUSH ST Yes Yes 0.129136% 478 DE OLIVAS LAW FIRM 318 N BUSH ST UNIT# B Yes Yes _0.087614% 479 _ THE WILCOX GROUP, U.C. 712 N BUSH S7 Yes Yes 0.016571% 480 CUSTOM AUTO SERVICE 302 N FRENCH ST Yes Yes 0,244177% 481 YOSTST_UDIOS _ 320 N FRENCH ST Yes Yes _ 0.025142% 482 LEFT OF THE DIAL RECORDS 320 N FRENCH ST UNIT #B Yes Yes 0.122279% 483 LABELL EXCHANGE 501 N FRENCH ST Yes Yes 0.282652% 484 M & A CARAFE, A CAL LTD PTNERSHIP 102 N MAIN ST Yes Yes 0.045902% 485 _ CVS /PHARMACY #9583 102 N MAIN ST Yes Yes _ _ 1.666768% 486 RITE AID 95759 111N MAIN ST Yes Yes 1.570773% 487 _ DIAMOND PARKING SERVICES LLC #SASS 200N MAIN ST Yes Yes 0.060568% 488 GAUCHO INVESTMENTS, LLC 200 N MAIN ST _ Yes Yes 0.035712% 489 _ LAW OFFICE OF JOSEPH E. 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TRAN, O.D. OPTOMETRY _ 305 N MAIN ST _ Yes _ _ Yes 0.095614% 507 CHARLOTTES BARBER SHOP N MAIN ST Yes Yes 0.049521% 508 UVA'S BRIDAL &CREATIONS 307N MAIN 5T Yes Yes 0.084567% 509 ESTRADA, JOSEH NA 315N MAIN ST Yes Yes 0.091805% 51D MAIN & IMPERIAL, LLC (500 -520) 500 N MAIN ST Yes Yes 0.037236% 511 WESTERN DENTAL SERVICES INC 500 N MAIN ST Yes yes u 0.191609% 512 LOCKOUT MUSIC STUDIOS 501 N MAIN ST Yes yes 0.159230% 513 CROSSFIT DOWNTOWN SANTA ANA 503 N MAIN ST Yes Yes 0.159230% 514 CEDARSTOWERS SURGICAL VIED_GRP 505 N MAIN ST Yes yes 0.135612% 515 5 A CLINICA MEDICA GENERAL 505N MAIN ST Yes _ yes _ 0.335601% 516 FARMACIA SANTA ANA 510 N MAIN ST Yes yes 1.335929% LATINO HEALTH SVCS MED G RPINC 517N MAIN ST Yes Yes 0.231226% _517 _ 518 SOUTH GATE ROSE PHARMACY INC 517 N MAIN ST UNIT# 101 Yes Yes 0.637680% 519 CACERES, JULIO DDS 517 N MAIN ST UNIT #300 Yes _Yes 0.087614% _ 520 UNIVERSIDAD AMERICA IATINA 517 N MAIN ST UNIT #300 Yes _Yes 0.159230% 521 _ AGUILAR, SERGIO DDS 520N MAIN ST Yes '_ Yes 0.103614% 522 MAIN OPTICAL 520 N MAIN ST yes Yes 0.062854% 523 _ MAIN STREET PRENATAL MEDICAL 520 N MAIN ST UNIT# 100 Yes Yes 0.151611% 524 MARYAM RAHNEMUN M. D. INC. 520 N MAIN ST UNIT #220 Yes Yes 0.111613% 525 BRUSH ADVISORIES(UNIT #111) 520 N MAIN ST UNIT #240 Yes Yes 0.079615% 526 _ THE BUS FUND, LLC 601_N MAIN ST Yes Yes 0.024284% 527 _ JACK IN THE BOX #3180 601 N MAIN ST - Yes yes 0.714819% 528 WORLD TRAVEL BUREAU INC 618N MAIN ST Yes Yes 0.2422739S 529 PALMER INCOMETAX 631N MAIN ST Yes yes 0.095614% 530 PALMER INSURANCE AGENCY 631 N MAIN ST Yes _yes 0.111613% 531 ISUBWAY #63685 700N MAIN ST Yes yes 0.179419% 532 7-ELEVEN STORE #37101A 700 N MAIN ST UNIT# B Yes yes 0.322269% 533 IBURGER I<I NG (4309/4916) 701 N MAIN ST Yes Yes 0.605682% Page 8 of 9 75A -14 Intent to Levy BID Assessment List Weighted Protest Value Number Business Name Business Address BID Area BID Eligible I% of 100% Total) 534 0 E CO CENTER OF LEGAL SVCS 711 N MAIN ST Yes Yes 0.095614% 535 PLUS VIDEO 713N MAIN ST Yes Yes 0.111994% 536 TRANS, CHARLIE 715 N MAIN ST Yes Yes 0.014475% 537 ME GUSTA A MEXICAN TACO JOINT 715N MAIN ST v Yes Yes 0.238844% 538 SOMBRERO STREET 719 N MAIN ST Yes_ Y_es 0.434834% 539 ORIGINAL MIKE'S RESTAURANT _ 1005 MAIN ST Yes Yes 0.773102% 540 100 SOUTH MAIN STREET LLC 1005 MAIN ST Yes Yes 0.017237% 541 FIRESTONE COMPLETE AUTO CARE #271F 1015 MAIN ST Yes Yes 0.395407% 542 WNC REAL ESTATE PARTNERS LP 100 N ROSS ST Yes Yes 0.213512% 543 BURD &NAYLOR 200 W SANTA ANA BLVD Yes Yes 0.175229% 544 ACE PARKING MANAGEMENT 200 W SANTA ANA BLVD Yes Yes 0.086472% 545 200 WEST SANTA ANA BOULEVARD HOLDINGS , LLC W SANTA ANA BLVD Yes Yes _ 546 THE REEVES LAW GROUP _200 _ 200 W SANTA ANA BLVD UNIT #630 _ Yes Yes _ _0.150087% 0.463213% 547 WILSON AND PESOTA, LLP 200 W SANTA ANA BLVD UNIT# 970 Yes Yes 0.406835% 548 CIM URBAN REIT PROPERTIES I, L.P. 500 W SANTA ANA BLVD Yes Yes 0.012095% 549 EVEREST COLLEGE 500 W SANTA_ ANA BLVD Yes Yes 0.801862% 550 BEST CONSTRU CFIO N SERVICES, I N C. 52 0 W SANTAANA BLVD Yes Yes 0.096376% 551 HITPROS INC 520 W SANTA ANA BLVD Yes Yes 0.047617% 552 ELHAI FAMILY TRUST i 550 W SANTA ANA B LVD Yes Yes 0.013333% 553 CIVIC CENTER LLC 600 W SANTA ANA BLVD Yes Yes 0.144468% 554 _ RA_SCH INVESTIGATIONS 600 W SANTA ANA BLVD Yes Yes 0.0693309K, 555 IMMIGRATION 4U 600 W SANTA ANA BLVD Yes Yes 0.067806% 556 ORANGE COUNTY REPORTER 600 W SANTA ANA BLVD Yes Yes 0.295413% _ 557 SUNNY HILLS PALLADIUM 600 W SANTA ANA BLVD Yes Yes 0.072758% 558 M C D GENERAL SERVICES 600 W SANTA ANA BLVD Yes Yes 0.066282% 559 DANTE'S COFFEE &TEA 600 W SANTA ANA BLVD UNIT #100 Yes Yes 0.165134% 560 SANTA ANA LEGAL SUPPORT, INC. 600 W SANTA ANA BLVD UNIT #101 Yes Yes 0.839193% 561 NATIONAL TRANSLATION & PHOTOCOPY 6DO W SANTAANA BLVD UNIT# 102 _ Yes _ Yes 0.203037% 562 ONLINE VOCATIONAL ACADEMY, INC. 600W SANTAANA BLVD UNIT 4 102 Yes Yes 0.159230% 563 PLAZA CAFE & DELI 600 W SANTA ANA BLVD UNIT# 103 Yes Yes 0.107423% 564 i� PES -EBS, INC. 600 W SANTA ANA BLVD UNIT# 108 Yes Yes 0.159230% _ 565 _ SIMPLE LEGAL SOLUTIONS 600 W SANTA ANA BLVD UNIT #114 Yes _ Yes 0.081900% 566 LAW OFFICES OF STEPHEN J RIGGS 600 W SANTA ANA BLVD UNIT# 202 Yes Yes 0.079615% 567 _ CONECCION LATINA� 600 W SANTA ANA BLVD UNIT# 2148 Yes Yes O.D62092% 568 PATRICIO, HERMANSON & GUZMAN, A. P. C. 600 W SANTA ANA BLVD UNIT# 700 Yes Yes 0.255605% 569 ROLNICKI, ROLF ATTORNEY 600 W SANTA ANA BLVD UNIT #814 _ Yes Yes _ 0.087614% 570 BARTONE, GREGORY LEE ATTORNEY 600 W SANTA ANA BLVD UNIT #814 Yes Yes 0.079615% 571 ROSEN, MARK S - ATTORNEY 600 W SANTA ANA BLVD UNIT #814 Yes Yes 0.087614% 572 LAW OFFICE OF DEBORAH M. VASQUEZ EDO W SANTA ANA BLVD UNIT #814 Yes _ Yes 0.079615% 573 LAW OFFICES OF JESSE A. MARINO 600 W SANTA ANA BLVD UNIT #816 Yes Yes 0.127612% 574 LAW OFFICE OF LOLITA KIRK 600 W SANTA ANA BLVD UNIT #900 Yes Yes 0.087_614% _ 575 OSAIIMA, GLENN K LAW OFFICES O� 600 W SANTA ANA BLVD UNIT #910 Yes Yes 0.079615% 576 LAW OFFICE OF RENEE GARCIA 600 W SANTA ANA BLVD UNIT #910 Yes Yes 0.079615% 577 MUNOZ & ASSOCIATES 600 W SANTA ANA BLVD UNIT #910 Yes Yes 0.079615% 578 HUFSTADER, DONALD K LAW OFFICE_ 600 W SANTA ANA BLVD UNIT# 955 Yes_ Yes 0.079615% _ 579 SCHULMAN, THOMAS L 600 W SANTA ANA BLVD UNIT #955 Yes Yes 0.087614% 580 GRIFFIN LOU& HOLZMAN, A LAW CORP. 600 W SANTA ANA BLVD_ UNIT #960 Yes _ 0.095614% 581 CHLOE M. STATON TRUST (219 E 15TST) 116 N SPURGEON ST Ves - Yes 0.014094% 582 CRISP BRAND AGENCY 200 N SPURGEON ST Yes Yes 0.291032% 583 EVOUNI USA _ 200 N SPURGEON ST y Yes Yes 0.086281% 584 FIESTA MARKETPLACE PARTNERS 301 N SPURGEON ST Yes Yes 0.006666% 585 YOJIE JAPANESE FONDUE 303 N SPURGEON ST Yes Yes 0.235416% 586 YOSTTHEATER 307 N SPURGEON ST Yes 0.548542% 587 THE YOST _ 307 N SPURGEON ST _Yes as Yes 0.488545% 588 CARTSALON 205 N SYCAMORE ST Yes Yes 0.073139% 589 CREACIONES ALEJANDRA FOLD ESTUDIO Y BRIDAL SHOP 318 N SYCAMORE ST Yes Yes 0.085710% 590 LOMELI, ARTURO1 415 N SYCAMORE ST Yes Yes 0.014285% 591 LOMELI, ARTURO DDS 415 N SYCAMORE ST Yes Yes 0.183609% 592 FULL HEALTH UNIVERSITY MEDICAL 415 N SYCAMORE ST Yes Yes 0.095614 %'. 593 DIAMOND PARKING SERVICES LLC #SA01 416 N SYCAMORE ST Ves _ Yes _ 0.075425% 594 VITARELLI 511 N SYCAMORE ST Yes Ves 0.235416% 595 _ SONI, NEIL )701 -703) 701 N SYCAMORE ST Yes Yes 0.0092385 75A0 15 75A -16 REQUEST FOR COUNCIL ACTION CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: PUBLIC HEARING - RESOLUTION TO ADOPT THE SANTA ANA CLIMATE ACTION PLAN AND ASSOCIATED NEGATIVE DECLARATION {STRATEGIC PLAN NO. 4, 1; 5} r TY NAANAG RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: ❑ As Recommended ❑ As Amended ❑ Ordinance on 1®t Reading ❑ Ordinance on 2"o Reeding ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER 1. Approve and adopt the Negative Declaration affirming that the environmental impact of the Santa Ana Climate Action Plan policies and procedures has been found to be less than significant and requires no mitigation measures. 2. Adopt a resolution approving the City of Santa Ana Climate Action Plan, Santa Ana has been developing a Climate Action Plan (CAP) to demonstrate its leadership in sustainability efforts. By completing the CAP, the City has developed a roadmap to save energy and resources, improve quality of life, quantify achievement of Council- approved greenhouse gas (GHG) emissions reduction goals, and be positioned for CAP implementation. The City will also be prepared for any new legislation that may be enacted mandating GHG emissions reduction at the local government level. As a first step in preparing the Draft CAP (Exhibit 1), a GHG emissions inventory was completed to determine the baseline for future achievement. This 2008 baseline inventory showed that Santa Ana was already demonstrating leadership in reducing energy use and GHG emissions. At 5.5 metric tons of CO2 emissions (MTCO2e) per capita, Santa Ana baseline emissions are lower than the statewide average of 13 MTCO2e, and significantly lower than the nationwide average of 23 MTCOze. Council approved reduction targets of 15 percent of 2008 levels by 2020, and 30 percent of 2008 levels by 2035. These targets were developed with input from community and City stakeholders, as well as consultants with expertise in CAP preparation and scientific calculation of emissions reduction. The resulting actions (measures) included in the CAP also consider elements such as State regulations, utility incentive programs, and the City's Draft Circulation Element. The CAP will 7513-1 Resolution to Adopt Climate Action Plan December 15, 2015 Page 2 achieve the recommended reduction target for 2020 and nearly achieve the reduction target for 2035. In the coming years, as the CAP is reviewed and revised to include increased State regulations, measures will be implemented to achieve the 2035 reduction target. The majority of the funding for the CAP was provided by Southern California Edison through the California Public Utilities Commission. The remaining portion of the funding was provided by the Public Works and Planning and Building Agencies. STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #4 - City Financial Stability, Objective #1 (maintain a stable, efficient and transparent financial environment); and, Goal #5 - Community Health, Livability, Engagement & Sustainability. ENVIRONMENTAL IMPACTS In accordance with the California Environmental Quality Act (CEQA), a Negative Declaration has been prepared for this project (Exhibit 2). As noticed in The Orange County Register on October 21, 2015, the public review period for the Negative Declaration for the Draft Climate Action Plan was from October 21, 2015 to November 20, 2015. Documentation was available for viewing on the City website, at the Main Library, and the Planning and Building Agency public counter. The written comments regarding the Negative Declaration that were received from the Orange County Transportation Authority and Caltrans were not substantive in nature and have been addressed. Any new programs as identified in the Climate Action Plan will be subject to project - specific CEQA review to evaluate potential environmental impact. Thus, adoption of the Climate Action Plan policies and programs would have a less than significant environmental impact, and no mitigation measures are deemed necessary. FISCAL IMPACT There is no fiscal impact associated with adopting the Negative Declaration and the Climate Action Plan. ` —.__ A ), Fre 'Mousavipour Executive Director Public Works Agency FM /MLM /ck Exhibits: 1. Draft CAP 2. Negative Declaration 3. Resolution 75B -2 WA I This page intentionally left blank 75B -4 Santa Ana Climate Action Plan: Table of Contents Table of Contents Acknowledgements Message from the City Manager Executive Summary 1 1. Introduction 3 Purpose 3 Legislative Overview 4 Global Warming Solutions Act 4 Senate Bill 375 4 Executive Order 5 -3 -05 5 California Environmental Quality Act (CEQA) and Senate Bill 97 5 Local Government Action 5 Santa Ana General Plan 6 Santa Ana Sustainability Leadership and Accomplishments 7 Community -wide Initiatives 7 Municipal Operations Actions 10 2. Emissions Inventory, Forecasts, and Goals 13 Inventory Overview 13 Community -wide Baseline Emissions 14 Per- capita Emissions 15 Community -wide Emissions Forecast 15 Municipal Operations Baseline Emissions 16 Municipal Operations Emissions Forecast 17 Emissions Reduction Goals 17 State Emissions Reduction 17 Renewable Portfolio Standard 18 Vehicle Fuel Efficiency 18 Combined Impact 18 3. Climate Action Plan Measures 21 Process and Overview 21 Measure Emissions Reduction Summary 22 Measure Structure 23 Climate Action Plan Measures 24 Transportation and Land -Use Measures 24 Community -wide Energy Measures 36 Municipal Operations Energy Measures 50 Water, Wastewater and Solid Waste Measures 57 75B -5 4. Implementation and Monitoring Strategy Climate Action Plan Implementation Staffing Partnerships Outreach and Education Implementation Timeframe Evaluation and Monitoring Tracking Implementation Status Measurement and Estimation of Emissions Reduction Periodic Re- Inventory 5. Take Action —What Can You Do? Appendix A: Total Emissions Reduction Appendix B: Inventory Methodology Appendix C: Measure Calculation Assumptions 75B -6 63 64 64 64 64 64 66 66 67 67 69 72 74 75 Santa Ana Climate Action Plan' Acknowledgements This plan was made possible by funding from the Southern California Edison Company's Local Government Strategic Plan Strategies Program for the 2013 -2014 Program Period under the auspices of the California Public Utilities Commission. Thanks to the City Council for their leadership and support Miguel A. Pulido Mayor Vincent F. Sarmiento Mayor Pro Tern Michele Martinez Members of the City Council Angelica Amezcua P. David Benavides Roman Rayne Sal Tinajero Thank you to the City of Santa Ana Staff and Climate Action Plan Steering Committee for their contributions to the Climate Action Plan. Consulting Team: ICLEI Local Governments for Sustainability -USA Project Lead AECCM Global Green Fehr and Peers Mariann Long and Associates 75B -7 Messago from the City Manager t. Community Members, For many years, the City of Santa Ana has taken the lead in reducing greenhouse gas emissions and conserving resources citywide. As a result, Santa Ana's per capita emissions are lower compared to other California cities and the State. Energy efficiency and sustainability have been guiding principles to ensure that the actions taken today will preserve the ability to meet the needs of future generations. The purpose of this Climate Action Plan is to develop and implement strategies to reduce greenhouse gas emissions from City operations, and the community. These strategies include using energy and water more efficiently, increasing renewable energy, enhancing access to sustainable transportation modes, recycling waste, and building sustainable communities. These actions will benefit the community by boosting the local economy, reducing traff ic congestion, improving air quality, lowering energy use and cost, and improving the quality of life. I would like to express our gratitude to the Mayor and City Council for their outstanding leadership and vision. We are committed to creating a more livable, sustainable, and economically vibrant community. I look forward to working together with the community and achieving great progress through the implementation of the Climate Action Plan. Best, David Cavazos City Manager 75B -8 This Climate Action Plan (CAP) represents the City of Santa Ana's commitment to improving quality of life by reducing carbon pollution and energy use, both from its own operations and from the community as a whole. To develop this CAP, an inventory was conducted to determine baseline green -house gas emissions from the community and from municipal operations for calendar year 2008. A forecast was made of business -as -usual emissions in the absence of any emissions reduction actions. This forecast was then adjusted to account for the emissions reduction expected from statewide policies and from actions that have already been taken by the City since the baseline inventory. In 2014, the City Council adopted emissions reduction goals for the CAP. For community -wide emissions, the reduction goal is 15% below the baseline year 2008 by 2020, and 30% below the baseline year 2008 by 2035. For municipal operations emissions the reduction goal is 30% by 2020 and 40% by 2035. Based on community input, suggestions from City staff, analysis of other communities' climate action plans, and consultant recommendations, a list of measures to reduce emissions was developed. These measures address emissions in five sectors: Energy, Transportation and Land Use, Water, Wastewater, and Solid Waste. The total emissions reduction from all measures in each sector is shown in Table E.1. Table E.1: Summary of CAP Measure Emissions Reduction by Sector Reduction (MTCO,e/Year)* Sectors 202D 2035 Ransportation and Land Use _ - 9,150 73,873 Energy 36,423 47,909 Solid Waste,Water,and Wastewater 9,097 13,811 Total 54,670 135,593 *Metric tons of carbon dioxide equivalent per year The measures in this CAP are projected to accomplish the goals of a 15% reduction in community -wide emissions by 2020 and nearly reach 30% reduction by 2035. It is anticipated that new policy and technology options for reducing emissions will become available before 2035; the CAP will be updated periodically to meet the 2035 goal. The CAP measures affecting municipal operations are projected to accomplish both the 30% reduction by 2020 goal and the 40% reduction by 2035 goal. The implementation plan and anticipated start dates for each measure are presented in Chapter 4. Suggestions for using resources more efficiently at home and at work are provided in Chapter 5. Reaching the emissions reduction goals will require residents, businesses, and City government to work together. The result will be reduced traffic congestion, improved air quality, lower energy use and cost, and improved quality of life for the entire community. 75B -9 This page intentionally left blank 75B -10 This page intentionally left blank 75B -11 Santa Area. Cl[mateAction Plan IlM The City of Santa Ana has a land area of approximately 27 square miles and a population of over 335,000. It is the third most densely populated city in California and the 57th most - populous city in the United States. Santa Ana is located in the heart of Orange County with City, County, State, and Federal government agencies headquartered near the historic downtown. This Climate Action Plan (CAP) represents the City of Santa Ana's commitment to improv- ing quality of life by reducing carbon pollution, both from its own operations and from the community as a whole. By completing this CAP, Santa Ana joins many other communities in California and throughout the United States that have acknowledged not only that climate action and economic prosperity can coexist, but that efforts to reduce carbon pollution can strongly support the local economy by cutting costs, creating jobs, and attracting investment. More efficient use of energy decreases utility and transportation costs for residents, busi- nesses, and City government, In addition to the direct benefits of these savings, money not spent on energy is more likely to be spent at local businesses and added to the local economy. Moreover, retrofitting homes and businesses to be more efficient creates local jobs for contractors in building testing, insu- lating, air sealing, and installation of energy efficient or renewable energy equipment. 75B -13 Many of the transportation - related measures in this plan increase opportunities for walk- ing and bicycling, and promote the creation of walkable spaces. These increased oppor- tunities are good for residents' health; and walkable spaces increase quality of life and bring economic benefits to local businesses through increased customers. Reducing energy and fossil fuel use also improves air quality, reducing the negative impacts of pol- lution on health. Using electricity and water more efficiently can help support the supply infrastructure, making these systems more resilient. For example, when energy demand is high and supply is short, power interruptions can sometimes be the result. Lowering energy use during peak demand periods reduces the risk of power interruptions and the economic losses associated with such interruptions. By reducing energy use and pollution, Santa Ana also contributes to reducing greenhouse �6 chapter 1 Introduction gas (GHG) emissions. GHG emissions have the potential to adversely affect the environ- ment because they contribute, on a cumula- tive basis, to climate change. Climate change is increasing the weather- related risks faced by communities across the country, including Santa Ana. Major risks to southern California inland areas include extreme heat waves, which can impact both human health and infrastructure, and a less reliable water supply. Legislative overview State -level policies in California serve as regulatory drivers for action at the local government level. California has adopted a wide variety of regulations aimed at reducing the state's GHG emissions. Key legislation pertaining to California GHG reduction targets is described below. f . e . l IZZMEM California passed the Global Warming Solu- tions Act, also known as Assembly Bill 32 (AB 32), in 2005. This bill charged the California Air Resources Board (CARB) with implement- ing a comprehensive statewide program to reduce GHG emissions. AB 32 established the following GHG emissions reduction targets for the state of California: • 2000 levels by 2010 • 1990 levels by 2020 These targets apply to statewide emissions across all sectors of the economy. AB 32 does not require that individual local governments reduce their community emissions to these levels nor does it require that local govern- ments adopt climate action plans. However, the AB 32 Scoping Plan, prepared by CARB to map out strategies for reaching the AB 32 targets, does identify an important role for lo- cal governments in implementing many of the strategies. While impacts are now beginning to appear, they are projected to intensify throughout the twenty -first century, with costly consequences if no action is taken. To slow down and ulti- mately reverse climate change, organizations in every sector of the economy and all levels of government will need to implement new policies to create more efficient, cleaner, and safer communities. This CAP is the City's next step along that path. Senate Bill 375 (SB 375) enhances California's ability to reach its AB 32 targets by promoting good planning through its goal of develop- ing more sustainable communities. SB 375 requires CARB to develop regional GHG emis- sions reduction targets for passenger ve- hicles. CARB has established regional targets for 2020 and 2035 for each region covered by one of the state's 18 metropolitan plan- ning organizations. The targets for the South- ern California Association of Governments (SLAG), where Santa Ana is located, are 8% below 2005 levels by 2020, and 13% below 2005 levels by 2035. The Regional Council of the Southern California Association of Gov- ernments (SCAG) adopted the 2012 -2035 Regional Transportation Plan /Sustainable Communities Strategy (RTP /SCS): Towards a Sustainable Future. Many of the measures in this CAP help to implement strategies from the RTP /SCS in the City of Santa Ana. Executive Order S -3 -05 Executive Order S -3 -05, issued by Governor Schwarzenegger, reinforces the targets estab- lished in both AB 32 and SB 375 and also sets a schedule for reporting both the measured impacts of climate change upon California's natural environment and the emissions reduc- tion efforts undertaken by a myriad of state, regional, and local groups. Executive Order S -3 -05 also establishes an additional GHG 75B -14 5antaAna climate Action Plan' reduction target of 80% below 1990 levels by 2050. California Environmental Quality Act and Senate Bill 97 California Environmental Quality Act (CEQA) requires public agencies to evaluate the envi- ronmental impacts of discretionary develop- ment plans and projects in their jurisdictions. Senate Bill 97, passed in 2007, directed the Governor's Office of Planning and Research to develop and recommend new guidelines to analyze GHG impacts under CEQA. The CEQA guidelines were updated in March 2010 to require analysis of climate change in CEQA documents. Many jurisdictions are finding that climate change impacts from local govern- ment activities are "significant" under CEQA, and are identifying emissions reduction targets and Climate Action Plans as mitigation 75B -15 measures to reduce climate change impacts to less- than - significant levels. Local Government Action Many communities throughout the United States are taking responsibility for plan- ning reductions in energy use and emis- sions. Through proactive measures in land use, transportation, energy efficiency, green building, waste diversion, and more, local governments help residents and businesses save money while improving quality of life and reducing emissions in their communities. In 2007, the City of Santa Ana signed the U.S. Mayors' Climate Protection Agreement, com- mitting to reduce GHG emissions. Santa Ana, in addition to more than 1,000 local govern- ments worldwide, joined ICLEI — Local Gov- ernments for Sustainability ( ICLEI), an asso- 8 ciation for local governments where members share knowledge and successful strategies toward increasing local sustainability.' ICLEI members represent the most forward - thinking and adept local governments that are work- ing to make their communities more livable, prosperous, and environmentally sound. ICLEI provides a framework and methodology for local governments to identify and reduce GHG emissions, organized along Five Mile- stones (also shown in Figure 1.1): 1. Conduct an inventory and forecast of lo- cal greenhouse gas emissions; 2. Establish greenhouse gas emissions re- duction targets; 3. Develop a climate action plan for achiev- ing the emissions reduction targets; 4. Implement the climate action plan; and, 1 Introduction 5. Monitor and report on progress. This CAP represents completion of Milestone 3. Chapter 4 of this CAP lays out strategies for Santa Ana to use in completing Milestones 4 and 5. This CAP builds upon a well - developed body of goals and policies in the Santa Ana Gen- eral Plan, including the Energy Element that was first created in 1982. The Energy Ele- ment identified goals to "reduce consumption of non - renewable energy" and to "support development and utilization of new energy sources." The City is in the process of up- dating the Circulation Element of the Gen- eral Plan, which includes Complete Streets policies to bring the City in compliance with Figure 1.1: ICLEI's Five Milestones Milestone -� One Inventory -GHG Emissions Milestone Milestone Five Two Monitor & Establish Verify Results Reduction II Target Commitment i' Leadership Milestone �+ Milestone Four Three Implement Develop Climate - Policies &Measures Action Plan ICLEI was formerly known as the International Council for Local Environmental Initiatives, the name has been changed to ICLEI - Local Governments for Sustainabllity, http: / /www.ioteiusa.org 75B -16 Santa Ana Ofmate, Actfon Plan the Complete Streets Act. The transportation actions in this CAP have been aligned with the latest updates to the General Plan Circula- tion Element. In addition, by promoting jobs in areas such as energy efficiency retrofits, the CAP supports the Economic Develop- ment Element goal to "increase employment opportunities for local residents." And the CAP measures that reduce City energy costs support the goal of "keeping taxes and fees at a fair level competitive with those of compa- rable communities." Because the CAP will require approval of cer- tain discretionary actions by the City, the CAP is subject to CEQA. It is anticipat- ed that the CAP will not have a sig- nificant effect on the environment. 44 sj The City plans to prepare an Initial Study and file a Negative Declaration IS finding that the project will not have a significant effect on the environment. Santa Ana Sustainability Leadership and Accomplishments In addition to the leadership demonstrated through signing the Mayors' Climate Protec- tion Agreement and partnering with ICLEI, Santa Ana has already taken steps to reduce energy use and emissions? These actions ad- dress both the City -owned operations and the wider community. Furthermore, Santa Ana's baseline inventory shows that per- capita com- munity emissions are already well below those of peer communities in California. Community -wide Initiatives At the community scale, several initiatives are underway that improve quality of life in Santa Ana while reducing carbon pollution. Collec- tively, these initiatives reduce emissions by 27,238 metric tons of carbon dioxide equiva- lent (MTCOze) /year. The following describes some of these programs. Transportation and Land Use Plans Within the transportation and land use sector there are several measures that are currently planned for, but have yet to be implemented: The Santa Ana Regional Transit Center (SARTC) is a focal point of transportation in Orange County and co- locates Amtrak, Metrolink, Orange County Transit Authority, intercity and interstate bus transportation, and taxi services. Santa Ana received $3 million in grant funds for two transit improvement projects — the SARTC Master Plan and the Santa Ana Boulevard Grade Separation. The SARTC Master Plan is completed and includes design of a transportation facility, expanded parking facility, and infrastructure to support a fixed guideway system, streetcar, and bus rapid transit. The Santa Ana Boulevard Grade Separation will improve pedestrian and bicycle user safety, and reduce traffic congestion along Santa Ana Boulevard. It includes a railroad bridge that will accommodate a multi -modal corridor for pedestrian, bicycle, and fixed guideway components. This commitment to long- range, sustainable planning was one factor in the selection of Santa Ana as a major transportation grant recipient. Throughout this section, the emissions reduction figures were calculated using the most up -to -date data available as of September 2014. 75B -17 10 • The City is currently in the process of drafting a Pedestrian Master Plan and updating its existing Bicycle Master Plan. Combined, the Bicycle and Pedestrian Master Plan outlines and prioritizes future active transportation improvements. • The Transit Zoning Code, adopted in June of 2010, provided new zoning for over 400 acres in Santa Ana's downtown core. The new zoning supports compact develop- ment that is transit - friendly and allows for a mix of uses that will place housing closer to transit and jobs. The first proj- ects developed under the new zoning will create over 120 units of new infill develop- ment within a 1 -mile radius of the SARTC. This new housing represents a range of high - quality, compact development from row housing to courtyard -style apart- ments. Many of these new units will be marketed as affordable housing. Other areas allowing mixed use and higher density near transit include the Metro East Mixed Use Overlay Zone east of the SARTC. The Harbor Mixed Use Transit Corridor Specific Plan allows for 2,000 new residential units and mixed Table 1.1: SCE Program Impacts Program Name SCE Small and Medium Business Direct Install Residential Energy Efficiency Kits Energy Star Qualified Refrigerator Rebates Residential Lamp Exchange LED Holiday Light Exchange Residential CFL Bulbs Giveaway Elementary School Living Wise Program Total 1 Introduction units along a Bus Rapid Transit line and adjacent to the proposed Garden Grove/ Santa Ana Fixed Guideway. The General Plan Land Use Element designates a total of seven areas of the City as mixed use District Centers. District centers are to be developed to provide shopping, business, cultural, education, recreation, entertain- ment, and housing opportunities, and the most intense development in the City is targeted to those areas. Energy Many building efficiency M measures have been brought about through a successful partnership with Southern California Edison (SCE) business and residential programs. The actions that have been employed are diverse depending on the specific program, but because these have been carried out through the utility partnership, reliable estimates of energy savings are available. The total reduction resulting from these programs is estimated at 7,517 MTCOZe/ year. Table 1.1 contains a summary of these actions along with the associated emissions reduction for each. Annual kWh Saved Emissions Reduced (MTCOze/Year) 21,143,400 6,051 2,287,550 655 1,401,859 401 1,120,207 172 388„470 111 361,375 103 84,000 24 26,786,870 7,517 75B -18 Santa Arta Cifatate Action Plan In addition to the retrofits from SCE programs, natural gas retrofits were accomplished through similar programs from the Southern Table 1.2: SCG Program Impacts California Gas Company (SCG). Those pro- grams are reducing an estimated 8,362 MT- 0O2e /year and are summarized in Table 1.2. Program Name Annual Therms Saved Emissions Reduced (MTCO,e /Year) Commercial 1,019,806 5,411 Single Family 258,112 1,370 Multi Family 241,924 1,284 Mobile Home 55,931 297 Total 1,575,773. 8,362 Weatherization is another program that has reduced emissions from residential energy use. The Weatherization program delivered through the Community Action Partnership and funded through Federal grants reached 3,291 low- income households with weather - ization assistance since 2008. Actions taken in homes can include combinations of a num- ber of energy savings measures, such as seal- ing air ducts, insulating, glazing windows, and tuning up or replacing air conditioning and heating equipment. The combined electric- ity and natural gas savings from this program result in an estimated emissions reduction of 1,553 MTCO2e /year. Finally, new solar energy installations on homes and businesses are also reducing emissions. According to the Go -Solar Califor- nia website, 11.9 MW of solar capacity has been installed in Santa Ana since 2008. These installations are estimated to produce an emissions reduction of 5,751 MTCO2e /year.3 Solid Waste, Water and Wastewater The City of Santa Ana has an exemplary recycling program AM with an overall diversion rate AM of 67 %. A comparison of diversion rates from 2008 and IV 51 2011 shows an incremental reduction of landfilled waste that translates to an emissions reduction of 2,060 MTCOze/ year.4 The most significant portion of the total reduction is achieved from diversion of green waste from the landfill, as this reduces a high proportion of landfill emissions. The extraction, delivery, and treatment of water consume large amounts of energy. By conserving water, energy consumption is also reduced. Within the City of Santa Ana, large volumes of water are conserved an- nually through SoCal Water$mart and other programs that provide incentives from the Metropolitan Water District such as irriga- tion controllers, ultra -low flush toilets, clothes s It is likely that this number underestimates the total slightly due to the fact that Go -Solar California only tracks installations that occurred as part of the California Solar Initiative rebate program. Total electricity generated from these systems was calculated using the average annual kWh production per kW installed capacity of 1,678 for systems in the South Coast Air District. 4 This assumes that the waste characterization (percentage of different waste types) and total generation in 2011 were the same as those reported for 2008. s For the calculation of this measure, water conserved was converted to energy consumption using the same values for water use intensity as were used in the baseline inventory. Source: CEO. 2006, Refining Estimates of Water - Related Energy Use in California prepared by Navigant Consulting, Inc. 9 The estimated energy intensity to supply recycled water in the Los Angeles area is 1,841 kWh /million gallons, compared with 11,110 kWh /million gallons for potable water used in outdoor applications. Source: Navigant Consulting. 2008. The Role of Recycled Water in Energy Efficiency and Greenhouse Gas Reduction. Table 4 -13 75B -19 iv washers, etc. The estimated total emissions reduction from water conservation programs in Santa Ana is 1,853 MTCOze /year.5 In addi- tion, since 2008, Santa Ana has progressively increased the volume of reclaimed water used in non- potable applications by 53.4 million gallons, from 62.3 to 115.7 million gallons. Each gallon of reclaimed water saves energy because it was not pumped from outside state water sources like some of the potable water is, and because it will be used for nonpotable applications, less energy intensive water treatment is needed. The total energy savings is estimated to be 494,928 kWh /year, resulting in an emissions reduction of 142 MTCOze /year.e Santa Ana uses 64 gallons of water per capita per day, among the lowest in Orange County which averages approximately 128 gallons per day. Municipal Operations Actions The City of Santa Ana has implemented several changes to its own operations that are leading by example and saving taxpayer dollars. LED Street Lighting Santa Ana has reported saving an annual 1,267,531 kWh /year by replacing 1,262 high pressure sodium fixtures with LED fixtures. The new fixtures are reducing emissions by 365 MTCOze /year. In addition to reduced 1 Introduction energy consumption, the lifetime of LED lights is considerably longer than many other types of lighting and can reduce replacement costs. LED fixtures can also provide greater direc- tionality for outdoor lighting thereby reducing light pollution. American Recovery and Reinvestment Act of 2009 The City received American Recovery and Reinvestment Act (ARRA) funds for energy efficient improvements such as lighting and heating and air conditioning systems at City facilities and parks. These projects reduce electricity use by 1,255,864 kWh /year and save Santa Ana taxpayers over $100,000/ year. The resulting emissions reduction is 362 MTCOze /year. Water Wells Motor Efficiency Upgrade Energy efficient motors were recently installed at many City water wells, saving over one mil- lion kWh /year. The resulting emissions reduc- tion from this action is 461 MTCO2e /year. The Santa Ana groundwater wells are known for producing some of the best tasting water in the country, and do so with a reduced envi- ronmental impact. Alternative Fuel Vehicle Policy The South Coast Air Quality Management District Rule 1191 requires City vehicles operators to acquire low- emitting gasoline or alternative -fuel vehicles to reduce air toxic and criteria pollutants emissions. The City is meeting this Rule through its Alter- native Fuel Vehicle Policy to reduce emissions through the purchase of hybrid vehicles and vehicles powered by CNG, electricity, and propane. The City currently has 51 alternative fuel vehicles in its fleet, including 20 electric and 21 hybrid vehicles. The City's infrastruc- ture consists of CNG fueling and electric charging stations. In 2016, the City will add public access electric charging stations. 75B -20 This page intentionally left blank 75B -21 Santa Ana Climate Action Flan Inventory Overview The first step toward reducing GHG emissions is to identify baseline levels of emissions in the community. For local governments, it is helpful to look at two sets of emissions: community -wide and municipal operations emissions. Municipal operations emissions are a subset of community - wide emissions, as shown in Figure 2.1. The City has indirect ability to influence many sources and activities producing community -wide emissions, while it has more direct control over municipal operations emissions. An inventory was conducted of Santa Ana community -wide and municipal operations emissions from calendar year 2008. Figure 2.1: Relationship between Community -wide and Municipal Operations Emissions The municipal operations inventory is in accordance with the Local Government Operations Protocol 7A US Community Protocol' for community -wide emissions accounting was released in October 2012, after the completion of this inventory, but this inventory is compliant with the Community Protocol. The inventory was conducted using ICLEI's Clean Air and Climate Protection (CACP) software. http: / /www.loleiusa.org/ tools /ghg- protocol /local - govern ment- operations - protocol -1 / local- govern ment- operations - protocol 6 http: / /www.iclelusa.org/ tools /ghg- protocol /community - protocol 75B -23 16 chapter 2 Emissions Inventory, Forecasts, and Goals Under the Community Protocol, communities can choose one or more frameworks to look at emissions. This inventory uses the "Local Government Significant Influence" frame, which includes those emissions sources and activities that the City government has significant ability to influence through regulation, incentives, or other measures. In 2008, emissions from these sources and activities in Santa Ana were approximately 1.96 million metric tons of COZe (MMTCO,e). As shown in Figure 2.2 and Table 2.1, the largest sector in the community -wide inventory is the transportation and land use sector, which accounts for 48% of emissions. Commercial /industrial energy use is next at 29% of emissions. Table 2.1: 2008 Community -wide Greenhouse Gas Emissions Inventory Sector MTCO,e % of Total COl Transportation and Land Use 943,033 48% Commercial / Industrial Energy Use 565,681 29% Residential Energy Use 249,834 13% Solid Waste Generation 55,193 3% Water 86,231 2 % Wastewater 30,2.23 1 % Other 79,236 4 °% Total 1,959,431 100% Figure 2.2:2008 Community-wide Greenhouse Gas Emissions Inventory Li Transportation and Land Use 48% Commercial/ Industrial Energy Use 29% Residential Energy Use 13% M Solid Waste - Generation 3% IN Water 2% H Wastewater 1 % Other 4% 75B -24 Santa Ana Climate Acxtion Flan' Per- capita Emissions Emissions are often standardized based on population to produce a per- capita emissions estimate. Applying the City's 2008 population, baseline emissions were approximately 5.5 MTCOze per person. This is significantly less than the per- capita emissions level of nearby cities such as Laguna Beach in 1990 was 13.0, Mission Viejo in 2008 was 7.25, and Aliso Viejo in 2008 was 7.1 MTCOZe per person. The City of Los Angeles, in 2004 had emissions of 13.5 MTCOze per person .9 Community-wide Emissions Forecast Community -wide GHG emissions were projected for 2020 and 2035 under a business -as -usual (BALI) scenario. The community -wide BALI scenario estimates future trends in transportation, energy, solid waste, water and wastewater based on SCAG forecasts of population, housing, and employment for the City, and assumes that historic trends in energy consumption and waste generation continue. Future vehicle miles traveled are estimated from a travel demand model, consistent with the Orange County subregional Sustainable Communities Strategy.t0 Forecast emissions by sector are shown in Figure 2.3 and Table 2.2. Overall, community - wide emissions are estimated to increase by 5% by 2020 and 11 % by 2035. The largest emissions increase would occur within the Figure 2.3:2008 Community -wide Emissions Forecasts by Sector 2.5 _.... 0 v � 0.5 0 2008 2020 2035 Other i Wastewater Water * Solid Waste Generation Residential Energy Use Commercial /Industrial Energy Use Transportation and Land Use 10 City of Los Angeles 2007. GREEN LA -An Action Plan to Lead the Nation In Fighting Global Warming. Available at: http: 0www. ei. la. ca .us /ead /pdf /GmenLA_CAP_2007.pdf 75B -25 18 __.. chapter 2 Emissions Inventory, Forecasts, and Goals Table 2.2: Community -wide Business -as -Usual Emissions Forecasts % Change %Annual % Change Annual 2008 2020 2035 from 2008 Growth Rate from from 2008 Growth Rate Sector MTCO2e MTCO,e MTCO2e to 2020 2008 to 2020 to 2035 2008 to 2035 Transportation and Land Use 943,033 999,732 1,093,632 6% .029% 16% 0.28% Commercial / Industrial Energy 565,681 589,476 591,972 4% 0.28% 5% 0.03% Residential Energy 249,894 265,459 268,463 6% 0,41% 7% 008% Solid Waste 55,193 58,645 59,309 6% 0.41% 7% 0.08% Water 36;231 37,313 37,477 3% 0.33% 3% 0103% Wastewater 30,223 32,113 32,477 6% 0.41% 7% 0.08% Other 79,236 82,526 84,420 4% 0,31% 7% 0.17% TOTAL 1,959,431 2,065,263 2,167,750 5% 11% * Sectors may not add to the totals due to rounding. transportation and land use sector, which is estimated to increase 6% by 2020, and 16% by 2035. Municipal Operations Baseline Emissions Municipal operations during 2008 accounted for approximately 1.6% of total community - wide GHG emissions, totaling 32,410 MTCO2e. The largest source of municipal emissions was energy consumption within the buildings and facilities sector, which accounted for 30% of all municipal emissions (Figure 2.4 and Table 2.3). This 2008 baseline includes street lights that are currently operated by SCE, but will be acquired by the City. SCE provided electricity consumption data in kilowatt -hours per year for 2008. SCG provided natural gas consumption data in therms per year for 2008. The City provided total fuel consumption and vehicle miles Figure 2.4:2008 Municipal Operations Greenhouse Gas Emissions ['b Buildings and Facilities 30% Employee Commute 13% Government - generated Solid Waste 12°% tg Water and Wastewater Transport 10% 0 Public Lighting 24°% IN Vehicle Fleet 8% +:- Water Use 1 % ❑ Wastewater 0% 75B -26 Santa Ana Climate Action Plan Table 2.3: 2008 Municipal Operations Greenhouse Gas Emissions Sector kWh MTCO,e % of Total CO,e* Buildings and Facilities 30,096,817 9,830 30% Public Lighting 15,942,280 7,777 24% Employee Commute — 4,280 13% Government - Generated Solid Waste — 4,012 12% Water and Wastewater Transport 11,639,798 3,351 10% Vehicle Fleet — 2,730 8% Water — 274 1% Wastewater — 156 0% Totals 57,678,895 32,410 100% * Sectors may not add to the totals due to rounding. traveled (VMT) data for the City vehicle fleet in 2009, which was used as a proxy year for 2008. Orange County vehicle emissions factors from the EMFAC database were used and CO2 emissions were converted to CO2e by dividing by 0.95 (accounting for CH, and N,O). Community- and municipal - generated solid waste data was provided by the City. The City municipal staff has decreased significantly in recent years, and may decrease further in coming years. Because of this trend it was assumed that no growth The City of Santa Ana has established a goal to reduce community -wide emissions 15% by 2020. This goal will be measured against the 2008 baseline emissions of 1.96 MMTCO,e, The City's energy savings goal by 2020 is a reduction of 70 million kWh /year from 2008 baseline community usage. In addition, Santa Ana has established a goal to reduce community -wide emissions 30% by 2035. The energy savings goal by 2035 is 100 million kWh/ year. To meet the City's 2020 goal of 15% below 2008 baseline emissions, Santa Ana would need To effectively plan for meeting these goals, it is important to consider the impact that actions from the State of California will likely have on local emissions. Actions such as the Renewable Portfolio Standard (RPS) and vehicle fuel economy regulations will have a 75B -27 would occur in municipal operations; therefore BAU municipal operations emissions in 2020 and 2035 are expected to be the same as in 2008. a reduction of 400,000 MTCOZe. To meet the City's 2035 goal of 30% below 2008 baseline emissions, Santa Ana will need a reduction of 800,000 MTCOZe. For municipal operations emissions, the City has established goals of 30% reduction by 2020 and 40% reduction by 2035. A reduction of 9,700 MTCO,e is needed to reach the 30% municipal operations goal, and a reduction of 13,000 MTCOZe is needed to reach the 40% goal. The municipal operations energy saving goals are 15 million kWh /year by 2020 and 20 million kWh/year by 2035. far reaching impact reducing emissions. This reduction, combined with the reduction from measures already implemented by the City that are identified in Chapter 1, provides the starting point for the new actions that will be identified in Chapter 3. 20 chapter 2 Emissions Inventory, Forecasts, and Goals The RPS" will reduce the emissions generated from every kWh of electricity consumed. To calculate the impact of this action, future year emissions factors of the RPS were applied to projected EAU electricity consumption. The emissions reduction from the RPS for 2020 and 2035 is presented in Table 2.4. Table 2.4: Santa Ana Emissions Reduction from the State RPS Year 2020 2035 Reduced Emissions (MTCOze/Year) 182,020 182,762 Vehicle Fuel Efficiency In addition to systematic changes in the electricity grid, large scale changes in the emissions impact of transportation are underway as a result of increasing fuel economy of passenger vehicles from the Pavley regulation S.12 The Pavley regulations are projected to have approximately the same impact on calendar -year fuel economies as national Corporate Average Fuel Economy (CAFE) standards. The emissions reduction from the Pavley regulations for 2020 and 2035 is presented in Table 2.5. Table 2.5: Santa Ana Emissions Reduction from the Pavley Regulations Year 2020 2035 Reduced Emissions (MTCO2e/Year) ...130,308 335,939 Combined Impact The combined impact of the RPS and vehicle efficiency standards will result in a substantial reduction in emissions in Santa Ana. The total reduction from these measures, in addition to the reduction from the existing measures and transportation plans discussed in Chapter 1, is presented in Figure 2.5. It is important to note that this part of the analysis assumes both the RPS and Pavley standards will be fully implemented as planned. As displayed in Figure 2.5, state mandates will play a very important part in moving Santa Ana toward its emissions reduction goals. Two additional factors are important contributors to the emissions reduction seen in the adjusted forecast: the significant actions already undertaken by Santa Ana, and the fact that Santa Ana is mostly built out and has only modest projected increases in population and employment. Other communities, particularly those with higher projected population and employment growth rates, may not have such a favorable adjusted forecast. This adjusted forecast positions Santa Ana to make a substantial reduction below baseline by implementing the new measures described in Chapter 3 of the CAP. " Southern California Council of Governments 2011. http: / /rtpscs.scag.ca,gov /Documents /2012 /draft /SR/ 2012dRTP _SubregionalSustainablecomm unitiesStrategies.pdf 12 For more information on Pavley standards see http:// www.arb.ca.gov /cc /ccros /ccros.htm 75B -28 Santa Ana Climate Action Plan Figure 2.5: Adjusted Forecast U State 2.2 Mandates Santa Ana 2.1 Existing Measures - Santa Ana 2.0 Transportation and Land Use 1.9 Plans w 0 15% by 2020 c 1.8 0 30% by 2035 1.7 N 00 1.0 H 1.5 1.4 1.3 1.2 Looking Ahead W O N 0 0 0 0 N N N This CAP is a living document that will evolve and respond as new opportunities for reducing GHG emissions in Santa Ana are discovered. Already there are transportation and land use projects in development that will boost future emissions reduction. The design phase has begun for the Orange County (OC) Streetcar, a clean electric transit mode for transit - dependent commuters within Santa Ana. It will provide last -mile connectivity from the Metrolink Transit Corridor to businesses, job centers, and activity nodes. The OC 75B -29 0 0 0 0 N N N N Streetcar will be the first fixed -rail transit system in Orange County. Another project in development is Non - Motorized Connectivity, a sidewalk and ramp inventory analysis and improvement plan that provides for safer, more comfortable pathways. Increasing pedestrian trips will reduce GHG emissions over time. Additionally, the Bike Master Plan is in development as part of the Circulation Element update. The Plan will identify opportunities for safe, connected, on and off street bike paths and trails. The expected increase in bike mobility will reduce GHG emissions. This page intentionally left blank 75B -30 This page intentionally left blank 75B -31 tY F f iii''# fv f�i �" 1 • � d �4 "r r T f �f. x c ,4.. -r � r• h' .Yi fr t -r ✓• r€ ,: t t 11 # #1 ON t i�z f SantaArraC@mate,Actlon Plan Climate Action r a Measures . w M The measures in this Climate Action Plan were developed by ICLEI with input from Santa Ana City staff, from public engagement sessions, and through review of climate action plans of other cities in the region. An initial public engagement session was held in March, 2012, where participants suggested emissions reduction measures they would like to see included in the CAP. The measures on this initial list were then analyzed for feasibility and vetted with City staff. Once a working list of measures was arrived at, the emissions reduction for each was calculated. A key requirement was that the measures collectively bring Santa Ana to the emissions reduction goal of 15% below year 2008 by 2020. The working list of measures was presented to key stakeholders and to the public in additional workshops in July 2014. Feedback from these sessions was incorporated, resulting in the measures included in the CAP. The CAP measures reduce emissions in five (combined). The overall reduction expected sectors: Transportation and Land Use; Energy; from the CAP measures in each sector is and Solid Waste, Water and Wastewater shown in Table 3.1. Table 3.1: Summary of CAP Measure Emissions Reduction by Sector Sectors Transportation and Land Use Energy Solid Waste, Water and Wastewater Total 75B -33 Reduction (MTCO2eNear) 2020 2035 9;150 73,873: 36,423 47,909 9,097 :.13,811 54,670 135,593 26 chapter 3 Climate Action Plan Measures The measures in this CAP are projected to accomplish the goal of a 15% reduction in community -wide emissions by 2020, and to nearly reach the 30% reduction by 2035 goal, as shown in Figure 3.1. It is anticipated that new policy and technology options for reducing emissions may become available Figure 3,1: Emissions Reduction Goals and Reduction Achieved by CAP * Pavley Fuel Efficiency State FPS 9 Energy ® Transportation and Land Use Solid Waste, Water and Wastewater "y° 15-A by 2020 0 30% by 2035 See Appendix A for summary of total emissions reduction from CAP measures, existing measures and state mandates. 2.2_ 2.1 2.0 1.9 c 2 13 E 1.7 N 0 1.6 Imo" 1.4 1.3 1.2 before 2035; the CAP will need to be updated and additional measures may need to be added to meet the 2035 goal. The CAP measures affecting municipal operations are projected to accomplish both the 30% reduction by 2020 goal and the 40% reduction by 2035 goal. W o ur o in °0 0 0 0 0 N N N N N 75B -34 v �n 0 0 N cu Santa Etna Climate Action Ptah'': 1 Measures are defined as separate and distinct actions to reduce energy consumption, vehicle miles, water use or waste; or to substitute renewable energy for fossil fuels. Calculation of the energy savings and emissions reduction from each measure starts with a projection of the activity affected, such as the number of homes or square footage of commercial space made more efficient, or a percent reduction in overall vehicle -miles for the community. This number is multiplied by the energy savings per home or other unit to Description Type of Measure Emissions Reduction In 2020 Emissions Reduction in 2035 Co- benefits cost to City Private Cast Potential Funding Sources Ease of Implementation determine the overall energy savings. Finally, energy savings are multiplied by an emissions factor per kWh, gallon of gasoline, or other energy unit. Each measure is presented on a separate page, which includes a general description as well as a table providing a summary of the emissions reduction, costs and co- benefits of the measure. Explanation of this table is provided below. Explanation /Available Options Voluntary, Incentivized, City Ordinance (applies to community measures only), State Mandate. Estimated emissions reduction Estimated emissions reduction Reduced energy cost (may be to City, businesses, or residents); improved air quality; improved health; reduced water use; reduced waste generation; improved public realm. None, Low, Low - Mediums Medium -High, High. Note: these refer to up- front, not net costs. Where funds will come from to Implement measure This only applies to the City. How easy or difficult is It for the City to implement the measure: Easy Medium, Difficult. 75B -35 28 3 Climate Action Plan Measures Measures ,« «; Transportation accounted for 48% of MTCOze /year by 2020 and 73,873 MTCOZe/ community emissions in 2008. Collectively, year by 2035, as identified in Table 3.2. the measures identified in this section are Detailed descriptions of each measure are estimated to reduce those emissions by 9,150 provided on the following pages. Table 3.2: Transportation and Land Use Measures Summary 75B -36 Reduction (MTCO,e /Year) Name 2020 2035 Development of Local Retail Service Nodes 916 14,660 Local Residential Nodes Near Retail and Employment 916 14,660 Traffic Signal Synchronization Program 2,504 5,864 Local Employment Nodes Near Residential and Retail Areas 366 5,864 End of Trip Facilities in Now Projects 366 6,864 Safe Routes to Schools 2,129 4,984 Design Guidelines for External Bike /Pedestrian/Transit Connectivity 311 4,984 Design Guidelines for Internal Bike /Pedestrian/Transit Connectivity 311 4,984 Adjust Parking Ratios 311 4,984 Community -wide Bike Sharing Stations 311 4,984 Municipal Operations Measure 709 2,041 Total 9,150 73,873 75B -36 Santa Ana Climate Action Plan Currently about half of the 97 Transportation Analysis Zones within the City have no retail uses. Development that provides a mix of housing, commercial space, services, and job opportunities close to public transportation reduces dependency on cars and time spent in traffic, and more closely links residents to jobs and services. Providing local serving retail can reduce the need to drive for retail needs. Employment areas that include retail services also experience higher levels of public transit usage since workers are able to commute by transit from their homes, with services to meet their mid -day shopping and eating needs in a comfortable walking distance. Transportation & Land Use For this measure, the City will develop an incentive program to encourage more local retail development. This incentive program will be referenced in an update of the Zoning Code; incentives might include reductions in parking requirements and other related policy changes. Implementing this strategy will require both staff time and the assistance of outside consultants. 75B -37 Type of Measure Incentivized Emissions Reduction In 2020 916 MTCOze Emissions Reduction In 2035 14,660 MTCOze Co- Benefits Reduced energy cost - residents; improved air quality; improved health; improved public realm Cost to City Low to Medium Private Cost Medium to High .1-1 .... . . ........... . ........................... Potential Funding Sources General Fund .................... ............................... Ease of Implementation Medium 30 Transportation & Land Use 3 Climate Action Plan Measures Type of Measure Many of the commercial and employment corridors throughout zed Ineem.v.. ..................... ........ nti. the City have limited or no residential development. This Emissions Reduction strategy envisions that the City would locate new residential In 2020 development within these retail and employment corridors 916 MTCOze ••••••••••••••.•••••••••••• ..............................• to create a more optimal mix of land uses. This mix of land Emissions Reduction uses could potentially divert some work, shopping, and eating In 2035 trips from automobile use to bicycle and pedestrian travel. 14,660 MTCOze °°°°°.°".°° '°••" °•"• °'•• °•••••"•••• °••.... This higher level of mixed -use is also more conducive to the Co- Benefits increased use of transit. Reduced energy cost — residents; improved air quality; improved The City will develop an incentive program to encourage new health; Improved public realm •°°••••• ° °•• °•• ° ° °.• ° ° °• °•• ° ° °• °. ... ... °° residential projects to locate within these commercial and Cost to city employment corridors. Potential incentives include amending Low to Medium ...................................... ° zoning, density bonuses, reductions in parking requirements, zoning, Private Cost and other similar efforts. These incentives will be referenced in Medium to High .......... I ... I ......... I...... • ..................•. an update of the Zoning Code and other related documents. Potential Funding Sources General Fund Implementing this strategy will require both staff time and the .......................... ............................... e Ease of Implementation assistance of outside consultants. Medium 75B -38 arRaAuaClInnate Ac i Plan Transportation & Land Use Q Corridors with synchronized and coordinated traffic signals tend to have shorter travel times, less delay, and reduced congestion. These factors combined reduce fuel usage and emissions. Historical studies have indicated that signal timing improvements can reduce GHG emissions in a corridor by as much as 10 %. The Orange County Transportation Authority (OCTA) has an on- going program to implement traffic signal coordination and synchronization along major corridors throughout Orange County. For this measure, the City will identify five additional corridors beyond those implemented by OCTA, where traffic signal synchronization will be implemented. The City will be responsible for the planning, design, and construction of these improvements to complement what OCTA is already committed to providing. This strategy will require capital investment by the City. Traffic signal synchronization within a major corridor can cost upwards of $500,000 for planning, engineering, and construction, based on similar budgets for these projects throughout Orange County. The City will deploy this strategy on lower volume roadways beyond the regional corridors already identified by OCTA, which is estimated to lower the cost to approximately $200,000 per Corridor, or $1,000,000 for the measure as a whole. It is possible that some of this funding could be obtained through grants and other agencies, but it is likely that the implementation of this strategy would require some level of investment. 75B -39 Type of Measure Voluntary Emissions Reduction In 2020 2,504 MTCCze Emissions Reduction in 2035 5,864 MTCCze Co- Benefits Reduced energy cost — residents; improved air quality; improved health Cost to City Medium to High ................... ............................... Private Cost None ................... ............................... Potential Funding Sources Grants; Measure M funding; General Fund Ease of Implementation Medium 32 Transportation & Land Use Type of Measure Incentivized Emissions Reduction in 2020 366 M'rCO,e Emissions Reduction in 2036 5,864 MTCO,e Co-Benefits Reduced energy cost— residents; improved air quality; improved health; improved public realm ... ............................... . ...................... Cost to City Low to Medium Private Cost Medium to High ................... ............................... Potential Funding Sources General Fund ................... ............................... Ease of Implementation Medium 3 Climate Action Plan Measures The relationship between land use form and travel behavior is a key element of current planning initiatives aimed at reducing car travel. Areas with higher levels of mixed -use development including employment, retail, and housing produce lowerVMT than areas where one of these uses predominates. There are several areas of the City that are predominantly residential, with little or no employment. The City will create an incentive program to encourage additional employment within or adjacent to residential areas. It is anticipated that this employment will occur through the development of small businesses within these residential areas such as live /work units, small professional service offices, and other similar types of uses. Potential incentives could include parking variances, reductions in building and permit fees, amending zoning districts to allow neighborhood commercial, and other related items. 75B -40 [Santa Rna 0limate Action Rtans Transportation & Land Use End of trip facilities can include bike lockers, showers, and Type of Measure changing rooms. These facilities often are used by cyclists and Ordinance can encourage cycling use, particularly for work. Emissions Reduction In 2020 The City will amend its Municipal Code to require the ash MTCOze placement of end of trip facilities in new office and larger retail ....................... ............................... Emissions Reduction buildings meeting certain criteria (for example, those larger in 2035 than 25,000 square feet). The City will perform additional .5,864 MTCOze analysis to determine the appropriate criteria. co- Benefits Reduced energy cost - residents; Improved air quality; improved health Cost to City Medium to High ............................ . . . .................... Private Cost Medium .......... ..... ...................... I............. Potential Funding Sources General Fund ......... . ......................................... Ease of Implementation Medium 75B -41 34 Transportation & Land Use $e. � ytf pad �anYa fl 3 Climate Action Plan Measures Type of Measure Safe Routes to School is a program funded by the Federal and voluntary ............................... State governments to increase the safety for children walking Emissions Reduction and bicycling to school, and to encourage these modes in 2020 instead of driving, Safe Routes to School activities can include 2,129 MTCOze •••..• ... •••• I.••••.•••.•.• ••.•..•I•.•••••.•..••• °•.•••... improvements to physical infrastructure such as sidewalks Emissions Reduction and bike paths, educational programming, and planning in 2035 needed to implement these strategies. Safe Routes to School 4,984 MTCOze ° °' ° "' °' °""...... " "" " "" " "" """"° can increase physical activity of children, producing health Co- Benefits benefits, and walking or bicycling helps children arrive at Reduced energy cost— residents; improved air quality; improved school with minds alert and ready to learn. In addition, a study health; improved public realm conducted by Marin County, CA found that the implementation ........................... ............................... Cast to City of a Safe Routes to School program reduced single automobile Low usage at schools by 13W13 Private Cost The City of Santa Ana has implemented Safe Routes to School None .......................................................... previously; this strategy involves the preparation of additional Potential Funding Sources Safe Routes to School grants for schools within the City. These Federal and state grants grant applications will be submitted to the existing State and Ease of implementation Federal Safe Routes to School programs, to obtain funding Easy .. ................................. I............. for planning, design, and construction of improvements as specified within the grant applications. Safe Routes to School Program Evaluation, August 2004 75B -42 Santa Ana Crimate Action R(aff Transportation & Land Use One factor which limits use of bicycles, pedestrian routes, and transit facilities is the lack of access and connectivity with development projects. For example, it is not uncommon for multi - family developments to have security fencing which prevents residents from accessing nearby sidewalks and bus stops. This strategy entails the development of access guidelines for new development that specify the level of connectivity from these sites to the external non - automotive network. The City will create guidelines that specify a minimum level of connectivity between various projects and the external transportation network for travel modes other than automobiles. For example, the guidelines might specify minimum spacing for gates or access points along fences for multi - family uses or specify that access has to be provided to any adjacent transit stop. These guidelines will be implemented in the Zoning Code or Citywide Design Guidelines and other applicable documents. 75B -43 Type of Measure Ordinance Emissions Reduction In 2020 311 MTCO,e ........................... ............................... Emissions Reduction In 2038 4,984 MTCO,e Co- Benefits Reduced energy cost - residents; Improved air quality; improved health; Improved public realm Cost to City Low to Medium Private Cost Low ........................... I ....................... Potential Funding Sources General Fund .................... ............................... Ease of Implementation Medium 36 Transportation & Land Use i. IF 3 Climate Action Plan Measures Type of Measure In addition to external connectivity issues, internal bicycle and .......... Ordinan °a ....... ............ a pedestrian connections within a development site are also Emissions Reduction an important factor in facilitating non - automotive travel. The in 2020 level of connectivity relates to the ability to travel within the 311 MTCO,e •.••.••••••••••••••.•.••••. .••..•..•.......•••••.......••. development to other locations without having to use vehicles Emissions Reduction or an external roadway network. Internal connectivity is often in 2036 hindered through the use of fencing to segregate uses within a 4,984 MTCO,e °°°°°°. °. °. ° ° °' ° ° °••'. °"•••'•" °• "•"••' mixed -use site, lack of sidewalks and bicycle connections, and Co- Bonefits Other related Items. Reduced energy cost — residents; Improved air quality; improved The City will create guidelines that address internal site health; improved public realm ••• •• ° °• ° ° ° °. ° ° ° °. ° ° ° °. ... ° °. ° °. .... connectivity within new development sites. Issues that will Cost to city be addressed include fencing or other physical barriers, Low to Medium °• °•••• °•••• °• °•• °•• °••••• °•° ° ° ° °•• ° °° sidewalks, landscaping, and other related items. These Private Cast guidelines will be referenced in the Zoning Code or Citywide Low ••.•••..•.••••.•••••.•••••• ......•••.••.••••..•.••........ Design Guidelines and other applicable documents. Potential Funding Sources General Fund Ease of Implementation Medium 75B -44 Santa Aria climate Action Plan Transportation & Land Use Large amounts of parking indicate a priority for automobile 1Vpe of Measure travel over other modes. In addition, drivers who are unable .Ord.. inance . . . i . . . . . ........................... . to find parking that is readily available are more inclined to Emissions Reduction consider other travel modes instead of driving. This strategy in 2020 311 MTCO,e will reduce the minimum amount of parking required in new ......... ...........................•••• multi - family residential developments by reducing the City's Emissions Reduction existing parking ratios. In 2035 4,984 MTCOze This strategy will be implemented by changing parking Co- Benefits requirements for new projects in the City's Zoning Code. Reduced energy cost — residents; improved air quality; improved health; improved public realm Cost to City Low to Medium Private Cost None ........................................ . . . . . . . . . . . Potential Funding Sources General Fund ................................................... Ease of Implementation Medium 75B -45 38 3 Climate Action Plan Measures Transportation & Land Use Type of Measure Bike sharing stations make bicycles easily available at a v °lUntary ......... low -cost hourly rate. This strategy entails the development Emissions Reduction of bike sharing stations at several locations throughout the in 2020 City including the Santa Ana Regional Transportation Center 871 MTCO¢e .......................... I .....................••••• (SARTC), major bus stop locations, City Hall, and other Emissions Reduction locations. These easily accessible bicycles can extend the trips in 2035 possible through transit, or directly substitute for automobile 4,984 MTCOze ........................... ............................... trips on their own. Co-Benefits Reduced energy cost - residents; Bike sharing will require up -front costs to construct the Improved air quality; improved stations and purchase the bicycles, funding for on -going health; improved public realm ° °• ° ° °• ° ° °. ° ° °. ° ° °° °° ° °. ... ... ... ° ° °. operating costs, and staff time to oversee and implement Cost to City the program. Some portion of the costs could be borne Medium to High • °......••••• °° °...... ° °•••• °•° ° ° ° ° ° °° by a private vendor who would be responsible for the Private Cost operation of the facilities, with both rental fees and potential Low ••••••••••••••••••.•••••••• •••••••.••...•••••..•..•.•..•.• advertising revenue offsetting costs. Based on a review of Potential Funding Sources implementations in Washington, DC and Minneapolis, the Private implementation partner; initial construction cost for six stations will be approximately General Fund °°°°. ° °• °. ... ... ° °. ° °. ... ° °. ... ... ... ° °... $360,000. The City will also be required to allocate some staff Ease of Implementation time on an ongoing basis to oversee the bike sharing system. Medium 75B -46 3arrta Ana pi#eate Aoucra Plan Transportation & Land Use — Municipal Operations Q , The City is in the process of replacing fleet vehicles with Type of Measure hybrid, CNG, electric, and propane fueled vehicles as Mandate replacement is needed. These replacements have been Emissions Reduction supported by grant funds from the Mobile Source Air Pollution in 2020 709 MTCO e Reduction Review Committee. For this measure, replacement •.....•.. ......••.•.••••.•••••.•••••.••. of fleet vehicles will continue with all vehicles expected to be Emissions Reduction in 2035 hybrid, CNG, electric, or propane fueled by 2035. 2,041 MTCOze Co- Sonefits Reduced energy cost —City; improved air quality; improved health Cost to City Medium to High Private Cost None Potential Funding Sources General Fund; Grants .......................... ............................... . Ease of Implementation Medium 75B -47 a0 chapter 3 Climate Action Plan Measures Climate Action Plan Measures Community-wide Energy 1 Commercial, industrial, and residential energy use is responsible for 42% of community - wide emissions in Santa Ana. Collectively, the measures identified in this section are estimated to reduce those emissions by 36,423 MTCOZe /year by 2020 and 47,909 MTCO2e /year by 2035, as identified in Table 3.3. Detailed descriptions of each measure are provided on the following pages. Table 3.3: Energy Measures Summary 75B -48 Reduction Reduction (kWhNear) (MTCO�oNear) Name 2020 2035 2020 2035 Property Assessed Clean Energy (PACE) Financing— Commercial* 15,625,000 31,250,000 3,791 8,458 SCE Small and Medium Business Direct Install * ** 21,143,400 21,143,400 7,793 7,793 Property Assessed Clean Energy (PACE) Financing— Residential *. 6,393,600 22,834,300 1,633 5,833. Solar Photovoltaic- New Private Installs * ** 1,678,000 1,678,000 4,881 4,881 SCE and SCG Residential Programs* 5,643,400 5,643,400 3,965 3,965 Weatherization* 891,860 891,860 3,720 3,720 SCGCommercialPrograms" - 3,280 3,280 Streetlight Purchase and Retrofit * ** 809,310 12,948,950 160 2,556 Benchmarkingand Retrocommfssioning* 2,715,000 3,802,500 1,533 2,147 Title 24 Energy Efficiency Standards - Commercial* 698,500 1,496,800 490 1,050 Title 24 Energy efficiency Standards- Residentlal* 2,175,600 4,661,900 329 705 Solar Hot Water Heating Systems for Laundromats ** - - 267 267 Green Business. Challenge Program* 156,000 156,000 78 78 Municipal Operations Measures* 15,259,200 9,240,900 4,503 3,176 Total 73,188,770 115,748,010 36,423 47,909 *Note that emissions reduction from these measures include natural gas and electricity savings. * *Emissions reduction from these measures is due entirely to natural gas savings. ** *Emissions reduction from these measures is due entirely to electricity savings. 75B -48 I Santa Ana GBmata Action Plan: Community -wide Energy Measures A) PACE is an energy efficiency financing program operated by private contractors in many communities in California. PACE financing is available for a wide range of energy and water saving measures, and for renewable energy generation. Repayment of loans through the program is made on the property tax bill for the property. Communities must opt into the program, the Santa Ana program began January 2015. PACE makes it easier for owners of commercial property to implement energy efficiency and renewable energy projects that can save them money, make their properties more valuable, and create local jobs. The program is offered by private entities. Many cities and counties in California have already opted into the program. The program's most common customers are medium -sized businesses or buildings with a typical project cost around $175,000. Savings were estimated based on recent California program data. The financing can be used for a variety of energy efficiency projects including air conditioning and heating systems, lighting upgrades, cool roofing materials, and can also be used for solar installations. The program will be promoted through the City's comprehensive CAP Outreach and Education program, as described in Chapter 4. 75B -49 Type of Measure Incentivized Emissions Reduction in 2020 3,791 MTCOze ............................................... . .......... Emissions Reduction in 2035 8,458 MTCOze .................. . ........... . ........................... Co- Benefits Reduced energy cost — businesses; improved air quality; Improved health ..... . . . . . ................................................ Cost to City Low Private Cost Low to Medium Potential Funding Sources Private Financing Ease of Implementation Easy 42 F AA A# Community -wide Energy Measures Type of Measure Incentivized Emissions Reduction in 2020 7,793 MTCO,e Emissions Reduction In 2036 7,793 MTCO,e Co- Benefits Reduced energy cost— businesses; improved air quality; Improved health Cost to city Low Private Cost None Potential Funding Sources SCE Ease of Implementation Easy 3 Climate Action Plan Measures The California Public Utilities Commission authorizes certain energy efficiency programs thru SCE. SCE sends trained energy- efficiency contractors to help small businesses, up to 199 kW, identify ways to save electricity. SCE provides free upgrades to customers that may include energy efficient lighting, signage, sensors, refrigeration, sun -block window film, and programmable thermostats. These are provided through the Small and Medium Direct Install program at no cost to the City or to the customer. The current program provides up to $10,000 for business from 0 -99 kW and $15,000 for business from 100 -199 kW. These and other utility incentive programs will be promoted through the City's comprehensive CAP Outreach and Education program, as described in Chapter 4. 75B -50 Santa Ana Ornate Actlon Plan; Community -wide Energy Measures 740 I PACE is an energy efficiency financing program operated by Type of Measure private contractors in many communities in California. PACE . Incent.zed ........ t i .v i ............ ............................... financing is available for a wide range of energy and water Emissions Reduction saving measures, and for renewable energy generation. in 2020 1,633 MTCO,e Repayment of loans through the program is made on the . 1.... I...•• ............... ..........••.••.......••.•••••. property tax bill for the home. Communities must opt into the Emissions Reduction program, the Santa Ana program began in September 2013. In 2035 5,833 MTCO,e The program is estimated to reach 2,905 homes by 2020 '- "' ° " ° "- """"""" """""' °"' °" " ° °° and 10, 375 homes by 2035. Savings were estimated based Co-Benefits d en Reduced energy rgy cost — residents; on recent Santa Ana program data. Projects included air improved air quality; improved conditioning and furnace upgrades, air duct sealing, insulation, health ........................... ............................... and small solar installations. Cast to city Low Across the communities statewide that are participating ..... •°°°°°°•-°°°-°-°°-- ................. in residential PACE programs, the upgrades financed have Private Cost Low to Medium produced an emissions reduction of 14,056 MTCO2e, saved - ............. residents over $6 million in energy costs, and created 1,600 Potential Funding Sources jobs. Private Financing .......................... ............................... Ease of Implementation The PACE program will be promoted through the City's Easy comprehensive CAP Outreach and Education program, as ........................... ............................... described in Chapter 4. 44 3 Climate Action Plan Measures Community Energy Measures -wide Wo K Fi ii ;Type of Measure This measure accounts for the impact of new private :: In °antivzad ................. . installations of solar Photovoltaic (PV) systems in Santa Ana. i Emissions Reduction Rebates or incentive payments for installation of solar PV are in 2020 available as part of the California Solar Incentive program, i 14,881 MTCOze i ............•••........ .....• ......................... which is administered by the California Energy Commission. j i Emissions Reduction For a limited time the City is offering solar incentives which in 2036 may include permit fee waiver, free plan check services, and 4,881 MTCOze i """"' °" ° " °"' °""""" ii free building inspection for solar PV systems. Go-Benefits Reduced energy cost — residents Solar PV systems can lower energy costs for residents and i and businesses; improved air businesses. In addition, having more PV systems connected ;quality; Improved health ................ ' "' °' °'°" °' °' ° ° °" ° °' °'° to the grid leads to increased electric system reliability during coat to City i peak demand periods and increased electric price stability. IoW .......................................................... This measure also supports employment with opportunities for Pri "at® coat solar installers. i Medium ...................... .. ................. I ........ I....... i Potential Funding Sources These and other utility incentive programs will be promoted State through the City's comprehensive CAP Outreach and Education Ii ........................... ............................... program, as described in Chapter 4. j Ease of Implementation i Easy 75B -52 San#& Ana Climate Action Plan Community -wide Energy Measures (A) For residential customers, SCE's efficiency programs include rebates for air conditioner replacement, energy efficient appliances, pool pumps and motors, among others. SCG also offers rebates for energy efficiency upgrades, including furnaces, insulation, and water heaters. These upgrades reduce energy costs for residents, and will increase home comfort. These and other utility incentive programs will be promoted through the City's comprehensive CAP Outreach and Education program, described in Chapter 4. 75B -53 Type of Measure Incentivized Emissions Reduction in 2020 3,965 MTCOze Emissions Reduction In 2035 3,965 MTCOze Co- Benefits Reduced energy cost— residents; improved air quality; improved health Cost to City Low Private Cost Low .. ... .... ......................... I .......... ..... Potential Funding Sources SCE and SCG Ease of Implementation Easy 46 chapter 3 Climate Action Plan Measures Community -wide Energy Measures Type of Measure The Weatherization program delivered through the Community Incent.vized .........tivi Action Partnership and funded through federal grants and Emissions Reduction local utilities reached 3,291 low- income households in Santa In 2020 Ana with weatherization assistance since 2008. Actions taken 3,720 MTCO,e ..............I.........• ••••••••I••••••••••••••••. in homes can include a number of energy savings measures, Emissions Reduction such as air duct sealing, insulation, window glazing, and tune In 2036 up or replacement of air conditioning and heating equipment. 3,720 MTCO,e °•"""' ••'"' °•"•- • ""•"•"•"•• "• "••""'•" The combined electricity and natural gas savings already Co- Benefits achieved through this program since 2008 is estimated to Reduced energy cost— residents; reduced water use; improved air result in an emissions reduction of 1,553 MTCOze /year. quality; improved health -..- °• ° ° °- ° ° °• .................................. This measure represents the impact of the City increasing Cost to City promotion of the program so that it reaches 25% more Low • .....°•°••°° •••• °••• °• ° °• °•••• °••• °••••• °•• households annually than the program currently does. Over Private cost time the additional impact would mean substantial energy cost None ••••••••••••••••••••••••••• ••• ........................•••. savings for low- income residents of Santa Ana, and increased Potential Funding Sources home comfort. Federal (Community Action Partnership) The Weatherization program will be promoted through the ................... I...................................... Ease of Implementation City comprehensive CAP Outreach and Education program, Easy described in Chapter 4. ................... ............I.................. p 75B -54 Santa Ana Climate, Action Plant` F AS Community -wide Energy Measures For commercial customers, SCG offers rebates for replacement of inefficient equipment, including water heaters, boilers, and foodservice equipment. These can be major energy users for certain businesses and offer significant savings opportunities. These and other utility incentive programs will be promoted through the City comprehensive CAP Outreach and Education program, described in Chapter 4. 75B -55 Type of Measure Incentivized Emissions Reduction In 2020 3,280 MTCO,e Emissions Reduction In 2035 3,280 MTCO,e Co- Benefits Reduced energy cost — residents; improved air quality; improved health Cost to City Low Private Cost Low .. ... .. ........ ... ... I ............................ , Potential Funding Sources SCG Ease of Implementation Easy 46 chapter 3 Climate Action Plan Measures Community -wide Energy Measures Type of Measure SCE currently owns and operates over 11,000 streetlights .. voluntary ........ .. .... in the City. This measure provides for the City to purchase Emissions Reduction these streetlights and convert them from High Pressure in 2020 Sodium Lamps to Light Emitting Diode (LED). The LED lamps 160 MTCOze •..•••• I ... I .......... •• ... ....................I.......... significantly reduce energy use and also last longer than the Emissions Reduction high pressure sodium lamps, reducing maintenance costs. In 2035 These lamps also give improved light quality which increases 2,556 MTCCze ........................... ............................... public safety. Co- Benefits Reduced energy cost —City; The City currently pays SCE on an ongoing basis for the improved air quality; Improved service of providing, maintaining, and powering these health °°° °• ° ° ° °. ° ° °• °. ° ° ° ° ° ° ° °. ° ° °. ... .... lights. After the purchase, and accounting for the energy Cost to city and maintenance savings of the LEDs, the City will realize High upfront cost but long -term savings ........................... ............................... significant annual energy cost savings. Private Cost None Potential Funding Sources City funds (bond issue) Ease of Implementation Medium 75B -56 F$anta Ana Citmats Acttcn Plan' Community -wide Energy Measures (A) Benchmarking is tracking the energy performance of commercial buildings on an ongoing basis, and identifies those buildings where performance is less than ideal. The Energy Star Portfolio Manager (Portfolio Manager)" is a free tool for benchmarking, and gives an energy performance score between 1 and 100. A score of 75, for example, means that the building performs better than 75% of similar buildings. Retrocommissioning is testing and tuning building systems to ensure they are operating as designed. For this measure the City would pass an ordinance requiring that all non- residential buildings larger than 10,000 square feet report their Portfolio Manager results every seven years, and that buildings with a score of less than 75 must complete retrocommissioning. The building owner would be required to submit a Portfolio Manager report and, if needed, a retrocommissioning report to the City every seven years as part of business license renewal. Similar ordinances have been passed by New York City and Washington DC11 and ordinances are under development by the cities of Los Angeles and Santa Monica. Retrocommissioning costs range from $0.13 to $2.00 /square foot, but the energy savings pay back these costs in a few months to two years. Many of the building owners may be eligible for incentives through SCE. 14 www.anargystar.gov /buildings /facility- owners- and - managers/ existing-buildings/use-portfolio-manager 15 www.nyo.gov /html /gbee /html /plan /plan.shtml; http: / /ddoe.de.gov/ energybenchmarking 75B -57 Type of Measure City Ordinance Emissions Reduction in 2020 1,533 MTCO,e Emissions Reduction in 2035 2,147 MTCO,e Co- Benefits Reduced energy cost — businesses; Improved air quality; improved health Cost to City Low to Medium Private Cost Medium ................... ............................... Potential Funding Sources PACE ................... ............................... Ease of Implementation Difficult 50 M AM Community -wide Energy Measures 3 Climate Action Plan Measures Type of Measure Title 24 is the energy code that establishes the minimum state ..................... Mandate a ... . energy efficiency for new construction in the State of Emissions Reduction California. The code is set by the State and enforced locally in 2020 by the City of Santa Ana through the building permit review 490 MTCO,e •.•••••••••••• ..................••.......•••• and inspection process. Amended standards went into effect Emissions Reduction January 1, 2014. This measure reflects the expected savings in 2038 from those amended standards in projected new commercial 1050 MTCOze " ""•"••' """•"""..... ° ° " ° " "" ° ""' "- construction within the City. Co- Benefits Reduced energy cost— residents; Improved air quality; improved health Cost to City None Private Coat Low to Medium Potential Funding Sources N/A Ease of Implementation Easy 75B -58 Santa Agra Climate Action Plan All Community -wide Energy Measures Title 24 is the energy code that establishes the minimum energy efficiency for new construction in the State of California. The code is set by the State and enforced locally by the City of Santa Ana through the building permit review and inspection process. Amended standards went into effect January 1, 2014. This measure reflects the expected savings from those amended standards in projected new residential construction within the CO. 75B -59 Type of Measure State Mandate Emissions Reduction in 2020 329 MTCOze ........................... ............................... Emissions Reduction In 2030 705 MTCO e Co- Benefits Reduced energy cost — residents; Improved air quality; improved health .......................... ............................... . Cost to City None Private Cost. Low to Medium .................... ............................... Potential Funding Sources N/A Ease of Implementation Easy L52 _ chapter 3 Climate Action Plan Measures At 4 Community -wide Energy Measures Type of Measure Incentivized Emissions Reduction In 2020 267 MTCO e Emissions Reduction in 2036 267 MTCOre Co- Benefits Reduced energy cost— businesses; improved air quality; improved health cost to city Low Private Cost Low to Medium ................... ............................... Potential Funding Sources SCG Ease of Implementation Easy Laundromats are major users of hot water, and are good candidates for using solar thermal energy to heat that water. There are approximately 35 coin operated laundromats in Santa Ana. SCG currently offers a rebate for commercial installation of solar hot water heating systems. For this measure, the City will directly contact laundromat owners and encourage them to take advantage of this rebate. Installing solar hot water heating systems will benefit laundromat owners through decreased energy costs. As an example, Woody's Laundromat in Oakland, CA installed a solar water heating system in 2012.16 After the California Solar Initiative rebate and federal tax incentives, the system will pay for itself in only four years, and solar hot water on this single business is reducing emissions by 13 MTCOze /year. 'a www.freehotwater.com/ case - study- california- laundromat- washes - away -high- hot- water -bi Ils- with - solar - water- heating/ 75B -60 Santa Aims O tmate Action Ptah Community -wide Energy Measures A Green Business Challenge (Challenge) establishes friendly competition between businesses to improve performance in energy efficiency, water conservation, waste reduction, and other areas. Businesses THE receive recognition for POWER participating, and the IS YO U R,�S. City recognizes those Be Energy Efficient! that achieve the largest GHG emissions reduction. The City of Santa Ana will partner with the Chamber of Commerce to launch the Challenge. In addition to the direct emissions reduction from this measure, the Challenge will be an important channel for promoting SCE and SCG incentive programs and other CAP measures targeted towards businesses. The program benefits participating businesses through reduced costs for energy, water, and waste disposal. The Port of San Diego and the City of Chula Vista currently operate similar programs." There is also opportunity to align with and leverage the California Green Business Program developed by the state.18 A guidebook for starting a Green Business Challenge and sample materials from existing programs are available through ICLEI.19 This program can also generate useful information for the City that can be used to identify additional opportunities to reduce energy use among businesses. The Challenge can also be a good complement to commercial benchmarking as a way to engage smaller building owners in energy efficiency. " http: / /gmenportnetwork.org /; www.chulavistaca.gov/Clean/challenge/Default.asp .e www.greenbusinessca.org 's www.iclelusa.org 75B -61 Type of Measure Voluntary Emissions Reduction In 2020 78 MTCO,e Emissions Reduction In 2035 78 MTCO e Co- Benefits Reduced energy cost — businesses; improved air quality; improved health; reduced water use; reduced waste generation Cost to City Low to Medium .... I .......... I.......... Private Cost Low to Medium Potential Funding Sources City Funds, SCE and SCG, Sponsorships Ease of Implementation Medium 54 The City of Santa Ana municipal operations energy use produced emissions of 17,607 MTCOZe in 2008. The City is able to manage these emissions more directly than the community emissions. The actions to reduce municipal operations emissions described below serve as an example of City leadership for businesses and residents in the community. These measures also reduce energy costs for the City. Some of these projects have already been implemented and have resulted in energy savings for the City. The CAP municipal operations energy measures are summarized in Table 3.4 and more detailed descriptions are provided on the following pages. 3 Climate Action Plan Measures Table 3.4: Municipal Operations Energy Measures Summary 75B -62 Reduction Reduction (kWh/Year) (MTCO,e/Year) Name 2020 2035 2020 2035 Building Energy Efficiency Retrofits* 6,018,300 1,462,500 2,005 1,300 Street Lighting LED Retrofits 6,537,720 6,537,720 1,403 1,403 Retmoommissioning* 1,462,500 0 621 0 Water Pump Retrofits 825,000 825,000 245 245 Solar Photovoltaic Systems 266,480 268,480 185 185 Vending Machine Retrofits 147,200 147,200 43 43 Total 15,259,200 9,240,900 4,503 3,176 *Note that emissions reduction for these measures include natural gas savings in addition to electricity. 75B -62 Santa Ann O tmate Action Plan Municipal Operations Energy Measures () The City will continue to make energy efficient improvements at municipal facilities. Building efficiency includes retrofitting major building systems such as HVAC systems, lighting, controls, and potentially the building envelope (e.g., windows and insulation). Financing for certain components of this measure may be available through SCE and SCG on -bill financing programs. Increased incentives as a result of the City Energy Leader Partnership reduce project costs. 75B -63 Type of Measure Incentivized Emissions Reduction In 2020 2,006 MTCOze Emissions Reduction In 2035 1,300 MTCO2o Co- Benefits Reduced energy cost —City; Improved air quality; improved health Cost to City High Potential Funding Sources SCE and SCG on -bill financing programs, and general fund. Ease of Implementation Medium 56 AV Allk Municipal Operations Energy Measures Type of Measure Voluntary Emissions. Reduction in 2020 1,403 MTCO,e Emissions Reduction in 2035 1,403 MTCO,e Co- benefits Reduced energy cost —City; Improved air quality; improved health Cost to City High Potential Funding Sources SCE On -bill financing ..................................................... Ease of Implementation Medium 3 Climate Action Plan Measures Public lighting currently represents 24% of municipal operations GHG emissions. Replacing existing fixtures with LED lighting will substantially reduce energy usage and associated emissions. Note that this measure accounts for the impact of completing retrofits of all street lights currently owned by the City. The additional reduction achievable by purchasing and retrofitting lights currently owned by SCE is accounted for separately under the community measure for Streetlight Purchase and Retrofit. 75B -64 r Santa Etna GUmats Action Piar[:.. Municipal Operations Energy Measures Energy use in buildings and facilities is responsible for 30% of municipal operations emissions. Retrocommissioning is a process that seeks to improve how building equipment and systems function together. Retrocommissioning can often resolve problems that occurred during design or construction, or address problems that have developed throughout the building's life. In all, retrocommissioning improves a building's operations and maintenance procedures to enhance overall building performance. Building optimization can be a relatively low -cost way of reducing energy consumption. Retrocommissioning of City buildings and facilities would reduce emissions by 621 MTCO2e /year by 2020. Retrocommissioning should be institutionalized as an ongoing activity to ensure that savings continue over the long term. 40 The analysis assumes an annual energy savings of 1.3 kWh /sq. ft. from CEC. 2005. Options for Energy Efficiency In Existing Buildings. CEC -400- 2005 -039- CMF. 75B -65 Type of Measure Voluntary Emissions Reduction In 2020 621 MTCO,e Emissions Reduction in 2038 0 MTCOie Co- Benefits Reduced energy cost —City; improved air quality; improved health Cost to City Medium Potential Funding Sources General Fund Ease of implementation Medium 58 WAF Municipal Operations Energy Measures type of Measure Voluntary Emissions Reduction in 2020 245 MTCOze Emissions Reduction in 2086 245 MTCO e Co- Benefits Reduced energy cost— businesses; improved air quality; Improved health Cost to City Medium Potential Funding Sources City funds Ease of Implementation Easy 8 Climate Action Plan Measures This measure would continue efficiency retrofits of motors at City water wells, completing conversion of all remaining pumping stations to variable frequency drives. The Santa Ana groundwater wells are known for producing some of the best tasting water in the country, and do so with less environmental impact. 75B -66 Santa Ana ClimateAetion Plan Municipal Operations Energy Measures Solar PV systems are another way for the City to reduce energy costs and emissions, and to set an example to encourage installation of renewable energy by businesses and residents in the community. This measure assumes the installation of a 160 kW PV system, which could be installed on one City facility, or could represent the total capacity of several systems on different City facilities. If installed as one system, a typical system of this capacity would cover an area approximately 100 feet by 200 feet. Additional study and design will be needed to determine the appropriate size and placement of the system or systems on City facilities. 75B -67 Type of Measure Voluntary Emissions Reduction In 2020 185 MTCO,e Emissions Reduction in 2035 185 MTCO,e Co- Sonefits Reduced energy cost —City; improved air quality; improved health Cost to City Medium Potential Funding Sources California Solar Initiative; General Fund Ease of Implementation Medium 60 N AX Municipal Operations Energy Measures 3 Climate Action Plan Measures Type of Measure The emissions reduction that can be achieved through vending . ncent ..... . .... "'Zed ........................... machine retrofits are modest, but this measure is highly cost- Emissions Emissions Reduction effective. Adding a unit that uses a controller and sensor to In 2020 monitor room occupancy and temperature can power down 43 MTCCze ............. I ................••••• ......•• the vending machine when the surrounding area is vacant. Emissions Reduction Vending Miser is one company that makes such a control In 2035 unit.21 The unit cost is minimal with an estimated payback 43 MTCCxe °°° °. ° ° ° ° ° °••"•'•" """•""""• ""'•" °" period of only seven months. SCE also offers incentives for Co-eenefits retrofits. The analysis for this measure assumes retrofit of Reduced energy cost —City; improved air quality; improved 66 vending machines, which is equal to two per city facility. health Implementation of this measure will need to be negotiated p ne 9 ........................... ............................... Cost to city with the company operating the vending machines. Low Potential Funding Sources SCE; General Fund ................... ............................... Ease of Implementation Easy 21 www.vendingmiser.com 75B -68 Santa Ana Climate Action Plan Climate Action Plan Measures Solid waste, water use and wastewater together accounted for 6% of community -wide emissions in 2008. Collectively, the measures identified in this section are estimated to reduce those emissions by 9,097 MTCO2e /year by 2020 and 13,811 MTCOze /year by 2035, as identified in Table 3.5. Detailed descriptions of each measure are provided on the following pages. Table 3.5: Solid Waste, Water and Wastewater Measures Summary Name All 341 Commercial and Multifamily Recycling Food Waste Digestion Rainwater Harvesting Turf Removal Total 75B -69 Reduction (NITCO,eNear) 2020 2035 6,460 12,665 605 1,109 29 -29. 2.5 10 9,097 13,811 62 Solid Waste, Water and Wastewater Measures 3 Climate Action Plan Measures Type of Measure AB 341 was adopted as law by the State of California in . Mandate . . . . . ... ............................... ......... 2011, and requires recycling by businesses that generate four ........ Emissions Reduction cubic yards or more of commercial solid waste per week and In 2020 multifamily residential dwellings of five units or more, starting 8,460 MTCO,e ••••.••••••.•.••••..•••..•• •.••.•••.••.••••.......••••••.. July 1, 2012. The increased diversion of waste from landfills Emissions Reduction resulting from this requirement will reduce landfill methane In 2035 12,663 MTCO,e emissions. Recycling programs can also reduce waste disposal """' °""" °"" "" ° ""'` " " " " "" " " " " "'- costs for businesses and multifamily building owners. Co- Eenefits Reduced waste generation Cos4 to City ......................... Sant, ........ a Ana11 recycles Low to Medium �, J Private Cost Low You make the difference! Potential Funding Sources General Fund Ease of Implementation Medium 75B -70 Santa Ana Climate Action Plan Solid Waste, Water and Wastewater Measures Food waste can be broken down in an anaerobic digester to produce renewable energy. The state mandate under AB 341 requires an increase in the rate of recovery of commercial waste for recycling, and some of this increased recovery will likely be food waste. Initially, this waste may be composted, but through this measure the City will arrange for it to be sent to a digestion facility to allow energy recovery. Type of Measure Voluntary . ........... I ........................... Emissions Reduction in 2020 605 MTGO e ......... ............................... Emissions Reduction In 2035 1,109 MTCO,e The City will need to work with waste haulers and potential Co- Benefits digestion facilities to arrange for dedicated treatment of Santa Improved air quality; reduced Ana origin food waste. The waste could go either to dedicated waste generation ... rite......... generation facilities for food waste, or be added to existing anaerobic cost to city digesters at wastewater treatment plants that use digester gas .row to Medium .................. ............................... for energy. For example, Orange County Sanitation District cur- Private Cost rently has a pilot digester to which food waste might be added. ... W ................... Potential Funding Sources The calculation for this measure assumes that by 2020, 75% General Fund of the food waste captured through overall diversion will be " " "" " " " " " " " "'. " " " " " " " " " "' "'. " "'" sent to a digestion facility that captures biogas which is used Ease of Implementation Medium to generate electricity.22 ........................... ............................... zz Gas generation of food waste is based on pilot studies performed with the East Bay Municipal Utility District and EPA. End use for the gas was assumed to be electricity and calculated assuming 35% generation efficiency and 15% parasitic loss rate. 75B -71 e4 v Solid Waste, Water and Wastewater Measures Type of Measure Incentivized Emissions Reduction in 2020 29 MTCO,e . ...... .... I ............................. Emissions Reduction in 2035 29 MTCO,e .......... ............................... Co- Benefits Reduced water use .......... ............................... Cost to City Low Private Cost Low ........................... ............................... Potential Funding Sources Water Agencies, General Fund Ease of Implementation Easy chapter 3 Climate Action Plan Measures Collecting and re -using rainwater from gutters and downspouts for lawns and gardens minimizes the amount of water flowing into storm drains, sewer systems and local waterways. Rainwater harvesting also reduces potable water consumption and electricity consumption from distribution. For this measure, the City may purchase rain barrels in bulk and resell them at cost to residents. Under SoCal Water Smart, rebates are available for rain barrels to reduce the cost to residents. This calculation is based on 1,000 rain barrels distributed to single family residences annually from 2015 -2020. Initial financing of the purchase of the rain barrels may total $50,000, however all the cost may be recouped through purchases by program participants. 75B -72 Santa Ana CftateAction Plan Solid Waste, Water and Wastewater Measures Turf grass is one of the most water - intensive plants in a landscape. Its high water use and frequent maintenance make it a time - consuming and expensive yard option. The average residential customer spends about 60% of their water on outdoor irrigation. Turf removal and conversion to drought - tolerant landscaping reduces potable water use and associated electricity consumption. Rebates are available through SoCal Water Smart for residents and businesses to convert their lawns to drought tolerant plants or synthetic turf. The City will promote the program. It is estimated that through the program 100 single family lawns could be converted annually from 2015 to 2035. 75B -73 Type of Measure Incentivized .................... ............................... Emissions Reduction In 2020 2.5 MTCOze .................... ............................... Emissions Reduction In 2035 10 MTCO,e .................... ............................... Co- Senefflts Reduced water use .................... ............................... Cost to City Low .................... ............................... Private Cost Low to Medium .................... ............................... Potential Funding Sources Water agencies; General Fund .................... ............................... Ease of Implementation Easy This page intentionally left blank 75B -74 This page intentionally left blank 75B -75 : / \�� \ f T \� � \� � \� � \� � Santa Ana Climate Action Plan To achieve the intended emissions reduction and energy savings, this CAP must be effectively implemented. The purpose of this Implementation and Monitoring Strategy is to provide a framework for managing implementation of the CAP, and for monitoring progress in achieving energy savings and reduction in emissions. Staffing To ensure effective implementation of the CAP, the City will set up an interdepartmental team that will meet on a regular basis to coordinate implementation. This team will include Public Works, Planning and Building, Finance and Management Services, and other departments that play a role in implementing the CAP measures. In addition to this team, the City will explore hiring support staff to assist in managing day -to -day coordination of the actions identified in the CAP. These actions will focus on tracking progress, evaluating effectiveness, and identifying and securing new funding opportunities. Partnerships Partnerships will also be a critical part of implementing the CAP. In particular, close coordination will be needed with SCE and SCG for effective promotion of utility incentives. City staff members currently participate in monthly partnership meetings with the utilities and plan to continue meeting throughout CAP implementation. Partnership with the Santa Ana Chamber of Commerce will be important for outreach and promotion of business - related measures. Through the stakeholder engagement workshops conducted during development 75B -77 of the CAP, the City has already begun identifying potential new partners, including the Building Industry Association and the US Green Building Council, which will be important partners for any measure affecting new residential construction. Achieving significant energy savings and a significant emissions reduction in Santa Ana will require the community to work together, and the City to act in partnership with other stakeholder groups. Outreach and Education The City has a number of communications and outreach activities that can be used to promote and implement the CAP measures. These activities will be enhanced and brought together under a comprehensive outreach and education program. All residents receive the Santa Ana Green quarterly newsletter, which will continue to be the primary channel for communicating information about energy and water related incentives and financing options; and solid waste reduction. The Santa Ana Green newsletter presents information in both English and Spanish to reach the diverse Santa Ana population. Additionally, information will be provided at locations where the City interacts with residents and business 70 chapter 4 Implementation and Monitoring Strategy owners, such as at the permit counter during the business license process, at Community Recreation Centers, and at community events. Social media, email blasts, and the City website are additional means to communicate the CAP to the public. The Green Business Challenge measure will be an important outreach tool that can support a wide variety of energy conservation related voluntary actions in the community. In partnership, the City of Santa Ana and the Chamber of Commerce will encourage businesses to participate in the Challenge. Businesses will be recognized based on completion of activities. These activities can be aligned with utility incentive programs, financing options, and other programs that the City promotes. Implementation of this program requires a method of collecting emissions reduction data from enrolled businesses. To maximize data collection, this reporting should be designed Table 4.1: Implementation Overview Community -wide Transportation Measures Measures Development of Local Retail Service Nodes Local Residential Nodes Near Retail and Employment Traffic Signal Synchronization Program Local Employment Nodes Near Residential and Retail Areas End of Triip Facilities in New Projects Safe Routes to Schools Design Guidelines for External Bike /Pedestrian/Transit Connectivity Design Guidelines for Internal Bike /Pedestrian/Transit Connectivity Adjust Parking Ratios Community -wide Bike Sharing Stations to give additional weight to those businesses that can demonstrate tangible actions and performance improvement. . „ . The implementation start dates for each measure are listed in Table 4.1. The municipal operations energy measures in the CAP, and the Streetlight Purchase and Retrofit measure, are one -time implementation measures and action does not need to continue once they are completed. For the remaining community - wide measures, except the Traffic Signal Synchronization Program, active program implementation will need to continue through 2035 to achieve the emissions reduction projected in the CAP. Ongoing implementation is needed to ensure that the emissions reduction does not drop off over time as equipment wears out. Lead Department Implementation Start Date Planning and Building 2016 Planning and Building 2016 Public Works 2016 Planning and Building 2016 Planning and Bullding 2016 Public Works Ongoing Planning and Building 2016. Planning and Building 2016 Planning and Building 2016 Public Works 2016 75B -78 Santa A1na Climate Action Plan Table 4.1: Implementation Overview (continued) Community -wide Energy Measures Public Works Measures Lead Department Property Assessed Clean Energy Title 24 Energy Efficiency Standards- Residential (PACE) Financing - Commercial Public Works SCE Small and Medium Business Direct Install Public Works Property Assessed Clean Energy , Food Waste Digestion (PACE) Financing- Residential Public Works Solar Photovoltaic Systems —New Private Installs Public Works SCE and SCG Residential Programs Public Works Weatherization Public Works SCG Commercial Programs Public Works Streetlight Purchase and Retrofit Public Works Benehmarking and Retrocommissioning Planning and Building / Finance Solar Hot Water Heating Systems for Laundromats Public Works Green Business Challenge Public Works Title 24 Energy Efficiency Standards — Commercial Planning and Building Title 24 Energy Efficiency Standards- Residential Planning and Building Community -wide Solid Waste, Water and Wastewater Measures Measures Lead Department AB 341Commercial and Multifamiliy Recycling Public Works Food Waste Digestion Public Works Rainwater Harvesting Publio Works Turf Removal Planning and Building Municipal Operations Transportation and Land Use Measure Measure Lead Department Alternative Fuel Vehicle Fleet Public Works Municipal Operations Energy Measures Measures Lead Department Building Energy Efficiency Retrofits Finance Street Lighting LED Retrofits Public Works Retrocommissioning Finance Water Pump Retrofits Public Works Solar Photovoltaic Systems Finance Vending Machine Retrofits Parks and Recreation 75B -79 Implementation Start Date 2015 Ongoing Ongoing Ongoing Ongoing Ongoing Ongoing 2019 2016 2015 2016 Ongoing Ongoing Implementation Start Date Ongoing 2016 2015 2015 Implementation Start Date Ongoing Implementation Start Date Ongoing Ongoing 2016 Ongoing 2017 2016 �72 _ chapter A Implementation and Monitoring Strategy Eval.uation and Monitoring There are three components to evaluation and monitoring: 1. tracking the implementation status of individual measures; 2. measure- ment and estimation of emissions reduction associated with individual measures; and 3. periodic re- inventory of community -wide emissions. Progress reports and re- invento- ries may show the need to update or revise the CAP. For example, if a measure is not able to be implemented as proposed or if the inventory shows emissions are not decreasing as expected, it may be necessary to introduce new measures to meet emissions reduction goals. CEQA guidelines establish the require- ment to "monitor the plan's progress... and to require amendment if the plan is not achieving specified levels." Tracking Implementation Status The City will publish a periodic progress re- port that details the status of each measure in the CAP. For measures that involve passing a new policy, the report will list those that have been passed and if necessary, describe any challenges encountered with any that have been delayed. For measures such as rebates, incentives, and financing programs, the report will include information such as the number of rebates distributed, the type of work that was performed, and estimated energy and emissions savings calculated by the entity performing the work. This data will need to be provided by SCE, SCG or the company operating the incentive or financing program. Establishing clear and regular processes for transferring this data from each partner will facilitate inclusion in the progress report. For measures addressing new developments the report will include information on the number and size of new developments incorporating the measure and related information on the number of vehicle trips impacted. -3 "State CEQA Guidelines." Section 15183.5 (b) (1) (E). Measurement and Estimation of Emissions Reduction The data on energy savings from individual measures collected for the implementation status report described above can also be used to calculate the emissions reduction. Where energy savings data is available, but the emissions reduction is not already calcu- lated by a partner organization, the City will calculate this reduction during the periodic re- inventory process (see below). The State- wide Energy Efficiency Collaborative (SEEC) ClearPath California tool will be utilized to calculate this reduction. Periodic Re- inventory Conducting a periodic re- inventory and com- paring the results with past inventories will show how Santa Ana community emissions are changing overall, and whether they are on track to meet the adopted goals. A re- inventory for calendar year year 2017 will be completed in 2018. This will allow some time for CAP measures to begin taking effect, but also provide information ahead of the 2020 goal year. After that, a re- inventory will be completed every three to five years through support staff and consultant expertise. Free resources available through the SEEC, includ- ing training and the SEEC ClearPath California tool, will assist City staff in completing these inventories. As part of the re- inventory the City staff, sup- ported by consultant expertise, will explore looking at changes in residential and com- mercial energy use normalized for weather and other factors such as energy prices. Features in future versions of the SEEC ClearPath Cali- fornia tool may help with this analysis. Looking at indicators such as energy use per person or per square foot, or vehicle -miles per person will also help explain why emissions are changing. 75B -80 This page intentionally left blank 75B -81 40 �f- v 9, i i r AM K E m r i m imok m 0 75B -82 0 0 ® h �f r .xepit, t � 4 \ 1i} � � y iUll 7e General Calculate your household carbon footprint at: http://coolc.limate.berkeley.edu/carboncalculator Transportation Switch trips to bicycling, walking or transit when possible. See www.octa.net Energy Replace light bulbs with LEDs Learn about rebates that can help you make your home more efficient: www.sce.com/wps/portal/home/residential/ rebates- savings Solid Waste Take a free class on home composting: www.fullortonarboretum.com/Classes/ Learn how to save money by reducing food waste: www.nrdc.org /living /eatingwell/ files /foodwaste_2pgr. pdf Water Learn about available rebates at: www. soca lwaters mart. com Retrofit plumbing fixtures with low -flow faucets, aerators, and sensor controls: wvvw.epa.gov/watersense/ 5 Take Action: What Can You Do? If purchasing a new vehicle, choose the most fuel - efficient one that meets your needs. Compare at: www.fueleconomy.gov Consider an electric vehicle: www.sce.com/ wps /portal /home /residential /electric -cars Learn about incentives for solar energy on your home: vvww.sce.com /wps /portal/ home /residential /ge nemti ng- your -own- power /solar -power Consider borrowing, sharing, swapping or buying used, Instead of buying new items: www.shareable.net/how-to-share Landscape with native plants: vvww.bewatervyise.com/GardensofU index.aspx www.santa-ana,org/SAwatersmart High- efficiency toilets: www.socalwaters mart. com www.santa-ana.org/waterconservation Community Participate in a OneOC day of service on Join, volunteer at or start a community Engagement Earth Day or another day: www.oneoc.org/ garden: get - involved /days -of- service/ www.grainproject.org 75B -84 Santa Arta Climate Aotfon Flan r lfty O General Create a green team that coordinates efforts to green the organization Transportation Encourage employees to rideshare or take transit: www.octa.net/Share- the -Ride/ Provide flexible hours and telecommuting options Energy Review SCE's Business Energy Guide: www.sce.com/wps/poital/home/business Monitor or benchmark energy use: www.energystar.gov/buildings/ facility-owners-arid-managers/ existing -bu i Idi ngs /use - portfolio- niariag er Power down computers and electronics when not in use Solid Waste Provide recycling bins at each workstation Set printers to print double -sided Donate unwanted items to local charities Water Catalog your water consumption and fixtures Learn about available rebates at: www.socalwatersmart.com Community Participate in a local Earth Day event Engagement Engage your customers in your sustainability initiatives through a campaign, event, or another way to participate 75B -85 Encourage staff education and innovation In sustainability Provide secure bicycle parking: www.santa-ana.org/bikehuts Provide showers for bicycling employees Install electric vehicle charging stations: www.sce.com/wps/portal/home/business/ electric -cars Get a lighting audit and upgrade lighting to high - efficiency linear fluorescent or LEDs Install renewable energy: www.sce.coin/wps/portal/home/business/ gonerating -your- own -power Implement a green purchasing policy Establish a policy for circulating documents electronically instead of using paper -based memos or faxes Retrofit plumbing fixtures with high - efficiency toilets, low -flow faucets, aerators, and sensor controls: www.epa. gov /watersense Present energy- or sustainability- related topics to a K -12, higher education, or professional audience Establish an employee volunteerism policy allowing a certain number of hours of volunteer time each month 78 appendix A Total Emissions Reduction Appendix A a rEmoiss"lons e'. This appendix shows the total emissions reduction from all existing measures and transportation and land use plans, CAP measures, and state mandates. This total emissions reduction is compared in Table 3 against the reduction needed to reach the City's goals for 2020 and 2035. Table 1. GHQ Emissions Reduction of Existing Measures Emission Reduction (MTCO,e /Year) Measure 2020 2035 SCE Programs 7,517 7,517 SCO Programs 8,362 $862 Weatherization 1,533 1,533 Solar 5,751 .5,751 Water conservation 1,853 1,853 Reclaimed water 142 142 Increased recycling rate 2,060 2,060 LED street lighting 965 365 City facilities - - ARRA funded efficiency 362 362 City water wells -- efficient motors 461 461 Transportation and land use initiatives 23,492 48,390 Total 51,898 76,796 Table 2. GHG Emissions Reduction of CAP Measures and State Mandates Reduction in 2020 Reduction in 2035 Measures (MTCO,e/Year) (MTCO,e/Year) Transportation and Land Use Pavley II 130,308 335,939 Development of Local Retail Service Nodes 916 14,660 Local Residential Nodes Near Retail and Employment 916 14,660 Traffic Signal Synchronization Program 2,504 5,864 Local Employment Nodes Near Residential and Retail Areas 366 5,864 End of Trip Facilities in New Projects 366 5,864 Safe Routes to Schools 2,129 4,984 Design Guidelines for External Bike/Pedestrian/Transit Connectivity 311 4,984 Design Guidelines for Internal Bike /Pedestrian /Transit Connectivity 311 4,984 Adjust Parking Ratios 311 4,984 Community -wide Bike Sharing Stations 311 4,984 Municipal Operations Measures 709 2,041 75B -86 I Santa Ana Climate fiction Plan Measures Energy CA Renewable Portfolio Standard Property Assessed Clean Energy (PACE) Financing- Commercial SCE Small and Medium Business Direct Install Property Assessed Clean Energy (PACE) Financing- Residential Solar Photovoltaic - New Private Install SCE and SCG;Residential Programs Weatherization SCG Commercial Programs Streetlight Purchase and Retrofit Benchmarking and Retrocommissioning Title 24 Energy Efficiency Standards- Commercial Title 24 Energy Efficiency Standards- Residential Solar Hot Water Heating Systems for Laundromats Green Business Challenge Municipal Operations Measures Solid Waste, Water and Wastewater AB 341 Commercial and Multifamily Recycling Food Waste Digestion Rainwater Harvesting Turf Removal Total Table 3. Total Emissions Reduction and Goals Existing measures (table 1 total) CAP measures and state mandates (Table 2 total) Total reduction Reduction needed to meat goat 75B -87 Reduction in 2020 Reduction in 2035 (MTCO,e/Year) (MTCO,e /Year) 182,020 182,762 3,791 8,458 7,793 7,793 1,633 5;833 4,881 4,861 3,965 3;965 3,720 3,720 3,280 3,280 160 2,556 1,533 2,147 490 1,050 329 705 267 267 78 78 4,503 3,176 8,460 12,663 605 1,109 29 29 2.5 10 366,998 654,294 Reduction in 2020 Reduction in 2035 (MTCO,e/Year) (MTCO,e /Year) 51,898 76,796 356,998 654,294 418,896 731,090 400,000 800,000 80 � appendix B Inventory Methodology Appendix ., oMethodology Southern California Edison (SCE) provided electricity consumption data in kilowatt -hours (kWh) for 2008; SCE provides all electricity used in Santa Ana except for electricity generated by solar systems. Table 1 includes electricity consumption for the community; Table 2 includes electricity consumption for City municipal operations. SCE includes Table 1. Santa Ana Community -wide Electricity Usage, 2008 Sector kWh Residential 378;$88;235 Commercial and Industrial 1,398,181,157 Total 1,777,169,392 Santa Ana receives electricity produced by SCE and through direct access electricity. SCE - produced GHG emissions were quantified using utility- specific emissions factors; these were taken from SCE's 2007 Annual Emissions Report for the California Climate Action Registry. SCE did not report an emissions factor for 2008; therefore, the 2007 emissions factor was used as a proxy. Emissions from electricity supplied by direct usage from SCE - supplied electricity as well as direct access electricity. Direct Access electricity refers to electricity purchased directly by industries from power generation facilities, which is then delivered through the transmission lines of a public or private utility, and accounts for 8.8% of the electricity usage reported for Santa Ana. Table 2. Santa Ana Municipal Operations Electricity Usage, 2008 Operations Electricity Usage, 2008 Sector kWh Buildings and Facilities 30,096,817 Public Lighting 15,942,280 Water and WastowaterTransport 11,639;798 Total 57,678,895 access providers through SCE's transmission system were quantified using a California average emissions factor from the Local Government Operations Protocol (LGOP) as specific emissions factors are not available for direct access electricity. Emissions factors for CH4 and N2O were obtained from the LGOP, which provides a statewide average emissions factor for electricity. Table 3 summarizes emissions factors used in this analysis. Table 3. Electricity- related Emissions Factors in Lee /MWh SCE CD,' Direct Access CO2' CH'' N,02 630.89 919.64 0.029 0.01 ' 2007 Annual Emissions Report available at: http:// www. climateregistry. org/ carrot/Reports /CREntityEmissionReport.aspx 2 LGOP Table G.7 California Grid Average Electricity Emission Factors (1990 -2007) Santa Ana Climate Action Plan Appendix Measure Calculation Assumptions Sector Measure Assumptions Transportation Development of Local Retail Service.. Reduction of 2.5% of 2035. forecast VMT (based on and Land Use Nodes Fehr and Peers analysis showing 1-3%). Assumed to reach 21 % of eventual impact by 2020 (based on 4 years of implementation by2020:out of 19 years total implementation: 4/19 = 0.21). Transportation Local Residential Nodes Near Retail Reduction of 2.5% of 2035 forecast VMT (based on Fehr and Land Use and Employment and Peers analysis showing 1 -3 %). Assumed to reach 21% of eventual impact by 2020. Transportation Traffic Signal Synchronization :. Reduction of 1 % of 2035 forecast VMT (based on Fehr and Land Use Program for Non -TLSP Corridors and Peers analysis). Assumed to reach 42.7% of eventual impact by 2020. Transportation Local Employment Nodes Near Reduction of 1 % of 2035 forecast VMT (based on Fehr and Land Use Residential and Retail Areas and Peers analysis). Assumed to reach 21% of eventual impact by 2020. Transportation -End of Trip Facilities In New Projects Reduction of t %o of 2035 forecast VMT (based on Fehr and Land Use and Peers analysis). Assumed to reach 21% of eventual impact by 2020. Transportation Safe Routes to Schools Reduction of 0.85% of 2035 forecast VMT (based on Fehr and Land Use and Peers analysis showing <1 %). Assumed to reach 42.7% of eventual impact by 2020. Transportation Design Guidelines for External :Bike / Reduction of 0.85% of 2035 forecast VMT (based on Fehr and Land Use Pedestrian/ Transit Connectivity and Peers analysis showing <1 %). Assumed to reach 21% of eventual impact by 2020. Transportation Design Guidelines for Internal Bike/ Reduction of 0.85% of 2035 forecast VMT (based on Fehr and Land Use Pedestrian/ Transit Connectivity and Peers analysis showing <1 %). Assumed to reach 21 % of eventual impact by 2020. Transportation Adjust Parking Ratios - Reduction of 0.85% of 2035 forecast VMT (based on Fehr and Land Use and Peers analysis showing <1 %). Assumed to reach 21 % of eventual: impact by 2020. Transportation Community -Wide Bike Share System Reduction of 0.85% of 2035 forecast VMT (based on Fehr and Land Use and Peers analysis showing <1 %). Assumed to reach 21 % of eventual Impact by 2020. 75B -89 82 appendix B Measure Calculation Assumptions Transportation Alternative Fuel Vehicle Fleet and Land Use - Municipal Operations Energy PACE Financing- Commercial Energy SCE Small and Medium Business Direct Install Energy PACE Financing - Residential Energy Solar Photovoltaic - New Private Installs Energy SCE and SCG Residential Programs Energy Weatherization Energy SCG Commercial Programs Energy Streetlight Purchase and Retrofit Based on vehicle odometers and annual mileage, - estimated 418 vehicles retiring by 2020. Assumed these would be replaced: with 70 %. hybrid, 25% electric, 5% hydrogen. For 2035 all fleet vehicles replaced with 40% hybrid, 50 % electric, 10% hydrogen. ' Hybrid assumed to get 35 mpg, electric 85 miles per gallon gasoline equivalent (emissions calculated from electricity use), hydrogen 54 miles per gallon gasoline equivalent; hydrogen assumed produced by electricity,. 60.5kWh /kg hydrogen. $3 million annual financing, 40% energy efficiency, 40% solar (remainder is water efficiency —not able to quantify emissions reduction from water efficiency). Energy Efflclency: $0.38 initial cost per annual kWh savings, useful life of 9 years (starting in 2016). Solar: $4.9 /watt capacity, 1,678 kWh annual generation per kW capacity- $2,92/kWh Assumes 1.8 million kWh /yr saved from each year's program installations (a conservative estimate based on existing reduction from SCE Business Direct Install Program), 10 year useful life (starting in 2008).. Reaching 2,905 homes by 2020; 10,375 by 2035. 28% Include furnace upgrade; 28% include central AC upgrade; 28% duct sealing; 18% general building envelope Improvements; 24% solar system (avg size 5kw). For efficiency measures, kWh and therms savings taken from DEER database. Solar based on 1,678 kWh annual generation /kW. 1,000 kW installed/year (a conservative estimate based on existing Installation trends). 1,678 kWh per kW capacity. 700,590 kWh /yr saved from each year's program installations (a conservative estimate based on existing reduction from SCE programs for residents), useful life of 10 years (starting in 2008). 77,239 therms saved from each year's program installations (estimate based on existing program savings), useful life of 10 years (starting in 2008). 822 homes /year based on existing program level. 271 kWh and 72 therms annual savings per household. Per household savings source: hffp: / /www.energy. ca.gov /2005publications /CEC- .400 - 2005 - 039 /CEC -400- 2005- 039- CMEPDF Table 611. 245,856 therms saved from each year's program installations (estimate based on existing program savings), 10 year useful life (starting in 2008). 11,410 streetlight fixtures to be replaced. Savings per fixture of 1,135 kWh/fixture/year (based on existing measures). Implemented gradually from 2019 through 2035. 75B -90 Saints Ana Climate Action Plan Energy Benchmarking and Santa Ana has 36,334,400 ft2 of non - residential space Retrocommissioning that is 10,000 square feet or greater in size, This measure assumes that each year one seventh of the space (or 5,200,000 ft2) is required to complete an energy audit each year and report the outcomes to the federally - administered Energy Star Portfolio Manager. Requirement would continue until all commercial space is audited and upgraded over a seven -year period. Savings source: http: //www.energy. ca.gov /2005publications /CEC- 400- 2005 - 039 /CEC -400 - - 2005- 039- CMF.PDFTable Bit 5. Energy Title 24 Energy Efficiency Standards— 163,000 ft2 annual commercial construction. 0.003 Commercial therms /ft2 annual savings; 1.5 kWh/ft2 annual savings. Savings based on analysis of average use and energy uses affected by Title 24 updates for Climate Zone 8. Energy Title 24 . Energy Efficiency Standards— 60,135 ft2 annual single family construction. 0.174 Residential kWh /ft2 annual savings;: 0.014 kWhLft2 annual savings. 125,765 ft2 annual multi - family construction, 0.138 kWh / ft2 annual savings; 0.004 therms /ft2 annual savings.' Savings based on analysis of average use and energy uses affected by Title 24 updates for Climate Zone B. Energy Solar Hot Water Heating Systems for Solar installed on 6 laundromats /yr for 5 years (estimated Laundromats 35 in city). 1,674 therms per laundry per year saved (estimate provided by Sun Light and Power). Energy Green Business Challenge Program 30,000 workers in central business district, 200ft2 per worker, 20% of potential space participating = 1.2 million ft2. Savings of 0.13 kWh /ft2/year, 0.002 - therms /ft2/yr. Savings source: http: / /wwvv.energy. - ca.gov/2005publications/CEO-400 -2005- 039 /CEC -400 - 2005 - 039- CMF.PDP Table B13 -. Energy— Building Energy Efficiency Retrofits Assumes 20% across - the -board savings from baseline Municipal energy consumption of 30.1 million kWh /yr. This would Operations likely be achieved through mechanism such as an energy performance contract, and would Involve addressing HVAC, lighting, controls, and potentially building envelope improvements. Energy - Street. Lighting LED Retrofits Savings from four identified projects (LS -2, LS -3; Municipal Eastside; SARTC) provided by City of Santa Ana: Operations 1,050,300 kWh. In addition to these projects, estimated 5,275 remaining_ city-owned lights (based on total street light energy - consumption from inventory); applied savings of 259 ' watts/fixture to these with lights on 1 -1 hours /day. Energy— Retrocommissioning 1.125 million ft2 building space. Savings source: http: // Municipal www. energy .ca.gov /2005publications /CEC- 400 -2005- Operations 039 /CEC- 400 - 2005 - 039- CMEPDFTable Bl5. Completion by 2020. Energy- Water Pump Retrofits kWh savings estimate based on savings from existing - Municipal upgrades; and ratio of power of pumps already upgraded Operations ' to that of pumps still needing upgrades, - .Existing 1.1 million kWh /yrsavings from 20150 horsepower, 3@200 hp, 1 @350hp.1250total hp. . In progress /future: 6 pumps totaling 675 hp at Northeast and Cambridge stations; 2pumps at 150 hp each at East station. 975 hp total = 0.78' existing= 858,000 kWh savings. 75B -91 84 appendix B Measure Calculation Assumptions Energy- Solar Photovoltaic Systems Based on PV on parking garage about 1 00f x 2003 = Municipal 20,000 sq ft. 8 -10 watts ac output per sq tt is typical, Operations using 8 watts/ sq ft as a conservative estimate =160 kw - ; potential for site. Using PV watts (www.nrel.gov /rredc/ pvwatts) program gives 236,594 kwh annual AC output. Energy— Vending Machine Retrofits Estimated 66 vending machines. Savings of 2,231 kWh/ Municipal vending machinelyear (from the Energy Star savings Operations calculator for 500 can capacity vending machines with additional software controls). Solid Waste AB 341 Commercial and Multifamily Assumes recycling diversion rate increases to 35% by Recycling 2020 and 50% by 2035. Solid Waste food Waste Digestion Total organic waste taken from inventory; residential = 57.8% food waste, commercial =72.8% food waste (percentages of organic waste: source Cal Recycles). 3300 ft3 biogas/ton food waste. 1000 BTU /ft3 biogas (biogas production and BTU content from East Bay Municipal Utility District 2008. "Anaerobic Digestion of Food Waste. "), Combustion turbine with 35% generation efficiency, 85% capacity factor. 3,412kWh /BTU. By 2020 capturing 25% of food waste, by 2035 capturing 75 %. Water and Rainwater Harvesting 2,116 ft2 average roof area (estimated with GIS) per Wastewater - home. Annual rainfall 13.63 inches, 50% captured. - 11,110 kWh /million gallons water. 1000 rain barrels = 29 MTCOze /yr Water and - Turf Removal 296 f12 average yard size in Santa Ana (based on sample Wastewater of 32 yards measured with GIS). Water requirement 0.6 ft3 /year /ft2 (from University of California Agriculture and Natural Resources "Lawn Watering Guide for California. ") 500 homes participate by 2020; 2000 by 2035. 2.6 million ft3 /year water saved. 11,110 kWh /million gallons water. 75B -92 This page intentionally left blank 75B -93 75B -94 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDYINEGATIVE DECLARATION for the City of Santa Ana Prepared for: City of Santa Ana Planning Division, M -20 20 Civic Center Plaza Santa Ana, CA 92701 Prepared by: AECOM 401 West A Street #1200 San Diego, CA 92101 Exhibit 2 7513-95 75B -96 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Table of Contents Section Page 1. PROJECT DESCRIPTION ................................................................ ..............................1 1.1 Introduction ............................................................................................................ ............................... 1 1.2 Regional Setting ...................................................................................................... ............................... 1 1.3 City Characteristics ................................................................................................. ..............................1 1.4 Project Background ............................................................................................... ............................... 4 1.5 Project Objectives .................................................................................................. ............................... 5 1.6 Project Description ................................................................................................ ............................... 6 1.6.1 Emissions Inventory, Baseline and Projections ................................. ............................... 6 1.6.2 GHG Emission Reduction Measures .................................................. ............................... 7 1.6.3 Potential Environmental Impacts ...................................................... ............................... 10 2. ENVIRONMENTAL CHECKLIST ..................................................... .............................11 2.1 Background ............................................................................................................. .............................11 2.2 Environmental Factors Potentially Affected ................................................... ............................... 13 2.3 Determination ...................................................................................................... ............................... 13 2.4 Summary of Environmental Impact Analysis ................................................. ............................... 14 3. ENVIRONMENTAL ANALYSIS ....................................................... .............................21 3.1 Aesthetics ................................................................................................................ .............................21 3.2 Agriculture and Forestry Resources .................................................................. ............................... 23 3.3 Air Quality ............................................................................................................. ............................... 24 3.4 Biological Resources ............................................................................................ ............................... 26 3.5 Cultural Resources ................................................................................................. .............................28 3.6 Geology and Soils ................................................................................................ ............................... 30 3.7 Greenhouse Gas Emissions ................................................................................. .............................32 3.8 Hazards and Hazardous Materials ..................................................................... ............................... 34 3.9 Hydrology and Water Quality ............................................................................ ............................... 36 3.10 Land Use and Planning ....................................................................................... ............................... 39 3.11 Mineral Resources ................................................................................................ ............................... 40 3.12 Noise ........................................................................................................................ .............................41 3.13 Population and Housing ..................................................................................... ............................... 43 3.14 Public Services ...................................................................................................... ............................... 44 3.15 Recreation ............................................................................................................. ............................... 45 3.16 Transportation / Traffic ......................................................................................... .............................45 3.17 Utilities and Service Systems ................................................................................ .............................47 3.18 Mandatory Findings of Significance ................................................................. ............................... 49 4. REFERENCES ................................................................................. .............................51 5. LIST OF PREPARERS .................................................................... .............................54 October 2015 75B -97 Page SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Table of Contents Figure Page Figure 1 Regional Location Map ......................................................................................... ............................... 2 Figure2 Project Location Map ............................................................................................ ............................... 3 Figure 3 Community -wide 2008 Baseline GHG Emissions ........................................... ............................... 7 Table Page Table 1 GI IG Emissions Reduction of Existing Measures ........................................... ............................... 8 Table 2 GHG Emissions Reduction of CAP Measures ................................................. ............................... 9 Table 3 GHG Emissions Reduction Totals ..................................................................... .............................10 Page ii 75B -98 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 1. Project Description 1.1 INTRODUCTION California has adopted a wide variety of regulations aimed at reducing the State's greenhouse gas (GHG) emissions. In addition to the efforts at the State level, local governments have broad influence and, in some cases, exclusive jurisdiction over activities that contribute to significant GHG emissions through their planning and permitting processes, local ordinances, outreach and education efforts, and municipal operations. As a result, many communities throughout the state are taking responsibility for planning to reduce energy use and emissions. Through proactive measures in land use, transportation, energy efficiency, green building, waste diversion, water conservation and more, local governments help residents and businesses save money while improving quality of life and reducing emissions in their communities. Over the past three years, the City of Santa Ana (City) has gathered input from residents and businesses and has prepared a Climate Action Plan (CAP) for public review and comment. The CAP represents the City's commitment to improving quality of life by reducing carbon pollution, both from its own operations and from the community as a whole. 1.2 REGIONAL SETTING The City of Santa Ana covers 27.3 square miles in Orange County between the metropolitan areas of Los Angeles and San Diego, and is approximately 10 miles east of the Pacific Ocean and 7 miles west of the Santa Ana Mountains. Interstate 5 (I -5) intersects the northeast section of the City, connecting Santa Ana to the greater Los Angeles region and southern Orange County. State Route 55 (SR -55) also serves the City along the south and east side and connects to SR -22, which serves the northern portion of Santa Ana. Interstate 405 (I -405) runs north and south and is located just south of the City boundary. The Santa Ana River is a channelized river that collects runoff from Riverside and Orange counties and runs through Santa Ana before continuing on between the cities of Huntington Beach and Costa Mesa and entering the Pacific Ocean, Figures 1 and 2 show the regional location and local project area, respectively. 13 CITY CHARACTERISTICS The project area consists of all land located within the incorporated limits of the City of Santa Ana. Of the total 27.3 square miles identified in the Land Use Element of the City's General Plan, approximately 58% is devoted to residential development, 15% to commercial uses, 14% to industrial uses, 11% to public and October 2015 Page 1 75B -99 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA vm boa Lpng V (j2) 5..,..:E5RI2015 Page 2 75B -100 k7 1 San (lern ante - ILegend ! f City Boundary C#7,j Figure I ion Ma October 2015 0 1 2We, October 2015 75B -101 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Legend City Boundary Figure 2 Page 3 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA institutional uses, and 2% to public parkland and open space. t The City is almost entirely built out, and new development would consist mostly of infill and redevelopment projects. 1.4 PROJECT BACKGROUND California has adopted a wide variety of regulations aimed at reducing the State's GHG emissions. The Governor is authorized to issue executive orders, or formal written directives, that typically only affect state agencies, departments, boards, and commissions. The executive orders can be used to enforce public policy embodied in the laws and Constitution. However, the Governor is limited in the use of executive orders, as they may not interfere or conflict with existing legislation. Executive Order S -3 -05, signed in June 2005, proclaimed that California is vulnerable to the impacts of climate change. To combat those concerns, the Executive Order established total GHG emissions targets. Specifically, emissions are to be reduced to year 2000 level by 2010, the 1990 level by 2020, and to 80% below the 1990 level by 2050. In 2006, this goal was reinforced with the passage of Assembly Bill (AB) 32, the Global Warming Solutions Act. AB 32 requires California to reduce statewide GHG emissions to 1990 levels by 2020. AB 32 directs the California Air Resources Board (ARB) to develop and implement regulations that reduce statewide GHG emissions. AB 32 further requires that the California Air Resources Board (ARB) create a plan that includes market mechanisms, and implement rules to achieve "real, quantifiable, cost - effective reductions of greenhouse gases." The Climate Change Scoping Plan (Seeping Plan) was approved by ARB in December 2008 and outlines the State's plan to achieve the GHG reductions required in AB 32. In the Scoping Plan, ARB encourages local governments to adopt a reduction goal for municipal operations emissions and move toward establishing similar goals for community emissions that parallel the State commitment to reduce GHGs. ARB is required to update the Scoping Plan at least once every 5 years to evaluate progress and develop future inventories that may guide this process. ARB approved the First Update to the Climate Change Scoping Plan: Building on the Framework in June 2014.2 The Scoping Plan update includes a status of the 2008 Scoping Plan measures and other state, federal, and local efforts to reduce GHG emissions in California and potential actions to further reduce GHG emissions by 2020. The Scoping Plan Update confirms that the state is on track to meet the 2020 emissions reduction target. In April 2015, Governor Edmund Brown issued Executive Order B -30 -15 establishing a statewide GHG reduction goal of 40 percent below 1990 levels by 2030. The emission reduction target acts as an interim goal between the AB 32 goal (i.e., achieve 1990 emission levels by 2020) and Governor Brown's Executive Order S -03 -05 goal of reducing statewide emissions 80 percent below 1990 levels by 2050. ' City of Santa Ana Planning Division. City of Santa Ana General Plan Land Use Element p. 6. Available online at hit � / /ww ci sania -ana cans /generalplan /documents /1 vtdLJse�12df, accessed September 2, 2015. - California Air Resources Board. First Update to the CNe Bate Change Scoping Plan: Building on the Framer ork. Adopted May 2014. Available online at: http : / /wwwarbcagov /ec /"scol2inlr121an /2013 update /first update climate change scoring nlan.pdf, accessed September 1, 2015. Page 4 October 2015 75B -102 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Senate Bill 375 (SB 375), signed in September 2008, enhances California's ability to reach its AB 32 targets and aligns regional transportation planning efforts, regional GHG reduction targets, and land use and housing allocation. SB 375 requires Metropolitan Planning Organizations (MPOs) to adopt a Sustainable Communities Strategy (SCS) or an Alternative Planning Strategy (APS), which will prescribe land use allocation in that MPO's Regional Transportation Plan (RTP). ARB has established regional targets for 2020 and 2035 for each region covered by one of the state's 18 metropolitan planning organizations. The targets for the Southern California Association of Governments (SCAG), where Santa Ana is located, are per capita COz emission reductions from passenger vehicles of 8% below 2005 levels by 2020, and 13% below 2005 levels by 2035. Many of the measures in this CAP help to implement strategies from the SCS in the City of Santa Ana. AB 32 and SB 375 do not place any requirements on local governments and also do not require that individual local governments reduce their community emissions to these levels. However, the AB 32 Seeping Plan prepared by ARB, maps out strategies for reaching the AB 32 targets and identifies an important role for local governments in implementing many of the strategies. Local governments are not currently required to adopt climate action plans, and these plans are just one of several approaches that agencies can use to address GHG emissions. 1.5 PROJECT OBJECTIVES In 2007, the City of Santa Ana signed the U.S. Mayors' Climate Protection Agreement, committing to reduce GHG emissions. Santa Ana, in addition to more than 1,000 local governments worldwide, joined ICLEI — Local Governments for Sustamability, an association for local governments to share knowledge and successful strategies toward increasing local sustainability. ICLEI provides a CAP framework and methodology for local governments to identify and reduce GHG emissions: 1. Conduct an inventory and forecast of local GI IG emissions; 2. Establish GHG emissions reduction targets; 3. Develop a CAP for achieving the emissions reduction targets; 4. Implement the CAP; and 5. Monitor and report on progress. As mentioned above, one of the steps in the framework is to develop a CAP to achieve reduction targets. The project objectives, derived from the framework and from the Scoping Plan, are expressed below. • Adopt a Climate Action Plan that will comply with and implement State law, citywide sustainability, and reflect community values. • Place the City on a path to reduce annual community -wide GHG emissions by 15% below 2008 baseline emission levels by 2020 and 30% by 2035. • Provide clear guidance to City staff and decision - makers regarding when and how to implement key actions to reduce GHG emissions. • Inspire residents and businesses to participate in community efforts to reduce GI IG emissions. October 2015 Page 5 75B -103 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 1.6 PROJECT DESCRIPTION The proposed project is adoption of the CAP, a document that provides measures intended to reduce GHG omissions within the City. The CAP describes the 2008 baseline GHG emissions produced in Santa Ana and estunates business -as -usual emissions that could be expected in 2020 and 2035. GHG emissions were estimated for 2008, 2020, and 2035 for both cotmmunity -wide and municipal operations. The City has indirect ability to influence many sources and activities producing community -wide emissions, while it has more direct control over municipal operations emissions. Municipal operations emissions are a subset of community -wide emissions. Overall, the goal of the CAP is to reduce Santa Ana's community -wide GHG emissions by 15% below 2008 emission levels by the year 2020. In addition, Santa Ana has established a goal to place the City on a path to reduce community -wide emissions by 30% below 2008 emission levels by the year 2035. For municipal operations emissions, the City has established goals of 30% below 2008 ennission levels by 2020 and 40% below 2008 emission levels by 2035. The Draft CAP identifies measures that have a quantifiable emissions reduction and also includes recommended action steps, co- benefits, cost, and funding sources. The Draft CAP is the result of extensive co rimunity outreach and public participation. An initial public engagement session was held in March 2012, where participants suggested potential emissions reduction measures to be included in the CAP. The measures gathered were then analyzed for feasibility and assessed by City staff. The working list of measures was presented to key stakeholders and to the public in additional workshops in Judy 2014. Feedback from these sessions was incorporated, resulting in the measures included in the CAP. 1.6.1 EMISSIONS INVENTORY, BASELINE AND PROJECTIONS To establish an effective baseline for the CAP, the City used the "Local Government Significant Influence" frame, which includes those emissions sources and activities that the City government has significant ability to influence through regulation, incentives, or other measures. GHG emissions were calculated for both community -wide and municipal operations sources for 2008 based on activity data (i.e., energy consumption, vehicle miles traveled) for each emission sector. In 2008, emissions from community -wide sources and activities in Santa Ana were approximately 1.96 million metric tons of carbon dioxide equivalents (MMTCO,e). As shown in Figure 3, transportation and land use activities were the largest emissions sources and contributed approximately 48% of Santa Ana's annual GHG emissions. Energy use within buildings contributed approximately 42% of Santa Ana's community -wide GHG emissions. Solid waste generation contributed approximately 3 %, water and wastewater contributed approximately 3 %, and the remaining 4% was classified as other. Page 6 October 2015 75B -104 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Figure 3: Community -wide 2008 Baseline GHG Emissions Sol Ge Transportation and Land Usc Commercial /- Industrial Energy Use 29% Santa Ana's GHG emissions levels were also projected for the years 2020 and 2035 to determine the emission reductions needed to achieve the City's goal. Projections were calculated for a trend scenario, also known as a business -as -usual scenario, which assumes that historical emission trends would continue. Under this scenario, Santa Ana's community -wide GHG emissions are expected to increase by 5% to approximately 2.06 MMTCO2e in 2020 and by 11% to 2.17 MMTCO2C in 2035. To meet the City's 2020 goal of 15% below 2008 baseline emissions, Santa Ana will need to reduce its GHG emissions from 2.06 to 1.66 MMTCO2e by 2020. This goal would require a reduction of 400,000 MTCO2e. To meet the City's 2035 goal of 30% below 2008 baseline emissions, Santa Ana will need to reduce its GHG emissions from 2.17 to 1.37 MMTCO2e by 2035. This is a reduction of 800,000 MTCO2e. Municipal operations emissions were estimated to be 31,413 MTCO2e, or about 1.6% of the City's total community -wide emissions. The largest source of municipal emissions was energy consumption within the buildings and facilities sector, which accounted for 31% of all municipal emissions. The City municipal staff has decreased significantly in recent years, and may decrease further in conning years. Because of this trend it was assumed that no growth would occur in municipal operations; therefore, business -as -usual municipal operations emissions in 2020 and 2035 are expected to be the same as in 2008. 1.6.2 GHG EMISSION REDUCTION MEASURES Several initiatives are underway that improve quality of life in Santa Ana while reducing carbon pollution. These existing climate action measures were implemented or planned for prior to the development of the Draft CAP. The existing measures include emissions reductions that were achieved between 2008 and 2012, and emissions reductions that are planned for but not yet implemented, such as long range transportation plans. The emissions reductions associated with the existing measures were estimated and subtracted from 2015 Page 7 75B -105 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA the City's business -as -usual scenario to assess the level of reductions achieved without implementation of the Draft CAP. Table 1 shows the existing measures and the emissions reduction quantified for each measure. Table 1. GHG Emissions Reduction of Existing Measures Measure Emission Reduction MTCO2e /Year 2020 2035 Southern California Edison (SCE) Programs 7,517 7,517 Southern California Gas Company (SCG) Programs 8,362 8,362 Weatherization 1,533 1,533 Solar 5,751 5,751 Water conservation 1,853 1,853 Reclaimed water 142 142 Increased recycling rate 2,060 2,060 LED street lighting 365 365 City facilities -- ARRA funded efficiency 362 362 City water wells -- efficient motors 461 461 Transportation initiatives' 23,492 48,390 Total 51,898 76,796 i 'the emtsston reductions for tcansportanon 1njuanVCS rant are planned, nor not unptemenrea, were Cbt11¢2UCU UL ao,4>4 MTCO2e per year in 2020. The estimated benefit of these initiatives would be 48,390 MTCO2e per year in 2035. Source: ICLEI -USA 2015 The Draft CAP includes measures related to reducing future emissions from transportation and land use, energy, solid waste, water and wastewater. Table 2 identifies the MTCO2e reductions that would be expected from implementation of each proposed measure. Measures in green are measures that are state mandates or utility programs and measures in yellow are measures that were developed through the CAP process. Implementation of the Draft CAP and emissions reductions from existing measures would result in annual community -wide GHG emissions reductions of 418,896 MTCO2e by 2020 and 731,090 MTCO2e by 2035. Therefore, the City would meet its goal for 2020 by reducing emissions by 16% below 2008 emissions. In 2035, the Draft CAP would result in a reduction of 25% below the 2008 baseline emission levels. Table 3 shows the total emissions reductions of the existing measures and the CAP measures combined in relation to the City's goal. The City will continue to evaluate and monitor the Draft CAP by (1) cracking the implementation status of individual measures, (2) estimating emissions reductions associated with individual measures, and (3) conducting a periodic re-inventory of community -wide emissions. The City will publish an annual progress report that details the status of each measure in the Draft CAP. Conducting a periodic re- inventory and comparing the results with past inventories will show how Santa Ana community emissions are changing overall, and whether they are on track to meet the adopted goals. A re- inventory will be completed in 2018 and every three to five years after that time. Page 8 October 2015 75B -106 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Table 2. GHG Emissions Reduction of CAP Measures Measures Reduction in 2020 (MT CO2e/ Year ) Reduction in 2035 (MT CO2e/ Year Transportation and Land Use Pavle II 130,308 335,939 Development of Local Retail Service Nodes 916 14,660 Local Residential Nodes near Retail and Employment 916 14,660 Traffic Signal Synchronization Program 2,504 5,864 Local Employment Nodes near Residential and Retail Areas 366 5,864 End of Trip Facilities in New Projects 366 5,864 Safe Routes to School 2,129 4,984 Design Guidelines for External Bllce /Pedestrian /Transit Connectivi 311 4,984 Design Guidelines for Internal Bilie /Pedestrian /Transit Connectivity 311 4,984 Adjust Parldng Ratios 311 4,984 Community-wide Bike Sharing Stations 311 4,984 Municipal Operations Measures 709 2,041 Energy CA Renewable Portfolio Standard 182,020 182,762 Property Assessed Clean Energy (PACE) Financing - Commercial 3,791 8,458 SCE Small and Medium Business Direct Install 7,793 7,793 PACE Financing - Residential 1,633 5,833 Solar Photovoltaic Systems - New Private Install 4,881 4,881 SCE and SCG Residential Programs 3,965 3,965 Weatherization 3,720 3,720 SCG Commercial Programs 3,280 3,280 Streetlight Purchase and Retrofit 160 2,556 Benchmitking and Retrocommissioning 1,533 2,147 Title 24 Energy Efficiency Standards - Commercial 490 1,050 Title 24 Energy Efficiency Standards - Residential 329 705 Solar Hot Water Heating Systems for Laundromats 267 267 Green Business Challen e Program 78 78 Municipal Operations Measures 4,503 3,176 Solid Waste, Water, and Wastewater AB 341 Commercial and Multifamily Recycling 8,460 12,663 Food Waste Digestion 605 1,109 Rainwater Harves ting 29 29 Turf Removal 2.5 10 Total 366,998 654,294 Source: ICLEI -USA 2015 October 2015 75B -107 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Table 3. GHG Emissions Reduction Totals Measures Emission Reduction MTCOze /Year 2020 2035 Existing Measures 51,898 76,796 CAP Measures 366,998 654,294 Total of Existing Measures and CAP Measures Combined 418,896 731,090 Goal 400,000 800,000 1.6.3 POTENTIAL ENVIRONMENTAL IMPACTS Although the overall purpose of the CAP is to reduce the impact that the community will have on global climate change and GHG emissions, implementation of measures within the CAP could potentially result in adverse impacts on the physical environmental as a result of construction and operational activities. Construction of solar photovoltaic systems or other energy infrastructure, pedestrian and bicycle paths, and building retrofits could result in increased criteria pollutant and GHG emissions and noise impacts from construction activities. Completing energy efficient retrofits to existing residential, commercial, and municipal buildings could potentially affect culturally- significant historical buildings. Some land use development projects could also result in higher urban runoff and ambient noise levels, increases in population and resulting needs for services, utilities, and infrastructure. In addition to these potential impacts on the physical environment, implementation of the CAP could also result in the need to amend some City planning documents and regulations, such as the General Plan, the Zoning Ordinance, and Specific Plans. Page 10 October 2015 75B -108 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 2. Environmental Checklist 2.1 BACKGROUND 1. Project Title: Santa Ana Climate Action Plan 2. Lead Agency Name and Address: City of Santa Ana Planning Division, M -20 20 Civic Centex Plaza Santa Ana, CA 92701 3. Contact Person and Phone Number: Melanie McCann, Associate Planner (714) 667 -2746 4. Project Location: The proposed project consists of all land area located within the incorporated limits of the City of Santa Ana. Santa Ana covers 27.3 square miles in Orange County between the metropolitan areas of Los Angeles and San Diego and is approximately 10 miles east of the Pacific Ocean and 7 miles west of the Santa Ana Mountains. 5. Project Sponsor's Name and Address: City of Santa Ana Planning Division, M -20 20 Civic Center Plaza Santa Ana, CA 92701 6. General Plan Designation: Existing land use designations include Low Density Residential (LR -7), Low - Medium Density Residential (LMR -11), Medium Density Residential (MR -15); Mixed Use — District Centex (DC) and Urban Neighborhood (UN); Connmercial — Professional and Administrative Office (PAO), General Commercial (GC), One Broadway Plaza District Center (OBPDC); as well as Industrial (IND); Institutional (INS), and Open Space (OS). 7. Zoning: Existing zoning districts includes General Agriculture (Al), Residential Estate (RE), Single - Family Residence (R1), Two Family Residence (R2), Multiple Family Residence (R3), Suburban Apartment (R4), Professional (P), Government Centex (GC), Connnumt, Commercial (Cl), Community Commercial Museum District (C1 -MD), General Commercial (C2), Planning Shopping Center (C4), Arterial October 2015 Page 11 75B -109 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Commercial (C5), Commercial Residential (CR), Light Industrial (M1), Heavy Industrial (M2), South Main Street Commercial (C -SM), Open Space (OS), Specific Plan (SP), Specific Development (SD), Military Operations (MO), and Overlay Zone (OZ). 8. Description of Project: The proposed project is the adoption of the CAP, a document that provides measures intended to reduce GHG emissions within the City. The CAP describes the 2008 baseline GHG emissions produced in Santa Ana and estimates business -as -usual emissions that could be expected in 2020 and 2035. GHG emissions were estimated for 2008, 2020, and 2035 for both community -wide and municipal operations. The City has indirect ability to influence many sources and activities producing community -wide emissions, while it has more direct control over municipal operations emissions. Municipal operations emissions are a subset of community -wide emissions. Overall, the goal of the CAP is to reduce Santa Ana's community -wide GHG emissions by 15 percent below 2008 emission levels by the year 2020. In addition, Santa Ana has established a goal to reduce community -wide emissions by 30 percent below 2008 emission levels by the year 2035. For municipal operations emissions, the City has established goals of 30 percent reduction by 2020 and 40 percent reduction by 2035. The Draft CAP identifies measures that have a quantifiable emissions reduction and also includes recommended action steps, co- benefits, cost, and funding sources. The Draft CAP is the result of extensive community outreach and public participation. An initial public engagement session was held in March 2012, where participants suggested potential emissions reduction measures to be included in the CAP. The measures gathered were then analyzed for feasibility and assessed by City staff. The working list of measures was presented to key stakeholders and to the public in additional workshops in July 2014. Feedback from these sessions was incorporated, resulting in the measures included in the CAP. 9. Surrounding Land Uses and Setting: The City of Santa Ana is built on relatively flat land and is bordered by the cities of Orange to the north; Garden Grove, Westminster, and Fountain Valley to the west; Costa Mesa and Irvine to the south; and Tustin to the east. The project area consists of all land located within the incorporated limits of the City of Santa Ana. Of the total 27.3 square miles identified in the Land Use Element of the City's General Plan, approximately 58% is devoted to residential development, 15% to commercial uses, 14% to industrial uses, 11% to public and institutional uses, and 2% to public parkland and open space.3 The City is almost entirely built out, and new development would consist mostly of infill and redevelopment projects. 10. Other Public Agencies Whose Approval Is Required: The City of Santa Ana is the lead agency with responsibility for approving the proposed Draft CAP and its measures. No other public agency approvals are needed. 3 City of Santa Ana Planning Division. Cary of Santa Ana General Plan Land Ure Element p. 6. Available online at: httl2�/ /ww ci,saiita-an,q.ca.us/"generatplqn/documeiit,s/LandUse.pd accessed September 2, 2015. Page 12 October 2015 75B -110 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 2.2 ENVIRONMENTAL FACTORS POTENTIALLY AFFECTED The environmental factors checked below would be potentially affected by this project, involving at least one impact that is a "Potentially Significant Impact." as indicated by the Environmental Impacts discussion in Section 3. ❑ Aesthetics ❑ Agriculture Resources ❑ Air Quality ❑ Biological Resources ❑ Cultural Resources ❑ Geology /Soils ❑ Greenhouse Gas Emissions ❑ Hazards /Hazardous Materials ❑ Hydrology /Water Quality ❑ Land Use /Planning ❑ A�linera.l Resources ❑ Noise ❑ Population /Housing ❑ Public Services ❑ Recreation ❑ Transportation /Traffic ❑ Utilities /Seavice Systems ❑ Mandatory Findings of Significance 2.3 DETERMINATION On the basis of this initial evaluation: ® I find that the proposed project COULD NOT have a significant effect on the environment, and a NEGATIVE. DECLARATION will be prepared. © I find that although the proposed project could have a significant effect on the environment, there will not be A significant effect in this case because revisions in the project have been made by or agreed to by the project proponent. A. MITIGATED 1,TEGA'I''IN7L DECLARATION will be prepared. ❑ I find that the proposed project MAY have a significant effect on the environment, and an environmental impact report is required. ❑ I find that the proposed project may have a "potentially significant impact" or "potentially significant unless ndtigatcd" impact on the environment, but at least one effect 1) has been adequately analyzed in an earlier document pursuant to applicable legal standards, and 2) has been addressed by mitigation measures based on the earlier analysis as described on attached sheets. An ENVIRONMENTAL IMPACT REPORT is required, but it must analyze only the effects that remain to be addressed. ❑ I find that although the proposed project could have a significant effect on the environment, because All potentially significant: effects (a) have been analyzed adequately in an earlier FIR pursuant to applicable standards, and (b) have been avoided or mitigated pursuant to that earlier EIR, including revisions or mitigation measures that are,imposed upon the proposed project, nothing further is required. Signature Date Melanie McCann, Associate Planner City of Santa Ana October 2015 Page 13 75B -111 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 2.4 SUMMARY OF ENVIRONMENTAL IMPACT ANALYSIS Page 14 75B -112 October 2015 a R M I. AESTHETICS. Would the project a. Have a substantial adverse effect on a scenic vista? X b. Substantially damage scenic resources, including, but not limited to, trees, % rock outcroppings, and historic buildings within a state scenic highway? C. Substantially degrade the existing visual character or quality of the site and % its surroundings? d. Create a new source of substantial light or glare that would adversely affect x day or nighttime views in the area? II. AGRICULTURE AND FORESTRY RESOURCES. In determining whether impacts to agricultural resources are significant environmental effects, lead agencies may refer to the California Agricultural Land Evaluation and Site Assessment Model (1997) prepared by the California Department of Conservation as an optional model to use in assessing impacts on agriculture and farmland. In determining whether impacts to forest resources, including timberland, are significant environmental effects, lead agencies may refer to information compiled by the Califoriva Department of Forestry and Fire Protection regarding the state's inventory of forest land, including the Forest and Range Assessment Project and the Forest Legacy Assessment project, and forest carbon measurement methodology provided in Forest Protocols adopted by the California Air Resources Board. Would the project: a. Convert Prime Farmland, Unique Farmland, or Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the % Farmland Mapping and IYlonitoring Program of the California Resources Agency, to non - agricultural use? b. Conflict with existing zoning for agricultural use, or a Williamson act % contract? c. Conflict with existing zoning for, or cause rezoning of, forest land (as defined in Public Resources Code section 12220(g)), timberland (as defined % by Public Resources Code section 4526), or timberland zoned Timberland Production (as defined by Government Code section 51104(8))? d. Result in the loss of forest land or conversion of forest land to non - forest % use? e. Involve other changes in the existing environment that, due to their location or nature, could result in conversion of Farmland, to non- X agricultural use or conversion of forest land to non - forest use? III. AIR QUALITY. Where available, the significance criteria established by the applicable air quality management or air pollution control district may be relied upon to make the following determinations. Would the project: a. Conflict with or obstruct implementation of the applicable air quality plan? X b. Violate any air quality standard or contribute substantially to an existing or % projected air quality violation? Page 14 75B -112 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA October 2015 75B -113 Page 15 l q U U �Op •W A V a t c. Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non - attainment under an applicable federal X or state ambient air quality standard (including releasing emissions which exceed quantitative thresholds for ozone precursors)? d. Expose sensitive receptors to substantial pollutant concentrations? X e. Create objectionable odors affecting a substantial number of people? X IV. BIOLOGICAL RESOURCES. Would the project: a. Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, of by the X California Department of Fish and Game or U.S. Fish and Wildlife Service? b. Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, X regulations, or by the California Department of Fish and Game or U.S. Fish and Wildlife Service? c. Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water .Act (including, but not limited X to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? d. Interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native resident or X migratory wildlife corridors, of impede the use of native wildlife nursery sites? e. Conflict with any local policies or ordinances protecting biological X resources, such as a free preservation policy or ordinance? f. Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, X or state habitat conservation plan? V. CULTURAL RESOURCES. Would the project: a. Cause a substantial adverse change in the significance of a historical X resource as defined in CEQ.A Guidelines Section 15064.5? b. Cause a substantial adverse change in the significance of an archaeological X resource pursuant to CEQA Guidelines Section 15064.5? C. Directly or indirectly destroy a unique paleontological resource or site of X unique geologic feature? d. Disturb any human remains, including those interred outside of formal X cemeteries? October 2015 75B -113 Page 15 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Page 16 75B -114 October 2015 q R R R tgtl U U pVnn A o P fo u y G O VI. GEOLOGY AND SOILS. Would the project: a. Expose people or structures to potential substantial adverse effects, X including the risk of loss, injury, or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent rllquist- Priolo Earthquake Fault Zoning Map issued by the State Geologist X for the area or based on other substantial evidence of a known fault? Refer to Division of Mines and Geology Special publication 42. ii) Strong seismic ground shaking? X iii) Seismic - related ground failure, including liquefaction? X iv) Landslides? X b. Result in substantial soft erosion, loss of topsoil, or changes in topography X or unstable soil conditions from excavation, grading, or fill? C. Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in on -or off -site X landslide, lateral spreading, subsidence, liquefaction or collapse? d. Be located on expansive soil, as defined in Table 18 -1 -B of the Uniform X Building Code (1994), creating substantial risks to life or property? e. Have soils incapable of adequately supporting the use of septic tanks or alternative wastewater disposal systems where sewers are not available for X the disposal of wastewater? VIL GREENHOUSE GAS EMISSIONS: Would the project: a. Generate greenhouse gas emissions, either directly or indirectly, that may X have a significant impacts on the environment? b. Conflict with an applicable plan, policy or regulation adopted for the X purpose of reducing the emissions of greenhouse gases? VIII. HAZARDS AND HAZARDOUS MATERIALS: Would the project: a. Create a significant hazard to the public or the environment through the X routine transport, use, or disposal of hazardous materials? b. Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release X of hazardous materials into the environment? C. Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one - quarter mile of an existing or X proposed school? d. Be located on a site that is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, X would it create a significant hazard to the public or the environment? Page 16 75B -114 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA October 2015 Page 17 75B -115 q fir•. a � � q v e. For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use X airport, would the project result in a safety hazard for people residing or working in the project area? f. For a project within the vicinity of a private airstrip, would the project X result in a safety hazard for people residing or working in the project area? g. Impair implementation of or physically interfere with an adopted X emergency response plan or emergency evacuation plan? h. Expose people or structures to a significant risk of loss, injury or death involving wildland foes, including where wildlands are adjacent to X urbanized areas or where residences are intermixed with wildlands? IX. HYDROLOGY AND WATER QUALITY. Would the project: a. Violate any water quality standards or waste discharge requirements? X b. Substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater table level (e.g., the X production rate of pre- existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? c. Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of stream or river, in a manner that X would result in substantial erosion or siltation on- or off site? d. Substantially alter the existing drainage pattem of the site or area, including through the alteration of the course of a stream or river, or substantially X increase the rate or amount of surface runoff in a manner that would result in flooding on- or off -site? e. Create of contribute runoff water which would exceed the capacity of existing or planned stofmwater drainage systems or provide substantial X additional sources of polluted runoff? E Otherwise substantially degrade water quality? X g. Place housing within a 100 -year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood X hazard delineation map? h. Place within a 100 -year flood hazard area structures that would impede or X redirect flood flows? i. Expose people or structures to a significant risk of loss, injury or death involving flooding, including flooding as a result of the failure of a levee or X darn? j. Inundation by seiche, tsunami, or mudflow? X October 2015 Page 17 75B -115 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Page 1s 75B -116 October 2015 R d 0 R ro K L7 'a U a A a a a z X. LAND USE AND PLANNING. Would the project: a. Physically divide an established community? X b. Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to the X general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? c. Conflict with any applicable habitat conservation plan or natural X community conservation plan? XI. MINERAL RESOURCES. Would the project: a. Result in the loss of availability of a lmown mineral resource that would be X of value to the region and the residents of the state? b. Result in the loss of availability of a locally important mineral resource recovery site delineated on a local general plan, specific plan or other land X use plan? XILNOISE. Would the project result in: a. Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordnance, or applicable X standards of other agencies? b. Exposure of persons to or generation of excessive groundbome vibration X or groundbofne noise levels? c. A substantial permanent increase in ambient noise levels in the project X vicinity above levels existing without the project? d. A substantial temporary or periodic increase in ambient noise levels in the X project vicinity above levels existing without the project? e. For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport of public use X airport, would the project expose people residing or working in the project area to excessive noise levels? E. For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project area to excessive noise X levels? XIII. POPULATION AND HOUSING. Would the project: a. Induce substantial population growth in an area, either directly (for example, by proposing new homes and businesses) or indirectly (for X example, through extension of roads of other infrastructure)? b. Displace substantial numbers of existing housing, necessitating the X construction of replacement housing elsewhere? C. Displace substantial numbers of people, necessitating the construction of X replacement housing elsewhere? Page 1s 75B -116 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA October 2015 75B -117 Page 19 a Q F G o 0 w H PI Vi a N a XIV. PUBLIC SERVICES. a. Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction X of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives fox any of the public services: i) Fire protection? X ii) Police protection? X iii) Schools? X iv) Parks? X v) Other public facilities? - X XV. RECREATION. a. Would the project increase the use of existing neighborhood and regional parks or other recreational facilities such that substantial physical X deterioration of the facility would occur or be accelerated? b. Does the project include recreational facilities or require the construction or expansion of recreational facilities that might have an adverse physical X effect on the environment? XVI. TRANSPORTATION /TRAFFIC. Would the project: a. Conflict with an applicable plan, ordinance or policy establishing measures of effectiveness for the performance of the circulation system, taking into account all modes of transportation including mass transit and non- X motorized travel and relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? b. Conflict with an applicable congestion management program, including, but not limited to level of service standards and travel demand measures, X of other standards established by the county congestion management agency for designated roads of highways? C. Result in a change in air traffic patterns, including either an increase in X traffic levels or a change in location that results in substantial safety risks? d. Substantially increase hazards due to a design feature (e.g., sharp curves or X dangerous intersections) or incompatible uses (e.g., farm equipment)? e. Result in inadequate emergency access? X E Conflict with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decrease the performance or X safety of such facilities? October 2015 75B -117 Page 19 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Page 20 75B -118 October 2015 p k q n ro U U M U � Q W.17 Op, F ry �+ Ji F qGq G Y a a y a V a cVd F z XVII. UTILITIES AND SERVICE SYSTEMS. Would the project: a. Exceed wastewater treatment requirements of the applicable Regional X Water Quality Control Board? b. Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could X cause significant environmental effects? c. Require or result in the construction of new stormwater drainage facilities or expansion of existing facilities, the construction of which could cause X significant environmental effects? d. Have sufficient water supplies available to serve the project from existing X entitlements and resources, or are new or expanded entitlements needed? e. Result in a determination by the wastewater treatment provider that serves or may serve the project that it has adequate capacity to serve the project's X projected demand in addition to the provider's existing commitments? f. Be served by a landfill with sufficient permitted capacity to accommodate X the project's solid waste disposal needs? g. Comply with federal, state, and local statutes and regulations related to X solid waste? XVIII. MANDATORY FINDINGS OF SIGNIFICANCE. a. Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self - sustaining levels, threaten to eliminate a plant or animal community, reduce the number or X restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history or prehistory? b. Does the project have impacts that are individually limited, but cumulatively considerable? "Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in X connection with the effects of past projects, the effects of other current projects, and the effects of probable future projects. c. Does the project have environmental effects that will cause substantial X adverse effects on human beings, either directly or indirectly? Page 20 75B -118 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 3. Environmental Analysis Section 2.4 provided a checklist of environmental impacts. This section provides an evaluation of the impact categories and questions in the checklist. 3.1 AESTHETICS a) Have a substantial adverse effect on a scenic vista? Less Than Significant Impact. The Draft CAP proposes measures that would aid in reducing the City's GHG emissions, and, thus, would not directly lead to development that would affect scenic vistas. However, the proposed measures encourage the installation of solar photovoltaic (PV) systems both through new private installs on residences and businesses, or on municipal facilities, to provide alternative sources of energy. The municipal solar PV system measure assumes the installation of a 160 kW system, which could be installed on one City facility or could represent the total capacity of several systems on multiple City facilities. However, for purposes of environmental analysis, if installed as one system on one structure, the system would cover an area of approximately t00 feet by 200 feet. Both private and municipal PV systems would most likely be placed on rooftops, which could alter scenic views. However, the City is built out, relatively flat, and does not have significant hills or viewpoints that may provide scenic vistas. Nearby hills, including the Santa Ana Mountains to the east and the Puente Hills and the San Bernardino Mountains to the north, are visible from some areas within the City. However, PV systems on commercial or civic structures would likely not be significant enough to block or greatly alter the viewshed and would be subject to Planning and Building Agency review and approval, . In addition, AB 2188, which took effect on January 1, 2015, required local governments to adopt a streamlined and expedited permit approval process for small residential rooftop solar energy panels.a The City of Santa Ana adopted an ordinance to comply with AB 2188 regulations. The ordinance stipulates that once the application process is complete, a permit shall be issued.5 Therefore, small residential rooftop systems, consistent with the size and placement requirements set forth in the ordinance, are not subject to design review or other approval, such as local aesthetic policies. Therefore, impacts to scenic vistas would be less than significant. b) Substantially damage scenic resources, including, but not limited to, trees, rock outcroppings, and historic buildings within a state scenic highway? Less than Significant Impact. There are no state - designated scenic highways within the City of Santa Ana or within view of the City. A segment of State Route 91 (SR -91), from SR -55 to the City of Anaheim east 4 California Legislative Information. Bill Information, AB -2188 Solar energy: permits. Available online at: http : / /leginfo.legislature.ca.gov /faces /bilINai,Chentxhtnil?bill id= 20132014OAB2188, accessed October 13, 2015. 5 City of Santa Ana Building Safety Division. Streamlined Residential Solar Plan Check and Permitting. Available online at: htLD: / /Ww V ci s',mlg-,ma ca us/ pb1 /budditigsafety /`Re�idemialSolg asg, accessed October 13, 2015. October 2015 Page 21 75B -119 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA boundary, is a state designated highway and is located approximately five miles north of the City boundary.o However, implementation of the Draft CAP measures would occur entirely within City limits. Additionally, the City of Santa Ana identifies several scenic corridors within the City that form a specific image of the City. The Scenic Corridors Element of the City's General Plan identifies Main Street, V, Street, and MacArthur Boulevard as primary street corridors and contains policies and programs to enhance the image of the City as viewed from these corridors) However, as discussed above, solar PV systems on commercial or civic structures would likely not be significant enough to block or greatly alter the viewshed and would require Planning and Building Agency review and approval. Additionally, as discussed above, the City of Santa Ana has adopted an ordinance for a streamlined and expedited permit approval process for small residential rooftop solar energy systems per AB 2188. Therefore, the installation of any small residential solar energy system that meet the size and placement requirements set forth in the ordinance would be exempt from local aesthetic policies. Impacts to scenic resources would be less than significant. c) Substantially degrade the existing visual character or quality of the site and its surroundings? Less than Significant Impact. The Draft CAP proposes a variety energy efficiency retrofit programs for existing private and municipal buildings. The Draft CAP also includes incentive -based measures to encourage more local retail service node development, new residential development near retail and employment corridors, and additional employment within or adjacent to residential and retail areas. Encouraging this type of development would result in a mix of land uses and live /work units aimed at reducing automobile use and encouraging bike and pedestrian travel. However, these developments are anticipated to be consistent with Citywide Design Guidelines and Zoning to transition with the existing urban environment. Additionally, as discussed above, the installation of commercial or civic solar PV systems could result in slight changes to existing visual character, but would be subject to Planning and Building Agency approval to determine appropriate sizing and placement prior to installation. However, as discussed above, small residential solar energy systems would not be subject to local aesthetic policies so long as they meet the size and placement requirements. Development would also be subject to Planning and Building Agency review and approval, as well as applicable General Plan policies, to ensure that they would not result in substantial changes to the visual character of the City. Therefore, the impacts to the existing visual character within the City would be less than significant. d) Create a new source of substantial light or glare, which would adversely affect day or nighttime views in the area? Less than Significant Impact. The Draft CAP includes measures related to the installation of solar PV systems on homes, businesses, and municipal facilities. However, solar PV systems are specifically designed to absorb sunlight, not reflect it. Thus, their placement and orientation on private or municipal stauctures would not adversely affect day or nighttime views in the area. In addition, the Draft CAP proposes measures to convert existing high pressure sodium lamp streetlights to more energy efficient LED streetlights. LED streetlights reduce direct and reflected uplight, which are the primary causes of urban sky glow. No new G California Department of Transportation. Officially Designated Scenic Highways. Website: http: / /=dotc,t,�ov /hq /LandArch /16 hvtbility /scenic highw2yshndexhtm, accessed August 31, 2015. 9 City of Santa Ana Planning Division. City of Santa Ana General Plan Scenic Corridors Element. Adopted September 20, 1982. Available online at: t[r / /wwu ci snnt2 ,,trot c2 us /geuernlplgn /documents /ScenicCorrido rs pdf, accessed August 31, 2015. Page 22 October 2015 75B -120 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA lighting is anticipated to be installed as the measure proposes replacement of existing fixtures. Therefore, the number of street lights would be the same as existing conditions. Therefore, impacts from light or glare would be less than significant. 3.2 AGRICULTURE AND FORESTRY RESOURCES a) Convert Prime Farmland, Unique Farmland, or Farmland of Statewide Importance (Farmland), as shown on the maps prepared pursuant to the Farmland Mapping and Monitoring Program of the California Resources Agency, to non - agricultural use? No Impact. The City of Santa Ana does not have any prime farmland, unique farmland, or farmland of statewide importance and is largely built outs No impact to designated farmland would occur. b) Conflict with existing zoning for agricultural use, or a Williamson Act contract? Less than Significant Impact. As stated above in Section 3.2(a), there is no farmland in the City of Santa Ana. Additionally, there is no City land under a Williamson Act contracts However, several parcels within the City are zoned for agricultural use (Al; General Agriculture), The General Agriculture zone permits a variety of uses such as farm ng, including all types of crop agriculture and horticulture, grazing, and small animal farms, parks and recreation uses, temporary farm stands, and low density residential uses.10 The Draft CAP encourages local retail development and residential units near existing retail and employment corridors. Therefore, the Draft CAP would not encourage development of or conflict with existing agricultural uses. This impact would be less than significant. c) Conflict with existing zoning for, or cause rezoning of, forest land (as defined in Public Resources Code Section 12220(g)), timberland (as defined by Public Resources Code Section 4526), or timberland zoned Timberland Production (as defined by Government Code Section 51104(g))? No Impact. According to the City's zoning map, there is no land zoned for forest land, timberland, or timberland production in the City of Santa Ana." No impact related to forest land or timberland would occur. d) Result in the loss of forest land or conversion of forest land to non - forest rise? 8 California Department of Conservation, Division of Land Resource Protection. Orange County Important Farmland 2012. Available online at: ftp: / /ftp.consrv.ca gov /pub /dlrp[FMMP /pdf /2012 /oral2 pddf, accessed September 1, 2015. 9 California Department of Conservation. Division of Land Resource Protection. Agricultural Preserves 2004 — Williamson Act Parcels Orange County, California. Available online at: bt / /fto consry ca gov /pub /dlrp /wa /Orange WA 03 04.p�c f, accessed September 1, 2015. 10 City of Santa Ana Planning Division. Al (General Agriculture) Zoning Document. Available online at: ham: / /www.ci.santa- ana.ca.us /pba /planning / documents/ Al plc f, accessed September 1, 2015. if City of Santa Ana Planning Division. City of Santa Ana Zoning Map. Available online at: http:/ /w ci santa- ana.ca.us/ pba / planning[ documents / %oning2014PuIICity_pdf, accessed September 1, 2015. October 2015 75B -121 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA No Impact. As mentioned above, the City does not have any land that is designated or zoned for forest use. No impact related to forest land conversion would occur. e) Involve other changes in the existing environment which, due to their location or nature, could result in conversion of Farmland, to non - agricultural use or conversion of forest land to non - forest use? Less than Significant Impact. As discussed above, the City does not have any land that is designated or zoned for forest land. However, several parcels within the City are zoned for agricultural use (Al; General Agriculture). The General Agriculture zone permits a variety of uses such as farming, including all types of crop agriculture and horticulture, grazing, and small animal farms, parks and recreation uses, temporary farm stands, and low density residential uses. The Draft CAP does not encourage conversion of Farmland or forest land to non - agricultural or non -forest use. However, should any new mixed use type development result in changes to the existing environment or land zoned for agricultural use, a zone change would be reviewed and approved by the City. Therefore, this impact would be less than significant. 3.3 AIR QUALITY Where available, the significance criteria established by the applicable air quality management or air pollution control district may be relied upon to make the following determinations. Would the project: a) Conflict with or obstruct implementation of the applicable air quality plan? Less than Significant Impact. Air quality plans describe air pollution control strategies and measures to be implemented by a city, county, region, and /or air district. The most recent Air Quality Management Plan (AQMP) was adopted by the South Coast Air Quality Management District (SCAQMD) in December 2012.12 Consistency with the SCAQMD AQMP is based on whether the project would exceed the estimated air basin emissions used as the basis of the plan. The purpose of the Draft CAP is to reduce GHG emissions within the City to help contribute to global efforts to reduce the effects of climate change. Recommendations within the Draft CAP include implementing energy efficient retrofits, developing design guidelines to improve pedestrian, bicycle, and transit connectivity, implementing the Safe Routes to School Program, and encouraging the development of residential nodes near employment and retail corridors. In addition to reducing GHG emissions, each of these elements would help to reduce criteria air pollutants. Short -term criteria pollutant emissions would be generated during construction activities with the use of construction equipment and vehicle trips. Assumptions for off -road equipment emissions in air quality plan were developed based on annual hours of activity and equipment population for the region. The Draft CAP would not increase the assumptions for off -road equipment use in the AQMP. The estimated emissions used as the basis of the air quality plan are also based in part on projections of population and vehicle miles traveled (VMT). The Draft CAP would not increase population or VMT beyond that considered in the General Plan, 12 South Coast Air Quality Management District, 2012 Air Quality Management Plan. Available at httn' / /www agmd gov/ home /library /clean- air - plans/ air - quality- mgt -plan /final- 2012-q.ir-ijualitq- management -plan. Accessed October 19, 2015. Page 24 October 2015 75B -122 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Therefore, the Draft CAP would not conflict with the implementation of the applicable air quality management plan. The impact would be less than significant. b) Violate any air quality standard or contribute substantially to an existing or projected air quality violation? Less than Significant Impact. Short -term air quality emissions would be generated during construction activities associated with implementation of the proposed project. Estimating the construction - related emissions of the Draft CAP is not possible due to the variability and uncertainties related to future individual projects. The measures in the Draft CAP are not are not anticipated to generate significant impacts, because those measures would result in only minor upgrades to existing uses. Examples of these types of these measures include installation of solar PV systems, energy efficiency retrofits, and solar water heating systems for laundromats. All construction activities would be subject to the South Coast AQMD rules related to fugitive dust control (Ride 403) and nuisance (Rule 402). While the Draft CAP encourages land use patterns that would result in emission benefits, the Draft CAP does not encourage or require development of individual land use projects that would not otherwise occur. In addition, any development projects constructed in the City would undergo project -level CEQA review. In addition to reducing GHG emissions, the Draft CAP would help to reduce long -term operational criteria air pollutants. Therefore, the impact would be less than significant. c) Result in a cumulatively considerable net increase of any criteria pollutant for which the project region is non - attainment under an applicable federal or state ambient air quality standard (including releasing emissions which exceed quantitative thresholds for ozone precursors)? Less than Significant Impact. As discussed in Section 3.3(b) above, construction and operational activities associated with the implementation of the Draft CAP measures would not violate any air quality standard or contribute to an existing or projected air quality violation. Therefore, the impact would be less than significant. d) Expose sensitive receptors to substantial pollutant concentrations? Less than Significant Impact. Some members of the population ate especially sensitive to air pollutant emissions and should be given special consideration when evaluating air quality impacts from projects. These people include children, older adults, persons with pre- existing respiratory or cardiovascular illness, and athletes and others who engage in frequent exercise. Sensitive receptors include residences, schools, playgrounds, child care centers, athletic facilities, long -term health care facilities, rehabilitation centers, convalescent centers, and retirement homes. The greatest potential for toxic air contaminant (TAC) emissions would originate from diesel PM emissions associated with off -road equipment operations. However, heath risk assessments should be limited to the period /duration of activities associated with the emissions activity. Because the Draft CAP does not require substantial development activity, implementation of the measures would not be anticipated to expose sensitive receptors to substantial TAC concentrations. Therefore, the impact would be less than significant. e) Create objectionable odors affecting a substantial number of people? October 2015 75B -123 Page SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Less Than Significant Impact. Potential sources that may emit odors during construction activities include exhaust from diesel construction equipment, which could be considered offensive to some individuals. Odors from these sources would be localized and generally confined to the immediate area surrounding the construction site. The Project would use typical construction techniques, and the odors from off -road equipment and on -road vehicles would be typical of most construction sites and temporary in nature. Therefore, the odor impact during construction would be less than significant. The proposed project would not be expected to generate increased odors. The Draft CAP includes a food waste digestion measure that would arrange for the dedicated treatment of food waste. Processing of food waste could result in objectionable odors. However, food waste would go either to dedicated facilities for food waste, or be added to existing anaerobic digesters at wastewater treatment plants that use digester gas for energy. Project operations for those facilities would comply with applicable SCAQMD regulations. Therefore, the odor impact during operation would be less than significant. 3.4 BIOLOGICAL RESOURCES a) Have a substantial adverse effect, either directly or through habitat modifications, on any species identified as a candidate, sensitive, or special status species in local or regional plans, policies, or regulations, or by the California Department of Fish and Wildlife or US Fish and Wildlife Service? Less than Significant Impact. The Draft CAP is a policy document that would not directly lead to development that would conflict with local policies protecting listed species. The CAP would not modify, either directly or indirectly, habitats of any species identified as a candidate, sensitive, or special status species. Furthermore, the City is largely built out and any existing applicable federal, state, and local policies would constrain development in areas that support sensitive or special status species. In addition, most of the City's open space has undergone significant modification and no longer reflects native habitats. Sensitive species within the City are limited to the possible occurrence of the San Diego Horned Lizard, an endangered species candidate. The species was last seen in 1922 in the northern section of the City and is still presumed to be in existence today. 13 In addition, Santiago Creels is the main tributary of the Santa Ana River and is located in the northern portion of the City. According to the City's General Plan Land Use Element, some non - riparian habitats are located along this channel. 14 Additionally, the City's official flower is the hibiscus and the official tree is the Jacaranda, which are designated as locally significant species within the General Plan. These species can be found along the City's roadway medians and parkways.15 City of Santa Ana Planning Division. Gaily ofSanla Ana General Plan Land Use Element p. A -50. Adopted February 2, 1998. Available online at: http: //w .ci.santa- ana.ca.us /generalplan /documents /LandUseLlement.pdf, accessed August 31, 2015. City of Santa Ana Planning Division. City of Santa Ana General Plan Land Use Element p. A -50. Adopted February 2, 1998. Available online at: http: //w .ci.santa- ana.ca.us /generalplan /documents /LandUseElement.pdf, accessed August 31, 2015. City of Santa Ana Planning Division. City of Santa Ana General Plan Land Use Element p. A -50. Adopted February 2, 1998. Available online at: http: //w .ci.santa- ana.ca.us /generalplan /documents /LandUseElement.pdf, accessed August 31, 2015. Page 26 October 2015 75B -124 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA New mixed use development, as encouraged by the Draft CAP, could be located in areas where sensitive species are known to exist. Additionally, the Draft CAP measures include the replacement of existing streetlights with LED streetlights, which would occur within roadway medians and parkways. However, if new development or streetlight replacement were to involve listed species, project specific biological studies and mitigation would be required as part of specific project approvals in compliance with applicable federal, state and local requirements. Therefore, impacts to species identified as candidate, sensitive, or special status in local or regional plans, policies, or regulations would be less than significant. b) Have a substantial adverse effect on any riparian habitat or other sensitive natural community identified in local or regional plans, policies, regulations, or by the California Department of Fish and Wildlife or US Fish and Wildlife Service? Less than Significant Impact. As stated above, the City of Santa Ana is largely built out and contains small amounts of open space that supports very limited habitat. Within the City, the Santa Ana River extends from SR -22 to MacArthur Boulevard and is channelized entirely throughout this segment. Santiago Creek is one area of open space that is not channelized and contains some non - riparian habitat. Plant life in the City of Santa Ana is limited to non - native, introduced, exotic, and ornamental species which are used for landscaping. 16 The Draft CAP is a policy document that would not directly lead to development that would affect riparian habitat or other sensitive natural community. The impact would be less than significant. c) Have a substantial adverse effect on federally protected wetlands as defined by Section 404 of the Clean Water Act (including, but not limited to, marsh, vernal pool, coastal, etc.) through direct removal, filling, hydrological interruption, or other means? Less than Significant Impact. There are no wetlands within the City of Santa Ana jurisdiction.17 The Draft CAP is a policy document that would not directly lead to development that would affect federally protected wetlands. The impact would be less than significant. d) Interfere substantially with the movement of any native resident or migratory fish or wildlife species or with established native resident or migratory wildlife corridors, or impede the use of native wildlife nursery sites? Less than Significant Impact. The Draft CAP is a policy document that would not directly lead to development that would interfere with movement of resident or migratory fish or wildlife species. The City of Santa Ana contains parks, bridges, mature trees, other vegetation, and structures that are suitable for use by migratory buds. However, due to the urban nature of the City, the majority of birds likely to nest within vegetation or on structures adjacent to the developed alignment would already be tolerant of frequent vehicular and pedestrian presence; indirect impacts to nesting birds are therefore not anticipated. Therefore, the impact would be less than significant 16 City of Santa Ana Planning Division. Cady of Santa Ana General Plan Land Use Element p. A -50. Adopted February 2, 1998. Available online at: http: / /www.ci.santa- ana.ca.us /general plan /documents /LandUseElement.pdf, accessed August 31, 2015. 17 U.S. Fish and Wildlife Service. National Wetlands InventorT. Available online ae httn://www.fxvs.gov/wetiancls/d,,ttq/in,,il3l2eA-.1ITML, accessed Octobef 13, 2015. October 2015 Page 27 75B -125 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA e) Conflict with any local policies or ordinances protecting biological resources, such as a tree preservation policy or ordinance? Less than Significant Impact. The Draft CAP is a policy document that would not directly lead to development that would conflict with local policies protecting biological resources, such as a tree preservation policy. However, the Draft CAP recommends measures to improve pedestrian, bicycle, and transit connectivity and implement the Safe Routes to School Program, which could result in the development of expanded alternative transportation facilities. Should sidewalks and bike paths be expanded as part of the proposed project, any removal of trees and vegetation along City streets would comply with the City's tree planting, maintenance, and removal ordinance within the City of Santa Ana Municipal Code.19 The ordinance requires approval related to street tree planting requirements, public tree care and maintenance, and planting of certain street tree species. Thus, impacts related to local policies or ordinance, such as a tree preservation policy, would be less than significant. t) Conflict with the provisions of an adopted Habitat Conservation Plan, Natural Community Conservation Plan, or other approved local, regional, or state habitat conservation plan? No Impact. No Habitat Conservation Plan or Natural Communities Conservation Plan applies to the City of Santa Ana. The County of Orange Natural Communities Conservation Plan and Habitat Conservation Plan includes central and coastal areas within the County, but does not include any areas of the City of Santa Ana. 19 No impact would occur. 3.5 CULTURAL RESOURCES a) Cause a substantial adverse change in the significance of a historical resource as defined in 15064.5? Less than Significant Impact. Section 15064.5 defines historic resources as resources listed or determined to be eligible for baring by the State Historical Resources Commission, a local register of historical resources, or the lead agency. Generally a resource is considered to be "historically significant" if it meets one of the following criteria: • Is associated with events that have made a significant contribution to the broad patterns of California's history and cultural heritage; • Is associated with the lives of persons important in our past; • Embodies the distinctive characteristics of a type, period, region or method of construction, or represents the work of an important creative individual, or possesses high artistic values; or • Has yielded, or may be likely to yield, information important in prehistory or history. 18 City of Santa Ana. Municipal Code. Chapter 33 Article VII. 19 California Department of Fish and Wildlife. NCCP Plan Summary — County of Orange (Central /Coastal) NCCP /HCP. Website: https:/ /www wildlife rt gov /Conservation /Planning /NCCP /Plans /Orange - Coastal, accessed August 31, 2015. Page 28 October 2015 75B -126 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA According to the City of Santa Ana General Plan, these are a number of sites in the City that are considered National and State historic resources. In addition, as of 2014, the City has locally designated over 560 structures to the Santa Ana Register of Historic Properties.20 The Draft CAP proposes to retrofit older buildings to be mote energy efficient and install solar PV systems on structures within the City. As discussed above, the City of Santa Ana has adopted an ordinance for a streamlined and expedited permit approval process for small residential rooftop solar energy systems per AB 2188. Therefore, the installation of any small residential solar energy system that meet the size and placement requirements set forth in the ordinance would be permitted so long as the application is complete. Therefore, solar PV systems that would be installed on small residential historic structures would not be subject to local historic resource preservation policies. Should any historic structures be proposed for other energy efficient retrofits, compliance with federal, state, and local policies related to historical resources would ensure a less than significant impact. b) Cause a substantial adverse change in the significance of an archaeological resource pursuant to S 15064.5? Less than Significant Impact. The Draft CAP does not propose any measure that would directly result in an adverse change in the significance of an archaeological resource. According to the City of Santa Ana General Plan, there is one prehistoric site located near Santiago Creek.21 The site originally contained grinding stones and was disturbed in 1965 during the development of a residential subdivision. Additionally, there are 18 post contact (following European contact) archaeological sites that have been identified. However, construction associated with CAP measures, such as expanding pedestrian, bicycle, and transit facilities or implementing the Safe Routes to School Program, would most lil(ely take place within existing rights -of -way. Should construction associated with implementation of the proposed measures take place outside the existing rights -of -way, new ground disturbance has the potential to uncover unknown resources. In addition, should any construction take place in close proximity to or within the identified prehistoric site near Santiago Creek, compliance with applicable regulations would be necessary and an onsite monitor during construction activity may be required. In the event that this occurs, compliance with State regulations pertaining to discovery of archaeological resources would ensure a less than significant impact. c) Directly or indirectly destroy a unique paleontological resource or site or unique geologic feature? Less than Significant Impact. The Draft CAP does not propose any measure that would directly result in an adverse change in the significance of a paleontological resource. Construction associated with the proposed measures would most likely take place within existing rights -of -way. I Iowever, should construction associated with implementation of the proposed measures occur, new ground disturbance has the potential to uncover unlmown resources. In the event that this occurs, compliance with State regulations pertaining to discovery of paleontological resources would ensure a less than significant impact. d) Disturb any human remains, including those interred outside of formal cemeteries? 20 City of Santa Ana Planning Division, Santa Ana Register of Historical Properties. Website: http2 www.ci.santa- aiaa.ea.us /pba /planning /documents /Ffistoiic Register pddf, accessed Octobef 13, 2015. 21 City of Santa Ana Planning Division. City of SandaAria General Plan Land Use Elmlend p. A -57. Adopted February 2, 1998. Available online at: http:// www .ci.santa- ana.ca.us /generalplan /documents /LandUseE+lement.pdf, accessed August 31, 2015. October 2015 Page 29 75B -127 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Less than Significant Impact. There is a remote possibility that ground- disturbing activities that would occur as a result of implementing transportation and land use measures as set forth in the Draft CAP could uncover previously unknown human remains. In the unlikely event that this occurs, compliance with State regulations pertaining to discovery of human remains would ensure a less than significant impact. 3.6 GEOLOGY AND SOILS a) Expose people or structures to potential substantial adverse effects, including the risk of loss, injury, or death involving: i) Rupture of a known earthquake fault, as delineated on the most recent Alquist -Priolo Earthquake Fault Zoning map, issued by the State Geologist for the area or based on other substantial evidence of a known fault? Refer to Division of Mines and Geology Special Publication 42. Less than Significant Impact. The City of Santa Ana is not located within an Alquist- Priolo Earthquake Fault Zone as illustrated on the maps issued by the State Geologist for the area.22 The City of Santa Ana is located in a seismically active area, as is most of southern California. The Newport - Inglewood -Rose Canyon fault is located approximately eight miles southwest of the City.23 However, no active faults are located within City boundaries. Impacts would be less than significant. ii) Strong seismic ground shaking? Less than Significant Impact. The City of Santa Ana is located in a seismically active area, as is most of southern California. As stated above, the Newport- Inglewood -Rose Canyon fault is located approximately eight miles southwest of the City. Any development that occurs as a result of the Draft CAP measures would adhere to seismic standards in the latest version of the California Building Code (CBC). The City has adopted the 2013 CBC under the City's Municipal Code. Therefore, impacts to seismic ground shaking would be less than significant. iii) Seismic - related ground failure, including liquefaction? Less than Significant Impact. Liquefaction occurs when water saturated sediments are subjected to extended periods of shaking. Pressure increases in the soil pores temporarily alter the soil state from solid to liquid. Liquefied sediments lose strength, in turn causing the failure of adjacent infrastructure, including bridges and buildings. Whether a soil would resist liquefaction depends on a number of factors, including grain size, compaction and cementation, saturation and drainage, characteristics of the vibration, and the occurrence of past liquefaction. Granular, unconsolidated, saturated sediments are the most likely to liquefy, while dry, dense or cohesive soils tend to resist liquefaction. Liquefaction is 22 California Department of Conservation. Search for Regulatory Maps by County. Website: http, / /ww ,gtiakc ca.gov/2inal2s/WHZreplatoiTinql)s.htin, accessed September 3, 2015. 23 City of Santa Ana Planning Division. GO of Santa Ana General Plan Seismic Safely Element p. 9. Adopted September 20, 1982. Available online at: http:// wwcv .ci,santa- ana.ca.us /genefalplan /documents /Seise icSafety,pdf, accessed August 31, 2015. Page 30 75B -128 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA generally considered to be a hazard where the groundwater is less than 20 feet in depth. Where soil drainage is good, the pore pressure, which builds up when ground motion shakes unconsolidated soil, would be more easily dissipated; thus, soils with good drainage are less likely to liquefy. The City of Santa Ana contains areas located within a State - designated liquefiable area.24,25,2e,27 Additionally, according to Exhibit 5 of the City of Santa Ana General Plan Seismic Safety Element, the potential for liquefaction hazards ranges from very low in the northeastern portion of the City to very high in the southwestern portion. The Draft CAP does not require development of individual land use projects that would not otherwise occur. However, any developments that would occur within the City consistent with the goals of the Draft CAP would be designed and constructed in compliance with the latest version of the CBC and other applicable federal, state, and local codes relative to liquefaction criteria. Compliance with existing regulations would ensure a less than significant impact to seismic - related ground failure, including liquefaction. iv) Landslides? No impact. Landslides occur when sloped ground becomes unstable and falls downward. The City is relatively flat; therefore, the potential for landslides to occur within the City is low. Future development as a result of implementation of the Draft CAP would comply with applicable CBC standards. No impacts involving exposure of people or structures to adverse effect related to landslides would occur. b) Result in substantial soil erosion or the loss of topsoil? Less than Significant Impact. No future project resulting from implementation of the Draft CAP would directly involve substantial loss of topsoil or directly result in substantial soil erosion. In the event that new development or construction of expanded bike paths and pedestrian amenities would require construction activity that may result in substantial soil erosion or loss of topsoil, such activities would be subject to the latest version of the CBC and the National Pollutant Discharge Elimination System (NPDES) to reduce erosion impacts. In addition, while the Santa Ana River is completely channelized within the City, Santiago Creek is not and therefore erosions hazards can be found near Santiago Creek.28 However, any development near the creels would comply with the CBC and NPDES. The impact would be less than significant. 224 California Department of Conservation Division of Mines and Geology. Seismic Hazard Zones Map — Newport Beach Quadrangle. April 17, 1997. Available online at: httl2:/ /gmw.consiv.co.gov /shmp/dowiiload /quad /NEWPORT BEACH /maps /ozn newb.pdf accessed August 28, 2015. 25 California Department of Conservation Division of Mines and Geology. Seismic Hazard Zones Map — Anaheim Quadrangle. April 15, 1998. Available online at: htq): / /gmw.consrv.ca.gov /shmp/ download /quad /ANAHEIM /maps /ozn anah.pddf, accessed August 28,2015. 96 California Department of Conservation Division of Mines and Geology. Seismic Hazard Zones Map — Orange Quadrangle. April 15, 1998. Available online at: ht mw.con.srv.ca.gov/ shmp /download /quad /ORANGE /maps /ozn ompdf accessed August 28,2015. 27 California Department of Conservation Division of Mines and Geology. Seismic Hazard Zones Map — Tustin Quadrangle. January 17, 2001. Available online at: http: / /gxnw.consrv.ca.gov /shmp /download /quad /TUSTINI maps /ozn rus.pddf, accessed August 28,2015, 28 City of Santa Ana Planning Division. City of Santa Ana General Plan Land Use Element p. A -40. Available online at: htip: / /www.ci Santa -ana ca.us /genera]plan /documents /LandUseElement;,pdf, accessed September 1, 2015. October 2015 Page 31 75B -129 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA c) Be located on a geologic unit or soil that is unstable, or that would become unstable as a result of the project, and potentially result in on- or off -site landslide, lateral spreading, subsidence, liquefaction, or collapse? Less than Significant Impact. Seismic hazard zone maps from the California Geological Survey indicate that areas of the City contain unstable soil and are susceptible to liquefaction. Additionally, Exhibit 4 of the City of Santa Ana General Plan Seismic Safety Element includes several areas susceptible to subsidence.29 Future development as a result of implementation of the Draft CAP has the potential to occur within these areas of the City. However, development would be subject to the latest version of the CBC. Compliance with the CBC would ensure impacts to unstable soils would be less than significant. d) Be located on expansive soil, as defined in Table 18 -1 -B of the Uniform Building Code (1994), creating substantial risks to life or property? Less than Significant. According to the City of Santa Ana General Plan, expansive soils are found within the south central section of the City.Se However, any development associated with the Draft CAP that would take place in this area would be subject to the latest version of the CBC. Compliance with the CBC would ensure impacts associated with expansive soils would be less than significant. e) Have soils incapable of adequately supporting the use of septic tanks or alternative waste water disposal systems where sewers are not available for the disposal of waste water? No Impact. With the exception of a few geographic areas, the City of Santa Ana uses a sewer system and does not require the use of alternative wastewater disposal systems or septic tanks. Additionally, the recommended measures in the Draft CAP would not require the use of septic tanks or alternative waste water disposal systems. No impact would occur. 3.7 GREENHOUSE GAS EMISSIONS a) Generate greenhouse gas emissions, either directly or indirectly, that may have a significant impact on the environment? Less than Significant Impact. The measures in the Draft CAP are not anticipated to generate substantial construction emissions, because those measures would result in only minor upgrades to existing uses. In addition, any construction - related GHG emissions would be anticipated to be more than offset by the operational benefits of the measures in the CAP. Implementation of the strategies and measures proposed witivn the Draft CAP would result in annual community -wide GHG emission reductions. As shown in Table 2, the future Draft CAP measures would result in total MTCO2e reductions of approximately 366,998 MTCC2e by 2020 and 654,294 MTCO2e by 2035. This does not include the emission benefits of existing 29 City of Santa Ana Planning Division. City of Santa Ana General Plan Seismic Safety Element p. 13. Adopted September 20, 1982. Available online at: http: //w .ci.santa- ana.ca.us /generalplan /documents /Scisn icSafety.pdf, accessed August 31, 2015. 3o City of Santa Ana Planning Division. City of Santa Ana General Plan Land Use Element p. A -40. Adopted February 2, 1998. Available online at: http: //w .ci.santa- ana.ci.us /generalplan /documents /LandUseElement.pdf, accessed August 31, 2015. Page 32 October 2015 75B -130 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA measures shown in Table 1. Implementation of the Draft CAP and emissions reductions from existing measures would result in annual community -wide GHG emissions reductions of 418,896 MTCO2e by 2020 and 731,090 MTCO2e by 2035. The impact would be less than significant. b) Conflict with an applicable plan, policy, or regulation adopted for the purpose of reducing the emissions of greenhouse gases? Less than Significant Impact. As discussed in Section 1.4, California has adopted executive orders and legislation aimed at reducing the State's GHG emissions, including Executive Order S -3 -05, AB 32, SB 375, and Executive Order B- 30 -15. In the Scoping Plan, ARB encourages local governments to adopt a reduction goal for municipal operations emissions and move toward establishing similar goals for community emissions that parallel the State commitment to reduce GHGs. The Scoping Plan recommends that local governments consider adopting a goal of 15% below current emissions levels to assist the State in implementing AB 32. The Scoping Plan did not directly create any regulatory requirements related to implementation of the Draft CAP. The Draft CAP measures and any associated construction or development would be required to comply with applicable regulations, including those developed as measures in the ARB Scoping Plan. Although not mandated by AB 32 and the Scoping Plan, the Draft CAP articulates the City's intentions with respect to reducing community -wide GHG emissions in a manner consistent with AB 32. Implementation of the Draft CAP would exceed the 15% community-wide GHG reduction target by 2020, which would be consistent with AB 32 Scoping Plan recommendations. The Scoping Plan Update approved in 2014 confirms that the state is on track to meet the 2020 emissions reduction target, but will need to maintain and build upon its existing programs, scale up deployment of clean technologies, and provide more low- carbon options to accelerate GHG emission reductions, especially after 2020, in order to meet the 2050 target. However, the Scoping Plan does not recommend additional measures for meeting specific GHG emissions limits beyond 2020. The measures and projected reductions in the Draft CAP include emission reduction benefits associated with state programs. While the measures described in the Scoping Plan Update are designed to meet statewide emissions goals in 2020, those measures have not yet been adjusted to meet emission reduction targets after 2020. As a result, the Draft CAP would also have to be adjusted to account for statewide emission reductions after 2020 in order to meet goals beyond 2020. Therefore, the existing measures and Draft CAP are projected to result in a reduction of 25% below the 2008 baseline emission levels in 2035, which would not meet the City's goal to reducing GIIG emissions to 30% below 2008 baseline levels by 2035; however, it would place the City on a path to do so. While the measures in the Draft CAP do not currently meet the 2035 goal of reducing annual community -wide GHG emissions by 30% below 2008 baseline emission levels, the Draft CAP has a process for evaluation and monitoring progress and identifying additional local and state emission reduction measures in future years to meet these reduction goals. October 2015 Page 33 75B -131 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA As mentioned above, the Draft CAP would meet the emission reduction goals of AB 32. In addition, as discussed in the project description, the City will continue to evaluate and monitor the Draft CAP by (1) tracking the implementation status of individual measures, (2) estimating emissions reductions associated with individual measures, and (3) conducting a periodic re- inventory of cotmmunity -wide emissions. The City will publish an annual progress report that details the status of each measure in the Draft CAP. Conducting a periodic re- inventoty and comparing the results with past inventories will show how Santa Ana community emissions are changing overall, and whether they are on track to meet the adopted goals. A re- inventory will be completed in 2018 and every three to five years after that time. 'Therefore, this impact would be less than significant. 3.8 HAZARDS AND HAZARDOUS MATERIALS a) Create a significant hazard to the public or the environment through the routine transport, use, or disposal of hazardous materials? Less than Significant Impact. Implementation of the Draft CAP and its measures would not result in the routine transport, use, or disposal of hazardous materials. It is possible that construction activities would require use of materials that include on -site fueling /servicing of construction equipment, and the transport of fuels, lubricating fluids, and solvents. These types of materials are not acutely hazardous, and all storage, handling, and disposal of these materials are regulated by the California Department of Toxic Substances Control (DT'SC), United States Environmental Protection Agency, the Occupational Safety & Health Administration, the Orange County Fire Authority, and the Orange County Health Care Agency, Environmental Health Division. The transport, use, and disposal of construction- related hazardous materials would occur in conformance with applicable federal, state, and local regulations governing such activities. Therefore, the impact would be less than significant. b) Create a significant hazard to the public or the environment through reasonably foreseeable upset and accident conditions involving the release of hazardous materials into the environment? Less than Significant Impact. Implementation of the Draft CAP could result in the rehabilitation and renovation of older residential, commercial, and municipal structures to support energy retrofits and the installation of private and municipal solar PV systems. Structures built prior to 1978 may contain asbestos - containing building materials and lead paint. If not properly handled and released into the environment in large enough quantities, these materials could pose a threat to construction workers and residents. However, these retrofits would primarily be small-scale and would no single renovation would likely result in releases large enough to pose a health hazard to the general public. In addition, demolition and construction activities involving hazardous materials removal are heavily regulated, and construction workers must comply with applicable federal and state safety regulations. Compliance with such regulations would ensure a less than significant impact. c) Emit hazardous emissions or handle hazardous or acutely hazardous materials, substances, or waste within one - quarter mile of an existing or proposed school? Page 34 October 2015 75B -132 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Less than Significant Impact. The Draft CAP does not directly recommend projects that would involve the handling of hazardous or acutely hazardous materials. Compliance with regulatory requirements, such as environmental site assessments and health risk assessments, would ensure construction and operation impacts within one - quarter mile of an existing or proposed school are less than significant. d) Be located on a site which is included on a list of hazardous materials sites compiled pursuant to Government Code Section 65962.5 and, as a result, would it create a significant hazard to the public or the environment? Less than Significant Impact. According to the DTSC and the State Water Resources Control Board (SWRCB), hazard materials sites are located throughout the City, some of which could be encountered during implementation of measures in the Draft CAP.31,32 In addition, the Draft CAP is a policy document that in itself would not create a significant hazard. Implementation of the Draft CAP, such as implementation of design guidelines related to pedestrian, bike, and transit connectivity could result in construction of bicycle paths or expanded pedestrian and transit amenities, which could require disturbance of a site. However, demolition and construction activities involving hazardous materials sites are heavily regulated, and construction workers would be required comply with applicable federal and state safety regulations. Compliance with such regulations would ensure a less than significant impact. e) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles or a public airport or public use airport, would the project result in a safety hazard for people residing or working in the project area? Less than Significant Impact. Southern portions of the City are within the John Wayne Airport Land Use P1an.33 These portions are included within a designated impact zone and a Federal Aviation Administration (FAA) notification zone. The FAA notification zone encompasses City land south of McFadden Avenue and requires notification to the FAA for buildings proposed to be more than 200 feet in height. Although the Draft CAP proposes encouraging development of residential, retail, and employment nodes near one another, proposed development is not likely to exceed 200 feet in height. Therefore, implementation of the Draft CAP would not directly increase exposure of people to airport safety hazards. Impacts related to public use airports would be less than significant. f) For a project within the vicinity of a private airstrip, would the project result in a safety hazard for people residing or working in the project area? Less than Significant Impact. Four private heliports exist within the City of Santa Ana: Orange County Sheriffs Forensics Laboratory Heliport; Honda of Santa Ana Heliport; Southern California Edison Southeastern Division Heliport; and Orange County Global Medical Center I-Ieliport.34 The Draft CAP is a policy document and implementation of Draft CAP measures would not result in a safety hazard for people 31 DTSC. EnviroStor. Website: httilr //w venNirostordtsecagov /public /, accessed August 31, 2015. 32 SWRCB. GeoTracker. Website: htto:/ /geotracker.waterboards.ca.eov /, accessed August 31, 2015. 33 Airport Land Use Commission for Orange County. Land Use Plan for]abn V yne Airport. Adopted April 17, 2008. Avadableonline at: http: /Iwww.ocair.com /commissions /aluc /docs /IWA AELUP- April- 17 -2008L i accessed September 1, 2015. 34 Airnay. 2014. Website: https: //\ ww.airti,,iv.com/qirports/­get, accessed September 1, 2015, October 2015 75B -133 Page SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA residing or working in the project area. Discretionary development projects associated with the Draft CAP would undergo project -level CEQA review. Therefore, impacts related to private airstrips would be less than significant. g) Impair implementation of or physically interfere with an adopted emergency response plan or emergency evacuation plan? Less than Significant Impact. The City of Santa Ana adopted a Natural Hazard Mitigation Plan that provides City officials and residents with information regarding emergency situations.35 In situations where an emergency evacuation is necessary, the use of roads and freeways within the City would be necessary. The Draft CAP is a policy -based document, and the recommendations and measures in the Draft CAP would not interfere with an adopted emergency response plan or emergency evacuation plan Therefore, this impact would be less than significant. h) Expose people or structures to a significant risk of loss, injury, or death involving wildland fires, including where wildlands are adjacent to urbanized areas or where residences are intermixed with wildlands? No Impact. There are no wAdland fire areas within the City of Santa Ana.36 Implementation of the proposed Draft CAP measures would not expose people or structures to any wildland fire hazards and no impact would occur. 3.9 HYDROLOGY AND WATER QUALITY a) Violate any water quality standards or waste discharge requirements? Less than Significant Impact. The Draft CAP proposes measures that would not directly violate water quality standards or waste discharge requirements. However, implementation of the Draft CAP could result in construction - related wastewater discharge into the local sewer system. Although increases in wastewater are not expected to be large enough to substantially increase the amount of runoff or amount of pollutants in the runoff, if necessary, implementation of the Draft CAP would be required to comply with NPDES to control stormwater discharges. The Draft CAP includes measures to sell and distribute rainwater harvesting barrels to residents, which would minimize the amount of water flowing into storm drains, sewer systems, and local waterways. Nonetheless, when appropriate, any project associated with the Draft CAP would be subject to a Stormwater Pollution Prevention Plan and /or be required to incorporate Best Management Practices during construction to reduce potential impacts. Therefore, impacts to water quality would be less than significant. b) Substantially deplete groundwater supplies or interfere substantially with groundwater recharge such that there would be a net deficit in aquifer volume or a lowering of the local groundwater 35 City of Santa Ana. Natural HaZardr Mitigation Plan — Executive Summary. Available online at: ham, / /hazgrdmitiga6oii ealem2 ca gov /dots /thmpZ Santa Ana. City of LHAlP pdf, accessed August 31, 2015. 36 California Department of Forestry and Fire Protection- Fire Hazard Severity Zones in SRA. Adopted November 7, 2007. Available online at: htto• / /frap fire -a govzwel)d•tti /maps /ortiage /fhszs map 30 pdf, accessed September 1, 2015. Page 36 October 2015 75B -134 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA table level (e.g. the production rate of pre- existing nearby wells would drop to a level which would not support existing land uses or planned uses for which permits have been granted)? No Impact. The Draft CAP proposes measures that would not deplete groundwater or interfere with groundwater recharge. The proposed Draft CAP intends to promote water conservation through incentivizing the use of rain harvesting barrels, California friendly landscape (i.e. drought tolerant), and turf removal. Improvements to pedestrian, bicycle, and transit connectivity could increase the amount of landscaping which could increase the need for water for irrigation purposes. However, any landscaping would not be substantially deplete groundwater supplies or interfere substantially with groundwater recharge and would comply with applicable water- efficient landscape standards within the City of Santa Ana Municipal Code. 37 No impacts to groundwater supply would occur. c) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the coarse of a stream or river, in a manner which would result in a substantial erosion or siltation on- or off -site. Less than Significant Impact. The Draft CAP proposes measures, such as improving the bike and pedestrian network, that could alter existing drainage patterns. However, these projects would largely occur within existing rights -of -way where drainage patterns already exist and would also not result in substantial erosion or siltation on- or off-site. In addition, a majority of the proposed measures involve replacing and retrofitting existing structures and streetlights, which would not alter existing drainage patterns. Therefore, improvements and development consistent with the Draft CAP would not substantially alter existing drainage patterns. The impact would be less than significant. d) Substantially alter the existing drainage pattern of the site or area, including through the alteration of the course of a stream or river, or substantially increase the rate or amount of surface runoff in a manner which would result in flooding on- or off -site? Less than Significant Impact. The Draft CAP proposes measures that would not directly alter existing drainage patterns. However, some measures, such as improving the bike and pedestrian network and implementing the Safe Routes to School Program, could slightly increase the amount of surface runoff due to new pedestrian and bicycle paths. However, the addition of new pedestrian and bicycle paths would not result in substantial surface runoff increases and any changes would be subject to existing federal and state regulations, The impact would be less than significant. e) Create or contribute runoff water which would exceed the capacity of existing or planned storm water drainage systems or provide substantial additional sources of polluted runoff? Less than Significant Impact. As stated above, the City of Santa Ana is largely built out and contains areas where stormwater drainage systems already exist. Implementation of the Draft CAP would enhance pedestrian, bicycle, and transit connectivity, implement the Safe Routes to School Program, and encourage the development residential nodes near retail and employment nodes. However, both construction and operation of future development would be subject to CEQA review and would be required to comply with applicable regulations from the City and NPDF.S in relation to stormwater pollution prevention. In addition, 37 City of Santa Ana. Municipal Code Chapter 41 Article XVI. October 2015 75B -135 Page SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA the Draft CAP proposes water conservation measures, such as rainwater harvesting, which would minimize the amount of water flowing into storm drains, sewer systems, and local waterways. This impact would be less than significant. f) Otherwise substantially degrade water quality? Less than Significant Impact. The Draft CAP is a policy document and does not directly involve any activity that would degrade water quality. Implementation of the Draft CAP measures would enhance pedestrian, bicycle, and transit connectivity, implement the Safe Routes to School Program, and encourage the development of residential nodes near retail and employment nodes, which could increase surface runoff. However, both construction and operation of future development would be subject to CEQA review and would be required to comply with applicable regulations from the City and NPDES in relation to stormwater pollution prevention. This impact would be less than significant. g) Place housing within a 100 -year flood hazard area as mapped on a federal Flood Hazard Boundary or Flood Insurance Rate Map or other flood hazard delineation map? Less than Significant Impact. The Draft CAP does not directly involve the construction of housing. However, the Draft CAP includes measures to encourage residential nodes near retail and employment nodes to reduce vehicle miles traveled. Discretionary residential development associated with the Draft CAP would be subject to project -level CEQA review, which would analyze impacts relating to flood hazards. Additionally, the east portion of the City and the Santa Ana River and Santiago Creek channels are designated as areas within a 100 -year flood zone.38 However, future development would be subject to project -level CEQA review to analyze impacts involving flood hazards on a project specific basis. Therefore, impacts to housing within a flood hazard area would be less than significant. h) Place within a 100 -year flood hazard area structures which would impede or redirect flood flows? Less than Significant Impact. The Draft CAP is a policy document that does not directly involve the placement of structures within flood hazard areas. Implementation of the Draft CAP and its measures would enhance pedestrian, bike, and transit connectivity and encourage residential nodes near retail and employment nodes, which could result in the development of structures that impede or redirect flood flows. As mentioned above in Section 3.9(g), the east portion of the City and the Santa Ana River and Santiago Creek channels are designated as areas within a 100 -year flood zone. However, future development would be subject to project - level CEQA review to analyze impacts involving flood hazards on a project specific basis. Therefore, impacts would be less than significant. i) Expose people or structures to a significant risk of loss, injury, or death involving flooding, including flooding as a result of the failure of a levee or dam? 38 Federal Emergency Management Agency. Flood Map Service Center. Website: httns- / /inse fema uov /portal, accessed October 13, 2015, Page 38 October 2015 75B -136 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Less than Significant Impact. According to the of City's General Plan Public Safety Element, throughout the Santa Ana River Basin, the potential exists for flooding resulting from the failure of Prado Dam.39 However, the General Plan states that the Santa Ana River itself does not present a significant flood hazard. Additionally, as a part of the Santa Ana River Project, the Prado Dam is currently being expanded to increase reservoir storage capacity from 217,000 acre -feet to 362,000 acre- feet.40 Improvements began in 2003 and are estimated to be completed in 2020.41 In order to ensure development is not subject to flood hazards, the City established regulations in areas prone to flooding. The regulations require that construction of new development or improvements in these areas must be elevated above the base flood. Therefore, compliance with existing regulations would ensure impacts that would expose people or structures to flooding would be less than significant. j) Inundation by seiche, tsunami, or mudflow? No Impact. The Draft CAP does not recommend any measure that would result in inundation by seiche, tsunarni, or mudflow. Seiches are large waves generated in enclosed bodies of water in response to ground shaking; however, there are no large artificial bodies of water within the City. Tsunamis are tidal waves generated in large bodies of water caused by fault displacement or major ground movement; however, the City of Santa Ana is located approximately five miles from the coast and is not within a tsunami inundation zone.42 Mudflows occur on hillsides where unvegetated and undeveloped surfaces are exposed to rainfall, however, the City of Santa Ana is built out with limited amounts of vacant land and is relatively flat. Therefore, no impacts associated with inundation from seiche, tsunami, or mudflow would occur. 3.10 LAND USE AND PLANNING a) Physically divide an established community? Less than Significant Impact. The Draft CAP is a policy -based document that does not directly involve the construction of a specific project. Implementation of the Draft CAP and its measures would enhance pedestrian, bicycle, and transit connectivity and encourage the development of residential nodes near retail and employment nodes, which could result in the development of structures or improvements that could divide an established community. However, implementation of the Draft CAP intends to increase connectivity throughout the City by implementing both external and internal design guidelines for bike, pedestrian, and transit connectivity, which would connect existing residential development to nearby sidewalks and bus stops. Therefore, impacts to established communities would be less than significant. 39 City of Santa Ana Planning Division. City ofSanta Ana General Plan Public Safety Element p. 11. Adopted September 20, 1982. Available online at http' / /wanv ci santa -ana ca. us/ Uticrall2lan /documentsZPublic6afely,pdf, accessed August 31, 2015. 40 Orange County Public Works Flood Division. Santa Ana River Project, Project Description. Website: http : / /ocf1ood com /sgg)/I)roiecr, accessed October 13, 2015. 41 Orange County Public Works Flood Division. Santa Ana River Project, Project Cost and Schedule. Website: httl2: //­­`ocflood.com/­­saipZcQ5t accessed October 13, 2015. 42 California Department of Conservation. California Geological Survey Tsunami Inundation Map for Emergency Planning Newport Beach Quadrangle. March 15, 2009. Available online at: http:/ /w .conserva6oru.ca.gov/ cgs /geologic_ hazards /Tsunami/ Inundation _Maps /Orange /Documents / Tsunam i_Inundat ion _NewportBeach_Quad_Orange.pdf, accessed August 31, 2015. October 2015 Page 39 75B -137 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA b) Conflict with any applicable land use plan, policy, or regulation of an agency with jurisdiction over the project (including, but not limited to the general plan, specific plan, local coastal program, or zoning ordinance) adopted for the purpose of avoiding or mitigating an environmental effect? Less than Significant Impact. Implementing the Draft CAP would require some modification of existing Ciq policies, including changes to the Municipal Code, Zoning Code, General Plan, Specific Plans, and Design Guidelines. The Draft CAP includes an energy measure that would require that all non - residential buildings larger than 10,000 square feet to submit their buildings' energy usage to an Energy Star Portfolio Manager every seven years as part of business license renewal (Benchmarking and Retrocommissioning measure). In addition, the Draft CAP includes implementation of a transportation and land use measure related to requiring end of trip facilities, such as bike lockers, showers, and changing rooms, in new office and larger retail buildings, which would require the City to amend its Municipal Code. In order to implement these measures and the remaining transportation and land use measures (e.g., adjusting parking ratios, residential node development near retail and employment nodes, and implementing bike, pedestrian, and transit connectivity design guidelines), the Municipal Code, Zoning Code and other applicable documents would need to amended to reflect new requirements. While the proposed measures could conflict with some existing policies, the Draft CAP is designed to mitigate adverse environmental impacts associated with global climate change. Where conflicts do occur, the proposed Draft CAP measures would generally result in greater avoidance or mitigation of environmental effects. The impact would be less than significant. c) Conflict with any applicable habitat conservation plan or natural community conservation plan? No Impact. As stated in Section 3.4(f), no Habitat Conservation Plan or Natural Communities Conservation Plan applies to the City of Santa Ana. No impact would occur. 3.11 MINERAL RESOURCES a) Result in the loss of availability of a known mineral resource that would be a value to the region and the residents of the state? No Impact. There are no known mineral resources within the City of Santa Ana.43•44 Regionally significant resources are found north of the City within the cities of Orange and Anaheim. No impact would occur. b) Result in the loss of availability of a locally important mineral resource recovery site delineated on a local general plan, specific plan or other land use plan? 43 City of Santa Ana Planning Division. City of Santa Ana General Plan Land Use Elementp. A -51. Adopted February 2, 1998. Available online at: http:// www .ci.santa- ana.ca.us /generalplan /documents /LandUseEtement.pdf, accessed August 31, 2015. 41 California Department of Conservation. California Geological Survey. Aggregate Sustaimbility in California Map. Available online at: tt :// ww wconseivn tionc2gov /cys /inform2tion /oublic2tions /ms /Documents /n4S 52 2012pdf, accessed August 31, 2015. Page 40 October 2015 75B -138 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA No Impact. As discussed above in Section 3.11(a), there are no known mineral resources within the City. No impact would occur. 3.12 NOISE a) Exposure of persons to or generation of noise levels in excess of standards established in the local general plan or noise ordinance, or applicable standards of other agencies? Less than Significant Impact. While the Draft CAP is a policy -based document and does not directly recommend any measures that would generate excessive amounts of construction noise, construction activity associated with implementation of the Draft CAP measures could possibly result in temporary increases in noise levels. The City's noise ordinance designates the entire City of Santa Ana as "Noise Zone 1" which sets forth an exterior noise standard of 55 dBA from 7:00 a.m. to 10:00 p.m. and 50 dBA from 10:00 p.m. to 7:00 a.m.45 A special provision exempts construction activities from the provisions of the ordinance so long as construction does not take place between the hours of 8:00 p.m. and 7:00 a.m. on weekdays, including Saturday, or any time on Sunday or a federal holiday. A majority of the proposed measures would involve small scale construction projects, such as energy efficient retrofits and streetlight replacement; however, the CAP does include some transportation and land use measures that could lead to the development of larger scale residential, retail, and employment buildings and expanded bike and pedestrian paths. Therefore, the exact nature of future construction that could occur is not known at this time, thus construction noise levels cannot be estimated. However, the Draft CAP does not encourage or require development of land use projects that would result in substantial amounts of construction noise that would not otherwise occur. All construction activities would be required to comply with the City's noise ordinance and undergo project -level CEQA review to analyze impacts related to noise when more specific project details are known. Such compliance would reduce noise levels associated with construction activities. This impact would be less than significant. b) Exposure of persons to or generation of excessive groundborne vibration or groundborne noise levels? Less than Significant Impact. Similar to Section 3.12(a), temporary construction activities as a result of implementation of the Draft CAP could result in excessive groundborne vibration or groundborne noise. In addition, the Draft CAP is a policy -based document and does not directly recommend any measures or land use development that would generate excessive amounts of construction noise. A majority of the measures would involve small scale construction projects, such as energy efficient retrofits and streetlight replacement. The exact nature of future construction that could occur is not known at this time, thus construction noise levels cannot be estimated. However, all construction activities would be required to comply with the City's noise ordinance and undergo project -level CEQA review to analyze impacts related to noise when more specific project details are known. Such compliance would reduce noise groundborne vibration and noise levels associated with construction activities. This impact would be less than significant 45 City of Santa Ana Municipal Code, Chapter 18 Article VI —Noise Control. Section 18 -312 —Exterior noise standards. October 2015 75B -139 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA c) A substantial permanent increase in ambient noise levels in the project vicinity above levels existing without the project? Less than Significant Impact. The majority of the measures within the CAP focus on reducing the amount of vehicle miles traveled by providing enhanced access to alternative modes of transportation and encouraging the development of residential nodes near retail and employment nodes. As a result, no permanent increase in local traffic volumes is anticipated. The impact would be less than significant. d) A substantial temporary or periodic increase in ambient noise levels in the project vicinity above levels existing without the project? Less than Significant Impact. Although no permanent increases in ambient noise levels will occur, temporary or periodic increases could occur as a result of consttvction activity. However, the Draft CAP does not encourage or require development of land use projects that would result in substantial amounts of construction noise that would not otherwise occur. However, the exact nature of future construction that could occur is not known at this tune, thus construction noise levels cannot be estimated. Further, all construction activities would be required to comply with the City's noise ordinance and undergo project -level CEQA review to analyze impacts related to noise when more specific project details are lunown. Such compliance would reduce temporary or periodic increases in ambient noise levels. This impact would be less than significant. e) For a project located within an airport land use plan or, where such a plan has not been adopted, within two miles of a public airport or public use airport, would the project expose people residing or worldng in the project area to excessive noise levels? Less than Significant Impact. Southern portions of the City are within the John Wayne Airport Land Use Plan.46 These portions are included within a designated impact zone. The impact zone encompasses a small portion of the City that borders the SR -55 near Dyer Road, which is within the 60 dBA noise level, 47 The City of Santa Ana General Plan Airport Environs Element states that residential uses within the 60 dBA contour should be mitigated to address present and project noise exposure and that residential interior noise levels should not exceed 45 dBA. However, the land within the 60 dBA contour is designated as commercial, industrial, and office land uses within the General Plan.+s In regards to people working in the area and their exposure to excessive noise levels, the Draft CAP proposes measures to encourage residential nodes near retail and employment nodes. Therefore, these land uses could be located near one another and within the noise contours. However, any new residential uses would require noise mitigation consistent with the General Plan element, and no noise incompatibilities would occur. As a result, implementation of the Draft CAP 46 Airport Land Use Commission for Orange County. Land Use Plan for John Wayne Airftorl. Adopted April 17, 2008. Available online at: hrrrc / /xwvocgircom /comnrissions /nluc /dots /JWA AFIUP- April- 17- 2008pdf, accessed September 1, 2015, 47 City of Santa Ana Planning Division. City of Santa Ana General Plan Abpoei Environs Element Exhibit 2. Adopted February 11, 2009. Available online at: ttrr//www.ci.santa- ,tna ca us /gener�tlph n /documents /AirportEnvi ions lf, accessed September 3, 2015. 49 City of Santa Ana Planning Division. City of Santa Ana General Plan Airport Environs Element p. 4. Adopted February 11, 2009. Available online at: htW : / /www ci stintt -an ,,t ca us /generglpl,r /documents /,\irportEnvirons.pdf, accessed September 3, 2015. Page 42 October 2015 75B -140 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA would not expose people residing or working in the project area to excessive noise levels. Impacts related to public use airports would be less than significant. 0 For a project within the vicinity of a private airstrip, would the project expose people residing or working in the project area to excessive noise levels? Less than Significant Impact. Four private heliports exist within the City of Santa Ana: Orange County Sheriffs Forensics Laboratory Heliport; Honda of Santa Ana Heliport; Southern California Edison Southeastern Division Heliport; and Orange County Global Medical Center Heliport.49 The Draft CAP is a policy document, and any new discretionary development would undergo project -level CEQA review to ensure potential placement of development would not expose individuals to excessive noise levels. The impact would be less than significant. 3.13 POPULATION AND HOUSING a) Induce substantial population growth in an area, either directly (for example, by proposing new homes and businesses) or indirectly (for example, through extension of roads or other infrastructure)? Less than Significant Impact. The City of Santa Ana is largely built out and urbanized. The Draft CAP proposes measures that seek to reduce GHG emissions by encouraging development of residential nodes near employment and retail nodes and enhancing pedestrian, bicycle, and transit connectivity through the adoption of zoning ordinances and design guidelines. However, the Draft CAP does not require development of land use projects that would not otherwise occur. While the City of Santa Ana is largely built out and there are not large amounts of vacant land, mixed use infill development and new housing is anticipated via existing zoning that will increase population growth consistent with anticipated projections. This impact would be less than significant. b) Displace substantial numbers of existing housing, necessitating the construction of replacement housing elsewhere? Less than Significant Impact. Retrofitting residential buildings to be more energy efficient would involve small construction work and replacement housing would not be necessary. The development of residential nodes near retail and employment nodes would involve new development, but would not displace existing housing. The impact would be less than significant. c) Displace substantial numbers of people, necessitating the construction of replacement housing elsewhere? Less than Significant Impact. As discussed in Section 3.13(b), implementation of measures as prescribed in the Draft CAP would not result in the displacement of people. The impact would be less than significant. 49 Airnay. Website: his: / /w=.di iiay.com /airports /get, accessed September 2, 2015. October 2015 Page 43 75B -141 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 3.14 PUBLIC SERVICES Would the project result in substantial adverse physical impacts associated with the provision of new or physically altered governmental facilities, need for new or physically altered governmental facilities, the construction of which could cause significant environmental impacts, in order to maintain acceptable service ratios, response times or other performance objectives for any of the public services: a) Fire protection? Less than Significant Impact. While the Draft CAP would not directly introduce new structures, future imiill development and redevelopment could occur near retail and employment corridors. New development could increase free protection service needs in the City. However, the City estimates fire protection needs based on growth as project in the City's General Plan, and new development anticipated via existing zoning would be consistent with anticipated projections The impact would be less than significant. b) Police protection? Less than Significant Impact. Similar to the evaluation under Section 3.14(a), the possible increase in population that may occur as a result of implementation of the Draft CAP would not increase the demand for police protection service to the extent that new police protection facilities would be required. Implementation of the Draft CAP measure related to the Safe Routes to School Program would involve physical infrastructure improvements such as expanded sidewalks and bike paths. New pedestrian and bike amenities could slightly increase the amount of police personnel needed within the route areas, but would not result in the need for new police facilities or additional personnel. The impact would be less than significant. c) Schools? Less than Significant Impact. Similar to the evaluation under Section 3.14(a) and (b), the possible increase in population that may occur as a result of implementation of the Draft CAP would be small and would not increase the demand for new schools over current levels or anticipated projections. The impact would be less than significant. d) Parks? Less than Significant Impact. Similar to the evaluations above, the possible increase in population that may occur as a result of implementation of the Draft CAP would be small and would not increase the demand for new park facilities over current levels or anticipated projections. Additionally, the proposed measures involve the implementation of the Safe Routes to School Program, design guidelines to enhance bike, pedestrian, and transit connectivity, and community -wide bike sharing stations, which would provide additional passive recreation areas and opportunities within the City. The impact would be less than significant. e) Other public facilities? Page 44 October 2015 75B -142 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA Less than Significant Impact. Similar to the evaluations above, the possible increase in population that may occur as a result of implementation of the Draft CAP would be small and would not increase the demand for new public facilities over current levels or anticipated projections. The impact would be less than significant. 3.15 RECREATION a) Would the project increase the use of existing neighborhood and regional parks or other recreational facilities, such that substantial physical deterioration of the facility would occur or be accelerated? Less than Significant Impact. Implementation of the Draft CAP is not expected to result in substantial population growth, and thus would not result in increased physical deterioration of parks and recreational facilities. The Draft CAP measures promote the expansion of the current network of bicycle and pedestrian paths, which would provide additional passive recreational facilities within the City and could potentially lessen wear on existing facilities. The impact would be less than significant. b) Does the project include recreational facilities or require the construction or expansion of recreational facilities, which might have an adverse physical effect on the environment? Less than Significant Impact. Implementation of the Draft CAP is not expected to result in substantial population growth, and thus would not result in increased physical deterioration of parks and recreational facilities. Implementation of the Draft CAP includes implementing the Safe Routes to School Program and design guidelines to enhance bike, pedestrian, and transit connectivity, which would provide additional passive recreational facilities within the City. Therefore, implementation of the CAP would not require the expansion of recreational facilities, but rather encourage it to promote alternative modes of transportation. Therefore, the impact would be less than significant. 3.16 TRANSPORTATION /TRAFFIC a) Conflict with an applicable plan, ordinance or policy establishing measures of effectiveness for the performance of the circulation system, taking into account all modes of transportation including mass transit and non- motorized travel and relevant components of the circulation system, including but not limited to intersections, streets, highways and freeways, pedestrian and bicycle paths, and mass transit? Less than Significant Impact. Implementation of the Draft CAP would result in the development of bike, pedestrian, and transit connectivity design guidelines and encourage residential, employment, and retail land uses near one another to would reduce vehicle miles traveled. The City updated its Zoning Code in 2010 to provide new zoning for over 400 acres in downtown Santa Ana. The new zoning supports compact development that is accessible to transit and allows for a Unix of uses to place residential units closer to transit and jobs. Therefore, the Zoning Code would only need to be amended to contain incentives to further encourage residential near retail and employment corridors. Potential incentives include density bonuses, reductions in parking requirements, and other similar efforts. The Harbor Mixed Use Transit Corridor Specific Plan and Metro East Overlay Zone also allow for residential and mixed use development October 2015 Page 45 75B -143 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA opportunities near transit. Therefore, it is anticipated the measure already aligns with strategies set forth in applicable circulation plans. The CAP measures also involve traffic signal improvements. Congestion and idling contribute to the GHG emissions. Signal coordination and synchronization would reduce congestion and the amount of time vehicles spend idling while on City streets. All synchronization modifications would be in compliance with applicable Orange County Transportation Authority plans and policies related to the performance of the circulation system. Impacts would be less than significant. b) Conflict with an applicable congestion management program, including, but not limited to level of service standards and travel demand measures, or other standards established by the county congestion management agency for designated roads or highways? Less than Significant Impact. The intent of the CAP measures is to promote alternative modes of transportation, which would reduce vehicular travel and GHG emissions. However, the Draft CAP proposes to adjust parking ratios to reduce vehicular travel and emissions associated with the number of cars being driven on City streets. This would be done by reducing the amount of parking required in new developments to encourage other forms of transportation. The Orange County Transportation Authority (OCTA) Congestion Management Program (CMP) requires a traffic impact analysis when a proposed development would generate 2,400 or more daily trips or 1,600 or more daily trips for developments which would directly access a CMP Highway System link 50 Implementation of the Draft CAP measures (e.g., changes in parking ratios) could indirectly increase the potential for vehicles circulating looking for parking in and around residential, employment, and retail areas. However, the Draft CAP would not generate substantial vehicle trips or change level of service on roadways that would conflict with the OCTA CMP. Therefore, the impact would be less than significant. c) Result in a change in air traffic patterns, including either an increase in traffic levels or a change in location that results in substantial safety risks? No Impact. J%VA is located just south of the City. However, the Draft CAP does not include any measure that would directly or indirectly affect air traffic patterns. No impact would occur. d) Substantially increase hazards due to a design feature (e.g. sharp curves or dangerous intersections) or incompatible uses (e.g. farm equipment)? Less than Significant Impact. The proposed measures are aimed at providing alternative modes of transportation and reducing the amount of vehicle miles traveled throughout the City. In fact, the Draft CAP promotes implementation of the Safe Routes to School Program and design guidelines to enhance bike, pedestrian, and transit connectivity, which would provide greater safety. The Draft CAP does not include measures that would substantially increase hazards due to a design feature or incompatible uses. The impact would be less than significant. 50 Orange County Transportation Authority. 2013 Congestion Management Program. Adopted November 2013. Available online at: htm: / /www ocr2 net /pdf /Final ° / 202011-- 2OC \4P pdf, accessed September 9, 2015, Page 46 October 2015 75B -144 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA e) Result in inadequate emergency access? Less than Significant Impact. The Draft CAP recommends measures that would increase safety for drivers, pedestrians, and bicyclists and seeks to reduce the number of automobiles on Santa Ana streets, both of which may make access for emergency vehicles easier and more efficient. The impact would be less than significant. Conflict with adopted policies, plans, or programs regarding public transit, bicycle, or pedestrian facilities, or otherwise decrease the performance or safety of such facilities? Less than Significant Impact. Implementation of the Draft CAP would improve pedestrian, bicycle, and transit connectivity through the development of design guidelines and implementation of the Safe Routes to School Program. The implementation of new design guidelines would need to be included within the Zoning Code. However, it is not anticipated that any new guidelines would not conflict with any adopted plans or policies as the CAP measures align with the goals, policies, and programs within the City's General Plan Circulation Element. Additionally, new design guidelines and enhanced bike and pedestrian routes would be built to current standards and provide greater safety for individuals that use alternatives modes of transportation. The impact would be less than significant. 3.17 UTILITIES AND SERVICE SYSTEMS a) Exceed wastewater treatment requirements of the applicable Regional Water Quality Control Board? Less than Significant Impact. While the Draft CAP would not directly introduce new structures, future development could occur as a result of encouraging the development of residential nodes near retail and employment corridors. The City of Santa Ana requires National Pollution Discharge Elimination System ( NPDES) permits, according to federal regulations for discharges to surface waters of the United States. For point sources such as sewer pipes, the NPDES permit contains limits on allowable concentrations and mass emissions of pollutants contained in the discharge. Any new development in the City would continue to comply with all provisions of the NPDES program. Therefore, implementation of the Draft CAP would not exceed wastewater treatment requirements. The impact would be less than significant. b) Require or result in the construction of new water or wastewater treatment facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? Less than Significant Impact. WMIe the Draft CAP would not directly introduce new structures, future development could occur as a result of encouraging the development of residential nodes near retail and employment corridors. However, the population increase would not be substantial enough to create large enough increases in demand for wastewater treatment that would require or result in the construction of new water or wastewater treatment facilities exceed treatment requirements. The Draft CAP proposes energy efficiency retrofits at City water wells to convert all remaining pump stations to variable frequency drives to reduce energy consumption. However, the measure would involve retrofits to existing water pumps and would not create new facilities. The impact would be less than significant. October 2015 Page 47 75B -145 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA c) Require or result in the constriction of new stormwater drainage facilities or expansion of existing facilities, the construction of which could cause significant environmental effects? Less than Significant Impact. While the Draft CAP would not directly introduce new structures, future development could occur as a result of encouraging the development of residential nodes near retail and employment corridors. However, the City is largely built out and urbanized, and implementation of the Draft CAP would not result in a significant increase in either population or new surfaces. Thus, it is not likely that stormwater runoff would increase to the extent that new or expanded facilities would be necessary. The impact would be less than significant. d) Have sufficient water supplies available to serve the project from existing entitlements and resources, or are new or expanded entitlements needed? Less than Significant Impact. As stated within the City of Santa Ana General Plan Housing Element, the 2010 Urban Water Management Plan indicates that existing water supplies and planned capacity improvements ate sufficient to meet anticipated water demands.51 The California Water Code requires cities to prepare Water Supply Assessments (WSAs) when considering approval of certain discretionary development projects (e.g., residential development of more than 500 dwelling units). The WSA determines whether projected water supplies can meet the project's anticipated water demand and would be included in the CEQA review of discretionary projects. In addition, the Draft CAP recommends turf removal and rainwater harvesting measures, which would reduce the City's water demand. Therefore, the impact is less than significant. e) Result in a determination by the wastewater treatment provider, which serves or may serve the project that it has adequate capacity to serve the project's projected demand in addition to the provider's existing commitments? Less than Significant Impact. As stated within the City of Santa Ana General Plan Housing Element, the City's sewage is diverted to Reclamation Plant 1 which has a capacity of 60 million gallons per day (gpd) and is planned to provide capacity of up to 120 million gpd.52 Additionally, Orange County Sanitation District requires all developers of residential projects within their service area to pay capital facility charges that are designed to fund the construction, maintenance, and improvement of facilities. Therefore, the impact would be less than significant. i) Be served by a landfill with sufficient permitted capacity to accommodate the project's solid waste disposal needs? Less than Significant Impact. The Draft CAP intends to reduce solid waste generation as a whole through implementation of a commercial and multi - family recycling measure, which would result in an increased diversion of waste from landfills and reduce landfill methane emissions. In addition, the Draft CAP includes 51 City of Santa Ana Planning Division. City of Santa Ana GeneralPlara Housing Element p. B -34. Adopted February 4, 2014. Available online at: htmy / /www ci santa-ana ca us /housingelement /default.asp, accessed September 3, 2015. City of Santa Ana Planning Division. City of Santa Ana General Plan Housing Element p. B -34. Adopted February 4, 2014. Available online at: ht(p,//­ww .ci.s,,inta-qnq.cq.us/housingelementZdcfqutt.asp, accessed September 3, 2015. Page 48 October 2015 75B -146 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA food waste diversion measure, which may be composted then sent to a digestion facility to allow for energy recovery. Therefore, the impact would be less than significant. g) Comply with federal, state, and local statutes and regulations related to solid waste? No Impact. The Draft CAP does not recommend any measure that does not comply with applicable solid waste regulations. Conversely, the Draft CAP proposes a measure that would reduce the amount of waste sent to landfills and would comply with AB 341, which requires recycling by businesses that generate four cubic yards or more of commercial solid waste per week and multi -family residential dwellings of five units or more. Therefore, no impact would occur. 3.18 MANDATORY FINDINGS OF SIGNIFICANCE a) Does the project have the potential to degrade the quality of the environment, substantially reduce the habitat of a fish or wildlife species, cause a fish or wildlife population to drop below self - sustaining levels, threaten to eliminate a plant or animal community, reduce the number or restrict the range of a rare or endangered plant or animal or eliminate important examples of the major periods of California history or prehistory? Less than Significant Impact. The purpose of the Draft CAP is to reduce community -wide GHG emissions in the City of Santa Ana to reduce environmental impacts associated with global climate change. The Draft CAP proposes measures to lessen numerous environmental impacts and does not contain any strategy or measure that would either directly substantially reduce habitat, reduce wildlife populations, threaten animal or plant communities, restrict the range of species, or eliminate examples of history or prehistory. The impact would be less than significant. There is one prehistoric site and 18 post contact sites in the City of Santa Ana. However, construction associated with Draft CAP measures, such as expanding pedestrian, bicycle, and transit facilities or implementing the Safe Routes to School Program, would most likely take place within existing rights -of -way. Should construction associated with implementation of the proposed measures take place outside the existing rights -of -way, new ground disturbance has the potential to uncover unknown resources. In addition, should any construction take place in close proximity to or within the identified prehistoric site near Santiago Creek, compliance with applicable regulations would be necessary and an onsite monitor during construction activity may be required. In the event that this occurs, compliance with State regulations pertaining to discovery of archaeological resources would ensure a less than significant impact. b) Does the project have impacts that are individually limited, but cumulatively considerable? ( "Cumulatively considerable" means that the incremental effects of a project are considerable when viewed in connection with the effects of past projects, the effects of other current projects, and the effects of probable future projects.) Less than Significant Impact. The Draft CAP would not result in any adverse environmental impacts that are cumulatively considerable. The project is intended to contribute to a cumulative reduction in GHG emissions and to reduce adaptation impacts associated with global climate change, both of which would have beneficial cumulative environmental effects. Measures within the Draft CAP that may result in indirect October 2015 Page 49 75B -147 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA adverse environmental impacts are evaluated throughout this initial study. However, as all impacts are considered to be less than significant or less than significant with mitigation incorporated, it is unlikely that any impact would contribute to a significant cumulative impact. The impact would be less than significant. c) Does the project have environmental effects, which will cause substantial adverse effects on human beings, either directly or indirectly? No Impact. The Draft CAP is a policy document intended to seduce the City's community -wide GHG emissions to help cumulatively address the adverse environmental impacts associated with global climate change, while also protecting and enhancing the quality of life within the City. The Draft CAP measures strive to protect the environment, enhance human health and safety, and conserve natural resources, both within and beyond Santa Ana. Adoption and implementation of the Draft CAP would result in beneficial environmental effects, and would not cause substantial adverse direct or indirect effects on human beings resulting from a change in the physical environment There would be no impact. Page 50 75B -148 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 4. References Airnay. 2014. Website: ht )s://www.airnqv.com/airl2orts/ge , accessed September 1, 2015. Airport Land Use Commission for Orange County. Land Use Plan for john Wayne Airpoe.. Adopted April 17, 2008. Available online at: lit p:/ /www.ocair.com /coimnissiotis /aluc /dots /,TWA AELUP - April -17 -2008 ndf, accessed September 1, 2015. California Air Resources Board. First Update to the Climate Change Scoping Plan: Building on the Framework. Adopted May 2014. Available online at: htt.p • / /wwwarbcagov /ce /scol2ingplan /2013 update /first update climate change scoPing plan1df, accessed September 1, 2015. California Department of Conservation. California Geological Survey. Aggregate Sustainability in California Map. Available online at: htQ): / /wwwconservationcagov /cgs /information /publications /ms /Documents /MS 52 201212df, accessed August 31, 2015. California Department of Conservation, Division of Land Resource Protection. Agricultural Preserves 2004 — Williamson Act Parcels Orange County, California. Available online at: ftp:/ /ftt3.constv.ca.gov /ptib /dlrp /wa /Orange WA 03 04 pdf, accessed September 1, 2015. California Department of Conservation, Division of Land Resource Protection. Orange County Important Farmland 2012, Available online at: ftp: / /ftD.consrv.ca. gov / pub /dhp1FNIMP /pdf/2012/ rral2p_lf, accessed September 1, 2015. California Department of Conservation, Division of Mines and Geology. Seismic Hazard Zones Map — Anaheim Quadrangle. April 15, 1998. Available online at: http / /gtnwconsx ca.gov/shml)/­­download/`­qtiad/­ANAI-IEIM/inal), ozn anah df, accessed August 28, 2015. California Department of Conservation, Division of Mules and Geology. Seismic Hazard Zones Map — Newport Beach Quadrangle. April 17, 1997. Available online at: http: / /gmw.conslv,ca, gov /shmp /download /quad /NEWPORT BEACH /maps /ozn newbpdf,accessed August 28, 2015. California Department of Conservation, Division of Mines and Geology. Seismic Hazard Zones Map — Orange Quadrangle. April 15, 1998. Available online at: http / /Ltnw consry ca gov /shmp/ download /quad /ORANC E /m, ps/ozn ora pdf, accessed August 28, 2015. October 2015 75B -149 Page 51 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA California Department of Conservation, Division of Mines and Geology. Seismic Hazard Zones Map — Tustin Quadrangle. January 17, 2001. Available online at: htto' //, grow. consrv. ea. gov/ shmp/ c9ownload /c]tind /TUSTIN /mnps /ozn tus pdf, accessed August 28, 2015. California Department of Conservation. Search for Regulatory Maps by County. Website: http:/ /www.quake ca gov /gmaps /yN/H/iLegulatorvmlps.h _m accessed September 3, 2015. California Department of Fish and Wildlife. NCCP Plan Summary — County of Orange (Central /Coastal) NCCP /HCP. Website: https: / /www.wildlife c1 gov /ConservationZPlanningNCCP /Plans /Orange- Coastal, accessed August 31, 2015. California Department of Forestry and Fire Protection. Fire Hazard Severity Zones in SRA. Adopted November 7, 2007. Available online at: http frail fire ca gov /webdata /maps /orange /fhszs map.30 pdf, accessed September 1, 2015. California Department of Transportation. Officially Designated Scenic Highways. Website: http: / /www.dot.ca. gov /hq /LandArch /16_ livability /scenic_highways /index.htim, accessed August 31, 2015. California Legislative Information. Bill Information, AB -2188 Solar energy: permits. Available online at: http : / /Iegitifo.legislature.ca.gov/ faces/ bil lNavClient .xhtml ?bill _id= 201320140AB2188, accessed October 13, 2015. City of Santa Ana Building Safety Division. Streamlined Residential Solar Plan Check and Permitting. Available online at: http: //x ww.ci.santa- ana.ca.us/ pba/ buddingsafety /ResidentialSolar.asp, accessed October 13, 2015. City of Santa Ana Municipal Code. Chapter 18 Article VI — Noise Control. Section 18 -312 — Exterior noise standards. City of Santa Ana Municipal Code. Chapter 33 Article VII. City of Santa Ana Municipal Code. Chapter 41 Article XVI. City of Santa Ana. Natural Ha ,,ands Mitigation Plan — Executive Summary. Available online at: http' / /hazardmiggation calema ca. gov /does /lhmp/Santa Ana City of I HMP pdf, accessed August 31, 2015. City of Santa Ana Planning Division. Al (General Agriculture) Zoning Document. Available online at: http' / /www ci santa-ana ca us /pba /planning /documents /Al pdf, accessed September 1, 2015. City of Santa Ana Planning Division. City of Santa Ana General Plan Airport Envir ms Element. Adopted February 11, 2009. Available online at: http : / /Nvww ci santa -ana ca us/generalplan /documents /AirportLnvirons pdf, accessed September 3, 2015. Page 52 75B -150 October 2015 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA City of Santa Ana Planning Division. City of Santa Ana General Plan Housing Element. Adopted February 4, 2014. Available online at: http: / /www.ci. santa- ana.ca.us /housingelement /default.asp, accessed September 3, 2015. City of Santa Ana Planning Division. City of Santa Ana General Plan Land Use Element. Available online at: http:// www. ci. santa- ana. ca. us /gencrall2lan /docuinents /"LandUse pdf , accessed September 2, 2015. City of Santa Ana Planning Division. Ciy of Santa Ana General Plan Scenic Comdors Element. Adopted September 20, 1982. Available online at: ht_,pt ://www.ci.santa- ana.ca.us/ general plan /documents /ScenicCorridors pdf, accessed August 31, 2015. City of Santa Ana Planning Division. Ciy of Santa Ana General Plan Seismic Safey Element. Adopted September 20, 1982. Available online at: http:// www .ci.santa- ana.ca.us /generalplan /documents /ScismicSafety.pdf, accessed August 31, 2015. City of Santa Ana Planning Division. City ofSantaAna Zoning Map. Available online at: http://www.ci.santa- ana.ca.us /pba/ planning /doc ixnents /Loning2014FullCity.pdf, accessed September 1, 2015. City of Santa Ana Planning Division. Santa Ana Register of Historical Properties. Website: http: / /www.ci.santa- ana.ca.us /pba /planning /documents /H storic_Register.pdf, accessed October 13, 2015. DTSC. EnviroStor. Website: http; / /www envirostox dtsc cagov /pribhc /, accessed August 31, 2015. Federal Emergency Management Agency. Flood Map Service Center. Website: https: / /msc.fema.gov /portal, accessed October 13, 2015. ICLEI -USA. City of Santa Ana Climate Action Plan. October 2015. Orange County Public Works Flood Division. Santa Ana River Project, Project Cost and Schedule. Website: http: / /ocflood.com /sarp /cost, accessed October 13, 2015. Orange County Public Works Flood Division. Santa Ana River Project, Project Description. Website: http: / /ocflood.com /sarp /project, accessed October 13, 2015. Orange County Transportation Authority. 2013 Congestion Management Program. Adopted November 2013. Available online at: http: / /www.octa. net / pdf /Final %202013 %20CMP.pdf, accessed September 9, 2015. South Coast Air Quality Management District. 2012 Air Quality Management Plan. Available online at httl2://www.aqmd.ggv /home/librqLT/cle,qn-,qir-121,,tns/iir quality-meL- clan/ final- 2012 - air- qualitX- management -plan, accessed October 19, 2015. SWRCB. GeoTracker. Website: http : / / / /g_eotracker.waterboards.ca gov /, accessed August 31, 2015. U.S. Fish and Wildlife Service. National Wetlands Inventory. Available online at: http: / /wwxv.fws .gov /wetlands /data /mapper.IITML, accessed October 13, 2015. October 2015 75B -151 Page 53 SANTA ANA CLIMATE ACTION PLAN INITIAL STUDY CITY OF SANTA ANA 5. List of Preparers Lead Agency City of Santa Ana Melanie McCann, Associate Planner G cm Yara Fisher, Principal Planner Jason Paulcovits, Project Manager Erin Murphey, Environmental Analyst Page 54 75B -152 October 2015 RESOLUTION NO. 2015- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SANTA ANA ADOPTING ACTION PLAN AND DECLARATION THE SANTA ANA CLIMATE ASSOCIATED NEGATIVE LS 12.7.15 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. Santa Ana has been developing a Climate Action Plan (CAP) to demonstrate leadership in sustainability and to respond to future legislative action. By completing the CAP, the City has developed a roadmap to save energy and resources, improve quality of life and quantify achievement of Council approved greenhouse gas (GHG) emissions reduction goals, and be positioned for CAP implementation. The City will also be prepared for any new legislation that may be enacted mandating GHG emissions reduction at the local government level. B. Adoption of the CAP will allow the City to accomplish Goal 5 of the Santa Ana Strategic Plan, which includes completion of the City's CAP with measures to address transportation and land use, energy, water and wastewater, solid waste, and GHG emissions. C. As a first step in preparing the Draft CAP, a GHG emissions inventory was completed to determine the baseline for future achievement. This 2008 baseline inventory showed that Santa Ana is already demonstrating leadership in reducing energy use and GHG emissions. At 5.5 metric tons of CO2 (MTCO2e) per capita, Santa Ana baseline emissions are lower than the statewide average of 13 MTCO2e, and significantly lower than the nationwide average of 23 MTCO2e, D. Council approved reduction targets of 15% of 2008 levels by 2020, and 30% of 2008 levels by 2035, which were developed with input from community and City stakeholders, as well as consultants with expertise in CAP preparation and scientific calculation of emissions reduction. The resulting actions (measures) included in the CAP also consider elements such as State regulations, utility incentive programs, and the City's Draft Circulation Element. The CAP will achieve the recommended reduction Resolution No. 2015 -XXX Page 1 of 3 75B -153 Increasing State regulations and refining measure inclusion in the CAP, considered to be a living document, will achieve the 2035 reduction target. E. The majority of the funding for the CAP was provided by Southern California Edison through the California Public Utilities Commission, and a portion was provided by the Public Works and Planning and Building Agencies. Section 2. In accordance with the California Environmental Quality Act (CEQA), a Negative Declaration has been prepared for this project. As noticed in The Orange County Register, the public review period for the Negative Declaration for the Draft Climate Action Plan was from October 21, 2015 through November 20, 2015. It was also available for public viewing on the City website, at the Main Library and the Planning and Building Agency public counter. The written comments that were received regarding the Negative Declaration that were received from the Orange County Transportation Agency and CalTrans were not substantive in nature and have been addressed. Any new programs as identified in the Climate Action Plan will be subject to project - specific CEQA review to evaluate potential environmental impact. The adoption of the Climate Action Plan policies and programs would have a less than significant environmental impact, and no mitigation measures are deemed necessary. Section 3. The City Council hereby approves and adopts the Climate Action Plan and the associated Negative Declaration. Section 4. This resolution shall take effect immediately upon its adoption by the City Council and the Clerk of the Council shall attest to and certify the vote adopting this Resolution. ADOPTED this day of December 2015. APPROVED AS TO FORM: Sonia R. Carvalho, City Attorney By: � c Lisa Storck Assistant City Attorney Miguel A. Pulido Mayor 75B -154 Resolution No, 2015 -XXX Page 2 of 3 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. 2015- to be the original resolution adopted by the City Council of the City of Santa Ana on , 2015, and that said resolution was published in accordance with the Charter of the City of Santa Ana. Date: Clerk of the Council City of Santa Ana 75B -155 Resolution No. 2015 -XXX Page 3 of 3 75B -156 REQUEST FOR COUNCIL/ HOUSING AUTHORITY ACTION.'::::,, CITY COUNCIL MEETING DATE: DECEMBER 15, 2015 TITLE: CITY COUNCIL ACTION Receive and file HOUSING AUTHORITY ACTION Receive and file. DISCUSSION CLERK OF COUNCIL USE ONLY: r4! \M k ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For 3I+•] �Y�Igl�l�7rtii7 FILE NUMBER Pursuant to the Dissolution Act, the City Council on January 9, 2012, designated the Housing Authority as the Successor Housing Agency to the dissolved Community Redevelopment Agency of the City of Santa Ana (RDA). Effective February 1, 2012, the Housing Authority retained the housing assets, duties, functions and obligations of the former RDA and continued to complete the housing development projects encumbered prior to the dissolution of the RDA. Senate Bill (SB) 341, signed by the Governor on October 1, 2013, amended the Health & Safety Code Section 34176 and addresses functions to be performed by the Housing Successor Agencies. This bill, effective January 2014, requires all housing successor agencies to provide an annual report (Exhibit 1) to its governing body within six months after the end of the fiscal year, starting with FY 2013 -14. Among the requirements is an independent financial audit of the Low and Moderate Income Housing Asset Fund ( LMIHAF), and information regarding specific housing financial data and activities. The independent financial audit of the LMIHAF is included in the City's Comprehensive Annual Financial Report (CAFR) for FY 2014 -15, as prepared by the Finance and Management Services Agency and posted on the City's website at http://www.santa-ana.org/finance/cafr/default.asp. 80A -1 Housing Successor Annual Report FY 2014 -15 December 15, 2015 Page 2 STRATEGIC PLAN ALIGNMENT Approval of this item supports the City's efforts to meet Goal #5 — Community Health, Livability, Engagement & Sustainability, Objective #1 (Establish a comprehensive community engagement initiative to expand access to information and create opportunities for stakeholders to play an active role in discussing public policy and setting priorities.) FISCAL IMPACT There is no fiscal impact associated with this action. Kelly Reenders Executive Director Community Development Agency KR /SG Exhibit: 1. Housing Successor Annual Report FY 2014 -15 80A -2 HOUSING SUCCESSOR ANNUAL REPORT REGARDING THE LOW AND MODERATE INCOME HOUSING ASSET FUND FOR FISCAL YEAR 2014 -2015 PURSUANT TO CALIFORNIA HEALTH AND SAFETY CODE SECTION 34176.1(f) FOR THE HOUSING AUTHORITY OF THE CITY OF SANTA ANA This Housing Successor Annual Report (Report) regarding the Low and Moderate Income Housing Asset Fund (LMIHAF) has been prepared pursuant to California Health and Safety Code Section 34176.1(f) and is dated as of December 15, 2015. This Report sets forth certain details of the Housing Authority of the City of Santa Ana (Housing Successor) activities during Fiscal Year 2014 -2015 (Fiscal Year). The purpose of this Report is to provide the governing body of the Housing Successor an annual report on the housing assets and activities of the Housing Successor under Part 1.85, Division 24 of the California Health and Safety Code, in particular sections 34176 and 34176.1 (Dissolution Law). The following Report is based upon information prepared by Housing Successor staff and information contained within the independent financial audit of the Low and Moderate Income Housing Asset Fund, as incorporated in the City of Santa Ana Comprehensive Annual Financial Report for Fiscal Year 2014 -2015 (Fiscal Year) as prepared by Macias Gini & O'Connell LLP (Audit), which Audit is separate from this annual summary Report; further, this Report conforms with and is organized into sections I. through XI., inclusive, pursuant to Section 34176.1(f) of the Dissolution Law: Amount Deposited into LMIHAF: This section provides the total amount of funds deposited into the LMIHAF during the Fiscal Year. Any amounts deposited for items listed on the Recognized Obligation Payment Schedule (ROPS) must be distinguished from the other amounts deposited. II. Ending Balance of LMIHAF: This section provides a statement of the balance in the LMIHAF as of the close of the Fiscal Year. Any amounts deposited for items listed on the ROPS must be distinguished from the other amounts deposited. III. Description of Expenditures from LMIHAF: This section provides a description of the expenditures made from the LMIHAF during the Fiscal Year. The expenditures are to be categorized. IV. Statutory Value of Assets Owned by Housing Successor: This section provides the statutory value of real property owned by the Housing Successor, the value of loans and grants receivables, and the sum of these two amounts. HOUSING AUTHORITY OF THE CITY OF SANTA Page 1 V. Description of Transfers: This section describes transfers, if any, to another housing successor agency made in previous Fiscal Year(s), including whether the funds are unencumbered and the status of projects, if any, for which the transferred LMIHAF will be used. The sole purpose of the transfers must be for the development of transit priority projects, permanent supportive housing, housing for agricultural employees or special needs housing. VI. Project Descriptions: This section describes any project for which the Housing Successor receives or holds property tax revenue pursuant to the ROPS and the status of that project. VII. Status of Compliance with Section 33334.16: This section provides a status update on compliance with Section 33334.16 for interests in real property acquired by the former redevelopment agency prior to February 1, 2012. For interests in real property acquired on or after February 1, 2012, provide a status update on the project. VIII. Description of Outstanding Obligations under Section 33413: This section describes the outstanding inclusionary and replacement housing obligations, if any, under Section 33413 that remained outstanding prior to dissolution of the former redevelopment agency as of February 1, 2012 along with the Housing Successor's progress in meeting those prior obligations, if any, of the former redevelopment agency and how the Housing Successor's plans to meet unmet obligations, if any. IX. Income Test: This section provides the information required by Section 34176.1(a)(3)(B), or a description of expenditures by income restriction for five year period, with the time period beginning January 1, 2014 and whether the statutory thresholds have been met. However, reporting of the Income Test is not required until 2019. X. Senior Housing Test: This section provides the percentage of units of deed - restricted rental housing restricted to seniors and assisted individually or jointly by the Housing Successor, its former redevelopment Agency, and its host jurisdiction within the previous 10 years in relation to the aggregate number of units of deed - restricted rental housing assisted individually or jointly by the Housing Successor, its former Redevelopment Agency and its host jurisdiction within the same time period. For this Report the ten -year period reviewed is January 1, 2005 to January 1, 2015. XI. Excess Surplus Test: This section provides the amount of excess surplus in the LMIHAF, if any, and the length of time that the Housing Successor has had excess surplus, and the Housing Successor's plan for eliminating the excess surplus. This Report is to be provided to the Housing Successor's governing body by December 31, 2015. In addition, this Report and the former redevelopment agency's pre - dissolution HOUSING AUTHORITY OF THE CITY OF SANTA ft #Y ?, 14/15 Page 2 Implementation Plans are to be made available to the public on the City's website (httD://www.santa-aria.o,,rq/cda/overs'i_qht.asp.) AMOUNT DEPOSITED INTO LMIHAF A total of $2,329,877 was deposited into the LMIHAF during the Fiscal Year. Of the total funds deposited into the LMIHAF, a total of $1,582,564 was held for items listed on the ROPS. II. ENDING BALANCE OF LMIHAF At the close of the Fiscal Year, the ending balance in the LMIHAF was $8,361,937 of which $200,000 is held for items listed on the ROPS. III. DESCRIPTION OF EXPENDITURES FROM LMIHAF The following is a description of expenditures from the LMIHAF by category: Monitoring Adm nistration'Expenditures Fiscal Year, $266,915, Homeless Prevention and Rapid Rehousing $0 Services Expenditures Housing Development Expenditures Expenditures on Low Income Units $ 40,956 ➢ Expenditures on Very -Low Income Units $0' Expenditures on Extremely -Low Income Units $0 Total Housing Development Expenditures $683,365. Total LMIHAF Ex enditures in Fiscal Year $950,280 The independent financial audit of the Low and Moderate Income Housing Asset Fund includes an additional $683,365 in expenditures. These expenditures include real properties transferred to developers as required by the disposition and development agreements and partial payment of the unobligated amount identified in the Low and Moderate Income Housing Fund Due Diligence Review. HOUSING AUTHORITY OF THE CITY OF SANTA 2 /15 Page 3 IV. STATUTORY VALUE OF ASSETS OWNED BY HOUSING SUCCESSOR IN LMIHAF Under the Dissolution Law and for purposes of this Report, the "statutory value of real property" means the value of properties formerly held by the former redevelopment agency as listed on the housing asset transfer schedule approved by the Department of Finance as listed in such schedule under Section 34176(a)(2), the value of the properties transferred to the Housing Successor pursuant to Section 34181(f), and the purchase price of property(ies) purchased by the Housing Successor. Further, the value of loans and grants receivable is included in these reported assets held in the LMIHAF. The following provides the statutory value of assets owned by the Housing Successor. V. DESCRIPTION OF TRANSFERS The Housing Successor did not make any LMIHAF transfers to other Housing Successor(s) under Section 34176.1(c)(2) during the Fiscal Year. VI. PROJECT DESCRIPTIONS The following is a description of project(s) for which the Housing Successor receives or holds property tax revenue pursuant to the ROPS as well as the status of the project(s): Habitat for Humanity Project currently underway. The following sites were completed and sold to qualified homeowners: 1029 McLean, 4809 Edinger, 717 E. 3'd Street, 1121 Cypress, and 1114 Cypress.. Construction on the following sites were completed and sold to qualified homebuyers in FY 14115: 812 Concord and 793 N. Concord. The homes located at 4010 W. McFadden and 1314 Eastwood are complete and anticipated to be sold to a qualified`homebuyer in FY 15/16. -4110 W. McFadden is currently in the entitlement process and construction is anticipated to start in FY 15116. HOUSING AUTHORITY OF THE CITY OF SANT/&P FYgU /15 Page 4 Station District For Sale Project completed and sold to qualified homebuyers in FY 14/15. Final obligation to be aid in FY 15116. Station District Lawsuit Settlement On- going; loans provided to two single family (Lacy Fund rehabilitation projects. VII. STATUS OF COMPLIANCE WITH SECTION 33334.16 Section 34176.1 provides that Section 33334.16 does not apply to interests in real property acquired by the Housing Successor on or after February 1, 2012; however, this Report presents a status update on the project related to such real property. With respect to interests in real property acquired by the former redevelopment agency prior to February 1, 2012, the time periods described in Section 33334.16 shall be deemed to have commenced on the date that the Department of Finance approved the property as a housing asset in the LMIHAF; thus, as to real property acquired by the former redevelopment agency now held by the Housing Successor in the LMIHAF, the Housing Successor must initiate activities consistent with the development of the real property for the purpose for which it was acquired within five years of the date the DOF approved such property as a housing asset. The following provides a status update on the real property or properties housing asset(s) that were acquired prior to February 1, 2012 and compliance with five -year period: HOUSING AUTHORITY OF THE CITY OF SANTA 2 4/15 Page 5 Deadlineto Initiate I Date of Development Address of ••- 415 & 423S. Raitt St. 06130/11 02/14118 ' Tentative plan to sell property to City for development as open park s ace Remnant parcels at 10/30102 02/14/18 No development plans Spurgeon & E. 22 "d St. 542 E. Central Ave, 04/10100 02/14118 No development plans 720 E. 6t" St. 08/03106 02/14/18 Tentative plan to sell property to City for development as open park s ace 714-E. 6"' St. 07/09/08 02/14118 Tentative plan to sell property; to City for development as open park s ace. 710 E. 6t" St. 11/22/05 02/14/18 Tentative plan to sell property to City for development as open park s ace 801, 809 & 809'/2 E. 07/29/09 02114/18 No development plans Santa Ana Blvd. 826 N. Lac 07/29109 02/14/18 No development plans HOUSING AUTHORITY OF THE CITY OF SANTA 2 4/15 Page 5 1126 & 1146 Washington 99105/07 02114/18. No development plans - The following provides a status update on the project(s) for property or properties that have been acquired by the Housing Successor using LMIHAF on or after February 1, 2012: VIII. DESCRIPTION OF OUTSTANDING OBLIGATIONS PURSUANT TO SECTION 33413 Replacement Housing: According to the FY 2010 — FY 2015 Implementation Plan for the former redevelopment agency, the following replacement housing obligations were transferred to the Housing Successor: One (1) very-low income five - bedroom unit, which was removed in 2005. The replacement housing obligation transferred to the Housing Successor was fulfilled with WBBB project that accommodated a five - bedroom unit within the site. At the end of Fiscal Year 2014 -2015, the Housing Successor has met all replacement housing obligations transferred from the former redevelopment agency. Inclusionary/Production Housing. According to the FY 2010 — FY 2015 Implementation Plan for the former redevelopment agency, no Section 33413(b) inclusionary/production housing obligations were transferred to the Housing Successor. The former redevelopment agency's Implementation Plans are posted on the City's website at http,://www.santa- ana.oLq/cda/oversiqht.asp. IX. EXTREMELY -LOW INCOME TEST Section 34176.1(a)(3)(B) requires that the Housing Successor must require at least 30% of the LMIHAF to be expended for development of rental housing affordable to and occupied by households earning 30% or less of the AMI. If the Housing Successor fails to comply with the Extremely -Low Income requirement in any five -year report, then the Housing Successor must ensure that at least 50% of the funds remaining in the LMIHAF be expended in each fiscal year following the latest fiscal year following the report on households earning 30% or less of the AM] until the Housing Successor demonstrates compliance with the Extremely -Low Income requirement. This information is not required to be reported until 2019 for the 2014 — 2019 period. HOUSING AUTHORITY OF THE CITY OF SANTF80 f I& 4/15 Page 6 X. SENIOR HOUSING TEST The Housing Successor is to calculate the percentage of units of deed - restricted rental housing restricted to seniors and assisted by the Housing Successor, the former redevelopment agency and /or the City within the previous 10 years in relation to the aggregate number of units of deed - restricted rental housing assisted by the Housing Successor, the former redevelopment agency and /or City within the same time period. If this percentage exceeds 50 %, then the Housing Successor cannot expend future funds in the LMIHAF to assist additional senior housing units until the Housing Successor or City assists and construction has commenced on a number of restricted rental units that is equal to 50% of the total amount of deed - restricted rental units. The following provides the Housing Successor's Senior Housing Test for the 10 year period of January 1, 2005 to January 1, 2015: Senior Housing Test so i # of Assisted Senior Rental Units " 0 # of Total Assisted Rental Units 565 Senior Housing Percentage 000 XI. EXCESS SURPLUS TEST Excess Surplus is defined in Section 34176.1(d) as an unencumbered amount in the account that exceeds the greater of one million dollars ($1,000,000) or the aggregate amount deposited into the account during the Housing Successor's preceding four Fiscal Years, whichever is greater. The following provides the Excess Surplus test for the preceding four Fiscal Years: Beginning Balance IFY 2011/12 $0 IFY 2012/13 $37,192,839 FY i '$25,736,346 o $17;996,580' Add: Deposits $58,870,637 $506,303 $1,496,182 $2,329,877 (Less) Expenditures $21,677,798 $11,962,796 $9,235,948 $950,279' Ending Balance $37,192,839 $25,736,346 $17,996,580 $19,376,178 The LMIHAF does not have an Excess Surplus. (Refer to calculation below.) HOUSING AUTHORITY OF THE CITY OF SANTA 2 4/15 Page 7 Fund Balance — June 30, 2015 Less Unavailable Amounts: Advance to private - purpose trust fund Community development Land held for resale Available Low Income Housing Funds Limitation (Greater of $1,000,000 or Four Years Deposits): Aggregate amounts deposited for preceding four fiscal years 2011 —2012 58,870,637 2012-2013 506,303 2013-2014 1,496,182 2014-2015 2,329,877 Total deposits for the preceding four fiscal years 63,202,999 Base limitation 1,000,000 Greater Amount Computed Excess Surplus — June 30, 2015 $19,376,178 ( 4,751,291) ( 8,359,809) ( 6,265,078) 63,202,999 HOUSING AUTHORITY OF THE CITY OF SANT81DP FW7-@{4/15 Page 8